Directors Report of Amit International Ltd.

Mar 31, 2025

Your directors have pleasure in presenting Thirty-One Annual Report together with the Audited
Accounts of the Company for the year ended 31^st March 2025.

1. Financial Highlights:

Particulars	Standalone
	2024-25	2023-24
Income from Operations	42.42	39.37
Expenses	26.12	30.74
Profit before exceptional items, extraordinary items and tax	16.30	8.63
Exceptional item and extraordinary items	0.00	0.00
Profits before Tax	16.30	8.63
Tax expense	3.73	1.95
Profit/ (Loss) after Tax	12.57	6.68
Earnings per equity share (face value of Rs. 10 each)	0.066	0.035

Standalone Performance:

During the financial year 2024-25, the Company delivered a strong performance, reflecting
resilience and efficient operational management in a competitive environment. On a standalone
basis, the total income from operations increased to ?42.42 crore as compared to ?39.37 crore in
the previous financial year 2023-24, registering a year-on-year growth of approximately 7.75%.
This growth was primarily driven by enhanced sales volumes and improved market penetration.

The Company achieved a significant reduction in total expenses, which declined from ?30.74
crore in FY 2023-24 to ?26.12 crore in FY 2024-25 — a decrease of approximately 15%. This
reflects better cost optimization strategies and operational efficiencies adopted during the year.

As a result, the Profit Before Tax more than doubled, increasing from T8.63 crore in FY 2023-24 to
?16.30 crore in FY 2024-25. After accounting for tax expenses of ?3.73 crore (as against T1.95 crore
in the previous year), the Profit After Tax (PAT) stood at ?12.57 crore, a remarkable growth of
around 88% compared to ?6.68 crore in the preceding year.

The Earnings Per Share (EPS) improved significantly from ?0.035 in FY 2023-24 to ?0.066 in FY
2024-25, reinforcing the Company''s improved profitability and value generation for

shareholders.

2. Transfer to Reserve, if any:

During the year, the Company does not propose to transfer any amount to the any Reserve.

3. Dividend:

The Board of Directors has considered it prudent not to recommend any dividend for the
Financial Year under review.

4. Changes in the nature of business of the Company:

During the financial year under review, there was no change in the nature of business of the
Company. The company main object is manufacturing and exporting in textile products.

5. Share Capital;

The Authorised Share Capital of the company as at the end 31st March 2025 was Rs.
20,00,00,000/- there is no change in the Authorised Share Capital during the year under review.

The Paid-up Share Capital of the company as at the end 31st March 2025 was yRs. 18,94,77,000/-.
During the year under review, the Company has not issued shares or convertible securities or
shares with differential voting rights nor has granted any stock options or sweat equity or
warrants. As on March 31, 2025, none of the Directors of the Company hold instruments
convertible into Equity Shares of the Company.

6. Extract of Annual Return:

As required under Section 134(3) (a) & Section 92(3) of the Act, the Annual Return is put up on
the Company''s website and can be accessed at http: / /www.amitinternational.in & Extracts of
the Annual return in form MGT-7 for the Financial Year 2024-25 is uploaded on the website of the
Company arid can be accessed at http: / / www.amitinternational.in/ .

7. Subsidiaries, Joint Ventures and Associate Companies:

There is no Subsidiaries, Joint Ventures and Associate Companies as on 31^st March 2025.

8. Details of Directors and Key Managerial Personnel

Sr. No.	Name and Address	Designation	Date of Appointment	DIN
1.	Kirti Jethalal Doshi	Managing Director	18/02/1994	01964171
2.	Naresh Nanalal Vaghani	Independent Director	30/03/2017	07780209
3.	Rupa Ramnikbhai Zaveri	Independent Director	06/11/2017	07977631
4.	Sheetal Ganatra	Independent Director	20/11/2024	10832603
5.	Somnath Vaijnath Kumbhar	Independent Director	20/11/2024	10777988
6.	Mayank Prakashbhai Jain	Chief Financial Officer	18/07/2020	NA
7.	Payal Bhanwarlal Rathi	Company Secretary	01/12/2020	NA

Change in Composition of Board of Director during the year under review:

> Appointment of Ms. Sheetal Ganatra as a Non-Executive Independent Director w.e.f.
20/11/2024.

> Appointment of Mr. Somnath Vaijnath Kumbhar as a Non-Executive Independent Director
w.e.f. 20/11/2024.

> Resignation of Mr. Naresh Nanalal Vaghani from the post of directorship w.e.f. 20/11/2024.

> Resignation of Ms. Rupa Ramnikbhai Zaveri from the post of directorship w.e.f. 20/11/2024.

In accordance with the provisions of the Act and the Articles of Association of the Company
Mr. Kirti Jethalal Doshi is liable to retire by rotation and being eligible has offered herself for re¬
appointment.

The Company has received declarations from all the Independent Directors of the Company
confirming that they meet with the criteria of independence as prescribed under sub-section 6 of
Section 149 of the Companies Act, 2013 and under Regulation 16 (b) of SEBI (Listing Obligation
and Disclosure Requirements) Regulation, 2015,

9. Board Evaluation

The Board of Directors has carried out an annual evaluation of its own performance, Board
committees and individual directors pursuant to the provisions of the Companies Act, 2013 and
SEBI (Listing Obligation and Disclosure Requirement) Regulation 2015.

The performance of the Board was evaluated by the Board after seeking inputs from all the
directors on the basis of the criteria such as the Board composition and structure, effectiveness of
board processes, information and functioning, etc. The performance of the committees was
evaluated by the board after seeking inputs from the committee members on the basis of the
criteria such as the composition of committees, effectiveness of committee meetings, etc.

The Board and the Nomination and Remuneration Committee ("NRC") reviewed the

performance of the individual directors on the basis of the criteria such as the contribution of the
individual director to the Board and committee meetings like preparedness on the issues to be
discussed, meaningful and constructive contribution and inputs in meetings, etc. In addition, the
Chairman was also evaluated on the key aspects of his role.

In a separate meeting of independent Directors, performance of non-independent directors,
performance of the board as a whole arid performance of the Chairman was evaluated, taking
into account the views of executive directors and non-executive directors. The same was
discussed in the board meeting that followed the meeting of the independent Directors, at which
the performance of the Board, its committees arid individual directors was also discussed.

10. Corporate Governance:

Pursuant to Regulation 15(2) of the Listing Regulations, compliance with the corporate
governance provisions are applicable to your Company as the Company''s paid up Equity Share

Capital does exceed of Rs.10 Crores and net worth does not exceed of Rs.25 Crores as on March
31, 2024. Since the company paid up share capital is Rs. 18,94,77,000 thereby exceeding the Limit
required therefore the company has complied with all the regulation of corporate governance the
details of same is men honed in the report attached as Annxure-1.

A separate section on Corporate Governance Standards followed by your Company, as stipulated
under Regulation 34(3) read with Schedule V of SEBI (Listing Obligation and Disclosure
Requirement) Regulation 2015 is enclosed as Annexure to this Report. The Report on Corporate
Governance also contains certain disclosures required under Companies Act, 2013.

A Certificate from M/S. Mayur More& Associates Practicing Company Secretaries, conforming
compliance to the conditions of Corporate Governance as stipulated under Regulations 17, 18,19,
20, 21, 22, 23, 24, 25, 26, 27 and clauses (b) to (i) of sub-regulation (2) of regulation 46 and para C,
D and E of Schedule V of SEBI (Listing Obligation and Disclosure Requirement) Regulation 2015,
is annexed to this Report.

11. Number of Board Meetings:

During the Financial Year 2024-25, Seven meetings of the Board of Directors of the company were
held. The date of the meetings of the board held is as under-

Sr. No.	Date of Meeting	Total strength of the Board	No. of Directors Present
1	30-05-2024	3	3
2	14-08-2024	3	3
3	04-09-2024	3	3
4	11-11-2024	3	3
5	13-11-2024	3	3
6	20-11-2024	3	3
7	13-02-2025	3	3

The necessary quorum was present for all the meetings. The attendance of Director is
mentioned below:

Name of Director	Category	No. of Meeting entitled to attend	No of Meeting attended by Director	Last AGM Attended
Kirti Jethalal Doshi	Managing Director	7	7	Yes
Naresh Nanalal Vaghani	Independent Director	5	5	Yes
Rupa Ramnikbhai Zaveri	Independent Director	5	5	Yes
Sheetal Ganatra	Independent Director	2	2	NA
Somnath Vaijnath Kumbhar	Independent Director	2	2	NA

12. Committees of the board:

The company has several committees which have been established as a part of best corporate
governance practices and are in compliance with the requirements of the relevant provisions of
applicable laws and statues.

The Board has constituted following Committees:

> Audit Committee,

> Nomination & Remuneration Committee and

> Stakeholders Relationship Committee.

The composition of various committees and compliances, as per the applicable provisions of the
Companies Act, 2013 and the Rules there under and SEBI (Listing Obligations & Disclosure
Requirements) Regulations, 2015 ("Listing regulations") are as follows.

The details with respect to the compositions, powers, roles, terms of reference etc. of relevant
committees are given in detail in the ''Report on Corporate Governance'' of the company which

forms part of this Annual Report

13. Particulars of Loan, Investments Guarantees and Securities under Section 186

The Complete details of Loan, Investments Guarantees and Securities covered under section 186
of The Companies Act, 2013 as attached in the financial statement and notes there under.

14. Particulars of Contracts or Arrangements with Related Parties

All related party transactions entered into by the Company during the financial year under
review were in the ordinary course of business and on arm''s length basis. All transactions

entered with related parties were in compliance with the applicable provisions of the Companies
Act, 2013 read with the relevant rules made thereunder and the Listing Regulations. Thus the
company is not required to disclosed any information in Form AOC-2 in terms of Section 134 of
the Act read with Rule 8 of the Companies (Accounts) Rules, 2014. However, the details of the
transactions with Related Party are provided in the Company''s financial statements Note No. 16
in accordance with the Accounting Standards.

There are no materially significant related party transactions made by the Company with
Promoters, Key Managerial Personnel or other designated persons which may have potential
conflict with interest of the Company at large. All related party transactions are placed before the
Audit Committee and the Board for approval, if applicable.

In line with the requirements of the Act and Listing Regulations, your Company has formulated
a policy on related party transactions which is also available on Company''s website at the link

http: / /www.amitinternational.in/investors/code-of-fair-disclosure This policy deals with the
review and approval of related party transactions. The Board of Directors of the Company has
approved the criteria for giving the omnibus approval by the Audit Committee within the overall
framework of the policy on related party transactions.

15. Conservation of Energy, Technology, Absorption, Foreign Exchange Earnings and
Outgo

As required under Rule 8 (3) of the Companies (Accounts) Rules, 2014, The Company has
introduced various measures to reduce energy consumption and install the latest technologies.

(a) CONSERVATION OF ENERGY

(i)	the steps taken or impact on conservation of energy	-NA
(h)	the steps taken by the	The Company has not taken any alternate sources of
	company for utilizing alternate sources of energy	energy.
(iii)	the capital investment on	The Company does not have any proposal for additional
	energy conservation equipment''s	investment in this regard.

tm TECHNOLOGY ABSORPTION

(i)	the efforts made towards technology absorption	NA
(ii)	the benefits derived like product improvement, cost reduction, product development or import substitution	NA

(hi)	in case of imported technology (imported during the last three years reckoned from the beginning of the financial year)-	Company has not imported any technologies d u ring the year
	(a) the details of technology imported	NA
	(b) the year of import;	NA
	(c) whether the technology been fully absorbed	NA
	(d) if not fully absorbed, areas where absorption has not taken place, and the reasons thereof	NA
(iv)	the expenditure incurred on Research and Development	NA

FOREIGN EXCHANGE EARNINGS / OUTGO

As the Company has not carried out any activities relating to the export and import during the
financial year. There is no foreign exchange expenses and foreign income during the financial
year.

16. Internal Control and System

The Company has an Internal Control System, commensurate with the size, scale and complexity
of its operations. The scope and authority of the Internal Audit function is defined by the Audit
Committee. To maintain its objectivity and independence, the Internal Audit function reports to
the Chairman of the Audit Committee of the Board& to the Managing Director.

The Internal Audit Department monitors and evaluates the efficacy and adequacy of internal
control system in the Company, its compliance with operating systems, accounting procedures
and policies of the Company.

Based on the report of internal audit function, the Company undertakes corrective action in their
respective areas and thereby strengthens the controls. Significant audit observations and
recommendations along with corrective actions thereon are presented to the Audit Committee of
the Board.

17. Managerial Remuneration:

a. Remuneration to Directors and Key Managerial Personnel

Information as required under section 197 (12) of the Companies Act, 2013 read with Rule 5 (1) of
the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 is given
under Annexure-2.

b. Employee Particulars

There are no employees who have remuneration in excess of the remuneration stated in Section
197 of the Companies Act, 2013.

18. Management Discussion and Analysis

The Management Discussion and Analysis as prescribed under Part B of Schedule V read with
Regulation 34(3) of the Listing Regulations is provided "Annexure-3" and forms part of this
Report which includes the state of affairs of the Company and there has been no change in the
nature of business of the Company during FY25.

19. Transfer of Amounts to Investor Education and Protection Fund:

There are no amounts due and outstanding to be credited to Investor Education and Protection
Fund as 31^st March, 2025.

20. Disclosure on Establishment of a Vigil Mechanism:

The Company has established a Vigil Mechanism, which includes a Whistle Blower Policy, for its
Directors and Employees, to provide a framework to facilitate responsible and secure reporting
of concerns of unethical behavior, actual or suspected fraud or violation of the Company''s Code

of Conduct & Ethics. The details of establishment of Vigil Mechanism/ Whistle Blower policy are
posted on the website of the Company and the web link to the same is
http:/ / www.amitinternational.in/

21. Disclosures under Sexual Harassment of Women at Workplace (Prevention,
Prohibition & Redressal) Act, 2013:

The management takes due care of employees with respect to safeguard at workplace. Further,
no complaints are reported by any employee pertaining to sexual harassment of Women at
Workplace (Prevention, Prohibition & Redressal) Act, 2013.

22. Code for prevention of Insider Trading:

The Company has adopted a Code of Conduct for Prevention of Insider Trading with a view to
regulate trading in securities by the Directors and designated employees of the Company. The
Code requires predearance for dealing in the Company''s shares and prohibits the purchase or

sale of Company shares by the Directors and the designated employees while in possession of
unpublished price sensitive information in relation to the Company and during the period when
the Trading Window is closed. The Board is responsible for implementation of the Code. All
Board Directors and the designated employee have confirmed compliance with the Code.

23. Fraud Reporting (Required by Companies Amendment Bill, 2014):

No Fraud reported / observed during the financial year 2024-25.

24. AUDITORS
Statutory Auditors:

Vinod & S. Mehta & Co., Chartered Accountant (FRN.: 111524W) were appointed as statutory
auditors of the company in the 29^th Annual General Meeting for the period of Five Years.
Currently.

The first proviso to section 139(1) of the Companies Act, 2013 has been omitted vide section 40 of
the Companies (Amendment) Act, 2017 notified on 7^th May, 2018. Therefore, it is not mandatory
for the Company to place the matter relating to appointment of statutory auditor for ratification
by members at every Annual General Meeting. Hence the Company has not included the
ratification of statutory auditors in the Notice of AGM.

The Report given by M/s Vinod & S. Mehta & Co.., Chartered Accountant (FRN.: 111524W) on
the financial statements of the Company for the Financial Year 2024-25 is a part of the Annual
Report.

During the Year under review, the Auditors have not reported any matter under Section 143 (12)
of the Act, therefore no detail is required to be disclosed under Section 134 (3)(ca) of the Act.

Auditors Report:

The observation made in the Auditors Report read together with relevant notes thereon are self¬
explanatory and hence, do not call for any further comments under Section 134 of the Companies
Act, 2013.

Cost Auditors:

Requirement of appointment of Cost Auditor is not applicable to the Company.

Secretarial Audit Report:

A Secretarial Audit was conducted during the year by the Secretarial Auditor, M/s. Mayur More
& Associates Company Secretaries (Membership No. F8276) in accordance with Provisions of
Section 204 of the Act. The Secretarial Auditors Report is attached as Annexure -4 and forms part
of this Report.

S.No	Key Audit Matter	Management Reply
1.	Regulation 33 of SEBI (LODR) Regulations, 2015- The Company has not complied with the provision and delayed in uploading the financial results in PDF as well as XBRL format for the period/ year ended June 30, 2024.	Management has filed financial result in delay due some technical error in the server of the company.
2.	Regulation 31 of SEBI (LODR) Regulations, 2015- The Company has not submitted Shareholding Pattern in XRBL Mode for the quarter ended 30th June, 2024.	Management has not submitted the Shareholding Pattern for the quarter ended 30th June, 2024 delay due to not received data from the RTA.
3.	Regulation 76 of SEBI (LODR) Regulations, 2015- The Company not submitted the Reconciliation of Share Capital Audit Report for the quarter/period ended 30th June 2024.	Management has not submitted the Reconciliation of Share Capital Audit for the quarter ended 30th June, 2024 delay due to not received data from the RTA.
4.	Regulation 76 of SEBI (LODR) Regulations, 2015- The Company has not submitted the Reconciliation of Share Capital Audit Report for the quarter/period ended 30th September 2024.	Management has not submitted the Reconciliation of Share Capital Audit for the quarter ended 30th September, 2024 delay due to not received data from the RTA.
5.	Regulation 27 (2) of SEBI (LODR) Regulations, 2015- The Company has not	Management has clarified that compliance officer of the company is resigned from

	submitted the Corporate Governance for the quarter ended 30th June 2024.	the company.
6.	Regulation 27 of SEBI (LODR) Regulations, 2015- The Company has not submitted the Corporate Governance for the quarter ended 30th September 2024.	Management has clarified that compliance officer of the company is resigned from the company.
7.	Regulation 76 of SEBI (LODR) Regulations, 2015- The Company has not submitted the Reconciliation of Share Capital Audit Report for the quarter/period ended 31st December 2024.	Management has not submitted the Reconciliation of Share Capital Audit for the quarter ended 31st December 2024 delay due to not received data from the RTA.
8.	Regulation 27 (2) of SEBI (LODR) Regulations, 2015- The Company has not submitted the Corporate Governance for the quarter ended 31st December 2024.	Management has clarified that compliance officer of the company is resigned from the company.
9.	Regulation 31 of SEBI (LODR) Regulations, 2015- The Company has not submitted Shareholding Pattern in XRBL Mode for the quarter ended 31st December, 2024.	Management has not submitted the Shareholding Pattern for the quarter ended 31st December, 2024 delay due to not received data from the RTA.

25. Material Changes and Commitments

During the year under review the Company there is no changes and commitment that affect the
financial position of the Company.

26. Material Changes and Commitment after the end of financial year upto the date to
report

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

27. Compliance With Secretarial Standard

The Company has complied with the applicable Secretarial Standards (as amended from time to
time) on meetings of the Board of Directors and Shareholders issued by The Institute of Company
Secretaries of India and approved by Central Government under section 118(10) of the
Companies Act, 2013.

28. Deposits:

i. Deposits covered under Chapter V of the Companies Act, 2013:

During the financial year under review, the Company has not accepted or renewed any deposits
within the meaning of Section 73 and 76 of the Companies Act, 2013 read with Companies
(Acceptance of Deposits) Rules, 2014.

ii. Deposits not in compliance with Chapter V of the Companies Act, 2013:

During the financial year under review, the Company has not accepted or renewed any deposits
which are not in compliance with Chapter V of the Companies Act, 2013.

29. Risk Management Policy

Risk Management is the process of identification, assessment and prioritization of risks followed
by coordinated efforts to minimize, monitor and mitigate/control the probability and/or impact
of unfortunate events or to maximize the realization of opportunities. The Company has laid
down a comprehensive Risk Assessment and Minimization Procedure which is reviewed by the
Board from time to time. These procedures are reviewed to ensure that executive management
controls risk through means of a properly defined framework. The major risks have been
identified by the Company and its mitigation process/measures have been formulated in the
areas such as business, project execution, event, financial, human, environment and statutory
compliance.

30. Corporate Social Responsibility

Since the Net Worth of the company is below Five Hundred crores, Turnover of the company is
below One thousand crores, Net Profit of the company is below Five crores. The provision of
Section 135 of The Companies Act, 2013 are not applicable to the company and hence the
company is not required undertake any corporate Social Responsibility (CSR) initiatives.

31. Proceedings Pending Under the Insolvency and Bankruptcy Code,2016

No application has been made or any proceeding is pending under the IBC, 2016.

32. Difference In Valuation

The company has never made any one-time settlement against the loans obtained from Banks
and Financial Institution and hence this clause is not applicable.

33. Stock Exchange:

The Company''s equity shares are listed at BSE Limited - AMITINT | 531300 | INE053D01015,

34. Details of Significant and Material Orders Passed by The Regulators, Con rts and
Tribunals

No significant arid material order has been passed by the Regulators, courts, tribunals impacting
the going concern status and Company''s operations in future.

35. Directors Responsibility Statement

In accordance with the provisions of Section 134(5) of the Companies Act 2013, your directors
confirm that:

a. In the preparation of the annual accounts for the financial year ended 31st March, 2025, the
applicable Ind-AS had been followed along with proper explanation relating to material
departures;

b. The directors had selected such accounting policies and applied 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 31st March, 2025.

c. The directors had 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. The directors had prepared the annual accounts on a going concern basis;

e. The directors had devised proper systems to ensure compliance with the provisions of all
applicable laws and that such systems were adequate and opera ling effectively.

f. The proper internal financial controls are in place and that such internal financial controls are
adequate and are operating effectively.

g. The Directors have devised proper systems to ensure compliance with the provisions of all
applicable laws and that such systems were adequate and operating effectively.

36. Acknowledgment:

Your directors place on the record their appreciation of the Contribution made by employees,
consultants at all levels, who with their competence, diligence, solidarity, co-operation and
support have enabled the Company to achieve the desired results.

The board of Directors gratefully acknowledge the assistance and co-operation received from the
Central and State Governments Departments, Shareholders and Stakeholders.

For & on behalf of the Board of Directors
AMIT INTERNATIONAL LIMITED

REGISTERED OFFICE

KIRTIJETHALAL DOSHI

A/403, Dalamal Chambers, New Marine Managing Director

Lines, Mumbai, Maharashtra, India, 400020 DIN: 01964171

Place: Mumbai
Date:

---

Mar 31, 2024

Your directors present Annual report on the business and
operations of the company together with Audited Statement
of Accounts of the company for the year ending 31st March
2024.

The particulars pursuant to sub section 3 of section 134 of
the companies act, 2013 are given below.

a) The web address, if any, where annual return
referred to in sub-section (3) of section 92 has been
placed:

The Annual Return of the company as on 31st March,
2024 is available on the Company''s website on
www.amitinternational.in

b) Number of meetings of the Board:

During the year 2023-24,5 meetings of Board of
Directors were held.

c) Directors'' Responsibility Statements:

The directors'' state that

i) In the preparation of annual accounts for the
financial year ended 31stMarch 2024, the
applicable accounting standards had been followed
along with proper explanation relating to material
departures;

ii) The directors had 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 31stMarch and of the profit /
loss of the company for that period;

iii) The directors had 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;

iv) The director had prepared the annual accounts on a
going concern basis;

v) The director had laid down internal financial controls
to be followed by the company and that such
internal financial controls are adequate and were
operating effectively.

vi) The director had devised proper systems to ensure
compliance with the provisions of all applicable laws
and that such systems were adequate and
operating effectively.

c) a) Details of frauds reported by auditors under

sub-section (12) of section 143 other than those
which are reportable to the central government.

Auditor has not reported any fraud under sub¬
section (12) of section 143 of The Companies Act,
2013.

d) A Statement on Declaration given by Independent
Directors under sub-section (6) of section 149.

The independent Directors have submitted declaration
pursuant to Section 149(7) confirming that he meets the
criteria of independence pursuant to section 149(6).
The statement has been noted by Board of Directors.

e) If Company covered under sub-section (1) of
section 178, company''s policy on directors''
appointment and remuneration including criteria for
determining qualifications, positive attributes,
independence of director and other matter provided
under sub-section (3) of section 178.

The Board has, on the recommendation of the
Nomination and Remuneration Committee framed a
policy for selection and appointment of director and key
managerial personal and their remuneration. The policy
is disclosed at “Annexure A” in pursuance of provision
to section 178(3) of the companies Act 2013.

The Company does not pay any remuneration to the
Non-Executive/Independent Directors of the company
other than sitting fees for attending the meeting of the
Board/Committee. Remuneration to the Whole Time
Director/Managing Director is governed by the relevant
provisions of the Companies Act, 2013.

f) Explanations or comments by the board on every
qualification, reservation or adverse remark or
disclaimer made by the auditor in his report / by the
company secretary in practice in his secretarial
audit report.

The disclosures made by the statutory auditors in the
report are self explanatory and no explanation by the
board is required.

g) Particulars of loans, guarantees or investments
under section 186 of Companies act, 2013

Company has not during the year under review (a)
given any loan to any person or other body corporate
(b) Given any guarantee or provide security in
connection with a loan to any other body corporate or
person; and (c) Acquired by way of subscription,
purchase or otherwise, the securities of any other body
corporate, Exceeding sixty percent of its paid-up share
capital, free reserves and securities premium account
or one hundred per cent of its free reserves and
securities premium account, whichever is more and
hence the particulars are not required to be included in
this report.

h) Particulars of contracts or arrangements with
related parties referred to in sub-section (1) of
section 188 in the prescribed form(Form AOC-2)

The company has not entered into transactions referred
to in section 188(1) of The Companies Act, 2013 with
related party and as such no particulars in form AOC-2
are required to be attached to this report.

i) The state of Company''s affairs (Amount in Lakhs)

There is no Material change in the state of affairs of the
company. There is no Revenue from operations. Other
income of the company for the year ended 31/03/2023
was Rs29.48 Lakhs and the year ended
31/03/2024income of the company is Rs. 39.37 Lakhs.
Company had a Profit of Rs. 3.18 Lakhs for the year
ended 31/03/2023 and Rs. 6.68 Lakhs for the year
ended 31/03/2024.

The Company has not issued any share capital or
Debentures during the year. There is no change in the
status of the company or the accounting year.

j) The amount, if any, which it proposes to carry to
any reserves

The Directors do not propose to carry any amount to
reserves.

k) The amount, if any, which it recommends should be
paid by way of dividend

The Directors do not recommend any amount to be
paid by way of dividend.

l) Material Changes and commitments, if any,
Affecting the Financial Position of the Company
which have occurred between the Ends of the
financial year of the company to which the
financial statements relate and the date of the
report.

There are no material changes and/or commitments
affecting financial position of the Company occurred
after end of financial year till date of this report.

m) The Conservation of Energy, Technology
Absorption, Foreign Exchange Earnings and Outgo
in such manner as may be prescribed.

Information and details pursuant to Rule 8(3) of the
companies (Accounts) Rules, 2014 with respect to
above is given below:

(A) CONSERVATION OF ENERGY-

i) The steps taken or impact on conservation of energy:
NIL

ii) The steps taken by the company for utilizing alternate
sources of energy: NIL

iii) The capital investment on energy conservation
equipments:NIL

(B) TECHNOLOGY ABSORPTION-

i) The efforts made towards technology absorption: Not
Applicable

ii) The benefits derived like product improvement, cost
reduction, product development or import substitution:
Not Applicable

iii) In case of imported technology (imported during the last
three years reckoned from the beginning of the financial
year)-

a. The details of technology imported: Not Applicable

b. The year of import: Not Applicable

c. Whether the technology been fully absorbed: Not
Applicable

d. If not fully absorbed, areas where absorption has not
taken place, and the reasons thereof: Not Applicable
and

iv) The expenditure incurred on Research and
Development: NIL

(C) FOREIGN EXCHANGE EARNINGS AND OUTGO

Foreign Exchange earned (actual inflows during the
year): NIL

Foreign Exchange outgo (actual outflows): NIL

n) A statement including development and
implementation of a Risk Management Policy for
the company including identification therein of
elements of risk, if any, which in the opinion of the
board may threaten the existence of the company

The Directors do not foresee any risk that may threaten
the existence of the company in normal course. The
Directors proposes to develop and implement specific
Risk Management Policy on identification of any risk.

o) The details about the policy developed and
implemented by the company on corporate social
responsibility initiatives taken during the year;

Since the Net Worth of the company is below Five
Hundred crores, Turnover of the company is below One
thousand crores, Net Profit of the company is below
Fivecrores. The provision of Section 135 of The
Companies Act, 2013 are not applicable to the
company and hence the company is not required
undertake any corporate Social Responsibility (CSR)
initiatives.

p) In case of a listed company and every other public
company having such paid-up share capital as may
be prescribed, a statement indicating the manner in
which formal annual evaluation has been made by
the Board of its own performance and that of its
committees and individual directors:

Pursuant to provision of the Companies Act, 2013 the
board has carried out the annual performance
evaluation of its own performance as well as the
evaluation of the Audit, Nomination & Remuneration
Committee.

The chairman of Board of directors and the chairman of
Nomination & remuneration Committee met all the
directors individually to get an overview of the
functioning of the board and its constituents inter alia
on the following board criteria i.e. attendance and level
of participation, independence of judgment exercised
by independent directors, interpersonal relationship etc.
Based on the valuable inputs received the directors are

encouraged for effective role in company management.

q) Such other matters as may be prescribed.

(Pursuant to rule 8(5) of The Companies (Accounts)
Rules, 2014)

i) The Financial summary or highlights(Amount in
Lakhs)

The summary of financial Results (standalone) for the
year under review is as under :

Particulars	As on 24	As on 31/03/2023
Turnover and other income	39.37	29.48
Interest and Financial Charges	00.00	00.00
Depreciation and Amortization Expense	00.00	00.00
Profit /Loss(-) Before Tax for the year	8.63	3.90
Profit /Loss(-) After Tax for the year	6.68	3.18

ii) The Change in the nature of business, if any:

There is no Material change in nature of business of the
company.

iii) The Details of Directors or key managerial
personnel who were appointed or have resigned
during the year:

Details of Appointment and Resignation of Director /
KMP during the year areas under:-

Sr. No.	Name	Date of Appointment	?ate of Resignation
NIL

(iiia) A statement regarding opinion of the Board with
regard to integrity, expertise and experience
(including the proficiency) of the independent
directors appointed during the year:

No Independent director was appointed in the company
during the year.

iv) The names of companies which have become or
ceased to be its Subsidiaries, joint ventures or
associate companies during the year:

No company has become or ceases to be subsidiary,
joint venture or associate company during the year.

v) The details relating to deposits, covered under
Chapter V of the Act,-

(a) Accepted during the year: NIL

(b) Remained unpaid or unclaimed as at the end of the
year: NIL

(c) Whether there has been any default in repayment of
deposits or payment of interest thereon during the year
and if so, number of such cases and the total amount
involved-

(i) At the beginning of the year: Not Applicable

(ii) Maximum during the year: Not Applicable

(iii) At the end of the year: Not Applicable

vi) The details of deposits which are not in compliance
with the requirements of Chapter V of the Act: NIL

vii) The details of significant and material orders
passed by the regulators or courts or tribunals
impacting the going concern status and company''s
operations in future: NIL

viii) The details in respect of adequacy of internal
financial controls with reference to the Financial
Statements.

The company has in place adequate internal financial
controls with reference to financial statements. Periodic
audits are undertaken on continuous basis covering all
major operation. During the year no Reportable
Material weakness in the operation was observed.

ix) A disclosure, as to whether maintenance of cost
records as specified by the Central Government
under sub-section (1) of section 148 of the
Companies Act, 2013, is required by the Company
and accordingly such accounts and records are
made and maintained.

Company is not required to maintain the cost records
as specified by the Central Government under sub¬
section (1) of section 148 of the Companies Act, 2013.

x) A statement that the company has complied with
provisions relating to the constitution of Internal
Complaints Committee under the Sexual
Harassment of Women at Workplace (Prevention,
Prohibition and Redressal) Act, 2013.

The Company has adopted a policy on prevention,
prohibition and Redressal of Sexual harassment at
workplace and has duly constituted an Internal
Complaints Committee in line with the provisions of the
Sexual Harassment of Women at Workplace
(Prevention, Prohibition and Redressal) Act, 2013.

Disclosures under Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014
Sr. No.	Requirement under Rule 5(1)	Details
(i>	The ratio of the remuneration of each director to the median remunerationof the employees of the company for the financial year.	0.83%
(ii)	The percentage increase in remuneration of each director, chief financial officer, Chief Executive officer, company secretary or manager, in the financial year.	There has been no increase in remuneration of directors.
(iii)	The percentage increase in the median remuneration of employees in the financial year	8.33%
(hr)	Number of permanent employees on the rolls of the company as on 318tMarch, 2024.	2
(v)	Average percentile increase already made in the salaries of the employees other than the managerial personnel in the last financial year and its comparison with the percentile increase in the managerial remuneration and justification thereof and point out if there are any exceptional circumstances for increase in the managerial remuneration.	Percentile increase in salaries of employees = 27.08% and Percentile decrease in Managerial remuneration = (5.88%) There are no exceptional circumstances.
(vi)	Affirmation that the remuneration is as per the remuneration policy of the company.	The company affirms remuneration is a per the remuneration policy of the company

No Employee of the company has been paid Remuneration
in excess of limits laid down in rule 5(2) of the companies
(Appointment and Remuneration of Managerial Personnel)
Rules, 2014 and hence statement showing details thereof is
not applicable.

Audit Committee

An Audit Committee is in existence under provisions of
Section 177 of the Companies Act, 2013 and
Regulation 18 of Securities and Exchange Board of
India (Listing Obligations and Disclosure Requirements)
Regulations, 2015. The Audit committee comprises of 3
directors namely Mr. Naresh Nanalal Vaghani, Mr. Kirti
Jethalal Doshi and Smt. Rupa Ramnikbhai Zaveri. Mr.
Naresh Nanalal Vaghaniis the Chairman of the Audit
Committee. During the year there was no instance
where the board had not accepted the
Recommendation of Audit Committee.

Vigil Mechanism / Whistle Blower Policy

Pursuant to section 177(9) of the Companies Act, 2013 read
with Rule 7 of the Companies (Meetings of Board and its
Power) Rules, 2014, the Board of Director has adopted vigil
mechanism in the form of Whistle Blower Policy through
which, its Directors, Employees and Stakeholders can
report their genuine concerns about unethical behaviors,
actual or suspected fraud or violation of the Company''s
code of conduct or ethics policy.

It is the Company''s Policy to ensure that no employee is
victimised or harassed for bringing such incidents to the
attention of the Company. The practice of the Whistle
blower Policy is overseen by the Audit Committee of the

Board and no employee has been denied access to the
Committee.The said policy provides for adequate
safeguards a gainst victimization and also direct access to
the higher levels of supervisors.

Mr. Naresh Nanalal Vaghani, the Chairman of the Audit
Committee can be contacted to report any suspected/
confirmed incident of fraud / misconduct on:

Email id.:[email protected]
Contact no.: 022-2209 5533

Your Company hereby affirms that no Director/Employee
has been denied access to the Chairman of the Audit
Committee and that no complaints were received during the
year.

The Board of Directors place on records the services of all
stakeholders and associates who have co-operated in the
working of the Company

By Order of the Board of Directors
For Amit International Limited

Place : Mumbai
Date : 04/09/2024

Kirti Jethalal Doshi (DIN: 01964171)
Chairman and Managing Director

---

Mar 31, 2014

Dear Members

The directors have pleasure in presenting this annual report and audited statement of accounts of the Company for the year ended March 31, 2014 and also management discussion and analysis thereon.

1. FINANCIAL PERFORMANCE:

The total loss during the year stood at Rs. 1.76 lacs and profit before tax during the year stood at Rs. 1.76 lacs as against income of Rs.41.71 lacs and loss of Rs. 95.45 lacs in the previous year.

2. DIVIDEND:

Your Directors do not recommend any dividend in view of carried forward losses.

3. RESPONSIBILITY STATEMENT:

The Directors confirm :

(i) That in the preparation of the annual account for the year under review, the Applicable accounting standards have been followed and that no material departures have been made from the same;

(ii) That they have selected appropriate accounting policies and applied them cosistently and made judgements 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 March 31, 2014 and of the profit for the year ended on that date;

(iii) That they have taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of the Companies Act 1956 for safe guarding the assets of the company and for preventing and detecting fraud and other irregularities; and

(iv) That they have prepared the annual accounts for the year ended on March 31, 2014 on a going concern basis.

4. CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION, FOREGIGN EXCHANGE EARNINGS AND OUTGO:

In view of company engaged only in trading activity there is no information to furnish for energy conservation and technology absorption. During the year, earnings in foreign exchange amounted to Rs. Nil, while Rs.Nil was outgo in foreign exchange.

5. PARTICULARS OF EMPLOYEES :

During the year, none of the employee of the Company was in receipt of remuneration prescribed for disclosure under section 217(2A) of the Companies Act, 1956.

6 CORPORATE GOVERNANCE:

Certificate from auditors on compliance of conditions of corporate governance is annexed to this report. The management discussion and analysis report and compliance report on corporate governance as required by clause 49 of the listing agreement form part of this annual report.

7 PUBLIC DEPOSITS

The Company has not accepted any deposits from public or shareholders.

8 DIRECTORS

Mr. Dinesh Shah , director, retire by rotation and being eligible has offered himself for re- appointment.

9 AUDITORS:

Vinod S. Mehta & Co., Auditors of the company, hold office until the conclusion of the ensuing annual general meeting. Vinod S. Mehta & Co. has expressed their . willingness and confirmed their eligibility for re-appointment as auditors of the company.

10 AUDITORS REPORT:

As regards auditors comments vide paragraph 3 of annexure to their report, your directors have to inform you that the company has not only charged interest on certain advances but also has not paid interest on advances received from certain parties. This is not prejudicial to the interest of the company.

For and on behalf of Board of Directors

Place: Mumbai DATED: 01.09.2014 Kirti J. Doshi Chairman & Managing Director

---

Mar 31, 2013

The directors have pleasure in presenting this annual report and audited statement of accounts of the Compan for the year ended March 31, 2013 and also management discussion and analysis thereon.

1. FINANCIAL PERFORMANCE:

The total income during the year stood at Rs. (41.71) lacs and loss during the year stood at Rs. 95.45 lacs as against income of Rs.195.17 lacs and profit of Rs. 3.60 lacs in the previous year.

The loss during the year is mainly on the sale of Equity shares of Topsun Rim Iron Ore Industries Pvt. Ltd. as M/s. Topsun Rim Iron Ore Ind. Pvt. Ltd. was closed from 2009 for 3 years due to non availability of Raw material i.e. Iron Ore lumps as government of Orissa had closed more than 100 iron ore mines from the year 2009. More than 200 crushing plants in Orissa were closed due to non availability of the Raw Materials. M/s. Topsun had put up the plant for Sale for 2 years but as the mines were closed there were no buyers for the crushing plants. Finally they could find some buyer who was ready to Buy the company as a whole.

2. DIVIDEND:

Your Directors do not recommend any dividend in view of carried forward losses.

3. RESPONSIBILITY STATEMENT:

The Directors confirm:

(i) That in the preparation of the annual account for the year under review, the applicable accounting standards have been followed and that no material departures have been made from the same;

(ii) That they have selected appropriate 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 March 31,2013 and of the profit for the year ended on that date;

(iii) That they have taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of the Companies Act 1956 for safe guarding the assets of the company and for preventing and detecting fraud and other irregularities; and

(iv) That they have prepared the annual accounts for the year ended on March 31, 2013 on a going concern basis.

5. PARTICULARS OF EMPLOYEES:

During the year, none of the employee of the Company was in receipt of remuneration prescribed for disclosure under section 217(2A) of the Companies Act, 1956.

6 CORPORATE GOVERNANCE:

Certificate from auditors on compliance of conditions of corporate governance is annexed to this report. The management discussion and analysis report and compliance report on corporate governance as required by clause 49 of the listing agreement form part of this annual report.

7 PUBLIC DEPOSITS

The Company has not accepted any deposits from public or shareholders.

8 DIRECTORS

Mr. Ashwin Chhatbar, director, retire by rotation and being eligible has offered himself for re-appointment.

9 AUDITORS:

Vinod S. Mehta & Co., Auditors of the company, hold office until the conclusion of the ensuing annual general meeting. Vinod S. Mehta & Co. has expressed their willingness and confirmed their eligibility for reappointment as auditors of the company.

10 AUDITORS REPORT:

As regards auditors comments vide paragraph 3 of annexure to their report, your directors have to inform you that the company has not only charged interest on certain advances but also has not paid interest on advances received from certain parties. This is not prejudicial to the interest of the company.

11. MANAGEMENT DISCUSSION & ANALYSIS RISKS* CONCERN:

There are no specific risks perceived by the Company. The recent global recession and overall fall in textile exports from India and also fall in Capital market remains cause of concern.

INTERNAL CONTROL SYSTEMS AND THEIR ADEQUACY:

The Company has an adequate system of internal controls. The internal control systems provide for clearly spelt out policy guidelines and approval procedures. This system of internal controls is supplemented by internal audit.

MATERIAL DEVELOPMENTS IN HUMAN RESOURCES There were no material developments on human resources front.

For and on behalf of Board of Directors.

Kirti J. Doshi

Chairman & Managing Director

Place: Mumbai.

Date: 30.06.2013

---

Mar 31, 2010

The directors have pleasure in presenting this annual report and audited statement of accounts of the company for the year ended on March 31, 2010 and also management discussion and analysis thereon.

1. FINANCIAL PERFORMANCE

The total income during the year stood at Rs. 3.43 lacs and loss during the year stood at Rs. 29.32 lacs as against income of Rs.463.59 lacs and -profit before tax of Rs. 25.21 lacs in the previous year.

2. DIVIDEND

Your directors do not recommend any dividend in view of carried forward losses.

3. RESPONSIBILITY STATEMENT

The directors confirm: (i) That in the preparation of the annual account for the year under re.iew, the applicable accounting standards have been followed and that no material departures have been madefromthesame;

(ii) That they have selected appropriate accounting policies and applied them consistently and made judgements 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 March 31, 2010 and of the profit for the year ended on that date;

(iii) That they have taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of the Companies Act 1956 for safeguarding the assets of the company and for preventing and detectingfraud and other irregularities; and

(iv) That they have prepared the annual accounts for the year ended on March 31, 2010 on a going concern basis.

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

In view of company engaged only in trading activity, there is no information to furnish for energy conservation and technology absorption. During the year, earnings in foreign exchange amounted to Rs.Nil lacs, while Rs.Nil lacs was outgo in foreign exchange.

5. PARTICULARS OF EMPLOYEES

During the year, none of the employee of the Company was in receipt of remuneration prescribed for disclosure under section 217(2A) of the Companies Act, 1956.

6. CORPORATE GOVERNANCE

A certificate from auditors on compliance of conditions of corporate governance is annexed to this report. The management discussion and analysis report and compliance report on corporate governance as required by clause 49 of the listing agreement form part of this annual report.

7. PUBLIC DEPOSITS

The company has not accepted any deposits from public or shareholders.

8. DIRECTORS

Mr. Dinesh Shah, director, retire by rotation and deing eligible has offered himself for re-appointment.

9. AUDITORS

Vinod S. Mehta & Co., Auditors of the company, hold office until the conclusion of the ensuing annual general meeting. Vinod S. Mehta & Co. has expressed their willingness and confirmed their eligibility for re- appointment as auditors of the company.

10. AUDITORS REPORT

As regards auditors comments vide paragraph 3 of annexure to their report, your directors have to inform you that the company has not only charged interest on certain advances but also has not paid interest on advances received from certain parties. This is not prejudicial to the interest of the company.

11. MANAGEMENT DISCUSSION & ANALYSIS RISKS AND CONCERN

There are no specific risks perceived by the Company. The recent global recession and overall fall in textile exports from India and also fall in Capital market remains a cause of concern.

INTERNAL CONTROL SYSTEMS AND THEIR ADEQUACY

The Company has an adequate system of internal controls. The internal control system provide for clearly spelt out policy guidelines and approval procedures. This system of internal controls is supplemented by internal audit. MATERIAL DEVELOPMENTS IN HUMAN RESOURCES There were no material developments on human resources front.

For and on behalf of Board of Directors

Sd/- Kirit J. Doshi Place : Mumbai Chairman & Managing Director

Date :June 30, 2010