Tiger Logistics (India) Ltd Directors Report

Dear Members,

The Directors of your Company with enormous pleasure, presenting the 25th Annual Report together with the Audited Financial Statements and the Auditors Report of your Company for the Financial Year ended on 31st March 2025. The summarized financial performance for the year ended 31st March 2025 is as follows:

FINANCIAL PERFORMANCE

(RS IN LACS EXCEPT EPS)

Particulars	Current Year (2024-25)	Previous Year (2023-24)
Net Sales / Income from operations	53,630.50	24,025.85
Other Income	886.80	387.66
Total Expenditure	50,908.16	22,643.96
Finance costs	284.45	42.54
Depreciation	84.71	77.90
Profit before taxation	3,609.14	1,769.55
Net Profit/Loss (Total comprehensive income)	2,702.47	1,296.80
EPS	2.56	1.23

OPERATION

During the current Financial Year, the Company has achieved a turnover of Rs. 53,630.50 lacs as against the turnover of Rs 24,025.85 Lacs in the previous year. The Net Profit of the company is Rs. 2,702.47 Lacs in the current year as against the profit of Rs. 1,296.80 Lacs in the previous year.

DIVIDEND & BONUS

Your directors have not recommended any dividend for the financial year 2024-25. RESERVES

Details stated in the financial part of the Annual Report.

CHANCE IN NATURE OF BUSINESS, IF ANY

During the Financial Year under review, there was no change in the business of the Company or in business carried by the Company.

FIXED DEPOSITS

The Company has not accepted any Fixed Deposits during the year under review.

KEY DEVELOPMENTS

a) TIGER LOGISTICS LAUNCHED ITS LCL DIVISION “CUBOX”

Tiger Logistics, Indias leading global logistics solutions company, has launched CUBOX, an innovative Less-than-Container Load (LCL) consolidation service focused on providing effective solutions for LCL export and import to forwarders and logistics companies. CUBOX aims to meet the rising demand for cost-effective and reliable international ocean freight services, especially in Indias LCL market.

b) RE-APPOINTMENT OF MR. SUSANTA KUMAR PANDA FOR 5 YEARS.

Mr. Susanta Kumar Panda (DIN: 07917003) has been re-appointed as an Independent Director for the second term of 5 consecutive years with effect from 1st April 2025 with the approval of board of directors and shareholders.

STOCK EXCHANGE & LISTING FEES

The Companys Equity Shares at present are listed at BSE Ltd., Mumbai. It may be noted that there are no payments outstanding to the Stock Exchange byway of listing fees, etc.

BOARD OF DIRECTORS & KEY MANAGERIAL PERSONNEL

As of 31st March, 2025, the Board of Directors of the Company comprises two executive, one non-executive non-independent woman director and three non- executive independent directors in accordance with the terms of the SEBI (LODR) Regulations, 2015 and the Companies Act, 2013 (the Act).

Independent Directors have submitted a declaration that each of them meets the criteria of independence as provided in Section 149(6) of the Act and there has been no change in the circumstances which may affect their status as independent director during the year.

In accordance with the provisions of Section 152 of the Act, read with rules made thereunder and Articles of Association of the Company, Mrs. Benu Malhotra (DIN-00272443) is liable to retire by rotation at the ensuing AGM and being eligible offers herself for reappointment.

AUDIT COMMITTEE

The details pertaining to the Composition of Audit Committee is included in the Corporate Governance report, which forms part of this Report.

NOMINATION AND REMUNERATION COMMITTEE

The details pertaining to the composition of Nomination and Remuneration Committee is included in the Corporate Governance Report, which forms part of this report.

STAKEHOLDER RELATIONSHIP COMMITTEE

The details pertaining to the composition of Stakeholder Relationship Committee is included in the Corporate Governance Report, which forms part of this report.

CORPORATE SOCIAL RESPONSIBILITY COMMITTEE

The details pertaining to the composition of Corporate Social Responsibility Committee is included in the Annexure II of Directors Report, which forms part of this report.

MANAGEMENT DISCUSSION AND ANALYSIS

The Management Discussion and Analysis Report for the year under review, as stipulated under the SEBI Listing Regulations, is presented in a section forming part of this Annual Report.

INTERNAL AUDITORS

M/s Amit & Nitin, Chartered Accountants, are the Internal Auditors of the Company appointed last year, and they have submitted the Internal Auditors Report as per the requirement of the Act.

POLICY ON DIRECTORS APPOINTMENT AND REMUNERATION

The Companys Policy on Directors appointment and remuneration and other matters (Remuneration Policy) provided in Section 178(3) of the Act is available on the website of the Company at www.tigerlogistics.in .

We affirm that the remuneration paid to the Directors is as per the terms laid out in the said Remuneration Policy.

INSURANCE

Your Company has taken appropriate insurance for all assets against foreseeable perils. STATUTORY AUDITORS & AUDITORS REPORT

At the 22nd Annual General Meeting of the Company, the Members approved the appointment of M/s Garg Agrawal & Agrawal, Chartered Accountants (Firm Registration No. 016137N) as the Statutory Auditors of the Company, to hold office for a period of 5 (five) years from the conclusion of 22nd Annual General Meeting of the Company till the conclusion of the 27th Annual General Meeting of the Company, in terms of the applicable provisions of Section 139(1) of the Act read with the Companies (Audit and Auditors) Rules, 2014.

Independent Auditors Report for the financial year 2024-2025 is submitted by Garg Agrawal & Agrawal, Chartered Accountants. The Notes to the financial statements referred in the Auditors Report are self-explanatory. The Auditors Report is enclosed with the financial statements forming part of this Annual Report.

SECRETARIAL AUDIT REPORT

Pursuant to the provisions of Section 204 of the Act, and the rules made thereunder, the Company has appointed M/s AMJ & Associates, Company Secretaries to undertake the Secretarial Audit of the Company. Secretarial Audit Reports for FY2024-25 of the Company is annexed, which forms part of this report as Annexure-V. There is one observation pertaining to return not filed under Carriage by Road Act, 2007 and Carriage by Road Rules, 2011. Board hereby clarifies that due to impracticability to compile data related to the return to be filed under the said Act, we did not submit the required return as the data of return is applicable for core transportation businesses having trucks in their kitty. Further, the Company is currently in the process of surrendering the license obtained under the Carriage by Road Act, 2007, as it is no longer relevant to the Company.

SECRETARIAL AUDITORS

Mr. Manoj Kumar Jain of M/s AMJ & Associates, Practicing Company Secretaries, is the Secretarial Auditor of the Company and they have submitted the Secretarial Audit Report (in Annexure-V) as per the requirement of the Act. M/fe AMJ & Associates is being appointed by the board of the directors (in their meeting held on 27.05.2025) for 5 years subject the approval of shareholder in the ensuing annual general meeting for conducting Secretarial Audit.

AUDITOR REPORT & SECRETARIAL AUDIT REPORT

The observations of the auditors made in their report are self-explanatory and therefore, in the opinion of your directors, do not call for further comments, which forms a part of this annual report.

INDEPENDENT DIRECTORS DECLARATION

The Independent Directors have confirmed and declared that they are not disqualified to act as an Independent Director in compliance with the provisions of Section 149 of the Companies Act, 2013 and the Board is also of the opinion that the Independent Directors fulfil all the conditions specified in the Companies Act, 2013 making them eligible to act as Independent Directors.

PARTICULARS OF EMPLOYEES

There is no employee during the year under review, whose particulars are required to be given pursuant to Section 197 of the Companies Act, 2013 read with the Rule 5 Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 and any other applicable section, if any Except Mr. Harpreet Singh Malhotra, Managing Director of the Company who draw a salary of Rs. 1.08 Cr. for the year ended 2024-25. Mr. Harpreet Singh Malhotra (aged 53) is having experience of more than 25 years and associated with our company as a promoter from the year 2000.

In terms of Section 136 of the Companies Act, 2013, the Report and Accounts are being sent to all shareholders of the Company, excluding the aforesaid information. Any shareholders interested in obtaining such particulars may write to the Company Secretary at csvishal@tigerlogistics.in before seven days of Annual General Meeting.

INSIDER TRADING REGULATIONS

Based on the requirements under SEBI (Prohibition of Insider Trading) Regulations, 2015, as amended from time to time, the code of conduct for prohibition of insider trading, as approved by the Company. The Company has also adopted the concept of Trading Window Closure, to prevent its Directors, Officers, designated employees and other employees from trading in the securities of the Company at the time when there is unpublished price sensitive information. The Board has appointed Mr. Vishal Saurav Gupta, Company Secretary as the Compliance Officer under the Code.

EVALUATION OF THE BOARDS PERFORMANCE

In compliance with the Companies Act, 2013 and Regulation 17(10) of SEBI (Listing Obligations and Disclosure Requirements), Regulations, 2015, the performance evaluation of the Board was carried out during the year under review. Kindly refer the point mentioned in the report of corporate governance, which forms an integral part of this annual report.

INTERNAL CONTROL AND INTERNAL AUDIT

The Company has in place adequate systems of Internal Control to ensure compliance with policies and procedures. The Company has a system of carrying out internal audit, covering all business processes to review the internal control systems. The internal control system and mechanism is reviewed periodically by the Audit Committee to make it robust to meet the challenges of the business.

SUBSIDIARY

The Company has no subsidiary company.

VIGIL MECHANISM

The Company has a vigil mechanism in place named as Whistle Blower Policy to report concerns to the management about unethical behaviour, actual or suspected fraud or violation of the Codes of conduct. The details of the Whistle Blower Policy are explained in the Corporate Governance Report and posted on the website of the Company i.e. www.tigerlogistics.in.

EXTRACT OF ANNUAL RETURN

Pursuant to Section 134(3)(a) of the Act, the draft annual return as on 31st March 2025, prepared in accordance with Section 92(3) of the Act, is made available on the website of the Company and can be assessed using the link www.tigerlogistics.in.

SECRETARIAL STANDARDS ISSUED BY THE COMPANY SECRETRAIES OF INDIA (ICSI)

The Company is following applicable Secretarial Standards during the financial year 2024-25.

CREDIT RATING

During the year under review, Infomerics Valuation and Rating Pvt. Ltd. has upgraded the companys credit ratings with an improved outlook. The long-term rating for cash credit facilities of ^28.00 crore has been upgraded to IVR BBB+/Stable from IVR BBB+/Negative. Short-term facilities of ^1.60 crore continue to hold IVR A2. Proposed facilities of ^2.40 crore have also been reaffirmed at IVR BBB+/Stable & IVR A2. Total rated amount: ^32.00 crore.

RELATED PARTY TRANSACTIONS

None of the transactions with the related parties falls under the scope of section 188 (1) of the Act. All contracts/ arrangements/transaction entered by the Company during the financial year with related parties in the ordinary course of business and on arms length price basis. During the year, the Company has not entered any contracts/ arrangements/transactions with related parties which could be considered material in accordance with the policy of the Company on materiality of related party transactions.

Information on transactions with related parties pursuant to section 134 (3) (h) of the Act read with rule 8(2) of the Companies (Accounts) Rules, 2014 are given in Form AOC-2 and the same forms part of this report.

RISK MANAGEMENT POLICY

The Board of Directors has put in place a Risk Management policy for the Company, which includes industry risks, quality risks, project risks and financial/ interest rate / liquidity risks and the structure, infrastructure, processes, awareness and risk assessment / minimization procedures. The elements of the risk, which in severe form can threaten Companys existence, have been identified by the Board of Directors to mitigate the same.

HEADCOUNT-HUMAN RESOURCE DEVELOPMENT

The total number head count as on 31st March 2025 was 216 as against 189 as on 31st March 2024.

BOARD MEETINGS

During the Financial Year 2024-25, six board meetings were convened and held. Rest of the details pertaining to board meeting of which are given in the Corporate Governance Report. The intervening gap between the Meetings was within the period stipulated under the Companies Act, 2013.

DIRECTORS RESPONSIBILITY STATEMENT

In terms of Section 134 (3) (C) read with Section 134 (5) of the Companies Act, 2013 the Directors hereby 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, if any;

b) that the accounting policies selected and applied are consistent and the judgments and estimates made 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 and loss of the Company for that period;

c) that proper and sufficient care has been taken 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; and

d) that the Annual Accounts for the year ended 31st March, 2025 have been prepared on a going concern basis.

e) that 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.

f) thatthe directors had devised proper system to ensure compliance with the provisions of all applicable laws and that such system were adequate and operating effectively.

CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION, FOREIGN EXCHANGE EARNINGS AND OUTGO

The particulars as required under the provisions of Section 134(3)(m) of the Companies

Act, 2013 read with Rule 8 Companies (Accounts) Rules, 2014 in respect of conservation of energy and technology absorption have furnished considering the nature of activities undertaken by the company during the year under review (Report “Annexure I” is annexed herewith).

REPORT ON CORPORATE GOVERNANCE

As per Listing Regulations and Agreement with the Stock Exchanges, a detailed report on corporate governance practices followed by the Company together with the certificate from the Practicing Company Secretary confirming compliance, forms part of this report.

CORPORATE SOCIAL RESPONSIBILITY

The Brief outline of the Corporate Social Responsibility (CSR) Policy of the Company and the initiative undertaken by the company on CSR activities during the year are set out in the Annexure II of this report in the format prescribed in the Companies (Corporate Social Responsibility Policy) Rules, 2014.

POLICY TO PREVENT SEXUAL HARASSMENT AT WORKPLACE

Your Company is committed to creating and maintaining an atmosphere in which employees can work together without fear of sexual harassment, exploitation, or intimidation. As required under the provisions of Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013 (Act), your Company has an Internal Complaints Committee. No complaints were received by the committee during theyear under review. Since the number of complaints filed during theyearwas NIL,the Committee prepared a NIL complaints report.

PARTICULARS OF LOANS AND GURANTEES AND INVESTMENTS UNDER SECTION 186.

The particulars of loans, guarantees and investments have been disclosed in the financial statements. Which forms an integral Part of this annual report.

CONFIRMATION RELATED TO MATERNITY BENEFITS:

In accordance with Rule 8(5)(xiii) of the Companies (Accounts) Rules, 2014, the Board confirms that the Company has complied with the applicable provisions of the Maternity Benefit Act, 1961.

MATERIAL DISCLOSURES UNDER THE COMPANIES ACT, 2013.

These material changes and commitments which affects the financial position of the Company occurred between the end of financial year of the Company and date of this report are given below:

• RE-APPOINTMENT OF MR. SUSANT KUMAR PANDA

Mr. Susanta Kumar Panda (DIN: 07917003) has been appointed as an Independent Director of the Company w.e.f. 1st April 2025 to 31st March 2030 via board meeting held 03.02.2025 and postal ballot confirmation by shareholders dated 28.06.2025.

• APPLICATION OF NSE LISTING.

The company has filed an application of direct listing at NSE platform with the approval of board resolution. This proposed direct listing on the Main Board of the National Stock Exchange of India Limited (NSE) represents a key milestone in the Companys growth trajectory. It is aimed at enhancing market presence, improving share liquidity, and increasing visibility among a broader investor base. The listing is expected to bolster investor confidence, support value creation for existing shareholders, and align with the Companys long-term objectives of sustainable growth and strengthened corporate governance.

• CREDIT RATING

M/s Infomerics Valuation and Rating Limited has upgraded the Companys credit ratings for its bank facilities. The rating for the Long-Term Bank Facilities amounting to R37.67 crore has been upgraded from IVR BBB+/Stable (IVR Triple B Plus with Stable Outlook) to IVR A-/Stable (IVR Single A Minus with Stable Outlook). The Short-Term Bank Facilities of R2.60 crore have been upgraded from IVR A2 (IVR A Two) to IVR A2+ (IVR A Two Plus). Additionally, the rating for the proposed Long/Short-Term Bank Facilities amounting to R4.73 crore has been upgraded from IVR BBB+/Stable & IVR A2 to IVR A-/Stable & IVR A2+. The total rated facilities now stand at R45.00 crore (Rupees Forty-Five Crores Only).

• TIGER LOGISTICS WINS “LOGISTICS COMPANY OF THE YEAR” AT THE ALL INDIA MARITIME AND LOGISTICS AWARDS 2025.

Tiger Logistics (India) Limited, a leading end-to-end international logistics solutions provider, has been honoured with the prestigious “Logistics Company of the Year" award at the 15th Edition of the All India Maritime and Logistics Awards (MALA) 2025.

SIGNIFICANT AND MATERIAL ORDERS PASSED BY THE REGULATORS OR COURTS OR TRIBUNALS

None

AWARDS & RECOGNITION

The company has been honoured with the esteemed CONCOR EXIM Star Award 2023-24 - Special Recognition Award for Pant Nagar - CHA, Area-1. This accolade highlights Tiger Logistics exceptional contributions as a logistics partner in enabling seamless global trade and delivering efficient customs operations. Conferred by the Container Corporation of India (CONCOR), this recognition underscores the companys unwavering commitment to excellence in the EXIM trade sector.

ANNEXURES FORMING PART OF DIRECTORS REPORT

The Annexures referred to in this Report and other information which are required to be disclosed are annexed herewith and form a part of this Report:

Annexure	Particulars
1	Particulars of Conservation of Energy, Technology Absorption and Foreign Exchange and Outgo
II	Report on Corporate Social Responsibility
III	AOC-2
IV	Certification by CEO/ MD & CFO
V	Secretarial Audit Report
VI	Certificate on compliance with the conditions of Corporate Governance
VII	Certificate of Non-Disqualification of Directors

ACKNOWLEDGEMENT

Your directors wish to place on record their sincere appreciation for the continued support and cooperation extended to the Company by its bankers, customers, vendors, suppliers, dealers, investors, business associates, all the stakeholders, shareholders, debenture holders and various departments of the State and the Central Government.

Your directors appreciate and value the contribution made by every member of the Tiger family

	By order of the Board
	For Tiger Logistics (India) Limited
	Sd/-
	Harpreet Singh Malhotra
	Chairman cum Managing Director
	DIN: 00147977
Place: New Delhi	Address: D-174, Ground Floor, Okhla
Date: 06-08-2025	Industrial Area, Phase-1, New Delhi -110020.