Sunsky Logistics Ltd Directors Report

To,

The Members,

Your Directors have pleasure in present the Fourth (04^th] their Boards Report on the business and operations of the Company along with the accounts for the Financial Year ended March 31,2024

1. FINANCIAL SUMMARY OR HIGHLIGHTS/PERFORMANCE OF THE COMPANY

The Companys financial performance for the year under review along with previous years figures is summarized below:

Particulars	2023-24	2022-23
Revenue from Operation	14,38,03,290	18,85,60,501
Other Income	62,50,019	32,37,750
Total Revenue	15,00,53,309	19,17,98,251
Total Expenses	13,13,62,895	18,95,80,579
Profit Before Tax	1,86,90,414	22,17,672
Tax Expenses
(a] Current Tax	50,97,315	5,96,518
(b) Deferred Tax	(1,60,765)	(17720)
(c) Short/(Excess) provision of I.T	-	-
Profit /(Loss) for the Year	1,37,53,864	16,38,874
Earnings/(Loss) per share	2750.77	327.77
Basic/Diluted

2. BRIEF DESCRIPTION OF THE COMPANYS WORKING DURING THE YEAR/ STATE OF COMPANYS AFFAIR

The revenue from operation of the company amounted to Rs. 14,38,03,290 in the current year as compared to Rs. 18,85,60,501 in the previous year. The company has earned net profit after tax of Rs. 1,37,53,864 during the year as against Rs. 16,38,874 in last year. Your Directors are making constant efforts for increasing the business of the company.

3. CHANGE IN THE NATURE OF BUSINESS. IF ANY:

During the financial year ended March 31, 2024 there has been no change in the Companys nature of business.

4. DIVIDEND

With a view to conserve the resources for future prospect and growth of the

Company, the Board of Directors of the Company have not recommended any dividend on equity shares for the financial year ended 31^st March, 2024. Further, the Company has never declared dividend on its shares since its incorporation.

5. TRANSFER TO RESERVE

Reserves & Surplus at the end of the year stood at Rs. 1,91,65,536/- as compared to Rs. 54,11,674/- at the beginning of the year. The Board of Directors has transferred the entire amount of profits for the financial year 2023-24 to general reserves of the Company

6. CHANGE OF NAME

There is no change in the name of the Company during the period under review.

However, the company has applied for conversion of the Company from private limited company into public limited company, the name of the Company has been changed to "Sunsky Logistics Limited" with effect from 16^th July, 2024 and fresh Certificate of Incorporation Consequent upon conversion to public company dated 16^th July, 2024 has also been issued by the Registrar of Companies, Central Processing Centre.

7. SHARE CAPITAL

Authorized Share Capital of the Company is Rs 50,000/- (Rupees Fifty Thousand only) divided into 5,000 Equity shares of Rs. 10/- each and Issued, Subscribed & Paid up share Capital of the company is Rs 50,000/- (Rupees Fifty Thousand Only] divided into 50,000 Equity shares of Rs. 10/- each as on 31^st March, 2024.

However The Company has increase the authorized Share Capital of the company from Rs. 50,000 To Rs.3,00,00,000 with effect from 12^th August, 2024

8. Directors and Kev Managerial Personnel

During the year under review, Mrs. VAIBHAVI AKASH SHAH was appointed as the Additional Non-Executive Director as on December 12, 2023. Her appointment was regularized by the Shareholders in their Extra-Ordinary General Meeting held on August 12, 2024.

During the year under review there is no change in the KMPs of the Company. However Mrs. VINEETA RAJWANI was appointed as the Chief Financial officer And Mr. AKASH ASHOKBHAI SHAH was appointed as Chairman & Managing Director of the company as on July 26, 2024.

All the directors of the Company have confirmed that they are not disqualified from being appointed as Directors in terms of section 164 & 165 of the Companies Act,

2013.

The Details of Board of Directors and Key Managerial Personnel as on report date is as under:

Name	DIN	Designation	Date of .Appointment	Date of Cessation
1 AKASH ASHOKBHAISHAH	08974910	Managing Director	26/11/2020
2. PEENABEN SHREN1KBHAI SHAH	03138236	Director	05/07/2020
3. VAIBHAVI AKASH SHAH	08677409	Director	12/12/2023
4. VINEETA RAJWANI		CFO	26/07/2024

9. Particulars of Employees

None of the Employee has received remuneration exceeding the limit as stated in rule 5(2] of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014.

10. Meetings

During the year total Six Board Meetings were convened and held. The intervening gap between the Meetings was within the period prescribed under the Companies Act, 2013.

Date of Board Meetings

17th May, 2023

31st August, 2023

28th November, 2023

12th December,2023

10th January, 2024

05th February, 2024

There was one extra ordinary general meeting of the members of the company was held on 07^th February, 2024 during the year under review.

11. ANNUAL EVALUATION OF BOARD PERFORMANCE

Pursuant to the provisions of the Act the Board has carried out an annual evaluation of its own performance, the performance of the Directors individually.

In a separate meeting of directors, performance of non-independent directors, performance of the Board as a whole of the Board and performance of the Chairman was evaluated, taking into account the views of other directors.

12. RISK MANAGEMENT

The process of identifying, evaluating, and prioritizing risks is known as risk management. This is preceded by coherent initiatives aimed at minimizing, oversee, and ameliorate (or control) the probability and/or impact of unfortunate events or to maximize opportunities for achievement. The Company has established a thorough risk assessment and minimization process, which is periodically reviewed by the Board. These processes are examined to make sure executive management effectively manages risk using a strictly delineated framework. The company has identified the major risks, and processes and measures for mitigating those risks have been developed in areas like business, project execution, events, financial, human, environmental, and statutory compliance.

13. AUDITORS

Pursuant to Section 139 of the Act read with rules made thereunder, as amended, M/s. Ankit M. Shah & Co., Chartered Accountants of Ahmedabad having Membership Number of auditor. 153333, were appointed as the Statutory Auditors of your Company for a term of five years beginning from the conclusion of Annual General Meeting held in year 2021 till the conclusion of Annual General Meeting held in year 2026 (AGM).

The Board has taken note and M/s Ankit M. Shah & Co., Chartered Accountants, have confirmed their eligibility under section 141 of the Companies Act, 2013 and the Rules framed thereunder as Statutory Auditors of the company. As required under Listing Regulations, the Auditors have also confirmed that they Hold a valid certificate issued by the peer review Board of the Institute of Chartered Accountants of India.

There are no qualifications, reservations or adverse remarks or disclaimers made by the auditors in their report on the financial statements of the company for the financial year ended 31^st March, 2024. The notes on the Financial Statements referred to in the Auditors Report are self-explanatory and do not call for any comments or explanations.

14. WEB LINK OF ANNUAL RETURN. IF ANY:

In Accordance with section 134 [3] [a) and 92 (3] of the Companies Act, 2013 read with Rule 12 (1) of Companies (Management and Administration) Rules 2014, The Annual Return in form MGT-7 for Financial Year 2023 -2024 will be available on website of Company i.e. www.sunskylogistics.com

15. MATERIAL CHANGES AND COMMITMENTS. IF ANY. AFFECTING THE FINANCIAL POSITION OF THE COMPANY WHICH HAVE OCCURRED BETWEEN THE END OF THE FINANCIAL YEAR OF THF. COMPANY TO WHICH THE FINANCIAL STATEMENTS RELATE AND THE DATE OF THE REPORT

There have been no material changes and commitments that would affect the financial position of the company from the end of the financial year to which the financial statements relate and the date of the Directors Report

16. DETAILS OF SIGNIFICANT AND MATERIAL ORDERS PASSED BY THE REGULATORS OR COURTS OR TRIBUNAL IS IMPACTING THE GOING CONCERN STATUS AND COMPANYS OPERATIONS IN FUTURE

No significant or material orders were passed by the Regulators or Courts or Tribunals which impact the going concern status and Companys operations in future.

17. DETAILS IN RESPECT OF ADEQUACY OF INTERNAL FINANCIAL CONTROLS WITH REFERENCE TO THE FINANCIAL STATEMENTS (Applicable to Listed Company)

Not Applicable

18. PARTICULARS OF LOANS. GUARANTEES OR INVESTMENTS UNDER SECTION 186

Details of Loans: NIL Details of

Investments: NIL

Details of Guarantee / Security Provided: NIL

19. REPORTING OF FRAUD

In pursuance to the provisions of Section 143(12] of the Act, the Statutory Auditors had not reported any incident of frauds (other than those which are reportable to the Central Government) to the Board of Directors of the Company during the financial year under review.

20. DEPOSITS;

During the year under review, the Company has neither accepted nor renewed any deposit within the meaning of Sections 73 and 74 of the Companies Act,

2013 read with the Companies (Acceptance of Deposits) Rules, 2014 (including any statutory modification (s) or re-enactment(s) for the time being in force) from the public or the members and as such, no amount on account of principal or interest on public deposits was outstanding as on the date of the balance sheet.

21. PARTICULARS OF CONTRACTS OR ARRANGEMENTS WITH RELATED PARTIES

All related party transactions that were entered into during the financial year ended 31^st March, 2024 were on an arms length basis and were in the ordinary course of business. Therefore, the provisions of Section 188 of the Companies Act, 2013 were not attracted. Further, there are no materially significant related party transactions during the year under review made by the Company with Promoters, Directors, or other designated persons which may have a potential conflict with the interest of the Company at large. Thus, disclosure in Form AOC- 2 is not required. However, the disclosure of transactions with related party for the year, as per Accounting Standard -18 Related Party Disclosures is given in Notes to the Balance Sheet as on 31^st March, 2024.

22. SECRETARIAL STANDARDS:

Your Company is in compliances with the Secretarial Standards on Meetings of the Board of Directors (SS-1) and Secretarial Standards on General Meetings (SS- 2) issued by the Institute of Company Secretaries of India.

23. CONSERVATION OF ENERGY. TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE EARNINGS AND OUTGO

1. Conservation of Energy, Technology Absorption

The particulars as required under the provisions of Section 134(3) (m) of the Companies Act, 2013 in respect of conservation of energy and technology absorption have not been furnished considering the nature of activities undertaken by the company during the year under review.

2. Foreign Exchange earnings and Outgo

Earnings: Rs 5,71,36,652

Outgo: Rs. 5,03,18,595/-

24. MAINTENANCE OF COST RECORDS:

The Company is not required to maintain Cost Records as specified under Section 148(1] of the Companies Act, 2013 and therefore, the appointment of Cost Auditor for undertaking audit of cost records of the Company is not applicable.

25. CORPORATE SOCIAL RESPONSIBILITY fCSRl

The provisions of Section 135 of the Companies Act, 2013 and Rules made thereunder are not applicable to our Company for the financial year ended 31st March, 2024.

26. DISCLOSERS UNDER SEXUAL HARASSMENT OF WOMEN AX

WORKPLACE (PREVENTION. PROHIBITION & REDRESSAL1 ACT. 2013

There are no cases filed during the Financial Year regarding Sexual Harassment of Women at Workplace under the Act.

27. DIRECTORS RESPONSIBILITY STATEMENT

The Directors Responsibility Statement referred to in clause (c] of subsection (3] of Section 134 of the Companies Act, 2013, shall state 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 period;

c] The directors had taken proper and sufficient care to the extent possible 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 devised proper systems to ensure compliance with the provisions of all applicable laws and that such systems were adequate and operating effectively, to the extent possible.

28. TRANSFER OF AMOUNTS TO INVESTOR EDUCATION AND PROTECTION FUND

Your Company does 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).

29. OTHER DISCLOSURES

There was no application made or proceeding pending under the Insolvency and Bankruptcy Code, 2016 during the year under review.

30. ACKNOWLEDGEMENTS

Your Directors would like to express their appreciation for the assistance and cooperation received from Bankers, Customers, Members, Employees Vendors and all other persons associated with the Company during the year under review. Your Directors also wish to place on record their deep sense of appreciation for the committed services by the Companys executives, staff and workers.