Directors Report of Ashwini Container Movers Ltd.

Mar 31, 2024

Your directors are presenting the Twelfth Annual Report together with the Audited
financial statements and the Auditors’ Report on the business and operations of your
Company for the financial year ended March 31, 2024.

1. FINANCIAL SUMMARY

Financial highlights of your Company for the year ended March 31, 2024 are summarized
below:

(Amount in lacs)

Particulars	For the Year ended March 31, 2024	For the Year ended March 31, 2023
Net Sales /Income from Business Operations	7877.25	7687.08
Other Income	49.27	28.69
Total Income	7926.52	7715.77
Less: Total expenses including Depreciation	(7512.85)	(7317.91)
Profit/(Loss) after depreciation and other expenses	413.67	397.86
Less: Exceptional Items Taxes	(372.13)	(103.12)
Net Profit/(Loss) after Tax	41.54	294.74
Other comprehensive income	-	-
Total comprehensive loss for the year, net of tax	41.54	294.74
Earnings per share (Basic and Diluted)*	16.62	117.90

The Directors of the Company are taking all effective steps to increase the revenue and
reduce the operating cost of the Company. Your directors are confident that the Company
will grow and prosper in the coming years.

2. RESULTS OF OPERATIONS AND THE STATE OF COMPANY’S AFFAIRS
History:

Ashwini Container Movers Ltd. stands today as a renowned pan-India commercial
transportation solution in the world of the freight delivery industry. We stepped into the
transport world in Feb 2002, and till now, we have served a vast diversity of requests from
a varied clientele base with great pride and integrity.

We operate in almost all terrains, making the whole of India accessible to national and
international production. We are committed to keeping our services with global
expectations and discoveries; when it comes to product handling, preservation, and
transformation.

Our iournev so far:

Our belief in collaboration towards communal success means clients can fully trust our
well-maintained networks, in-house staff, and partner companies and staff within the
industry. We have striven as an institution to build authenticity and excellence in our
services from the very beginning.

Our teams realise the importance of ecological accountability and changing trends in
customer satisfaction. Hence, at Ashwini Container Movers Ltd., you will find a dedicated
field of research and development that is far closing the gap between India and the world.

At present, the company owns 200 fleets of its; own, including a wide range of reefer and
dry container vehicles, which includes 20 feet 40 feet Reefer and Non-Reefer container
and more than 100 vehicles in associations.

3. CHANGE IN NAME AND CONSTITUTION OF THE COMPANY

The company was converted into a public limited company pursuant to Board resolution
dated April 10, 2024 and special resolution passed by our Shareholders on May 8, 2024
and the name of our Company was changed from “Ashwini Containers Movers Private
Limited” to ‘Ashwini Containers Movers Limited’. A fresh certificate of incorporation
was obtained on August 07^th, 2024 was accordingly issued by the RoC, CRC.

4. CHANGE IN THE NATURE OF BUSINESS

There was no change in the nature of business carried out by the Company during the
period under review.

5. MATERIAL CHANGES AND COMMITMENTS: 2

There were no material changes & commitments between the end of the financial year to

which the financial statements related and the date of this report, affecting the financial
position of the Company.

6. TRANSFER TO RESERVES

The Board of Directors of your company has decided not to transfer any amount to the
Reserves for the financial year under review.

7. DIVIDEND

In view of the Company’s operating performance during the current fiscal and the
Company’s growth prospects, the Board has not recommended any dividend to the
shareholders for the year ended March 31, 2024.

8. SUBSIDIARIES, JOINT VENTURES AND ASSOCIATE COMPANIES

As on March 31, 2024, Company doesn’t have any Subsidiary & Joint Venture and
Associate Companies at the end of the year.

8. SHARE CAPITAL AND DEBT STRUCTURE

a) Equity Share Capital

During the year under review, the Company has not issued or allotted any new equity
shares.

The Authorized and Paid-up Share Capital of the Company stands at INR 25,00,000/-
(Indian Rupees Twenty-Five Lakhs only), divided into:

- 2,50,000 (Two Lakhs Fifty Thousand) equity shares of INR 10/- (Indian Rupees Ten
only) each.

After the closure of the financial year, the Company has increased its Authorized
Share Capital from INR 25,00,000/- (Two Lakhs Fifty Thousand equity shares of INR
10/- each) to INR 10,00,00,000/- (One Crore equity shares of INR 10/- each)

b) Buy Back / Sweat Equity / Bonus Shares

During the year under review, the Company has not undertaken any buy-back of
securities, nor has it issued any sweat equity or bonus shares.

c) Employee Stock Options

The Company has not granted or issued any employee stock options during the year
under review.

9. BOARD OF DIRECTORS & COMMITTEES

a) Composition of the Board and changes thereto:

During the year under review, the Board of the Company was duly constituted.

As on March 31, 2024, the Board of the Company comprised 2 (Two) Directors
namely: Mr. Bhaskar Kisan Pawar and Mr. Govind Janabhau Sable.

During the year, Ashwini Bhaskar Pawar (DIN: 06520039, Sujata Govind Sable
(DIN: 05222728) and Sunita Bhaskar Pawar (DIN: 05222726) tendered their
resignation from the position of Directorship on 28^th December, 2023 which was
taken on record by the Board of Directors on the same date with immediate effect.

After the closure of the financial year, The Company has appointed Sainath
Bhaskar Pawar as Additional Director of the Company on 29th April, 2024.

b) Number of board meetings

The Board met 4 (Four) times during the year and the intervening gap between the
meetings was within the period prescribed under the Companies Act 2013. The
detail of the meeting is given hereunder:

Sr. No.	Date of Board Meeting	Director present
1.	06.06.2023	5
2.	15.09.2023	5
3.	28.12.2023	2
4.	15.02.2024	2

c) Board Committees:

Nomination and Remuneration Committee

The company is not required to constitute Nomination and remuneration committee
as provisions of Section 178 of the Companies Act, 2013 and rules made
thereunder are not applicable to the company for the financial year ended 31^st
March, 2024.

Stakeholders Relationship Committee

The company is not required to constitute Stakeholders Relationship Committee as
provisions of Section 178 of the Companies Act, 2013 and rules made thereunder
are not applicable to the company for the financial year ended 31^st March,
2024.

The Risk Management Committee was constituted pursuant to resolution passed by
the Board under the provision of Companies act 2013.

The scope and functions of the Risk Management Committee is in accordance with
the Act.

Corporate Social Responsibility Committee

The company is not required to constitute CSR Committee as provisions of Section
135 of the Companies Act, 2013 and rules made thereunder are not applicable
to the company for the financial year ended 31^st March, 2024.

d) Directors’ Responsibility Statement

In accordance with the provisions of Section 134(5) of the Companies Act, 2013
the Board hereby submit its responsibility Statement:

i) in the preparation of the annual accounts, the applicable accounting standards
had been followed along with proper explanation relating to material
departures;

ii) 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
at the end of the Financial Year 2023-24 and of the profit and loss of the
Company for that period;

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

iv) the Annual Financial Statements have been prepared on a Going Concern
basis;

v) the Directors have laid down Internal Financial Controls to be followed by the
Company and that such Internal Financial Controls are adequate and were
operating effectively; and

vi) 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.

7. DEPOSITS

The Company has neither accepted nor renewed any deposits during the year under
review. The details relating to Deposits, covered under Chapter V of the Act are as
under:

(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: Nil

(ii) maximum during the year: Nil

(iii) at the end of the year: Nil

There are no deposits that have been accepted by the Company that are not in
compliance with therequirements of Chapter V of the Act.

8. AUDITORS AND AUDITORS’ REPORT

a) Statutory Auditors:

M/s. C Sharat & Associates, Chartered Accountants (FRN: 128593W) have been
appointed as Statutory Auditors of the Company at the Extra Ordinary General
Meeting held on 24^th August, 2024 for the financial year 2023-24, pursuant to
casual vacancy caused by resignation of M/s. S D Gunjal & Co., Chartered
Accountants, (Membership no. 31624.). The Statutory Auditors will hold office till
the conclusion of the ensuing Annual General Meeting to be held this year.

The report of the Statutory Auditors does not contain any qualifications, reservations
or adverse remarks or disclaimers on the standalone and consolidated audited
financial statements of the Company.

b) Cost Auditors:

The Central Government has not specified the maintenance of cost records under
Section 148(1) of the Companies Act, 2013, for the products/services of the
Company. In view of this, there is no requirement to furnish a cost audit of cost
records of the Company.

c) Secretarial Audit:

The provisions of Secretarial Audit under Section 204 of the Companies Act,
2013, were not applicable to the Company during the financial year 2023-24.

d) Adequacy of internal financial controls with reference to financial
statements:

The Company has laid down adequate internal financial controls commensurate
with the scale and size of the operation of the Company. The key internal financial
controls have been documented, automated wherever possible and embedded in the
respective business processes. These internal financial controls are periodically
reviewed and monitored effectively.

The Company has in place adequate policies and procedures for ensuring the orderly
and effective control of its business, including adherence to the Company’s policies,
safeguarding its assets, prevention and detection of frauds and errors, the accuracy
and completeness of the accounting records, and the timely preparation of reliable
financial disclosures. The Company has an adequate system of internal control
commensurate with its size and nature of business. The Company believes that
these systems provide a reasonable assurance in respect of providing financial and
operational information, safeguarding of assets of the Company, adhering to the
management policies besides ensuring compliance

e) Details in respect of frauds reported by auditors under sub-section (12) of
section 143 other than those which are reportable to the central government:

The Auditor’s Report doesn’t contain any information in relation to fraud.

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

The Company has an Enterprise Risk Management Policy in place which defines
purpose, objective and critical components of the Risk management process in the
organization.

Risk Management is the process of identifying, assessing, measuring, monitoring and
responding (minimizeand/or mitigate) to the risks across the enterprise in a way that is
aligned with the organization’s objective.

10. POLICIES

a) VIGIL MECHANISM:

The purpose of Whistleblower Policy (“Policy”) is to provide a framework to promote
responsible and secure raising of valid concerns. It aims to protect Employee(s)
and Third Party(ies) wishing to raises concern about irregularities and unethical
practices within the Company.

The Company has devised various modes for reporting such unethical practices
through a dedicated helpline number, email support, online portal and through
written communications.

The Company has put in place adequate measures for the visibility of the whistle
blower policy to employees and stakeholders at the workplace and at the plants

b) DISCLOSURES PERTAINING TO THE SEXUAL HARASSMENT OF
WOMEN AT THE WORKPLACE (PREVENTION, PROHIBITION AND
REDRESSAL) ACT, 2013

Our Company has always believed in providing a safe and harassment free
workplace for every individual working in the Company premises. Company
always endeavors to create and provide an environment that is free from any
discrimination and harassment.

The policy on prevention of sexual harassment at workplace aims at prevention
of harassment of employees (whether permanent, temporary, ad-hoc, consultants,
interns or contract workers irrespective of gender} and lays down the guidelines
for identification, reporting and prevention of undesired behavior. The Company
has duly constituted internal complaints committee as per the said Act.

During the financial year ended March 31, 2024, there will nil complaints
recorded pertaining to sexual harassment.

c) Nomination and Remuneration Policy

The company is not required to formulate the concerned policy since it is not
required to constitute Nomination & Remuneration Committee as provisions of
Section 178 of the Companies Act, 2013 and rules made thereunder for the
financial year ended 31^st March, 2024.

d) Policy on Related Party Transactions:

The company is not required to formulate the said policy for the financial year
ended 31^st March, 2024.

e) Corporate Social Responsibility Policy

The company is not required to formulate the concerned policy since it is not
required to constitute CSR Committee as provisions of Section 178 of the
Companies Act, 2013 and rules made thereunder for the financial year ended
31^st March, 2024.

11. PARTICULARS OF LOANS, GUARANTEES OR INVESTMENTS MADE
UNDER SECTION 186 OF THE COMPANIES ACT, 2013

Details of the loans, guarantees and investments, as required under Section 186 of the
Companies Act, 2013 are provided as part of the notes to the financial statements of
the Company.

12. PARTICULARS OF CONTRACTS OR ARRANGEMENTS MADE WITH
RELATED PARTIES

None of the transactions with related parties fall under the scope of Section 188 (1) of
the Companies Act 2013. The Board of Directors draw the attention to the financial
statements which set out the related party disclosure pursuant to Indian Accounting
Standard 24 (INDAS 24). The transactions disclosed therein were in ordinary course
of business and on arms’s length basis.

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

The provisions relating to Energy Conservation, Technology Absorption, and Foreign
Exchange Earnings and Outgo, as specified under Section 134(3)(m) of the Companies
Act, 2013, are not applicable to the Company. As the Company was a private Company
till August 7^th, 2024; we do not have any significant transactions or operations that would
necessitate these disclosures. However, the Company remains committed to sustainable
practices and efficient resource management.

14. 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

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

15. ANNUAL RETURN

As required under the provisions of Companies Act 2013, the draft of the Annual
Return of the Company has been placed on the website of the Company at
https://ashwinimovers.com/.

Annual return web link: https://ashwinimovers.com/about-us/

16. COMPLIANCE WITH SECRETARIAL STANDARDS

The Directors state that the applicable Secretarial Standards i.e. SS-1 and SS-2, issued by
the Institute of Company Secretaries of India, relating to Meeting of Board of Directors
and General Meetings respectively have been duly complied with.

17. TRANSFER OF UNCLAIMED DIVIDEND TO INVESTOR EDUCATION
AND PROTECTION FUND

The provisions of Section 125(2) of the Companies Act, 2013 do not apply since there
was no dividend declared and paid last year and there no dividends required to be
transferred to Investor Education and Protection Fund.

18. PENDING PROCEEDINGS UNDER THE IBC CODE, 2016

There are no pending proceedings filed against the Company under the Insolvency and
Bankruptcy Code 2016.

19. VALUATION FOR LOANS OBTAINED FROM FINANCIAL
INSTITUTIONS/ BANKS

There was no instance of one-time settlement with any Bank or Financial Institution during
the period under review.

20. ACKNOWLEDGEMENTS

Your Directors place on record their sincere thanks to bankers, business associates,
consultants, and various Government Authorities for their continued support extended to
your Companies activities during the year under review. Your Directors also
acknowledges gratefully the shareholders for their support and confidence reposed on
your Company.

Behalf of the Board of Directors of
Ashwini Container Movers Limited

Bhaskar Kisan Pawar Govind Janabhau Sable

Director Director

(DIN: 05222727) (DIN: 05222725)

Date: September 09, 2024 Date: September 09, 2024

Place: Mumbai Place: Mumbai