S. V. J. Enterprises Ltd Directors Report

To,

The Members

S. V. J. ENTERPRISES LIMITED

Your directors present herewith their 16^th Annual Report of the Company for the year ended 31^st March, 2025 along with the Audited Financial Statement of the Company.

A. FINANCIALS

(In Lakhs)

Particulars	31st March 2025	31st March 2024
Turnover	517.20	579.85
Total Income	544.22	599.76
Profit before Depreciation, Finance Cost and Tax	126.97	125.31
Less: Depreciation	17.21	20.48
Less: Finance Cost	14.22	4.85
Less: Current Tax	24.84	25.99
Less: Deferred Tax Asset/Liability	17.38	0.47
Net profit for the year	53.32	73.52

Overview and State of Affairs:

During the year under review, Company has generated less revenue for the current year as compared to last Year from the operations of the company. Your Company has incurred profit of Rs. 53.32 Lakhs. The Company is taking continuous efforts to maintain this situation and post good positive profits in coming years.

Subsidiaries, Associates and Joint Ventures

The Company does not have any subsidiary or associate or a Joint Venture. Further during the year no company became or ceased to be a subsidiary or associate or a Joint Venture hence there is no requirement to provide the financial summary of such companies or entities.

Dividend and Reserve

The Board of Directors does not recommend any dividend for the year under consideration.

There has been no transfer of any amount into any reserves for the year ended 31^st March, 2025

Share Capital

The Authorized Share Capital of the company is Rs. 12,60,00,000.

Issued and Paid-Up Share Capital of the Company is Rs. 5,57,10,000 (No change during the

y^ear).

Listing Status

Company is listed on BSE.

B. BOARD, COMMITTEES AND THEIR DISCLOSURE Board Meetings

The Board of Directors of the Company met at regular intervals and both the Directors had attended every meeting. The gap between the meetings was as per the requirement of the Companies Act, 2013 and the applicable Secretarial Standard.

Sr. No.	Date of the Meeting
1.	20-05-2024
2.	01-07-2024
3.	03-09-2024
4.	12-11-2024
5.	23-12-2024
6.	26-03-2025

Attendance of each Director at the Board Meeting and the last Annual General Meeting is given under:

Name of the Director	No. of Board Meetings		Attendance at last AGM
	Held during Directors Tenure	Attended
Suresh Ramchandra Jha	6	6	Yes
Zahur Alam Noor Alam Shaikh	6	6	Yes
Saanvi Chanorahas Kargutkar	6	6	Yes
Satish Kumar Dogra	6	6	Yes

Key Managerial Personnel

Pursuant to the provisions of Section 203 of the Act read with the applicable rules made thereunder, the following employees are appointed as the Whole-Time Key Managerial Personnel of the Company:

1. Mrs. Saanvi Chanorahas Kargutkar - Managing Director

2. Mrs. Veena Jha - Chief Financial Officer

3. Ms. Monika Maheshwari - Company Secretary and Compliance Officer.

List of Committees:

Audit Committee constitution:

Sr.no	Name of Person	Directorship	Chairman/M emb er
01.	Zahur Alam Noor Alam Shaikh	Independent non-executive	Chairman
02.	Satish Kumar Dogra	Independent non-executive	Member
03.	Saanvi Chanorahas Kargutkar	Executive Director	Member

Nomination and Remuneration Committee:

Sr.no	Name of Person	Directorship	Chairman/Member
01.	Satish Kumar Dogra	Independent non-executive	Chairman
02.	Zahur Alam Noor Alam Shaikh	Independent non-executive	Member
03.	Suresh Jha	Executive Director	Member

Stakeholders Relationship Committee:

Sr.no	Name of Person	Directorship	Chairman/Member
01.	Zahur Alam Noor Alam Shaikh	Independent non-executive	Chairman
02.	Satish Kumar Dogra	Independent non-executive	Member
03.	Saanvi Chanorahas Kargutkar	Executive Director	Member

Anti Sexual harassment Committee:

Sr.no	Name of Person	Directorship	Chairman/Me mber
01.	Saanvi Chanorahas Kargutkar	Executive Director	Chairman
02.	Satish Kumar Dogra	Independent -Non Executive	Member
03.	Zahur Alam Noor Alam Shaikh	Independent -Non Executive	Member

Annual Evaluation Performance

The provision of the Annual Evaluation Performance is not applicable to the Board of Directors of the Company. However, your Directors have been dedicatedly taking appropriate steps for the betterment of the Company.

PARTICULARS OF EMPLOYEES

The information required under Section 197 of the Act read with rule 5(1) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 are given below:

a) The Board affirms that the remuneration paid is as per the Remuneration Policy of the Company.

b) The percentage increase in the median remuneration of employees in the Financial Year is - Nil.

c) Average percentile increase already made in the salaries of employees other than the managerial personnel in the last Financial Year and its comparison with the percentile increase in the managerial remuneration and justification thereof and point out if there are any exceptional circumstances for increase in managerial remuneration: Average percentile increase already made in the salaries of employees other than the managerial personnel in the last Financial Year is Nil and the percentile increase in the managerial remuneration is Nil.

d) Number of permanent employees on the rolls of the Company as on March 31, 2025 is Nil.

e) The ratio of the remuneration paid to each Director to the median remuneration of the employees of the Company during the Financial Year ended March 31, 2025:

(Rs Tn T akhs)

Name of Director	Remuneratio n	Median Remuneration of the employees	Ratio
Mrs. Saanvi Chanorahas Kargutkar	4	2	2
Mrs. Veena Jha	3	2	1.5
Ms. Monika Maheshwari	1.28	2	0.64

The percentage increase in remuneration of Director: Nil

f) The percentage increase in remuneration of Chief Financial Officer and Chief Executive Officer-Nil

g) The percentage increase in remuneration of Company Secretary: Nil

h) There has been no remuneration or sitting fees paid to the Directors during the year under review.

The Company does not have any employee who is drawing a remuneration as stipulated in the Act and the rules made thereunder. Hence, disclosures required under Rule 5(2) and 5(3) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 have not been provided, during the year under review.

The Company does not have any scheme or provision of money for the purchase of or subscription to its own shares by the employees / directors or by trustees for the benefit of the employees/ directors.

Directors Responsibility Statement

Pursuant to Section 134 (3) (c) and 134 (5) of the Companies Act, 2013, the Board of Directors, to the best of their knowledge and ability, confirm that:

(i) in the preparation of the annual accounts, the applicable accounting standards had been followed and that there were no material departures;

(ii) 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 of the Company for the period;

(iii) the directors had taken proper and sufficient care for the maintenance of adequate 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;

(iv) the directors have prepared the annual accounts on a going concern basis;

(v) the directors have devised proper systems to ensure compliance with the provisions of all applicable laws and that such systems are adequate and operating effectively.

Risk Management Policy

The company has in place a mechanism to identify, assess, monitor and mitigate various risks to the Company.

Corporate Social Responsibility

The provision of Section 135 of the Companies Act, 2013 pertaining to formation and adoption of Corporate Social Responsibility is not applicable to the Company.

LOANS AND TRANSACTION Loans, Guarantees and Investment

The Company has not given any loans or provided any securities or guarantees to any persons within the meaning of Section 186 of the Companies Act, 2013.

Transaction with Related Parties

During the year, Company has not entered into contracts/arrangements/transaction with related party referred to in sub-section (1) of section 188 of the Companies Act, 2013 read with Rule 8(2) of the Companies (Accounts) Rules, 2014.

Loans and Deposit

During the year under review, the Company has not raised any fund by way of Deposit from the public. However, Company has received the unsecured Loans from its Directors. The details of which has been mentioned in the Financials of the Company in Note no .7

OTHER DISCLOSURE Extract of Annual Return

The Extract of the Annual Return in Form MGT-9 is placed on the website if the Company at www.svjenterprises.co.in

Material changes or commitments

There has been no instance of material changes or commitment from the year end to the date of this report which shall have any impact on the financial position of the Company.

Energy conservation, technology absorption and research & development

The information relating to energy conservation, technology absorption and research & development pursuant to Section 134(3)(m) of the Companies Act, 2013 read with Rule 8(3) of the Companies (Accounts) Rules, 2014 is as follows:

A. Conservation of Energy-

i. Adequate measures have been taken to conserve the energy utilized.

ii. The Company continues to utilize Electricity as source of energy and has not utilized any alternate sources of energy during the year.

iii. There has been no capital investment on energy conservation equipment.

B. Technology absorption: -

i. Every effort is made by the Company to update the technological skills of its technical staff in order to ensure that they possess adequate skills.

ii. There has been improvement in the overall Companys result and the Cash Flow with the existing technology.

iii. During the year, there has been no expense towards the import of any technology into the Company and hence there was no capital investment.

iv. There was no expenditure incurred on Research and Development during the year.

C. Foreign exchange earnings and Outgo during the year were Nil.

Nature of the business activity

During the year under review there has been no change in the nature of the business activity of the Company.

Orders passed by Regulators or Tribunals

During the year under review, there has been no order passed by any regulators or tribunals in the favour of or against the Company.

Internal Financial Control

The Company has in place a robust internal financial control system, commensurate with the size of its operations and nature of its business activities. The Company has a standard operating procedure for various activities and operations and follows this standard rating procedure for its internal control procedures. The Internal Auditor monitors and evaluates the efficacy and adequacy of internal financial control system in the company, its compliance with operating systems, accounting procedures, application of the instructions and policies fixed by the senior management at all locations of the Company. The Audit Committee reviews the report on Internal Control submitted by the Internal Auditors on a quarterly basis. Based on the assessment carried out by the Audit Committee, the internal financial controls were adequate and effective and no reportable material weakness or significant deficiencies in the design or operation of internal financial controls were observed during the Financial Year ended March 31, 2025.

Disclosure of the top ten employees

There has been no employee in the company who has been drawing salary of Rs. 8.50 lacs per month or Rs. 102 Lacs per annum and the disclosure of the details of such employees is not applicable during the year.

Anti-Sexual Harassment Policy

Your directors 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.

RISK MANAGEMENT POLICY

The Company in order to comply with the provisions of the Act and to provide an effective mechanism for implementing risk management system had adopted the policy on risk management for evaluating and monitoring various risks that could threaten the existence of the Company. The Company had not faced any major risks and no major deviations from the actuals as attained by the Company. The Audit Committee has reviewed the policy periodically. The Board takes overall responsibility for the overall process of risk management in the organisation.

The Board shall take note of any future threats and shall report to the Company for formulating an effective mechanism and strategy. The risk management policy is available on the website of the Company at www.svjenterprises.co.in.

SECRETARIAL AUDITORS APPOINTMENT

Pursuant to the provisions of Section 204 of the Act and Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, M/s. S. K. Dwivedi & Associates., Practicing Company Secretary, have been appointed as the Secretarial Auditors to conduct the Secretarial Audit of the Company for the Financial Year ended March 31, 2025.

Secretarial Audit Report

The Report of the Secretarial Audit in Form MR-3 for the Financial Year ended March 31, 2025, is annexed herewith as "Annexure- B" and forms part of this report.

The Secretarial Audit Report contains the following remarks and the reply of the management of the Company is as under:

1. "Ms. Kshipra Bansal has resigned from the post of Company Secretary of the Company with effect from 13/04/2024, however her name still appears in the Master Data of the Company on MCA V3 Portal ie. Form DIR-12 for resignation of Kshipra Bansal as Company Secretary of the Company has not been filed with Registrar of Companies within due time."

Reply of Management -

"The filing of the required Form is under process and will be completed at the earliest."

2. There was a delay in filing of the Annual Return for the financial year 2023-24 by payment of additional fees.

Reply of Management -

"The delay in filing of the Annual Return for the financial year 2023-24 was due to delay in Capital updation."

3. The Company has not placed a copy of the 15th Annual Return on the website of the company.

Reply of Management -

"The Company shall place the 15th Annual Return on the website of the company at the earliest."

AUDITORS AND THEIR REPORT Auditors

M/s PSV Jain & Associates., Chartered Accountants, (FRN: 131505W) were appointed as statutory auditors of the Company at the Extra Ordinary General Meeting held on 21^st March, 2022 and their term expires at the Annual General Meeting to be held for the Financial Year ended 31^st March, 2027.

M/s PSV Jain & Associates., Chartered Accountants, (FRN: 131505W) have resigned statutory auditors of the Company and M/s. Bhasin Hota & Co., Chartered Accountants, (FRN: 509935E) are proposed to be appointment as statutory auditor to fill the casual vacancy caused by the resignation of M/s. PSV Jain & Associates (FRN: 131505W).

The Auditors Report does not contain any qualification/ observation/ disclaimer/adverse remarks for the year ended 31.03.2025. Further there has been no case of any fraud detected by the Auditors that needs to be reported to the Board of Directors and Central Government.

The Company is not required to formulate any Vigil Mechanism Policy but the company continues to follow the work ethics with utmost transparency and governance.

DETAILS OF APPLICATION MADE OR ANY PROCEEDING PENDING UNDER THE INSOLVENCY AND BANKRUPTCY CODE, 2016 (31 OF 2016) DURING THE PERIOD UNDER REVIEW ALONGWITH THEIR STATUS AS AT THE END OF THE PERIOD

No applications were made or any proceedings are pending by or against the Company under the Insolvency and Bankruptcy Code, 2016 (31 of 2016) during the period under review or as at the end of the period.

DISCLOSURE REGARDING EXERCISE OF VOTING RIGHTS BY EMPLOYEES UNDER SECTION 67(3)(c) OF ACT

Disclosure under Section 67(3)(c) of the Act read with Rule 16(4) of Companies (Share Capital and Debentures) Rules, 2014, with respect to voting rights not exercised directly by the employees of the Company is not required to be given

CORPORATE SOCIAL RESPONSIBILITY (CSR) INITIATIVES

Provisions of Section 135 of the Act and the Companies (Corporate Social Responsibility Policy) Rules, 2014, as amended from time to time, are not applicable to your Company as the Company does not fall under any of the criteria specified therein.

CODE FOR PREVENTION OF INSIDER TRADING

Your Company has adopted a Code of Conduct to regulate, monitor and report trading by designated persons and their immediate relatives as per the requirements under the Securities and Exchange Board of India (Prohibition of Insider Trading) Regulations, 2015. This Code of Conduct also includes code for practices and procedures for fair disclosure of unpublished price sensitive information which has been made available on the Companys website and can be accessed at www.svjenterprises.co.in.

ACKNOWLEDGMENT

Your directors would like to thank the members of the Company, the stakeholders including the State Government, Central Government and the employees of the Company for their continued support and trust in the Company.

For and on behalf of the Board of Directors of S. V. J. ENTERPRISES LIMITED

Sd/-	Sd/-
Saanvi Chanorahas Kargutkar	Suresh Jha
Managing Director	Director
DIN: 09085295	DIN: 01189584
Place: Mumbai
Date: August 02, 2025