Directors Report of Sattva Sukun Lifecare Ltd.

Mar 31, 2025

Your directors have pleasure in presenting the 45^th Annual Report together with Audited Financial Statements of the Company for the Financial Year ended 31^st March, 2025. Further, in compliance with the Companies Act, 2013 the Company has made requisite disclosures in this Board''s Report with the objective of accountability and transparency in its operations to make you aware about its performance and future perspective of the Company.

1. FINANCIAL PERFORMANCE OF THE COMPANY:

The summary of the financial performance of the Company for the year ended 31^st March, 2025 as compared to the previous year is as below:

Amount in Lakh
Particulars	Standalone		Consolidated
	FY2025	FY2024	FY2025	FY2024
Revenue from Operation	526.30	355.33	526.30	355.33
Revenue from other Income	40.39	0.40	40.39	0.40
Total Revenue	566.69	355.73	566.69	355.73
Profit after Depreciation & Interest and before Tax	318.79	153.44	318.69	153.24
Tax Expenses	69.76	34.25	69.74	34.20
Profit/ Loss after Tax from continuing operations	249.03	119.19	248.95	119.04

RESULT HIGHLIGHTS:

The bottom line has also shown Standalone Profit (after tax) for the year ended 31.03.2025 is Rs. 249.03 Lakhs as compared to Standalone profit of last year as on 31.03.2024 Rs. 119.19/-. The company has Consolidated profit for the year ended 31.03.2025 Rs. 248.95/- Lakhs and previous year 31.03.2024 profit of Rs. 119.04/- Lakh Further, there are no significant and material events impacting the going concern status and Company''s operations in future.

Financial comparative data for March 2024 & March 2025 are as follows:

The company has indeed shown significant improvement in its profitability and growth, as evidenced by the substantial increase in both standalone and consolidated profits over the year.

â¢ Standalone Profit: The profit rose from Rs. 119.19 lakhs in the financial year ending 31.03.2024 to Rs. 249.03 lakhs in the financial year ending 31.03.2025, reflecting a remarkable growth of over 108.93%.

â¢ Consolidated Profit: Similarly, the consolidated profit increased from Rs. 119.04 lakhs in 2024 to Rs. 248.95 lakhs in 2025, nearly doubling from the previous year.

This impressive growth highlights the company''s successful strategies and operational efficiency, reinforcing its positive trajectory and strong financial health moving forward.

2. CHANGE IN NATURE OF BUSINESS

There are no significant and material events impacting the going concern status and Company''s operations in future and Our Company is under the good management guidance and control that help continued in achieving the targets of cutting down in the cost of operations and getting efficiency in this area by using better alternated resources/means. During the Year under review, there was no change in Company''s Business.

3. DIVIDEND

In view of capitalization of profit for liquidity in business of funds and strong growth of company the board of directors, do not propose any dividend for the financial year ended 31st march, 2025.

4. RESERVES

The Directors have not proposed to transfer any amount to Reserves during the year.

5. CHANGE OF CAPITAL:

Authorized Share Capital of the Company: -

â¢ During the year the company has spilt its face value of Equity shares from Rs. 5/- each to Rs. 1/- each Equity shares of the company.

â¢ Further in the last AGM held on 28^th September 2024, the authorized share capital of the company increased from Rs. 30,00,00,000/- (Rupees Thirty Crore only) divided into 30,00,00,000 (Thirty Crore) equity shares of Re. 1/ (Rupee One Only) (after sub-division of face value of equity shares) each to Rs.

63.00. 00.000/- (Rupees Sixty-Three Crore Only) divided into 63,00,00,000/- (Sixty-Three Crore) equity shares of Re. 1/- (Rupee One Only) each by creation of additional 33,00,00,000 (Thirty-Three Crore) equity shares of Re. 1/- (Rupee One Only) each.

â¢ Further EOGM held in the 28^th December 2024, the authorized share capital of the increased from Rs.

63.00. 00.000/- (Rupees Sixty-Three Crore Only) divided into 63,00,00,000/- (Sixty-Three Crore) equity shares of Re. 1/- (Rupee One Only) each to Rs. 70,00,00,000/- (Rupees Seventy Crore Only) divided into 70,00,00,000/- (Seventy Crore) equity shares of Re. 1/- (Rupee One Only) each by creation of additional 7,00,00,000 (Seven Crore) equity shares of Re. 1/- (Rupee One Only) each.

â¢ Therefore, Authorized Share Capital of the Company was as on 31/03/2025, is 70,00,00,000 (Seventy Crore) Equity Shares of face value of Re. 1/- (Rupee One Only) each aggregating to Rs. 70,00,00,000/-(Rupees Seventy Crore Only).

The paid-up Equity Share Capital: -

During the year, the company issue and allotted 7,20,00,000 equity shares of Re.1/- each as bonus equity shares in the proportion of 3:5 i.e. Three (3) new equity bonus share of Re.1/- for every Five (5) existing paid up equity share of Re.1/-.

Therefore, after the bonus issue, paid up equity share capital increase from 12,00,00,000 equity shares of Re.1/-each to 19,20,00,000 Equity Shares of face value of Re. 1/-.

As on March 31, 2025 The paid-up Equity Share Capital was 19,20,00,000 Equity Shares of face value of Re. 1/-(Rupee One Only) each aggerating Rs. 19,20,00,000 /-.

6. FINANCE

Cash and cash equivalent as at March 31, 2025 was Rs. 01.29/- Lacs. against Rs. 01.38/- Lacs last year.

7. DEPOSITS

During the year under review the Company has not accepted any deposit from the public falling within the ambit of Section 73 of the Companies Act, 2013 and The Companies [Acceptance of Deposits] Rules, 2014. There

was no public deposit outstanding as at the beginning and end of the financial year 2024-25.

8. BOARD OF DIRECTORS:

The Composition of the Board during the year was as per the provisions of Regulation 17 of Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 read with the Companies Act, 2013.

None of the Directors are disqualified for appointment/ re-appointment under Section 164 of the Act. Asrequired by law, this position is also reflected in the Auditors'' Report.

As required under Regulation 36(3) of the Listing Regulations with the stock exchanges, the information on the particulars of Directors proposed for appointment/re-appointment has been given in the notice of Annual General Meeting.

The Board at present comprises of with the following changes took place in Board of Directors and KMP of the Company During the year under review:

Sr. No	DIN	Name of Director	Designation	Original Date of Appointment	Date of Cessation
1	06520600	Mit T arunkumar Brahmbhatt	Managing Director	14/08/2018
2	08415000	Khushboo Vasudev	Independent Director	31/12/2021
3	10477994	Mrs. Prajakta Anil Gangurde	Independent Director	27/03/2024	05/05/2025
4	10291001	Mrs. Kanika Kabra	Independent Director	29/08/2023	06/04/2024
5	10478019	Mr. Kishor Anil Kokate	Independent Director	27/03/2024	05/05/2025
6	11046372	Mr. Tanmay Paresh Shah	Independent Director	23/04/2025
7	11077203	Mr. Gaurav Surendra Nair	Independent Director	05/05/2025
8	ATOPR9157Q	Poonam Rani	Company Secretary & Compliance officer	28/10/2024
9	EIYPK2804N	Atish Ananta Kamble	CFO	01/09/2022

9. CHANGES IN DIRECTORS AND KEY MANAGERIAL PERSONNEL

During the year under review, there is following changes took place in Board of Directors and KMP of the Company:

Sr.

No.

Name of Directors & KMP

Designation

Appointment

Resignation

Mrs. Poonam Rani

Company Secretary

28/10/2024

Mrs. Kanika Kabra

Independent Director

29/08/2023

06/04/2024

Further after conclusion of F.Y. 2024-25 and before this 45th Annual General Meeting, Mrs. Prajakta Anil Gangurde (DIN: 10477994) Non-Executive - Independent Director and Mr. Kishor Anil Kokate (DIN: 10478019) Non-Executive - Independent Director of the Company resigned w.e.f. 05^th May 2025, and the board of directors appointed Mr. Tanmay Paresh Shah (DIN: 11046372) as Non-Executive Independent Director w.e.f. 23^rd April, 2025 and Mr. Gaurav Surendra Nair (DIN: 11077203) Non Executive Non Independent Director as of the Company w.e.f. 5th May, 2025.

10. BOARD EVALUATION

Reg. 17 of SEBI (LODR) Regulations, 2015 mandates that the Board shall monitor and review the Board evaluation framework. The Companies Act, 2013 states that a formal annual evaluation needs to be made by the Board of its own performance and that of its committees and individual directors.

section 134(3) (p) of the Companies Act, 2013 the evaluation of all the directors and the Board as a whole was conducted based on the criteria and framework adopted by the Board. The evaluation process has been explained in the corporate governance report section in this Annual Report. The Board approved the evaluation results as collated by the nomination and remuneration committee.

11. NUMBER OF MEETINGS OF THE BOARD

The Board of Directors duly meeting 11 (eleven) times respectively on 15/04/2024, 30/05/2024, 05/08/2024, 16/08/2024, 30/08/2024, 12/11/2024, 02/12/2024, 18/01/2025, 25/01/2025, 11/02/2025, 25/03/2025 in respect of which proper Notices were given and the proceedings were properly recorded and signed in the Minutes Book maintained for the purpose.

Name	Designation	DIN	Number of Board Meeting attended	Last AGM attended
Mit Tarunkumar Brahmbhatt	Managing Director	06520600	11	Yes
Khushboo Vasudev	Independent Director	08415000	11	Yes
@Kanika Kabra	Independent Director	10291001	0	No
Prajakta Anil Gangurde	Independent Director	10477994	11	No
Kishor Anil Kokate	Independent Director	10478019	11	No
@Ms. Kanika Kabra Resigned as Inc	ependent Director of the Company w.e.f. 06/04/2024.

The intervening gap between any two meetings was within the period prescribed by the Companies Act, 2013.

12. POLICY ON DIRECTORS'' APPOINTMENT AND REMUNERATION

The current policy is to have an appropriate mix of executive and non-executive, independent directors to maintain the independence of the Board and separate its functions of governance and management.

The policy of the Company on directors'' appointment and remuneration, including criteria for determining qualifications, positive attributes, independence of a director and other matters provided under Subsection (3) of Section 178 of the Companies Act, 2013, adopted by the Board, are stated in this Board report. We affirm that the remuneration paid to the directors is as per the terms laid out in the nomination and remuneration policy of the Company.

13. TRAINING OF INDEPENDENT DIRECTORS

Every new independent director of the Board attended an orientation program. To familiarize the new inductees with the strategy, operations and functions of our Company, the executive directors / senior managerial personnel make presentations to the inductees about the Company''s strategy, operations, product and service offerings, markets, software delivery, organization structure, finance, human resources, technology, quality, facilities and risk management.

The Company has organized the following workshops for the benefit of Directors and Independent Directors:

A program on how to review, verify and study the financial reports;

A program on Corporate Governance;

Provisions under the Companies Act, 2013; and SEBI Insider Trading Regulation, 2015.

Further, at the time of appointment of an independent director, the Company issues a formal letter of appointment outlining his/her role, functions, duties and responsibilities as a director.

14. DECLARATION BY INDEPENDENT DIRECTORS

Mrs. Prajakta Anil Gangurde, Mr. Kishor Anil Kokate and Ms. Khushboo Vasudev, Independent Directors of the

Company have confirmed that they fulfilled all the conditions of the Independent Directorship as laid down in sub- section (6) of Section 149 of the Companies Act, 2013 and the rules made there under and the same have been noted by the Board Conservation of energy, Technology absorption and Foreign exchange earnings and Outgo.

The provisions of section 134(m) of the Companies Act 2013 regarding the disclosure of particulars of conservation of energy and technology absorption prescribed by the rules are not applicable to our company. The company does not have any Foreign Exchange transactions during the financial year.

After closure of financial year, Mrs. Prajakta Anil Gangurde (DIN: 10477994) and Mr. Kishor Anil Kokate (DIN: 10478019) resigned from the position of Non-Executive Independent Directors of the Company with effect from May 05, 2025. The Board placed on record its sincere appreciation for their valuable guidance, support, and contributions during their respective tenures

15. INDEPENDENT DIRECTORS DECLARATIONS:

In the opinion of the Board, the independent directors are, individually, person of integrity and possess relevant expertise and experience.

The Independent Directors under section 149(6) of the Companies Act, 2013 declared that:

1. They are not a promoter of the Company or its holding, subsidiary or associate company;

2. They are the directors in the company;

3. The independent Directors have/had no pecuniary relationship with company, its holding, subsidiary or associate company, or their promoters, or directors, during the two immediately preceding financial years or during the current financial year;

4. None of the relatives of the Independent Directors have or had pecuniary relationship or transaction with the company, its holding, subsidiary or associate company, or their promoters, or directors, amounting to two percent. or more of its gross turnover or total income or Fifty Lakhs rupees or such higher amount as may be prescribed, whichever is lower, during the two immediately preceding financial years or during the current financial year;

5. Independent Director, neither himself nor any of his relativesâ

Â¦ holds or has held the position of a key managerial personnel or is or has been employee of the company or its holding, subsidiary or associate company in any of the three financial years immediately preceding the financial year in which he is proposed to be appointed;

Â¦ is or has been an employee or proprietor or a partner, in any of the three financial years immediately preceding the financial year in which he is proposed to be appointed;

Â¦ a firm of auditors or company secretaries in practice or cost auditors of the company or its holding, subsidiary or associate company; or

16. REMUNERATION OF THE DIRECTORS/KEY MANAGERIAL PERSONNEL (KMP) / EMPLOYEES:

Your Company has framed a Remuneration Policy which lays down a framework in relation to the Directors, Key Managerial Personnel and Senior Management of the Company. During the Year Company has paid remuneration to directors and KMP as follows and further details annexed in this report.

Name	Designation	Remuneration (In lakh)
Mit Tarunkumar Brahmbhatt	Managing Director	9.00
Atish Ananta Kamble	CFO	2.22
Poonam Rani	Company Secretary	1.24

17. FORMAL ANNUAL EVALUATION:

The annual evaluation process for the Board of Directors, individual Directors, and Committees was conducted in accordance with the provisions of the Companies Act and the Listing Regulations.

The Board carried out a comprehensive self-assessment, gathering input from all Directors. The evaluation focused on criteria such as board composition and structure, the effectiveness of board processes, information flow, and overall functioning.

Similarly, the performance of the Committees was assessed by the Board, taking into account feedback from committee members. The evaluation considered aspects like committee composition and the effectiveness of meetings. These criteria were largely based on the guidance note on Board Evaluation issued by the Securities and Exchange Board of India (SEBI) on January 5, 2017.

The Chairman of the Board held one-on-one meetings with Independent Directors (IDs), while the Chairman of the Nomination and Remuneration Committee (NRC) conducted individual meetings with the Executive Directors. In a separate meeting of the IDs, the performance of Non-Independent Directors, the Board as a whole, and the Chairman of the Company was evaluated, incorporating the perspectives of the Executive Director and Non-Executive Directors (NEDs).

The NRC reviewed the performance of individual Directors based on criteria such as their contribution to Board and committee meetings, preparedness on key issues, and the meaningful and constructive input they provided during discussions. The performance of the Board as a whole was also assessed.

In the subsequent Board meeting, which followed the meetings of the IDs and the NRC, the overall performance of the Board, its Committees, and individual Directors was discussed.

The evaluation process reinforced the Board''s confidence in the Company''s ethical standards, the cohesiveness among Board members, the Board and management''s adaptability in addressing various challenges, and the openness of the management in sharing strategic information with the Board.

18. MANAGEMENT DISCUSSION & ANALYSIS

Pursuant to regulation 34 of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 (SEBI LODR), the Management Discussion & Analysis is presented in separate section forming part of the Annual Report.

19. CORPORATE GOVERNANCE

Pursuant to Regulation 15 (2), of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 (SEBI LODR) shall not be mandatory, for the time being, in respect of the listed entity having paid up equity share capital not exceeding Rs. 10 Crore and net worth not exceeding Rs. 25 Crore, as on the last day of the previous financial year. As before the closuring of the year our company''s paid up equity share capital was not exceeding Rs. 10 Crore and Net Worth not exceeding Rs. 25 Crore, as on the last day of the previous financial year 31/03/2024, compliance with Regulation Para C, D and E of schedule V of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 (SEBI LODR), a Report on Corporate Governance was applicable.

However as on the 31.03.2025, the paid-up share capital was Rs. 19,20,00,000/- (Rupees Nineteen Crores Twenty Lakh only) divide into 19,20,00,000 Equity Shares accordingly company is complying as per the directions of SEBI and the Bombay Stock Exchange Limited, accordingly the company has been adhering to the directions and guidelines as required.

A report on Corporate Governance in terms of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 forms integral part of this report. A certificate regarding compliance of conditions of Corporate Governance Report issued by Practicing Company Secretary is attached separately to this report.

20. UTILISATION OF THE PROCEEDS FROM PREFRENTIAL ISSUE OF EQUITY CONVERTIBLE WARRANTS.

During the year, there has been no deviation in the use of proceeds of the preferential Issue of warrant from the objects stated inthe letter of offer as per Regulation 32 of SEBI Listing Regulations. The Company has been

disclosing on a quarterly basis to the Audit Committee, the usage & application of proceeds of the funds raised from preferential Issue and also intimate the Stock Exchange(s) on a quarterly basis, as applicable.

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

A statement giving details of conservation of energy, technology absorption and foreign exchange earnings and outgo as required to be disclosed under the Act, are provided in to this report.

22. PARTICULARS OF LOAN, GUARANTEE AND INVESTMENTS UNDER SECTION 186

During the period under review, the loans, advance and guarantees if any, were provided by the Company according to limit approved by the members of the company by passing a special resolution in the shareholders meeting in compliance of the provisions of Section 186 of Companies Act, 2013.

23. PARTICULARS OF CONTRACTS OR ARRANGEMENTS WITH RELATED PARTIES UNDER SECTION 188

The particulars of contracts or arrangements with related parties referred to in Section 188(1), as prescribed in Form AOC - 2 are appended as Annexure - II.

All related party transactions that were entered into during the financial year were on an arm''s length basis and were in the ordinary course of business and the provisions of the Companies Act, 2013, Rules made there under and the LODR are not attracted.

All Related Party Transactions are placed before the Audit Committee and also the Board for approval. Prior omnibus approval of the Audit Committee is obtained for transactions which are foreseen and repetitive in nature. The transactions entered into pursuant to omnibus approval so granted are audited and a statement giving details of all related party transactions is placed before the Audit Committee and the Board of Directors for their approval on a quarterly basis.

The details of transactions with Related Parties are given in the notes to the Financial Statements in accordance with the Accounting Standards.

The policy on Related Party Transactions as approved by the Board is uploaded on the website of the Company at www. Mayukh.co.in

None of the Directors has any pecuniary relationships or transactions vis-a-vis the Company.

24. MATERIAL CHANGES AFFECTING THE FINANCIAL POSITION OF THE COMPANY

Save as mentioned elsewhere in this Report, no material changes and commitments affecting the financial position of the Company has occurred between the ends of the financial year of the Company 31^st March, 2025 till the date of this report.

25. STOCK SPLIT OF SHARES

During the year, the Company approved the sub-division of its Equity Shares, whereby each Equity Share of face value of ^5/- (Rupees Five only) was sub-divided into five Equity Shares of face value of ^1/- (Rupee One only) each, fully paid-up.

Accordingly, the subscribed share capital of the Company changed as follows:

> Pre-subdivision: 2,40,00,000 Equity Shares of ^5/- each

> Post-subdivision: 12,00,00,000 Equity Shares of ^1/- each

26. RISK MANAGEMENT POLICY

The Board of Directors of the Company are of the view that currently no significant risk factors are present which may threaten the existence of the company.

The Audit Committee and Board of Directors review these procedures periodically. The company''s management systems, organizational structures, processes, standards, code of conduct and behavior together form a complete and

effective Risk Management System (RMS).

27. LISTED ON STOCK EXCHANGES:

The Company is listed with BSE Limited

28. MANNER IN WHICH FORMAL ANNUAL EVALUATION HAS BEEN MADE BY THE BOARD OF ITS OWN PERFORMANCE AND THAT OF ITS COMMITTEES AND INDIVIDUAL DIRECTORS:

The annual evaluation process of the Board of Directors, individual Directors and Committees was conducted in accordance with the provisions of the Act and the Listing Regulations.

The Board evaluated its performance after seeking inputs from all the directors based on 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 based on criteria such as the composition of committees, effectiveness of committee meetings, etc.

The above criteria are broadly based on the Guidance note on Board Evaluation issued by the Securities and Exchange Board of India on January 5, 2017.

The Chairman of the Board had one-on-one meetings with the IDs and the Chairman of the NRC had one-on-one meetings with the Executive and Non-Executive, Non-Independent Directors.

In a separate meeting of IDs, performance of Non-Independent Directors, the Board as a whole and the Chairman of the Company was evaluated, taking into account the views of the Executive Director and NEDs.

The NRC reviewed the performance of individual directors on the basis of 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. and the Board as a whole.

In the Board meeting that followed the meeting of the IDs and meeting of the NRC, the performance of the Board, its committees and individual Directors was also discussed.

The evaluation process endorsed the Board''s confidence in the ethics standards of the Company, cohesiveness amongst the Board members, flexibility of the Board and management in navigating the various challenges faced from time to time and openness of the management in sharing strategic information with the Board.

29. COMMITTEES OF THE BOARD

Currently, the Board has three committees:

1. Audit Committee,

2. Nomination and Remuneration Committee,

3. Stake Holders Relationship Committee.

A detailed note on the Board and its committees is provided under the corporate governance report section in this Annual Report.

30. AUDIT COMMITTEE

The Audit Committee is constituted in line with the regulatory requirements mandated by the Companies Act, 2013 and the Listing Obligations and Disclosure Requirements, Regulations, 2015. The details of the Committee are set as follows:

The Audit Committee met 8 (Eight) times in a year 15/04/2024, 30/05/2024, 05/08/2024, 16/08/2024, 30/08/2025, 12/11/2024, 25/01/2025 and 11/02/2025, and Composition and Attendance at Meetings of Audit Committee during the financial year ended March 31, 2025 are given in the Corporate Governance Report of the Board Reports.

> NOMINATION AND REMUNERATION COMMITTEE

Pursuant to the Act, SEBI Listing Regulations and NBFC Regulations, the Company has Constituted a Nomination and

Remuneration Committee. The Committee acts as a Nomination Committee, as per the NBFC Regulations, to ensure ''fit and proper'' status of the directors to be appointed/re-appointed and recommend their appointment/re-Appointment to the Board.

During the year under review, 4 (Four) Nomination and Remuneration Committee meeting was held on 15/04/2024 ,30/05/2024 26/06/2024 30/08/2024 and Composition and Attendance at Meetings of Nomination & Remuneration Committee during the financial year ended March 31, 2025 are given in the Corporate Governance Report of the Board Reports

> STAKEHOLDER RELATIONSHIP COMMITTEE:

Pursuant to the Act and SEBI Listing Regulations, the Company has constituted a Stakeholders Relationship Committee. This Committee specifically looks into the grievances of the equity shareholders of the Company. During FY 2024-2025, No complaints from investors were received on any matters. The terms of reference of the Committee, inter alia, includes review of measures taken for effective exercise of voting rights by shareholders and review of adherence to the service standards in respect of various services rendered by the registrar and share transfer agent.

During the year under review, 2 (Two) Stakeholders Relationship Committee meeting was held on 05/08/2024. 30/08/2024

31. ANNUAL RETURN:

The extract of the Annual Return pursuant to the provisions of section 92 read with Rule 12 of the Companies (Rules), 2014 is furnished in Annexure I (MGT - 9) and is attached to this Report.

32. CIRCULATION OF ANNUAL REPORTS IN ELECTRONIC FORM:

In view of the prevailing COVID-19 situation and consequent lockdown across the country, the Ministry of Corporate Affairs (MCA) has exempted companies from circulation of physical copies of Annual Report for FY 2024-25. Accordingly, the Annual Report of the Company for FY 2024-25 is being sent only by email to the members, and all other persons/entities entitled to receive the same. This Annual Report, along with other documents, is also available on the Company''s website at www.mavukh.co.in

33. AVAILABILITY OF INFORMATION TO THE BOARD:

The board should be supplied in a timely manner with information in a form and of a quality appropriate to enable it to discharge its duties. Under the advice and direction of the chairman, the company secretary''s responsibility includes ensuring good information flows within the board as well as between senior management and non-executive directors.

The following information, inter alia, is provided to the directors of the company:

- Quarterly results for the company.

- Minutes of meetings of audit committee and other committees of the board.

- General notices of interest received from directors.

- Show cause, demand, prosecution notices and penalty notices which are materially important.

- Any material default in financial obligations to and by the company.

- Any issue, which involves possible public or product liability claims of substantial nature, including any judgment or order which, may have passed strictures on the conduct of the company.

- Non-compliance of any regulatory, statutory duty.

- Legal compliance reports and details of payment of statutory dues.

- Capital budgets and any updates if required.

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

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.

35. DETAILS OF SUBSIDIARY/ JOINT VENTURE/ASSOCIATE COMPANIES:

Mayukh Trading Private Limited (incorporated on 29^th October, 2021), the subsidiary of the Sattva Sukun Lifecare Limited by investment in 60 % Equity Shares of Mayukh Trading Private Limited.

There is no Joint Venture or Associate Company as on 31^st March, 2025.

36. ISSUE OF EQUITY SHARES WITH DIFFERENTIAL RIGHTS:

The company has not issued any of its securities with differential rights during the year under review.

37. AUDITORS & THEIR REPORTS:

A. Statutory Auditors:

The Members of the Company at the 43rd Annual General Meeting held on 29/09/2023 approved the appointment of SSRV & Associates, Chartered Accountants (Firm Registration No. 135901W), as the Statutory Auditors of the Company for a term of five years] commencing from the conclusion of the 43rd ^Annual General Meeting until the conclusion of the 48th Annual General Meeting.

SSRV & Associates have confirmed their eligibility under Sections 139 and 141 of the Companies Act, 2013 and the rules framed thereunder. The Board places on record its appreciation for the services rendered by the outgoing auditors during their tenure

The Standalone & consolidated Auditors Report and the Notes on financial statement for the year 2024-25 referred to in the Auditor''s Report are self-explanatory and does not contain any qualification, reservation or an adverse remark, therefore, do not call for any further comments.

B. Secretarial Audit Report:

Pursuant to Section 204 of the Companies Act and the Companies (Appointment and Remuneration of Managerial Personnel), 2014 the Board of Directors of the Company has appointed M/s. Mr. Brajesh Gupta (Mem No: 33070 & COP: 21306) Practicing Company Secretary, to conduct the Secretarial Audit of the Company for the financial year 2024-25. The Secretarial Auditors have submitted their report as provided under Annexure-III to this Board''s Report, confirming compliance by the Company of all the provisions of applicable laws.

The Secretarial Audit Report contains observation remarks as follow.

The company has delayed filed following forms to ROC:-
	Sr. No.	Name of Form	Purpose
	1	Form AOC-4 XBRL	Filing XBRL document in respect of financial statement and other documents with the Registrar for the financial year ending on 2024
	2	Form No. CHG-1	Registration of creation of charge
	3	Form No. MGT-14	Filing of Resolutions passed in last AGM held on 28/09/2024.
	4	Form No. SH-7	Change in Capital structure due to sub-division of face vaiue of Equity shares from Rs. 5/- each to Re. 1/- each of 1 Equity shares

- The management of the Company has informed that delay submission of form above form due to technical issues on MCA website and the companyâs secretarial team after coordination with MCA help desk could file the said forms with delay/additional fees.

The company has delayed in appointment of company secretary as Compliance Officer under Reg. 6(1) SEBI (LODR) Regulations, 2015 and as per section 203 of Companies act, 2013, in this regards the company has received the SOP fine email from BSE Ltd. and same was paid by the company.

- The management of the Company has informed that it had initiated the process of scheduling interviews for prospective candidates to fill the position of Compliance Officer. However, due to the specific qualifications and experience required for handling the compliance responsibilities of a listed company, the avaiiabiiity of suitable candidates has been significantly limited. Despite the Companyâs continuous efforts, the shortlisted candidates did not provide their consent to accept the appointment. As a result, the Company was unable to appoint a Compliance Officer within the timeline prescribed under the applicable regulation.

The company 3 days delayed submitted from due date of the disclosure of Related Party Transactions on a consolidated basis, as required under Regulation 23(9) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, for the half year ended on 30.09.2024, and the company has received the fine from BSE Ltd and same paid by the company.

- The company informed that there were 3 days delay in submission of Disclosure of related party transactions on consolidated basis in XBRL mode only the company has also submitted RPT disclosure in PDF format on due time but due to technical error in XBRL utility, delay was occurred.

c. Internal Audit Report:

The Company has appointed M/s Ashwin Mantri & Co, Chartered accountants as Internal Auditor of the company in terms of section 138 of the Companies Act, 2013 for the financial year 2024-25 and internal Auditor has conducted the audit for F.Y. 2024-25 Auditor''s Report are self-explanatory and does not contain any qualification, reservation or an adverse remark, therefore, do not call for any further comments.

d. Cost Auditors

Appointment of Cost Auditor is not applicable to the Company. Hence, the company has not appointed any Cost Auditor and cost accounts and records are not required to maintain by the company.

During the year under review, the Statutory Auditor and Secretarial Auditor have not reported any instances of frauds Committed in the Company by its Officers or Employees, to the Audit Committee under Section 143 (12) of the Act details of which needs to be mentioned in this Report

38. ADOPTION OF INDIAN ACCOUNTING STANDARD (IND AS)

The Ministry of Corporate Affairs vide notification dated 16 February 2015 made it mandatory in a phased manner for adoption and applicability of Indian Accounting Standards (Ind AS) for companies other than Banking, Insurance and Non-Banking Finance Companies. Rule 4 of the Companies (Indian Accounting Standards) Rules 2015 specifies the classes of companies which shall comply with the Ind AS in preparation of the financial statements. In accordance with clause (iii) of sub rule (1) of the Rule 4 of the companies (Indian Accounting Standards) Rules 2015, the compliance of Indian Accounting Standards was applicable and mandatory to the company for the accounting period beginning from 1 April 2017.

The financial statements for the year under review have been prepared in accordance with the Ind AS including the comparative information for the year ended 31 March 2025 as well as the financial statements on the date of transition i.e. 1 April 2016

39. PREVENTION OF SEXUAL HARASSMENT OF WOMEN AT WORK PLACE

The Company has zero tolerance for sexual harassment at workplace and has adopted a ''Respect for Gender'' Policy on prevention, prohibition and redressal of sexual harassment in line with the provisions of the Sexual Harassment of Women at Workplace [Prevention, Prohibition and Redressal] Act, 2013 and the Rules framed there under.

As per the requirement of Sexual Harassment of Women at the Workplace (Prevention, Prohibition and Redressal) Act, 2013, (POSH) your Company has a robust mechanism in place to redress the complaints reported under this Act. The Company has complied with provisions relating to the constitution of Internal Complaints Committee (ICC) under POSH. The Internal Complaints Committee (ICC) composed of internal members and an external member who has extensive experience in the relevant field. The said Committee meets regularly and takes up programs to spread awareness and educate employees about prevention of Sexual Harassment at Workplace

The Company has not received any written complaint on sexual harassment during the financial year.

A. Number of complaint filed during the financial year 2024-25: NIL

B. Number of complaint disposed during the financial year 2024-25: NIL

C. Number of complaint pending as on end of the financial year 2024-25: NIL

Maternity Benefit Compliance,

The Company hereby confirms that it has duly complied with the provisions of the Maternity Benefit Act, 1961 and the rules made thereunder, including the provision of maternity leave and benefits to eligible women employees, as applicable during the financial year 2024-25.

Number of female employees availing maternity benefits: Nil Maternity leave policies and enhancements:-Yes

Provision of creche facilities (as per the Maternity Benefit (Amendment) Act, 2017, if applicable):Yes GENDER-WISE COMPOSITION OF EMPLOYEES

In alignment with the principles of diversity, equity, and inclusion (DEI), the Company discloses below the gender composition of its workforce as on the March 31, 2025.

Male Employees: 8 Female Employees: 3 Transgender Employees: 0

This disclosure reinforces the Company''s efforts to promote an inclusive workplace culture and equal opportunity for all individuals, regardless of gender

40. RISK MANAGEMENT POLICY:

The Board of Directors of the Company are of the view that currently no significant risk factors are present which may threaten the existence of the company.

During the year, your Directors have an adequate risk management policy in place capable of addressing those risks. The company manages monitors and reports on the principal risks and uncertainties that can impact its ability to achieve its strategic objectives. The Audit Committee and Board of Directors review these procedures periodically. The company''s management systems, organizational structures, processes, standards, code of conduct and behavior together form a complete and effective Risk Management System (RMS).

41. CORPORATE SOCIAL RESPONSIBILITY (CSR)

We view responsible conduct as a necessary input for long term business success. We accept responsibility for our business, or employees and society. That is how we define our corporate responsibility. But as per Section 135 of Companies Act, 2013 your company is out of the preview of this responsibility.

42. CODE OF CONDUCT

The Board of Directors has approved a Code of Conduct which is applicable to the members of the Board and all employees in the course of day to day business operations of the company. The Company believes in "Zero Toleranceâ against bribery, corruption and unethical dealings / behaviors of any form and the Board has laid down the directives to counter such acts. The Code has been posted on the Company''s website.

The Code lays down the standard procedure of business conduct which is expected to be followed by the Directors and the designated employees in their business dealings and in particular on matters relating to integrity in the work place, in business practices and in dealing with stakeholders. The Code gives guidance through examples on the expected behavior from an employee in a given situation and the reporting structure.

All the board members and the senior management personnel have confirmed compliance with the code. All management staff were given appropriate training in this regard. The declaration on Code of Conduct is annexed as Annexure - V.

43. VIGIL MECHANISM / WHISTLE BLOWER POLICY

The Company has a Whistle Blower Policy to deal with instances of fraud and mismanagement, if any. The

details of establishment of such mechanism have been disclosed on the website.

Pursuant to Section 177(9) of the Act, a vigil mechanism was established for directors and employees to report to the management instances of unethical behaviour, actual or suspected, fraud or violation of the Company''s code of conduct or ethics policy. The Vigil Mechanism provides a mechanism for employees of the Company to approach the Chief Ethics Counsellor / Chairman of the Audit Committee of Directors of the Company for Redressal. No person has been denied access to the Chairman of the Audit Committee of Directors.

The Company has adopted a Whistleblower Policy and Vigil Mechanism to provide a formal mechanism to the Directors, employees and its stakeholders to report their concerns about unethical behavior, actual or suspected fraud or violation of the Company''s Code of Conduct or Ethics Policy. Protected disclosures can be made by a whistleblower through several channels. The policy provides for adequate safeguards against victimization of employees who avail of the mechanism and also provides for direct access to the Chairman of the Audit Committee. It is affirmed that no personnel of the Company have been denied access to the Audit Committee.

44. 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 pre- clearance 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 of Directors and the designated employees have confirmed compliance with the Code.

45. SIGNIFICANT AND MATERIAL ORDERS

There are no significant and material orders passed by the regulators or courts or tribunals impacting the going concern status and Company''s operations in future. The Company confirms that it is not involved in any material litigation as on the date of this Report.

46. CFO CERTIFICATION

The Chief Financial Officer Certification as required under Regulation 17(8) read with Part B of Schedule II of the SEBI (LODR) Regulation, 2015 have been appended to this report in Annexure- VI.

47. PARTICULARS OF EMPLOYEES AND RELATED INFORMATION

In terms of the provisions of Section 197(12) of the Act read with Rule 5 of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, a statement containing the disclosures pertaining to remuneration and other details as required under the Act and the above Rules are provided in the Annual Report. The disclosures as specified under Rule 5(1) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014. Attached as Annexure - ANNEXURE-II.

48. INTERNAL FINANCIAL CONTROL AND ITS ADEQUACY.

The Board has adopted policies and procedures for ensuring the orderly and efficient conduct of its business, including adherence to the company''s policies, the safeguarding of its assets, the prevention and detection of frauds and errors, the accuracy and completeness of the accounting records, and the timely preparation of reliable financial disclosures. Companies declare that their accounting software has:

â¢ Non-deletable audit trail

â¢ Daily backups stored in office

49. INTERNAL FINANCIAL CONTROL

The Company has in place adequate internal financial control with reference to financial statements. During the year, such controls were tested and no reportable material weakness in designs or operations were observed.

50. DIRECTORS'' RESPONSIBILITY STATEMENT

Pursuant to Section 134(5) of the Companies Act, 2013, your Directors confirm thatâ

(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 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 and of the profit and loss of the company for that period;

(c) The directors have taken proper and sufficient 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 have prepared the annual accounts on a going concern basis;

(e) 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

(f) 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.

51. DETAILS OF APPLICATION MADE OR PROCEEDING PENDING UNDER INSOLVENCY AND BANKRUPTCY CODE 2016:

During the year under review, there were no applications made or proceeding pending in the name of the company under the Insolvency Bankruptcy Code, 2016.

52. DETAILS OF DIFFERENCE BETWEEN VALUATION AMOUNT ON ONE TIME SETTLEMENT AND VALUATION WHILE AVAILING LOAN FROM BANKS AND FINANCIAL INSTITUTIONS:

During the year under review, there has no one-time settlement of Loans taken from Banks and Financial Institutions.

53. TRANSFER OF UNCLAIMED DIVIDEND TO INVESTOR EDUCATION AND PROTECTION FUND:

The provisions of Section 125(5) of the Companies Act, 2013 do not apply on the company as no dividend has been declared during the year.

54. REPORTING OF FRAUDS:

There was no instance of fraud during the year under review, which required the Statutory Auditors to report to the Audit Committee and/or Board under Section 143(12) of the Act and Rules framed there under.

55. SUSPENSE ACCOUNT/UNCLAIMED SUSPENSE ACCOUNT:

The Company does have outstanding shares in the suspense account and is required to maintain any Suspense Account or Unclaimed Account as required under Schedule V of SEBI (LODR).

As per Schedule V of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, the details of equity shares lying in the Unclaimed Suspense Account of the Company are as under:

Particulars	Number of Shareholders	Number of Equity Shares
Aggregate number of shareholders and outstanding shares lying at the beginning of the year	0	0
Number of shareholders who approached the Company for transfer of shares from suspense account during the year	0	0

Particulars	Number of Shareholders	Number of Equity Shares
Number of shareholders to whom shares were transferred from suspense account during the year	190	595020
Aggregate number of shareholders and outstanding shares lying at the end of the year *	190	595020
*the shares laying in the Mayukh Deal Trade Limited Physical Bonus Issue Unclaimed Suspense Escrow account due to bonus issue.

56. SWEAT EQUITY, & EMPLOYEE STOCK OPTION PLAN:

The company has neither issued sweat equity nor has provided any stock option scheme to the employees.

57. MAJOR EVENTS AND CHANGES DURING THE YEAR:

During the year under review, major events occurred during the F.Y. 2024-2025 as under: -

- Sub-division of 1 (one) equity share of face value of Rs. 5/- each into 5(Five) equity shares of Re. 1/- each.

- Increase in the authorized share capital of the company from Rs. 30,00,00,000/- divided into 30,00,00,000 (Thirty Crore) equity shares of Re. 1/ (Rupee One Only) (after proposed sub-division of face value of equity shares) each to Rs. 63,00,00,000/- divided into 63,00,00,000/- (Sixty-Three Crore) equity shares of Re. 1/- (Rupee One Only) each by creation of additional 33,00,00,000 (Thirty-Three Crore) equity shares of Re. 1/- (Rupee One Only) each.

- Further, Increase in the authorized share capital of the company from Rs. 63,00,00,000/-divided into 63,00,00,000/-(Sixty-Three Crore) equity shares of Re. 1/- (Rupee One Only) each to Rs.70,00,00,000 divided into 70,00,00,000/-(Seventy Crore) equity shares of Re. 1/- (Rupee One Only) each.

- Change in name of the company from ''Mayukh Dealtrade Limited'' to ''Sattva Sukun Lifecare Limited'' and consequential alteration to Moa and AOA of the company.

- Alteration of Articles of Association of the company by Insertion of New Clause or amendment of existing clause for bonus issue.

- Issue and allotment of 7,20,00,000 Equity Shares of Re.1/- each as BONUS EQUITY SHARES to the eligible members of the Company holding equity shares of Re.1/- each in the proportion of 3:5 i.e. Three (3) new equity bonus share of Re.1/- for every Five (5) existing paid up equity share of Re.1/-

This intimation is also being uploaded on the Company''s website at www.tahmar.in

58. ACKNOWLEDGEMENTS:

Your Directors would like to acknowledge and place on record their sincere appreciation to all Stakeholders, Clients, Financial Institutions, Banks, Central and State Governments, the Company''s valued investors and all other business partners for their continued co-operation and excellent support received during the year.

Your Directors recognize and appreciate the efforts and hard work of all the employees of the Company and their continued contribution to its growth.

Mar 31, 2024

The Board of Directors hereby submits the 44^th Annual report of the business and operations of the Company
together with the audited financial statements for the financial year ended March 31^st, 2024.

> FINANCIAL PERFORMANCE OF THE COMPANY:

The summary of the financial performance of the Company for the year ended 31^st March, 2024 as compared to
the previous year is as below:

Amount in Lakh

Particulars	Standalone		Consolidated
	FY 2024	FY 2023	FY 2024	FY 2023
Revenue from Operation	355.33	218.65	355.33	221.28
Revenue from other Income	0.40	0.38	0.40	0.37
Total Revenue	355.73	219.03	355.73	221.65
Profit after Depreciation & Interest and before Tax	153.44	77.12	34.20	80.08
Tax Expenses	34.25	20.84	34.20	20.85
Profit/ Loss after Tax from continuing operations	119.19	56.28	119.04	59.23

> RESULT HIGHLIGHTS:

The bottom line has also shown Standalone Profit (after tax) for the year ended 31.03.2024 is Rs.119.19 Lakhs as
compared to Standalone profit of last year as on 31.03.2023 Rs. 56.28/-. The company has Consolidated profit for
the year ended 31.03.2024 Rs. 119.04/- Lakhs and previous year 31.03.2023 profit of Rs. 59.23/- Lakh Further,
there are no significant and material events impacting the going concern status and Company''s operations in
future.

Financial comparative data for March 2023 & March 2024 are as follows:

The company has indeed shown significant improvement in its profitability and growth, as evidenced by the
substantial increase in both standalone and consolidated profits over the year.

â¢ Standalone Profit: The profit rose from Rs. 56.28 lakhs in the financial year ending 31.03.2023 to Rs.
119.19 lakhs in the financial year ending 31.03.2024, reflecting a remarkable growth of over 111%.

â¢ Consolidated Profit: Similarly, the consolidated profit increased from Rs. 59.23 lakhs in 2023 to Rs. 119.04
lakhs in 2024, nearly doubling from the previous year.

This impressive growth highlights the company''s successful strategies and operational efficiency, reinforcing its
positive trajectory and strong financial health moving forward.

		Profit Compari	son: 2023 vs 2024
	Standalone Profit Comparison			Consolidated	Profit Comparison
		119.19 Lakhs				119.04 Lakhs
LOO			lOO
			ac

e.
				99.23 Lakhs
Â£ a.
40			40
20 O			20 - O

> DIVIDEND

During the year the company earned minimal profits hence the directors have not recommended any dividend.

> RESERVES

The Directors have not proposed to transfer any amount to Reserves during the year.

> BOARD OF DIRECTORS:

The Composition of the Board during the year was as per the provisions of Regulation 17 of Securities and
Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 read with the
Companies Act, 2013.

None of the Directors are disqualified for appointment/ re-appointment under Section 164 of the Act. As
required by law, this position is also reflected in the Auditors'' Report.

As required under Regulation 36(3) of the Listing Regulations with the stock exchanges, the information on the
particulars of Directors proposed for appointment/re-appointment has been given in the notice of Annual
General Meeting.

> DECLARATION BY AN INDEPENDENT DIRECTORS) AND RE- APPOINTMENT

Mr. Kishor Anil Kokate, Mrs. Prajakta Anil Gangurde and Mrs. Khushboo Vasudev, Independent Directors of
the Company have confirmed that they fulfilled all the conditions of the Independent Directorship as laid down
in sub-section (6) of Section 149 of the Companies Act, 2013 and the rules made there under and the SEBI (LODR)
Regulations, 2015 and the same have been noted by the Board. All the Independent Directors are also registered
with the databank maintained by the IICA as per the requirement of the Companies Act, 2013.

> FORMAL ANNUAL EVALUATION:

The annual evaluation process for the Board of Directors, individual Directors, and Committees was conducted
in accordance with the provisions of the Companies Act and the Listing Regulations.

The Board carried out a comprehensive self-assessment, gathering input from all Directors. The evaluation
focused on criteria such as board composition and structure, the effectiveness of board processes, information
flow, and overall functioning.

Similarly, the performance of the Committees was assessed by the Board, taking into account feedback from
committee members. The evaluation considered aspects like committee composition and the effectiveness of
meetings. These criteria were largely based on the guidance note on Board Evaluation issued by the Securities
and Exchange Board of India (SEBI) on January 5, 2017.

The Chairman of the Board held one-on-one meetings with Independent Directors (IDs), while the Chairman of
the Nomination and Remuneration Committee (NRC) conducted individual meetings with the Executive
Directors. In a separate meeting of the IDs, the performance of Non-Independent Directors, the Board as a whole,
and the Chairman of the Company was evaluated, incorporating the perspectives of the Executive Director and
Non-Executive Directors (NEDs).

The NRC reviewed the performance of individual Directors based on criteria such as their contribution to Board
and committee meetings, preparedness on key issues, and the meaningful and constructive input they provided
during discussions. The performance of the Board as a whole was also assessed.

In the subsequent Board meeting, which followed the meetings of the IDs and the NRC, the overall performance
of the Board, its Committees, and individual Directors was discussed.

The evaluation process reinforced the Board''s confidence in the Company''s ethical standards, the cohesiveness
among Board members, the Board and management''s adaptability in addressing various challenges, and the
openness of the management in sharing strategic information with the Board.

> CHANGE OF CAPITAL:

The Company has not issued shares with differential voting rights in the F.Y. 2023-2024. It has neither issued
employee stock option nor sweat equity shares as on March 31, 2024.

During the year the Paid-up Share Capital of the Company was increased due to Equity Convertible warrants
exercised by the warrant holder. The Paid up Share Capital of the Company was increase from Rs. 8,00,00,000/ -
(Rupees Eight Crores Only) divide into 1,60,00,000 (One Crore Sixty Lakh) Equity Shares of Face Value of Rs. 5/-
each to Rs. 12,00,00,000/- (Rupees Twelve Crores Only) divided into 2,40,00,000 (Two Crores Forty Lacs) Equity
Shares of Face Value of Rs. 5/- each by addition of Rs. 4,00,00,000 (Rupees Four Crore Eighty Lacs) divided in to
80,00,000 (Eighty Lacs) Equity Shares of Face Value of Rs. 5/- each.

UTILISATION OF THE PROCEEDS FROM PREFRENTIAL ISSUE OF EQUITY CONVERTIBLE
WARRANTS.

The utilizations of funds raised have been mentioned hereunder:

(Amount in Rs.)

Purpose of Issue	Allocation of Funds	Funds Utilized
Opening of Balance as on 01.04.2023	1,20,705/-	-
Object of the Issue and Estimated Issue related Expenses	5,52,00,000/- (Warrant conversion payment received during f.y. 2023Â¬ 24 by company)	5,52,54,015/-
Working Capital Requirement
General Corporate Purposes
Closing Balance (funds which has not been used) as on 31.03.2024.	-	66,690/-

Notes:

1. As on 01.04.2024 unutilized balance fund of Rs. 1,20,705 was available with company, and during the F.Y.
company has received Rs. 5,52,00,000 against conversion of 80,00,000 @ Rs. 6.90/- per equity warrants in to
Equity Shares, out of total receipt including opening balance of Rs. 5,53,20,705 the company has utilized Rs.
5,52,54,015 for the object of the issue, and balance Rs. 66,690/- is balance amount in the books of company and
carry forward to next FY.

There has been no deviation in the use of proceeds of the preferential Issue of warrant from the objects stated in
the letter of offer as per Regulation 32 of SEBI Listing Regulations. The Company has been disclosing on a
quarterly basis to the Audit Committee, the usage & application of proceeds of the funds raised from preferential
Issue and also intimate the Stock Exchange(s) on a quarterly basis, as applicable.

> POLICY ON DIRECTORS'' APPOINTMENT AND REMUNERATION:

The policies of the Company on Directors'' appointment and remuneration including criteria for determining
qualifications, positive attributes, independence of a Director and other matters provided under sub-section (3)
of Section 178 of the Act is available on the website on this link: www.mayukh.co.in

The policy of the Company on directors'' appointment and remuneration, including criteria for determining
qualifications, positive attributes, independence of a director and other matters provided under sub-section (3)
of Section 178 of the Companies Act, 2013, adopted by the Board, are stated in this Board report. We affirm that
the remuneration paid to the directors is as per the terms laid out in the Nomination and Remuneration Policy
of the Company.

> TRAINING OF INDEPENDENT DIRECTORS:

Every new independent director of the Board attended an orientation program to familiarize the new inductees
with the strategy, operations and functions of our company, the executive directors / senior managerial
personnel make presentations to the inductees about the company''s strategy, operations, product and service
offerings, markets, software delivery, organization structure, finance, human resources, technology, quality,
facilities and risk management.

The Company has organized the following workshops for the benefit of Directors and Independent Directors:

(a) a program on how to review, verify and study the financial reports;

(b) a program on Corporate Governance;

(d) SEBI Insider Trading Regulation, 2015.

Further, at the time of appointment of an independent director, the company issues a formal letter of
appointment outlining his/her role, functions, duties and responsibilities as a director.

> CONSERVATION OF ENERGY, TECHNOLOGY, ABSORPTION, FOREIGN EXCHANGE EARNINGS
AND OUTGO

The details of Energy, Technology, Absorption, Foreign Exchange Earnings and Outgo are as under:
Conservation of Energy:

Since the company is not engaged in any manufacturing activity, issues relating to conservation of energy are
not quite relevant to its functioning.

Technology Absorption:

Since the company is not engaged in any manufacturing activity, issues relating to Technology Absorption are
not quite relevant to its functioning.

Foreign Exchange Earnings/Outgo:

Earnings NIL

Outgo NIL

> PARTICULARS OF LOAN, GUARANTEE AND INVESTMENTS UNDER SECTION 186

During the period under review, the loans, advance and guarantees if any, were provided by the Company
according to limit approved by the members of the company by passing a special resolution in the shareholders
meeting in compliance of the provisions of Section 186 of Companies Act, 2013.

> PARTICULARS OF CONTRACTS OR ARRANGEMENTS WITH RELATED PARTIESUNDER SECTION
188

The particulars of contracts or arrangements with related parties referred to in Section 188(1), as prescribed in
Form AOC - 2 are appended as Annexure - II.

> MATERIAL CHANGES AFFECTING THE FINANCIAL POSITION OF THE COMPANY

Save as mentioned elsewhere in this Report, no material changes and commitments affecting the financial
position of the Company has occurred between the ends of the financial year of the Company 31^st March, 2023
till the date of this report.

> STOCK SPLIT OF SHARES

No such case of Stock Split of Shares happens during the year 31^st March, 2024.

> RISK MANAGEMENT POLICY

The Board of Directors of the Company are of the view that currently no significant risk factors are present which
may threaten the existence of the company.

The Audit Committee and Board of Directors review these procedures periodically. The company''s management
systems, organizational structures, processes, standards, code of conduct and behavior together form a complete
and effective Risk Management System (RMS).

> DIRECTORS

The Board & KMP of the Company during the financial year was as follows:

Sr. No.	Directors	Designation	Date of Appointment	Date of Resignation
1.	Mr. Mit Tarunkumar Brahmbhatt	Managing Director	29-09-2018	NA
2.	Mr. Kapil Purohit	Non-Executive Independent Director	31-12-2021	12-10-2023
3.	Mrs. Khushboo Vasudev	Non-Executive Independent Director	31-12-2021	NA
4.	Ms. Kanika Kabra	Non-Executive Independent Director	29-08-2023	06-04-2024
5.	Mr. Amol Y Rane	Chief Financial Officer (CFO)	15-09-2020	30-05-2022
6.	Ms. Khushboo Negi	Company Secretary (CS)	31-12-2021	12-10-2023
7.	Mr. Atish Ananta Kamble	Chief Financial Officer (CFO)	01-09-2022	NA

> BOARD EVALUATION

Reg. 17 of SEBI (LODR) Regulations, 2015 mandates that the Board shall monitor and review the Board evaluation
framework. The Companies Act, 2013 states that a formal annual evaluation needs to be made by the Board of
its own performance and that of its committees and individual directors.

Schedule IV of the Companies Act, 2013 states that the performance evaluation of independent directors shall be
done by the entire Board of Directors, excluding the director being evaluated. Pursuant to the provisions of
section 134(3) (p) of the Companies Act, 2013 the evaluation of all the directors and the Board as a whole was
conducted based on the criteria and framework adopted by the Board. The evaluation process has been explained
in the corporate governance report section in this Annual Report. The Board approved the evaluation results as
collated by the nomination and remuneration committee.

> NUMBER OF MEETINGS OF THE BOARD

The Board of Directors duly meeting 07 (Seven) times respectively on 22/05/2023, 10/08/2023, 29/08/2023,
11/10/2023, 11/11/2023, 19/01/2024, 27/03/2024 in respect of which proper Notices were given and the
proceedings were properly recorded and signed in the Minutes Book maintained for the purpose.

Preferential Allotment Committee Meetings held during the year:

Preferential allotment committee Meeting 10/04/2023, 22/05/2023, 09/06/2023, 18/08/2023, 23/08/2023,
13/10/2023, 31/10/2023, 28/11/2023, 05/12/2023, 14/12/2023, 19/01/2024, 27/01/2024.

The intervening gap between any two meetings was within the period prescribed by the Companies Act, 2013.

> MANNER IN WHICH FORMAL ANNUAL EVALUATION HAS BEEN MADE BY THE BOARD OF ITS
OWN PERFORMANCE AND THAT OF ITS COMMITTEES AND INDIVIDUAL DIRECTORS:

The annual evaluation process of the Board of Directors, individual Directors and Committees was conducted in
accordance with the provisions of the Act and the Listing Regulations.

The Board evaluated its performance after seeking inputs from all the directors based on 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 based on criteria such as the composition of committees, effectiveness of committee meetings, etc.

The above criteria are broadly based on the Guidance note on Board Evaluation issued by the Securities and
Exchange Board of India on January 5, 2017.

The Chairman of the Board had one-on-one meetings with the IDs and the Chairman of the NRC had one-on-
one meetings with the Executive and Non-Executive, Non-Independent Directors.

In a separate meeting of IDs, performance of Non-Independent Directors, the Board as a whole and the Chairman
of the Company was evaluated, taking into account the views of the Executive Director and NEDs.

The NRC reviewed the performance of individual directors on the basis of 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. and the Board as a whole.

In the Board meeting that followed the meeting of the IDs and meeting of the NRC, the performance of the Board,
its committees and individual Directors was also discussed.

The evaluation process endorsed the Board''s confidence in the ethics standards of the Company, cohesiveness
amongst the Board members, flexibility of the Board and management in navigating the various challenges faced
from time to time and openness of the management in sharing strategic information with the Board.

> CHANGES IN DIRECTORS AND KEY MANAGERIAL PERS ONNEL

During the year under review, there is following changes took place in Board of Directors and KMP of the
Company:

Sr. No.	Name of Directors & KMP	Designation	Appointment	Resignation
1	Mr. Kapil Purohit	Independent Director	31-12-2021	12-10-2023
2	Ms. Kanika Kabra	Non-Executive Independent Director	29-08-2023	06-04-2024
3	Ms. Khushboo Negi	Company Secretary	31-12-2021	12-10-2023
4	Ms. Prajakta Anil Gangurde	Non-Executive Independent Director	27-03-2024	-
5	Mr. Kishor Anil Kokate	Non-Executive Independent Director, Chairperson	27/03/2024	-
6	Ms. Khushboo Vasudev	Non-Executive -Independent Director	31/12/2021	-

> POLICY ON DIRECTORS'' APPOINTMENT AND REMUNERATION

The current policy is to have an appropriate mix of executive and non-executive, independent directors to
maintain the independence of the Board and separate its functions of governance and management.

The policy of the Company on directors'' appointment and remuneration, including criteria for determining
qualifications, positive attributes, independence of a director and other matters provided under Subsection (3)
of Section 178 of the Companies Act, 2013, adopted by the Board, are stated in this Board report. We affirm that
the remuneration paid to the directors is as per the terms laid out in the nomination and remuneration policy of
the Company.

> TRAINING OF INDEPENDENT DIRECTORS

Every new independent director of the Board attended an orientation program. To familiarize the new inductees
with the strategy, operations and functions of our Company, the executive directors / senior managerial
personnel make presentations to the inductees about the Company''s strategy, operations, product and service
offerings, markets, software delivery, organization structure, finance, human resources, technology, quality,
facilities and risk management.

The Company has organized the following workshops for the benefit of Directors and Independent Directors:

A program on how to review, verify and study the financial reports;

A program on Corporate Governance;

Provisions under the Companies Act, 2013; and
SEBI Insider Trading Regulation, 2015.

Further, at the time of appointment of an independent director, the Company issues a formal letter of
appointment outlining his/her role, functions, duties and responsibilities as a director.

> COMMITTEES OF THE B OARD

Currently, the Board has three committees:

1. Audit Committee,

2. Nomination and Remuneration Committee,

3. Stake Holders Relationship Committee.

A detailed note on the Board and its committees is provided under the corporate governance report section in
this Annual Report.

> DECLARATION BY INDEPENDENT DIRECTORS

Mrs. Prajakta Anil Gangurde, Mr. Kishor Anil Kokate and Ms. Khushboo Vasudev, Independent Directors of the
Company have confirmed that they fulfilled all the conditions of the Independent Directorship as laid down in
sub- section (6) of Section 149 of the Companies Act, 2013 and the rules made there under and the same have
been noted by the Board Conservation of energy, Technology absorption and Foreign exchange earnings and
Outgo.

The provisions of section 134(m) of the Companies Act 2013 regarding the disclosure of particulars of
conservation of energy and technology absorption prescribed by the rules are not applicable to our company.
The company does not have any Foreign Exchange transactions during the financial year.

> INDEPENDENT DIRECTORS DECLARATIONS:

In the opinion of the Board, the independent directors are, individually, person of integrity and possess relevant
expertise and experience.

The Independent Directors under section 149(6) of the Companies Act, 2013 declared that:

1. They are not a promoter of the Company or its holding, subsidiary or associate company;

2. They are the directors in the company;

3. The independent Directors have/had no pecuniary relationship with company, its holding, subsidiary
or associate company, or their promoters, or directors, during the two immediately preceding financial
years or during the current financial year;

4. None of the relatives of the Independent Directors have or had pecuniary relationship or transaction
with the company, its holding, subsidiary or associate company, or their promoters, or directors,
amounting to two percent. or more of its gross turnover or total income or Fifty Lakhs rupees or such
higher amount as may be prescribed, whichever is lower, during the two immediately preceding
financial years or during the current financial year;

5. Independent Director, neither himself nor any of his relatives â

Â¦ holds or has held the position of a key managerial personnel or is or has been employee of the company
or its holding, subsidiary or associate company in any of the three financial years immediately preceding
the financial year in which he is proposed to be appointed;

Â¦ is or has been an employee or proprietor or a partner, in any of the three financial years immediately
preceding the financial year in which he is proposed to be appointed;

Â¦ a firm of auditors or company secretaries in practice or cost auditors of the company or its holding,
subsidiary or associate company; or

> ANNUAL RETURN:

The extract of the Annual Return pursuant to the provisions of section 92 read with Rule 12 of the Companies
(Rules), 2014 is furnished in Annexure I (MGT - 9) and is attached to this Report.

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

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.

> DETAILS OF SUBSIDIARY/JOINT VENTURE/ASSOCIATE COMPANIES:

Mayukh Trading Private Limited (incorporated on 29^th October, 2021), the subsidiary of the Mayukh Dealtrade
Limited by investment in 60 % Equity Shares of Mayukh Trading Private Limited.

During the F.Y. 2023-24 the name of subsidiary company has been changed from Mayukh Medicare Private
Limited to Mayukh Trading Private Limited.

There is no Joint Venture or Associate Company as on 31^st March, 2024.

> ISSUE OF EQUITY SHARES WITH DIFFERENTIAL RIGHTS :

The company has not issued any of its securities with differential rights during the year under review.

> AUDITORS & THEIR REPORTS:

A. Statutory Auditors:

In terms of section 139 of the Companies Act, 2013 read with the Companies (Audit and Auditors) Rules, 2014,
M/s. SSRV & Associates, Chartered Accountants, (Firm Registration No. 112187W) was appointed as the
statutory auditors of the Company.

The Standalone & consolidated Auditors Report and the Notes on financial statement for the year 2023-24
referred to in the Auditor''s Report are self-explanatory and does not contain any qualification, reservation or an
adverse remark, therefore, do not call for any further comments.

B. Secretarial Audit Report:

Pursuant to Section 204 of the Companies Act and the Companies (Appointment and Remuneration of
Managerial Personnel), 2014 the Board of Directors of the Company has appointed M/s. Mr. Brajesh Gupta
(Mem No: 33070 & COP: 21306) Practicing Company Secretary, to conduct the Secretarial Audit of the Company
for the financial year 2023-24. The Secretarial Auditors have submitted their report as provided under Annexure-
III to this Board''s Report, confirming compliance by the Company of all the provisions of applicable laws.

The Secretarial Audit Report contains three observation remarks as follow.

i) The Bombay Stock exchange Limited (BSE Ltd.) has imposed penalty of Rs. 3,30,400/- including GST
for delay filing of listing application beyond 20 days of issue of equity shares allotted pursuant to
conversion of Warrants in to equity shares, within the time limit therefore BSE Ltd. imposed Penalty
of on the Company:

Management Reply: The Company has informed to us, that the SOP fine of Rs. 3,30,400/- including
GST paid by the Company dated 18 February, 2024. and there were no other fine/penalties was levied
during the year.

ii) The Company has received a notice of Fine SOP Fine under regulation 6(1) of SEBI LODR Regulations,
2015.

Management Reply: As per the information given by the company''s management, the Company is in
process of finding suitable candidature for appointment as Company Secretary & Compliance Officer
of the Company.

iii) The BSE Ltd. has sought clarification vide email/letter dated 29^th January, 2024 from the company
during the year for significant price movement in the shares of the company and the Company has
also received communication from BSE Ltd. for Youtube channel video on the shares of the company
and therefore the securities of the company was gone under GSM - IV w.e.f. 30.01.2024.

Management Reply: The management of the Company has informed to us they are not aware about
circulating all this fake/misleading/wronginformation about the company and its business on social
media platform, in this regards the company has submitted necessary disclosures with BSE under
Regulation 30 of SEBI (LODR) Regulations 2015 to stock exchange/shareholders/stakeholders not to
believe and trust on such misleading information''s which are not informed by though its officer
email/website/publication at stock Exchange through announcements/outcome of meetings, the
company also taken action to submit written police complaint of this event and issue, the company
has also filed an court case (to safeguard the shareholders/stakeholders) against such channel who
has circulated this misleading news on social media platform, the company is adhere to protect the
interest and trust of investors/shareholders/stakeholders all the time.

c. Internal Audit Report:

The Company has appointed M/s Ashwin Mantri & Co, Chartered accountants as Internal Auditor of the
company in terms of section 138 of the Companies Act, 2013 for the financial year 2023-24 and internal Auditor
has conducted the audit for F.Y. 2023-24 Auditor''s Report are self-explanatory and does not contain any
qualification, reservation or an adverse remark, therefore, do not call for any further comments.

d. Cost Auditors

Appointment of Cost Auditor is not applicable to the Company. Hence, the company has not appointed any Cost
Auditor and cost accounts and records are not required to maintain by the company.

During the year under review, the Statutory Auditor and Secretarial Auditor have not reported any instances of
frauds Committed in the Company by its Officers or Employees, to the Audit Committee under Section 143(12)
of the Act details of which needs to be mentioned in this Report.

> SEXUAL HARASSMENT OF WOMEN AT WORK PLACE

The Company has in place a policy in line with the requirements of the Sexual Harassment of Women at
workplace (Prevention, Prohibition & Redressal) Act, 2013. Internal Complaints Committee (ICC) has been set
up to redress complaints received regarding sexual harassment. All employees (permanent, contractual,
temporary, trainees) are covered under this Policy. There were nil complaints received during the year under
review.

> RISK MANAGEMENT POLICY:

The Board of Directors of the Company are of the view that currently no significant risk factors are present which
may threaten the existence of the company.

During the year, your Directors have an adequate risk management policy in place capable of addressing those
risks. The company manages monitors and reports on the principal risks and uncertainties that can impact its
ability to achieve its strategic objectives. The Audit Committee and Board of Directors review these procedures
periodically. The company''s management systems, organizational structures, processes, standards, code of
conduct and behavior together form a complete and effective Risk Management System (RMS).

> MANAGERIAL REMUNERATION

The company earned minimal profit during the year so the company has provided limited Managerial
Remuneration to the Directors.

> CORPORATE SOCIAL RESPONSIBILITY (CSR)

We view responsible conduct as a necessary input for long term business success. We accept responsibility for
our business, or employees and society. That is how we define our corporate responsibility. But as per Section
135 of Companies Act, 2013 your company is out of the preview of this responsibility.

> CODE OF CONDUCT

The Board of Directors has approved a Code of Conduct which is applicable to the members of the Board and all
employees in the course of day to day business operations of the company. The Company believes in "Zero
Tolerance" against bribery, corruption and unethical dealings / behaviors of any form and the Board has laid
down the directives to counter such acts. The Code has been posted on the Company''s website.

The Code lays down the standard procedure of business conduct which is expected to be followed by the
Directors and the designated employees in their business dealings and in particular on matters relating to
integrity in the work place, in business practices and in dealing with stakeholders. The Code gives guidance
through examples on the expected behavior from an employee in a given situation and the reporting structure.

All the board members and the senior management personnel have confirmed compliance with the code. All
management staff were given appropriate training in this regard. The declaration on Code of Conduct is annexed
as Annexure - V.

> VIGIL MECHANISM/ WHISTLE BLOWER POLICY

The Company has a vigil mechanism named Fraud and Risk Management Policy to deal with instance of fraud
and mismanagement, if any, in staying true to our values of Strength, Performance and Passion and in line with
our vision of being one of the most respected companies in India, the Company is committed to the high
standards of Corporate Governance and Stakeholder Responsibility.

> 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 pre- clearance 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 of Directors and the designated employees have confirmed compliance with the Code.

> SIGNIFICANT AND MATERIAL ORDERS

There are no significant and material orders passed by the regulators or courts or tribunals impacting the going
concern status and Company''s operations in future.

> CFO CERTIFICATION

The Chief Financial Officer Certification as required under Regulation 17(8) read with Part B of Schedule II of the
SEBI (LODR) Regulation, 2015 have been appended to this report in Annexure- VI.

> PARTICULARS OF EMPLOYEES AND RELATED INFORMATION

In terms of the provisions of Section 197(12) of the Act read with Rule 5 of the Companies (Appointment and
Remuneration of Managerial Personnel) Rules, 2014, a statement containing the disclosures pertaining to
remuneration and other details as required under the Act and the above Rules are provided in the Annual Report.
The disclosures as specified under Rule 5(1) of the Companies (Appointment and Remuneration of Managerial
Personnel) Rules, 2014. Attached as Annexure - ANNEXURE-II

> DIRECTORS'' RESPONSIBILITY STATEMENT

Pursuant to Section 134(5) of the Companies Act, 2013, your Directors confirm that â

(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 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 and of the profit and loss of the company for that period;

(c) The directors have taken proper and sufficient 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 have prepared the annual accounts on a going concern basis;

(e) 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

(f) 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.

> DETAILS OF APPLICATION MADE OR PROCEEDING PENDING UNDER INSOLVENCY AND
BANKRUPTCY CODE 2016:

During the year under review, there were no applications made or proceeding pending in the name of the
company under the Insolvency Bankruptcy Code, 2016.

> DETAILS OF DIFFERENCE BETWEEN VALUATION AMOUNT ON ONE TIME SETTLEMENT AND
VALUATION WHILE AVAILING LOAN FROM BANKS AND FINANCIAL INSTITUTIONS:

During the year under review, there has no one-time settlement of Loans taken from Banks and Financial
Institutions.

> ACKNOWLEDGEMENTS:

Your Directors would like to acknowledge and place on record their sincere appreciation to all Stakeholders,
Clients, Financial Institutions, Banks, Central and State Governments, the Company''s valued investors and all
other business partners for their continued co-operation and excellent support received during the year.

Your Directors recognize and appreciate the efforts and hard work of all the employees of the Company and
their continued contribution to its growth.

By Order of the Board

For Mayukh Dealtrade Limited

Sd/- Sd/-

Mit Tarunkumar Brahmbhatt Khushboo Vasudev

Managing Director Director

DIN: 06520600 DIN: 08415000

Date: 30^th August, 2024
Place: Mumbai

Mar 31, 2015

Dear Members,

The Directors have pleasure in presenting their 35th Annual Report on the business and operations of the Company together with the audited financial statements for the financial year ended March 31st, 2015.

1. Financial Performance of the Company

(Amount in Rs.)

STANDALONE

Particulars 2014-15 2013-14

Profit Before Tax & Provision 167,482 2,486

Less: Provision For Tax 151,545 768

Profit After Tax 15,937 1,717

Profit/ Loss Brought Forward From Previous 81,680 79,962 Year

Profit/ Loss Available for Appropriation 15,937 1,718

Transfer To General Reserve Nil Nil

Proposed Dividend Nil Nil

Tax on Proposed Dividend Nil Nil

Profit Carried Forward 97,617 81,680

Basic/ Diluted Earnings Per Share 0.01 0.01

CONSOLIDATED

Particulars 2014-15 2013-14

Profit Before Tax & Provision 173,953 (1,963)

Less: Provision For Tax 151,545 768

Profit After Tax 22,408 (2,731)

Profit/ Loss Brought Forward From Previous (16,145) (13,414) Year

Profit/ Loss Available for Appropriation 22,408 (2,731)

Transfer To General Reserve Nil Nil

Proposed Dividend Nil Nil

Tax on Proposed Dividend Nil Nil

Profit Carried Forward (1,082,131) (16,145)

Basic/ Diluted Earnings Per Share 0.01 (0.01)

2. Dividend

Your Directors have not recommended any dividend for the financial year 2014-15 in view of re- investment of the surplus in order to maintain a healthy capital adequacy ratio to support long term growth of your company.

3. Transfer Of Unclaimed Dividend To Investor Education And Protection Fund

The provisions of Section 125(5) of the Companies Act, 2013 do not apply on the company as no dividend has been declared during the year.

4. Reserves

Your Directors have not proposed to transfer the accumulated profit to Reserves during the year.

5. Brief description of the Company's working during the year

The Company's Primary business is trading in Sarees having a wide variety of fabrics and designs. The company has resumed its operation this financial year (2014-15) with revenue of Rs. 182.89 Lakhs (Approx.), expenditure Rs 181.21 Lakhs (Approx.) and profit before tax amounted to Rs. 1.67 Lakhs (Approx.) and Consolidated revenue of Rs. 358.20 Lakhs (Approx.), expenditure Rs 356.46 Lakhs (Approx.) and profit before tax amounted to Rs. 1.74 Lakhs (Approx.)

6. Change in the nature of business, if any

There is no Change in the nature of business of company during the financial year

7. Post Balance Sheet Events

No material changes have been occurred between the end of the financial year of the company to which the financial statements relate and the date of the report.

8. Details in respect of adequacy of internal financial controls with reference to the Financial Statements.

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.

9. Details of Subsidiary/Joint Ventures/Associate Companies

The Statement in Form AOC-I containing the salient feature of the financial statement of your Company's subsidiaries, associates and joint venture companies pursuant to first proviso to Section 129(3) of the Companies Act, 2013 (Act) read with Rule 5 of the Companies (Accounts) Rules, 2014, forms part of the Annual Report. Further, in line with Section 129(3) of the Act read with the aforesaid Rules, the Listing Agreement with the Stock Exchanges and in accordance with the Accounting Standard 21 (AS-21), Consolidated Financial Statements prepared by your Company include financial information of its subsidiary companies.

The company has three wholly owned subsidiary companies:

i) Eternity Vanijya Private Limited

ii) Mastak Commodities Private Limited

iii) Sanyukta Dealers Private Limited

10. Deposits

The company has neither accepted nor renewed any deposits during the year, covered under Chapter V of the Act.

11. Statutory Auditors

M/s A. SARAOGI & ASSOCIATES, Chartered Accountants, have been appointed as Statutory Auditors of the company till the conclusion of the Annual General Meeting of the company to be held in the year 2017 (subject to ratification of their re- appointment at every AGM) and the Directors of the Company shall fix the remuneration from time to time in consultation with the Audit Committee.

12. Auditors' Report

The observations made by the Auditors are self- explanatory and do not require any further clarification. Further, the explanations or comments by the Board on every qualification, reservation or adverse remark or disclaimer made by the auditor in his report is given.

13. Share Capital

Issue of equity shares with differential rights

Your company has not issued any of its securities with differential rights during the year under review.

Buy Back of Securities

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

Sweat Equity, Bonus Shares & Employee Stock Option Plan

The company has neither issued sweat equity or bonus shares nor has provided any stock option scheme to the employees.

Preferential Issue of Capital

Your company has issued 3,000,000 equity shares of Rs 10/- each on preferential basis to Non- Promoters during the year and as on date the entire capital is listed with Calcutta Stock Exchange.

14. Extract of the Annual Return

The extract of the Annual Return pursuant to the provisions of section 92 read with Rule 12 of the Companies (Rules), 2014 is furnished in Annexure A (MGT - 9) and is attached to this Report

15. Conservation of energy, Technology absorption and Foreign exchange earnings and Outgo

The provisions of section 134(m) of the Companies Act 2013 regarding the disclosure of particulars of conservation of energy and technology absorption prescribed by the rules are not applicable to our company. The company does not have any Foreign Exchange transactions during the financial year.

16. Corporate Social Responsibility (CSR)

As the company does not have net worth of rupees five hundred crore or more, or turnover of rupees one thousand crore or more or a net profit of rupees five crore or more during any financial year, the disclosures as per Rule 9 of Companies (Corporate Social Responsibility Policy) Rules, 2014 is not applicable.

17. Directors:

A) Changes in Directors and Key Managerial Personnel

Pursuant to the Resolution of the Board of Directors passed at its meeting,

Date Name Designation

22.08.2014 Manoj Mahipal Independent Director

22.08.2014 Pooja Saraogi Independent Director

22.08.2014 Pankaj Kumar Managing Agarwal Director

25.07.2014 Kanika Agarwal Company Secretary

Date Purpose

22.08.2014 Previously appointed as an Independent Director and now regularized in the AGM.

22.08.2014 Reappointed as Independent Director for a further period of five years.

22.08.2014 Appointed as Managing Director of the Company.

25.07.2014 Appointed as Company Secretary of the Company w.e.f 06/09/2014.

Further notice has been sent to appoint Mr. Sandeep Kumar Agarwal, Director of the Company as Chief Financial Officer w.e.f. 29.05.2015.

B) Declaration by an Independent Director(s) and re- appointment

Mr. Manoj Mahipal and Ms. Pooja Saraogi, Independent Directors of the Company have confirmed that they fulfilled all the conditions of the Independent Directorship as laid down in sub-section (6) of Section 149 of the Companies Act, 2013 and the rules made there under and the same have been noted by the Board.

C) Formal Annual Evaluation

In compliance with the Schedule IV of the Companies Act 2013, a meeting of the Independent Directors of the company was held to review and evaluate the performance of the Non- Independent Directors and the chairman of the company taking into account the views of the Executive Directors and Non- Executive Directors, assessing the quality, quantity and timeliness of flow of information between the company management and the Board and also to review the overall performance of the Board. The meeting of the company was held on 03rd February 2015, wherein the performance of the Board as a whole was evaluated.

18. Number of meetings of the Board of Directors

Five Meetings of the Board of Directors were held during the financial year 2014-15. These were held on the following dates:

i) 28/05/2014,

ii) 25/07/2014,

iii) 12/08/2014,

iv) 30/10/2014,

v) 03/02/2015

19. Order of Court

The company is not subject to any legal proceedings and claims which will have a material or adverse effect on the going concern status or company's operations or financial conditions.

20. Particulars of Loans, Guarantees or Investments

There are no Loans, gurantees or Investments as per section 186 of the Companies Act, 2013

21. Audit Committee

Composition of the Audit committee is in accordance with the requirements of section 177 of the Companies Act 2013 which is stated below:

Name Designation

Pooja Saraogi Chairman

Pankaj Kumar Agarwal Member

Manoj Mahipal Member

22. Sexual Harassment Of Women At Work Place

The Company has in place a policy in line with the requirements of The Sexual Harassment of Women at Workplace (Prevention, Prohibition & Redressal) Act, 2013. Internal Complaints Committee (ICC) has been set up to redress complaints received regarding sexual harassment. All employees (permanent, contractual, temporary, trainees) are covered under this Policy. There were nil complaints received during the year under review.

23. Details of establishment of vigil mechanism for directors and employees

Pursuant to sub-section (9) & (10) of section 177 of the Companies Act, 2013, read with rule 7 of the Companies (Meetings of Board and its Powers) Rules, 2014, the Company has established a Whistle Blower Policy (Vigil mechanism) for Directors and Employees of the Company to report their genuine concerns or grievances. The policy was approved by the Board of Directors of the Company at its meeting held on 25th July 2014 and the Audit Committee was empowered by the Board of Directors to monitor the same and to report to the Board about the complaints in an unbiased manner.

24. Nomination and Remuneration Committee

Composition of the Nomination & Remuneration Committee is in accordance with the requirements of section 178(1) of the Companies Act 2013. The composition is as under:

Name Designation

Pooja Saraogi Chairman

Pankaj Kumar Agarwal Member

Manoj Mahipal Member

25. Particulars Of Contracts Or Arrangements With Related Parties:

Your company has no material individual transactions with its related parties which are covered under section 188 of the Companies Act, 2013, which are not in the ordinary course of business and not undertaken on an arm's length basis during the financial year 2014-15.

26. Managerial Remuneration:

The Company earned minimal profit during the year so the Company has not provided any Managerial Remuneration to the Directors.

27. Secretarial Audit Report

The Secretarial Audit Report has been given by M/s Raghunath Mandal, Company Secretaries and there is no qualification, reservation or adverse remark or disclaimer made by the company secretary in the secretarial audit report.

28. Corporate Governance Certificate & Management Discussion and Analysis Report

The Corporate Governance certificate from the auditors regarding compliance of conditions of corporate governance as stipulated in Clause 49 of the Listing agreement and the Management Discussion and Analysis Report has been annexed with the report.

29. Risk management policy

The company does not have any Risk Management Policy as the elements of risk threatening the Company's existence is very minimal.

30. Familiarization Programme for Independent Directors

In terms of Clause 49(II)(B)(7) of the Listing Agreement, your Company is required to conduct the Familiarization Programme for Independent Directors (IDs) to familiarise them about their roles, rights, responsibilities in your Company, nature of the industry in which your Company operates, business model of your Company, etc., through various initiatives. The details of such familiarization programmes are available on your Company's website www.mayukh.co.in and a link to the said programmes has been provided elsewhere in this Annual Report.

31. Directors' Responsibility Statement

Pursuant to Section 134(5) of the Companies Act, 2013, your Directors confirm thatÂ

(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 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 and of the profit and loss of the company for that period;

(c) the directors have taken proper and sufficient 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 have prepared the annual accounts on a going concern basis;

(e) 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

(f) 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.

32. Acknowledgements

Your Directors would like to express their appreciation of the co-operation and assistance received from the shareholders, bankers and other business constituents during the year under review

For and on behalf of the Board of Directors

Sd/- Sd/-

Pankaj Kumar Agarwal Sandeep Kumar Agarwal Managing Director Chief Financial Officer & Director Din: 05131265 Din: 06790042

Place: Kolkata Date: 29th May 2015

Mar 31, 2014

Dear Members,

The directors have pleasure in presenting their Annual Report together with the Audited Accounts for the year ended 31/03/2014

FINANCIAL RESULTS:

During the period under review the Company has made a profit of Rs. 1,718.00, which when added to the past year credit balance of Rs. 79,962.00, makes a total credit balance of Rs. 81,680.00 which your directors propose to carry forward to next year.

WORKING OF THE COMPANY:

During the period the funds of the Company were properly utilized.

DIRECTORS RESPONSIBILITY STATEMENT:

i. In the preparation of annual accounts, the applicable accounting standards had been followed.

ii. Accounting policies are applied consistently and made judgment 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 loss of the company for that period.

iii. Proper & sufficient care was taken for the maintenance of adequate accounting records in accordance with the provision of Companies Act, 1956 for safeguarding the assets of the company and for preventing and detecting fraud and other irregularities.

iv. The annual accounts had been prepared on the basis of going concern.

AUDITOR'S REPORT

The observation made by the Auditors are self-explanatory and do not require any further clarification.

AUDITORS:

M/s For A, Saraogi & Associates, Chartered Accountants, Auditors of the Company retires and offers them self for re-appointment.

INFORMATION PURSUANT TO SECTION 217(2A) OF THE COMPANIES ACT.1956:

The above section is not applicable to the Company as no employees of the Company are in receipt of the remuneration specified under the above section.

For and behalf of the Board

MAYUKH CCMMERCIAL LTD.

Place: Kolkata Date: 20/05/2014 Director / Director Signatory

Mar 31, 2013

Dear Members,

The directors have pleasure in presenting ther annual report together with the Audited accounts for the year ended 31/03/2013.

FINANCIAL RESULTS:

Durinig the period under review the company has made aloss of Rs. 485.00 which when added to the last year credit balance of Rs. 80,447.00 make a tatal credit balance of Rs. 79,962.00 which your directors propose to carry forward to next year.

WORKING OF THE COMPANY.

During the period 1ne funds cl tile Company wem p'Operly u'.iLzsd.

DIRFCTSRS RESPONSEIUTV 5TATSMEIMY:

i. ln the preparation or annja seconds. the applicable accounting standards had oeen foflowed

ii. Accourlmg polices are appi ea consistently snd made judgment and e3li rates hat are reasonable anc prurient so as to give a true and faur view of the state of affairs of the company at the end of the financial year and of the lass of the company for that period

iii. Proper & sufficient care was taken for the maintenance of adequate accounting records in accordance with the provider of companies Act 1956 for safeguarding the assets of the company and for preventing a and detecting fraud and other gurantes

iv. The annual accounts been prepared on the basis of going concern.

AUDITORS REPORT:

The observation made by the Auditors are self-explanatory and do not require any further Clarification

AUDITORS.

M/s For A. Saraogi & Associates. Chartered Accountants Auditors of the Ccmpony retires and offers them self for re-appointment

INFORMATION PURSUANT TO SECTION 217)2A) OF THE COMPANIES ACT, 1956:

The above seclion .5 not applicable to the Company as no employees of the Company are in receipt of the remuneration specified under the above section

For and behalf of the Board

Place: Kolkata Date 30/05/2013

Mar 31, 2012

Dear Members,

The directors have pleasure in presenting the Annul Report together with the Audited Account for the year ended 31/C^'ZCTÂ£

FINANCIAL RESULTS:

During the period Under review the Company has made a loss of Rs. 730.00 which when added to 'the past year credit balance of Rs. 81,177.00 makes a total credit be once or Rs. 80 447.00 no which your directors propose carry toward is next j2i

WORKING OF THE COMPANY:

During the period the funds of the company weere properly utilized

DIRECTORS RESPONSIBILITY STATEMENT:

In the preparation ok annual accounts. the applicable accounting standards had been followed

Accounting pollcies are applied consistently and made juogment and estimates that are reseonable 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 loss of the company for that period Proper & sufficient care was taken for the maintenance of adequate accounting records in accordance with the provision of Companies Act 1956 for safeguarding the assets or the company and for preventing and detecting fraud and other irregularities The annual accounts had Open prepared or the basis a of going concern

AUDITOR'S REPORT:

The observation made by the Auditors are seif-explanatory and do not require any futher Clarification

AUDITORS.

M/S A Sarecgi Â£ Associates Chartered Accountants Auditors of the company retires and offers them self for re-appointments

INFORMATION PURSUANT TO SECTION 2 A) OF THE COMPANIES ACT.1956:

The above section is not applicable to the Company as n0 employees of the company are in receipt: of the remuneation specifies under the above section

For and behalf of the Board COMMERCIAL LTD Place: Kolkata Dale 30/05/2012 Direcror

Mar 31, 2011

Dear Members,

The director have pleasure in ." oresenl.ng their Annual Report together with the Audited Accounts for the year ended 31/03/2011

FINANGIAL RESULTS'

During the period under review, me company 31500 315 00 which when added the pass year credit balence of Rs 81 1992 GO makes a total credit balance of Rs 8 '77 00 which your directors propgss to parry forward to next year

WORKING OF THE COMPANY;

During the period the funds of the Company were propody utilized

Directors responsibiuty statement.

i) In f d preparation of sntLo accounts. the applicable occcunimg standards had Duen followed

ii) Accounting polices are aop ec consistently and made judgment end osl mates tha! are feasor able sue prudent so as to give o true and fair view of -re state of affairs of the company at the end ch fhe financial yea: and of the less d the company for that period.

iii) proper sufficient care was taken for fhe management of adequate acccunting records in accordance v, in the provision of Companies Act 1956 for safegarting the asses to in accordance.

iv) The annual accounts had on me crisis to going concern

AUDITOR'S REPORT:

The cosenoalioii made by life Auditors am l-exp:anatnfy and go not fsoure any further clarification.

AUDITORS:

M/s A saragi associates charted account auditro of the not any under

INFORM A I ION PURSUANT TO SECTION Z17f2Ai OF THE CO MPANfFS ACT 1356'

The af.-ove sector is not app: cube to dm Yc-mpany ss no employees Crthe Company are in "ecu pt c; me re run era I.on speed an ulcer the above section

For and behalf of the Foam:

MAYUKH cOMMERCIASL LTD.

Place Kolkaiav director Date 30/Q5/2011

Disclaimer: This is 3rd Party content/feed, viewers are requested to use their discretion and conduct proper diligence before investing, GoodReturns does not take any liability on the genuineness and correctness of the information in this article