Rapid Fleet Management Services Ltd Directors Report

Dear Shareholders,

Your directors have pleasure in presenting the 8^th Annual Report on the business and operations of your company along with the Audited Financial Statements for the year ended 31st March 2025.

FINANCIAL HIGHLIGHTS

The Financial Resultsfor the year ended 31st March, 2025.

Particulars	2024 - 25	2023 - 24
	(Rs. in Lakhs)	(Rs. in Lakhs)
Revenue from operations	17,243.98	11,558.61
Other Income	325.64	73.53
Total Income	17,569.62	11,632.15
Total Expenses	16,213.30	10,518.30
Profit/(Loss) before tax	1,356.32	1,099.04
Exceptional Item	0	14.81
Tax Expenses:
Current Tax	332.65	285.3
Deferred tax	-16.02	6.55
Profit / (Loss) carried to Balance sheet	1,027.97	807.19

BUSINESS PERFORMANCE:

The Company during the year has achieved a turnover of Rs.17,243.98 Lakhs as compared to a turnover of Rs.11,558.61 Lakhs in the previous financial year. The Company has earned a net profit after tax of Rs.1,027.97 Lakhs as compared to net profit after tax of Rs.807.19 Lakhs in the previous year.

SHARE CAPITAL:

The Paid-up EquityShare Capital as on March 31, 2025 was Rs. 7,43,48,000 /. Issue of 49,00,000 Bonus equity shares and 24, 34,800 Subscribed shares were made through initial public offering during the financial year 2024-2025.

BONUS ISSUE

The Bonus Issue of the Company has been authorised through a resolution passed by the Board of Directors at its meeting held on April 08, 2024 pursuant to Section 63 of the Companies Act 2013 and read with Reule 14 of The Companies ( Share Capital and Debentures) Rules, 2014 .In accordance with the provisions contained in AOA and subject to the approval from the members in EGM held on 8^th April 2024 at shorter notice for capitalization of sum of not exceeding IN R 4,90,00,000/- from the general reserve which includes security premium for the purpose of issue and allotment of 49,00,000 Bonus equity shares to the members whose name appear in the register of member as on April 5^th 2024 in proportion of 49 Bonus shares for every one existing equity shares of the Company .

PREFERENTIAL ISSUE:

The Preferential shares have been issued and allotted to the extent of 1,50,000 Equity shares of face value of Rs. 10/-, at a price of Rs. 120/- per share at Security premium of Rs. 110/- per share, Pursuant to Section 42, 62(1)(c) and read with Rule 13 of the Companies (Share and Debenture) Rule 2014 of Companies (Prospectus and Allotment of Securities Rules, 2014 the company has complied all rules and regulation in connection therewith, subject to approval secured from the Board and Consent of the Members. The preferential allotment shall rank pari passu including dividend with the existing fully paid-up shares of face value of Rs.10/- each of the Company as provision contained in Memorandum and Articles of the Company.

INITIAL PUBLIC COMPANY OF THE EQUITY SHARES OF THE COMPANY:

The Company has opted for an Initial Public Offering ("IPO") of 22,84,800 Equity Shares of Rs.10/- each for cash at a price of Rs.192/- per share (including a premium of Rs.182/- per equity share). Post subscription, the issued, subscribed and fully paid-up equity share capital of the Company stands at 74,34,800 Equity Shares of Rs.10/- each.

The equity shares of the Company have been listed on the Emerge Platform of National Stock Exchange of India Limited ("NSE Emerge").

Total Subscribed shares are 24,34,800 Equity Shares accordingly the shares were allotted, the list of allottee as follows:

No of successful Allotee in Retail Category	865	No of successful AUotee in NonInstitutional Category	197
No of successful Allotee in QIBs Category	3	No of successful Allotee in Employees Category	0.00
No of successful Allotee in Market
Makers Category	1.00	No of successful Allotee in Anchor Category	5.00
Total Successful Allotees	1071

DIVIDEND:

In line with Financials ended as on 31^st March 2025, no dividend was declared by the Board.

DEPOSITS FROM PUBLIC:

During the period under review, your Company has neither accepted nor renewed any deposits within the meaning ofprovisions of Chapter V - Acceptance of Deposits by Companies of the Companies Act, 2013 read with Companies (Acceptance of Deposits) Rules, 2014 i.e. public deposits.

Deposits accepted during the year (Renewal)	Nil
Deposits remained unpaid or unclaimed as at the end of the year	Nil
Default in repayment of deposits or payment of interest thereon during the year, if any (indicate no. of cases)	Amount

 

	At the beginning of the year	Maximum during the year	At the end of the year
	Nil
Deposits which are not in compliance with the requirements of Chapter V of the Act	Nil

PARTICULARS OF LOANS, GUARANTEES AND INVESTMENTS:

The Company has not made any loans or given any guarantees; however, it has made investments in mutual funds, as disclosed in Note No. 12 of the Financial Statements, in compliance with the provisions of Section 186 of the Companies Act, 2013, during the financial year 2024-25."

TRANSFER OF PROFITSTO RESERVES:

The Amount of the Net Profit Rs 1027.97 lakhs carried to the Reserves and surplus as shown in notes to the financial statement for the year ended on March 31, 2025.

SUBSIDIARY / JOINT VENTURES / ASSOCIATE COMPANIES:

The Companydoes not have any subsidiaries, associates and joint venture companies.

DIRECTORS RESPONSIBILITIES STATEMENT:

Pursuant to the requirement of Section 134 (5) of the Act, the Directors hereby confirm:

• That in the Preparation of Final Accounts, the applicable Accounting Standards has been followed along with proper explanation relating to material departures;

• That they 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 or loss of the Company for that period.

• That they had taken proper and sufficient care for the maintenance of adequacy Accounting Records in accordance with the provisions of the Act, for safeguarding the Assets of the Company and for preventing and detecting fraud and other irregularities;

• That they had prepared the Annual Accountson a Going Concern basis.

• That they laid down internal financial controls to be followed by the Company and that such internal financial controls are adequate and operating properly; and

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

DIRECTORS AND KEY MANAGERIAL PERSONNEL Board Composition

The Board of the Company as on March 31, 2025 consists of two executive directors, two Independent Directors and two KMPs including a Company Secretary and a Chief Financial officer.

PARTICULARS	DESIGNATION
1 Mr. Anand Poddar	Managing director
3 Mrs. Shruti Poddar	Executive Director
2 Mr. Akash Poddar	Non - Executive Director
4 Mr. Varun Kaushik	Independent Director
5 Mr. Rupesh Kothari	Independent Director
6 Mr. Manish Kumar Agrawal	Chief Financial Officer
7 Mrs. Ankita Gupta	Company Secretary

During the financial year under review, no changes occurred in the Board of Directors and Key Managerial Personnel of the Company: -

Directors / Key Managerial personnel Appointment/Re-appointment:

Appointment of a director in place of Mrs. Shruti Poddar (having DIN 07899028) who retires from office by rotation and being eligible offers herself for reappointment.

Meetings of Board of Directors

The Board meets at regular intervals to discuss and decide on business strategies / policies and review the financial performance of the Company. The Board Meetingsare pre-scheduled, and a tentative annualcalendar of the Board is circulated to the Directors well in advance to facilitate the Directors to plan their schedules.

Meeting	No. of Meetings during the Financial Year 2024-25	Date of the Meetings
Board Meeting	7	10/04/2024, 08/04/2024, 26/09/2024, 03/06/2024, 19/06/2024, 13/03/2025, 26/03/2025
Audit Committee	5	23/05/2024, 09/08/2024, 06/11/2024, 21/01/2025 and 05/02/2025
Nomination & Remuneration Committee	2	04/10/2024 and 27/11/2024
Stakeholders Relationship Committee	1	12/02/2025
Independent Directors Meeting	1	12/02/2025

The interval betweentwo Board Meetings was well within the maximum period mentioned under section 173 of the Companies Act, 2013, and SEBI Listing (Disclosures and Obligations Requirements) Regulations, 2015.

BOARD EVALUATION:

Pursuant to the provision of the Companies Act, 2013, a structured questionnaire was prepared after taking into consideration of the various aspects of the Boards functioning, the composition of the Board and its committees, culture, execution and performance of specific duties, obligations, and governance.

The board and the committee were evaluated on various criteria as stated below:

1. Composition of the Board and Committee.

2. Understanding of the Company and its business by the Board.

3. Availability of information to the board and committee.

4. Effective Conduct of Board and Committee Meetings.

5. Monitoring by the Board management effectiveness in implementing strategies, managing risks and achieving the goals.

The Board also carried out the evaluation of directors and chairman based on following criteria:

1. Attendance of meetings.

2. Understanding and knowledgeof the entity.

3. Maintaining Confidentiality of board discussion.

4. Contribution to the board by active participation.

5. Maintaining independent judgmentin the decisions of the Board

SEPARATE MEETING OF THE INDEPENDENT DIRECTORS:

As required under Clause VII of ScheduleIV of the Companies Act, 2013, the Independent Directorsheld a Meeting on 12^th February, 2025, without the attendance of Non-Independent Directors and members of the Management.

INDEPENDENT DIRECTORS DECLARATION:

All Independent Directors have given declarations that they met the Criteria of independence laid down under Section 149 of the Companies Act, 2013 and Securities and Exchange Board of India (Listing Obligations and Disclosure requirements) Regulations, 2015 in respect of financial year ended 31st March, 2025, which has been relied on by the Company and placed at the Board Meeting.

FAMILIARIZATION PROGRAMME FOR INDEPENDENT DIRECTORS:

The Company has practice of conducting familiarization program of the independent directors as detailed in the Corporate Governance Report which forms part of this Annual Report.

POLICY ON DIRECTORS APPOINTMENT AND REMUNERATION AND OTHER DETAILS

Directors appointment and remuneration including criteria for determining qualifications, positive attributes, independence of a director and other matters provided under the Companies Act, 2013 are covered under the Boards policy formulated by the Company and is available on the Company website rapidfleet.in

BOARD DIVERSITY:

The Company recognizes that building a Board of diverse and inclusive cultureis integral to its success.The Board considers that its diversity, including gender diversity, is a vital asset to the business. The Board has adopted a Board diversity policy which sets out the approach to diversity of the Board of Directors. AUDIT COMMITTEE:

Pursuant to section 177 of the Companies act 2013 and Regulation 18 of SEBI (Listing Obligations and Disclosure Requirements) the Company is required to constitute the Audit Committee.

The responsibilities of the Audit Committee as follows:

(i) the recommendation for appointment, remuneration and terms of appointment of auditors of the company;

(ii) review and monitor the auditors independence and performance, and effectiveness of audit process;

(iii) examination of the financial statement and the auditors report thereon;

(iv) approval or any subsequent modification of transactions of the company with related parties;

NOMINATION AND REMUNERATION POLICY

Pursuant to Section 178(3) of the Companies Act, 2013 and as per Regulation 19 of SEBI (Listing Obligations and Disclosure Requirements), the company is required to constitute Nomination and Remuneration Committee. the Board of Directors has framed a policy which lays down a framework in relation to remuneration of Directors, Key Managerial Personnel and Senior Management of the company. The policy also lays down the criteria for selection and appointment of Board Members. The policy and details of Nomination and Remuneration is available on the websiteof the Company at rapidfleet.in

In accordance with the Nomination and Remuneration Policy, the Nomination and Remuneration Committee has, inter alia, the following responsibilities:

1. The Committee had formulated the criteria for determining qualifications, positive attributes, and independence of a director. and is available in the company website rapidfleet.in. The Committee shall identify persons who are qualified to become Director and persons who may be appointed in Key Managerial and Senior Management positions in accordance with the criteria laid down in this policy.

2. Recommend to the Board, appointment, and removal of Director, KMP and SeniorManagement Personnel.

3. The Board shallcarry out evaluations of the performance of every Director, KMP and SeniorManagement Personnel at regular intervals (yearly).

4. The remuneration/ compensation/ commission etc. to the Managerial Personnel, KMP and Senior Management Personnel will be determined by the Committeeand recommended to the Board for approval. The remuneration/ compensation/ commission etc. shall be subject to the prior/ post approval of the shareholders of the Company and Central Government, wherever required.

5. Increments to the existing remuneration/ compensation structure may be recommended by the Committee to the Board which should be within the slabs approved by the Shareholders in the case of Managerial Personnel.

6. Where any insurance is taken by the Company on behalf of its Managerial Personnel, Chief Executive Officer, Chief Financial Officer, the Company Secretary, and any other employees for indemnifying them against any liability, the premium paid on such insurance shall not be treated as part of the remuneration payable to any such personnel. Provided that if such person is proved to be guilty,the premium paid on such insurance shall be treated as part of the remuneration.

7. The Non-Executive/ Independent Director is not paid remuneration by way of fees for attending meetings of the Board or Committee thereof.

8. Commission to Non-Executive/ Independent Directors If proposed may be paid within the monetary limit approved by shareholders, subject to the limit not exceeding 1% of the net profits of the Company computed as per the applicable provisions of the Companies Act, 2013.

WHISTLE BLOWER POLICY/ VIGIL MECHANISM:

Pursuant to Section177(9) of the Companies Act, 2013, your Company has established a VigilMechanism policy for directors and employees to report concerns about unethical behaviors, actual or suspected fraud, violations of Code of Conduct of the Company etc. The mechanism also provides

for adequate safeguards against the victimization of employees who avail themselves of the mechanism and also provides for direct access by the Whistle Blower to the Audit Committee. It is affirmed that during the Financial Year 202425, no employee has been denied access to the Audit Committee. The details of the vigil mechanism is displayed in the website rapidfleet.in

INTERNAL CONTROL AND ITS ADEQUACY:

The Company has formulated a Framework on Internal Financial Controls In accordance with Rule 8 (5) (viii) of Companies (Accounts) Rules, 2014, the Company has adequate internal control systems to monitor business processes, financial reporting and compliance with applicable regulations and they are operating effectively.

The systems are periodically reviewed by the Audit Committee of theBoard for identification of deficiencies and necessary time-bound actions are taken to improve efficiency at all the levels. The Committee also reviews the observations forming part of internal auditors report, key issues and areas of improvement, significant processes and accounting policies.

COMPOSITION OF COMMITTEES OF THE BOARD

Duringthe year all the recommendations of the Audit Committee were accepted by the Board. Pursuant to Section 177(8) of the Companies Act, 2013, the Composition of Audit Committee is given as under:

AUDIT COMMITTEE

As per Section 177 of the Companies 2013 and in line with Regulation 18 of SEBI (listing obligation and Disclosure Requirements) 2015, The constitution of the Committee as follows:

Mr. Varun Kaushik	Chairman
Mr. Rupesh Kothari	Member
Mr. Anand Poddar	Member

NOMINATION AND REMUNERATION COMMITTEE

As per Section 178 of the Companies 2013 and in line with Regulation 19 of SEBI (Listing obligations and Disclosure Requirements) 2015, The constitution of the Committee as follows:

Mr. Varun Kaushik	Chairman
Mr. Rupesh Kothari	Member
Mr. Akash Poddar	Member

STAKEHOLDERS RELATIONSHIP COMMITTEE

As per Section 178 of the Companies 2013 and in line with Regulation 20 of SEBI (Listing obligations and Disclosure Requirements) 2015, The constitution of the Committee as follows:

Mr. Akash Poddar	Chairman
Mr. Varun Kaushik	Member
Mr. Rupesh Kothari	Member

CODE OF CONDUCTFOR DIRECTORS AND SENIOR MANAGEMENT:

The Board of Directors has adopted a policy and procedure on Code of Conduct for the Board Members and employees of the Companyin accordance with the SEBI (Prohibition of Insiders Trading)Regulations, 2015. This Code helps the Company to maintain the Standard of Business Ethics and ensure compliance with the legal requirements of the Company.

The Code is aimedat preventing any wrongdoing and promoting ethical conduct at the Board and by employees. The Compliance Officer is responsible to ensure adherence to the Code by all concerned.

The Code lays down the standard of Conduct which is expected to be followed by the Directors and the designated employees in their business dealings and in particular on matters relating to integrity in the workplace, in business practices and in dealing with stakeholders.

All the Board Members and the Senior Management Personnel have confirmed Compliance with the Code.

Auditors:

STATUTORY AUDITORS:

M/s. Gupta Agarwal & Associates, Chartered Accountants Firm was appointed as the Statutory Auditors of the company at the 7^th Annual General Meeting for a period of five consecutive years i.e., till the conclusion of the AGM to held on 31^st March 2028.

COMMENT ON STATUTORY AUDITORS REPORT:

There are no qualifications, reservations, remarks or disclaimers made by M/s. Gupta Agarwal & Associates, Chartered Accountants Firm, Statutory Auditor in their audit report.

COST AUDITOR:

Pursuant to notification of Companies (Cost Records and Audit) Rules, 2014 read with Companies (Cost Records and Audit) Amendment rules, 2014 the Company does not fall under the purview of Cost Audit.

SECRETARIAL AUDITOR:

Pursuant to the requirements of Section 204 (1) of the Companies Act, 2013 and Rule 9 of Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, M/s. Lakshmmi Subramanian & Associates, Practicing Company Secretaries (CP No.1087, FCS: 3534) was appointed to conduct secretarial audit for the financial year 2024-2025.

The Secretarial Audit Report as received from the Secretarial Auditor is annexedto this reportas Annexure I.

COMMENTS/ OBSERVATIONS/ QUALIFICATIONS OF SECRETARIAL AUDIT REPORT:

There are no qualifications, reservations, remarks or disclaimers made by M/s. Lakshmmi Subramanian & Associates, Practicing Company Secretaries, Secretarial Auditor in their report.

INTERNAL AUDITORS:

Mr. Suprith Thiriveedhi, Chartered Accountants was appointed as the Internal Auditor of the Company. The Audit Committeedetermines the scope of internalAudit line with regulatory and business requirements.

REPORTING OF FRAUDS BY AUDITORS:

During the year under review,neither the StatutoryAuditor nor the Secretarial Auditorhas reported to the Audit Committee under Section 143 of the Companies Act, 2013, any instances of fraud committed against the Company by its officers or employees, the details of which would need to be mentioned in the Boards Report.

RISK MANAGEMENT POLICY:

The risk management is overseen by the Audit Committee of the Company on a continuous basis. Major risks, if any, identified by the by the business and functions are systematically addressed through mitigating action on a continuous basis.

PARTICULARS OF CONTRACTS OR ARRANGEMENTS MADE WITH RELATED PARTIES:

The Company has entered into transactions with related parties in compliance with the provisions of Sections 177 and 188 of the Act. The details of such related party transactions have been disclosed in the financial statements as required by the applicable accounting standards.

CORPORATE SOCIAL RESPONSIBILITY (CSR):

As per the provisions of Section 135 of the Companies Act, 2013, the Company has constituted a Corporate Social Responsibility Committee (CSR Committee) since the net profit of the Company for the year 2024-2025 is more than Rs. 5 Crores. The CSR Committee, as per the requirements of Section 135 of the Companies Act, 2013, comprises three directors, including one Independent Director. Following are the members of CSR Committee-

Name of Director	Nature of Directorship
1. Mr. Anand Poddar	Chairman
2. Mrs. Shruti Poddar	Member
3. Mr. Varun Kaushik	Member

The Company had formulated a CSR policy and the CSR Committee of the Board has been entrusted with the responsibility of formulating, recommending, and monitoring the companys CSR policy.

ANNUAL RETURN:

The Annual Return in accordance with Section 92(3) of the Companies Act, 2013 read with the Companies (Management and Administration) Rules, 2014 and same shall be hosted in https://rapidfleet.in/

DISCLOSURES OF SHARES HELD BY PROMOTERS IN DEMAT FORM:

Thepromoters of the Company hold hundred percentshares in demat form.

DISCLOSURE REQUIREMENTS:

As per SEBI Listing Regulations, the Corporate Governance Report with the Auditors Certificate thereon, and the Management Discussion and Analysis Report are attached, which forms part of this report. The Company has devised proper systems to ensure compliance with the provisions of all applicable Secretarial Standards issued by the Institute of Company Secretaries of India and is of the view that such systems are adequate and operating effectively.

SECRETARIAL STANDARDS:

The Company has devised proper systems to ensure compliance with the provisions of all applicable Secretarial Standards issued by the Institute of Company Secretaries of India and is of the view that such systems are adequate and operating effectively.

MATERIAL DEVELOPMENTS IN HUMAN RESOURCES / INDUSTRIAL RELATIONS FRONT:

Training on all sectors is given to its employees periodically and motivated to work in line with the development of the industry. The willingness and commitment of the employees help the company to stand tall among its customer in quality and service

BOARD POLICIES:

The Company has all the required board approved policies as per the Companies Act, 2013 and SEBI (LODR) Regulations, 2015 and which are placed on the website of the Company.

POLICY ON INSIDER TRADING:

On December 31, 2018, the Securities and Exchange Board of India amended the Prohibition of Insider Trading Regulations, 2015, prescribing various new requirements with effect from 1^st April 2019. In line with the amendments, your Company has adopted an amended Code of Conduct to regulate, monitor and reporttrading by Designated Persons and their Immediate Relatives under the Securities and Exchange Board of India (Prohibition of Insider Trading) Regulations, 2015.

PREVENTION OF SEXUAL HARASSMENT OF WOMEN AT WORKPLACE ["POSH"]:

The Company has adopted a policy for prevention of sexual harassment at the workplace, in line with the requirements of the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013 ("POSH Act"). An Internal Complaints Committee ("ICC") has been duly constituted as per the provisions of the POSH Act to redress complaints regarding sexual harassment at the workplace. During the financial year under review, the Company has complied with all the provisions of the POSH Act and the rules framed thereunder. Further details are as follow:

A Number of complaints of Sexual Harassment received in the Year	NIL
B Number of Complaints disposed off during the year	NIL
C Number of cases pending for more than ninety days	NIL

INTERNAL COMPLAINTS COMMITTEE:

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 Rules framed thereunder. Internal Complaints Committee ("ICC") is in place for all works and offices of the Company to redress complaints received regarding sexual harassment. The policy on Prohibition Prevention & Redressal of Sexual Harassment is available on the website of the Company at rapidfleet.in

Duringthe Financial Year under review,no complaints with allegation of sexual harassment were filed with the ICC. Internal Complaint Committee Members:

Name of Director	Nature of Directorship
1 Mrs. Shruti Poddar	Presiding Officer
2 Mrs. Radhika Modi	Member
3 Mr. Anand Poddar	Member
4 Mr. Bimai Kumar Malawat	Member

The Committee met once in the financial year 2024-25. The Company is committed to provide a safe and conducive work environment to its employees during the financial year. Your directors state that during the financial year 2024- 25, there were no cases filed pursuant to the Sexual harassment of Women at workplace (Prevention and Redressal) Act, 2013.

THE CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE EARNINGS AND OUTGO

Energy Conservation: Conservation of energy continues to receive increased emphasis and steps are being taken to reduce the consumption of energy at all levels.The Company has taken steps to conserve energy in its office use, consequent to which energy consumption had been minimized. Since the Company has not carried on industrial activities, disclosure regarding impact of measures on cost of production of goods, total energy consumption, etc, is not applicable.

Foreign ExchangeEarnings and Outgo:The Company has not earnedor spent any foreign exchange during the year under review.

Research and Development & Technology Absorption: The Companyhas not done any technology absorption for its business and hence no reporting is required to be furnished under this heading. The Company will adopt necessary technology as and when required in the furtherance of the business.

DETAILS OF SIGNIFICANT AND MATERIAL ORDERS PASSED BY THE REGULATORS/COURTS/TRIBUNALS IMPACTING THE GOING CONCERN STATUS AND COMPANYS OPERATIONS IN FUTURE:

During the year, there were no such instances of significant and material orders passed by the Regulators, Courts or Tribunals.

OTHER MATERIAL EVENTS HAVE BEEN OCCURRED DURING THE PERIOD AFTER THE END OF THE FINANCIAL YEAR AND BEFORE THE SIGNING OF REPORT ARE AS FOLLOWS;

NIL

COMPLIANCE WITH RBI GUIDELINES:

The company is not required to be registered under section 45-IA of the Reserve Bank of India Act, 1934. Accordingly, the paragraph 3(xvi) of the order is not applicable to the company.

The Company has not conducted any Non-Banking Financial or Housing Finance activities during the year.

The Company is not a Core Investment Company (CIC) as defined under the Regulations by the Reserve Bank of India.

APPLICATION MADE OR ANY PROCEEDING PENDING UNDER THE INSOLVENCY AND BANKRUPTCY CODE, 2016 DURING THE YEAR:

There were no applications made nor any proceeding pending under the insolvency and bankruptcy code, 2016 during the year.

MAJOR THINGS HAPPENED DURING THE YEAR WHICH MADE THE IMPACT ON THE OVERALL WORKINGSOF THE COMPANY & THE MAJOR ACTIONSTAKEN BY THE COMPANY IN THAT RESPECT, SUCH AS COVID-19 PANDEMIC:

Nil

THE DETAILSOF DIFFERENCE BETWEEN AMOUNTOF 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:

During the year under review there was no instanceof one-time settlement with any Bank or FinancialInstitution.

PARTICULARS OF EMPLOYEES:

The information is required under Section 197 (12) of Companies Act, 2013 read with rule 5(1) of Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, in respect of employees of the Company. the remuneration paid by the company to its directors during the year is in accordance with the provisions of section 197 of the Act.

MANAGEMENT DISCUSSION AND ANALYSIS REPORT:

As per SEBI (Listing Obligations and Disclosures Requirements) Regulations, 2015, Management Discussion and Analysis Report is attached as Annexure -III.

DISCLOSURE REQUIREMENTS:

The Company has devised proper systems to ensure compliance with the provisions of all applicable Secretarial Standards issued by the Institute of Company Secretaries of India and is of the view that such systems are adequate and operating effectively.

LISTING FEES:

The Company confirms that it has paid the annual listingfees for the year 2024-25 to the National Stock Exchange.

CLOSURE OF REGISTER OF MEMBERS AND SHARE TRANSFER BOOKS:

The Register of Members and Share Transfer books of the company will be closed with effect from 24^th September 2025 to 30^th September 2025 (both days inclusive).

MATERNITY BENEFIT

The Company affirms that it has duly complied with all provisions of the Maternity Benefit Act, 1961, and has extended all statutory benefits to eligible women employees during the year.

ACKNOWLEDGEMENT:

We take this opportunity to express our sincere gratitude to the encouragement, assistance, cooperation, and support given by the Central Government, State Governments, Reserve Bank of India, Securities and Exchange Board of India, Bombay Stock Exchange and all other regulators/authorities during the year. We also wish to convey our gratitude to all the customers, Auditors, suppliers, dealers, and all those associated with the company for their continued patronage during the year.

We also wish to place on record our appreciation for the hard work and unstinting efforts put in by the employees at all levels. The directors are thankful to the esteemed stakeholders for their continued support and the confidence reposed in the Company and its management.

CAUTIONARY STATEMENT:

The statements contained in the Boards Report and Management Discussion and Analysis Report contain certain statements relating to the futureand therefore are lookingforward within the meaning of applicable securities, laws and regulations. Various factors such as economic conditions, changes in government regulations, tax regime, other statues, market forces and other associated and incidental factors may however lead to variation in actual results.

	For and behalf of the Board
	Rapid Fleet Management Services Limited
	Sd/-
	Mrs. Shruti Poddar
	Director
	DIN:07899028
	Mr. Anand Poddar
PLACE: CHENNAI	Managing Director
DATE: SEPTEMBER 4, 2025	DIN: 00697859