Directors Report of Sodhani Academy of Fintech Enablers Ltd.

Mar 31, 2025

Your Directorâs have pleasure in presenting their 16^th Annual Report on the business and
operations of the Company and the accounts for the Financial Year ended March 31, 2025.

[The amounts appearing in the report have been rounded off to Lakhs except No. of shares
and EPS in accordance with the Financial Statements]

1. FINANCIAL SUMMARY OR HIGHLIGHTS

The financial performance of your company for the year ending March 31, 2025 is summarized
below:

Particulars	2024-25	2023-24
	Current Year (Rs.)	Previous Year (Rs.)
Revenue from Operations	354.84	205.08
Other Income	299.17	101.87
Total Revenue	654.01	306.95
Total Expenditure	168.86	65.68
Profit/(Loss) before Prior Period Items & tax	485.15	241.27
Less: Prior period Items	-	-
Profit/(Loss) Before Tax	485.15	241.27
Less: Current Year	(93.00)	(50.95)
Earlier Year	(8.00)	(3.47)
Deferred tax	0.50	(3.67)
Profit/(Loss) after Tax	384.64	183.17
Earnings Per Share (Basic/Diluted)	7.34	3.88
No. of shares used in computing EPS	56,95,000	47,25,000

2. BRIEF DESCRIPTION OF THE COMPANYâS PERFORMANCE DURING THE YEAR:

During the year under review, on standalone basis, the Revenue from the operation increased by
73.03%. The same was Rs. 354.84/- for the current FY 2024-25 as compared to Rs. 205.08/- for
the previous FY 2023-24. Total Net Profit increased by 109.97 %, the same was Rs. 384.64/- for
the current FY 2024-25 as compared to Rs. 183.17/- for the previous FY 2023-24.

3. TRANSFER TO RESERVES:

During the year under review, Pursuant to provisions of Section 134(3)(j) of the Companies Act
2013, the board of Directors of the company has not proposed to transfer any amount to the
reserve account.

4. STATE OF THE COMPANYâS AFFAIRS:

A) BUSINESS OPERATIONS

Company operates as a technology-led, hybrid education firm, specializing in financial literacy.
With diversified offeringsâonline/live sessions, digital modules, offline seminars, and certification
coursesâthe company partners with regulatory bodies and colleges to scale industry-driven skill
training.

There is no change in the nature of the business of the Company during the year under
review.

During the financial year 2024-25, company demonstrated substantial progress and strategic
expansion in its core operations, marking a significant improvement over the previous year. In the
current financial year 2024-25, our turnover raised by 73.03% during this year.

The Company continued its mission to enhance financial literacy and empowerment by providing
structured training, consultancy, and upskilling programs tailored to the evolving needs of
individuals and institutions in the financial ecosystem. Our target audience includes students,
fresh graduates, homemakers, and aspiring retail investors seeking knowledge in financial
planning, stock market fundamentals, trading strategies, and wealth management.

Key Improvements and Strategic Initiatives in FY 2024-25

Successful Listing on BSE SME Platform

A major milestone achieved during the year was LISTED on the BSE SME platform. The Company
with intention to list its securities on BSE SME Platform issued 15,30,000 Equity Shares of Rs.
10/- each at a premium of Rs. 30 per share aggregating to Rs. 612,00,000/- (Six crore twelve lakhs
rupees. After completion of due procedure, Companyâs securities got listed on BSE EMERGE SME
Platform and trading of such securities started w.e.f. September 23, 2024. Hence, the present
status of the Company is an Indian Non-Government, Listed Public Limited Company limited by
shares.

The Company raised ?612.00 Lakhs to fund strategic initiatives, enabling us to scale operations
and strengthen our market presence.

Expansion of Training Infrastructure

Leveraging IPO proceeds, the Company invested in building a content studio and enhancing our
offline training infrastructure. This significantly improved our capacity to deliver high-quality video
content and conduct in-person workshops and seminars, thus broadening our outreach.

Enhanced Digital Delivery and Learning Management System (LMS)

Our mobile application and website-based LMS underwent major upgrades this year. With
improved user experience and interactivity, learners benefited from seamless access to live classes,
recorded sessions, and self-paced modules. These enhancements have contributed to a higher
retention rate and stronger learner engagement.

Conclusion

The financial year 2024-25 has been a transformative year for Sodhani Academy of Fintech
Enablers Limited. With strategic investments in technology, infrastructure, and content, the
Company has not only enhanced its service delivery but also positioned itself for long-term,
scalable growth. We remain committed to expanding access to practical, high-quality financial
education across India and contributing meaningfully to financial empowerment and literacy.

B) FUTURE OUTLOOK:

Looking ahead, company aims to consolidate its leadership position in the financial education
space through strategic partnerships, product innovation, and technology integration. The
Company plans to:

â¢ Expand its geographic presence by entering new cities and regions;

â¢ Introduce advanced programs in fintech, personal finance, and capital markets;

â¢ Strengthen collaborations with regulatory authorities, universities, and financial
institutions;

â¢ Leverage data analytics and AI to personalize learning journeys and outcomes;

â¢ Launch multilingual content to reach underrepresented and regional audiences.

With a strong foundation laid in FY 2024-25 and a robust roadmap ahead, the Company remains
committed to delivering long-term value to its shareholders while continuing to contribute to
Indiaâs vision of a financially literate and empowered population.

5. DIVIDEND:

In line with this policy and our commitment towards shareholders value creation, The Board of
Directors of your Company had recommended a final dividend for the financial year 2024-25 of Rs.
0.50 (Rupee Fifty paisa Only) per equity share i.e., 5% of face value of Rs. 10.00 (Rupee Ten Only)
per equity share. in their meeting held on May 12, 2025. Dividend outgo will be Rs. 28,47,500
(Rupees Twenty Eight Lakhs Forty Seven Lakhs And Five Hundred Only), This recommendation is
subject to the approval of the Members at the ensuing 16^th Annual General Meeting (âAGMâ) of the
Company and shall be subject to tax deduction at source. Furthermore, the declaration of dividend
is pursuant to the Regulation 43A of the Securities and Exchange Board of India (Listing
Obligations and Disclosure Requirements) Regulations, 2015 (âListing Regulationsâ), and is in
accordance with the Dividend Distribution Policy of the Company. During the financial year 2024Â¬
25, there were no changes in the parameters of Dividend Distribution Policy of the Company and
the policy is readily accessible on the Company''s website at www. safefintech. in .

6. CHANGE OF NAME:

During the Financial Year 2024-2025, the Company had not changed its name.

7. CHANGE IN THE NATURE OF BUSINESS

During the year under review, there was no change in the core nature of business of the Company,
it continues to be engaged in the domain of financial education, training, and consultancy services.

However, a significant milestone was achieved during the year with the Company successfully
completing its Initial Public Offering (IPO) and getting listed on the BSE SME Exchange on
September 23, 2024. This strategic step was undertaken to strengthen the Company''s financial
position, enhance brand credibility, and support long-term growth initiatives.

8. LISTING OF SHARES

Your Companyâs shares are listed on BSE Limited, and the listing fees for the Financial year 2025Â¬
26 have been duly paid. The Companyâs shares are not suspended for trading on Stock
Exchange(s).

9. CAPITAL STRUCTURE:

During the financial year 2024-25, the capital structure of company remained largely stable with
one significant developmentâcompletion of the Companyâs Initial Public Offering (IPO) and
subsequent listing on the BSE SME Platform.

The detailed capital structure and related changes during the year are as follows:

A. Authorised Share Capital

There was no change in the Authorised Share Capital of the Company during the year under
review. It continues to stand at 7,00,00,000/- (Rupees Seven Crores) Divided into 70,00,000
Equity Shares of 010/- each.

B. Issued, Subscribed and Paid-up Share Capital

The paid-up equity share capital of the Company as on March 31, 2025, stood at Rs.
5,69,50,000/- Representing 56,95,000 equity shares of Rs. 10/- each.

This increase in paid-up capital was a result of the successful Initial Public Offering completed
during the year.

C. Changes in Share Capital

During the year, the Company successfully completed its IPO and listed its equity shares on the
BSE SME Platform on September 23, 2024.

Issue Details:

â¢ Total Equity Shares Issued: 15,30,000 shares

â¢ Face Value: Rs. 10/- per share

â¢ Issue Price: Rs. 40/- per share
(Including Rs. 30/- share premium)

Break-up of Issue:

â¢ Fresh Issue: 9,70,000 equity shares

â¢ Offer for Sale (OFS): 5,60,000 equity shares offered by Promoters
Details of Selling Shareholders under OFS:

Name of Selling Shareholder	No. of Shares Offered
Mr. Rajesh Kumar Sodhani	4,75,000 shares
Mrs. Priya Sodhani	85,000 shares

Listing of Equity Shares

During the year under review, the Company successfully came out with its Initial Public Offering
(IPO) through a fresh issue of equity shares aggregating to ?3.88 crore and an offer for sale of ?2.24
crore, aggregating to a total issue size of ?6.12 crore, at a fixed price of ?40 per equity share. The
IPO received an overwhelming response from investors and was subscribed more than 438 times,
reflecting the strong confidence of stakeholders in the Companyâs business model and future
prospects.

The equity shares of the Company were listed on the SME Platform of BSE Limited on September
23, 2024 under the scrip code 544257. On the day of listing on 23th September, the Companyâs
shares debuted at ?53 per share, representing a premium of around 32% over the issue price, and
closed the day at ?55.65 per share. Post-listing, the shares continued to witness healthy investor
interest, underlining the credibility and growth potential of the Company.

The proceeds from the Fresh Issue are being utilized in line with the stated objects in the IPO
Prospectus.

Utilization of IPO Proceeds

The Company had raised ?388.00 lakhs through the Fresh Issue of Equity Shares in its Initial
Public Offering (IPO) during FY 2024-25. The Board of Directors confirms that the proceeds from
the Fresh Issue have been utilized during the year strictly in accordance with the objects stated in
the Prospectus of the IPO. There has been no deviation or variation in the utilization of funds as
compared to the stated objects.

Further, the Statutory Auditors of the Company, in their report issued under the Companies
(Auditorâs Report) Order, 2020 (CARO, 2020), have also confirmed that the funds raised through
the IPO have been utilized for the purposes for which they were raised.

The object-wise details of the utilization of IPO proceeds are as under:

Object of fresh issue	Amount to be financed from Net proceeds	Estimated Utilization of Net Proceeds in FY 2024-25	Balance fund of IPO Proceeds	(Surplus) / Deficit Fund Adjust through GCP	Balance fund for (FY 2025Â¬ 26)
Offer related Expenses in relation to Fresh Offer	78.00	58.09	19.91	(19.91)	(0.00)
Building content Studio and Offline training infrastructure	80.00	11.36	68.64	-	68.64
Information Technology (Hardware including Software) Procurement	60.00	20.44	39.56	-	39.56
Content Development for course Material	50.00	22.50	27.50	-	27.50
Enhancement of brand visibility and awareness	35.00	41.80	(6.80)	6.80	(0.00)
Learning Management System (LMS) Application development	10.00	0.34	9.66	-	9.66
General Corporate Purpose	75.00	20.24	54.76	13.11	67.87
Total	388.00	174.78	213.22	-	213.22

D. Summary of Other Capital Events during the financial year 2024-25

Event Type	Status
Preferential Allotment	During the Financial Year no shares were issued under any Preferential Issue.
Rights Issue	During the year company has not increased its issued and paid-up Equity Share Capital by making any right issue of shares.
Bonus Issue	During the Financial Year no shares were issued to existing shareholders as Bonus Shares under any Bonus Issue.

Event Type	Status
Shares with Differential Voting Rights	Company does not have Equity Shares with differential rights and have not issued any shares with differential rights during the financial year 2024-25 hence no information as per provisions of Section 43(a) (ii) of the Act read with Rule 4(4) of the Companies (Share Capital and Debenture) Rules, 2014 is furnished
Sweat Equity Shares	During the Financial Year no shares were issued as Sweat Equity Shares under any Scheme hence no information as per provisions of Section 54(1) (d) of the Act read with Rule 8(13) of the Companies (Share Capital and Debenture) Rules, 2014 is furnished.
Employee Stock Options (ESOPs)	During the Financial Year no shares were issued under any Scheme of Employee Stock Option hence no information as per provisions of Section 62(1) (b) of the Act read with Rule 12(9) of the Companies (Share Capital and Debenture) Rules, 2014 is furnished
Provision for Purchase of Own Shares by Employees or Trustees	There was no provision made of the money by the company for purchase of its own shares by employees or by trustees for the benefit of employees or by trustees for the benefit of employees.
Splitting/Sub-division of Shares	No splitting/ sub division of shares was done during the financial year 2024-25.
Buy back of securities:	The Company has not bought back any of its securities during the year under review.

E. Revised Capital Structure as on March 31, 2025

Particulars	Amount (Rs.)
Authorised Capital	Rs. 7,00,00,000
Paid-up Capital	Rs. 5,69,50,000

10 DIRECTORS AND KEY MANAGERIAL PERSONNEL:
A) Composition of Board of Directors

The Board of Directors of the Company comprises individuals of proven integrity and competence.
Collectively, the Directors bring with them diverse experience, financial expertise, strategic
foresight, and leadership capabilities. The Board members are committed to the Companyâs growth
and governance and devote sufficient time to deliberations and participation in Board and
Committee meetings.

As on March 31, 2025, the composition of the Board complies with the provisions of Section 149 of
the Companies Act, 2013. Although Regulation 17 of SEBI (Listing Obligations and Disclosure
Requirements) Regulations, 2015 is not applicable to SME-listed companies, the Company strives
to follow good governance practices by maintaining an optimum combination of Executive, NonÂ¬
Executive, and Independent Directors.

As of the reporting date, the Board comprises six (6) Directors. The composition and category of
Directors are provided below:

S. No.	Name and DIN	Designation/ Category	Date of appointment	Date of cessation & Mode of Cessation
1.	RAJESH KUMAR SODHANI (DIN: 02516856)	Managing Director and Promoter	03/02/2009
2.	PRIYA SODHANI (DIN: 02523843)	Chairman, NonÂ¬ Executive Director and Promoter	03/02/2009
3.	DINESH SABOO (DIN: 10413825)	Non-Executive, Non Independent Director and Professional	13/08/2024
4.	CHANCHAL PABUWAL (DIN: 10277050)	Non-Executive, Independent Director	13/08/2024
5.	JAGADEESH ATUKURI (DIN: 08478109)	Non-Executive, Independent Director	30/05/2023
6.	SHILPA MAHESHWARI (DIN: 07431117)	Non-Executive, Independent Director	30/05/2023
7.	DHIRAJ MALHOTRA (DIN: 07528401)	Non-Executive , Non Independent Director and Professional	30/05/2023	09/07/2024 (Resignation)

8.	DEEPAK KAPOOR	Non-Executive,	30/05/2023	05/08/2024
	(DIN: 07528401)	Independent		(Resignation)
		Director

During the year under review, the following changes took place in the composition of the
Board of Directors:

â¢ Mr. Dhiraj Malhotra resigned from the position of Non-Executive, Non Independent Director
effective July 09, 2024.

â¢ Mr. Deepak Kapoor resigned from the position of Non-Executive, Independent Director
effective August 05, 2024.

â¢ Mr. Dinesh Saboo was appointed as an Additional Non-Executive Professional Director
effective August 13, 2024. His appointment was regularized in the Extraordinary General
Meeting held on August 14, 2024.

â¢ Mrs. Chanchal Pabuwal was appointed as an Additional Non-Executive Independent Director
effective August 13, 2024. Her appointment was also approved in the Extraordinary General
Meeting held on August 14, 2024.

B. Retirement by Rotation & Re-Appointment of Director

In accordance with the provisions of the Companies Act, 2013 and the Articles of Association of the
Company, Mr. Rajesh Kumar Sodhani (DIN: 02516856) Managing Director of the Company, whose
period of office is liable to retire by rotation under section 152 of the Companies Act will retire at
ensuing the Annual General Meeting. He is eligible, for re-appointment has offered himself for reÂ¬
appointment. The Board recommends his re-appointment to the members at the ensuing Annual
General Meeting and the shareholders are requested to consider his re-appointment on the board.

C. Independent Directors

As on March 31, 2025, the Company has three Independent Directors:

â¢ Mrs. Chanchal Pabuwal

â¢ Mr. Jagadeesh Atukuri

â¢ Mrs. Shilpa Maheshwari

These Independent Directors bring with them rich experience and independent judgement,
contributing significantly to the governance framework of the Company.

Meeting of Independent Directors

In compliance with Schedule IV of the Companies Act, 2013 and Regulation 25 of SEBI (LODR)
Regulations, 2015, a separate meeting of the Independent Directors was held on March 5^th, 2025,
without the presence of Executive or Non-Independent Directors. All the Independent Directors
were present at the Independent Directors meeting.

The meeting reviewed:

â¢ Performance of Non-Independent Directors and the Board as a whole,

â¢ Performance of the Chairperson,

â¢ Quality, quantity, and timeliness of information flow between the management and the
Board.

All Independent Directors attended the meeting. The composition of the meeting was as follows:

Name	Position	Category
Mr. Jagadeesh Atukuri	Chairman	Non-Executive Independent Director
Mrs. Shilpa Maheshwari	Member	Non-Executive Independent Director
Mrs. Chanchal Pabuwal	Member	Non-Executive Independent Director

Familiarization Program for Independent Directors

The Company conducts structured induction and orientation sessions for new Directors to
familiarize them with the business operations, strategic priorities, industry dynamics, and their
roles and responsibilities.

Declaration by Independent Directors

The Company being listed entity on the SME platform of BSE since September 23, 2024, has
appointed the required number of independent directors on the board.

The provisions of Section 149 relating to the appointment of Independent Directors are applicable
to the Company.

Furthermore, the requirements under Section 134(3)(d) read with Section 149(6) regarding the
statement of declaration by Independent Directors are also applicable to the Company.

Pursuant to Section 149(6) of the Companies Act, 2013, Rule 5 of the Companies (Appointment
and Qualification of Directors) Rules, 2014, and Regulation 16(1)(b) of the SEBI (LODR)
Regulations, 2015, all Independent Directors have confirmed that:

â¢ They meet the criteria of independence.

â¢ They are not disqualified from continuing as Independent Directors.

â¢ They have complied with the Code of Conduct and other regulatory obligations.

These declarations have been duly noted and taken on record by the Board.

Boardâs Opinion on Integrity, Expertise and Experience of Independent Directors

Pursuant to the provisions of Section 149 of the Companies Act, 2013 read with applicable Rules
and SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, the Board of
Directors hereby affirms that in its opinion, the Independent Directors appointed during the year
possess the highest standards of integrity and demonstrate the requisite expertise, experience, and
proficiency required to discharge their roles and responsibilities effectively. The Board further
confirms that the Independent Directors bring with them rich experience in their respective fields,
which adds significant value to the deliberations and decision-making processes of the Company.

The salient features of the policy and changes therein, if any, along with the web address of the
policy, is www. safefintech. in.

D. Key Managerial Personnel (KMP)

As on March 31, 2025, the Key Managerial Personnel of the Company include:

â¢ Mr. Rajesh Kumar Sodhani - Managing Director (appointed for a period of five years w.e.f.
May 30, 2023)

â¢ Ms. Deepti Maheshwari - Chief Financial Officer (appointed w.e.f. May 30, 2023)

â¢ Ms. Monika Agarwal - Company Secretary (Membership No. 55546); appointed w.e.f. May
30, 2023)

11. COMPANYâS POLICY ON DIRECTORSâ APPOINTMENT AND REMUNERATION /
REMUNERATION POLICY:

The Board has adopted a policy for selection and appointment of Directors, Key Managerial
Personnel, Senior Management and their remuneration.

Based on the recommendation of Nomination & Remuneration Committee, the Board of Directors
approved and adopted a Policy for selection, appointment and remuneration of Directors, Key
Managerial Personnel and other employees of the Company as required under Section 178(3) of the
Act.

The Nomination & Remuneration Committee identifies and ascertains the integrity, qualification,
expertise and experience of the person for appointment as Director and ensures that the candidate
identified possesses adequate qualification, expertise and experience for the appointment as a
Director.

The Nomination & Remuneration Committee ensures that the candidate proposed for appointment
as Director is compliant with the provisions of the Companies Act, 2013. -The candidateâs
appointment as recommended by the Nomination and Remuneration Committee requires the
approval of the Board.

In case of appointment of Independent Directors, the Nomination and Remuneration Committee
satisfies itself with regard to the independent nature of the Directors vis- a-vis the Company so as
to enable the Board to discharge its function and duties effectively.

The Nomination and Remuneration Committee ensures that the candidate identified for
appointment as a Director is not disqualified for appointment under Section 164 of the Companies
Act, 2013.

The Remuneration Policy of the Company has been disclosed on the Companyâs website and can be
accessed at https: //www.safefintech.in/investor?id=72

12 MEETINGS:

A. Board Meetings:

The Board meets at regular intervals to discuss and take a view on the Companyâs policies and
strategy apart from other Board matters. The notice for the board meetings is given well in advance
to all the Directors.

During the Financial Year 2024-2025, the Company held 15 board meetings of the Board of
Directors as per Section 173 of the Companies Act, 2013. The provisions of the Companies Act,
2013 were adhered to while considering the time gap between two meetings.

The detail of board meeting held and the attendance of the Directors during the financial year
2024-25 were given below:-

Sr. No.	Date of Meeting	Total No. of Directors as on date of meeting	Attendance
Sr. No.	Date of Meeting	Total No. of Directors as on date of meeting	No. of Directors attended	% of Attendance
1.	01/04/2024	6	5	83.33%
2.	02/04/2024	6	5	83.33%
3.	28/06/2024	6	5	83.33%

4.	29/06/2024	6	5	83.33%
5.	19/07/2024	5	4	80%
6.	07/08/2024	4	4	100%
7.	13/08/2024	4	4	100%
8.	14/08/2024	6	6	100%
9.	30/08/2024	6	6	100%
10.	07/09/2024	6	6	100%
11.	19/09/2024	6	6	100%
12	23/10/2024	6	4	66.66%
13.	07/11/2024	6	6	100%
14.	11/12/2024	6	6	100%
15.	05/03/2025	6	6	100%

Frequency and Quorum at these Meetings were in conformity with the provisions of the companies
Act, 2013 and the âListing Regulationâ and the listing agreements entered into by the company
with the Stock Exchange. The intervening gap between the Meetings was within the period
prescribed under the Companies Act, 2013 and SEBI (LODR) Regulations, 2015.

B. Extra Ordinary General Meeting:

As per Section 100 of Companies Act, 2013, The Company had held an Extra Ordinary General
Meeting for the financial year 2024-2025 as on 14-08-2024 and 02-01-2025.

C. Annual General Meeting:

The Annual General Meeting for the financial year 2023-2024 was held on 02.09.2024.

D. RESOLUTION BY CIRCULATION

During the year, The Company has not passed any resolutions by circulation.

E. COMMITTEES OF THE BOARD:

The Company has formed committees as required under the Companies Act, 2013. Accordingly, as
on 31st March, 2025 and presently the board has Three (3) committees i.e. Audit Committee,

Nomination and Remuneration Committees and Stakeholders Relationship Committee. The
constitution of which are given below:

I. AUDIT COMMITTEE

The composition of the Audit Committee and terms of reference are in compliance with the
provisions of Section 177 of the Companies Act, 2013 read with Rule 6 of the companies
(Meeting of board and its power) rules, 2014 and Regulation of the SEBI (LODR)
Regulations 2015. All members of the Committee are financially literate and have
accounting or related financial management expertise.

The Terms of reference of the Committee can be accessed at www. safefintech. in .

The role of the audit committee shall include the following:

1. Oversight of the Company''s financial reporting process and the disclosure of its financial
information to ensure that the financial statement is correct, sufficient and credible.

2. Recommendation for appointment, remuneration and terms of appointment of auditors of
the listed entity;

3. Approval of payment to statutory auditors for any other services rendered by the
statutory auditors.

4. Reviewing, with the management, the annual financial statements before submission to
the board for approval, with particular reference to:

a) Matters required to be included in the directorâs responsibility statement to be included
in the Boardâs Report in terms of clause (c) of sub-section (3) of Section 134 of the
Companies Act, 2013;

b) Changes, if any, in accounting policies and practices and reasons for the same;

c) Major accounting entries involving estimates based on the exercise of judgment by
management;

d) Significant adjustments made in the financial statements arising out of audit findings;

e) Compliance with listing and other legal requirements relating to financial statements;

f) Disclosure of any related party transactions;

g) modified opinion(s) in the draft audit report;

5. Reviewing, with the management, the quarterly financial statements before submission
to the board for approval;

6. Reviewing, with the management, the statement of uses / application of funds raised
through an issue (public issue, rights issue, preferential issue, etc.), the statement of funds
utilized for purposes other than those stated in the offer document / prospectus / notice
and the report submitted by the monitoring agency, monitoring the utilisation of proceeds
of a public or rights issue, and making appropriate recommendations to the board to take
up steps in this matter;

7. Reviewing and monitoring the auditorâs independence and performance, and effectiveness
of audit process;

8. Approval or any subsequent modification of transactions of the listed entity with related
parties;

9. Scrutiny of inter-corporate loans and investments;

10. Valuation of undertakings or assets of the listed entity, wherever it is necessary;

11. Evaluation of internal financial controls and risk management systems;

12. Reviewing, with the management, performance of statutory and internal auditors,
adequacy of the internal control systems;

13. Reviewing the adequacy of internal audit function, if any, including the structure of the
internal audit department, staffing and seniority of the official heading the department,
reporting structure coverage and frequency of internal audit;

14. Discussion with internal auditors of any significant findings and follow up there on;

15. Reviewing the findings of any internal investigations by the internal auditors into
matters where there is suspected fraud or irregularity or a failure of internal control
systems of a material nature and reporting the matter to the board;

16. Discussion with statutory auditors before the audit commences, about the nature and
scope of audit as well as post- audit discussion to ascertain any area of concern;

17. To look into the reasons for substantial defaults in the payment to the depositors,
debenture holders, shareholders (in case of non-payment of declared dividends) and
creditors;

18. To review the functioning of the whistle blower mechanism;

19. Approval of appointment of chief financial officer after assessing the qualifications,
experience and background, etc. of the candidate;

20. Carrying out any other function as is mentioned in the terms of reference of the audit
committee.

21. Reviewing the utilization of loans and/ or advances from/investment by the holding
company in the subsidiary exceeding rupees 100 crore or 10% of the asset size of the
subsidiary, whichever is lower including existing loans/ advances / investments existing as
on the date of coming into force of this provision.

22. Consider and comment on rationale, cost-benefits and impact of schemes involving
merger, demerger, amalgamation etc., on the listed entity and its shareholders.

The audit committee shall mandatorily review the following information:

(1) Management discussion and analysis of financial condition and results of operations;

(2) Management letters / letters of internal control weaknesses issued by the statutory
auditors;

(3) Internal audit reports relating to internal control weaknesses; and

(4) The appointment, removal and terms of remuneration of the chief internal auditor shall
be subject to review by the audit committee.

(5) Statement of deviations:

(a) Quarterly statement of deviation(s) including report of monitoring agency, if applicable.

(b) Annual statement of funds utilized for purposes other than those stated in the offer
document/prospectus/notice.

The Audit Committee consists of the following members:

No.

Name

Position

III. STAKEHOLDERSâ RELATIONSHIP COMMITTEE

The composition of the Stakeholdersâ Relationship Committee and terms of reference are in
compliance with the provisions of Section 178(5) of the Act and all other applicable
provisions of the Companies Act, 2013 read with the Rules framed thereunder.

THE TERMS OF REFERENCE

1. Resolving the grievances of the security holders of the listed entity including complaints.

2. Related to transfer/transmission of shares, non-receipt of annual report, non-receipt of
declared dividends, issue of new/duplicate certificates, general meetings etc.

3. Review of measures taken for effective exercise of voting rights by shareholders.

4. Review of adherence to the service standards adopted by the listed entity in respect of
various services being rendered by the Registrar & Share Transfer Agent.

5. Review of the various measures and initiatives taken by the listed entity for reducing the
quantum of unclaimed dividends and ensuring timely receipt of dividend warrants/annual
reports/statutory notices by the shareholders of the company.

The SRC Committee consists of the following members:

S. No.	Name	Position	Category
1.	CHANCHAL PABUWAL	Chairman	Non-Executive and Independent Director
2.	SHILPA MAHESHWARI	Member	Non-Executive and Independent Director
3.	DINESH SABOO	Member	Non-Executive and NonÂ¬ Independent Director

During the year under review, the SRC Committee met 1 time namely on 07-11-24 wherein
due quorum, was present for the meeting and the notice of Board meeting was given to all
the Members. Following is the detail of the attendance of each of the members of the CSR
Committee at its Meeting held during the year under review:

Sr.

No.

Date of Meeting

Total No. of
Members on date
of meeting

Attendance

No. of
Members
attended

% of

Attendance

07-11-24

100%

IV. CORPORATE SOCIAL RESPONSIBILITY COMMITTEE:

The provisions of Section 135 of the Companies Act, 2013, are not applicable to the
Company. Hence,

Your Company is not required to constitute a Corporate Social Responsibility (âCSRâ)
Committee.

13. CORPORATE SOCIAL RESPONSIBILITY

The provisions of Section 135 of the Companies Act, 2013 read with the Companies (Corporate
Social Responsibility Policy) Rules, 2014 are presently not applicable to the Company. Accordingly,
your Company is not required to constitute a CSR Committee or formally adopt a CSR Policy
during the year under review.

However, as part of its commitment towards responsible and inclusive growth, the Company has
voluntarily framed a CSR Policy to guide its approach towards social and community initiatives,
reflecting its philosophy of contributing positively to society even beyond statutory obligations.

14. VIGIL MECHANISM / WHISTLE BLOWER POLICY:

The Company in accordance with the provisions of Section 177 (9) & (10) of the Act has
established a robust Vigil Mechanism Policy for Directors and employees to report genuine
concerns to the management viz, instances of unethical behavior, actual or suspected fraud or
violation of the Companyâs code of conduct or ethics policy and assist the Audit Committee. The
Directors and employees are encouraged to come forward and express his/her concern(s) without
fear of punishment or unfair treatment.

The Whistle Blower Policy/ Vigil Mechanism Policy of the Company is available on the website at

https://www.safefintech.in/investor?id=101

15. RISK MANAGEMENT :

Your Company believes that managing risks helps in maximizing returns. The Company has
formally adopted a Risk Management Policy to identify and assess the key risk areas, monitor and
report compliance and effectiveness of the policy and procedure. The Company has a risk
management framework in place for identification, evaluating and management of risks. In line
with your Companyâs commitment to deliver sustainable value, this framework aims to provide an
integrated and organized approach for evaluating and managing risks. The Audit Committee
periodically reviews the risks and suggests steps to be taken to control and mitigate the same
through a properly defined framework. Further, the risks associated to the Companyâs business are
provided in the Management Discussion and Analysis Report.

16. 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.

Â¦ Male Employees: 13

Â¦ Female Employees: 6

Â¦ Transgender Employees: 0

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

17. ANNUAL PERFORMANCE EVALUATION OF THE BOARD OF DIRECTORS, COMMITTEES
AND INDIVIDUAL DIRECTOR:

In accordance with the provisions of the Companies Act, 2013 and the SEBI (Listing Obligations
and Disclosure Requirements) Regulations, 2015, the Board has carried out an annual evaluation
of its own performance, the performance of its Committees, and of individual Directors. The
evaluation was carried out through a structured process covering various aspects of the Boardâs
functioning such as composition, structure, culture, diversity, experience, competencies,
performance of specific duties and obligations, quality of decision-making and effectiveness of
meetings.

The performance of the Committees was evaluated by the Board on parameters such as
composition, effectiveness of recommendations, adequacy of deliberations, and contribution
towards Boardâs effectiveness. The performance of individual Directors was evaluated based on
criteria such as preparedness, participation, contribution, and guidance provided to the
management.

The Independent Directors, at their separate meeting held on 03/03/2025, reviewed the
performance of the Non-Independent Directors, the Board as a whole, and the Chairperson of the
Company, taking into account the views of Executive and Non-Executive Directors. The Nomination
and Remuneration Committee also reviewed the performance of the Board, its Committees, and
individual Directors.

The Board expressed its satisfaction with the evaluation process and the performance of the Board,
its Committees, and individual Directors.

18 PARTICULARS OF EMPLOYEES AND RELATED INFORMATION

Pursuant to the amendment in the Section 197 of the Companies Act, 2013 read with Rule 5(1) of
the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, a detailed
statement is attached as Annexure-E.

19. REGISTRAR AND SHARE TRANSFER AGENT:

The Company is required to appoint a Registrar and Share Transfer Agent.

The Company has appointed Cameo Corporate Services Limited as its Registrar and Share Transfer
Agent (RTA) to handle all share registry work, both in physical and electronic form. The details of
the RTA are as under:

Cameo Corporate Services Limited

Registered Office: Subramanian Building, No. 1, Club House Road, Chennai - 600 002, India

Tel: 91-44-40020700 / 28460390

Email: [email protected]

Website: www.cameoindia.com

Contact Person: Mr. R.D. Ramasamy

SEBI Registration No.: INR000003753

Shareholders/investors are requested to contact the RTA for matters relating to share transfers,
dematerialization, rematerialisation, change of address, and other related queries.

20. DETAILS OF SUBSIDIARY/JOINT VENTURES/ASSOCIATE COMPANIES:

Company does not have any Subsidiary, Joint venture or Associate Company.

21. AUDITORS:

I. Statutory Auditor:

The Auditors M/s. J C Kabra & Associates Chartered Accountants (FRN No. 115749W), have been
appointed in the 14^th Annual General Meeting held on August 09, 2023 by the approval of
members as Statutory Auditors of the company to hold the office for 5(five) consecutive year from
the financial year 2023-2024 up to the financial year 2027-2028 at such remuneration as may be
fixed by the board of directors of the company in consultation with them subject to their eligibility
criteria.

AUDITORSâ REPORT:

The Statutory Auditors of the Company, in their report on the standalone financial statements for
the financial year ended March 31, 2025, have made the following qualifications:

The qualifications, reservations, adverse remark or disclaimer in Auditors Report along with
Directorsâ comments are as follows:

Sr.

No.

Auditorsâ qualifications, reservations or
adverse remarks or disclaimer in the
Auditorsâ Report

Boardâs comments on qualifications,
reservations or adverse remarks or
disclaimer of the Auditors

Non-appointment of Internal Auditor

As per the provisions of Section 138 of the
Companies Act, 2013 read with applicable
rules, every company to which the said
provisions apply is required to appoint an
Internal Auditor within six months from the
date of applicability. The Company has not
appointed an Internal Auditor till the end of
the financial year 2024-25, and hence there is
a non-compliance with Section 138 of the
Companies Act, 2013. Our opinion is not
modified in respect of this matter. â

The Company acknowledges the
requirement under Section 138 of the
Companies Act, 2013, read with the
applicable rules, to appoint an Internal
Auditor. The delay in appointment
during the financial year 2024-25 was
primarily due to internal restructuring
and prioritization of other statutory
compliances. The Board has identified
eligible professionals for the role, and
the appointment of the Internal Auditor
is under active consideration. The
Company shall ensure the appointment
is completed in the financial year 2025Â¬
26 and the internal audit process is
implemented in accordance with
statutory requirements.

2	Non-usage of Accounting Software with Audit Trail Facility	The Board acknowledges the observation regarding the absence of an
	Based on our examination which included test	audit trail feature in the accounting
	checks, we report that the Company has not	software used by the Company. The
	maintained its books of account using	Company is in the process of upgrading
	accounting software having the feature of	its software to ensure compliance with
	recording an audit trail (edit log) facility as	Rule 3(1) of the Companies (Accounts)
	required under Rule 3(1) of the Companies	Rules, 2014, and will implement the
	(Accounts) Rules, 2014. Our opinion is not	necessary audit trail features for future
	modified in respect of this matter.	financial periods

The management is committed to full compliance with all applicable laws and has put in place a
monitoring mechanism to avoid such non-compliances in the future.

Except as stated above, there are no qualifications, reservations, adverse remarks and disclaimers
of the Statutory Auditors in their Statutory Audit Report for the Financial Year 2024-25

II. COST AUDITOR:

The maintenance of cost records and Cost Audit is not applicable to the products/ business of the
Company for the F.Y. 2024-25. Therefore the Company is not required to appoint a cost auditor
as per the provisions of section 148 of the Companies Act, 2013

III. SECRETARIAL AUDITOR

Pursuant to the provisions of Section 204 of the Companies Act, 2013 (âthe Actâ), read with the
Rule 9 of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014,
the Board had appointed M/s G & J Associates, Company Secretaries (Firm Registration No.:
P2023RJ097600) as the Secretarial Auditor of the Company to conduct the Secretarial Audit for
the financial year 2024-25.

The Board of Directors has recommended the appointment, M/s G & J Associates, Peer Reviewed
Firm of Company Secretaries in Practice (FRN: / Peer Review No.:) as the Secretarial Auditor of the
Company for a term next of 5 ( five) years commencing from the financial year 2025-26 and
continuing until the financial year 2029-30 subject to the approval of the members in the ensuing
16^th Annual General Meeting.

The proposed Secretarial Auditor has furnished their written consent to act as secretarial auditor
and confirmed his eligibility and non-disqualification under the applicable provisions of the
Companies Act, 2013 and SEBI Listing Regulations.

The Secretarial Audit Report in Form MR-3, issued by M/s G & J Associates, for the financial year
ended March 31, 2025, has been received and is annexed to this Report as âAnnexure - B â.

The report contains certain observations relating to statutory and regulatory compliances, which
are summarised as under:

Sr.

No.

Auditorsâ qualifications, reservations or
adverse remarks or disclaimer in the
Auditorsâ Report

Boardâs comments on qualifications,
reservations or adverse remarks or
disclaimer of the Auditors

Non-appointment of Internal Auditor

The Company has not appointed an Internal
Auditor as required under Section 138 of the
Companies Act, 2013.

Non-usage of Accounting Software with
Audit Trail Facility

The Companyâs accounting system does not
have an inbuilt audit trail/edit log facility as
mandated under the Companies (Accounts)
Rules, 2014.

The Board acknowledges the
observation regarding the absence of an
audit trail feature in the accounting
software used by the Company. The
Company is in the process of upgrading
its software to ensure compliance with
Rule 3(1) of the Companies (Accounts)
Rules, 2014, and will implement the
necessary audit trail features for future
financial periods

Except as stated above, there are no qualifications, reservations, adverse remarks and disclaimers
of the Secretarial Auditors in their Secretarial Audit Report for the Financial Year 2024-25

IV. INTERNAL AUDITOR

Pursuant to section 138 of the Companies Act, 2013 read with rule 13 of the Companies
(Accounts) Rules, 2014, and other applicable provisions of the Act, the Board of Directors
has appointed M/s D. JAIN & CO., CHARTERED ACCOUNTANTS, (firm registration no.
015243C), Chartered Accountants, Chandigarh as Internal Auditors of the Company for
financial year 2025-26 in a Board meeting held on MAY 12, 2025 The Internal Auditor
conducts the internal audit and reports to the Audit Committee and Board from time to
time.

22. INTERNAL CONTROL SYSTEMS AND THEIR ADEQUACY :

The Company has an adequate internal control system commensurate with the size and nature of
its business. The Internal Auditors reviews the efficiency and effectiveness of these systems and
procedures. The Internal Auditors submit their Report periodically which is placed before and
reviewed by the Audit Committee. Based on the report of the internal auditors, respective
departments undertake corrective action in their respective areas and thereby strengthen the
controls. During the year, no reportable material weakness in the design or operation of internal
control system and their adequacy was observed.

23. REPORTING OF FRAUDS BY AUDITORS:

For the Financial year 2024-2025, the Statutory Auditor has 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 Companies Act, 2013.

24. MATERIAL CHANGES AND COMMITMENTS, IF ANY, AFFECTING THE FINANCIAL
POSITION OF THE COMPANY WHICH HAVE OCCURRED BETWEEN THE END OF THE
FINANCIAL YEAR OF THE COMPANY TO WHICH THE FINANCIAL STATEMENTS RELATE AND
THE DATE OF THE REPORT:

Pursuant to provisions of Section 134(3) (l) there was No Material changes occurred affecting the
financial position of the Company which have occurred between ends of the financial year to which
the financial statements relate and date of report.

25. DETAILS OF SIGNIFICANT AND MATERIAL ORDERS PASSED BY THE REGULATORS OR
COURTS OR TRIBUNALS IMPACTING THE GOING CONCERN STATUS AND COMPANYâS
OPERATIONS IN FUTURE:

No significant and material orders passed by the Regulators or Courts or Tribunals impacting the
going concern status and the Companyâs operations in future during the year.

26. WEB LINK OF ANNUAL RETURN:

Pursuant to Section 92(3) of the Act read with Section 134(3) (a) of the Companies Act and the
applicable Rules, the Annual Return in Form MGT-7 for the Financial year ended 31st March,
2025 shall be available on Companyâs Website at www. safefintech.in.

27. DEPOSITS:

The Company has neither accepted/invited any deposits from the public nor defaulted in
repayment of deposits during the period within the meaning of Section 73 of the Companies Act,
2013 and the Companies (Acceptance of Deposits) Rules, 2014. Hence company need not to give
details related to deposits. There is no non-compliance of the provisions of Chapter V of the
Companies Act 2013.

DEPOSITS AND DISCLOSURE IN REFERENCE OF SUB RULE 1 CLAUSE (C) SUB CLAUSE (VIII)
OF RULE 2 OF COMPANIES (ACCEPTANCE OF DEPOSITS) RULES 2014

During the period under review the company has accepted some unsecured loan from its directors
which was not covered under the definition of deposits and the required declaration from the
director and relative of director duly received by the company that the amount given by them is not
acquired by borrowing or accepting loan or deposits from others.

The details of monies accepted are as under:

Name	Designation/ Relation	Amount
RAJESH KUMAR SODHANI	Managing Director	4.18 LAKHS

28. PARTICULARS OF LOANS, GUARANTEES OR INVESTMENTS UNDER SECTION 186:

During the year under review the Company has given loan to any person or other body corporate,
gave guarantee or provided security in connection with a loan to any other body corporate or
person and acquired by way of subscription, purchase or otherwise, the securities of any other
body corporate as required under the Section 186 of the Companies Act, 2013 and Schedule V of
the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015. as detailed of the
same has been disclose in the Note no.11 of the Financial statement of the company.

29. PARTICULARS OF CONTRACTS OR ARRANGEMENTS WITH RELATED PARTIES:

All contracts/ arrangements/transactions entered by the Company during the financial year with
related parties were on an arm''s length basis and in the ordinary course of business and are in
compliance with the applicable provisions of the Companies Act, 2013.

The company has obtained the omnibus resolution of audit committee for all related party
transactions as well as approval of shareholders in the Extra Ordinary General Meeting held on
02/01/2025

The detail of contracts/ arrangements/ transactions with related parties which could be considered
as material are being reported in Form AOC-2 as Annexure-D .

Details of Related Party Transactions as required to be disclosed by Accounting Standard (AS-18)
in "Related Party Disclosures" specified under Section 133 of the Act read with the rules
thereunder, are given in Standalone Audited Financial statements of the company for year ending
31.03.2025 in the Note no. 25.

30. CORPORATE GOVERNANCE CERTIFICATE:

The Company being listed on the SME Platform of BSE is exempted from provisions of Corporate
Governance as per Regulation 15 of the SEBI (LODR) Regulations, 2015.

Hence the Company is not required to disclose information as covered under Para (C), (D) and (E)
of Schedule V of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015. Hence
Corporate Governance Report is not required to be annexed with Annual Report.

However, the Board of Directors and the management of the Company take all necessary steps to
ensure that a good corporate governance structure is maintained and followed by the Company.
The Board is moving ahead with an aim of maintaining a sustainable corporate environment which
can keep a check and balance on the governance of the Company.

31. MANAGEMENT DISCUSSION AND ANALYSIS REPORT:

Managementâs Discussion and Analysis Report for the period under review, in terms of the
Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements)
Regulations, 2015 (the âListing Regulationsâ) and SEBI (Listing Obligations and Disclosure
Requirements) (Amendment) Regulations, 2018 (theâAmended Listing Regulationsâ), is presented in
a separate section forming part of the Annual Report (Attached in the Annexure A)

32. DISCLOSURE UNDER THE SEXUAL HARASSMENT OF WOMEN AT WORKPLACE
(PREVENTION, PROHIBITION AND REDRESSAL) ACT, 2013:

The Company has in place an Anti-Sexual Harassment Policy in line with the Requirements of the
Sexual Harassment of Women at the Workplace (Prevention Prohibition & Redressal) Act, 2013 and
an Internal Complaints Committee has been set up to redress complaints received regarding
Sexual Harassment at workplace, with a mechanism of lodging & redress the complaints. All
employees (permanent, contractual, temporary, trainees, etc.) are covered under this policy.

Your Directors further state that pursuant to the requirements of Section 22 of Sexual Harassment
of Women at Work place (Prevention, Prohibition & Redressal) Act, 2013 read with Rules there
under, the Company has not received any complaint of sexual harassment, or no complaint (s) /
case (s) is pending with the Company during the year under review.

a. number of complaints of sexual harassment received in the year - NIL

b. number of complaints disposed off during the year - NIL

c. number of cases pending for more than ninety days - NIL

33. CODE OF CONDUCT FOR PROHIBITION OF INSIDER TRADING

The Board of Directors has adopted the Code of conduct for prevention of Insider Trading in
accordance with the requirement of the Securities & Exchange Board of India (Prohibition of
Insider Trading) Regulations, 2015. The Code of Conduct is applicable to all the directors and such
identified employees of the Company as well as who are expected to have access to unpublished
price sensitive information related to the Company.

The code of the Company lays down guidelines and procedures to be followed and disclosures to be
made while dealing with shares of the Company as well as consequences of disclosures to be made
while dealing with shares of the Company as well as consequences of violation. The Policy has been
formulated to regulate, monitor and ensure reporting of deals by employees and to maintain the
highest ethical standards of dealing in Companyâs shares.

The Insider Trading Policy of the Company covering the code of practices and procedures for fair
disclosures of unpublished price-sensitive information and code of conduct for the prevention of
Insider Trading is available on the website www.safefintech.in.

34. INVESTOR GRIEVANCE REDRESSAL

The investor complaints are processed in a centralized web-based complaints redress system. The
salient features of this system are centralized database of all complaints, online upload of Action
Taken Reports (ATRs) by the concerned companies and online viewing by investors of actions taken
on the complaint and its status.

Your Company has been registered on SCORES and makes every effort to resolve all investor
complaints received through SCORES or otherwise within the statutory time limit from the receipt
of the complaint. There is no pending complaints on the SCORES as of March 31, 2025.

35. POLICIES AND DISCLOSURE REQUIREMENTS

In terms of provisions of the Companies Act, 2013 the Company has adopted various policies
which are available on its website under link https: / /www.safefintech.in/investor?id=101

36. COMPLIANCE WITH THE MATERNITY BENEFIT ACT, 1961

The Company has complied with the provisions of the Maternity Benefit Act, 1961, including all
applicable amendments and rules framed there under. The Company is committed to ensuring a
safe, inclusive, and supportive workplace for women employees. All eligible women employees are
provided with maternity benefits as prescribed under the Maternity Benefit Act, 1961, including
paid maternity leave, nursing breaks, and protection from dismissal during maternity leave.

The Company also ensures that no discrimination is made in recruitment or service conditions on
the grounds of maternity. Necessary internal systems and HR policies are in place to uphold the
spirit and letter of the legislation.

The Company remains committed to supporting its women employees by providing a safe, inclusive
and enabling workplace that encourages work-life balance and facilitates a smooth transition
during and after maternity.

No complaints or grievances relating to maternity benefits were reported during the financial year
2024-25.

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

Information required under section 134(3) (m) of the Companies Act, 2013 read with Rule 8 of the
Companies (Accounts) Rules, 2014 for conservation of energy, technology absorption, foreign
exchange earnings and outgo are as follows:

(a) Conservation of energy:

Particulars	Remarks
the steps taken or impact on conservation of energy	The Company is taking due care for using electricity in the office. The Company usually takes care for optimum utilization of energy.
the steps taken by the company for utilizing alternate sources of energy
the capital investment on energy conservation equipments

(b) Technology absorption:

Particulars	Remarks
the efforts made towards technology absorption	The Company continuous to use the latest technologies for improving the productivity and quality of its products and services.
the benefits derived like product improvement, cost reduction, product development or import substitution	The Company has developed a culture of staying informed about the latest developments in related technology as well as constantly updating the same. Such innovations have led us to be in the forefront amongst our competitors.
in case of imported technology (imported during the last three years reckoned from the beginning of the financial year)-
(a) the details of technology imported;	NIL
(b) the year of import;	NIL
(c) whether the technology been fully absorbed;	NIL
(d) if not fully absorbed, areas where absorption has not taken place, and the reasons thereof; and	NIL
the expenditure incurred on Research and Development	NIL

â¢	Foreign Exchange Gain/ Loss	Nil
â¢	Export Sales/Service realized in Foreign Currency	Nil
â¢	Foreign outgo	Nil

38. SECRETARIAL STANDARDS:

Your Company is in compliance with the Secretarial Standards on Meetings of the Board of
Directors (SS-1) and Secretarial Standards on General Meetings (SS-2) issued by the Institute of
Company Secretaries of India (ICSI).

39. HUMAN RESOURCES:

The Company considers its human workforce as a valuable resource and ensures their strategic
alignment with the business priorities and objectives. The board has laid down procedures which
emphasizes the need of attaining organizational goals through individual growth and development.

The management has also been providing necessary training in regard with the assignments in
hand and is ensuring the personal development across its workforce, employees, staff which excels
them for higher engagement and exposure to new opportunities through skill development.

40. DIRECTORSâ RESPONSIBILITY STATEMENT:

The Directorsâ Responsibility Statement referred to in clause (c) of sub-section (3) of Section 134 of
the Companies Act, 2013, shall state 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 had selected such accounting policies and applied them consistently and made
judgments and estimates that are reasonable and prudent so as to give a true and fair view of the
state of affairs of the company at the end of the financial year and of the profit and loss of the
company for that period;

(c) The directors had 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 had prepared the annual accounts on a going concern basis; and

(e) The directors, in the case of a listed company, had laid down internal financial controls to be
followed by the company and that such internal financial controls are adequate and were operating
effectively. (Although this point is not applicable as the company is not a listed company.)

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

41. TRANSFER OF AMOUNTS TO INVESTOR EDUCATION AND PROTECTION FUND:

Your Company did not have any funds lying unpaid or unclaimed for a period of seven years.
Therefore, there were no funds which were required to be transferred to Investor Education and
Protection Fund (IEPF).

42. CERTIFICATION FROM CHIEF FINANCIAL OFFICER/ MANAGING DIRECTOR OF THE
COMPANY:-

The Company has obtained a Compliance Certificate in accordance with Regulation 17(8) of SEBI
(Listing obligations and disclosures Requirements) Regulations, 2015 from Mr. RAJESH KUMAR
SODHANI, Managing Director and Ms. DEEPTI MAHESHWARI Chief Financial Officer (CFO) of the
Company.

The same is enclosed as Annexure - F of the Annual Report.

43. DISCLOSURES BY DIRECTORS

The Board of Directors have submitted notice of interest in Form MBP-1 under Section 184(1) as
well as intimation of non-disqualification in Form DIR-8 under Section 164(2) and the same has
been presented and approved by the board in their first board meeting for the financial year.

44. POLICY FOR PRESERVATION OF DOCUMENTS:

In accordance with the Regulation 9 of Securities and Exchange Board of India (Listing Obligations
and Disclosure Requirements) Regulations, 2015, the Policy for preservation of documents (The
Policy) has been framed and adopted by the Board of Directors of the Company in their Board
Meeting to aid the employees in handling the Documents efficiently. This Policy not only covers the
various aspects on preservation of the Documents, but also the safe disposal/destruction of the
Documents.

The policy is disclosed on the website of the company under the link www. safefintech. in

45. APPLICATION MADE OR ANY PROCEEDING PENDING UNDER THE INSOLVENCY AND
BANKRUPTCY CODE, 2016 (31 OF 2016) DURING THE YEAR ALONG WITH THEIR STATUS AS
AT THE END OF THE FINANCIAL YEAR:

During the year, the company did not have made any application or no proceeding pending under
the insolvency and bankruptcy code, 2016 (31 of 2016). No instance of one-time settlement
occurred during the year.

46. THE DETAILS OF DIFFERENCE BETWEEN AMOUNT OF THE VALUATION DONE AT THE
TIME OF ONE-TIME SETTLEMENT AND THE VALUATION DONE WHILE TAKING LOAN FROM
THE BANKS OR FINANCIAL INSTITUTIONS ALONG WITH THE REASONS THEREOF:

During the year, the company has not made any one-time settlement of loan from bank or financial
institutions.

47. REMUNERATION/COMMISSION DRAWN FROM HOLDING/SUBSIDIARY COMPANY: -

There were no such instances during the relevant financial year requiring the disclosure under
section 197(14) of the Companies Act, 2013.

48 DECLARATION REGARDING COMPLIANCE BY BOARD MEMBERS AND SENIOR
MANAGEMENT PERSONNEL WITH THE COMPANYâS CODE OF CONDUCT:

According to Regulation 17 of the SEBI (Listing Obligations and Disclosure Requirements)
Regulations, 2015, the Code of Conduct of the Company has been approved and adopted by the
Board of Directors of the Company. All Board members and senior management personnel have
affirmed the compliance with the code.

In compliance with the Listing Regulations, a confirmation from the Managing Director regarding
the adherence to this Code by all Directors and Senior Management is incorporated into this report
as Annexure-G.

49. OTHER DISCLOSURES:

i. There was no commission paid by the company to its managing director or whole-time
directors, so no disclosure required in pursuance to the section 197(14) of The Companies
Act, 2013.

ii. There was no revision of financial statements and the Boardâs Report of the Company
during financial year;

A. Disclosures with respect to demat suspense account/ unclaimed suspense account

There are no shares of the Company held in demat suspense account or unclaimed suspense
account.

B. Disclosure of certain types of agreements binding listed entities

There are no agreements referred under clause 5A of paragraph A of Part A of Schedule III of SEBI
(LODR) Regulations, 2015 which can impact the management or control of the Company or impose
any restriction or create any liability upon the Company.

C. Disclosure of Accounting Treatment

The financial statements have been prepared on the accrual basis of accounting in accordance with
the Generally Accepted Accounting Principles (GAAP) in India. Indian GAAP comprises mandatory
accounting standards as specified under the section 133 of the Companies Act, 2013 read with
Rule 7 of Companies (Accounts) Rules, 2014.

50. ACKNOWLEDGEMENTS & APPRECIATION:

An acknowledgement to all with whose help, cooperation and hard work the Company is able to
achieve the results.

The Board gratefully acknowledges the unwavering commitment and support of employees and key
stakeholders, including banking partners, shareholders, and government authorities, which have
been instrumental to the Companyâs sustained growth.

For and on behalf of the Board of Directors of
SODHANI ACADEMY OF FINTECH ENABLERS LIMITED

Sd/- Sd/-

RAJESH KUMAR SODHANI PRIYA SODHANI

Managing Director DIRECTOR (Chairperson)

DIN: 02516856 DIN: 02523843

Place: Jaipur
Date: August 28, 2025

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

IFSC Code
Currency

More Information on Sodhani Academy of Fintech Enablers Ltd.

Sodhani Academy of Fintech Enablers Ltd. Tools
Bulk Deals
Sodhani Academy of Fintech Enablers Ltd. Company Details
Company Profile
Company History
Management Team
Capital Structure
Product Mix
Banker/Auditor/Registrar
Company History
BSE Price History
Sodhani Academy of Fintech Enablers Ltd. Key Financial Ratios
Ratios
Sodhani Academy of Fintech Enablers Ltd. Results
Half Yearly Results
Annual Results
Sodhani Academy of Fintech Enablers Ltd. Financial Data
Audited Results
Cash Flow
Balance Sheet
Sodhani Academy of Fintech Enablers Ltd. Reports
Accounting Policies
Auditors Report
Directors Report
Notes To Account
Sodhani Academy of Fintech Enablers Ltd. Corporate Announcements
Book Closure
Dividend
Board Meetings

Notifications

Settings

Clear Notifications