Raymond Realty Ltd Directors Report

To,

The Members

RAYMOND REALTY LIMITED

(Formerly known as Raymond Lifestyle Limited)

Your Directors take pleasure in presenting the Fifth Annual Report together with Audited Financial Statements for the financial year ended on March 31, 2024.

1. FINANCIAL SUMMARY

The revenue from operations of the Company at Standalone level for FY 2023-24 was Nil (Previous Year: Nil) and the Company incurred a Loss after tax of Rs. 34.58 Lakhs (Previous Year Loss after tax: Rs. 91.65 Lakhs). On a Consolidated level, the revenue from operations of the Company stood at Rs. 348.01 Lakhs (Previous Year: Nil) and the Company incurred a loss after tax of Rs. 4430.42 Lakhs (Previous year Loss of Rs. 416.15 Lakhs) for the year under review.

2. DIVIDEND

No dividend has been recommended for the financial year ended March 31, 2024.

3. RESERVES

Your Company has not transferred any amount to the General Reserves of the Company.

4. CHANGE IN NAME OF THE COMPANY

The name of your Company was changed from Raymond Lifestyle Limited to Raymond Realty Limited with effect from January 5, 2024. The objects of the Company were altered from Lifestyle Business to Realty Business and the new CIN of the Company is U41000MH2019PLC332934.

5. STATUTORY AUDITORS

Chaturvedi & Shah LLP, Chartered Accountants, (FRN/Membership No: 101720W/W100355) were appointed as Statutory Auditors of the Company at the Annual General Meeting held on June 13, 2022, for a term of five years commencing from the conclusion of third Annual General Meeting of the Company till the conclusion of the eight Annual General Meeting of the Company.

There were no qualifications, reservations, adverse remarks made by the Auditors in their report for the financial year ended March 31, 2024.

6. INTERNAL CONTROL SYSTEMS AND THEIR ADEQUACY

Your Company has adequate internal control and risk-mitigation system, which is constantly strengthened with new / revised standard operating procedures.

7. SHARE CAPITAL

The paid-up equity Share Capital as on March 31, 2024 is Rs 15,00,000/- divided into 1,50,000 equity shares of Rs 10/- each. During the year under review, the Company has not issued shares with differential voting rights nor granted stock options nor sweat equity.

8. SUBSIDIARY COMPANIES

Ten X Realty Limited

Ten X Realty Limited (Ten X) is a wholly owned subsidiary of the Company incorporated on December 24, 2021, which is engaged in real estate business. The revenue from operations of Ten X for FY 2023-2024 was Nil (previous year: Nil) and the loss after tax stood at Rs. 4371.57 Lakhs (Previous Year: Loss after tax of Rs. 324.28 Lakhs).

Rayzone Property Services Private Limited

Rayzone Property Services Limited (‘Rayzone) is a wholly-owned subsidiary of the Company incorporated on November 11, 2022, which is engaged in the business of facility management services. The revenue from operations of Rayzone for FY 2023-2024 was Rs 348.01 Lakhs (Previous Year: Nil) and the loss after tax stood at Rs. 23.92 Lakhs (Previous Year Loss of Rs. 0.21 Lakhs).

Ten X Realty East limited

Ten X Realty East Limited (Ten X East) is a wholly owned subsidiary of the Company incorporated on December 20, 2023, which is engaged in real estate business. The revenue from operations of Ten X East for FY 2023-2024 was Nil and the loss after tax stood at Rs. 0.18 Lakhs.

Ten X Realty West limited

Ten X Realty West Limited (Ten X West) is a wholly owned subsidiary of the Company incorporated on January 3, 2024, which is engaged in real estate business. The revenue from operations of the Company for FY 2023-2024 was Nil and the loss after tax stood at Rs. 0.17 Lakhs.

Pursuant to Section 129(3) of the Companies Act, 2013 read with Rules made thereunder, a statement containing salient features of the financial statements of Subsidiaries/Associate Companies/Joint Ventures of the Company is given in Form AOC-1 and forms an integral part of this report.

9. PUBLIC DEPOSITS

During the under review, the Company has not accepted any public deposits under Section 73 of the Companies Act, 2013.

10. PARTICULARS OF LOANS, GUARANTEES OR INVESTMENTS

The details of Loans, Guarantees or Investments covered under the provisions of Section 186 of the Companies Act, 2013, if any, forms part of the Notes to the Financial Statements.

11. DIRECTORS

The Board of Directors of the Company at its meeting held on January 25, 2024, appointed Shri Sandeep Maheshwari (DIN:08254851) as Additional Director (Non-Executive Category) of the Company. Shri Harishkumar Chatterjee resigned as Non-Executive Director of the Company with effect from the close of business hours of January 31, 2024.

In accordance with the provisions of Section 152 of the Companies Act, 2013 and the Companys Articles of Association, Shri Jatin Khanna, Director, retires by rotation at the forthcoming Annual General Meeting (‘AGM) and being eligible, offers himself for re-appointment.

Profile of Director being appointed/re-appointed at the ensuing AGM, as required by Secretarial Standard- 2 on General Meetings, is given in the notice of the ensuing AGM. The above appointment/re-appointment forms part of the notice of the ensuing AGM and the resolution is recommended for members approval.

Your Board presently consists of following Directors:

S. No. Name of the Director	Designation
1 Shri K. A. Narayan	Non-Executive Director
2 Shri Sandeep Maheshwari	Non-Executive Director
3 Shri Jatin Khanna	Non-Executive Director

During the year, Five Board Meetings were held as under, and attendance of Board Members is given below:

			Date of Board Meeting
Sr No.	Name of Director	May 05, 2023	August 09, 2023	November 01, 2023	November 30, 2023	January 25, 2024
1	Shri K. A. Narayan
2	Shri Harishkumar Chatterjee (upto January 31, 2024)
3	Shri Jatin Khanna
4	Shri Sandeep Maheshwari (w.e.f January 25, 2024)	NA	NA	NA	NA	(present as invitee)

12. COMPLIANCE WITH SECRETARIAL STANDARDS

In terms of Section 118(10) of the Companies Act, 2013, the Company has complied with the Secretarial Standards issued by the Institute of Company Secretaries of India and approved by Central Government with respect to Meetings of the Board of Directors and General Meetings.

13. RELATED PARTY TRANSACTIONS

During the financial year, all transactions entered into with Related Parties, if any, as defined under the Companies Act, 2013 were in the ordinary course of business and on an arms length pricing basis and do not attract the provisions of Section 188 of the Companies Act, 2013.

14. RISK MANAGEMENT

The Company has adequate risk management measures which are implemented, developed, assessed, reviewed and strengthened from time to time.

15. REPORTING OF FRAUDS

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

16. DIRECTORS RESPONSIBILITY STATEMENT

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

a. that in the preparation of the annual accounts for the year ended March 31, 2024, the applicable accounting standards have been followed along with proper explanation relating to material departures, if any;

b. that the Directors have selected such accounting policies and applied them consistently and made judgments and estimates that are reasonable and prudent so as to give a true and fair view of the state of affairs of the Company as at March 31, 2024 and of the loss of the Company for the year ended on that date;

c. that the Directors have 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;

d. that the Directors have prepared the annual accounts on a going concern basis; and

e. that the Directors have devised proper systems to ensure compliance with the provisions of all applicable laws were in place and were adequate and operating effectively.

17. CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE EARNINGS AND OUTGO

As the Company had no manufacturing activities during the period under review, the details as prescribed under Section 134(3)(m) of the Companies Act, 2013 read with Rule 8 of the Companies (Accounts) Rules, 2014, on conservation of energy, technology absorption and foreign exchange earnings and outgo is not applicable to the Company.

18. ANNUAL RETURN

As per Section 92(3) read with Section 134(3)(a) of the Companies Act, 2013 and relevant Rules, as amended from time to time, every company is required to place a copy of the annual return on the website of the Company, if any, and the web-link of such annual return shall be disclosed in the Boards report. Since the Company does not have a website, the said provision is not applicable to the Company.

19. PARTICULARS OF EMPLOYEES

The provisions of Section 197(12) of the Companies Act, 2013 read with Rule 5 of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 in respect of employees of the Company for the year ended March 31, 2024 is not applicable.

20. MATERIAL CHANGES AND COMMITMENTS

Pursuant to the provisions of Section 134(3)(l) of the Companies Act, 2013, 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.

21. DISCLOSURE UNDER SEXUAL HARASSMENT OF WOMEN AT WORKPLACE (PREVENTION- PROHIBITION & REDRESSAL) ACT, 2013

Since the Company does not have the required number of employees on its payroll, the disclosure under the above act is not applicable.

22. SIGNIFICANT OR MATERIAL ORDERS

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

23. DISCLOSURES

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.

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.

24. RESIDUARY DISCLOSURES

During the year under review:

i. the Company has not issued equity shares with differential rights as to dividend, voting or otherwise. Hence, disclosure under Rule 4(4) of the Companies (Share Capital and Debentures) Rules, 2014 is not applicable;

ii. the Company has not issued sweat equity shares to its employees. Hence, disclosure under Rule 8(13) of the Companies (Share Capital and Debentures) Rules, 2014 is not applicable;

iii. provisions of Section 135 of the Companies Act, 2013 (Act) is not applicable to the Company, hence disclosure under section 134(3)(o) of the Act is not applicable;

iv. Company does not have any Independent Directors, hence disclosure under section 134(3)(d) of the Act is not applicable;

v. Company does not fall under provisions of 178 of the Act, hence disclosure under section 134(3)(e) of the Act is not applicable;

vi. Company does not fall under provisions of Rule 8(4) of the Companies (Accounts) Rules, 2014, hence disclosure under section 134(3)(p) of the Act is not applicable;

vii. the provisions of Section 125(2) of the Act, do not apply as there was no unclaimed dividend in the previous years.

viii. Company was not required to maintain the cost records and requirement of cost audit as prescribed under the provisions of Section 148(1) of the Act were not applicable for the business activities carried out by the Company.

25. ACKNOWLEDGEMENT

The Directors extend their grateful appreciation for the co-operation, support and valuable guidance received from banks, government and other statutory authorities.

	For and on behalf of the Board of Directors of
	RAYMOND REALTY LIMITED
	(FORMERLY KNOWN AS RAYMOND LIFESTYLE LIMITED)
Mumbai	SANDEEP MAHESHWARI	K.A. NARAYAN
April 26, 2024	DIRECTOR	DIRECTOR
	DIN: 08254851	DIN:00950589