UHM Vacation Ltd Directors Report

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Oct 21, 2026|12:00:00 AM

UHM Vacation Ltd Share Price directors Report

To ,

THE MEMBERS,

UHM VACATION LIMITED MUMBAI

Your Directors have pleasure in presenting the 17th Annual Report of your Company along with the Audited Financial Statement for the year ended March 31, 2026.

FINANCIAL PERFORMANCE

In terms of the provisions of the Companies Act, 2013 (“Act”), and the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (“Listing Regulations”), the Company has prepared its Standalone and Consolidated Financial Statements for the FY 2025-26. The financial highlights of the Company for FY 2025-26, are as follows :

(Amount in Lakhs)

Particulars Standalone Consolidated
2025-2026 2024-2025 2025-2026 2024-2025
Revenue From Operations 3740.58 3000.97 4864.99 4014.44
Other Income 6.02 5.36 6.02 5.36
Total Revenue 3746.60 3006.33 4871.01 4019.80
Cost of service (3280.07) (2473.26) (3639.83) (2770.83)
Employee Benefit Expenses (122.62) (107.92) (219.11) (226.28)
Finance Costs (3.26) (2.07) (3.26) (2.07)
Depreciation & Amortization Expenses (4.98) (4.89) (9.06) (9.09)
Administration & other expenses (60.75) (51.87) (251.97) (193.14)
Less : Total Expenses (3471.68) (2640.02) (4123.23) (3201.42)
Profit / (Loss) Before Tax 274.92 366.32 747.78 818.38
Less : Exceptional & Extraordinary Items NIL NIL NIL NIL
Profit / (Loss) before minority interest - - - -
Less : Provision for Tax
Current Tax (69.09) (98.92) (69.09) (98.92)
Tax relating to earlier period (49.87) (49.87)
Deferred Tax (0.18) (1.16) (0.18) (1.16)
Profit after Tax 155.78 266.23 628.63 718.30

BRIEF DESCRIPTION OF COMPANY

We are engaged in the business of travel and tourism aggregator services, offering comprehensive range of travel and tourism solutions under one platform, we are catering to the Business-to-Business segment. We source and aggregate services from airlines operators, accommodation service providers, cruise lines, car rental companies, visa facilitators, and other travel service providers with direct connectivity or through third party aggregators and offer them to our clients as per their needs. This enables us to offer customers a wide range of travel services and curated options to meet their specific requirements through a single platform.

We provide international and domestic air tickets booking services, accommodation booking services and other travel and tourism related services in which include, holiday packages bookings, tours & activities bookings, transfer management services, car rental services, visa services, cruise bookings etc.

We provide services through a technology platform (the “Platform”) that connects travel service providers with travel buyers. Travel agencies (online and offline), corporate travel managers, and independent travel agents (together combinedly called “Agents”) use our Platform to search, compare, and book travel and tourism services. These services include flights, accommodation, cruise booking, car rentals, visa assistance and more, offered by various service providers (called “Suppliers” or “Service Providers”). Our Platform enables buyers to efficiently search, compare and book multiple travel services through a single integrated interface. At the same time, it allows suppliers to manage their pricing, availability, and reach the right customers more easily.

REVIEW OF BUSINESS OPERATIONS

During the financial year 2025-2026:

The Company has reported total income of ^3,746.60 lakhs (on Standalone Basis) as against previous year of ^3,006.33 Lakhs (on Standalone basis). The Net Profit for the year under review amounted to ^155.78 lakhs as compared to ^266.23 Lakhs (on Standalone basis) in the previous year.

The Company has reported total income of ^4,871.01 lakhs (on Consolidated Basis) as against previous year of ^4,019.80 lakhs (on Consolidated basis). The Net Profit for the year under review amounted to ^628.63 lakhs as compared to ^718.30 Lakhs (on Consolidated basis) in the previous year.

DIVIDEND

In order to conserve the Companys reserves and maintain financial flexibility to support ongoing and future business operations, the Board of Directors has decided not to recommend any dividend for the financial year 2025-2026. This decision has been taken in the long-term interest of the Company, with a focus on strengthening the financial position, supporting growth initiatives, and ensuring adequate liquidity to meet operational and strategic requirements.

TRANSFER TO RESERVE

The Company has not transferred any amount to its reserves for the Financial Year under review and the entire amount of profit/loss is maintained in the profit and loss of the Company.

CHANGE IN BUSINESS

There is no change in the nature of business of your Company during the Financial Year 2025-26.

MATERIAL CHANGES AFFECTING THE FINANCIAL POSITION BETWEEN THE END OF THE FINANCIAL YEAR AND THE DATE OF THE REPORT

There have been no material changes and commitments affecting the financial position of the Company which have occurred between the end of the Financial Year of the Company to which the financial statements relate and the date of this Report.

EVENT SUBSEQUENT TO THE DATE OF FINANCIAL STATEMENTS:

INITIAL PUBLIC OFFERING AND LISTING

The shares of the Company were listed on the Small and Medium Enterprises (SME) Platform of the Bombay Stock Exchange of India Limited w.e.f. June 11, 2026.

The Company completed its IPO successfully. The Offer was subscribed 02.10 times.

The Board is gratified and humbled by the faith shown in the Company by its members. The Board also places on record its appreciation for the support provided by various Authorities, Book Running Lead Managers, Stock Exchanges, Depositories, Counsels, Consultants, Auditors, other intermediaries and employees of the Company for making the IPO of the Company a grand success.

SUBSIDIARY COMPANY, JOINT VENTURES AND ASSOCIATE COMPANY

The Company have Subsidiary Company but do not have any Holding, or Associate Company

As on 31st March 2026, the company does have subsidiary company. There has been no material change in the nature of the business of the said firm. The consolidated financial statement has been prepared in accordance with the relevant accounting standards and a separate statement containing the salient features of the financial statement of its subsidiary pursuant to provision of Section 129(3) of the Companies Act, 2013 read with rule 5 of the Companies (Accounts) Rules 2014, in form AOC-1 is attached along with the financial statement of the company as Annexure-I.

ARABIAN WONDER FZC LLC - Company is engaged in the Tour Operator and Auxiliary Business Activity, in the same line as its Parent Entity. For the year ended 31st March, 2026, the Company has earned a total income of Rs. 1124.41 Lakhs and has made Profit/ (Loss) after Tax of the Rs. 472.85 Lakhs. The financial and other details of the said Subsidiary for the Year ended 31-03-2026 are as under: (Amount in INR)

(Amount in INR)

Particulars 31.03.2026 (in Lakhs) % of Contribution to the Overall Performance of consolidated entity
Revenue From operation(gross) 1124.41 23.11%
Less: Cost of revenue 359.76 9.88%
Gross Profit 764.65 62.41%
General and Administrative Expenditure 287.71 61.07%
Depreciation and amortizations 4.08 45.03%
Finance Cost 0
Net Profit for the Year 472.85 75.22%
Net Profit Transferred to Retained Earnings 472.85 75.22%

DEPOSITS

Your Company has not accepted any fixed deposits from the public under Chapter V (Acceptance of Deposits by Companies) of the Companies Act, 2013 and is therefore not required to furnish information in respect of outstanding deposits under Companies (Acceptance of Deposits) Rules, 2014.

However, the company has accepted loans from Directors/Relatives of directors during the financial year as mentioned below:

Name of Director Opening Balance at the start of the year Amount during the year Closing Balance at the end of the year
Mr. Izhar Ahmad 0.00 3.54 3.54
Mrs. Rubeena Khatoon Izhar Ahmed 0.00 2.53 2.53

SHARE CAPITAL

Authorized Share Capital: During the Financial Year under review, the Authorized Share Capital of the Company is Rs. 15,00,00,000/- (Fifteen Crores) divided into 15,00,000 (Fifteen Lakhs) Equity Shares of s. 10/- each.

Issued, Subscribed and Paid-Up Share Capital : During the Financial Year under review, the Issued, Subscribed and Paid-up Share Capital of the Company is Rs. 4,89,62,360/- (Four Crores Eighty Nine Lakhs Sixty Two Thousand Three Hundred Sixty only) divided into 48,96,236 Equity Shares of Rs. 10/-.

EVENT SUBSEQUENT TO THE DATE OF FINANCIAL STATEMENTS :

The Issued, Subscribed and Paid-up Capital of the Company is increased from Rs. 11,00,000/- (Rs. Eleven Lakh Only) divided into 1,10,000 (One Lakh Ten Thousand) Equity Shares of Rs. 10/- each to Rs. 1,10,87,030 (Rs. One Crore Ten Lakh Eighty Seven Thousand Thirty Only) divided into 11,08,703 (Eleven Lakhs Eight Thousand Seven Hundred and Three) Equity Shares of Rs. 10/- each via Preferential Allotment of 8,703 (Eight Thousand Seven Hundred Only) Equity Shares as on May 31, 2025.

Further, The Issued, Subscribed and Paid-up Capital of the Company is increased from Rs.

I, 10,87,030 (Rs. One Crore Ten Lakh Eighty Seven Thousand Thirty Only) divided into

II, 08,703 (Eleven Lakhs Eight Thousand Seven Hundred and Three) Equity Shares of Rs. 10/- each to Rs. 1,12,99,000 (Rs. One Crore Twelve Lakhs Ninety Nine Thousand Only) divided into 11,29,900 (Eleven Lakhs Twenty Nine Thousand Nine Hundred) Equity Shares of Rs. 10/- each via Preferential Allotment of 21,197 Equity Shares as on July 08, 2025.

Further, The Issued, Subscribed and Paid-up Capital of the Company is increased from Rs. 1,12,99,000 (Rs. One Crore Twelve Lakhs Ninety Nine Thousand Only) divided into 11,29,900 (Eleven Lakhs Twenty Nine Thousand Nine Hundred) Equity Shares of Rs. 10/- each to Rs. 4,89,62,360/- (Four Crores Eighty Nine Lakhs Sixty Two Thousand Three Hundred Sixty only) divided into 48,96,236 Equity Shares of Rs. 10/- via Bonus Issue as on September 25, 2025.

Issue of Equity Shares with Differential Rights : The Company does not have Equity Shares with differential rights and has not issued any shares with differential rights during the Financial Year 2025-26.

Issue of Sweat Equity Shares and Employee Stock Options : During the Financial Year under review, the Company has not issued sweat equity shares/ Employee Stock Option to its directors and its permanent employees.

Provision of Money by Company for Purchase of its Own Shares by Employees or by

Trustees for the Benefit of Employees : During the Financial year under review, no such provision was made by the Company.

Transfer / Transmission Of Shares :

During the Financial Year under review, there is no transfer / transmission of shares/securities as per the provisions of the Act and rules made thereof as amended time to time.

BOARD OF DIRECTORS AND KEY MANAGERIAL PERSONNEL

COMPOSITION

The Board comprises of 5 (Five) Directors, out of which 2 (Two) are Independent Directors. As on March 31, 2026. The composition of the Board of Directors and Key Managerial Personnel ofthe Company are as follows :

S. No DIN/ PAN Name of Director/KMP Designation
1. 00519156 Mr. Izhar Ahmad Managing Director
2. 02903938 Mrs. Rubeena Khatoon Izhar Ahmed Executive Director
3. 10672343 Mr. Rafiuddin Khan Non-Executive NonIndependent Director
4. 10673197 Mr. Raj an Sharrad Korgaokar Independent Director
5. 10691115 Mr. Mohd Shamim Independent Director
6. AIGPN4483Q Mrs. Pratiksha Parvin Nagwekar Chief Financial Officer
7. BDPPD6453B Mrs. Sanchita Dad Company Secretary

CHANGES IN DIRECTORS AND KEY MANAGERIAL PERSONNEL

In accordance with the provisions of the Act and the Articles of Association of the Company, Mr. Rafiuddin Khan, Non-Executive Non-Independent Director of the Company (DIN: 10672343) is liable to retire by rotation at the ensuing 17th Annual General Meeting of the Company and being eligible, has offered himself for re-appointment. The said re-appointment is subject to the approval of members at the ensuing AGM.

Further details including date of appointment/ retirement/resignation, directorship/ committee membership etc. can be found in the Explanatory Statement forming a part of the Notice of the ensuing Annual General Meeting. In the opinion of the Board, all directors including the directors appointed/re-appointed during the year possess requisite qualifications, experience and expertise and hold high standards of integrity.

During the year, the following changes were made in the Board of Directors and Key Managerial Personnel of the Company :

Mrs. Sanchita Dad was appointed as the Company Secretary and Compliance Officer of the Company w.e.f. June 02, 2025.

STATEMENT OF DECLARATION BY INDEPENDENT DIRECTOR

The Company has received declarations from all the Independent Directors under Section 149(7) of the Companies Act, 2013, confirming that they meet the criteria of independence as prescribed thereunder. The Independent Directors have complied with the Code for Independent Directors prescribed under Schedule IV to the Companies Act, 2013.

PERFORMANCE EVALUATION OF BOARD

The annual evaluation of the performance of the Board, its committees and of individual directors is conducted on the basis of the input received from all the Directors of the Company with respect to the effectiveness of Board processes, information flow, frequency of meetings and functioning etc. Further, a meeting of the Independent Directors was conducted to review the performance of the Board as a whole and that of Non-Independent Directors.

The Board also noted that the terms of reference and composition of the Committees were clearly defined. The Committee performed their duties diligently and contributed effectively to the decisions of the Board.

The evaluation results were discussed at the meeting of Board of Directors. The Directors were satisfied with the overall Board performance and effectiveness.

NUMBER OF MEETINGS OF BOARD :

The Board of Directors of the Company met at regular intervals during the year to discuss the past and prospective business of the Company. The Board met 11 (Eleven) times during the financial year on the following dates :

Sr. No. Date of the Meeting No. of Directors eligible to attend the meeting No. of Directors attended
1 18.04.2025 5 5
2 31.05.2025 5 5
3 08.07.2025 5 5
4 25.07.2025 5 5
5 06.09.2025 5 5
6 16.09.2025 5 5
7 25.09.2025 5 5
8 06.10.2025 5 5
9 05.11.2025 5 5
10 18.11.2025 5 5
11 26.12.2025 5 5
12 31.12.2025 5 5
13. 28.01.2026 5 5
14. 27.02.2026 5 5
15. 26.03.2026 5 5

DETAILS OF THE COMMITTEES AND THEIR MEETINGS AUDIT COMMITTEE

The company has formed the Audit Committee vide resolution passed in the meeting of Board of Directors held on October 06, 2025. The Audit Committee of Directors was constituted pursuant to the provisions of Section 177 of the Companies Act, 2013. The composition of the Audit Committee is in conformity with the provisions of the said section and Regulation 18 of the Listing Regulations. The following Directors are members of the Audit Committee.

Sr. No. Name of the Director DIN Category
1 Mr. Mohd Shamim 10691115 Chairman
2 Mr. Raj an Korgaokar 10673197 Member
3 Mr. Izhar Ahmad 00519156 Member

All the members of the Audit Committee are financially literate. During the year under review, all the recommendations made by the Audit Committee were accepted by the Board.

The following Meetings of the Audit Committee were held during the Financial Year 2025-26 :

Sr. No. Date of the Meeting Committee Strength No. of Member Present
1 05.11.2025 3 3
2 26.12.2025 3 3
3 26.03.2026 3 3

VIGIL MECHANISM/ WHISTLE BLOWER POLICY

The Company has established a vigil mechanism and accordingly framed a Whistle Blower Policy in accordance with the provisions of the Companies Act, 2013 and Rule 7 of the Companies (Meeting of the Board and its Power) Rules 2014.

Under the vigil mechanism, all directors, employees, business associates have direct access to the Chairman of the Audit Committee. The whistle blower policy can be accessed at https://uhmvacation.com/.

NOMINATION AND REMUNERATION COMMITTEE :

The company has formed the Nomination and Remuneration Committee vide resolution passed in the meeting of Board of Directors held on October 06, 2025.The Nomination and Remuneration Committee (NRC) of Directors was constituted by the Board of the Company in accordance with the requirements of Section 178 of the Companies Act, 2013 and Regulation 19 of the Listing Regulations.

The Board of Directors has framed a policy which lays down a framework in relation to remuneration of Directors, Key Managerial Personnel and Senior Management of the Company. This policy also lays down criteria for selection and appointment of Board Members. The Nomination and Remuneration Policy of the Company is available on the website of the Company https://uhmvacation.com/.

The following Directors are members of the Nomination and remuneration Committee :

Sr. No. Name of the Director DIN Category
1 Mr. Mohd Shamim 10691115 Chairman
2 Mr. Raj an Korgaokar 10673197 Member
3 Mr. Rafiuddin Khan 10672343 Member

The following Meetings of the Nomination and Remuneration Committee were held during the Financial Year 2025-26 :

Sr. No. Date of Meeting Committee Strength No. of Member Present
1 26.03.2025 3 3

STAKEHOLDER RELATIONSHIP COMMITTEE

The company has formed the Stakeholders Relationship Committee vide resolution passed in the meeting of Board of Directors held on October 06, 2025. Pursuant to Section 178 of the Companies Act, 2013 and the Regulation 20 of the Listing Regulations. the Board of Directors of the Company has re-constituted the Stakeholders Relationship Committee.

The following Directors are members of the Stakeholder Relationship Committee :

Sr. No. Name of the Director DIN Category
1 Mr. Raj an Korgaokar 10673197 Chairman
2 Mr. Mohd Shamim 10691115 Member
3 Mr. Izhar Ahmad 00519156 Member

The following Meetings of the Stakeholder Relationship Committee were held during the Financial Year 2025-26 :

Sr. No. Date of Meeting Committee Strength No. of Member Present
1 26.03.2025 3 3

IPO COMMITTEE

The Company had constituted an IPO Committee to undertake and oversee various activities relating to the Initial Public Offer of the Company. The Committee carried out its duties in accordance with the powers delegated by the Board of Directors and necessary approvals/actions in relation to the IPO were taken by the Committee from time to time.

The following Directors are members of the IPO Committee :

Sr. No. Name of the Director DIN Category
1 Mr. Izhar Ahmad 00519156 Chairman
2 Mrs. Rubeena Khatoon Izhar Ahmed 02903938 Member
3 Mr. Mohd Shamim 10691115 Member

GENERAL MEETINGS

The Annual General Meeting of the Company for adopting the Financial Statements for the period ended March 31, 2025, was held on September 30, 2025. Proper Notice was given, and the proceedings were duly recorded in the form of minutes. The minutes have been signed and maintained accordingly in compliances with the provisions of the Act 2013 and rules made thereof as amended time to time.

During the Financial Year under review, there were 01 (One) Extra-Ordinary General Meeting (EOGM) of the Company viz, 25.04.2025. Proper notice was given, and the proceedings were duly recorded in the form of minutes. The minutes have been signed and maintained accordingly in compliance with the provisions of the Companies Act, 2013 and rules made thereof as amended from time to time.

CORPORATE SOCIAL RESPONSIBILITY

The Company is not required to constitute a Corporate Social Responsibility Committee as it does not fall within purview of Section 135(1) of the Act and hence it is not required to formulate policy on corporate social responsibility.

RISK MANAGEMENT

The Board of Directors is overall responsible for identifying, evaluating, mitigating and managing all significant kinds of risks faced by the Company. The Board itself monitors and reviews the risks which have potential bearing on the performance of the Company and in the opinion of the Board there is no risk faced by the Company which threatens its existence.

CONSERVATION OF ENERGY

In terms of Section 134 (3) (m) of the Companies Act, 2013 read with Companies (Disclosure of Particulars in the Report of Board of Directors) Rules, 1988, the Directors furnish the information as below :

Conservation of energy

Sr. No. Particulars Explanations
1. The step taken or impact on conservation of energy The Company has adopted such technology to ensure maximum conservation of energy.
2. The steps taken by the company for utilizing alternate source of energy It makes timely maintenance of accessories used in providing services to make optimum utilisation of electricity.
3. The capital investment on energy conservation equipment No capital investment been made of conservation of equipment

Technology absorption

Sr. No. Particulars Explanations
1 The effort made towards absorption The Company continues to use the absorption latest technologies for improving the productivity
2 The benefits derived like product improvement, cost reduction, product development or import substitution Nil
3 In case of imported technology (important during the last three years reckoned from the beginning of Nil
(a)The details of technology imported N.A.
(b)The year of import N.A.
(c)Whether the technology has been fully absorbed N.A.
(d)If not fully absorbed areas where absorption has not taken place and the reasons thereof N.A.
4 The expenditure incurred on Research and Development Nil

Foreign Exchange earnings and outgo :

Particulars Financial Year Ended March 31, 2026 Financial Year Ended March 31, 2025
Foreign Exchange Earnings Export Sale 296.61 253.29
Foreign Exchange Outgo Purchases Tooling & Designing Charges 296.60 252.26

AUDITORS AND THEIR REPORTS

STATUTORY AUDITOR

M/s. S C Mehra & Associates LLP, Chartered Accountants, (Firm Registration No. 106156W) the Statutory Auditors of the Company, were appointed at 16th Annual General Meeting until the conclusion of Annual General Meeting of Company held in 2030 in terms of the provisions of Section 139 of the Companies Act, 2013. There is no audit qualification or observation on the financial statements of Company, by the statutory auditors for the year under review. SECRETARIAL AUDITOR

Pursuant to the provisions of Section 204 of the Companies Act, 2013 and the rules made thereunder, secretarial audit is applicable to the Company from financial year 2026-27.

Accordingly, the Company is not required to obtain a Secretarial Audit Report for the financial year under review.

However, Mr. Varun Kabra (M. No. 65304, COP No. 25188), Proprietor of M/s Varun Kabra & Associates, Practising Company Secretary, be and is hereby appointed as a Secretarial Auditor of the Company for a period of 5 years commencing from the F. Y 2026-27.

INTERNAL AUDITOR

Pursuant to the provisions of Section 138 of the Companies Act, 2013 and the rules made thereunder, Internal audit is applicable to the Company from financial year 2026-27.

Accordingly, the Company is not required to obtain an Internal Audit Report for the financial year under review.

However, M/s. Dinesh Jain and Co., Chartered Accountants, (Firm Registration No. 102601W), were appointed as the Internal Auditor for the FY 2025-26.

Further, M/s GMCS and Co., Chartered Accountants (FRN: 141236W) were appointed as the Internal Auditor for the FY 2026-27. On April 20, 2026.

DIRECTORS RESPONSIBILITY STATEMENT

To the best of their knowledge and belief and according to the information and explanations obtained by them, your Directors state that:

In the preparation of the annual accounts for the Financial Year ended March 31, 2026, the applicable accounting standards have been followed along with proper explanation relating to material departures, if any.

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 as at Financial Year and of the loss of the Company for the Financial Year ended March 31,2026.

They have taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of the Act for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities;

The annual financial statements have been prepared on a going concern basis; and

They have devised proper systems to ensure compliance with the provisions of all applicable laws and that such systems are adequate and operating effectively. Company is in the process of filing extension for FEMA with AD Bank.

FRAUD REPORTING

There was no instance of fraud during the year under review, which is required by the Statutory Auditors to report to the Audit Committee and / or Board under Section 143(12) of the Companies

Act, 2013 and the rules made thereunder.

PARTICULARS OF EMPLOYEE

During the Financial Year under review, there are no employees whose remuneration was in excess of the limits prescribed in the Rule 5(2) of Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 as amended time to time.

PA R T I C U L A R S O F L O A N , G U A R A N T EE O R INVESTMENTS UNDER SECTION 186 OF ACT

During the financial year under review, the Company has not granted any loans or provided any guarantees falling under the provisions of Section 186 of the Companies Act, 2013. All investments made by the Company during the year were within the limits prescribed under the said Section.

PARTICULARS OF CONTRACT AND ARRANGEMENT WITH RELATED PARTIES

All related party transactions entered into during the financial year were on an arms length basis, in the ordinary course of business and were in compliance with the applicable provisions of the Companies Act, 2013.

The disclosure of related party transactions in Form AOC-2 is given in Annexure I, which provide the details transaction, contract or arrangement with related parties.

Details of the related party transactions as per the applicable accounting standards form a part of the Notes to the Standalone Financial Statements.

TRANSFER OF AMOUNTS TO INVESTOR EDUCATION AND PROTECTION FUND

During the Financial year under review, 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).

CORPORATE GOVERNANCE REPORT

The Equity Shares of the Company are listed on the SME platform (BSE SME) of Bombay Stock Exchange. Pursuant to Regulation 15(2) SEBI (Listing Obligation and Disclosure Requirements) Regulation, 2015 the compliance with the Corporate Governance provision as specified in Regulation 17 to 27 and clause (b) to (i) of sub regulations (2) of regulation 46 and par as C, D and E of Schedule V of SEBI (Listing Obligation and Disclosure Requirements) Regulation, 2015 shall not apply.

Hence, Corporate Governance Report does not form a part of this Board Report, though we are committed for the best corporate governance practices

MANAGEMENT DISCUSSION AND ANALYSIS REPORT

Management Discussion and Analysis Report for the year under review, as stipulated under the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 (“Listing Regulations”), is presented in a separate section, forming part of the Annual Report.

MATERIAL ORDERS OF JUDICIAL BODIES / REGULATORS

No significant or material order has been passed by any Regulator, Court or Tribunal during the financial year ended March 31, 2026 which could impact the going concern status and companys operations in future.

THE DETAILS OF APPLICATION MADE OR ANY PROCEEDING PENDING UNDER THE

INSOLVENCY AND BANKRUPTCY CODE, 2016 (31 OF 2016) DURING THE YEAR ALONG WITH THEIR STATUS AS AT THE END OF THE FINANCIAL YEAR :

There is no proceeding pending against the company under the Insolvency and Bankruptcy code, 2016 (IBC Code).

DISCLOSURE UNDER THE SEXUAL HARASSMENT OF W O M E N A T W O R K P L A C E ( P R E V E N T I O N , PROHIBITION & REDRESSAL) ACT, 2013 :

Companys commitment towards creating a respectful workplace that is free from any form of harassment and discrimination is exemplified by its zero-tolerance approach towards any act of sexual harassment. The Company has a comprehensive policy which is in compliance with the provisions of the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013 which is available at the website of the Company https://uhmvacation.com/. A group level Internal Complaints Committee (“ICC”) has been constituted as per procedure prescribed in the law. All such investigations are conducted as per the tenets of the law and the Companys policy. The list of ICC members has been prominently displayed in the office. Following are the details of sexual harassment cases for financial year 2025-26 :

Number of complaints filed during the Financial Year NIL
Number of complaints disposed off during the Financial Year NIL
Number of complaints pending as at the end of the Financial Year NIL

We also hereby confirm that during the year under review the Company has duly complied with the provisions of the Maternity Benefit Act, 1961.

THE DETAILS OF DIFFERENCE BETWEEN AMOUNT OF THE VALUATION DONE AT THE TIME OF ONE-TIME SETTLEMENT AND THE VALUATION DONE WHILE TAKING LOAN FROM THE BANKS OR FINANCIAL INSTITUTIONS ALONG WITH THE REASONS THEREOF :

During the Financial Year under review, there has not been any instance of one-time settlement of the company with any bank or financial institution.

ADEQUACY OF INTERNAL FINANCIAL CONTROL

The Internal Financial Controls with reference to financial statements as designed and implemented by the Company are adequate as per the nature of the business and the size of its operation.

During the year under review, no material or serious observation has been received from the Internal Auditors of the Company for inefficiency or inadequacy of such controls.

COMPLIANCE WITH SECRETARIAL STANDARDS

The Company has Compiled with the applicable requirements as prescribed under the Secretarial Standards on Meetings of the Board of Directors (SS-1) and General Meetings (SS-2) read with the relevant provisions of the Companies Act, 201 3 and Circulars/Notifications issued by Ministry of Corporate Affairs in this regard.

MATERNITY BENEFIT

The Company affirms that it has duly complied with all provisions of the Maternity Benefit Act, 1961, and has extended all statutory benefits to eligible women employees during the year. The Company is committed to the health and well-being of employees and believes in providing essential support during this important life event.

PARTICULARS OF EMPLOYEES OF THE COMPANY

During the financial year under review the details of no of employees are as under:

MALE- 13 FEMALE - 07 Transgender - 0

ACKNOWLEDGEMENT

Your Directors take this opportunity to express and place on record their appreciation for the continued support, cooperation, trust and assistance extended by shareholders, employees, customers, principals, vendors, agents, bankers, financial institutions, suppliers, distributors and other stakeholders of the Company.

FOR AND ON BEHALF OF THE BOARD OF DIRECTORS
UHM VACATION LIMITED
Sd/- Sd/-
IZHAR AHMAD RUBEENA KHATOON IZHAR AHMED
MANAGING DIRECTOR EXECUTIVE DIRECTOR
DIN: 00519156 DIN: 02903938
Place: Mumbai
Date: 08/09/2026

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IIFL Capital Services Limited - Stock Broker SEBI Regn. No: INZ000164132 (Member ID - NSE: 10975 BSE: 179 MCX: 55995 NCDEX: 01249), DP SEBI Reg. No. IN-DP-185-2016, IA SEBI Regn. No: INA000000623, Merchant Banker SEBI Regn. No. INM000010940, RA SEBI Regn. No: INH000000248, BSE Enlistment Number (RA): 5016, AMFI-Registered Mutual Fund Distributor & SIF Distributor
ARN NO : 47791 (Date of initial registration – 17/02/2007; Current validity of ARN – 08/02/2027), PFRDA Reg. No. PoP 20092018, IRDAI Corporate Agent (Composite) : CA1099

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We are ISO/IEC 27001:2022 Certified.

This Certificate Demonstrates That IIFL As An Organization Has Defined And Put In Place Best-Practice Information Security Processes.