Rudra Gas Enterprise Ltd Directors Report

BOARDS REPORT

To,

The Members,

RUDRA GAS ENTERPRISE LIMITED,

(formerly known as Rudra Gas Enterprise Private Limited)

Ahmedabad.

Your Directors have pleasure in presenting herewith the 10th Annual Report together with the Audited Statement of Accounts for the year ended on 31st March, 2025.

FINANCIAL SUMMARY OR HIGHLIGHTS/PERFORMANCE OF THE COMPANY

	(Amount in Lacs)
	Standalone		Consolidated
raiilCUIarS	2024-25	2023-24	2024-25	2023-24
TOTAL INCOME
Revenue from Operations (Net)	10,003.00	6376.64	10,003.00	6376.64
Other Income	38.28	28.93	38.28	28.93
Total revenue	10,041.28	6405.57	10,041.28	6405.57
TOTAL EXPENSES:
Employee Benefit Expenses	1365.64	1181.10	1365.64	1181.10
Finance Costs	304.40	263.28	304.40	263.28
Other Exps	7470.28	4333.01	7503.03	4333.01
Total Exps	9,140.32	5777.39	9173.07	5777.39
Profit/(Loss) after finance costs but before exceptional Items	900.96	628.18	868.21	628.18
Exceptional Items	-	-	-	-
Profit before extraordinary items and tax	900.96	628.18	868.21	628.18
Extraordinary Items	-	-	-	-
Profit before Tax	900.96	628.18	868.21	628.18
Tax Expenses	227.62	158.10	227.62	158.10
Prior Period Tax Adjustment	2.82	(2.74)	2.82	(2.74)
Profit After Tax	670.52	472.82	637.77	472.82
Share of Profit of Associates	-	-	(14.08)	(6.99)
Net Profit /Loss for the Period	670.52	362.39	623.69	465.82
Earnings Per share	8.04	7.44	7.48	5.99

BRIEF DESCRIPTION OF THE COMPANYS WORKING DURING THE YEAR/STATE OF COMPANYS AFFAIRS

The Total Revenue comprising of Revenue from its business and operations and Other Income for the financial year ended 31st March, 2025 is Rs. 10,041.28 Lakhs as against Rs. 6405.57 Lakhs in the previous financial year and the Company has earned a Net Profit of Rs. 670.52 Lakhs as compared to previous years net profit of Rs. 472.82 Lakhs in the previous financial year; as reflected in its profits and Loss accounts.

The management of the Company is diligently exploring diverse business plans and formulating strategic initiatives aimed at fostering the Companys growth and development.

TRANSFER TO RESERVE

The Company has transferred Rs. 670.52 Lakhs to Profit & Loss Account for the Financial Year ended on 31st March, 2025.

CHANGE IN THE NATURE OF BUSINESS, IF ANY

During the year there was no change in business activity of the company.

MATERIAL EVENTS DURING THE YEAR

• Incorporation of subsidiary Company "RUDRA GLOBAL GREEN ENERGY PRIVATE LIMITED" on January 03, 2025 with object clause of "Transmitting, distributing, selling, supplying many types of solar energy, renewable energy using non-conventional and renewable sources including but not limited to windmill, heat, solar, hydro, wave, tidal, ocean, geo thermal, biomass, hydrogen".

• It has enabled the Company to expand the business horizons and to achieve a common goal by sharing resources and expertise to improve the performance of the Company.

CHANGES IN SHARE CAPITAL OF THE COMPANY

During the year under review there were no changes in the Authorised and Paid-up Share Capital of the company.

MATERIAL CHANGES AND COMMITMENT AFTER CLOSURE OF FINANCIAL YEAR

No material changes and commitments, affecting the financial position of the Company, have occurred between the end of financial year of the Company i.e. March 31,2025 to the date of this Report.

DIVIDEND

To fortify the financial standing of the Company and bolster working capital reserves, the Board of Directors does not recommend declaring any dividends for the financial year 2024-25.

ANNUAL RETURN

Annual Return of the Company as required under Section 92(3) read with Section 134(3)(a) of the Act and Rule 12 of the Companies (Management and Administration) Rules, 2014, in the prescribed Form MGT-7, is placed on the website of the company www.rudraoasenterprise.com and weblink for the same is http:// www.rudraoasenterprise.com/investors/.

MANAGEMENT DISCUSSION AND ANALYSIS

In terms of provisions of Regulation 34 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, (Listing Regulations) read with Para B of the Schedule V of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 Management Discussion and Analysis Report has been enclosed herewith as per Annexure - A and forming part of the Directors Report.

ACCEPTANCE OF DEPOSITS

Your Company has not accepted any deposits within the meaning of Section 73 of the Companies Act, 2013 and the Companies (Acceptance of Deposits) Rules, 2014.

Company has borrowed unsecured loan from the Directors, Relatives of Directors or Promoters of the company which are exempted deposits and details of the same are given under the Note No. 9 and Sub-notes (ii) under Point 35 Related Party Disclosure as required by AS-18 under the financial Statement.

SUBSIDIARY, ASSOCIATE OR JOINT VENTURE COMPANY

The Company has entered into a Joint Venture Agreement Dated 14th December, 2023 with Greenstat Hydrogen India Private Limited in a name "Rudra Gas Greenstat Hydrogen Private Limited" having CIN - U35105GJ2023PTC142841 for Providing Business of Generating, Storing, Transmitting, Distributing, Trading, and Supplying Energy Using Non-Conventional and Renewable Sources.

The performance of Associate or Joint Venture entity is as follows:

Particulars	Year Ended on 31/03/2025	Year Ended on 31/03/2024
TOTAL INCOME
Revenue from Operations (Net)	2,65,62,500	95,62,500
Other Income	7,091	0
Total Revenue	2,65.69,591	95,62,500
Total Expenses	2,93,85,545	1,09,60,969
Profit/(Loss) after finance costs but before exceptional Items	(28,15,954)	(13,98,469)
Profit Before Tax	(28,15,954)	(13,98,469)
Tax Expenses (Differed Tax)	0	0
Profit After Tax	(28,15,954)	(13,98,469)

Further, a report in the prescribed Form AOC- 1 as per first proviso to sub-section (3) of Section 129 of the Companies Act, 2013 and Rules made there under is attached herewith as Annexure B to the report.

Further the Company has incorporated a subsidiary company in the name of "Rudra Global Green Energy Private Limited" dated 03rd January, 2025 having CIN-U35105GJ2025PTC157639 for Providing Business with respect to transmit, distribute, sell, supply many types of solar energy, renewable energy using non- conventional and renewable sources including but not limited to windmill, heat, solar, hydro, wave, tidal, ocean, geothermal, biomass, hydrogen.

The performance of Subsidiary Company is as follows:

Particulars	Year Ended on 31/03/2025	Year Ended on 31/03/2024
TOTAL INCOME
Revenue from Operations (Net)	0	NA
Other Income	0	NA
Total revenue	0	NA
Total Expenses	32,75,000	NA
Profit/(Loss) after finance costs but before exceptional Items	(32,75,000)	NA
Profit before Tax	(32,75,000)	NA
Tax Expenses (Differed Tax)	0	NA
Profit After Tax	(32.75,000)	NA

Further, a report in the prescribed Form AOC- 1 as per first proviso to sub-section (3) of Section 129 of the Companies Act, 2013 and Rules made there under is attached herewith as Annexure B to the report.

Further besides these. Company does not have any other subsidiary. Joint Venture, Associate Company.

CONSOLIDATED FINANCIAL STATEMENTS

Since the Company has the Associate Company & Subsidiary Company i.e. Rudra Gas Greenstat Hydrogen Private Limited & Rudra Global Green Energy Private Limited, respectively. Consolidated Financial Statements prepared, pursuant to the requirements of Section 129, read with Schedule III of the Companies Act, 2013 and Rules made there under. Listing Regulations and applicable Accounting Standards, are placed in the Annual Report along with the Auditors Report thereon. They are also forming part of the financial statements.

CORPORATE GOVERNANCE

As per the provision of Regulation 15(2) of the Listing Regulations Compliance with Corporate Governance provisions as specified in the regulations 17 to 27 and clause (b) to (i) of Regulation 46(2) and para C, D and E of Schedule V shall not apply to listed entities having paid-up equity share capital not exceeding 10 Crores and net worth not exceeding Rs. 25 Crores as on the last date of previous financial year.

Henceforth, Company being falling under the specified limits of above regulation, requirement of giving Corporate Governance report in Annual Report as per the Para C of the Schedule V is exempted to the company and hence not required to provide the same.

Further information pertaining to PARA A "Related party Disclosure" forms part of the Note 35 of the Notes forming part of the financial statements AND PARA B "Management Discussion and Analysis Report" are given under Annexure-A of the report.

RELATED PARTY TRANSACTIONS

All related party transactions that were entered into during the financial year were on Arms Length basis and were in the Ordinary Course of business. There were no material significant related party transactions made by the Company with Promoters, Directors, Key Managerial Personnel or other designated persons which may have a potential conflict with the interest of the Company at large.

The details of the related party transactions for the financial year 2024-25 is given in note No 35 of the financial statements which is part of Annual Report.

The Policy on Related Party Transactions as approved by the Board of Directors is available on the website of the Company at www.rudragasenterprise.com.

DISCLOSURE OF ACCOUNTING TREATMENT

Where in the preparation of financial statements, a treatment different from that prescribed in an Accounting Standard has been followed, the fact shall be disclosed in the financial statements, together with the managements explanation as to why it believes such alternative treatment is more representative of the true andfair view of the underlying business transaction.

DIRECTORS RESPONSIBILITY REPORT

To the best of their knowledge and belief and according to the confirmation and explanations obtained by them, your Directors make the following statement in terms of Section 134(3)(C) and 134(5) of the Companies Act, 2013 and confirm that:

a) In the preparation of the annual accounts for the year ended 31st March, 2025, 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 or loss of the company for the year under review;

C) 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;

d) The Directors had prepared the annual accounts for the financial year ended on 31st March, 2025 on a going concern basis;

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; and

f) 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.

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

As required under Section 134(3) (m) of the Companies Act, 2013 and Rules made there under, details relating to Conservation of Energy, Technology Absorption and Foreign Exchange Earnings and Outgo are given in the Annexure - C attached herewith and forming part of the Directors Report.

PARTICULARS OF LOANS GIVEN, INVESTMENTS MADE, GUARANTEES GIVEN AND SECURITIES PROVIDED

Details of loans, guarantees and investments, as on March 31, 2025, as stipulated under Section 186 of the Act read with the Companies (Meetings of Board and its Powers) Rules, 2014, are as follows:

Particulars	1	2	3	4
Registration No	U35105GJ2025PTC157639	U35105GJ2023PTC142841	U35105GJ2025PTC157639	U35105GJ2023PTC142841
Name of the Party	Rudra Global Green Energy Private Limited	Rudra Gas Greenstate Hydrogen Private Limited	Rudra Global Green Energy Private Limited	Rudra Gas Greenstate Hydrogen Private Limited
Type of person (Individual / Entity)	Entity	Entity	Entity	Entity
Nature of transaction	Loan	Loan given to Subsidiary	Investment	Investment
In case of loan, rate of interes would be enquired	Interest free	Interest free	N/A	N/A
Brief on the transaction	Loan given to Subsidiary Company	Loan given to Associate company	Investment in Subsidiary Company	Investment in Associate Company
Amount (in INR) as on 31/03/2025	32,75,000	16,97,681	51,000	50,000
Date of passing Board resolution	04/09/2023	04/09/2023	04/09/2023	04/09/2023
Whether the threshold of 60% of paid-up share capital, free reserves and securities premium account or 100% of its free reserves and securities premium account breached?	No	No	No	No
Whether the transaction falls under the purview of proviso to Section 186(3) and Company is not required to pass SR.	N/A	N/A	N/A	N/A
SRN of MGT-14	AA4791843	AA4791843	AA4791843	AA4791843

STATUTORY AUDITORS

Section 139 (2) of the Companies Act, 2013 (effective 1st April, 2014), mandates that a listed company or such other prescribed class of companies shall not appoint or re-appoint an audit firm as Statutory Auditors for more than two terms of five consecutive years each. Company has appointed M/s. Desai & Desai, Chartered Accountants as Statutory Auditors of the company for 4 (four) years upto the Financial Year 2026-27.

The Statutory Auditor report for both Standalone financial Statement and Consolidated Financial Statement of the company does not contains any adverse remarks, qualification which requires the Board explanation or justification.

Further Auditors has not reported any fraud in the company during the year under review.

SECRETARIAL AUDITOR & SECRETARIAL AUDIT REPORT

Section 204 of the Companies Act, 2013 and Rules made there under inter alia requires every listed company to annex with its Board Report a Secretarial Audit Report given by a Company Secretary in practice in the prescribed form. The Board has appointed Premal Shah & Company, a firm of Practicing Company Secretary, to conduct Secretarial Audit for the financial year 2024-25. The Secretarial Audit Report for the financial year ended March 31,2025 is annexed herewith marked as Annexure -D to this Report.

Further the Secretarial Audit report of the company does not contain any major adverse remarks, qualification which requires the Board explanation or justification.

INTERNAL AUDITORS

Pursuant to the provisions of Section 138 of the Act read with Rule 13(1 )(a) of Companies(Accounts) Rules, 2014, the Board of Directors of the Company has appointed M/s. Umesh Shah & Associates Chartered Accountants firm as the internal Auditor, for the Financial Year 2024-25 to conduct internal audit for the Company. No Qualification or adverse remarks was reported to the Audit Committee by the Internal Auditor during the period under review.

MAINTENANCE OF COST RECORD

Since the company is not falling under prescribed class of Companies, our Company is not required to maintain cost records.

DIRECTORS AND KEY MANAGERIAL PERSONNEL

Mr. Gauravkumar Pushkarrai Jani was appointed as Company Secretary and Compliance Officer with effect from April 01, 2023 and resigned with effect from October 01, 2024.

Mrs. Vallari Jivan Dave was appointed as Company Secretary and Compliance Officer with effect from October 16, 2024.

Except the above there was no change in the constitution of Board of Directors / Key Managerial Personnel as per Section 203 of the Companies Act, 2013.

All the directors of the Company have confirmed that they are not disqualified from being appointed as directors in terms of Section 164(2) in form DIR-8 of the Companies Act, 2013. The Directors further have submitted the Notice of Interest under section 184(1) of the Companies Act, 2013 in Form MBP-1 and declaration as to compliance with Code of Conduct of the Company.

The Company has received declarations from all the Independent Directors of the Company in terms of Section 149(7) of the Act, confirming that they meet the criteria of independence as prescribed under Section 149(6) of the Act and Regulation 25of SEBI Listing Regulations, 2015.

The composition of Board complies with the requirements of the Companies Act, 2013 ("Act"). Further, in pursuance of Regulation 15(2) of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 ("Listing Regulations"), the Company is exempted from the requirement of having composition of Board as per Regulation 17 of Listing Regulations.

BOARD EVALUATION

The Board of Directors has carried out an annual evaluation of its own performance, board committees and individual directors pursuant to the provisions of the Companies Act, 2013 and Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 in the following manners;

• The performance of the board was evaluated by the board, after seeking inputs from all the directors, on the basis of the criteria such as the board composition and structure, effectiveness of board processes, information and functioning etc.

• The performance of the committees was evaluated by the board after seeking inputs from the committee members on the basis of the criteria such as the composition of committees, effectiveness of committee meetings, etc.

• The board and the nomination and remuneration committee reviewed the performance of the individual directors on the basis of the criteria such as the contribution of the individual director to the board and committee meetings like preparedness on the issues to be discussed, meaningful and constructive contribution and inputs in meetings, etc.

• In addition, the chairman was also evaluated on the key aspects of his role.

• In a separate meeting of independent Directors, performance of non-independent directors, performance of the Board as a whole and performance of the Chairman was evaluated, taking into account the views of executive directors and non-executive directors and assessed the quality, quantity and timeliness of flow of information between the company management and the Board that is necessary for the Board to effectively and reasonably perform their duties.

DISCLOSURE OF REMUNERATION AS PER RULE 5 (1) OF THE COMPANIES (APPOINTMENT AND REMUNERATION OF MANAGERIAL PERSONNEL) RULES, 2014

In terms of the provisions of Section 197(12) of the Act read with Rules 5(2) and 5(3) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, a statement showing the names and other particulars of the employees drawing remuneration in excess of the limits set out in the said rules will be available for inspection at the Registered Office of the Company during working hours and any member interested in obtaining such information may write to the Company and the same will be furnished on request.

Having regard to the provisions of the first proviso to Section 136(1) of the Act and as advised, the Annual Report excluding the aforesaid information is being sent to the members of the Company.

Disclosures relating to remuneration and other details as required under Section 197(12) of the Act read with Rule 5(1) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 are provided as an Annexure - E. which forms part of this Report.

POLICY ON DIRECTORS APPOINTMENT AND REMUNERATION

The Board, on the recommendation of the Nomination & Remuneration Committee, had formulated criteria for determining Qualifications, Positive Attributes and Independence of a Director as also a Policy for remuneration of Directors, Key Managerial Personnel and Senior Management.

The Policy on appointment and remuneration of Directors, KMP and other employees and other matters as required under Section 178(3) of the Companies Act, 2013 is available on the web-site of the Company viz. www.rudragasenterprise.com and is annexed as Annexure-F.

BOARD MEETINGS, COMMITTEE MEETINGS, AGM AND INFORMATION RELATING TO COMMITTEES

The Board of Directors of the Company met 12 (Twelve) times during the year in respect of which proper notices were given and the proceedings were properly recorded, signed and maintained in the Minutes book kept by the Company for the purpose. The intervening gap between the Meetings was within the period prescribed under the Companies Act, 2013.

Further Board also herewith declares the compliance of Applicable Secretarial Standards in respect of SS-1 for Board Meeting, Committee Meetings and SS-2 in respect of General Meeting issued by the Institute of Company Secretaries of India and approved by the Central Government.

Details of the Board Meeting and present of Directors therein are as follows:

(Y=Present, N=Absent, NA= Not Associated with company as on that date.)

	Name of Director- details of Attendance of Directors in Board Meeting
Date of Board Meeting	Kush Patel	Kashyap Patel	Manjulaben Patel	Paresh Sharma	Jayshri Raval
12/04/2024	Yes	Yes	Yes	Yes	Yes
30/05/2024	Yes	Yes	Yes	Yes	Yes
05/06/2024	Yes	Yes	Yes	Yes	Yes
05/09/2024	Yes	Yes	Yes	Yes	Yes
01/10/2024	Yes	Yes	Yes	Yes	Yes
16/10/2024	Yes	Yes	Yes	Yes	Yes
18/10/2024	Yes	Yes	Yes	Yes	Yes
14/11/2024	Yes	Yes	Yes	Yes	Yes
07/12/2024	Yes	Yes	Yes	Yes	Yes
24/12/2024	Yes	Yes	Yes	Yes	Yes
13/01/2025	Yes	Yes	Yes	Yes	Yes
26/02/2025	Yes	Yes	Yes	Yes	Yes
Total	12	12	12	12	12

GENERAL MEETING

The Annual General meeting of the company was held on 30th September,2024. Meeting of the Independent Directors of the company was held on 22nd February, 2025. During the financial year 2024-25, One Extra Ordinary General Meetings of the Company were held on 09th May, 2024.

AUDIT COMMITTEE

The Company has formed audit committee in line with the provisions Section 177 of the Companies Act, 2013 on 04/09/2023.

During the Year under review 10 (Ten) meeting of the audit committee was held on 12/04/2024, 30/05/2024, 05/06/2024, 05/09/2024,18/10/2024, 14/11/2024, 07/12/2024, 24/12/2024,13/01/2025 and 26/02/2025 complying the requirements under the Companies Act, 2013 and Secretarial Standard. The constitution of committee and date of meeting and presence of Directors there at is as follows:

Name of the Member & Position	Category	No. of Meetings Held	No. of Meetings Attended
Paresh Sharma Chairman	Independent Director	10	10
Jayshri Raval Member	Independent Director	10	10
Kush Patel Member	Managing Director	10	10

NOMINATION AND REMUNERATION COMMITTEE

The Company has formed Nomination & Remuneration committee in line with the provisions Section 178 of the Companies Act, 2013 on 04/09/2023.

During the Year under the 2 (Two) meeting of the Nomination and Remuneration Committee was held on 27/09/2024 and 12/10/2024 complying the requirements under the Companies Act, 2013 and Secretarial Standard. The constitution of nomination and remuneration committee and date of meeting and presence of Directors there at is as follows:

Name of the Member & Position	Category	No. of Meetings Held	No. of Meetings Attended
Paresh Sharma Chairman	Independent Director	2	2
Jayshri Raval Member	Independent Director	2	2
Manjulaben Patel Member	Non-Executive Director	2	2

STAKEHOLDERS RELATIONSHIP COMMITTEE

The Company has formed Stakeholders Relationship Committee in line with the provisions Section 178 of the Companies Act, 2013 on 04/09/2023.

During the Year under the 1 (One) meeting of the Nomination and Remuneration Committee was held on 21/11/2024 complying the requirements under the Companies Act, 2013 and Secretarial Standard. The constitution of committee and date of meeting and presence of Directors there at is as follows:

Name of the Member & Position	Category	No. of Meetings Held	No. of Meetings Attended
Paresh Sharma Chairman	Independent Director	1	1
Jayshri Raval Member	Independent Director	1	1
Kush Patel Member	Managing Director	1	1

RISK MANAGEMENT

Company has implemented an integrated risk management approach through which it reviews and assesses significant risks on a regular basis to help ensure that there is a robust system of risk controls and mitigation in place.

Senior management periodically reviews this risk management framework to keep updated and address emerging challenges. Major risks identified for the Company by the management are Currency fluctuation. Compliances of various applicable Laws, Regulatory changes, Manufacturing & Supply, Litigation, Technological Changes. The management is however, of the view that none of the above risks may threaten the existence of the Company.

Risk mitigation mechanism is put in place to ensure that there is nil or minimum impact on the Company in case any of these risks materialize.

TRANSFER TO THE INVESTOR EDUCATION AND PROTECTION FUND

Pursuant to Section 124 of the Companies Act, 2013, certain amounts of investors which are unclaimed or unpaid for certain years are required to be transferred to the Investor Education and Protection Fund ("IEPF"). Further Company is also required to transfer those shares to the Demat account of the Investor Education and Protection Fund ("IEPF") in respect of which dividend is unpaid or unclaimed for seven consecutive years.

So it is informed to stakeholders that company has no such amount of dividends or such shares which are required to be transferred to IEPF.

CORPORATE SOCIAL RESPONSIBILITY

Pursuant to Section 135 of the Companies Act, 2013 and Companies (CSR Policy) Rules, 2014, every Company having net worth of Rupees Five Hundred Crore or more or Turnover of Rupees One Thousand Crore or more or a Net Profit of Rupees Five Crore or more during any financial year shall constitute a Corporate Social Responsibility Committee.

Considering the financials of the Company for Financial Year 2024-25, Section 135 of the Companies Act, 2013 and Companies (CSR Policy) Rules, 2014 are applicable to the Company during the Financial Year 2025- 26 and the Board of Directors of the Company constituted Corporate Social Responsibility Committee. The Corporate Social Responsibility Policy which is approved by CSR Committee & Board of Directors in their meeting held on 4th September, 2023 and the same has been uploaded on the website of the Company.

The CSR Committee shall be constituted by the following below members:

1. Mr. Kush Sureshbhai Patel, Chairman & Member

2. Mr. Kashyap Sureshbhai Patel, Executive Director & Member

3. Mrs. Manjulaben Sureshbhai Patel, Non-Executive Director & Member

As per the provisions of the Section 135 of the Companies Act, 2013 and Companies (CSR Policy) Rules, the Company would have to spend 2% of the Average Net Profit of the preceding three years during the Financial Year 2025-26.

INTERNAL FINANCIAL CONTROLS

The Company has in place adequate internal financial controls commensurate with operations of the company. The Management regularly monitors the safeguarding of the assets, prevention and detection of frauds and errors and the accuracy and completeness of the accounting records.

The Internal Auditor along with Statutory Auditor reviews the effectiveness and efficiency of these procedures.

During the year, such controls were tested and no reportable material weakness in the operations was observed.

The Statutory Audit Report, Internal Auditor Reporting to Audit Committee, Audit Committee Check, and Secretarial Audit Report for the financial year 2024-25 does not contain any major qualification, reservation or adverse remark.

LISTING AGREEMENT WITH STOCK EXCHANGE / LISTING FEES

Pursuant to the provisions of Listing Regulations, the Company declares that the Equity Shares of the Company are listed on the BSE Limited (BSE). The Company has entered into new Listing Agreement with BSE Ltd. in terms of provisions of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 within the prescribed time limit.

The Company confirms that it has paid Annual Listing Fees to BSE uptothe Financial Year 2025-26.

VIGIL MECHANISM

The Company has established a vigil mechanism and accordingly framed a Whistle Blower Policy. The policy enables the employees to report to the management instances of unethical behavior actual or suspected fraud or violation of Companys Code of Conduct.

Further the mechanism adopted by the Company encourages the Whistle Blower to report genuine concerns or grievances and provide for adequate safe guards against victimization of the Whistle Blower who avails of such mechanism and also provides for direct access to the Chairman of the Audit Committee in exceptional cases. The functioning of vigil mechanism is reviewed by the Audit Committee from time to time. None of the Whistle blowers has been denied access to the Audit Committee of the Board. The Whistle Blower Policy of the Company is available on the website of the Company at www.rudragasenterprise.com.

SEXUAL HARRASSMENT OF WOMEN AT WORKPLACE

Your Company has always believed in providing a safe and harassment free workplace for every individual working in premises through various interventions and practices. The Company always endeavors to create and provide an environment that is free from discrimination and harassment including sexual harassment. The Company has in place a robust policy and Committee on prevention of sexual harassment at workplace. The policy aims at prevention of harassment of employees as well as contractors and lays down the guidelines for identification, reporting and prevention of sexual harassment. Further no complaint as to sexual harassment is received during the year.

Your directors further state that during the year under review, there were no cases filed pursuant to the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013.

COMPLIANCE WITH THE MATERNITY BENEFIT ACT, 1961

The company has complied with the provisions of the Maternity Benefit Act, 1961, including all applicable amendments and rules framed thereunder. The Company is committed to ensuring a safe, inclusive and supportive workplace for women employees. All eligible women employees are provided with maternity benefits as prescribed under the Maternity Benefit Act, 1961, including paid maternity leave, nursing breaks, and protection from dismissal during maternity leave.

GENERAL DISCLOSURES

During the year under review, there was no change in the nature of business of the Company and there is no material change and/or commitments, affecting the financial position of the Company, during the period under review and till the date of this report.

During the year under review, there was no significant and/or material order passed by any regulators or courts or tribunals impacting the going concern status and companys operations in future.

The Company does not provide any loan or other financial arrangement to its employees or Directors or Key Managerial Personnel for purchase of its own shares.

The disclosure in terms of Rule 4 of Companies (Share Capital and Debenture) Rules, 2014 is not provided, as the Company does not have any equity shares with differential voting rights.

In the preparation of Financial Statement, no treatment different from that of prescribed accounting standard has been followed.

YOUR DIRECTORS FURTHER STATE THAT NO DISCLOSURE OR REPORTING IS REQUIRED IN RESPECT OF THE FOLLOWING ITEMS AS THERE WERE NO TRANSACTIONS ON THESE ITEMS DURING THE YEAR UNDER REVIEW

I) Issue of shares (including sweat equity shares) to employees of the Company under any scheme save and ESOS;

ii) Pendency of any proceeding against the Company under the Insolvency and Bankruptcy Code, 2016;

iii) Instance of one-time settlement with any bank or financial institution;

ACKNOWLEDGEMENT

The Directors place on record the appreciation and gratitude for the co-operation and assistance extended by various departments of the Union Government, State Government, Bankers and Financial Institutions.

The Directors also place on record their appreciation of dedicated and sincere services of the employees of the Company at all levels.

The Company will make every effort to meet the aspirations of its Shareholders and wish to sincerely thank them for their whole hearted co-operation and support at all times.

By Order of the Board
For, RUDRA GAS ENTERPRISE LIMITED
KUSH SURESHBHAI PATEL	KASHYAP SURESHBHAI PATEL
MANAGING DIRECTOR	DIRECTOR
DIN: 07257552	DIN: 07257549
Date: 22nd August, 2025
Place: Ahmedabad