SS Retail Ltd Directors Report

Dear Members,

On behalf of the Board of Directors, it is our pleasure to present 8^th Annual Report together with the Audited Statement of Accounts of SS Communication & Services Private Limited (“the Company”) for the year ended on 31^st March, 2024.

1. Financial Performance

The summarized results of the company are as follows:

Amount in Rs. Crs

Standalone and Consolidated Figures as on
31st March, 2024	31st March, 2023
Total Revenue	1206.46	833.72
Total Expenditure	11722.75	816.45
Net Profit before extra- ordinary items & Tax	34.18	17.27
Extra Ordinary items	Nil	NIL
Profit before Tax	34.18	17.27
Deferred /Current Tax	8.63	4.37
Net Profit after Tax	25.55	12.90

*previous year figures have been regrouped/rearranged wherever necessary.

2. Summary of Operations

On standalone and consolidated basis, during the year, the revenue from operations of the company has increased to Rs. _1206.46 Lakhs as compared to Rs.833.72 Crs in previous year. Net Profit of the Company is Rs. 25.55 Crs as against of Rs. 12.90 Crs of previous year.

3. Business Review/State of the companys affairs

The year 2023-24 proved to be a pivotal year for the Company, with outstanding operational results despite the challenges in the external environment. The Company navigated these challenges through the implementation of a robust and responsive online platform that not only addressed the disruptions caused by the pandemic but also laid the foundation for sustainable, long-term growth. These efforts translated into substantial business growth and profitability during the year.

4. Reserves

The Company has not transferred any amount to the General Reserve of the Company.

5. Dividend

To conserve financial resources, the Board of directors does not recommend any dividend on equity and preference shares.

6. Details of Board meetings

Following are the Board of Directors of the Company at the end of the year:

Sr.No.	Name	DIN
1	Sagar Sukumar Patil	5331397
2	Bhavini Harshal Parekh	7530114
3	Minal Gunwant Shah	8201217
4	Gunwant Anant Shah	8201215
5	Harshal Kishor Parekh	7530119
6	Siddharth Gunwant Shah	7530121
7	Deepa Siddharth Shah	7530117
8	Narendra Shantikumar Firodia	1476810

During the year, 10 (TEN) Board meetings were held, details of which are given below:

Date of Board	No. of Directors Eligible to attended	No. of Eligible Directors attended
Meeting	the meeting	the meeting
10.04.23	Eight(8)	Eight (8)
17.04.23	Eight(8)	Eight (8)
15.06.23	Eight(8)	Eight (8)
24.07.23	Eight(8)	Eight (8)
25.08.23	Eight(8)	Eight (8)
20.09.23	Eight(8)	Eight (8)
19.12.23	Eight(8)	Eight (8)
30.12.23	Eight(8)	Eight (8)
23.02.24	Eight (8)	Eight (8)
30.03.24	Eight(8)	Eight (8)

7. Capital/ Finance

As on 31st March, 2024, the issued, subscribed and paid-up share capital of the Company stood at Rs. 13,00,00,000/- comprising of 13,00,000 Equity shares of Rs. 100/- each. During the year, the Company has not allotted any Equity shares or any Preference Shares. The Company has not issued any debentures so far.

8. Annual Return

Pursuant to the provisions of Section 134(3)(a) of the Companies Act, 2013, the Annual Return for the financial year ended 31st March, 2024 is available on the website of the company at www.ssmobiles.com

9. Related party transactions

Details of transactions entered into with the related parties are enclosed as Annexure 1.

10. Corporate Social Responsibility

Pursuant to the provision of Section 135 of the Companies Act, 2013 and rules made thereunder, every company is required to chalk out a plan and donate 2% of net profits of the Company. The Board has laid out policy on Corporate Social Responsibility (CSR) and the CSR activities of the Company are carried out as per the instructions of the committee.

During the year, the Company has spent on CSR activities through various trusts who are involved in various activities.

Pursuant to the said provisions, rules framed thereunder and altered from time to time, the Board of Directors has framed CSR Policy, created a CSR Committee with following Directors.

No.	Name	Chairman - Member
1.	Siddharth Gunwant Shah	Managing Director Chairperson
2.	Harshal Kishor Parekh	Director
3.	Deepa Siddharth Shah	Director
4.	Bhavini Harshal Parekh	Director

During the year, the Committee meetings were held on 20.09.203. The committee has identified various avenues for doing contribution under the CSR initiatives. The Committee had approved the CSR policy and the Budget. The CSR policy is available at the registered office of the Company.

Average net profits of the Company for last three financial years	Rs. 1093.97 Lakhs
Prescribed CSR expenditure (2% of average net profit)	Rs. 21.87 Lakhs
Details of CSR amount spent during the FY 2023-24	Rs. 22.13 Lakhs
Details of CSR amount unspent during the FY 2023-24	Rs. .00 Lakhs
Details of Unspent CSR amount pertaining to FY 2022-23 which was to be utilized in FY 2023-24 transferred to Unspent CSR account

Details of Unspent CSR amount of the three preceding financial years spent in reporting financial year 2023-24:

Expenditure incurred of previous year 2022-2023	Rs. Nil
Expenditure incurred of previous year 2021-2022	Rs. Nil

Further, the Report on CSR Activities/ Initiatives is enclosed as Annexure 2.

11. Directors Responsibility Statement

Pursuant to the requirement clause (c) of sub-section (3) of Section 134 of the Companies Act, 2013,

your Directors confirm that:

(a) in the preparation of the annual accounts, 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 and loss of the company for that year;

(c) the directors had 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 had prepared the annual accounts on a going concern basis; and

(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.

12. Statutory Auditors, their Report and Notes to Financial Statements

In the AGM held on 30th September, 2023, M/s. Amit Shah & Co., Chartered Accountants, bearing

FRN No. 228933W and having office at Kolhapur were appointed as the Statutory Auditors of the

Company to hold office until the conclusion of next Annual General Meeting.

The report of the Statutory Auditors along with notes to Schedules is enclosed to this report.

13. Explanations or comments by the board on every qualification, reservation and adverse remark of auditors

There are no qualifications or remarks from the auditor which needs comments from the Board.

14. Details of Fraud Reported by Auditors

As per Auditors Report, no fraud under section 143(12) of Companies Act, 2013 is reported by Auditor.

15. Human Resources

Our Company treats its “Human Resources” as one of its most important assets. Our Company continuously invests in attraction, retention and development of talent on an ongoing basis. Our Company thrust is on the promotion of talent internally through job rotation and job enlargement.

16. Risk Management Policy

During the year, your directors have constituted Risk Management framework to identify, evaluate business risks and opportunities. This framework seeks to create transparency, minimize adverse impact on the business objectives and enhance the Companys competitive advantage.

The framework has a different model which helps identifying risk trend, exposure and other risk involved in Business segments. The Board reviews the same periodically and adopts requisite measures as necessary from time to time.

17. Directors and Key Managerial Personnel (KMP)

There were no changes in the directorship of the company and the Board is duly constituted. Mr. Kishor Hupare is the Company Secretary holding the office pursuant to the provisions of Section 203 of the Companies Act, 2013.

18. Transfer of Amounts to Investor Education and Protection Fund

Your Company did not have any funds lying unpaid or unclaimed for a period of seven years. Therefore there were no funds which were required to be transferred to Investor Education and Protection Fund (IEPF).

19. Maintenance of Cost Records

The provision of maintenance of Cost records as per section 148 is not applicable on the Company.

20. Applicability of Secretarial Standard

During the year under review, the Company has complied with the provisions of the applicable Secretarial Standards issued by the Institute of Companies Secretaries of India to the extent possible.

21. Orders Passed by the Regulators or Courts

There are no significant orders passed by the regulator or courts or tribunals against the Company impacting its status as going concern and on its operations.

22. Policy on Sexual Harassment of Women at Work Place

In the view of the Board of Directors, the provisions of Sexual Harassment of women at work place (Prevention, Prohibition and Redressal) Act, 2013 and rules made thereunder is applicable to the Company having 10 or more employees as per the provisions need to form a policy for prevention, Prohibition and Redressal thereof and to create an Internal Complaints Committee (“ICC”) to look after registration and redressal of complaints against sexual harassment. The company has formed a policy for the same.

The disclosure in relation to the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013:

a. Number of complaints filed during the financial year: Nil

b. Number of complaints disposed of during the financial year: Nil

c. Number of complaints pending as on end of the financial year: Nil

23. Fixed Deposits

Your Company has not accepted any deposits from public Pursuant to rule 20 of the Companies (Acceptance of Deposits) Rules, 2014.

24. Particulars of Employees

The Company does not have any employee whose particulars are required to be given pursuant to the provisions of Section 197 read with Rule 5(2) of The Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014.

25. Statement containing salient features of financial statements of subsidiaries

Provisions of the Sub-section (3) of section 129 of the Act, is not applicable hence salient feature of the financial statement of a companys subsidiary or subsidiaries, associate company or companies and joint venture or ventures is not provided.

26. Details of conservation of energy, technology absorption, foreign exchange earnings and outgo

(a) Conservation of energy measures taken and impact thereof:

Our operations are not energy intensive. However, significant measures are taken to reduce energy consumption by using energy efficient devices and by purchasing energy-efficient equipment.

(b) Technology Absorption measures:

(i)	the efforts made towards Technology Absorption	The Board of Directors adopt latest computers, laptops and energy saving devices to upgrade with latest developments.
(ii)	the benefits derived like product improvement, cost reduction, product development or import substitution
iii)	in case of imported technology (imported during the last three years reckoned from the beginning of the financial year) -
	(a) the details of technology imported	-
	(b) the year of import;	-
	(c) whether the technology been fully absorbed	-
	(d) if not fully absorbed, areas where absorption has not taken place, and the reasons thereof
(iv)	the expenditure incurred on Research and Development	-

(c) Foreign exchange earnings and Outgo:

Foreign Exchange Earnings	: Rs. NIL
Foreign Exchange Outgo	: Rs. NIL

27. Acknowledgement

Your Directors place on record their appreciation for employees at all levels, Bankers, Authorities, associated persons and the Board of Directors who have contributed to the growth and performance of the Company.

For and on behalf of the Board SS Communication & Services Private Limited,

Place: Kolhapur	/ Chairman & Managing Director
Date :04.09.2024	Siddharth G Shah
	DIN- 07530121