Swati Projects Ltd Directors Report

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

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

Dear Members,

It is our pleasure in presenting the 42 th Annual Report of the business and operations of your Company ( the Company or Swati ) along with the Audited Financial Statements and the Auditor s Report of the Company for the financial year ending 31 st March, 2025. The consolidated performance ofthe Company and its subsidiaries has been referred to wherever required.

Financial Results

The summarized financial results for the year ending 31 st March, 2025 are as under:

Financial Highlights (Amount in Rs.)

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
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	57,89356	-15,43,940	55,11,383
Other Comprehensive Income

CIN: L65993WB1983PLC036332

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

E mail: swatiproiectsltd(5>qmail.com Phone: +91 9988796071 Website:

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)	\u201c

2. Performance Review

During the fiscal year ending 31 st March, 2025, Total Income decrease by 18.76 % and Profit after tax is Rs. 11.53 Lakhs for the year FY 2024-2025 compared to a Profit of Rs. 57.90 Lakhs for the previous year for the standalone financial statement and for the consolidated statement Total Income decrease by 3 .39 % and Profit after tax is Rs. (15.44) Lakhs for the year FY 2024-2025 compared to a Profit of Rs. 55.11 Lakhs for the previous year

3. State of Company s Affairs

The Company has been registered with the Reserve Bank of India, in terms of Section 45-IA of Reserve Bank of India Act, 1934 and is carrying on NBFC activity of the business of Investment in Shares & Securities and InterCorporate & Personal Loan. The Company is non-Deposit taking NBFC Company.

4. Change in the nature of business

There are no Changes in the nature of business of the company during the year under review.

5. Share Capital

The Company s Paid-up Share Capital as on 31 st March, 2025 was Rs. 10.10 Crores.

6. Transfer to Reserv e

During the financial y ear the Company has not transferred to Statutory Reserves in terms of Section 45-IC of the Reserve Bank of India Act, 1934 due to loss.

7. Dividend

The Company has not made any provision for payment of dividend for the year under consideration.

8. Information on Material Changes And Commitments

There have been no material changes and commitments, which affect the financial position of the company which have occurred between the end of financial year to which the financial statements relate and the date of this Report.

9. Performance & financial position of Subsidiary Company (ies), Associates and Joint Ventures

The Company have two subsidiary companies - Radhashree Roadsters Pvt. Ltd. And Radhashree Apartments Pvt. Ltd.

CIN: L65993WB1983PLC036332

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

E mail: Phone: +91 9988796071 Website:

10. Financial Highlights of Radhashree Roadsters Pvt. Ltd.

Particulars	As at March 31,
	2025	2024
Revenue from operations	56,26,380	34,00,378
Other Income, net	29,151	12,992
Total Income	56,55,531	34,13,370
Less: Expenditure
Employee Benefits Expenses	20,31,995	15,28,673
Depreciation	6,37,352	8,43,304
Other Expenses	23,89,919	14,06,847
Profit / (Loss) before Tax	50,59,266	(3,65,454)
Income Tax	-	-
Deferred Tax Assets	32,066	87,281
Profit / (Loss) after Tax	6,28,331	(2,78,173)

11. Financial Highlights of Radhashree Apartments Pvt. Ltd.

Particulars	As at March 31, 2025
Revenue from operations	-
Other Income, net	-
Total Income	-
Less: Expenditure
Cost of Materials Consumed	2,92,84,475
Change in Inventories of	(5,61,26,103)
Finished Goods
Employee Benefits Expenses	22,95,030
Finance Costs	27,87,379
Depredation	13,851
Other Expenses	2,50,70,441

CIN: L65993WB1983PLC036332

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

E mail: Phone; +91 9988796071 Website:

Profit / (Loss) before Tax	(33,25,073)
Income Tax	-
Deferred Tax Assets	-
Profit / (Loss) after Tax	(33,25,073)

12. Performance Review of Subsidiary Company

During the fiscal year ending 31 st March, 2025, Total income increased by 39.65 % and Profit after tax is Rs. (26.97) Lakhs for the year FY 2024-2025 compared to a Profit after Tax of Rs. (2.78) Lakhs for the previous year.

13. Interna] Financial Controls

Your Company has in place an adequate internal control system commensurate with the size of its operations. The internal control system comprising of policies and procedures is designed to ensure sound management of your Company s operations, safekeeping of its assets, optimal utilisation of resources, reliability of its financial information and compliance. Clearly defined roles and responsibilities have been institutionalised. Systems and procedures are periodically reviewed to keep pace with the growing size and complexity of your Company s operations.

During the financial year under review, no material or serious observation has been received from Statutory Auditors and the Internal Auditors of the Company on such controls.

14. Particulars of loans, guarantee or investments

Details of Loans, Guarantees and Investments covered under the Provisions of Section 186 of the Companies Act, 2013 are given in the notes to the Financial Statements.

15. Particulars of Related Party Transaction as per Sec. 188(1)

All the related party transactions are entered on arm s length basis and are in compliance with the applicable provisions of the Act. There are no materially significant related party transactions made by the company with any of its Directors, Key Managerial Personnel or other designated persons which have potential conflict of interest of the company at large. All related party transactions as required under the provisions of Companies Act, 2013 are provided in FORM - AOC 2 as Annexure II to this report.

16. Deposits

The Company did not accept any deposits during FY 2024-2025, falling within the purview of section 73 of the Companies Act, 2013.

17. Change in Registered office of the Company

During the year, the company has changed its registered office from 168B, Jamunalai Bajaj Street, Kolkata - 700007 to 1, Abdul Hamid Street, One BIS Building, 4 th Floor, Room No.407, Kolkata- 700069 w.e.f. 27 th of September, 2024.

CIN: L65993WB1983PLC036332

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

E mail: Phone: +91 9988796071 Website:

18. Acquisition of Majority Stake

During the year the company has acquired 76% stakes in Radhashree Apartments Private Limited.

At the Board meeting held on 27 th September, 2024, Board of Directors approved acquisition of majority stake i.e. 76% in a Real Estate company namely Radhashree Apartments Private Limited. Acquisition was completed on 11 th December 2024 and accordingly the exchanges are intimated on 12 th December, 2024, (Pursuant to Regulation 30 of SEBI LODR 2015).

19. Brief details of the company

M/s Radhashree Apartments Private Limited CIN U45400WB2012PTC180511, having its registered office at 13, Ganesh Chandra Avenue, 2nd Floor, Kolkata- 700013. It is constructing a building under Joint Venture agreement with Mr. Joydeep Banerjee and others on a land area of 38 Kattha at 30 Motilal Basak Lane Kolkata 700054. The Project is named Radhashree 30 with 44 residential flats and 34 Car Parking spaces. Saleable area in the project 58768 Sq. Ft. The ratio in the Joint Venture is developer 60% and land owner 40%. Out of 44 Flats, 19 flats have been booked till 31.03.2025. Company has Incurred Rs. 13,37,17,902/-as project cost till 31/03/2025.

Family Members and Group Companies of one of the promoter Group Company namely M/s Ganpati Stocks Private Limited (having 5,00,000 equity shares i.e. Less than 5% of M/s Swati Projects Limited) has 79% stake in the Company. M/s Swati Projects has bought 17.88% stake from one existing shareholder namely Randar Businesses Private Limited and subscribed to 8,12,500 equity shares of Rs, 10/-each in right issue of share. Same was done at Arm s Length.

20. Board Evaluation

Pursuant to the provisions of the Act and the SEBI Listing Regulations, the Board has carried out an annual evaluation of its own performance and of the individual Directors as well as an evaluation of the working of all the Committees of the Board. The Board of Directors was assisted by the NRC. The performance evaluation was carried out by seeking inputs from all the Directors / Members of the Committees, as the case may be.

The Board of the Company followed the criteria as specified in the Guidance Note on Board Evaluation issued by the Securities and Exchange Board of India ( SEBI ) for evaluating the performance of the Board as a whole. Committees of the Board, Individual Directors and the Chairman. The criteria for evaluation of the Board as a whole, inter alia, covered parameters such as Structure of the Board, Meetings of the Board, Functions of the Board and Board & Management. The criteria for evaluation of Individual Directors covered parameters such as knowledge and competency, fulfilment of functions, ability to function as a team, etc.

The criteria for evaluation of the Board Committees covered areas related to mandate and composition, effectiveness of the Committee, structure of the Committee and meetings, etc.

The feedback of the Independent Directors on their review of the performance of Non-Independent Directors and the Board as a whole, the performance of the Chairman of the Company and the assessment of the quality, quantity and timeliness of flow of information between the Company, the Management and the Board which was taken into consideration by the Board in carrying out the performance evaluation.

21. Policy on Appointment of Directors and Remuneration Policy of The Company

The Nomination and Remuneration Committee ( NRC ) develops the competency requirements of the Board based on the industry and the strategy of the Company, conducts a gap analysis and recommends the reconstitution of the Board, as and when required. It also recommends to the Board, the appointment of Directors having good personal and professional reputation and conducts reference checks and due diligence of all Directors before recommending them to the Board. Besides the above, the NRC ensures that the new

CIN: L65993WB1983PLC036332

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

E mail: swatiproiectsltd(5)qmail.com Phone: +91 9988796071 Website:

Directors are familiarized with the operations of the Company and endeavours to provide relevant training to the Directors.

In accordance with the provisions of Section 178 of the Act and the SEBI Listing Regulations, the Board of Directors have adopted a Policy on Board Diversity and Director Attributes and a Remuneration Policy.

The Policy on Board Diversity and Director Attributes has been framed to encourage diversity of thought, experience, knowledge, perspective, age and gender in the Board and to have in place, a transparent Board nomination process.

The Remuneration Policy for Directors, KMPs and all other employees is aligned to the philosophy on the commitment of fostering a culture of leadership with trust.

The Remuneration Policy aims to ensure that the level and composition of the remuneration of the Directors,

Key Managerial Personnel and all other employees is reasonable and sufficient to attract, retain and motivate them to successfully run the Company.

Salient features of the Remuneration Policy, inter alia, includes:

• Remuneration in the form of Sitting Fees and Commission to be paid to Independent Directors and Non- Independent Non-Executive Directors, in accordance with the provisions of the Act and as recommended by the NRC;

• Remuneration to Managing Director / Executive Directors / Key Managerial Personnel and all other employees is reasonable and sufficient to attract, retain and motivate them to run the Company successfully and retain talented and qualified individuals suitable for their roles, in accordance with the defined terms of remuneration mix or composition; and

• No remuneration would be payable to Directors for services rendered in any other capacity unless the services are of a professional nature and the NRC is of the opinion that the Director possesses requisite qualification for the practice of the profession and approval of the Central Government has been received, if required, for paying the same.

The Company has also adopted a Fit and Proper Policy for ascertaining the fit and proper criteria to be adopted at the time of appointment of directors and on a continuing basis. The Company has received the Fit and Proper declarations from all the Directors of the Company in April 2022, which have been taken on record by the NRC.

22. Board and Committees

The Board meets at regular intervals to discuss and decide on the Company s performance and strategies. During the financial year under review, the Board met 9 (Nine) times.

23. Audit Committee

During the financial year under review, the Audit Committee reviewed the internal controls put in place to ensure that the accounts of your Company are properly maintained and that the accounting transactions are in accordance with prevailing laws and regulations. In conducting such reviews, the Committee found no material discrepancy or weakness in the internal control system of your Company. The Committee has also reviewed the procedures laid down by your Company for assessing and managing the risks.

During the financial year under review, the Audit Committee met (Four) times to deliberate on various matters and the gap between any two Meeting was not more than 120 (One Hundred Twenty) days. The required quorum was present in all the Meetings.

CIN: L65993WB1983PLC036332

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

E mail: Phone: +91 9988796071 Website:

During the financial year under review, Audit Committee Meeting was held on 29 th May 2024, 14 th August, 2024, 14 th November, 2024 and 10 th January, 2025.

24. Nomination and Remuneration Committee

The Committee comprises of 3 (Three) Members are Independent Directors.

During the financial year under review, the Committee meeting was held on 29 th May, 2024, 14 th August, 2024, 27 th December, 2024 & 11 th March, 2025 and all the members were present.

25. Stakeholders Relationship Committee

Your Company has constituted the Stakeholders Relationship Committee pursuant to the relevant provisions of the Companies Act, 2013 which comprises of three Non-Executive Directors.

During the financial year under review, the Committee meeting was held on 29th May, 2024, 14th August, 2024.

26. Management Discussion and Analysis Report

As required under clause 49 of the Listing Agreement with the Stock Exchanges, the Management Discussion and Analysis Report is enclosed as Annexure III to this report.

27. Declaration by Independent Directors

The Company has received necessary declaration from each Independent Director under Section 149(7) of the Companies Act, 2013, that he/she meets the criteria of Independence laid down in Section 149(6) of the Companies Act, 2013.

28. Details of Directors/KMP who have appointed or resigned during the year

During the financial year, details of Directors or Key Managerial Persons (KMP) are resigned and appointed: -

At the Board Meeting held on 14 th of August, 2024, Shri Anurag Daga (DIN 05239623) and Mrs. Vatsala Daga (DIN 08820036) resign from the directorship of the company.

At the Board Meeting held on 27 th August, 2024, Board approved re-appointment of Mr. Shreegopal Daga (DIN 00397379) as Managing Director of the company for the term of Five (5) year w.e.f. 01 st August, 2024 to 31 st July, 2029, on expiry of his existing terms on 31 st July, 2024, subject to approval of members of the company in forthcoming General Meeting.

At the 41 st Annual General Meeting held on 26 th September, 2024, shareholders of the company approve reappointment of Mr. Shreegopal Daga (DIN 00397379) as Managing Director of the company vide special resolution.

At the 41 st Annual General Meeting held on 26 th September, 2024, shareholders of the company approve reappointment of Mr. Rishi Kapoor (DIN 08422654) as Independent Director of the company for a second term of Five (5) constitutive years w.e.f. 07 th May, 2024, till the conclusion of 46 th Annual General Meeting to be held in the year 2029.

At the Board Meeting held on 27 th December, 2024, Mr. Shashi Kumar resigns from the post of Chief Financial Officers of the company w.e.f. 01 st of January, 2025.

At the Board Meeting held on 10 th January, 2025, Company has appointed Mr. Piyush Lakhotia as Chief Financial official of the company w.e.f. 10 th January, 2025.

CIN: L65993WB1983PLC036332

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

E mail: Phone: +91 9988796071 Website:

At the Board Meeting held on 11 th March, 2025, Company has appointed Mrs. Shikha Gupta (DIN 10654047) and Mrs. Puja Shaw (DIN 10944367) as Additional Independent Women Director of the company not liable to retire by rotation for a tenure of Five (5) consecutive years subjects to approval of the shareholders of the company at the assuring General Meeting.

Details of Commission received by MD or WTD of the company during the financial year 197(14).

During the financial year, none of the Directors or Key Managerial Persons (KMP) has received any commission from the Company.

29. Key Managerial Personnel

In terms of the provisions of Section 2(51) and 203 of the Act, read with Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, Sri Piyush Lakhotia, Chief Financial Officer (CFO) and Sri Ravi Todi, Company Secretary (CS), are the Key Managerial Personnel of the Company.

Extracts of Annual Return for the financial year as per Section 92(3), MGT-9

As required pursuant to Section 92(3) of the Companies Act, 2013 and rule 12(1) of the Companies (Management and Administration) Rules, 2014, an extract of annual return in MGT 9 as a part of the Annual Report Annexure 1.

A copy of the Annual Return will be hosted on the website of the Company as .

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

Information required under Section 134(3) (m) of the Companies Act, 2013 read with rule 8 of the Companies (Accounts) Rules, 2014 is not applicable to the Company.

31. Details of Vigil Mechanism

In compliance with the provisions of Section 177(9) & (10) of the Act read with Rule 7 of the Companies (Meetings of Board and its Powers) Rules, the Company has formulated a vigil mechanism for Directors and Employees to report genuine concerns.

32. Corporate Governance

Your Company believes Corporate Governance is at the core of shareholder satisfaction. Your Company s governance practices are described separately in this Annual Report. Your Company has obtained a certification from M Modi & Associates, Chartered Accountants, on our compliance with Listing Agreement read with SEBI (Listing Obligations and Disclosure Requirements) Regulation, 2015 with Indian Stock Exchanges. This certificate is attached to the Report on Corporate Governance.

33. Auditors Statutory Auditors:

At the Annual General Meeting held on 26 th September, 2024, M/s. M Modi & Associates, Chartered Accountants (Firm Reg. No. 319141E & Membership No. 054366), be and hereby appointment as the Statutory Auditors of the Company, for a period of Two (2) years to hold office from the conclusion of the 41 st Annual General Meeting till 43 r Annual General Meeting of the Company.

CIN: L65993WB1983PLC036332

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

E mail: Phone: +91 9988796071 Website:

Secretarial Auditor:

Pursuant to the requirements of Section 204(1) of the Act read with Rule 9 of Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, the Company has appointed Mrs Shruti Agarwal, a practicing Company Secretary (C. P. No. 14602, Membership No. 38797 & Peer Review Certificate No. 3206/2023) Kolkata, as Secretarial Auditor of the company to hold office for a first term of 5 (five) consecutive years from the conclusion of the 42nd Annual General Meeting ( AGM ) of the company until the conclusion of the 47th AGM to be held in the year 2030, subject to the approval of the Shareholders at the ensuring 42nd AGM of the company to be held in the year 2025.

The Secretarial Audit Report in Form MR-3 for the financial year under review, as received from Shruti Agarwal, a practicing Company Secretary, is attached as Annexure IV of the Board s Report.

Internal Auditor:

Pursuant to the provisions of Section 138 of the Act read with the Companies (Accounts) Rule, 2014, the Company has appointed M/s. J. P. Lakhotia & Associates, Chartered Accountants (Firm Reg. No. 31206IE & Membership No. 050529), as Internal Auditor of the Company.

34. Audit Observations

Auditors observations are suitable explained in notes to the Accounts and are self-explanatory.

Auditors Report

The Auditors of the Company has not made any qualification, reservation or adverse remark or disclaimer in his Audit Report for the relevant financial year.

Reporting of Frauds by Auditors

During the year under review, neither the Statutory Auditors and Internal Auditors nor the Secretarial Auditors has reported to the Audit Committee, under Section 143(12) of the Companies Act, 2013, any instances of fraud committed against the Company by its officers or employees, the details of which would need to be mentioned in the Board s Report,

35. Corporate Social Responsibility

Pursuant to the provisions of Section 135 of the Act read with the Companies (Corporate Social Responsibility Policy) Rules, 2014, the Corporate Social Responsibility (CSR) is not applicable to the Company.

36. Particular of Employees

Disclosure pertaining to remuneration and other details, as required under Section 197(12) of the Act, read with Rule 5(1) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014.

i. Remuneration paid to Managing Director:

a. Sri Shreegopal Daga - Rs. 2,46,000.00 p.a.

ii. Remuneration paid to Other Directors is NIL

iii. Remuneration paid to KMP:

a. Sri Ravi Todi, Company Secretary - Rs. 6,00,000.00 p.a.

b. Sri Shashi Kumar, Chief Financial Officer - 3,34,544.00 p.a.

SWATI PROJECTS LIMITED

CIN: L65993WB1983PLC036332

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

E mail: Phone: +91 9988796071 Website:

c. Sri Piyush Lakhotia, Chief Financial Officer - 60,000 for two(2) month

iv. The number of permanent employees on the payroll of the Company is NIL.

v. The average increase of remuneration of employees is normal.

vi. The variation in the market capitalization is nil. As there is no change in market quotation of shares of the company during the year, as no trade in shares took place.

vii. The remuneration has been paid as per remuneration policy of the Company.

viii. No employee of the company employed throughout / part of the financial year was paid monthly salary more than Rs. 5 Lakh per month or Rs. 60 Lakhs in aggregate.

37. Disclosure about Cost Audit

Cost Audit and maintenance of cost records is not applicable to the Company.

38. Compliance with Secretarial Standards

The Company is in adherence of applicable Secretarial Standards.

39. Directors Responsibility Statements

Pursuant to Section 134(5) of the Companies Act, 2013 Director of your company hereby state and confirm that: -

a. In the preparation of the annual accounts for the year ended 31 st March 2025, the applicable accounting standards have been followed along with proper explanation relating to material departures;

b. They 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 financial year and of the profit of the Company for the same period;

c. The directors have taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of the Companies Act, 2013 for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities;

d. They have prepared the annual accounts on a going concern basis;

e. They have laid down internal financial controls in the company that are adequate are were operating effectively;

f. They have devised proper systems to ensure compliance with the provisions of all applicable laws and these are adequate and are operating effectively.

40. Statutory Disclosure

None of the Directors of your Company are disqualified as per provisions of Section 164(2) of the Companies Act, 2013.

Disclosures under the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013

The Company has zero tolerance for sexual harassment at the workplace and has adopted a Policy on Prevention, Prohibition and Redressal of Sexual Harassment at the Workplace in line with the provisions of the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013 and the rules made

CIN: L65993WB1983PLC036332

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

E mail: Phone: +91 9988796071 Website:

thereunder. The Policy aims to promote a healthy work environment and to provide protection to employees at the workplace and redress complaints of sexual harassment and related matters thereto.

41. Significant & Material Orders Passed by the Regulators

During the financial year there were no orders from regulators or courts affecting the going concern of the company. There were no disputes/appeals with various statutory authorities impacting the financial position of the company. But BSE has imposed a penalty detail of which is given below:

On 17 th March, 2025 BSE has imposed a penalty of Rs. 3,24,500/- (including GST) under Regulation 17(1) Noncompliance with the requirements pertaining to the composition of the Board including failure to appoint woman director which the company has complied with provision by appointing Two (2) as an Additional Independent Women Director on 11 th March, 2025 and also paid the fine of Rs. 3,24,500/- (including GST) on 7 th April, 2025.

42. Know Your Customer (KYC) Norms

Board approved KYC & AML Policy in place. The said Policy is in line with RBI guidelines. The Company has furnished the details of Principal Officer and designated Director to Financial Intelligence Unit (FIU).

43. Fair Practice Code

Your Company has in place a Fair Practice Code (FPC), which includes guidelines on appropriate staff conduct when dealing with customers and on the organisation s policies vis-a-vis client protection. The Fair Practice Code captures the spirit of the RBI guidelines on fair practices for NBFCs.

44. RBI Regulations and Compliance

Your Company continues to carry on its business of Non-Banking Finance Company as a Non-Deposit taking Company and follows RBI norms as applicable.

45. 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).

46. Indian Accounting Standards Followed by the Company

The Financial Statements of the Company have been prepared in accordance with Ind AS, as notified under the Companies (Indian Accounting Standards) Rules, 2015 read with Section 133 of the Act.

The Financial Statements have been prepared on an accrual basis under the historical cost convention. The Accounting Policies adopted in the preparation of the Financial.

CIN: L65993WB1983PLC036332

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

E mail: Phone: +91 9988796071 Website:

Acknowledgements and Appreciation

Your directors take this opportunity to thank the customers, shareholders, employees, lender and bankers for their consistent support and encouragement to the Company. We are sure you will join our directors in conveying our sincere appreciation to stakeholder of the Company and Associates for their hard work and commitment. Their dedication and competence have ensured that the Company will be a significant player in Business.

For Swati Projects Limited

By Order of the Board of Directors For Swati Projects Limited

Managing Director DIN:00397379

Amit Lai Director DIN: 09469579

Place: Kolkata

Date: 30 th May, 2025

CIN: L65993WB1983PLC036332

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

E mail: Phone: +91 9988796071 Website: