Swati Projects Ltd Management Discussions

The Management of M/s Swati Projects Limited presents the analysis of performance of the company for the financial year ended 31.03.2025 and its outlook for the future. This outlook is based on assessment of the current business environment. It may vary due to future economic and other developments both in India and abroad.

1. Global Economic Overview

Global prospects remain extremely unclear one year into pandemic. New virus mutations and therefore the accumulating human toll raises worries, while increasing vaccine coverage lifts sentiment. The outlook depends not simply on the outcome of the impact of virus and the effectiveness of vaccines, it additionally centres on how effectively economic policies are deployed under such uncertain times.

Global growth is projected at 3.2 percent in 2024, moderating to 3.3 percent in 2025.

2 . Indian Economic Overview

India s real GDP growth for FY 2024-25 was 6.50%, which is amongst the highest in leading economies, as the Indian economy bounced back during the year exhibiting resilience during the pandemic. As the year progressed, most of the economic indicators such as GST collection, IIP, Exports and UPI transactions saw an uptick, indicating a steady recovery from the lows of the first quarter of FY 2024-25.

While Indias growth outlook for the year ahead remains bright, driven by private consumption and elevated public spending, but risks remain, the biggest of which is inflation. Higher inflation can curtail the discretionary consumption andun favourably affect the recovering domestic demand. The ongoing geopolitical crisis has caused supply chain disruptions which has led to higher commodity prices; if this gets prolonged, it can further fuel the inflation. The depreciating Rupee can become another issue as India is one of the biggest importers of crude oil leading to likely rise in trade deficit in FY 2024-25. As Rupee depreciates and import prices go up, taming inflation can become an uphill task for the central bank. A slower than expected global growth recovery may affect the demand for exports.

Nevertheless, the opportunities for growth remain intact driven by strong economic fundamentals, favourable economic policies (such as PLI scheme, Aatmanirbhar Bharat Abhiyan and Startup India initiative), digital push, demographic dividend and growing global preference for India as an investment destination. Further, as the Company enters into FY 2024-25, the thrust on capital expenditure in Union Budget 2024 is a welcome move and expected to push demand through multiplier effect on the economy.

CIN: L65993WB1983PLC036332

1, Abdul Hamid Street, One BIS Building, 4 th Floor, Room No. 407, Kolkata-700069

E mail: Phone: +91 9988796071 Website:

Given the proactive efforts by the regulator and the push from the government to support growth, the Company expects the inflationary environment to soften and a large vaccinated population is likely to contain the impact of subsequent COVID-19 waves, which will give way to robust growth going forward. This in turn shall spur Changes in internal and external operating environment, digitalization, technological advancements and agile way of working have increased the significance of Fraud, Information & Cyber Security and Operational Risks. The Company continues to focus on increasing operational resilience and mitigation of these risks.

Financial Performance -FY 2024-25

Particulars	Standalone		Consolidated
	As at March 31,		As at March 31,
	2025	2024	2025	2024
Revenue from operations	91,05,695	1,12,86,794	1,41,08,701	1,46,87,172
Other Income, net	64,000	-	93,151	12,992
Total Income	91,69,695	1,12,86,794	1,42,01,852	1,47,00,164
Less: Expenditure
Purchase	-	-	2,92,84,475	-
Change in Inventories	-	-	-5,61,26,103	-
Employee Benefits Expenses	14,65335	11,80,544	57,92,360	27,09,217
Depreciation	10,054	-	6,61,256	8,43,304
Other Expenses	1636,906	23,59,117	3,12,61,271	37,65,964
Provision and Contingencies	82,889		82,889	\u201d
Profit/ (Loss) before Tax	59,74311	77,47,133	32,45,704	73,81,679
Income Tax	15,65,000	19,57,577	15,65,000	19,57,577
Tax for earlier years	32,57,479	-	32,57,479	0
Deferred Tax Assets	769	-	-32,835	87,281
Profit / (Loss) after Tax	1132,801	57,89,556	-15,43,940	55,11,383

CIN: L65993WB1983PLC036332

lr Abdul Hamid Street, One BIS Building, 4 th Floor, Room No. 407, Kolkata-700069

E mail: swatiproiectsltdOmmail.com Phone: +91 9988796071 Website:

Other Comprehensive Income
Gain/(Loss) on FVOCI equities (Net)	(76,72,933)		(76,72,933)
Deferred Tax (Net)	19,31,124	-	19,31,124	-
Total comprehensive Income attributable
Owners of the Parent	-	-	(48,63,614)	-
Non-controlling Interest	-	-	(2,85,138)	-
Total Comprehensive Income for the period	(45,89,008)		(51,48,752)	\u201d

3. Risk management

The Company has built a robust risk management framework with strong risk fundamentals and continues to monitor the internal and external risks arising out of macro-economic factors, regulatory changes and geo-political scenario. The Board of Directors has set the tone at the top by laying down and approving the strategic plans and objectives for Risk Management and Risk Philosophy.

A comprehensive Enterprise Risk Management ( ERM ) Framework has been adopted by the Company which uses defined Key Risk Indicators based on quantitative and qualitative factors. A two-dimensional quantitative data management tool - Heat Map - has been implemented, which enables the Management to have a comprehensive view of various identified risk areas based on their probability and impact.

Changes in internal and external operating environment, digitalization, technological advancements and agile way of working have increased the significance of Fraud, Information & Cyber Security and Operational Risks. The Company continues to focus on increasing operational resilience and mitigation of these risks.

4. Internal Audit

The Management has laid down set of standards, processes and structure which enables to implement internal financial controls across the organization with reference to financial statements and that such controls are adequate and are operating effectively. Internal Finance control framework has been established in line with the

CIN: L65993WB1983PLC036332

1, Abdul Hamid Street, One BIS Building, 4 th Floor, Room No. 407, Kolkata-700069

E mail: Phone: +91 9988796071 Website:

Internal Control - Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission ( COSO ) and Guidance Note on Audit of Internal Financial Controls Over Financial Reporting issued by the Institute of Chartered Accountants of India (the Guidance Note ).

During FY 2024-25, testing was conducted basis process walkthrough and review of samples as per documented controls in the Risk & Control matrix. Testing is done for each of the controls with the help of an independent firm, on behalf of Management confirming the existence and operating effectiveness of controls over financial reporting. Review was performed on design, adequacy and operating effectiveness of the controls. During the year under review, no material or serious observation has been observed for inefficiency or inadequacy of such controls.

5. Industry Structure and Developments

The performance of the Company was satisfactory during the year under review. Your Company net profit of loss Rs. 11,52,801 on standalone basis while has a net loss of Rs. 15,43,940/- on consolidated basis during the financial year 2024-2025. Your directors are hopeful to achieve better results in future.

6. Outlook On Opportunities, Threats, Risk and Concerns

As far as the future outlook is concerned, the Company is expected to increase the scope of the NBFC Business in the future, considering the fact that industrial growth picks up.

The Company is in position to compete with its competitors by better customer services

7. Internal Control Systems and Their Adequacy

Your Company is committed to maintaining high standards of internal controls designed to provide accuracy of information, efficiency of operations, and security of assets. The company has adequate internal controls commensurate with the size and nature of its operations to ensure orderly and efficient conduct of business. These controls ensure the safeguarding of assets, prevention and detection of fraud and error, the accuracy and completeness of the accounting records, timely preparation of reliable financial information and adherence to companies policies, procedures and legal obligations. The audit committee of the Board of Directors meets periodically to review the performance as reported by the auditors.

8. Financial Performance

The companys revenue from operations for the financial year 2024-2025 is Rs. 91,05,695/- as compared to the previous year of Rs. 1,12,86,794/-. The profit made for the current Financial Year is Rs. 11,52,801/- The margin earned during the year is thin as compared to the previous year due to the reason of stiff competition & Global recessionary trend. The Directors expect better results in the next coming year.

CIN: L65993WB1983PLC036332

1, Abdul Hamid Street, One BIS Building, 4 th Floor, Room No. 407, Kolkata-700069

E mail: Phone: +91 9988796071 Website:

9. Human Resources

The group s people mission to nurture and empower employees who demonstrate both honesty and high performance in a fair and transparent environment.

10. Cautionary Statement

Statement made in this MD&A describing the group s objectives, projection s, estimates, general market trends, expectations etc., may constitute forward looking statements within the ambit of applicable laws and regulations. These forward looking statements involve a number of risks, uncertainties and other factors that could cause actual results differ materially from those suggested by the forward looking

statement .

By Order of the Board of Directors

For Swati Projects Limited

For Swati Projects Limited

Shreegopal Daga Managing Director

Amit Lai Director DIN:09469579

DIN: 00397379

Place: Kolkata Date: 30 th May, 2025

SHRUTI AGARWAL

PRACTISING COMPANY SECRETARY MOBILE : + 91 - 9330826989 EMAIL ID :

CERTIFICATE ON NON-DISQULIFICATION OF DIRECTORS

(Pursuant to Regulation 34(3) and schedule V para C clause 10(i) of the SEBI (Listing Obligation and

Disclosure Requirements) Regulations 2015

To

The Members,

SWATI PROJECTS LIMITED 1, ABDUL HAMID STREET,

ONE BIS BUILDING, 4TH FLOOR,

ROOM NO. 407, INCOME TAX BUILDING,, KOLKATA - 700069

I have examined the relevant registers, records, forms, returns and disclosures received from the Directors of SWATI PROJECTS LIMITED having (CIN: L65993WB1983PLC036332) and having registered office at 1, ABDUL HAMID STREET, ONE BIS BUILDING, 4TH FLOOR, ROOM NO. 407, INCOME TAX BUILDING KOLKATA -700069 and (hereinafter referred to as the Company), produced before us by the Company for the purpose of issuing this certificate, in accordance with Regulation 34(3) read with Schedule V Para C Sub clause 10(i) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015.

In our opinion and to the best of our information and according to the verifications (including Directors Identification Number(DIN) status at the portal as considered necessary and explanations furnished to us by the Company and its officers, I here by certify that none of the Directors on the Board of the Company as stated below for the Financial Year ending on 31 st March, 2025 have been debarred or disqualified from being appointed or continuing as Directors of the Companies by the SEBI, MCA or other Statutory Authority as the case may be.

DIN	Name of Director	Date of appointment in Company	DESIGNATION
08422654	RISHI KAPOOR	07/05/2019	INDEPENDENT DIRECTOR
00397379	SHREEGOPALDAGA	01/08/2014	MANAGING DIRECTOR
09469579	AMIT LAL	15/01/2022	INDEPENDENT DIRECTOR
09629214	AVINASH JAIN	30/05/2022	INDEPENDENT DIRECTOR
10654047	SHIKHA GUPTA	11/03/2025	INDEPENDENT DIRECTOR
10944637	PUJA SHAW	11/03/2025	INDEPENDENT DIRECTOR

Cont on page 2

SHRUTI AGARWAL

PRACTISING COMPANY SECRETARY MOBILE : + 91 - 9330826989 EMAIL ID :

Ensuring the eligibility of for the appointment/ continuity of every Director on the Board is responsibility of the management of the Company. My responsibility is to express an opinion on these based on my verification. This certificate is neither an assurance as to the future viability of the Company nor of the efficiency or effectiveness with which the management has conducted the affairs of the Company.

Place: Kolkata

Date: 30.07.2025

UDIN: A038797G000894773

Peer Review Certificate No.: 3206/2023

Practicing Company Secretary

ACS No.: 38797 CP No: 14602