shashank traders ltd share price Directors report


Dear Members,

Your Directors have pleasure in presenting the 38th Annual Report on the business and operations of the Company, together with the audited financial statements for the financial year ended March 31, 2023.

1. Financial Results

The Financial Performance of your Company for the year ended March 31, 2023is summarized below

(Amount in Rs. Lakhs)

Particulars

Financial Year ended

31st March, 2023 31st March, 2022
Total Income 2.15 0.64
Total Expenditure 27.61 10.24

Profit before tax

(25.10) (9.60)
Less:- Provision for tax - -

Profit after Tax

(25.10) (9.60)
Basic Earnings per share (0.81) (0.31)
Diluted Earnings per share (0.81) (0.31)

2. Dividend

During the current year, the Board of Directors of the Company does not propose any dividend for the financial year ended March 31, 2023.

3. Reserves

During the year under review, the Company has transferred the requisite amount of profit to the Reserves.

4. Brief description of the Companys working during the year

During the year under review, the total revenue of the Company was Rs. 2.51 Lakhs as against Rs.0.64 Lakhs in the previous year. The company has suffered a Net Loss after Tax of (Rs. 25.10 Lakhs) as against a Net Loss after Tax of (Rs. 9.60 Lakhs) during the previous year. Your Directors are putting in their best efforts to improve the profitability of the Company.

5. Change in the nature of business, if any

During the year, there is no change in the nature of business activity of the company.

6. Material changes and commitments, if any, affecting the financial position of the company which have occurred between the end of the financial year of the company to which the financial statements relate and the date of the report

During the period after the end of the financial year of the company and before the date of the report, there are no material changes and commitments, which affect the financial position of the company.

7 . Details of significant and material orders passed by the Regulators or Courts or Tribunals impacting the going concern status and companys operations in future:

During the year, there are no significant and material orders passed by the Regulators or Courts or Tribunals which impact the going concern status and companys operations in future.

8 . Details in respect of adequacy of internal financial controls with reference to the Financial Statements

The Board has adopted policies and procedure for ensuring the orderly and efficient conduct of its business, including adherence to the companys policies, the safeguarding of its asset, the prevention and detection of fraud and error, the accuracy and completeness of the accounting records, and the timely preparation of reliable financial disclosure.

9. Details of Subsidiary/Joint Ventures/Associate Companies

The Company has no Subsidiary/ Joint Venture / Associate Company.

10. Performance and financial position of each of the subsidiaries, associates and joint venture companies included in the consolidated financial statement

During the year, no consolidated financial statements have been prepared by the company as the Company has no subsidiary / associate company.

11. Deposits

The Company has neither accepted nor renewed any deposits during the Financial Year 2022-23 in terms of Chapter V of the Companies Act, 2013.

12. Auditors Report

The Auditor report does not contain any qualification, reservation or adverse remark.

13. Share Capital:-

During the period under review, the Authorised Share Capital of the Company was Rs. 3,50,00,000/- comprising of 35,00,000 Equity Shares of Rs. 10/- each. The Issue, Subscribed and Paid-up Capital of the Company was Rs. 3,09,38,000/- comprising of 30,93,800 Equity Shares of Rs. 10/- each.

A. Issue of equity shares with differential rights:

During the year, company has not issued any equity shares with differential rights.

B. Issue of sweat equity shares:-

During the year, company has not issue any Sweat equity shares.

C. Issue of employee stock options:-

During the year, company has not issued employee stock options.

D. Provision of money by company for purchase of its own shares by employees or by trustees for the benefit of employees:-

During the year, company has not made any Provision of money for purchase of its own shares by employees or by trustees for the benefit of employees.

E. Bonus Shares:-

During the year under review, the Company had not issued any bonus shares.

14. Annual return (MGT-9):

A copy of Annual Return as provided under Section 92(3) of the Act, in the prescribed form, which will be filed with the Registrar of Companies/MCA, is hosted on the Companys website and can be accessed at https://www.shashankinfo.in/index.php

15 . Conservation of energy, technology absorption and foreign exchange earnings and outgo:

The details of conservation of energy, technology absorption, foreign exchange earnings and outgo are as follows:

A) Conservation of energy:

The requirements of disclosures with regard to Conservation of Energy in terms of Section 134 of the Companies Act, 2013 read with the Companies (Accounts) Rules, 2014 are not applicable to the Company since it doesnt own any manufacturing facility.

However, the company has undertaken various energy efficient practices which has strengthened the Companys commitment towards becoming an environment friendly organization. The Company makes all efforts towards conservation of energy, protection of environment and ensuring safety. As far as possible, company is utilizing alternate sources of energy.

(B)Technology absorption:

The business of the company is not technology driven. No technology has been imported. There is nothing to be disclosed on account of technology absorption.

(C) Foreign exchange earnings and Outgo during the year:

Particulars

Rs.
Foreign Exchange Earned in terms of actual inflows Nil
Foreign Exchange outgo in terms of actual outflows Nil

16. Corporate Social Responsibility (CSR):

In terms of section 135(1) of the Companies Act, 2013, the provisions and compliance of Corporate Social Responsibility are not applicable to the Company for the financial year ended March 31, 2023.

17. Directors and Key Managerial Personnel

A) Changes in Directors and Key Managerial Personnel

During the year under review, the Board consists of 3 (Three) Directors and 1 Key Managerial Personnel none of the Directors are disqualified.

DIN/PAN

NAME BEGIN DATE
01776424 Praveen Jaswant Rai Jain 03/02/2016
08185631 Hansa Mehta Mahendra Singh 01/08/2018
09516312 Amit Jalan 08/03/2022
APPPJ3547K Nipun Praveen Jain 07/07/2018

Pursuant to sections 149, 152 and other applicable provisions, if any, of the Companies Act, 2013, one-third of such of the Directors are liable to retire by rotation and shall retire every year and, if eligible, offer themselves for re-appointment at every AGM. Consequently, Mr. Praveen Jaswant Rai Jain (DIN: 01776424), Non-Executive Director shall retire by rotation at the ensuing AGM, and being eligible, offer himself for re-appointment in accordance with the provisions of the Companies Act, 2013.

B. Declaration by Independent Directors

Pursuant to the provisions of Section 149 of the Companies Act, 2013 and Regulation 17 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, as amended from time to time, your Company has requisite number of Independent Directors on its Board. Your Company has duly complied with the requirements of the said provisions for appointment of Independent Directors during the year under review.

Your Company has received necessary declaration from each Independent Directors of the Company under Section 149(6) of the Companies Act, 2013 read with Regulation 16 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, confirming that they meet with the criteria of independence as prescribed under the aforesaid Section and Regulation.

C. Formal Annual Evaluation

In compliance with the Companies Act, 2013 and the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, during the year, the Board adopted a formal mechanism for evaluating its performance as well as that of its Committees and Individual Directors including the Chairman of the Board. Structured questionnaires were used in the overall Board evaluation comprising various aspects of Board function.

The evaluation of Independent Directors was carried out by the entire Board and that of the Chairman and Non Independent Directors were carried out by the Independent Directors.

The Directors were satisfied with the evaluation results, which reflected the overall engagement of the Board and its Committees with the Company.

18. Number of meetings of the Board of Directors

During the year under review, 6(Six) Board Meetings were held on May 30, 2022, August 13, 2022, September 06, 2022, September 17, 2022, November 14, 2022, and February 14, 2023.

One separate meeting of Independent Directors of the Company was held on March 30, 2022.

19. Committees of the Board

Pursuant to requirement of Companies Act, 2013 along with rules made thereunder and SEBI (Listing Obligations and Disclosure Requirement) Regulations, 2015, Company has already formed following committees:

* Audit Committee

Name of the Director

Number of meetings during the Financial Year 2022-23

Held Attended
Praveen Jaswant Rai Jain 4 4
Hansa Mehta Mahendra Singh 4 4
Amit Jalan 4 4
Nipun Praveen Jain 4 4

* Stakeholders Relationship Committee

Name of the Director

Number of meetings during the Financial Year 2022-23

Held Attended
Praveen Jaswant Rai Jain 1 1
Hansa Mehta Mahendra Singh 1 1
Amit Jalan 1 1
Nipun Praveen Jain 1 1

* Nomination and Remuneration Committee

Name of the Director

Number of meetings during the Financial Year 2022-23

Held Attended
Praveen Jaswant Rai Jain 1 1
Hansa Mehta Mahendra Singh 1 1
Amit Jalan 1 1
Nipun Praveen Jain 1 1

20. Board Evaluation

SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, mandates that the Board shall monitor and review the Board Evaluation framework. The Companies Act, 2013 provides that a formal annual evaluation needs to be made by the Board of its own performance and that of its Committees and individual directors. Schedule IV of the Companies Act, 2013, states that the performance evaluation of Independent Directors shall be done by the entire Board of Directors, excluding the director being evaluated.

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 the corporate governance requirements as prescribed by Securities and Exchange Board of India

("SEBI") under SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015.

Structured questionnaires were used in the overall Board evaluation comprising various aspects of Board function.

The performance of the Board was evaluated by the Board on the basis of Performance Evaluation Policy formulated by the Board and 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. and on such further criteria as is set out in the Performance Evaluation The same can be accessed at the www.shashankinfo.in.Formulated by the Nomination and Remuneration Committee and approved by the Board to evaluate the performance of the Board and its Committees.

The Board and the Nomination and Remuneration Committee ("NRC") 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 held on March 30, 2023, 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. The same was discussed in the board meeting that followed the meeting of the Independent Directors, at which the performance of the Board, its committees and individual directors was also discussed.

Based on the outcome of performance evaluation for the financial year 2022-23, further measures/actions have been suggested to improve and strengthen the effectiveness of the Board and its Committees.

21. Policy on Directors Appointment and Remuneration

Your Company has a policy to have an appropriate mix of executive and independent directors to maintain the independence of the Board, and separate its functions of governance and management.

The policy of the Company on directors appointment and remuneration, including criteria for determining qualifications, positive attributes, independence of a Director, and other matters provided under sub-Section (3) of Section 178 of the Companies Act, 2013, adopted by the Board,

The same can be accessed at the www.shashankinfo.in. Further the remuneration paid to the Directors is as per the terms laid out in the nomination and remuneration policy of the Company.

22. Risk management policy and Internal Control

The Company has already adopted a Risk Management Policy duly approved by the Board and also has in place a mechanism to identify access, monitor and mitigate various risks to key business objectives. Major risks identified by the businesses and functions are systematically addressed through mitigating actions on a continuing basis. 23. Whistle Blower Policy and Vigil Mechanism

Your Company has established a "Whistle Blower Policy" and Vigil Mechanism for directors and employees to report to the appropriate authorities concerns about the unethical behavior actual or suspected, fraud or violation of the Companys code of conduct policy and provides safeguards against victimization of employees who avail the mechanism and also provide for direct access to the Chairman of the Audit Committee. The said policy has been uploaded on the website of the company. The same can be accessed at the www.shashankinfo.in.

24. Familiarization Programme for Independent Directors

The details of the programme for familiarization of the Independent Directors with the Company in respect of their roles, rights, responsibilities in the Company, nature of the industry in which company operates, business model of the Company and related matters are put up on the website of the Company www.shashankinfo.in.

25. Policy for determining Material Subsidiary

Since the Company has no subsidiaries, the requirement under Regulation 16(1)(c) of SEBI (LODR) Regulations, 2015 to formulate the Policy for determining Material Subsidiary shall not be applicable.

26. Particulars of loans, guarantees or investments under section 186

Particulars and details of loans given, investments made or guarantees given and securities provided, if any, are given in the Notes to the Financial Statements.

27. Contracts and arrangements with related parties

All the Related Party Transactions entered into during the financial year 2022-23 were on arms length basis and werein ordinary course of business.

The Detail of the related party entered between the Company and the related party are given in the Form AOC-2 as per Annexure-1, which is the part of this report, as required under Section 134(3) (h) of the Companies Act, 2013. The Board has approved a policy for related party transactions which has been uploaded on the Companys website.

28. Secretarial Audit Report

In terms of Section 204(1) of the Companies Act, 2013 and the rules made thereunder, M/s. Amit R. Dadheech& Associates was appointed as the Secretarial Auditor to undertake the Secretarial Audit of the Company for the F.Y. 2022-23. The report of the Secretarial Audit in Form No. MR -3 is annexed to and forms part of this Report as per Annexure - 2

29. Corporate Governance

Your Company complies with the various provisions of the SEBI (Listing Obligation and Disclosure Requirement) Regulation, 2015. However, since the paid up capital of the Company is less than the threshold limits prescribed under Regulation 15 of the SEBI (Listing Obligation and Disclosure Requirement) Regulation, 2015, the provisions of Regulation 27 of the SEBI Listing Regulations,2015 and other Regulations related to Corporate Governance are not applicable to the Company.

30. Directors Responsibility Statement

Pursuant to the provisions contained in Section 134(3)(c) & 134(5) of the Companies Act, 2013, the Board to the best of its knowledge and belief confirm that:

(a) in the preparation of the annual accounts for the financial year ended 31st March, 2023, the applicable accounting standards read with requirements set out under schedule III to the Act, have been followed and no material departures have been made from the same;

(b) 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 at the end of the financial year and of the profit or loss of the company for that period;

(c) 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;

(d) the directors have prepared the annual accounts 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 operating efficiently; and

(f) 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.

31. Particulars of Employees

There are no employees employed throughout the financial year who were in receipt of remuneration of Rs. One Crore and Two Lakh Rupees or more or employed for part of the year who were in receipt of remuneration of Rs. Eight Lakh and Fifty Thousand Rupees Per Month under Rule 5(2) of the Companies (Appointment and Remuneration of Managerial Remuneration) Rules, 2014.

Disclosure u/s 197(12) and Rule 5(1) of the Companies Appointment and Remuneration of Managerial Personnel) Rules, 2014 are annexed herewith as Annexure 3. (The same can be accessed at the www.shashankinfo.in.)

32. Disclosures under Sexual Harassment of Women at Workplace (Prevention, Prohibition & Redressal) Act, 2013 read with Rules thereunder.

Pursuant to the provisions of Section 22 of Sexual Harassment of Women at Workplace (Prevention, Prohibition & Redressal) Act, 2013 read with Rules thereunder, the Company has not received any complaint of sexual harassment during the year under review.

33. Human Resources

Your Company treats its "human resources" as one of its most important assets. We focus on all aspects of the employee lifecycle. This provides holistic experience for the employees as well. During their tenure at the Company, employees are motivated through various skill development programs. We create effective dialogue through our communication channels to ensure effective dialogue through our communication channels to ensure that feedback reach the relevant team, including leadership.

Your Company continuously invests in attraction, retention and development of talent on an ongoing basis. A number of programs that provide focused people attention are currently underway. Your Company thrust is on the promotion of talent internally through job rotation and job enlargement.

34. Segment-wise performance

The Company is into single reportable segment only.

35. Listing

The Companys shares are listed on the Bombay Stock Exchange (BSE) Limited, Calcutta Stock

Exchange Limited and Delhi Stock Exchange Limited. The details of the same are mentioned below as on March 31, 2020:

Name of the Stock Exchange

Number of shares (Equity) listed on the stock
exchange
BSE Limited 30,93,800
Calcutta Stock Exchange Limited 30,93,800

The Company has regularly paid all the listing fees to the stock exchange and custodial fees to the depositories.

36. Disclosure of Accounting Treatment

There is no deviation in following the treatment prescribed in the Accounting Standards in preparation of Financial Statements of the Company for the year ended on March 31, 2023.

37. Details Of Significant And Material Orders Passed By The Regulators Or Courts Or Tribunals

Impacting The Going Concern Status Of The Company And Its Operations In Future

There were no significant and material orders passed by the regulators or courts or tribunals impacting the going concern status of the Company and its operations in future.

38 . Management Discussion and Analysis Report

Management discussion and Analysis Report for the year under review, as required under Regulation 34 read with Schedule V the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements), Regulations, 2015 (SEBI LODR 2015), is forming part of this Annual Report and the same is marked as Annexure 4.

39. Cautionary statement

The Boards Report and Management Discussion & Analysis may contain certain statements describing the Companys objectives, expectations or forecasts that appear to be forward-looking within the meaning of applicable securities laws and regulations while actual outcomes may differ materially from what is expressed herein. The Company is not obliged to update any such forward looking statements. Some important factors that could influence the Companys operations comprise economic developments, pricing and demand and supply conditions in global and domestic markets, changes in government regulations, tax laws, litigation and industrial relations.

40. Acknowledgements

Your Directors are grateful to the Government of India, the Reserve Bank of India, the Securities and Exchange Board of India, the Stock Exchanges and other regulatory authorities for their valuable guidance and support and wish to express their sincere appreciation for their continues co-operation and assistance. We look forward for their continued support in future.

Your directors would like to express their sincere appreciation for the assistance and cooperation received from banks, customers, vendors, Government, members and employees during the year under review.

Finally, the Directors thank you for your continued trust and support.

Date:04.09.2023

By Order of the Board

Place: New Delhi

For Shashank Traders Limited

Regd. Office:

702-A, Arunachal Building,

Sd/-

19,Barakhamba Road,

Praveen Jaswant Rai Jain

Connaught Place,

Chairman & Managing Director

New Delhi-110 001

DIN: 01776424

Form No. AOC-2

(Pursuant to clause (h) of sub-section (3)of section 134 of the Act and Rule 8(2) of the Companies (Accounts) Rules, 2014) Form for disclosure of particulars of contracts/arrangements entered into by the company with related parties referred to in sub-section (1) of section 188 of the Companies Act, 2013 including certain arms length transactions under third proviso thereto.

Details of contracts or arrangements or transactions not at arms length basis

(a) Name(s) of the related party and nature of relationship

(b)Nature of contracts/arrangements/transactions

(c) Duration of the contracts / arrangements/transactions

(d) Salient terms of the contracts or arrangements or transactions including the value, if any

(e) Justification for entering into such contracts or arrangements or transactions

Not Applicable

(f) Date(s) of approval by the Board

(g)Amount paid as advances, if any:

(h) Date on which the special resolution was passed in general meeting as required under first proviso to section 188

Details of material contracts or arrangement or transactions at arms length basis:

(a) Name(s) of the related party and nature of relationship

Mr. Praveen Jaswant Rai Jain

(b)Nature of contracts/arrangements/transactions

Loan received

(a) Duration of the contracts / arrangements/transactions

01/04/2022 to 31/03/2023

(b) Salient terms of the contracts or arrangements or transactions including the value, if any:

Mr. Praveen Jaswat Rai Jain is Managing Director of the Company. For the smooth functioning of the company as well as for day to day funds requirements, the company had been requesting Mr. Praveen Jaswant Rai Jain and he has been infusing the required funds. The amount paid by the company are repayable on demand and/or as and when the company has surplus funds. During the year under review a sum of Rs. 2.13 Lakhs had been infused by Mr Praveen Jaswant Rai Jain. An amount of Rs 241.94 Lakhs is outstanding and stands payable to Mr. Praveen Jaswat Rai Jain at the end of the Financial year 2022-23.

(e) Justification for entering into such contracts or arrangements or transactions

Short Term fund required for day to day transactions

(f) date(s) of approval by the Board

30.05.2022

(g) Amount paid as advances, if any:

NIL

(h) Date on which the ordinary resolution was passed in general meeting as required under first proviso to section 188

30.09.2022

Date: September 04, 2023 By Order of the Board

Place: New Delhi For Shashank Traders Limited

Regd. Office: 702-A, Arunachal Building, Sd/-

19,Barakhamba Road, Praveen Jaswant Rai Jain Connaught Place, Chairman & Managing Director New Delhi-110 001 DIN: 01776424

FORM NO. MR-3

SECRETARIAL AUDIT REPORT

FOR THE FINANCIAL YEAR ENDED 31st MARCH, 2023

[Pursuant to section 204(1) of the Companies Act, 2013 and rule 9 of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014]

To

The Members

M/s Shashank Traders Limited 702-A, Arunachal Building, 19, Barakhamba Road, Connaught Place, New Delhi-110001

We have conducted the secretarial audit of the compliance of applicable statutory provisions and the adherence to good corporate practices by Shashank Traders Limited (CIN:

L52110DL1985PLC021076) (hereinafter called "the company"). Secretarial Audit was conducted in a manner that provided us a reasonable basis for evaluating the corporate conducts/statutory compliances and expressing our opinion thereon. Based on our verification of Shashank Traders Limited books, papers, minute books, forms and returns filed and other records maintained by the company and also the information provided by the Company, its officers, agents and authorized representatives during the conduct of the Secretarial Audit, we hereby report that in our opinion, the Company has, during the audit period covering the financial year ended on March 31, 2023 complied with the statutory provisions listed hereunder and also that the Company has proper Board processes and compliance mechanism in place to the extent, in the manner and subject to the reporting made hereinafter:

We have examined the books, papers, minute books, forms and returns filed and other records maintained by Shashank Traders Limited for the financial year ended on March 31, 2023 according to the provisions of:

1. The Companies Act, 2013 (the Act) and the rules made thereunder;

2. The Securities Contracts (Regulation) Act, 1956 (‘SCRA) and the rules made thereunder;

3. The Depositories Act, 1996 and the Regulations and Bye-laws framed thereunder;

4. Foreign Exchange Management Act, 1999 and the rules and regulations made thereunder to the extent of Foreign Direct Investment, Overseas Direct Investment and External Commercial Borrowings; (During the period under review, the Company has not entered into any transaction requiring compliances with the Foreign Exchange Management Act, 1999 and the rules and regulations made thereunder to the extent of Foreign Direct Investment, Overseas Direct Investment and External Commercial Borrowings)

5. The Securities and Exchange Board of India (Substantial Acquisition of Shares and Takeovers) Regulations, 2011;

6. The Securities and Exchange Board of India (Prohibition of Insider Trading) Regulations, 2015;

7. The Securities and Exchange Board of India (Issue of Capital and Disclosure Requirements) Regulations, 2009;

8. The Securities and Exchange Board of India (Employee Stock Option Scheme and Employee Stock Purchase Scheme) Guidelines, 1999; (During the period under review, the Company has not entered into any transaction requiring compliances with the Securities and Exchange Board of India (Employee Stock Option Scheme and Employee Stock Purchase Scheme) Guidelines, 1999)

9. The Securities and Exchange Board of India (Issue and Listing of Debt Securities) Regulations, 2008; (During the period under review, the Company has not entered into any transaction requiring compliances with the Securities and Exchange Board of India (Issue and Listing of Debt Securities) Regulations, 2008)

10. The Securities and Exchange Board of India (Registrars to an Issue and Share Transfer Agents)

Regulations, 1993 regarding the Companies Act and dealing with client;

11. The Securities and Exchange Board of India (Delisting of Equity Shares) Regulations, 2009;

(During the period under review, the Company has not entered into any transaction requiring compliances with the Securities and Exchange Board of India (Delisting of Equity Shares) Regulations, 2009)

12. The Securities and Exchange Board of India (Buyback of Securities) Regulations, 1998; (During the period under review, the Company has not entered into any transaction requiring compliances with the Securities and Exchange Board of India (Buyback of Securities) Regulations, 1998)

OTHER APPLICABLE LAWS:

With respect to the compliance system prevailing in the Company and on examination of the relevant documents and records in pursuance thereof, on test check basis, the Company has complied with the following laws applicable to the Company.

1. Indian Contract Act, 1872

2. Income Tax Act, 1961 to the extent of Tax Deducted at Source under various Section and T.D.S. Returns filed.

3. Indirect Tax Laws relating to collections, deductions, wherever applicable, payments made and returns filed.

We have also examined compliance with the applicable clauses of the following:

1. Secretarial Standards issued by The Institute of Company Secretaries of India.

2. The Listing Agreements entered into by the Company with BSE Ltd. pursuant to SEBI (Listing Obligation and Disclosure Requirement) Regulations, 2015.

During the period under review the Company has complied with the provisions of the Act, Rules, Regulations, Guidelines, Standards, etc. mentioned above.

We further report that:

The Board of Directors of the Company is duly constituted with proper balance of Executive Directors, Non-Executive Directors and Independent Directors.

Sr No. Name of Director

DIN/PAN Begin date End date

Executive/ Non Executive Directors

1 Praveen Jaswant Rai Jain 01776424 03/02/2016 - Executive Directors

2 Hansa Mehta Mahendra Singh

08185631 01/08/2018 -

Non Executive Directors

3 Amit Jalan

09516312 08/03/2022 -

Non Executive Directors

Adequate notice is given to all directors to schedule the Board Meetings, agenda and detailed notes on agenda were sent at least seven days in advance, and a system exists for seeking and obtaining further information and clarifications on the agenda items before the meeting and for meaningful participation at the meeting.

Majority decision is carried unanimously, however, the dissenting members views, if any, are captured and recorded as part of the minutes.

We further report that there are adequate systems and processes in the company commensurate with the size and operations of the company to monitor and ensure compliance with applicable laws, rules, regulations and guidelines.

The Company has not invited / accepted any deposits from the public during the year ended March 31, 2023.There were no unclaimed or unpaid deposits as on March 31, 2023.

As on March 31, 2023, the Company does not have any subsidiary or joint venture or any associates Company.

The equity shares of the company are listed on the Main Board of Bombay Stock Exchange Limited (BSE Limited) and The Company have paid the Annual Listing Fees to BSE Limited for the financial year 2023-24.

There have been no material changes and commitments, if any, affecting the financial position of the Company which have occurred between the end of the financial year of the Company to which the financial statements relate and the date of the report.

In accordance with the provisions of Section 152 of the Companies Act and Articles of Association, Mr. Praveen Jain [DIN: 01776424] shall retire by rotation and being eligible offers herself for reappointment at the ensuing Annual General Meeting of the Company.

I further report that during the audit period there were no following specific events/actions having a major bearing on Companys affairs in pursuant of the above referred laws, rules, regulations, guidelines, standards, etc.

Note: This report is to be read with our letter of even date, which annexed as Annexure A and forms an integral part of this report.

For Amit R. Dadheech & Associates

Sd/-

Amit R. Dadheech

M. No.: 22889; C.P. No.: 8952
Mumbai, September 4, 2023
UDIN- A022889E000958296

Annexure A to the Secretarial Audit Report

To,

The Members

M/s Shashank Traders Limited 702-A, Arunachal Building, 19, Barakhamba Road, Connaught Place, New Delhi-110001

1. We have not verified the correctness and appropriateness of financial records and Books of Accounts of the Company.

2. Where ever required, we have obtained the Management representation about the compliance of laws, rules and regulations and happening of events etc.

3. The compliance of the provisions of Corporate and other applicable laws, rules, regulations, standards is the responsibility of management. Our examination was limited to the verification of procedures on the random test basis.

4. We have followed the audit practices and processes as were appropriate to obtain reasonable assurance about the correctness of the contents of the secretarial records. The verification was done on the random test basis to ensure that correct facts are reflected in secretarial records. We believe that the processes and practices, we followed provide a reasonable basis for our opinion.

5. The Secretarial Audit report is neither an assurance as to the future viability of the company nor of the efficacy or effectiveness with which the management has conducted the affairs of the Company.

For Amit R. Dadheech & Associates Sd/- Amit R. Dadheech

M. No.: 22889; C.P. No.: 8952 Mumbai, September 4, 2023 UDIN- A022889E000958296

DETAILS PERTAINING TO REMUNERATION AS REQUIRED UNDER SECTION 197(12) OF THE COMPANIES ACT, 2013 READ WITH RULE 5(1) OF THE COMPANIES (APPOINTMENT AND REMUNERATION OF MANAGERIAL PERSONNEL) RULES, 2014

During the year under review, the Company has not paid any remuneration or salary to any employee / directors of the Company.

Thus, the percentage increase in remuneration of each Director and Key Managerial Personnel during the Financial Year 2022-23, ratio of the remuneration of each Director to the median remuneration of the employees of the Company for the financial year 2022-23and the comparison of remuneration of each Key Managerial Personnel (KMP) against the performance of the Company cannot be provided since there were no remuneration / salary paid to any Employees or Directors or Key Managerial Personnel of the Company.

The details of remuneration to be paid to the Directors / KMP for the financial year ended March 31, 2023 is given below:

Sr. No.

Name of Director/KMP and Designation

Remuneration of Director/KMP for Financial Year 2022-23 (Rs. In Lakhs)

% Increase in Remuneration in the Financial Year 2022-23

Ratio of remuneration of each Director/ to median remuneration of employees

Comparison of the Remuneration of the KMP against the performance of the Company

1.

Mr. Praveen J Rai Jain (Managing Director)

NIL

Not Applicable

Not Applicable

The total revenue of the Company was Rs.2.51 Lakhs as against Rs. 0.64 Lakhs in the previous year However, there is no change in the overall remuneration of the KMP

2.

Mr. Nipun Jain (CFO)

NIL

NIL

Not Applicable

4.

Ms. Rupal Juneja (Company Secretary)

0.84

NIL

Not Applicable

Sitting fee was paid to Ms. Hansa Mehta Independent Director for attending Board Meeting/Committee Meetings, the details of which are provided in the MGT-9.

i. In the financial year, there was no increase in the median remuneration of employees;

ii. There was 4 permanent employee on rolls of Company as on March 31, 2023;

iii. Relationship between average increases in Remuneration and Company Performance During the F.Y. 2022-23, The total revenue of the Company was Rs. 2.51 Lakhs as against Rs. 0.64 Lakhs in the previous year. vi. The Key Parameters for any variable component of remuneration availed by the Directors Please refer to the salient features of Remuneration Policy annexed and forming part of this Report.

vii. Average percentage in increase made in the salaries of employees other than the managerial personnel in the last financial year i.e. 2022-23 was NIL.

viii. The ratio of the remuneration of the highest paid director to that of the employees who are not directors but receive remuneration in excess of the highest paid director during the year Not Applicable; and

ix. It is hereby affirmed that the remuneration paid is as per the as per the Remuneration Policy for Directors, Key Managerial Personnel and other Employees.

x. None of the employees of the Company are related to any Director of the Company.

Date: September 04, 2023

By Order of the Board

Place: New Delhi

For Shashank Traders Limited

Regd. Office:

702-A, Arunachal Building,

Sd/-

19,Barakhamba Road,

Praveen Jaswant Rai Jain

Connaught Place,

Chairman & Managing Director

New Delhi-110 001

DIN: 01776424