Sri Lotus Developers & Realty Ltd Directors Report

Dear Members,

The Directors have pleasure in presenting their 9^th Annual Report and Audited Accounts for the year ended March 31, 2023.

1. Financial Results/Financial Highlights

The financial results for the year ended March 31, 2023 and the corresponding figures for the previous year are as under:

2. Change in Share Capital

During the year under review, there were no changes in the share capital of the Company. The total Equity share capital of the Company as on March 31, 2023 is Rs. 20 Crores only.

3. State of Companys Affairs and Future Outlook

During tire year under review, the Company suffered a net loss after tax of Rs. 1,75,30,240/-. The Company Is constantly working to explore better business opportunities in line with its objects.

4. Change in the nature of Business

During the year under review, there were no changes in the nature of the business of the Company.

5. Deposits

The Company has neither accepted nor renewed any deposits from the public falling within the ambit of Section 73 of the Companies Act, 2013 and the Rules framed thereunder.

6. Subsidiary. loint Venture and Associate Company

The Company has 8 (Eight) Subsidiary Companies and 3 (Three) Associate Companies as on March 31, 2023. A statement containing the salient features of the financial statement of the subsidiaries and associate companies and its contribution to the overall performance of the Company is provided in Annexure A.

7. Particulars of loans given, investments made, guarantees given, or security provided hv the Company

The Company has disclosed the full particulars of the loans given, investments made or guarantees given or security provided as required under Section 186 of the Companies Act, 2013 in notes to the accounts forming part of the financial statements.

8. Particulars of Contracts or Arrangements with related parties

During the year under review. Company did not enter into any related party contract or arrangement.

9. Amount to be carried to reserve

The Company has not transferred any amount to reserves during the year under review.

10. Dividend

Your directors do not recommend any dividend for the year 2022-23.

11. Material changes and commitments affecting the financial position of the Company, between the end of the financial year and the date of the report

There are no material changes and commitments affecting the financial position of the Company between the end of the financial year and the date of the report.

12. Risk Management Policy

The Company has formulated a risk management policy and has in place a mechanism to inform the Board Members about risk assessment and minimization procedures and periodical review to ensure that executive management controls risk by means of a properly designed framework.

13. Details of Directors and Kev Managerial Personnel appointed/resigned during the year:

Mr. Anand Pandit, Mrs. Roopa Pandit and Mrs. Dimple Dalia are the present Directors of the Company. No Directors were appointed or resigned during the year under review.

Mrs. Sudha Navin Agarwal is the Company Secretary of the Company.

14. Number of Meetings of the Board ofDirectors

The meetings of the Board were held at regular intervals with a time gap of not more than 120 days between two consecutive meetings. Additional meetings of the Board of Directors were held when necessary. During the year under review, six meetings of the Board of Directors were held.

15. Directors Responsibility Statement

The Board of Directors of the Company confirms that:

a) In the preparation of Annual Accounts, the applicable accounting standards have been followed along with proper explanation relating to material departures;

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 loss of the Company for that year;

c) The Directors have taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of this 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 have devised proper systems to ensure compliance with the provisions of all applicable laws and that such systems were adequate and were operating effectively.

16. Compliance with Secretarial Standards on Board Meetings and General Meetings

The Company has complied with Secretarial Standards issued by the Institute of Company Secretaries of India on Board Meetings and General Meetings.

17. Protection of Women at workplace

The Company has in place a policy for protection of Women at workplace and prevention of the sexual harassment in accordance with the requirements of the Sexual Harassment of Women at Workplace (Prevention, Prohibition & Redressa!) Act, 2013. Internal Complaints Committee has been set up to redress complaints received regarding sexual harassment. All the employees (whether temporary, contractual, permanent or trainees) of the Company are covered under this policy. The Company did not receive any complaint during the year under review.

18. Auditors Report

The Auditors report to the shareholders does not contain any qualification, observation or comment or remark(s) which have an adverse effect on the functioning of the Company. Notes to accounts and other remarks in their report are self- explanatory and do not call for further comments.

19. Statutory Auditors

The Auditors, M/s Sanjay & Vijay Associates (FRN. 120123W) were appointed as Statutory Auditors for a period of 5 years from the Conclusion of the 07^dl AGM till the conclusion of 12^(h AGM.

20. Frauds reported by Auditors

The Auditors of the Company have not reported any frauds as specified under Section 143(12) of the Companies Act, 2013.

21. Conservation of Energy. Technology Absorption and Foreign Exchange Earnings and Outgo

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

Conservation of energy

Technology Absorption

• No technology has been absorbed, developed and/or imported by way of foreign collaboration.

Foreign Exchange earnings and outgo

During the year under review, the Company has "NIL" foreign exchange earnings and outgo.

22. Details of Significant & Material Orders passed bv the Regulators or Courts or Tribunals

During the year under review, there were no material and significant orders passed by the Regulators or Courts or Tribunals impacting the going concern status and the Companys operations in future.

23. Corporate Social Responsibility

The provisions of Section 135 of the Companies Act, 2013 pertaining to Corporate Social Responsibility are not applicable to the Company.

24. Particular of Employees

The Company did not employ any such persons whose particulars are required to be given under Rule 5(2] and (3] of the Companies (Appointment and Remuneration of Managerial Personnel] Rules, 2014.

25. Transfer of amounts to Investor Education and Protection Fund

The Company does not have any funds lying unpaid or unclaimed for a period of seven years. Therefore, there are no funds which are required to be transferred to the Investor Education and Protection Fund.

26. Acknowledgements

The Directors place on record their sincere appreciation for the assistance and cooperation extended by Bank, its employees, its investors and all other associates and look forward to continue fruitful association with all business associates of the Company.

Date: September 26, 2023

Place: Mumbai