Vegorama Punjabi Angithi Ltd Directors Report

(For the financial year ended 31^s March, 2025)

To,

The Members,

Vegorama Punjabi Angithi Limited

The Directors are pleased to present this 3^rd Annual Report on the business of your company and
Statement of Account for the year ended 31^sl March, 2025. Further in Compliance with the Companies
Act, 2013 the Company has made all requisite disclosures in the Board Report with the objective of
accountability and transparency in its operations and make you to aware about its performance and future
perspective. (Amount in Rupees)

1. FINANCIAL RESULT

The Companys Financial Performance for the year ended 31^st March, 2025 is summarized below:-

PARTICULARS	For the year ended March 31, 2025	For the year ended March 31, 2024
Revenue from Operations	1 ,01,30,51,M2	65,94,58,784
Other Income	79,46,480	43,65,821
Total Income	1,02,09,98,422	66,38,24,605
Cost of Material Consumed	50,57,78,272	34,91,64,249
Employee benefits expense	8,08,07,561	5 ,36,74,785
Finance costs	37,59,024	6,14,540
Depreciation	28,32,823	16,67,341
Other expenses	31,85,45,401	19,90,51,445
Profit (+)/ Loss (-) before Exceptional Item	10,92,75,341	5,96,52,245
Exceptional Item	-	~
Profit (+)/ Loss (-) before Tax	10,92,75,341	5,96,52,245
(a) Current tax	2,77,12,612	63,79,525
(b) Previous Year Provision	--	—
(c) Deferred Tax	(2,85,176)	(1,74,258)
Total Tax expense	2,74,27,436	62,05,267
Profit (+)/ Loss (-) after Tax	8,18,47,905	5,34,46,978

2. DIVIDEND

Since the directors wants to retain profits for the future business prospects therefore the director does
not recommend any dividend for the year ended 31^st March, 2025.

3. TRANSFERTOJ^SERVE&SURPLUS

An amount of Rs. 8,18,47,905/- (Eight Crore Eighteen Lakh Forty-Seven Thousand Nine Hundred Five
Only) has been transferred to the Reserves and Surplus Account of the company during the period under
review.

4. STATE OF AFFAIRS

There has been no change in the nature of business of the company during the financial year ended 31^st
March, 2025. The revenue from operations was Rs. 1.01,30,51,942/- (One Hundred One Crore Thirty
Lakh Fifty-One Thousand Nine Hundred Forty-Two Only) during the year. The Net Profit was Rs.
8,18,47,905/- (Eight Crore Eighteen Lakh Forty-Seven Thousand Nine Hundred Five Only) during the
Financial Year under review.

5. SHARE CAPITAL

The paid up Equity share capital of the Company was Rs. 5,02,940/- (Five Lakh Two Thousand Nine
Hundred Forty Only) as on March 31, 2025.

(a) BUY BACK OF SECURITIES

The Company has not bought back any of its securities during the year under review.

(b) SWEAT EQUITY

The Company has not issued any Sweat Equity Shares during the year under review.

(c) BONUS SHARES

No Bonus Shares were issued during the year under review.

(d) EMPLOYEES STOCK OPTION PLAN

The Company has not provided any Stock Option Scheme to the employees.

6. NUMBER OF MEETINGS OF BOARD OF DIRECTORS

During the financial year under review, Eighteen (18) meetings of Board of Directors of the Company
were held as under:

S. No Date of Board Meeting	Directors present in the Board Meeting
1. 31.05.2024	2
2. 13.06.2024	2
3. 21.06.2024	2
4. 22.07.2024	2
5. 12.08.2024	2
6. 02.09.2024 i	2
7. 30.09.2024	2
8. 17.10.2024	2
9. 09.11.2024	3
10. 16.11.2024	3
11. 20.11.2024	3
12. 25.11.2024	3
13. 06.12.2024	3
14. 23.12.2024	3
15. 04.01.2025	3
16. 08.01.2025	3
17. 13.02.2025	3
18. 18.02.2025	3
19. 03.03.2025	3

The details of attendance of each Director at Board Meetings are as follows:

S. No.	Board Meetings
Name of the Director	No. of Meetings held	No. of Meetings attended
1. Deepak Chadha	19	19
2. Subash Chander Chadha	19	19
3. Teenu Chadha	19	11

7. DIRECTORS AND KEY MANAGERIAL PERSONNEL AND CHANGES AMONG THEM

Mrs. Teenu Chadha was appointed as an Executive Director of the Company with effect from October
17, 2024, during the reporting period. The provisions of Section 203 of the Companies Act, 2013,
relating to the appointment of Key Managerial Personnel, are not applicable to the Company.

8. MATERIAL CHANGES BETWEEN THE DATE OF THE BOARD REPORT AND END OF
FINANCIAL YEAR

There is no material change between the date of the board report and end of financial year affecting
the financial position of the Company.

9. SIGNIFICANT AND MATERIAL ORDERS PASSED BY THE REGULATORS OR COURTS
OR TRIBUNALS IMPACTING THE GOING CONCERN STATUS AND COMPANYS
OPERATIONS IN FUTURE

No significant and material order has been passed by the regulator or court or tribunal impacting the
going concern g.oMration^in future. p_or VeaoramdTbjiiahi Annithi i

10. DETAILS IN RESPECT OF ADEQUACY OF INTERNAL FINANCIAL CONTROLS WITH
REFERENCE TO THE FINANCIAL STATEMENTS

There is an adequate internal control system commensurate with the size of the Company and the
nature of its business with regard to purchase of inventory, services and fixed assets and for the sale of

goods and services.

11. STATEMENT CONCERNING DEVELOPMENT AND IMPLEMENTATION OF RISK
MANAGEMENT POLICY OF THE COMPANY

The Company has not formulated Risk Management Policy however the management is of the view
that the elements of risk threatening the Companys existence are very minimal.

12. DETAILS OF SUBSIDIARY/JOINT VENTURES/ASSOCIATE COMPANIES

No Company has become or ceased to be its subsidiary, Joint venture or Associate during the year.

13. STATUTORY AUDITORS

The Auditors, M/s Raj Gupta & Co, Chartered Accountants, (Firm Registration No. 000203N)
continue as Statutory Auditors of the Company.

14. BOARDS COMMENTS ON AUDITORS ‘REPORT

The observations of the Statutory Auditors, when read together with the relevant notes to the accounts
and accounting policies are self-explanatory and do not calls for any further comment.

15. FRAUDS REPORTED BY AUDITORS UNDER SECTION 143(12), OTHER THAN THOSE
WHICH ARE REPORTABLE TO THE CENTRAL GOVERNMENT

The Statutory Auditors have not reported any incident of fraud to the Board of Directors of the
Company.

16. DEPOSITS

Your Company has not accepted any deposits within the meaning of Section 73 of the Companies Act,
2013 and the Companies (Acceptance of Deposits) Rules, 2014.

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

(a) Conservation of Energy, Technology Absorption:

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

(b) Foreign Exchange earnings and Outgo:

Foreign Exchange Earnings: NIL
Foreign Exchange Outgo: NIL

18. CORPORATE SOCIAL RESPONSIBILITY

During the financial year 2024-25, the Companys net profit exceeded the threshold prescribed under
Section 135 of the Companies Act, 2013. Accordingly, the provisions relating to Corporate Social
Responsibility (CSR) shall be applicable to the Company from the financial year 2025-26.

The Company will constitute a CSR Committee and take necessary steps in the financial year 2025-26
to ensure compliance with the applicable provisions, including formulation of a CSR Policy and

undertaking eligible CSR activities in accordance with Schedule VII of the Act.

19. PARTICULARS OF LOANS, GUARANTEES OR INVESTMENTS UNDER SECTION-186

The details of loans, guarantees and investments made by the Company during the financial year under
review which are covered under Section 186 of the Companies Act, 2013 form part of the notes to the
financial statements for the period 2024-2025.

20. RELATED PARTY TRANSACTIONS

All contracts/ arrangements/ transactions entered into by the Company during the financial year with
related parties are in compliance with the applicable provisions of the Companies Act, 2013.

Requisite approval of the Board (wherever required) was obtained by the Company for all Related Party
Transactions. There were no materially significant Related Party Transactions made by the Company
with Promoters, Directors or Key Managerial Personnel, subsidiaries, joint ventures and associate
Companies which may have a potential conflict with the interest of the Company.

Details of material contracts or arrangement or transactions at arms length basis are detailed in Form
AOC-2 attached herewith as ANNEXURE-A.

21. COMPANYS POLICY RELATING TO DIRECTORS APPOINTMENT, PAYMENT OF
REMUNERATION AND DISCHARGE OF THEIR DUTIES

The provisions of Section 178(1) relating to constitution of Nomination and Remuneration Committee
are not applicable to the Company and hence the Company has not devised any policy relating to
appointment of Directors, payment of Managerial remuneration, Directors qualifications, positive
attributes, independence of Directors and other related matters as provided under Section 178(3) of the
Compan ies Act, 2013.

22. PARTICULARS OF EMPLOYEE

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

23. CONSOLIDATED FINANCIAL STATEMENTS

The Company has no subsidiary as on the close of the Financial Year i.e. 31^st March, 2025, so the
consolidated financial statement for the F. Y. 2024-25 is not required to been prepared.

24. RISK MANAGEMENT POLICY

The Company does not have any Risk Management Policy as the element of risk threatening the
Companys existence is very minimal.

25. PREVENTION OF SEXUAL HARASSMENT AT WORKPLACE

The Company is committed to provide a safe and conducive work environment to its employees.

Your directors further state that during the year under review, there were no complaints received
pursuant to the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal)
Act, 2013.

26. SECRETARIAL STANDARDS

The Directors state that applicable Secretarial Standards, i.e. SS-1 and SS-2, relating to ‘Meetings of
the Board of Directors and ‘General Meetings, respectively, have been duly followed by the
Company.

27. MAINTENANCE OF COST RECORDS

The Directors state that the company does not fall under the ambit of class of companies as prescribed
under Section 148(1) of the Companies Act, 2013, for maintenance of Cost Records as specified by
the Central Government, accordingly such accounts and records are not made and maintained by the
Company.

28. TRANSFER OF UNCLAIMED/UNPAID AMOUNT TO INVESTOR EDUCATION AND
PROTECTION FUND

Pursuant to provisions of the Act read with the Investor Education and Protection Fund Authority
(Accounting, Audit, Transfer and Refund) Rules, 2016, as amended, (‘Rules), the dividend which
remains unclaimed or unpaid for a period of seven years from the date of transfer to the Unpaid
Dividend Account of the Company and shares on which dividend are unclaimed or unpaid for a
consecutive period of seven years or more are liable to be transferred to IEPF. This clause is not
applicable.

29. MATERIAL CHANGES AND COMMITMENTS AFFECTING THE FINANCIAL POSITION
OF THE COMPANY

There were no material changes and commitments affecting the financial position of the Company
between the end of period to which these financial statements relate and the date of this Report.

30. DISCLOSURE IN TERMS OF VARIOUS PROVISIONS OF THE COMPANIES ACT, 2013

The status of the Company being a Private Limited Company as on 3 l^sl March 2025 thus the provision
related to the following are not applicable

(a) Statement on declaration given by Independent Directors (Section 149)

(b) Formation of Audit Committee (Section 177)

(c) Formation of Nominatiob and Remuneration Committee ($octiep&iU7&)Prw)i Anaithi Limited

(d) Undertaking formal Annual Evaluation of Board and that of its committees and the individual
Directors

(e) Undertaking Secretarial Audit (Section 204) are not applicable to the Company and hence no
comment is invited in this regard

31. DETAILS OF APPLICATION / ANY PROCEEDING PENDING UNDER THE INSOLVENCY
AND BANKRUPTCY CODE, 2016

Neither any application was made nor any proceeding pending under the Insolvency and Bankruptcy

i Code, 2016 (31 of 2016) during the financial year.

32. 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

As Company has not done any one time settlement during the year under review hence no disclosure is
required.

33. DIRECTORS RESPONSIBILITY STATEMENT

Pursuant to the requirement under section 134(3)(C) of the Companies Act, 2013 with respect to
Directors Responsibility Statement, it is hereby confirmed that:

(a) In the preparation of the annual accounts for the year ended March 31, 2025, the applicable
accounting standards read with requirements set out under Schedule III to the Act, have been
followed and there are no material departures from the same.

(b) The Directors 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 31^s1 March, 2025 and of the profit of the Company for the
year ended on that date.

(c) The Directors 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.

(d) The Directors have prepared the annual accounts on a going concern basis.

(e) The Company being unlisted, sub clause (e) of section 134(3) of the Companies Act, 2013
pertaining to laying down internal financial controls is not applicable to the Company.

(f) The Directors have devised proper systems to ensure compliance with the provisions of all
applicable laws and that such system are adequate and operating effectively.

ACKNOWLEDGMENTS

Your Directors would like to express their sincere appreciation for the assistance and co-operation
received from the banks, Government authorities, customers, vendors and members during the year under
review. Your Directors also wish to place on record their deep sense of appreciation for the committed
services by the Companys executives, staff and workers.

For and on behalf of Board

PunjabiAfrgithi Limited

 

Deepak Chadha	Teenu Chadha
Chairman & Managing Director	Director
DIN: 09554532	DIN:10806385

 

Date: 29.05.2025	Date: 29.05.2025
Place: New Delhi	Place: New Delhi