Directors Report of Jatalia Global Ventures Ltd.

Mar 31, 2024

Your Directors have pleasure in presenting the 37^th Annual Report on the businesses and
operations of the Company and audited financial accounts for the financial year ended 31^st March,
2024.

1. FINANCIAL RESULTS

The financial performance of the Company for the year ended on March 31^st, 2024 is summarized
below:

(Amount in “00")

Particulars	Current Year 2023¬ 2024	Previous Year 2022-2023
Total Revenue from Operations	6,282.06	21,714.45
Total Expenses	26,016.07	1,924,755.63
Profit before Tax	(19,734.02)	(1,903,041.18)
Current Tax
Deferred Tax	-	11,066.31
Previous Tax
Profit after tax	(19,734.02)	(1,914,107.49)
Earnings per Share	(0.13)	(12.78)

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

The Profit after tax is Rs. (19,73,402) as compared to loss of Rs. (19,14,10,749) during the previous
financial year.

3. DIVIDEND

Your Directors has not recommended any dividend for the current financial year.

4. TRANSFER TO RESERVES

Your Company has not transferred any amount to Reserves & Surplus during the year.

5. CAPITAL STRUCTURE OF THE COMPANY

During the financial year under review, the Authorized Share Capital of the Company was Rs.
15,33,70,000/- (Rupees Fifteen Crores Thirty-Three Lakhs Seventy Thousand only), and the Issued,
Subscribed and Paid-up Share Capital of the Company stood at 15,12,56,530/- (Rupees Fifteen

Crores Twelve Lakhs Fifty-Six Thousand Five Hundred Thirty only) divided into 1,51,25,653 shares
of Rs 10 each. There was no change in the capital structure of the Company during the year.

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6. DETAILS OF SUBSIDIARIES

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The company is not having any subsidiary company.

7. DIRECTORS AND KEY MANAGERIAL PERSONNEL:

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The Composition of Board of Directors is not optimum as per Companies Act, 2013 and SEBI LODR
Regulations.

8. RE-APPOINTMENT OF DIRECTOR:

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In accordance with the relevant provisions of the Companies Act, 2013. Mr. Ajay (Power
Suspended), Director of the Company will retire by rotation in the ensuing Annual General Meeting
and being eligible, offers himself for re-appointment. The Board recommends his appointment for
the consideration of members of the Company in the ensuing Annual General Meeting.

9. COMMITTEE OF BOARD:

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The Company had constituted such committees as required under the Companies Act, 2013 along
with the related rules made thereunder read with Listing Obligations & Disclosure Requirements
Regulations, 2015. Following Committees are functional:

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(A) Audit Committee;

(B) Nomination and Remuneration Committee;

(C) Stakeholders Relationship Committee

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(A) AUDIT COMMITTEE: (power Suspended)

Four audit Committee meetings were held during the financial year 2023-24, under review.

Name of the	Designation
Director
YOGENDER	Chairperson
AJAY	Member
NARENDER	Member

The present constitution of the Audit Committee meets the requirements of the regulation 18 of the
Listing Obligations & Disclosure Requirements Regulations, 2015 and Section 177 of the Companies
Act, 2013. The Audit Committee Policy are available on our website.

(B) NOMINATION AND REMUNERATION COMMITTEE: (power Suspended)

Four Committee meetings were held during the financial year 2023-24, under review.

Name of the Director	Designation
YOGENDER	Chairperson
AJAY	Member
NARENDER	Member

Pursuant to the provisions of Section 178 of the Companies Act, 2013 and the related rules made
thereunder read with Securities and Exchange Board of India (Listing Obligations and Disclosure
Requirements) Regulations, 2015 (Hereinafter referred to as “SEBI Regulations”), the Board of
Directors of the Company has constituted the Nomination and Remuneration Committee to perform
such role as prescribed under the Companies Act, 2013 and SEBI Regulations. The Nomination and
Remuneration Policy are available on our website:

(C) STAKEHOLDERS RELATIONSHIP COMMITTEE: (power Suspended)

The Composition of the Stakeholders Relationship Committee comprised of the following members
as on March 31, 2024:

Name of the Director	Designation
YOGENDER	Chairperson
AJAY	Member
NARENDER	Member

No complaints were received during the year under review.

10. Vigil Mechanism and Whistle Blower Policy:

The Company has adopted a Whistle Blower Policy, as part of Vigil mechanism to provide
appropriate avenues to the Directors and Employees to bring to the attention of the management
any issue which is perceived to be in the violation of or in conflict with the business interest of the
company. During the year, there have been no complaints received.

11. Code of Conduct for Prevention of Insider Trading:

The Company has adopted the Revised Code of Conduct for Prevention of Insider Trading, under the
SEBI (Prohibition of Insider Trading) Regulations on March 29, 2020, pursuant to the Securities and
Exchange Board of India (Prohibition of Insider Trading) (Amendment) Regulations, 2018 and
(Amendment) Regulations, 2019. The Revised Code lays down guidelines for procedures to be
followed and disclosures to be made while dealing with the shares of the Company in order to
further strengthen the framework for prevention of insider trading to facilitate legitimate business
transactions. The Company has also adopted the Code of Corporate Disclosure Practices for
ensuring timely and adequate disclosure of Unpublished Price Sensitive Information, as required
under the Regulations.

12. Corporate Social Responsibility (CSR) Policy:

At present the company is not covered under CSR provisions as per criteria laid down under section
135(1) of the Companies Act, 2013 and therefore no such expenditure has been incurred during the
year as prescribed under section 135(5) of the Companies Act, 2013.

13. MEETINGS OF BOARD:

During the year, five meetings of the Board of Directors were held, all the directors actively
participated in the meetings and contributed valuable inputs on the matters brought before the
Board of Directors from time to time, details of which are given below:

S.NO.	DATE OF MEETINGS
1.	30/05/2023
2.	27/06/2023
3.	14/08/2023
4.	08/11/2023
5.	10/02/2024

14. MATERIAL CHANGES AND COMMITMENTS AFFECTING FINANCIAL POSITION OF THE
COMPANY BETWEEN THE END OF THE FINANCIAL YEAR AND DATE OF THIS REPORT:

The Company was placed into Insolvency Resolution Process (CIRP) by Hon''ble National Company
Law Tribunal, New Delhi Bench, Vide Order dated 07.03.2024 in CP (IB) No. 263/ND/2023 under
Section 7 of the Insolvency and Bankruptcy Code, 2016 (hereinafter referred to as "I B Code, 2016”).
The insolvency commencement date in respect of corporate debtor is 07.03.2024 (Order was
received by IRP on 02.04.2024 from NCLT New Delhi Bench-Il).

Due to which the power of the board of the director has been suspended and all the power of the
board shall be exercised by the resolution professional.

15. STATUTORY AUDITORS:

The Statutory Auditors, M/s. Girotra & Co., Chartered Accountants, Chandigarh, FRN: 025056N,
have been appointed to act as the Statutory auditor of the Company on Annual general meeting held
for year 2019 for a period of 5 years and to hold the office from the conclusion of 32^nd AGM till
conclusion of 36^th AGM on such remuneration and reimbursement of all other out of pocket
expenses whenever incurred, as may be decided by the Board and that the Resolution
Professional in terms of the provisions of the section 28(1)(m) of the Insolvency and Bankruptcy
Code, 2016 took the proposal, for the appointment of auditors which was approved by CoC with
requisite majority and therefore M/s. Girotra & Co., Chartered Accountants, Chandigarh, FRN:
025056N has to be appointed for the period of five years from the conclusion of 37^th AGM which
shall be conducted on 30^th September 2024 till the conclusion of 42^nd AGM which shall be
conducted in the year 2029.

The Notes on accounts referred to in the Auditors'' Report are self-explanatory and do not call for
any further comments.

16. DECLARATION BY INDEPENDENT DIRECTOR:

The Company has received the necessary declaration from each Independent Director in
accordance with Section 149(7) of the Companies Act, 2013, that he meets the criteria of
independence as laid out in sub-section (6) of Section 149 of the Companies Act, 2013.

17. DEPOSITS:

During the period under review, the Company has NOT accepted deposits from its members in
relation to which the process prescribed under Section 73 of the Companies Act, 2013 read with the
Companies (Acceptance of Deposit) Rules, 2014.

18. SECRETARIAL AUDITOR:

Pursuant to the provisions of Section 204(1) of the Companies Act, 2013 and the Companies
(Appointment & Remuneration of Managerial Personnel) Rules, 2014, the resolution Professional
had appointed M/s Jain Preeti & Co., Practicing Company Secretary to undertake the Secretarial
Audit for the F.Y. 2023-24. The Secretarial Audit Report for F.Y. 2023-2024 is Annexed herewith
marked as Annexure A to this Report.

20. COST AUDITOR:

During the period under review, Cost Audit is not applicable to the Company.

21. SECRETARIAL STANDARDS

The Institute of Company Secretaries of India had revised the Secretarial Standards on Meetings of
the Board of Directors (SS1) and Secretarial Standards on General Meetings (SS-2) with effect from
October 1, 2017. The Company has devised proper systems to ensure compliance with its
provisions and is in compliance with the same.

22. GREEN INITIATIVE:

Pursuant to section 101 and 136 of the Act read with Companies (Management and Administration)
Rules 2014, the Company can send Notice of Annual General Meeting, financial statements and
other communication in electronic forms. Your Company is sending the Annual Report including the
Notice of Annual General Meeting, audited financial Statements, Directors'' Report along with their
annexure etc. for the Financial Year 2023-24 in the electronic mode to the shareholders. Electronic
copies of the annual report 2023-24 and notice of the 37^th AGM are sent to all members whose email
address registered with the Company

23. E-VOTING

In terms of requirements of the Companies Act, 2013 and the relevant rules made thereunder, the
Company has provided ''remote e-voting'' (e-voting from a place other than venue of the AGM)
facility through NSDL Platform, for all members of the Company to enable them to cast their votes
electronically, on the resolutions mentioned in the notice of the 37^th Annual General Meeting (AGM)
of the Company.

24. DEVELOPMENT AND IMPLEMENTATION OF RISK MANAGEMENT POLICY:

Pursuant to Section 134 (3) (n) of the Companies Act, 2013, a Risk Management Policy has been
framed by the Board. In terms of the requirement of the Act, the Board has developed and
implemented the Risk Management Policy. Our senior management identifies and monitors the risk
on regular basis and evolves process and system to control and minimize it. With regular check and
evaluation business risk can be forecasted to the maximum extent and thus corrective measures can
be taken in time. This Policy seeks to minimize the adverse impact of these risks, thus enabling the
Company to control market opportunities effectively and enhance its long term competitive
advantage. Several risks can impact the achievement of a business objective. Similarly, a single risk
can also impact the achievement of several business objectives. The focus of risk management is to
assess risks and deploy mitigation measures. This is done through periodic review of the risk and
strategy of the Board. During the last financial year, the Company''s risk management practices were
primarily focuses on the effectiveness of strategic programs in improving our competitive position
which provides unique place to the Company in today''s competitive business world, our good team
of employees and professionals always prepared to address any incidents that may cause business
disruptions to our physical and technological model, strengthening internal control to detect
fraudulent activity, leadership development and monitoring possible.

25. STATUTORY INFORMATION REGARDING CONSERVATION OF ENERGY. TECHNOLOGY
ABSORPTION AND FOREIGN EXCHANGE EARNINGS AND OUTGO

Statement containing the necessary information as required u/s 134(3) read with Companies
(Accounts) Rules, 2014 is given are as under:

Current Year Previous Year

2023-24 2022-23

Energy Conservation Nil Nil

Technology Absorption Nil Nil

Foreign Exchange Earnings and Outgoing Nil Nil

26. DIRECTORS'' RESPONSIBILITY STATEMENT:

Pursuant to the requirement of section 134(5) of the Companies Act, 2013, the Directors state that:

a) In the preparation of the annual accounts, the applicable accounting standards had been followed
along with proper explanation relating to material departures.

b) 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 at the end of the financial year and of the profit of the Company for
that period.

c) The directors had taken proper and adequate care for the maintenance of adequate accounting
records in accordance with the provisions of this Act 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 laid down internal financial controls to be followed by the Company and that
such internal financial controls are adequate and were operating effectively.

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

27. PARTICULARS OF LOANS. GUARANTEES OR INVESTMENT:

Details of Loans, Guarantees and Investments, if any, covered under the provisions of Section186 of
the Act are given in the notes to the Financial Statements.

28. PARTICULARS OF RELATED PARTY TRANSACTIONS:

In line with the requirements of the Companies Act, 2013 and Listing Regulations, all related party
transactions are entered into, on arm''s length basis, in the ordinary course of business. Form No.
AOC-2 is annexed as Annexure- B to this report.

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

Internal Control Systems and their adequacy:

The management has put in place effective Internal Control Systems to provide reasonable
assurance for:

• Safeguarding assets and their usage.

• Maintenance of Proper Accounting Records

• Adequacy and Reliability of the information used for carrying on Business Operations.

Key elements of the Internal Control Systems are as follows:

• Existence of Authority Manuals and periodical updating of the same for all Functions.

• Existence of clearly defined organizational structure and authority.

• Existence of corporate policies for Financial Reporting and Accounting.

• Existence of Management Information system updated from time to time as may be required.

• Existence of Audit System.

• Periodical review of opportunities and risk factors depending on the Global / Domestic Scenario
and to undertake measures as may be necessary.

• The Company has an Auditor to ensure compliance and effectiveness of the Internal Control
Systems in place.

• The management is regularly reviewing the internal progress reports of the Company for
performance review which carried out in all the key areas of the operations.

• Periodical reports are regularly circulated for perusal of Board of Directors of the Co mpany for
the appropriate action as required

• Normal foreseeable risks of the Company''s assets are adequately covered by comprehensive
insurance. Risk assessments, inspections and safety audits are carried out periodically.

30. PERFORMANCE EVALUATION:

The Board evaluates the performance of Non-executive and Independent Directors every year. All
the Non-Executive and Independent Directors are eminent personalities having wide experience in
the field of Business, Industry, Law and Administration. Their presence on the Board is
advantageous and fruitful in taking business decisions.

31. PARTICULARS OF EMPLOYEES:

The information required pursuant to section 197(12) read with Rule 5(1) of the Companies
(Appointment and Remuneration of Managerial Personnel), Rules, 2014 and Companies
(Particulars of Employees), Rules 1975, in respect of employees of the company and Directors is
furnished in Annexure-D. There are no employees drawing remuneration in excess of the limits
specified under Section 197 of the Companies Act, 2013 read with Rule 5(2) & (3) of the Companies
(Appointment and Remuneration of Managerial Personnel) Rule, 2014.

32. OTHER DISCLOSURES:

Since the company has not issued any Sweat Equity Shares, Equity Shares with differential voting
rights and issue of shares under employee''s stock option scheme, the details are not given.

• The company had not made any purchase of shares or given any loans for purchase of shares.

• The company had not made any buy- back of shares.

• The company has adhered to the Secretarial Standards and made disclosures in relation to the
Boards'' Report for the year under review.

• There are no significant and material orders passed by the regulators or Courts or Tribunals
impacting the going concern status and the company''s operations in future.

• There are no further or typical areas of risks or concerns outside the usual course of business
foreseeable. Internal control systems are found to be adequate and are continuously reviewed for
further improvement.

33. MANAGEMENT DISCUSSION & ANALYSIS:

Management Discussion & Analysis Report on the business of the Company for the year ended
March 31, 2024 is annexed as Annexure C to this Report. In this we have attempted to include
discussion on all the specified matters to the extent relevant or within limits that in our opinion are
imposed by the Company''s own competitive position.

34. DISCLOSURE OF ACCOUNTING TREATMENT:

In the preparation of financial statements, treatment that prescribed in an Accounting Standard has
been followed.

35. ENVIRONMENT & SAFTEY:

The Company is very conscious of the need to protect environment. The company is taking all
possible steps for safeguarding the environment.

36. CAUTIONARY STATEMENT:

Statements in this “Management Discussion & Analysis” which seek to describe the Company''s
objectives, projections, estimates, expectations or predictions may be considered to be “forward
looking statements” within the meaning of applicable securities laws or regulations. Actual results
could differ materially from those expressed or implied. Important factors that could make a
difference to the company''s operations include global and Indian demand supply conditions,
finished goods prices, stock availability and prices, cyclical demand and pricing in the company''s
markets, changes in the government regulations, tax regimes, economic developments within India
and countries with which the company conducts business besides other factors, such as litigation
and other labor negotiations.

37. OBLIGATION OF COMPANY UNDER THE SEXUAL HARASSMENT OF WOMEN AT
WORKPLACE (PREVENTION. PROHIBITION AND REDRESSAL) ACT. 201 3:

In terms of provisions of the Sexual Harassment of Women at Workplace (Prevention, Prohibition
and Redressal) Act, 2013, the Company has already formulated a Policy to prevent Sexual
Harassment of Women at Workplace. In addition to above, there were no such cases filed pursuant
to the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act,
2013.

38. CORPORATE GOVERNANCE:

The Company has been in compliance with the reporting on Corporate Governance as per
Regulation 15 of SEBI (Listing Obligation and Disclosure requirements) Regulations, 2015.

39. FUTURE OUTLOOK:

Management is confident of meeting all the challenges of the changing business environment.

40. POLICIES

We seek to promote and follow the highest level of ethical standards in all our business transactions
guided by our value system. The SEBI (Listing Obligations and Disclosures Requirements)

Regulations, 2015 mandated the formulation of certain policies for all Listed Companies. The
policies are reviewed periodically by the Board and updated based on need and new compliance
requirement.

Name of the Policies	Brief Description
Nominatio n and Remunera tion policy	This policy formulates the criteria for determining qualifications, competencies, positive attributes and independence for the appointment of a director (Executive/ Non-Executive) and also the criteria for determining the remuneration of the Directors, KMP and other employees.
Policy for Determini ng Materialit y for Disclosur es	This policy applies to disclosures of material events affecting the Company. This policy is in addition to the Company''s corporate policy statement on investor relations, which deals with the dissemination of unpublished price sensitive information. The Company is committed to being open and transparent with all stakeholders.
Code of Conduct for the Director and Senior Manageri al Persons	The Company in its Board of Directors Meeting has approved the “Code of Conduct” applicable for all Board members and senior managerial persons. As per requirements of the listing agreement a copy of “Code of Conduct” was sent to all Directors. A copy of the same is also available at Registered Office of the Company.
Policy for the Preservati on of Document s	In terms of Regulation 9 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, the Board of Directors of company has adopted this Policy for the Preservation of Documents.
Vigil Mechanis m/ Whistle Blower Policy	The Company has adopted the whistleblower mechanism for the Directors and employees to report concerns about unethical behavior, actual or suspected fraud, or violation of the Company''s code of conduct and ethics.
Related Party Transacti on Policy	The policy regulates all the transactions between the Company and its related parties.
Insider Trading Policy	The policy provides the framework in dealing with securities of the Company.

Anti¬ Sexual Harassme nt Policy

The Company has in place a Prevention of Sexual Harassment policy in line with the requirements of the Sexual Harassment of Women at the Workplace (Prevention, Prohibition and Redressal) Act, 2013. An Internal Complaints Committee has been set up to redress complaints received regarding sexual harassment. All employees (permanent, contractual, temporary, trainees) are covered under this policy. During the year 2023-2024, no complaints were received by the Company related to sexual harassment

Risk Managem ent Policy

Your Company has established a comprehensive risk management policy to ensure that risk to the Company''s continued existence as a going concern and to its development are identified and addressed on timely basis.

ACKNOWLEDGEMENT:

Your Directors would like to express their sincere appreciation for the continued support and co¬
operation from shareholders, customers, suppliers, banks, government authorities, vendors,
financial institutions and such other business associates. Your Directors also wish to place on
record their deep sense of appreciation for the committed services by the Company''s executives,
staff and employees without whose dedication your Company could not have achieved the year''s
milestone.

FOR JATALIA GLOBAL VENTURES LIMITED (undergoing CIRP)

Sd/-

Mohd Nazim Khan

Date: 07.09.2024 Resolution Professional

Place: Delhi Jatalia Global Ventures Limited (Under CIRP)

IBBI Reg No.: IBBI/IPA-002/IP- N00076/2017-18/10207
E-mail ID: [email protected];
[email protected]

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Mar 31, 2014

Dear Members,

On behalf of the Board of Directors of your Company, it is my privilege to present the 27th Annual Report on the business and operations of the Company together with the Audited Statement of Accounts for the financial year ended March 31, 2014 and Auditor''s Report thereon.

Financial Highlights:

The Profit & Loss Account of your Company on standalone basis shows a loss of Rs. 0.071 Lacs. The brief financial highlights are as below:

(Rs. In Lacs)

Particulars Year Ended Year Ended March 31, 2014 March 31, 2013

Total Income 704.43 8108.41

Profit before depreciation 1.43 14.34

Depreciation 0.32 0.05

Profit after Depreciation 1.400 14.29

Profit before tax 1.400 14.29

Provision for Taxation (Current & Deferred) 0.46 3.55

Profit After Taxation (0.07) 10.74

Operational Performance:

During the financial year 2013-14, the Company has recorded revenue of Rs. 704.43 Lacs. The Company has earned net loss of Rs. 0.071 Lacs during the year as compared to profit Rs. 10.74 Lacs in the last year. The Directors are optimistic about future performance of the Company.

Your Company has incurred the above stated loss due to falling margins and intense competition in the products dealt with by the Company. The company took note of the same and constituted Strategic Review Committee to review the marketing strategy and to suggest changes in the product mix. On the basis of the Report of Committee slow moving and/or non-selling products have been phased out for the efficient and smooth running of business. This has resulted in steep fall in Income which is being reflected in the annual Accounts of the Company for the year ended 31st March, 2014. It is, however, expected that the change in policy of product mix shall have positive effects in the operations of the company in the years to come.

Public Deposits:

During the year, the Company has not invited/accepted any deposits under Section 58A of the Companies Act, 1956.

Dividend:

In view of the inadequacy of profits, your Directors do not recommend any Dividend for the Financial Year ended on 31st March, 2014.

Updates on Proposed Merger:

In the Board Meeting held on June 28, 2013, the Board of Directors of the Company had approved the Scheme of Amalgamation which consists of Merger of Jatalia Global Ventures Ltd (JGVL), Jatalia Industrial Park Pvt Ltd (JIPL), Lusa Private Ltd (Lusa) and Surya Soft-Tech Ltd (Surya) [Transferor Companies] with Aashee Infotech Ltd. (AIL) [Transferee Company], The Application under clause 24(f) of the listing agreement had already been submitted to the Designated and Regional Stock Exchange(s) where the shares of Aashee Infotech Limited are listed. The petition under section 391- 394 of the Companies Act, 1956 has been submitted to Hon''ble High Court of Punjab and Haryana at Chandigarh. The Meeting of Shareholders of the Transferee Company for the Scheme of Amalgamation shall be convened on September 5, 2014 vide order dated 25th July, 2014 of Hon''ble High Court of Punjab and Haryana at Chandigarh.

Change in Registered office:

During the year under review, the Company has filed e-form 18 under section 17 of the Companies Act, 1956 to the Registrar of Companies, NCT of Delhi and Haryana, for shifting of Registered Office of your Company within the local limits of Gurgaon and Haryana without change in the Jurisdiction of the Registrar of Companies, NCT of Delhi and Haryana from ANM House, SCO 11-12, 2nd Floor, Part-ll, Sector-15, Gurgaon Haryana-122001 to A-48/40, DLF Phase-1, Gurgaon-122002, Haryana w.e.f. 22.10.2013 Directors:

Articles of Association of the Company provide that at least two-third of our Directors shall be subject to retirement by rotation. One-third of these retiring Directors must retire from office at each Annual General Meeting of the Shareholders. The Retiring Directors are eligible for re-election.

Mr. Anil Kumar Jain, Director retires by rotation and being eligible offer himself for re-appointment at the ensuing Annual General Meeting.

Company Secretary:

Mr. Chandra Kishor Jha who was appointed as Company Secretary of the Company with effect from 1st November, 2011 had resigned and his resignation was accepted with effect from 28th December, 2013.

Mr. Anand Parkash Sharma a fellow member of the ICSI, Delhi has been appointed, by the Board of Directors of the Company, as Company Secretary of the Company with effect from 31st July, 2014.

Statutory Auditors:

M/s. UBS & Co. Chartered Accountants (Firm Registration No. 012351N), Delhi, Statutory Auditors of the Company, holds office until the conclusion of the ensuing Annual General Meeting and is recommended for re-appointment. A Certificate from the Auditors has been received to the effect that their re-appointment, if made, would be within the limits prescribed under section 139 of the Companies Act, 2013 and that they are not disqualified for re-appointment within the meaning of section 141 of the said Act.

Auditors Observations:

The observations made by Auditors with reference to notes to account are self explanatory and need no comments.

Compliance certificate:

The Company has obtained a Compliance Certificate under Section 383A of the Companies Act, 1956 from a Whole Time Company Secretary in Practice and same has been attached with the Report.

Directors'' Responsibility Statement:

Pursuant to the requirement under Section 217(2AA) of the Companies Act, 1956 with respect to Directors'' Responsibilities Statement, it is hereby confirmed:

(i) that in the presentation of the annual accounts for the financial year ended March 31, 2014, the applicable accounting standards have been followed;

(ii) that the Directors had selected such accounting policies and applied them consistently and made judgments and estimates that are made 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 and of the profit of the company for that period;

(iii). that the Directors had 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 detecting frauds and other irregularities;

(iv) that the Directors had prepared the annual accounts for the financial year ended March 31, 2014 on a going concern basis.

Personnel:

Your Company has talented and dedicated professional employees to help the Company achieve its goal. To retain and develop these employees, human resources group has been working with an objective to enhance employee competence through various initiatives and maximizing employee contribution towards the organizational goals.

Information in accordance with the provisions of Section 217(2A) of the Companies Act, 1956 read with the Companies (Particulars of Employees) Rules, 1975, as amended, is not applicable to the Company since there is no such employee who fulfills the requirement of that section.

Conservation of Energy, Technology Absorption, Foreign Exchange Earnings & Outgo:

Pursuant to Section 217 (1) (e) of the Companies Act, 1956, read with the Companies (Disclosure of Particulars in the Report of the Board of Directors) Rules, 1988

Particulars Current Year Previous Year 2013-14 2012-2013

A. Conservation of Energy Nil Nil

B. Technology Absorption Nil Nil

C. Foreign Exchange Earnings & Outgo Nil Nil

Corporate Governance:

The report of Corporate Governance and Management Discussion and Analysis Report has been annexed to this report and forms part of the Director''s Report

Cessation

During the year Mr. Varun Sharma expressed his inability to continue as a Director due to other commitments and submitted his resignation. The Board of Directors has accepted the same and placed on record its appreciation for the services rendered by Mr. Varun Sharma during his tenure as Director of the Company.

Employees

The Company has taken a number of initiatives to attract, retain and develop talent in the organization. Some of them include HR (HR query management system), the employee referral scheme, increments every three months, training & development programs, medical insurance, social functions etc.

The Managing Director has been addressing the employees on periodic basis to provide information on development of the Company and to understand the concerns of the employees.

Your Company understands that the employees are the main assets of the company and it is necessary that they feel challenged to use their intellectual skills to the best of their abilities and add value to themselves even as they add value to the Company.

Acknowledgement

The Directors are thankful to the Bankers, Customers, Dealers, and Vendors for their valuable support and assistance.

The Directors wish to place on record their appreciation of the commendable work done, dedication and sincerity by all the employees of the Company at all levels during the year under review.

The Company will make every effort to meet the aspirations of its shareholders and wish to sincerely thank them for their whole hearted co-operation and support at all times.

For and on behalf of the Board For Aashee Infotech Limited

Place: Delhi

Sd/- Chairman & Managing Director Date: 6th August, 2014 Name - lnder Bansal DIN-00005426

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Mar 31, 2011

To The Members of Aashee Infotech Limited

The directors have pleasure in presenting the 24th Annual Report audited financial statements and accounts for the year ended March 31, 2011.

1. FINANCIAL PERFORMANCE

The summary of the financial performance of the Company for the financial year ended 31st March, 2011 compared to the previous year ended 31 March, 2010 is given below:

Particulars (Rs. In Lacs)

Year ended Year ended March 31, 201 March 31, 2010

Net Sales/ Income 1836.01 1994.89

Profit before Depreciation & Tax 8.46 12.67

Depreciation 0.15 0.08

Profit after Depreciation 8.31 12.59

Less: Prior Period Items _ 2.39

Profit before Taxation 8.31 10.20

Deferred Tax. 0,01 0.02

Profit after Tax 8.30 10.18

Balance brought forward from last year (359.46) (369.64)

Balance carried to Balance Sheet (351.16) (359.46)

2. OPERATIONS

During the year under review, the turnover of the Company decreased to Rs. 1836.01 Lacs as against Rs.1994.89 Lacs reported last year. This decline is due to market competition & price variations. The Company has earned a net profit after tax of Rs 8.30 Lacs, as against the net profit of Rs.10.18 Lacs reported last year.

The Board of Directors is taking further initiatives to enhance the area of operations which would have significant increase in sales volume and net profit in coming years.

3. DEPOSITS: ,

Your company has not accepted any deposits from public during the year under1 review

within the meaning of Section 58-A of the Companies Act, 1956 and the rules framed there under.

4. DIVIDEND:

Due to accumulated losses, your Directors do not recommend any dividend.

5. CODE OF CONDUCT FOR DIRECTORS AND SENIOR MANAGERIAL PERSONS

The Company in its Board of Directors meeting held on 27.01.2006 has approved the "Code of Conduct" applicable for all board members and senior managerial persons. As per requirement of Listing Agreement and provisions of "Code of Conduct" were sent to all Directors and the copy of the same is available from Registered Office of the Company.

6. DIRECTORS:

During the year ended March 31,2011 the Board consisted of the following Members:

Mr. Inder Bansal : Chairman-cum Managing Director

Mr. Anil Jain : Director

Mr. Arun Jain : Director

Mr. Rajesh Girotra : Director

The Board wishes to place on record its appreciation for the guidance and valuable services rendered by Mr. Inder Bansal and Mr. Anil Jain during their tenure as members of the Board.

Mr. Rajesh Girotra, who retires by rotation in the ensuing Annual General Meeting, is eligible and offers himself for re-appointment.

7. CORPORATE GOVERNANCE:

Your Company believes that Corporate Governance is the basis of stakeholder satisfaction. Your Company's Governance practices are described separately in Annual Report.

Corporate Governance is also related to Innovation and strategy as the organizations ideas of Innovation and strategies are driven to enhance stakeholder satisfaction.

8. DIRECTORS RESPONSIBILITY STATEMENT: :

Pursuant to Section 217(2AA) of the Companies Act, 1956, the directors to the best of their knowledge and belief confirm that:

(i) the applicable Accounting Standards have been followed along with proper explanation relating to material departures, in the preparation of the annual accounts for the year ended March 31,2011;

(ii) they have selected and applied consistently and made judgments and estimates that are reasonable and prudent to give a true and fair view of the state of affairs of the Company as at the end of the financial year and of the profit of the Company for that period;

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

(iv) they have prepared the annual accounts for the financial year ended March 31, 2011 on a 'Going Concern Basis'.

9. AUDITORS AND AUDITORS' REPORT:

M/s RPRP & ASSOCIATES, Chartered Accountants, Statutory Auditors of the Company will retire at the ensuing Annual General Meeting and are being eligible for re- appointment. The Company has received certificate from M/s RPRP & ASSOCIATES, Chartered Accountants to the effect that their re-appointment, if made, would be within the prescribed limits under Section 224(1 B) of the Companies Act, 1956 and that they are not disqualified for such appointment within the meaning of Section 226 of the said Act. The Board recommends their re-appointment.

10. THE COMPANIES (PARTICULARS OF EMPLOYEES) RULES, 1975 AS AMENDED:

During the year under report, there was no employee drawing a salary exceeding the limits prescribed u/s 217 (2A) of the Companies Act, 1956 read with rules made there under.

11. ENERGY, TECHNOLOGY ABSORPTION, FOREIGN EXCHANGE EARNINGS & OUTGO:

— Information as required u/s 217 (1)(e) of the Companies Act, 1956 read with Companies (Disclosures of particulars in the report of Board of Directors) Rules, 1988 is set out as under:

A. Conservation Of Energy: The Company is not a manufacturing company hence clause related to conservation of energy is not applicable to the company.

B. Technology Absorption: The Company accept the latest technologies whenever required.

C. Foreign Exchange Earning & Outgo: NIL

12.Green Initiatives in Corporate Governance

Ministry of Corporate Affairs has recently permitted Companies to send electronic copies of Annual Report, notices etc., to the e-mail IDs of shareholders. We have accordingly arranged to send the soft copies of these documents to the e-mail IDs of shareholders wherever applicable. In case any of the shareholders would like to receive physical copies of these documents, the same shall be forwarded on written request to the company at Registered Office address. !

13. NSDL & CDSL:

Company's securities are under process for admission with NSDL and CDSL for dematerialization.

14. LISTING AND LISTING FEE:

The Equity shares of the company are listed at Bombay Stock Exchange (BSE), Delhi Stock Exchange (DSE), Ahmadabad Stock Exchange (ASE) and Ludhiana Stock Exchange (LSE). The annual Listing fees for the year 2010-11 have been paid to all these Stock Exchanges.

15. REVOCATION OF SUSPENSION

The company is pursuing with Bombay stock Exchange for revocation of suspension of trading of its securities. The Board of Directors expects that the trading of the securities of the company at BSE platform will resume shortly.

16. ACKNOWLEDGEMENTS

The Board wishes to express appreciation and place on record its gratitude for the faith reposed in and co-operation extended to the Company by the Creditors, Investors, Banks and Government Authorities for their continued support.

Your Directors also wish to place on record their appreciation of the dedicated and sincere services rendered by the executives and staff of the Company.

The Directors take this opportunity of thanking them and hope that they will maintain their commitment to excellence in the years to come,

For and on behalf of the Board of Directors

For Aashee Infotech Limited

INDER BANSAL

Chairman

Place: Delhi

Dated: 6th September, 2011

---

Mar 31, 2010

The Directors present the Twenty Third Annual Report and the audited accounts for the year ended March 31, 2010:

1.FINANCIAL RESULTS:

(000)

Particulars 2009-2010 2008-2009

-Sales & Other Income 199488.62 126593.16

-Profit / (Loss) before extraordinary items 1019.46 676.84

-Profit / (Loss) after Extraordinary Items

and taxation carried to Balance Sheet. 1019.46 353.07

-Appropriations Proposed Dividend Nil Nil

Transfer to Gen. Reserve Nil Nil

2. OPERATIONS:

During the year under review, the turnover of the Company increased to Rs. 1994.89 lac as against Rs 1265.93 lac reported last year, registering an excess trend to the extent of 57%. The company has earned a net profit, before extraordinary items, of Rs. 10.19 lac, as against the net profit of Rs.6.76 lac reported last year, which also registered a increase trend of 51 %.

3. DEPOSITS:

Your company has not accepted any deposits from public within the meaning of Section 58-A of the Companies Act, 1956 and the rules framed there under.

4. DIVIDEND:

Due to brought forward losses, your Directors do not recommend any dividend.

5. CODE OF CONDUCT FOR DIRECTORS AND SENIOR MANAGERIAL PERSONS

The Company in its Board of Directors meeting held on 27.01.2006 has approved the "code of conduct" applicable for all board members and senior managerial persons. As per requirement of Listing Agreement and provisions of "code of conduct" were sent to all Directors and the copy of the same is available from Registered Office of the Company.

6. DIRECTORS:

Sh. Rajesh Goel has resigned from the Directorship of the Company during the year under review.

Mr. Anil Jain has appointed as an additional Director w.e.f. 28* April, 2010. Sh. Arun Jain, Director, retire from the board by rotation and being eligible offer himself for re-appointment. The Board recommends his appointment as the Director of the Company. There were no other changes in the Board of Directors during the year under review.

7. CORPORATE GOVERNANCE:

Pursuant to Clause 49 of the Listing Agreement, with the Stock Exchanges, Report on Corporate Governance has been included in the Annual Report as separate section.

8. DIRECTORS RESPONSIBILITY STATEMENT:

Pursuant to the requirement under Section 217(2AA) of the Companies Act, 1956 with respect to Directors Responsibility Statement, it is hereby confirmed that:

a) in the preparation of the annual accounts for the financial year ended 31st March 2010, the applicable Accounting Standards had been followed along with proper explanation relating to material departures.

b) the directors had selected such accounting policies and applied them consistently and made judgments and estimates that were 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 and of the profit of the Company for the year under review.

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, 1956 for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities.

d) the Directors had prepared the accounts for the financial year ended 31st March, 2010 on a going concern basis.

9. AUDITORS AND AUDITORS REPORT:

M/s UBS & Co. Chartered Accountants has given the notice to the Company, in writing of their unwillingness to be re-appointed. The Company recommends the appointment M/s RPRP & Associates, Chartered Accountants, Statutory Auditors of the Company, subject to the approval of Members at the ensuing Annual General Meeting. The Company has received letter from M/s RPRP & Associates, Chartered Accountants to the effect that their appointment, if made, would be within the prescribed limits under Section 224(1B) of the Companies Act, 1956 and that they are not disqualified for such appointment within the meaning of Section 226 of the said Act.

The notes on accounts referred to the Auditors Report are self-explanatory and therefore do not call for any further comments.

10. THE COMPANIES (PARTICULARS OF EMPLOYEES) RULES, 1975 AS AMENDED:

During the year under report, there was no employee drawing a salary exceeding the limits prescribed u/s 217 (2A) of the Companies Act, 1956 read with rules made there under.

11. ENERGY,TECHNOLGY ABSORPTION, FOREIGN EXCHANGE EARNINGS & OUTGO:

Information as required u/s 217(1) (e) of the Companies Act, 1956 read with Companies (Disclosures of particulars in the report of Board of Directors) Rules, 1988 is set out as under:

A. Conservation Of Energy: The Company is not a manufacturing company hence clause related to conservation of energy is not applicable to the company.

B. Technology Absorption: The Company accept the latest technologies whenever required.

C. Foreign Exchange Earning & Outgo: NIL

12. NSDL&CDSL:

As mentioned in the previous years, the companys securities are still pending for admission with NSDL and CDSL for dematerialization.

13. LISTING AND LISTING FEE:

The Company has paid the listing fee of Bombay Stock Exchange Limited, Delhi Stock Exchange, Ahmedabad and Ludhiana Stock Exchange in full including all arrears and all the necessary compliances of Listing Agreement are complied with all the Stock Exchanges now. The company is pursuing Bombay stock Exchange for revocation of suspension of trading of shares.

14. REVOCATION OF SUSPENTION

The Ludhiana Stock Exchange has revoked the suspension on trading of the shares of the company w.e.f. 11/03/2010. The Company is in Process of Revocation with Bombay Stock Exchange.

15. ACKNOWLEDGEMENT:

The Directors wish to thank creditors, investors, Banks and Government Authorities for their continued support. The Directors also wish to place on record their appreciation for the co-operation and contribution made by the executives and staff of the Company.

By Order of the Board of Directors

Aashee Infotech Limited

(Inder Bansal)

Place: Delhi Chairman &

Dated: 04.09.2010 Managing Director