Directors Report of Taylormade Renewables Ltd.

Mar 31, 2025

Your Directors are pleased to present the 15^th Annual Report along with the Audited Financial Statements
of your Company for the financial year ended March 31, 2025 (“FY 2024-25”).

1. FINANCIAL PERFORMANCE OVERVIEW

The summary of the financial performance of your Company for FY 2024-25 is presented below:

(Amount in Lakhs)

Particulars	Consolidated	Standalone
	2024-25	2024-25	2023-24
Revenue from Operational	7114.47	7107.28	4690.16
Other Income	4.82	4.82	1.76
Total Income	7119.29	7112.10	4691.93
Profit before Finance costs and Depreciation	2030.10	2026.61	1612.09
Finance Cost	57.06	56.92	52.94
Depreciation and Amortization Expense	156.91	156.84	36.50
Profit before Tax	1816.13	1812.85	1522.65
Income Tax	566.00	566.00	461.46
Differed Tax Liability / (Assets)	19.39	23.83	0.25
Profit after Tax	1230.74	1222.99	1060.94
PAT Attributable to:
Equity holders of the parent	1221.76	1222.99	1060.94
Non-controlling interests	8.98	0.0	0.0

Key Performance Highlights:

The Company delivered a resilient performance in FY 2024-25. Standalone revenues stood at f7,107.28
Lakhs, a significant rise from f4,690.16 Lakhs in FY 2023-24, reflecting consistent growth in project
execution and increasing adoption of its technologies. Profit After Tax improved to f1,222.99 Lakhs,
compared to f1,060.94 Lakhs in the previous year.

This strong bottom-line growth, outpacing revenue expansion, underscores improved operating efficiency
and disciplined financial management. Finance costs were contained and depreciation aligned with the
expanding asset base.

FY 2024-25 was therefore a year of accelerated growth and sharper profitability, reinforcing the
Company''s capacity to convert innovation into financial strength and deliver sustained value creation for
its shareholders.

2. STATE OF THE COMPANY’S AFFAIRS:

FY 2024-25 was a defining year for Taylormade
Renewables Limited (TRL), marked by structural
growth, strategic expansion, and key innovations.
The Company achieved a major corporate
milestone by successfully migrating from the BSE
SME platform to the Main Board of the Bombay
Stock Exchange (BSE) in October 2024,
demonstrating strengthened financial
performance, regulatory maturity, and growing
market confidence.

TRL continued to expand its leadership in
concentration, separation, and recovery
solutions- offering advanced systems across
water treatment, renewable energy, and process
optimization. A highlight of the year was the
establishment of TRL''s first Build-Own-Operate
(BOO) Zero Liquid Discharge (ZLD) facility at
Tarapur (Gujarat). Commissioned during the year
and inaugurated on June 19, 2025, this plant runs
on the Company''s patented TRL RAIN™
technology and now delivers recurring revenues
with high utilization. It forms the blueprint for

upcoming large-scale rollouts at Dahej, Sayakha
and beyond.

To further strengthen execution and
manufacturing capacity, TRL acquired a 51%
stake in Taylormade Enviro Private Limited (TEPL),
making it your Company’s first subsidiary. This
acquisition is both strategic and structural —
expanding TRL’s footprint while reinforcing its
long-term commitment to sustainable, modular,
and high-performance environmental solutions.
TEPL adds strength where it matters most: on the
ground, where clean infrastructure must be
delivered with speed, reliability, and impact.

In the domain of IP-driven engineering, TRL has
been granted a patent its advanced sugar
manufacturing technology-powered by TRL’s
proprietary TRL ZEO-MEMBRANE®, TRL RAIN®,
and TRL RAIN ULTRA® systems, the process
eliminates lime, sulphur, and phosphates, reduces
water and energy consumption by up to 80%,
increases sugar recovery by ~10%, and enables
full Zero Liquid Discharge (ZLD)—all while
producing premium, transparent sugar.

Post year-end, in June 2025, the Company also
received official registration from the National
Federation of Cooperative Sugar Factories Ltd.
(NFCSF) as an approved manufacturer. This
recognition positions TRL to offer its patented
system across 200 sugar and distillery plants
nationwide through BOO models, turnkey EPC,
and tech-licensing partnerships.

TRL also expanded its solar thermal footprint with
successful installations of its dual-axis parabolic
dish concentrators at strategic sites, including
Indian Oil’s R&D centre and the Satara Jail
canteen. These deployments reflect increasing
traction for industrial solar heat, with upcoming
projects in IOCL canteens and refinery-linked
zones.

Reinforcing its R&D strength, TRL deepened its
collaboration with the Bhabha Atomic Research
Centre (BARC), with nine advanced water
treatment systems under co-development or
deployment. These span hazardous wastewater
purification, drinking water conversion, and
membrane-polished reuse solutions.

Together, these milestones reflect a year of
transition, execution, and consolidation. The
Company is now well-positioned for the next
phase of scalable growth—delivering BOO
projects, commercializing patented technologies,
and expanding into new industrial and
institutional markets while reinforcing its
commitment to environmental sustainability and
engineering excellence.

3. DIVIDEND AND RESERVES

Dividend

With a long-term view to strengthening the
Company’s financial position and supporting
upcoming growth opportunities, the Board of
Directors has deemed it prudent to retain the
profits for the year. Accordingly, no dividend has
been recommended for the financial year. This
decision reflects our commitment to sustainable
value creation and strategic reinvestment.

Dividend Distribution Policy
The Dividend Distribution Policy, in terms of
Regulation 43A of the SEBI Listing Regulations is
available on your Company’s website.

Unclaimed Dividend and Transfer to Investor
Education and Protection Fund:

As the Company has not declared any dividend
during the financial year, the provisions of Section
125(2) of the Companies Act, 2013 are not
applicable. Further, during the year under review,
no amounts or shares were required to be
transferred to the Investor Education and
Protection Fund (IEPF) by the Company.

Transfer To Reserves:

The Board of Directors has not recommended any
transfer to the reserves for the financial year
under review.

4. CORPORATE RESTRUCTURING

Acquisitions

During the year under review, your Company has
acquired stake of 51% in Taylormade Enviro
Private Limited, making it a subsidiary of your
Company.

5. CHANGES IN NATURE OF BUSINESS

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

6. DEPOSITS

There were no outstanding deposits within the
meaning of Section 73 and 74 of the Act read with
rules made thereunder at the end of FY 2024-25
or the previous financial years. Your Company did
not accept any deposit during the year under
review.

7. MATERIAL CHANGES & COMMITMENTS

No material changes and commitments affecting
the financial position of the Company have
occurred between the end of the financial year of

the Company to which the financial statements
relate and the date of this report.

8. MATERIAL ORDERS

No significant or material orders were passed by
the Regulators or Courts or Tribunals impacting
the going concern status and Company’s
operations in future.

9. PARTICULARS OF LOANS, GUARANTEES
AND INVESTMENTS

Loans, guarantees and investments covered under
Section 186 of the Companies Act, 2013 read with
the Companies (Meetings of Board and its Powers)
Rules, 2014 forms a part of the Note No. 11 to the
financial statements provided in this Annual
Report.

10. MANAGEMENT DISCUSSION AND
ANALYSIS REPORT:

MDAR for the year, pursuant to Regulation
34(2)(e) of SEBI (Listing Obligations and
Disclosure Requirements) Regulations, 2015
(“Listing Regulations”), forms part of the Annual
Report, and is attached herewith as “ANNEXURE-
F”.

11. CAPITAL STRUCTURE & FUND RAISING:

• AUTHORISED SHARE CAPITAL:

During the period under review, there was no
change in the Authorised Share Capital of your
Company and as on March 31, 2025, the
Authorised Share Capital of your Company stood
at Rs. 15 Crore comprising 1,50,00,000 equity
shares of Rs.10 each.

• ISSUED, SUBSCRIBED & PAID-UP SHARE
CAPITAL AND ALLOTMENTS:

EQUITY SHARES

During the financial year 2024-25, the Company
allotted equity shares pursuant to the conversion
of share warrants issued on a preferential basis.
These allotments were made in accordance with
the provisions of the Companies Act, 2013 and
SEBI (ICDR) Regulations, 2018, after receiving
due consideration and requisite disclosures.

In January 2025, The Company issued 7,15,000
Equity Shares of Rs. 10/- (at a premium Rs. 170/-)
as pursuant to conversion of 7,15,000 convertible
warrants issued and allotted on preferential basis
in 2023;

5.42.000 Equity Shares of Rs. 10/- (at a premium
Rs. 233/-) as pursuant to conversion of 5,42,000
convertible warrants issued and allotted on
preferential basis in 2023.

As on March 31, 2025, Paid Up Share Capital has
increased to Rs. 1,10,928,510/- comprising of
1,10,92,851 equity shares of Rs. 10/- each.

WARRANTS

The Company had made an application to Issue

2.50.000 Convertible Warrants on preferential
basis at the issue price of Rs. 332/- per Warrant,
aggregating to Rs. 8.30 Cr. pursuant to the Special
Resolution passed at the Extra-Ordinary General
Meeting held on 27th March 2025 in-principal
approval awaited from Stock Exchange.

Further, the warrants shall be issued in
accordance with the provisions of Section 42 and
62(1)(c) of the Companies Act, 2023 and Chapter
V of the SEBI (Issuance of Capital and Disclosure
Requirements) Regulations, 2018.

12. REPORT ON CORPORATE GOVERNANCE

Your Company is committed to upholding the
highest standards of corporate governance,
ensuring transparency, accountability, and
responsible management at all levels of its
operations. The Company has complied with the
requirements of Regulation 34(3) read with Part C
and E of Schedule V of the SEBI (Listing
Obligations and Disclosure Requirements)
Regulations, 2015 ("Listing Regulations").

A detailed Corporate Governance Report, along
with a certificate issued by a Practicing Company
Secretary confirming compliance with the
stipulated conditions, forms part of this Annual
Report as Annexure E.

The Board remains committed to continuously
strengthening governance practices in alignment
with evolving regulatory frameworks and
stakeholder expectations.

13. DIRECTORS AND KEY MANAGERIAL
PERSONNEL:

As of March 31, 2025, your Company’s Board had
eight members comprising of three Executive
Directors, one Non-Executive non-Independent
Director and four Independent Directors including
Two Woman Directors. The details of Board and
Committee composition, tenure of directors, and
other details are available in the Corporate
Governance Report, which forms part of this

Integrated Annual Report. In terms of the
requirement of the SEBI Listing Regulations, the
Board has identified core skills, expertise, and
competencies of the Directors in the context of
your Company''s business for effective
functioning. The key skills, expertise and core
competencies of the Board of Directors are
detailed in the Corporate Governance Report,
which forms part of this Integrated Annual Report.

Appointment of Directors

a) Mr. Parthiv Karsan Antala (DIN: 08782547)
was appointed as an Additional Director (Non¬
Executive, Independent) of the Company to hold
office for a period of five years with effect from
June 07, 2024 up to June 06, 2029. Further,
shareholders vide special resolution passed at the
14th Annual General Meeting held on September
30, 2024, approved his appointment as an
Independent Director, not liable to retire by
rotation, with effect from the said date.

b) Mr. Niraj Kumar (DIN: 02654021) was
appointed as an Additional Director (Non¬
Executive, Independent) of the Company to hold
office for a period of five years with effect from
June 18, 2024 up to June 17, 2029. Further,
shareholders vide special resolution passed at the
14th Annual General Meeting held on September
30, 2024, approved his appointment as an
Independent Director, not liable to retire by
rotation, with effect from the said date.

Re-appointment of Directors
a) The Board of Directors at its meeting held on
August 30, 2024, based on the recommendation of
the Nomination and Remuneration Committee
(NRC) and after evaluating the performance of Mr.
Pinakeen Amrutlal Patel (DIN: 08766172) during
his first tenure as an Independent Director,
approved and recommended his re-appointment
for a second term of five (5) consecutive years
commencing from June 26, 2025 to June 25, 2030
(both days inclusive), not liable to retire by
rotation, for approval of the Members.

The Members approved his re-appointment by
passing a special resolution at the 14th Annual
General Meeting held on September 30, 2024.

The Board is of the considered opinion that Mr.
Pinakeen Amrutlal Patel possesses the requisite
integrity, expertise, and professional proficiency
to continue serving as an Independent Director of
the Company. His deep understanding of
corporate governance, legal compliance, and

strategic oversight has been instrumental in
strengthening the Company''s governance
framework and supporting its long-term vision.

Directors Retiring by Rotation
In accordance with the provisions of Section 152
of the Companies Act, 2013, Mrs. Neera
Dharmendra Gor, Executive Director, retired by
rotation at the previous AGM and was re¬
appointed by the Members.

Further, Mrs. Avani Patel, Non-Executive Non¬
Independent Director of the Company, shall retire
by rotation at the ensuing AGM and being eligible
for reappointment, offers herself for re¬
appointment.

Changes in KMPs

a) Mr. Harsh Dharmendra Gor was appointed as
the Chief Executive Officer (CEO) of the Company
with effect from May 28, 2024, in accordance with
applicable provisions of the Companies Act, 2013
and SEBI Listing Regulations. Further, the
shareholders vide resolution passed at the Annual
General Meeting held on September 30, 2024,
approved his appointment as CEO, with effect
from the said date.

b) Mr. Ankitkumar Ashokkumar Chaudhary (ACS:
72281) was appointed as Company Secretary &
Compliance Officer w.e.f. April 08, 2024, and
resigned from the said position w.e.f. September
03, 2024.

c) Ms. Jinesha Anil Mehta (ACS: 60878) was
appointed as Company Secretary & Compliance
Officer w.e.f. September 05, 2024, and tendered
her resignation w.e.f. December 09, 2024.

d) Ms. Vaidehi Bang (ACS: 73835) was appointed
as Company Secretary & Compliance Officer of the
Company w.e.f. January 28, 2025, pursuant to
Section 203 of the Companies Act, 2013 and
Regulation 6(1) of SEBI (Listing Obligations and
Disclosure Requirements) Regulations, 2015. She
holds office as on the date of this Report.

Pursuant to the provisions of Section 203 and
Section 2(51) of the Act, Mr. Dharmendra S Gor,
Managing Director, Mrs. Neera D Gor, Executive
Director, Mr. Jayesh N Shah, Executive Director,
Mr. Harsh D Gor, Chief Executive Officer, Mr. Samir
S Patel, Chief Financial Officer and Ms. Vaidehi
Bang, Company Secretary & Compliance Officer
are the Key Managerial Personnel of the Company
as on March 31, 2025.

14. DISCLOSURE BY DIRECTORS:

The Directors on the Board have submitted
requisite disclosure under Section 184(1) of the
Companies Act, 2013 declaration of non¬
disqualification under Section 164(2) of the
Companies Act, 2013 and Declaration as to
compliance with the Code of Conduct of the
Company.

15. MEETING OF INDEPENDENT DIRECTORS

In accordance with the provisions of Section
149(8) read with Schedule IV of the Companies
Act, 2013 and Regulation 25(3) of the SEBI (Listing
Obligations and Disclosure Requirements)
Regulations, 2015, separate meetings of the
Independent Directors of the Company were held
on November 11, 2024 and February 14, 2025,
without the presence of Non-Independent
Directors and members of the management.
During these meetings, the Independent Directors
deliberated on a range of matters, including:

• Review and discussion of the action taken
report from the previous meeting of Independent
Directors,

• Assessment of the quality, quantity, and
timeliness of information flow between the
management and the Board, necessary for
effective discharge of Board responsibilities,

• Evaluation of whether the Board and its
Committees devote adequate time to discussions
on matters of strategic importance,

• Review of the performance of Non¬
Independent Directors, the Board as a whole, and
the Chairperson, taking into account the views of
both Executive and Non-Executive Directors.

These meetings provided a platform for objective
assessment and contributed meaningfully to the
Company’s commitment to strong, independent
governance.

16. FAMILIARISATION PROGRAMME FOR
INDEPENDENT DIRECTORS

In accordance with Regulation 25(7) of the SEBI
(Listing Obligations and Disclosure Requirements)
Regulations, 2015, and in line with best
governance practices, the Company conducts
structured familiarisation programmes for its
directors, including Independent Directors.

These programmes are designed to provide
Directors with an in-depth understanding of the
Company’s business model, strategic priorities,
industry landscape, operational challenges,
regulatory environment, and risk profile. Sessions
are facilitated by members of senior management

and external experts, depending on the subject
matter and the evolving needs of the Board.

The familiarisation initiatives during the year
under review enabled Directors to remain updated
on key developments and make informed
contributions in Board and Committee
discussions.

Details of the familiarisation programmes
conducted during FY 2024-25 are available on the
Company’s website in compliance with Regulation
46 of the Listing Regulations.

17. DECLARATION BY THE INDEPENDENT
DIRECTORS

In accordance with the provisions of Sections
149(6) and 149(7) read with Schedule IV of the
Companies Act, 2013 and Regulation 16(1)(b) and
Regulation 25(8) of the SEBI (Listing Obligations
and Disclosure Requirements) Regulations, 2015,
the Company has received the necessary
declarations and disclosures from all Independent
Directors confirming that they meet and comply
with the criteria of independence.

Pursuant to the Companies (Creation and
Maintenance of Databank of Independent
Directors) Rules, 2019, read with the Companies
(Appointment and Qualifications of Directors)
Rules, 2014, the Independent Directors have
successfully registered their names in the
databank maintained by the Indian Institute of
Corporate Affairs (IICA).

The Independent Directors have further
confirmed that they are not aware of any
circumstance or situation which exists, or is
reasonably anticipated, that could impair their
ability to discharge their duties independently and
objectively, without any external influence.

In the opinion of the Board, all Independent
Directors possess the requisite expertise, domain
knowledge, proficiency, integrity, and
independence as required under the Code
applicable for Independent Directors as stipulated
under Schedule IV of the Act and in terms of the
policy of your Company.

18. DISCLOSURES UNDER THE COMPANIES
(SHARE CAPITAL AND DEBENTURES) RULES,
2014

During the financial year under review, the
Company has not any issued debentures, bonds,

equity shares with differential voting rights, sweat
equity shares, or shares under any Employee
Stock Option Scheme (ESOP) or Employee Stock
Purchase Scheme (ESPS). Accordingly, no
disclosures are required under Rule 4(4), Rule
8(13), or Rule 12(9) of the Companies (Share
Capital and Debentures) Rules, 2014.

Further, there are no shares held by trustees for
the benefit of employees, and hence no disclosure
is applicable under Rule 16(4) of the said Rules.

19. NUMBER OF MEETINGS OF THE BOARD:

During the period under review, a total of Fourteen
(14) Board Meetings were convened, with none
exceeding the mandated 120-day interval as
mandated under the provisions of the Act read
with rules made thereunder, Secretarial Standard-
I issued by the Institute of Company Secretaries of
India (“ICSI”), and Listing Regulations. The dates
of these meetings, along with attendance details
for each Director, have been comprehensively
disclosed in the Report on Corporate Governance
annexed as Annexure-E to the Board''s Report.

20. COMMITTEES OF BOARD

The Company recognizes the vital role of Board
Committees in upholding strong standards of
Corporate Governance. In line with this
commitment, various Committees of the Board
have been constituted to enhance oversight,
support informed decision-making, and improve
the overall effectiveness of the Board''s
functioning.

These Committees have been established in
accordance with the provisions of the Companies
Act, 2013, applicable rules, the SEBI (Listing
Obligations and Disclosure Requirements)
Regulations, 2015, the Company''s Articles of
Association, and other relevant regulatory
guidelines and circulars issued from time to time.
Details regarding the composition, reconstitution
(if any), terms of reference, frequency and dates of
meetings held during FY 2024-25, and
attendance of members are provided in the Report
on Corporate Governance, annexed to the Board''s
Report as Annexure E. All the recommendations
made by the Committees during the year were
accepted by the Board of Directors.

21. FORMAL EVALUATION OF THE
PERFORMANCE OF THE BOARD, COMMITTEES OF
THE BOARD AND INDIVIDUAL DIRECTORS

In line with the provisions of Section 149(8) read
with Schedule IV and Section 178(2) of the

Companies Act, 2013, and the applicable
provisions of Regulation 17 of the SEBI (Listing
Obligations and Disclosure Requirements)
Regulations, 2015, including the SEBI Guidance
Note on Board Evaluation, Taylormade
Renewables Limited has implemented a formal
annual process for evaluating the performance of
the Board, its Committees, individual Directors,
and the Chairperson.

The performance evaluation aims to assess the
effectiveness of the Board’s functioning and
identify key areas for improvement in governance,
strategic oversight, and decision-making. This
structured evaluation framework is reviewed and
approved by the Nomination and Remuneration
Committee (NRC) and is aligned with the
Company''s commitment to maintaining high
standards of corporate governance.

The evaluation for the financial year 2024-25 was
carried out through a comprehensive
questionnaire and self-assessment process,
covering qualitative and quantitative aspects.
Inputs were sought from all Directors and
Committee members, based on criteria such as:

• Board as a Whole: Composition, diversity,
functioning, independence, quality of discussions,
and strategic focus

• Board Committees: Structure, mandate,
effectiveness, frequency of meetings, and quality
of deliberations

• Chairperson: Leadership, meeting conduct,
governance oversight, and strategic direction

• Executive Directors: Execution of strategy,

leadership, compliance, stakeholder

communication, and operational efficiency

• Non-Executive and Independent Directors:

Participation, judgment, objectivity,

independence, and safeguarding of stakeholders’
interest.

The findings of the evaluation indicated
satisfactory performance across all levels, with
specific recommendations made for further
enhancement of governance processes, director
development, and committee reporting
mechanisms.

22. DEPOSITS:

During the financial year under review, the
Company has not accepted any deposits from
public and as such, no amount on account of
principal or interest on deposits from public was
outstanding as on the date of the Balance Sheet.
Please refer Note no. 5 of the financial statement

pursuant to Rule 2 (1) (c) (viii) of the Companies
(Acceptance of Deposits) Rules, 2014 for
borrowings from directors.

23. COMPLIANCE WITH MATERNITY BENEFIT
ACT, 1961

Your Company has adhered to all applicable
provisions of the Maternity Benefit Act, 1961,
ensuring full compliance with statutory
requirements.

24. ANNUAL RETURN:

The draft Annual Return for the financial year
ended on March 31, 2025 in the prescribed form
MGT-7, as required under Section 134(3)(a) and
Section 92(3) of the Act, can be accessed on the
Company’s website at https://trlindia.com/report-
categorv/annual-returns/

25. CONSERVATION OF ENERGY,

TECHNOLOGY ABSORPTION AND FOREIGN
EXCHANGE OUTGO:

Your Company remains committed to
environmental responsibility and sustainable
innovation. It continuously undertakes initiatives
to conserve energy, adopt eco-efficient practices,
and integrate advanced technologies that
promote long-term operational efficiency and
reduced environmental impact.

The disclosures as required under Section 134 of
the Companies Act, 2013 read with the applicable
rules regarding Conservation of Energy,
Technology Absorption, and Foreign Exchange
Earnings and Outgo are annexed herewith and
marked as “ANNEXURE- D” to this report.

26. RELATED PARTY TRANSACTIONS

All related party transactions entered into by the
Company during the financial year 2024-25 were
on an arm’s length basis and in the ordinary course
of business. These transactions were in
compliance with the applicable provisions of the
Companies Act, 2013, read with the Rules made
thereunder, and Regulation 23 of the SEBI (Listing
Obligations and Disclosure Requirements)
Regulations, 2015. There were no materially
significant related party transactions with
Promoters, Directors, Key Managerial Personnel,
or their relatives that could have had a potential
conflict with the interest of the Company at large.

All related party transactions were placed before
the Audit Committee for prior approval and,
wherever required, subsequently reviewed and
approved by the Board of Directors. A detailed

statement of such transactions, including their
nature, value, and terms, was placed before the
Audit Committee on a quarterly basis for its
review.

The particulars of contracts or arrangements with
related parties referred to in Section 188(1) of the
Companies Act, 2013, read with Rule 15 of the
Companies (Meetings of Board and its Powers)
Rules, 2014, are provided in Form AOC-2 and
annexed to this Report as “Annexure - A.”
Additional disclosures regarding related party
transactions are included in Note No. 32 of the
standalone financial statements for the year
ended March 31, 2025, prepared in accordance
with applicable Indian Accounting Standards (Ind
AS).

The Company has adopted a Policy on Materiality
of Related Party Transactions and on dealing with
Related Party Transactions, which is available on
the Company’s website.

27. SECRETARIAL AUDITOR AND THEIR
REPORT

The Board of your Company, on the
recommendation of the Audit Committee, had
appointed M/s. Surana and Kothari Associates
LLP, Company Secretaries (Registration No.
L2022GJ012000 & Peer Review Certificate No.:
6013/2024) to conduct the Secretarial Audit of
your Company for the financial year 2024-25.

The Secretarial Auditors report does not contain
any qualification, reservation, or adverse remark
for the financial year 2024-25. The Secretarial
Audit Report for the financial year 2024-25 in
Form MR-3 is annexed with the Board’s Report as
Annexure B.

Further, in compliance with the provisions of
Section 204 of the Companies Act, 2013 read with
Companies (Appointment and Remuneration of
Managerial Personnel) Rules, 2014, Regulation
24A of the Listing Regulations, and, SEBI Circular
No. SEBI/HO/CFD/CFD-PoD-2/CIR/P/2024/185
dated December 31, 2024, and upon

recommendation of the Audit Committee, the
Board of your Company, subject to the approval of
the shareholders at the ensuing Annual General
Meeting, has approved the appointment of M/s
Surana and Kothari Associates LLP, Company
Secretaries (Registration No. L2022GJ012000 &
Peer Review Certificate No.: 6013/2024) as the
Secretarial Auditors of your Company to conduct

the audit of the secretarial records for a period of
one (1) year for the Financial Year 2025-26.

28. STATUTORY AUDITOR AND THEIR REPORT

Members of the Company at the 10th Annual
General Meeting, held on September 30, 2020,
had appointed M/s. MAAK & Associates, Chartered
Accountants (Firm Registration No. 135024W), as
the Statutory Auditors of the Company for a term
of five (5) consecutive years, i.e., from the
conclusion of the 10th AGM until the conclusion of
the 15th AGM to be held in the calendar year 2025.

Pursuant to the provisions of Sections 139, 142,
and other applicable provisions of the Companies
Act, 2013 read with the Companies (Audit and
Auditors) Rules, 2014 (including any statutory
modification or re-enactment thereof), and
subject to the approval of Members in the ensuing
AGM, M/s. MAAK & Associates are proposed to be
re-appointed as the Statutory Auditors of the
Company for a second term of five (5) consecutive
years, to hold office from the conclusion of the
15th AGM until the conclusion of the 20th AGM to
be held in the year 2030.

A resolution for the re-appointment of M/s. MAAK
& Associates, along with their eligibility
confirmation, forms part of the Notice convening
the ensuing AGM for approval by the Members.

The Standalone and Consolidated Financial
Statements for the financial year ended March 31,
2025, have been prepared in accordance with the
applicable provisions of the Companies Act, 2013,
and the Indian Accounting Standards (Ind AS)
notified under Section 133 of the Act.

The Audit Reports issued by the Statutory Auditors
on both standalone and consolidated financial
statements contain qualified opinions. A
Statement on the Impact of Audit Qualifications
for both sets of financials is annexed and forms
part of this Annual Report.

The Statutory Auditors have confirmed their
eligibility under Section 141 of the Act and hold a
valid Peer Review Certificate issued by the
Institute of Chartered Accountants of India (ICAI),
in compliance with the applicable regulatory
requirements.

The Board acknowledges the qualified opinions
expressed in the Audit Reports for FY 2024-25
and wishes to provide the following responses:

Audit Qualifications 1.

The Company is in the process securing
confirmation from long-standing debtors, which
remains ongoing. Refer to Note 4 to quarterly and
year to date standalone financial results for the
period ended on 31^st March 2025:

Management’s Response

The management is continuously following up for
balance confirmations from such parties. Few of
these debtors are no longer in business; as such,
confirmations may not be feasible in all cases.
However, these balances have been assessed for
recoverability and no material risk has been
identified.

Audit Qualifications 2.

We would like to draw attention to note 1.3(iii) the
quarterly and year to date standalone financial
results for the period ended on 31^st march 2025
where the company has done the valuation of
stock based on the technical analysis of the
management instead of accounting standard 2,
the closing stock and method to derive the closing
stock is also calculated and certified by the
management only.:

Management’s Response

The management has adopted a technically
backed approach based on practical parameters
specific to the industry, which better reflects the
realizable value. The management team is
adequately qualified in technical analysis and has
ensured a conservative and realistic valuation
method.

29. COST AUDITORS:

As per the applicable provisions of the Companies Act, 2013 and the Cost Audit Orders issued by the
Central Government, cost audit is not applicable to the products and operations of the Company for the
financial year under review.

30. REPORTING OF FRAUDS BY AUDITORS:

During the year under review, neither the Statutory Auditors, Secretarial Auditors, nor Internal Auditors
have reported any instance of fraud committed against the Company by its officers or employees under
Section 143(12) of the Companies Act, 2013 or any other applicable provisions.

31. PARTICULARS OF EMPLOYEE REMUNERATION

The information required pursuant to Section 197 read with Rule 5(1) of The Companies (Appointment and
Remuneration of Managerial Personnel) Rules, 2014 and Companies (Particulars of Employees) Rules,
1975, in respect of employees of the Company and Directors is furnished hereunder:

i) The ratio of the remuneration of each Director to the median remuneration of the employees of the
Company for the financial year 2024-25 and the percentage increase in remuneration of each Director,
Chief Financial Officer, Chief Executive Officer, Company Secretary in the financial year 2024-25:

Name	Ratio to median remuneration	% increase in remuneration in financial year
Non- Executive Directors:
Mrs. Avani Samir Patel	2.85	-
Mr. Pinakeen Amrutlal Patel	-	-
Mr. Parthiv Karsan Antala	-	-
Mr. Niraj Kumar	-	-
Mr. Mayurkumar Ramanlal Joshi	-	-
Executive Directors:
Mr. Dharmendra Sharad Gor	9.51	-
Mrs. Neera Dharmendra Gor	14.26	-
Mr. Jayesh Niranjanbhai Shah	4.16	20%
Chief Executive Officer
Mr. Harsh Dharmendra Gor	-	-
Chief Financial Officer
Mr. Samir Sumanbhai Patel	-	-
Company Secretary
Mr. Ankitkumar Choudhary1	-	-
Mrs. Jinesha Anil Mehta1	-	-
Ms. Vaidehi Bang1	-	-

v) Key parameters for any variable component of remuneration received by the Directors
Nomination and Remuneration Committee determines the variable compensation annual based on their
individual and organization performance.

Non-Executive Directors - Not applicable

vi) Affirmation that the remuneration is as per the Remuneration Policy of the Company:

The Company affirms remuneration is as per the Remuneration Policy of the Company.

32. DIRECTORS¹ RESPONSIBILITY
STATEMENT:

Pursuant to the provisions of Section 134(3)(c)
read with Section 134(5) of the Companies Act,
2013, and based on the information and
explanations received from the management, the
Board of Directors of the Company hereby
confirms, to the best of their knowledge and
belief, that:

a) In the preparation of the annual accounts for
the financial year ended March 31, 2025, the
applicable accounting standards have been
followed along with proper explanation relating to
material departures, if any;

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 as on March 31,
2025, and of the profit of the Company for the year
ended on that date;

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

d) The annual accounts have been prepared on a
going concern basis;

e) The Directors have laid down internal
financial controls to be followed by the Company
and such internal financial controls were
adequate and operating effectively;

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.

33. WHISTLE BLOWER POLICY / VIGIL
MECHANISM:

Your Company is committed to upholding the
highest standards of integrity, transparency, and
ethical conduct in all its operations. In line with
this commitment and pursuant to the provisions of
Section 177(9) of the Companies Act, 2013, read
with the applicable rules, and Regulation 22 of the
SEBI (Listing Obligations and Disclosure
Requirements) Regulations, 2015, the Company
has adopted a Whistle Blower Policy and Vigil
Mechanism.

This mechanism provides a structured platform
for directors, employees, and stakeholders to
report concerns regarding unethical behaviour,
actual or suspected fraud, misuse of Company''s
resources, or any violation of the Code of Conduct,
without fear of retaliation. Adequate safeguards
are in place to protect whistleblowers against any
adverse action for raising concerns in good faith.

During the financial year 2024-25, no whistle
blower complaints were received and the
mechanism continues to function effectively. The
Company affirms that no individual was denied
access to the Chairperson of the Audit Committee.
The Whistle Blower Policy is available on the
Company''s website.

34. PROCEEDINGS INITIATED/ PENDING
AGAINST THE COMPANY UNDER THE
INSOLVENCY AND BANKRUPTCY CODE, 2016:
There are no proceedings initiated/pending
against the Company under the Insolvency and
Bankruptcy Code, 2016 which materially impact
the Business of the Company.

35. INTERNAL FINANCIAL CONTROL AND ITS
ADEQUACY

The Company has instituted a strong internal
financial control framework, thoughtfully aligned
with its defined risk appetite and tailored to the
size, scale, and complexity of its operations. The
scope and authority of the risk-based internal
audit function are clearly articulated in the Board-
approved Internal Audit Policy.

This framework has been designed in line with the
provisions of Section 134(5)(e) of the Companies
Act, 2013, to ensure the reliability of financial
reporting, compliance with applicable laws and
regulations, safeguarding of assets, and the
efficiency of operations.

An Internal Auditor, appointed under Section 138
of the Act, carries out independent assessments
and the Audit Committee regularly reviews the
adequacy and effectiveness of the internal control
systems and provides recommendations for their
continuous improvement

During the year under review, the Company''s
internal financial controls with reference to the
financial statements were evaluated and found to
be adequate and operating effectively. Neither the
Internal Auditor nor the Statutory Auditor, have
reported any material weakness in the internal
controls of the Company.

36. SECRETARIAL STANDARDS

During the year under review, your Company has
complied with all the applicable provisions of
Secretarial Standard-1 and Secretarial Standard-
2 issued by the Institute of Company Secretaries
of India.

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

Your Company is committed to providing a safe,
respectful, and inclusive work environment for all
its employees, irrespective of gender. In
compliance with the provisions of the Sexual
Harassment of Women at Workplace (Prevention,
Prohibition and Redressal) Act, 2013, and the
rules made thereunder, the Company has
implemented a robust Prevention of Sexual
Harassment (POSH) Policy.

An Internal Complaints Committee (ICC), duly
constituted at the registered office and other
relevant locations, is empowered to receive and
address complaints related to sexual harassment
at the workplace, ensuring fair inquiry and
resolution procedures. The Company has adopted
a zero-tolerance approach toward sexual
harassment.

To build and reinforce awareness:

• Mandatory POSH training sessions (both online
and in-person) were conducted during the year for
new and existing employees.

• Regular communications, awareness drives,
and policy refreshers were undertaken, including

coverage for hybrid and remote work
environments.

Status of Complaints under POSH for FY 2024-25:

• Number of complaints pending at the beginning
of the year: Nil

• Number of complaints received during the year:
Nil

• Number of complaints disposed of during the
year: Not Applicable

• Number of complaints pending at the end of the
year: Not Applicable

The Company remains fully committed to
promoting dignity, equality, and a harassment-
free workplace for all.

38. CORPORATE SOCIAL RESPONSIBILITY
(CSR)

The details of the CSR Committee, including its
composition and functions, are provided in the
Corporate Governance Report, which forms part of
this Annual Report. The Company''s CSR Policy is
available on its official website at
https://trlindia.com/wp-
content/uploads/2025/03/CSR-Policy.pdf
In line with the requirements of Section 135 of the
Companies Act, 2013 and the Companies
(Corporate Social Responsibility Policy) Rules,
2014, your Company has spent 2% of the average
net profits of the immediately preceding three
financial years on CSR activities during FY 2024¬
25.

The Chief Financial Officer of the Company has
certified that the CSR funds have been disbursed
and utilized in accordance with the CSR Policy and
as approved by the Board.

The Annual Report on CSR activities for the
financial year 2024-25 is annexed to this Report
as Annexure-C.

39. RISK MANAGEMENT

The Company has in place a comprehensive Risk
Management Policy to proactively identify, assess,
monitor, and mitigate risks that may impact its
business operations and strategic objectives. This
structured framework is designed to enhance
transparency, reduce potential adverse effects,
and support sustainable value creation.

The policy defines the Company''s approach to risk
at both strategic and operational levels, including
documentation, review mechanisms, and
escalation protocols. Risks identified across key
areas—such as project execution, technology,
regulatory compliance, financial exposure, and
environmental impact—are regularly reviewed by

the Audit Committee and the Board of Directors.
Mitigation strategies are formulated and

implemented on a continual basis.

The Board periodically reviews the Risk
Assessment and Minimization Procedures,
ensuring that executive management operates
within a defined risk tolerance aligned with the
Company''s growth objectives.

A detailed discussion on risk factors and
mitigation strategies forms part of the

Management Discussion and Analysis Report,
annexed to this Annual Report as Annexure F.

40. CODE OF CONDUCT FOR BOARD AND

SENIOR MANAGEMENT PERSONNEL

Pursuant to Regulation 17(5) of the SEBI (Listing
Obligations and Disclosure Requirements)
Regulations, 2015, the Company has adopted a
Code of Conduct for its Directors and Senior
Management Personnel, which outlines the
principles of ethical conduct, integrity,

professionalism, and accountability to be followed
in the discharge of their duties.

The Code is intended to uphold the Company''s
values and promote a culture of transparency and
responsible leadership across all levels of
governance. All Directors and Senior Management
Personnel have affirmed compliance with the
Code for the financial year 2024-25.

A declaration to this effect by the Managing
Director & CEO is included in the Corporate
Governance Report, which forms part of the
Board''s Report as Annexure E.

41. PREVENTION OF INSIDER TRADING

Pursuant to the provisions of the SEBI (Prohibition
of Insider Trading) Regulation, 2015 and
amendments thereto, the Company has in place a
Code of Conduct to regulate, monitor and report
trading by Insider for prohibition of Insider
Trading in the shares of the Company. The code

inter alia prohibits purchase/sale of shares of the
Company by its Designated Persons and other
connected persons while in possession of
Unpublished Price Sensitive Information in
relation to the Company and during the period
when the trading window is closed. The Company
has also formulated a Code of practices and
procedures for fair disclosure of Unpublished
Price Sensitive Information (UPSI) and the said
code is available on the Company''s website.

42. WEBSITE:

In accordance with Regulation 46 of the SEBI
(Listing Obligations and Disclosure Requirements)
Regulations, 2015, your Company maintains an
active and regularly updated website at
www.trlindia.com, which provides

comprehensive information including the
Company''s profile, statutory disclosures, policies,
financial results, annual reports, and contact
details of designated officials responsible for
investor relations and grievance redressal. This
ensures transparent communication and easy
access to key information for all stakeholders.

43. GENERAL DISCLOSURES

• Neither the Executive Chairman nor the CEO of
your Company received any remuneration or
commission from any of the subsidiary of your
Company.

• There was no revision of financial statements
and Board''s Report of the Company during the
year under review.

• There was no instance of onetime settlement
with any Bank or Financial Institution.

• Other disclosures with respect to Board''s
Report as required under the Companies Act,
2013 read with the Rules notified thereunder and
the Listing Regulations are either Nil or Not
Applicable.

ACKNOWLEDGEMENT:

Your Directors express their deep appreciation for the unwavering support and guidance received from
the Government of India, the State Governments, regulatory bodies, and all statutory authorities
throughout the year. We are also grateful to our valued customers, vendors, bankers, financial institutions,
auditors, shareholders, depositories, and business associates for the trust and confidence they have
reposed in Taylormade Renewables Limited.

The Board places on record its sincere gratitude to the team members across all levels of the TRL family—
our workers, staff, and executives—for their dedicated efforts, professionalism, and commitment to
excellence. It is their collective contribution, work ethic, and solidarity that continue to drive the
Company''s growth and innovation journey.

We also extend special thanks to the BSE Ltd, NSDL, CDSL, Registrar & Share Transfer Agent, and all our
service providers for their continued cooperation. TRL remains committed to delivering long-term value
and upholding stakeholder confidence as we move forward.

Place: Ahmedabad For & on behalf of Board of Directors of

Date: September 06, 2025 For Taylormade Renewables Limited

Dharmendra Sharad Gor
Chairman & Managing Director
DIN:00466349

1

No remuneration paid except, payment of eligible sitting fees to Independent Directors.

*Mr. Ankitkumar A. Chaudhary served as Company Secretary & Compliance Officer from April 8, 2024 to
September 3, 2024.

*Mrs. Jinesha A. Mehta held the position from September 5, 2024 to December 9, 2024.

*Ms. Vaidehi Bang was appointed on January 28, 2025 and continues to serve as Company Secretary &
Compliance Officer.

ii) The percentage increase in the median remuneration of employees in the financial year is 23.02%

iii) The number of permanent employees on the rolls of Company as on March 31, 2025: 42

iv) Average percentile increases already made in the salaries of employees other than the managerial
personnel in the last financial year and its comparison with the percentile increase in the managerial
remuneration and justification thereof and point out if there are any exceptional circumstances for
increase in the managerial remuneration:

• Average increase in remuneration of employees excluding KMPs: 34.04%

• Average increase in remuneration of KMPs: 20%

• KMP salary increases are decided based on the Company''s performance, individual performance,
inflation, prevailing industry trends and benchmarks.

---

Mar 31, 2024

Your Directors have pleasure in presenting their 14^th (Fourteenth) Report on the business and operations of your Company together with the Audited Statement of Accounts and the Auditors'' Report of your company for the financial year ended March 31, 2024.

FINANCIAL HIGHLIGHTS:

During the year under review, performance of your company as under:

(Amount in Lakhs)

PARTICULARS	2023-24	2022-23
Revenue from Operational	4690.16	1978.81
Other Income	1.76	1.710
Total Income	4691.93	1980.52
Earnings Before Interest, Depreciation and Amortization Expense and Taxes	1612.09	333.97
Less: Finance Cost	52.94	45.51
Less: Depreciation and Amortization Expense	36.50	23.18
Profit / (Loss) before Tax	1522.65	265.28
Less: Income Tax	461.46	69.47
Less: Differed Tax Liability / (Assets)	0.25	(0.99)
Profit / (Loss) after Tax	1060.94	196.80

STATE OF COMPANY''S AFFAIRS AND FUTURE OUTLOOK:

During the year under review turnover for the financial year ended March 31, 2024 has Rs. 4690.16 Lakh. The Company has incurred the Profit before Tax of Rs. 1522.65 Lakh.

The Board of Directors is satisfied with the Financial Performance of your Company and assures that all necessary actions will be initiated for further increasing the income and profitability of the Company in the years to come.

COMPANY BACKGROUND

TAYLORMADE RENEWABLES LIMITED (CIN: L29307GJ2010PLC061759) was originally incorporated in the name as "TAYLORMADE SOLAR SOLUTIONS PRIVATE LIMITED" under the Companies Act, 1956 on July 28, 2010. Further, the name of the Company was changed to "TAYLORMADE RENEWABLES PRIVATE LIMITED" and a Fresh Certificate of Incorporation consequent upon change of name was issued on December 12, 2017 by the Registrar of Companies, Ahmedabad. The Company was then converted into a Public Company and the name of the Company was changed to "TAYLORMADE RENEWABLES LIMITED" and a Fresh Certificate of Incorporation consequent upon conversion and change of name of Company from Private Limited to Public Limited was issued by the Registrar of Companies, Ahmedabad on December 21, 2017. The equity shares of the Company were listed on BSE SME Platform since April 06, 2018. Further the Company had made an application for Migration of its securities from BSE SME Platform to the Main Board of the BSE on October 23, 2023 and the in-principal approval is granted on 24^th July 2024. Further the company is awaiting for the Final approval.

DIVIDEND:

With a view to conserve funds for future expansion and modernization requirements, your Directors intend to plough back the profit and do not recommend any Dividend for the current financial year.

TRANSFER TO RESERVES:

During the year, the Board of your Company has not appropriated any amount to the reserves. The profit earned during the year has been carried to the balance sheet of the Company.

MANAGEMENT DISCUSSION AND ANALYSIS REPORT:

As required under Regulation 34 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, the Management Discussion and Analysis Report is enclosed as a part of this report.

CHANGES IN NATURE OF BUSINESS

There has been no Change in the nature of the business of the Company done during the year.

CHANGE IN CAPITAL STRUCTURE:

During the year under review, the following changes have been taken place in the Authorised and Paid-up Share Capital of your Company

• AUTHORISED SHARE CAPITAL:

During the financial year 2023-2024, there is no change in the authorised capital of the Company

• ISSUED, SUBSCRIBED & PAID-UP SHARE CAPITAL AND ALLOTMENTS:

EQUITY SHARES

During the financial year 2023-24, the Company has issued 7,00,000 Equity Shares of Rs. 10/- (at a premium Rs. 18/-) as on 17 May, 2023 pursuant to conversion of 7,00,000 convertible warrants issued and allotted on preferential basis.

The Company has issued and allotted 4,62,576 Equity Shares on preferential basis of Rs. 10/- (at a premium Rs. 233/-) as on 10^th July, 2023. In terms of allotment of 4,62,576 Equity shares, the Company had received the subscription money of Rs. 11.24/- cr. of consideration at Rs. 243/ - of each Equity

The Company has issued and allotted 1,05,427 Equity Shares on preferential basis of Rs. 10/- (at a premium Rs. 509/-) as on 09^th November, 2023. In terms of allotment of 1,05,427 Equity shares, the Company had received the subscription money of Rs. 5.47/- cr. of consideration at Rs. 519/ - of each Equity.

At the end of financial year 2023-24, Paid Up Share Capital has increased to Rs. 1,26,80,030/- comprising of 12,68,003 equity shares of Rs. 10/- each.

WARRANTS

The Company has issued 8,35,000 Convertible Warrants on preferential basis at an issue price of Rs. 180/- per Warrant (to be converted into equivalent number of fully paid up equity shares of face value of Rs. 10/- each at a premium of Rs. 170/- each) as on July 10, 2023. In terms of allotment of 8,35,000 convertible warrants, the Company had received the subscription money of Rs. 3.75/- cr. being 25% of consideration at Rs. 180/ - of each warrant.

The Company has issued 5,42,000 Convertible Warrants on preferential basis at an issue price of Rs. 243/- per Warrant (to be converted into equivalent number of fully paid up equity shares of face value of Rs. 10/- each at a premium of Rs. 233/- each) as on July 10, 2023. In terms of allotment of 5,42,000 convertible warrants, the Company had received the subscription money of Rs. 3.30 /- cr. being more than 25% of consideration at Rs. 243/ - of each warrant

The Company has issued 2,65,385 Convertible Warrants on preferential basis at an issue price of Rs. 519/- per Warrant (to be converted into equivalent number of fully paid up equity shares of face value of Rs. 10/- each at a premium of Rs. 509/- each) as on November 10, 2023. In terms of allotment of 2,65,385 convertible warrants, the Company had received the subscription money of Rs. 6.86 /- cr. being more than 25 % of consideration at Rs. 519/ - of each warrant

Further, the warrants shall be issued in accordance with the provisions of Section 42 and 62(1)(c) of the Companies Act, 2023 and Chapter V of the SEBI (Issuance of Capital and Disclosure Requirements) Regulations, 2018.

DIRECTORS AND KEY MANAGERIAL PERSONNEL:

• BOARD OF DIRECTORS AND KMPS:

The Board of Directors of your company consists various executive and non-executive directors including Independent Directors who have wide and varied experience in different disciplines of corporate functioning. There has been an altogether transformation in the composition of Board of Directors and recruitment of Key managerial personnel in the Company as detailed hereunder:

In the opinion of the Board, all the Independent Directors possess requisite qualifications, experience, expertise including the Proficiency and hold high standards of integrity for the purpose of Rule 8(5)(iiia) of the Companies (Accounts) Rules, 2014.

• APPOINTMENT/ CESSATION OF DIRECTORS/KMPS:

During the year 2023-24, Mr. Mayurkumar Ramanlal Joshi (DIN: 10205770) was appointed as Non-Executive Independent Director with effect from July 10, 2023 for a period of five years, i.e. upto July 09, 2028.

The members of the Company appointed Mr. Mayurkumar Ramanlal Joshi (DIN: 10205770) as Non-Executive Independent Director of the company through special Resolution at annual general meeting dated September 29, 2023.

During the year under review, Mrs. Mrinal Parth Shah (ACS: 8218) resigned as Company Secretary and Compliance officer w.e.f. August 03, 2023.

During the year under review, Mrs. Bhaumik Rajeshkumar Modi (DIN: 8218) resigned as Non-Executive Independent Director w.e.f. November 26, 2023

• RETIRED BY ROTATION:

In accordance with the provisions of Section 152 of the Companies Act, 2013 and Articles of Association of the Company, Mrs. Neera Dharmendra Gor (DIN- 00482807) retires by rotation at the ensuing Annual General Meeting and being eligible in terms of Section 164 of the Act offers herself for re-appointment.

The Board recommends the re-appointment.

Mr. Pinakeen Amrutlal Patel (DIN: 08766172) was appointed as Director on June 26, 2020 and who being eligible for reappointment as an Independent Director shall be re-appointed as Director of the company in the ensuing 14^th Annual General Meeting of the company.

Mr. Parthiv Karsan Antala (DIN-08782547) & Mr. Niraj Kumar (DIN- 02654021) was appointed as Additional Director on 07^th June 2024 & 18^th June 2024 Respectively. As per Section 161 of Companies Act, 2013, they shall be appointed as Director of the company in the ensuing 14th Annual General Meeting of the company.

• DECLARATION BY THE INDEPENDENT DIRECTORS

The Company has received declarations from the Independent Directors of the Company that they meet with the criteria of independence as prescribed under Sub- section (6) of Section 149 of the Companies Act, 2013 in compliance of Rule 6(1) and (3) of Companies (Appointment and Qualifications of Directors) Rules, 2014 as amended from time to time and there has been no change in the circumstances which may affect their status as independent director during the year and they have complied with the code of conduct for Independent Directors prescribed in Schedule IV of the Companies Act, 2013.

During the year under review, the Non-Executive Directors/Independent Directors of the Company had no pecuniary relationship or transactions with the Company, other than sitting fees, paid to them for attending meetings of the Board and Committee of the Company.

• DISCLOSURE BY DIRECTORS:

The Directors on the Board have submitted requisite disclosure under Section 184(1) of the Companies Act, 2013 declaration of non-disqualification under Section 164(2) of the Companies Act, 2013 and Declaration as to compliance with the Code of Conduct of the Company.

BOARD MEETINGS:

During the financial year 2023-24 Director of Company met at Regular interval with the gap between two meeting not exceeding 120 days to take a view of the Company''s Polices and strategies apart from the Board Matters. The Notice of the Board Meeting was given well in advance to all the Directors of the Company.

During the year under the review, meetings of the Board of Directors were held on following dates:

SR. NO	DATE OF BOARD MEETING	SR. NO	DATE OF BOARD MEETING
1.	21/04/2023	2	17/05/2023
3.	10/07/2023	4	18/08/2023
5	05/09/2023	6	04/11/2023
7	09/11/2023	8	10/11/2023
9	20/11/2023	10	19/01/2024
11	21/03/2024	-	-

AUDIT COMMITTEE: Audit Committee in compliance with the Provision of Section 177 of Companies Act, 2013, consisting of the following. 1. PINAKEEN AMRUTLAL PATEL Chairman (w.e.f 26/11/2023) 2. BHAUMIK RAJESHKUMAR MODI Chairman/ Member (up to 26/11/2023) 3. MAYURKUMAR JOSHI Member NOMINATION AND REMUNERATION COMMITTEE Nomination and remuneration Committee in compliance with the Provision of section 178 of Companies Act, 2013, consisting of the Following 1. PINAKEEN AMRUTLAL PATEL Chairman (w.e.f 26/11/2023) 2. BHAUMIK RAJESHKUMAR MODI Chairman/ Member (up to 26/11/2023) 3. MAYURKUMAR JOSHI Member STAKEHOLDER RELATIONSHIP COMMITTEE Stakeholder''s Relationship Committee in compliance with the Provision of section 178 of Companies Act, 2013, consisting of the Following 1. PINAKEEN AMRUTLAL PATEL Chairman (w.e.f 26/11/2023) 2. BHAUMIK RAJESHKUMAR MODI Chairman/ Member (up to 26/11/2023) 3. MAYURKUMAR JOSHI Member CORPORATE SOCIAL RESPONSIBILITY COMMITTEE The requirement under Section 135(1) for constitution of the Corporate Social Responsibility Committee is not applicable however the criteria of Section 135 of Companies Act, 2013 is applicable from F.Y. 2024-25. Hence CSR Report also is not Part of this Report. 1. MR. DHARMENDRA SHARAD GOR - MEMBER 2. MR. MAYURKUMAR JOSHI -MEMBER 3. MR. JAYESH NIRANJANBHAI SHAH - MEMBER FORMAL EVALUATION OF THE PERFORMANCE OF THE BOARD, COMMITTEES OF THE BOARD AND INDIVIDUAL DIRECTORS
UNDER SECTION 134(3)(p) OF THE COMPANIES ACT, 2013:
Pursuant to the provisions of the In terms of the provisions of Section 134(3)(p) of the Companies Act, 2013 read with Rule 8(4)
of the Companies (Accounts) Rules, 2014 and the corporate governance requirements as prescribed by Securities and Exchange
Board of India (Listing Obligations and Disclosure Requirements), Regulations 2015, the Board had carried out performance
evaluation of its own, the Board Committees and of the Independent directors.
Independent Directors at a separate meeting evaluated performance of the Non-Independent Directors, Board as a whole and
of the Chairman of the Board.
The performance of the Board is evaluated based on composition of the Board, its committees, performance of duties and
obligations, governance issues etc. The performance of the committees is evaluated based on adequacy of terms of reference
of the Committee, fulfilment of key responsibilities, frequency and effectiveness of meetings etc. The performance of individual

Directors and Chairman was also carried out in terms of adherence to code of conduct, participation in board meetings, implementing corporate governance practices etc.

The Independent Directors are evaluated based on their participation and contribution, commitment, effective deployment of knowledge and expertise, effective management of relationship with stakeholders, integrity and maintenance of confidentiality and independence of behavior and judgement.

CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE OUTGO:

(Pursuant to Section 134 (3)(m) of the Companies Act, 2013 read with Rule 8(3) of the Companies (Accounts) Rules, 2014)

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

a) Conservation of Energy:

Your Company is engaged in dealing of Manufacturing of items based on solar energy and energy conversion measures are not much affecting the Company. However, an endeavor has been made to ensure the optimal utilization of energy, avoid wastage and conserve energy.

Steps taken for conservation	No specific measures were taken
Steps taken for utilizing alternate sources of energy	NIL
Capital investment on energy conservation equipment	NIL

b) Technology Absorption:

Efforts made for technology absorption	The Company has not imported any technology and hence there is nothing to be reported here.
Benefits derived	None
Expenditure on Research &Development, if any	Capital & Revenue Expenditure
Details of technology imported, if any	Not Applicable
Year of import	Not Applicable
Whether imported technology fully absorbed	Not Applicable
Areas where absorption of imported technology has not taken place, if any	Not Applicable

c) Foreign Exchange Earnings / Outgo:

The company has not made any foreign exchange earnings and outgoing Attention of members is drawn to the disclosure of transactions of foreign currency transaction set out in Standalone Financial Statements, forming part of the Annual Report.

REMUNERATION RATIO OF DIRECTORS/KEY MANAGERIAL PERSONNEL (KMP)/ EMPLOYEES

The information required pursuant to Section 197 read with Rule 5 of The Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 and Companies (Particulars of Employees) Rules, 1975, in respect of employees of the Company and Directors is furnished hereunder:

The Company does not have any holding company or subsidiary Company. As such, disclosure regarding receipt of the remuneration or commission by the Managing Directors or Whole Time Director from the subsidiary of the Company under provisions of Section 197(14) of the Companies Act, 2013 is not required

SR. NO.	NAME	DESIGNATION	REMUNERATION PAID FY 2023-24. ''.IN LAKH	REMUNERATION PAID FY 2022-23. ''.IN LAKH	INCREASE IN REMUNERATION FROM PREVIOUS YEAR ''.IN LAKH
1	GOR DHARMENDRA SHARAD	Managing Director	30.00	8.30	21.70

2	SHAHJAYESH	Whole time Director	4.50	4.01	0.45
	NIRANJANBHAI
3	GOR NEERA	Director	18.00	5.90	12.1
	DHARMENDRA
4	MRINAL PARTH SHAH *	CS	0.60	1.95	-
5	SAMIR PATEL	CFO	9.50	9.75	-

* During the year under review, Ms. Mrinal Parth Shah resigned as a Company Secretary & Compliance Officer of the company w.e.f. August 03, 2023

DETAILS OF SUBSIDIARY, JOINT VENTURE OR ASSOCIATE COMPANIES:

As on 31^st March, 2024, the Company does not have any Subsidiary or Joint Venture or Associate Company MANAGEMENT DISCUSSION AND ANALYSIS

The Management Discussion and Analysis Report for the financial year under review as stipulated under Regulation 34 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, is forming part of this Annual Report

RELATED PARTY TRANSACTIONS

During the Year under review, Contracts or Arrangements entered into with the Related party, as define under section 2(76) of the Companies Act, 2013 were in ordinary course of Business and on arm''s length basis. Detail of the Transaction pursuant to compliance of section 134(3) (h) of the Companies Act, 2013 and Rule 8(2) of the Companies (Accounts) Rules, 2014 are discloser of transaction set out in note of financial statements forming part of this report.

All Related Party transactions are placed before the Audit Committee for approval, wherever applicable. Prior omnibus approval for normal business transactions is also obtained from the Audit Committee for the related party transactions which are of repetitive nature and accordingly the required disclosures are made to the Committee on quarterly basis in terms of the approval of the Committee

DEPOSITS:

The Company has not accepted any deposit within the meaning of Deposit pursuant to the Companies (Acceptance of Deposits) Rules, 2014.

AUDITORS:

The Member of the Company has appointment of M/s. MAAK & Associates, Chartered Accountants, (Registration No.135024W), as the Statutory Auditors of the Company. The Auditors hold office for a period of five consecutive terms from the conclusion of the Tenth Annual General Meeting till the conclusion of Fifteenth Annual General Meeting of the Company.

The audited standalone financial results for the year ended March 31, 2024 is a part of the Annual Report. The Notes to the financial statements referred in the Auditors'' Report are self-explanatory and therefore do not call for any comments under Section 134 of the Companies Act, 2013. The report given by the Statutory Auditors on the financial statements of the Company is a part of this Annual Report. There is qualifications, reservations, and adverse remark or Disclaimer given by the Statutory Auditors in their Report.

• EXPLANATION(S) / COMMENT(S) ON QUALIFICATION(S) / RESERVATION(S) / ADVERSE REMARK(S)/DISCLAIMER BY STATUTORY AUDITOR IN THEIR RESPECTIVE REPORT

There is qualification/reservation/adverse remark nor any disclaimer by statutory Auditors in their report and accordingly explanation/comment is given as under:

Details of Audit Qualification: i) The Company is in the process of securing confirmation from long-standing debtors, which

remains ongoing.

ii) The Company has done the valuation of stock based on the technical analysis of the management instead of accounting standard 2.

Management reply: i) We are actively engaging with our long-standing debtors to finalize confirmation, and this

process is currently ongoing.

ii) We have conducted a valuation of our stock based on comprehensive technical analysis by management, ensuring a robust assessment aligned with our operational context. This approach enhances our decision-making process and reflects our commitment to maintaining accurate financial reporting.

REPORTING OF FRAUDS BY AUDITORS:

During the year under review, the Auditors have not reported any instances of fraud under Section 143(12) of the Act, committed against the Company by its officers or employees, to the Audit Committee or the Board, the details of which would be required to be mentioned in the Directors'' Report.

SECRETARIAL AUDITOR:

As per the provisions of Section 204 read with Section 134(3) of the Companies Act, 2013, our Company needs to obtain Secretarial Audit Report from Practicing Company Secretary and therefore, M/s SURANA AND KOTHARI ASSOCIATES LLP, Company Secretaries, had been appointed to issue Secretarial Audit Report for the period ended on 31^st March 2024.

Secretarial Audit Report issued by SURANA AND KOTHARI ASSOCIATES LLP, Company Secretaries in Form MR-3, attached and marked as "Annexure I", for the period under review forms part of this report. The said report contain observation or qualification.

Details of Audit observation- Non-compliance with requirement to appoint a qualified company secretary as the compliance officer since 03^rd August 2023

Management reply: The Company could not get a suitable candidate in due time; however, the Company had appointed Company Secretary and Compliance Officer of the Company with effect from 08/04/2024.

COST AUDITORS:

As per the Cost Audit Orders, Cost Audit is not applicable to the Company''s products.

MATERIAL CHANGES AND COMMITMENTS:

There are no material changes and commitments affecting the financial position of the Company which have occurred in the previous financial year i.e. March 31, 2024:

DIRECTORS'' RESPONSIBILITY STATEMENT:

To the best of their knowledge and belief and according to the information and explanations obtained by them, your Directors make the following statements in terms of Clause (c) of Sub-Section (3) of Section 134 of the Companies Act, 2013, which states:

i. Your Directors have followed the applicable accounting standards along with proper explanation relating to material departure, if any, while preparing the annual accounts;

ii. Your Directors have selected such accounting policies and applied them consistently and made judgments and estimates that are reasonable and prudent so as to give true and fair view of the state of affairs of the Company at the end of financial year and of the Loss of the Company for the period;

iii. Your 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;

iv. Your Directors have prepared the annual accounts on a going concern basis.

v. They have laid down internal financial controls with reference to financial statements in the company were operating effectively.

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

ANNUAL RETURN:

The Annual Return As per the requirement of Section 92(3) read with Section 134(3)(a) of the Companies Act, 2013 read with rules made there under, in Form No. MGT-7 of the Company can be accessed from the website of the Company at http://trlindia.com/.

WHISTLE BLOWER POLICY / VIGIL MECHANISM:.

The Company has established a whistle blower policy/ Vigil mechanism in compliance with the provision of Section 177(10) of the Companies Act, 2013 for the genuine concerns expressed by the employees and Directors about the unethical behavior, actual or suspected fraud or violation of the Company''s Code of Conduct. The Company provides adequate safeguards against victimization of employees and Directors who express their concerns. The Company has also provided direct access to the Chairman of the Audit Committee on reporting issues concerning the interests of employees and the Company. The Board has approved the policy for vigil mechanism which is available on the website of the Company.

PROCEEDINGS INITIATED/ PENDING AGAINST THE COMPANY UNDER THE INSOLVENCY AND BANKRUPTCY CODE, 2016:

There are no proceedings initiated/pending against the Company under the Insolvency and Bankruptcy Code, 2016 which materially impact the Business of the Company.

TRANSFER OF UNCLAIMED DIVIDEND TO INVESTOR EDUCTION AND PROTECTION FUND:

Since the Company has not declared dividend during the year, provisions of Section 125(2) of the Companies Act, 2013 does not apply.

ADEQUACY OF INTERNAL FINANCIAL CONTROLS WITH REFERENCE TO THE FINANCIAL STATEMENTS

The Companies Act, 2013 read with Rule 8(5)(viii) of Companies (Accounts) Rules, 2014 re-emphasizes the need for an effective Internal Financial Control system in the Company which should be adequate and shall operate effectively. The Company has devised proper system of internal financial control which is commensurate with size and nature of business. The Company has an Audit Committee headed by the Independent Director, inter-alia, to oversee company''s financial reporting process, disclosure of financial information, and reviewing the performance of statutory and internal auditors with management. Further, the Board had appointed Internal Auditor of the Company for the financial year 2023- 24 pursuant to the provisions of Section 138 of the Companies Act, 2013

The Company has in place proper and adequate internal control systems commensurate with the nature of its business, size and complexity of its operations. Internal control systems comprising of policies and procedures are designed to ensure liability of financial reporting, timely feedback on achievement of operational and strategic goals, compliance with policies, procedure, applicable laws and regulations.

PARTICULARS OF LOANS, GUARANTEES OR INVESTMENT U/S 186 OF THE COMPANIES ACT 2013

The particulars of loans, guarantees or investments made during the Financial Year 2023-24, are disclosed in the notes attached to and forming part of the Financial Statements of the Company, prepared for the financial year ended March 31, 2024

PREVENTION OF SEXUAL HARASSMENT OF WOMEN AT WORKPLACE:

To foster a positive workplace environment, free from harassment of any nature, the Company have adopted a policy on "Prevention of Sexual Harassment", through which the Company addresses complaints of sexual harassment at the all workplaces. The policy assures discretion and guarantees non-retaliation to complainants. The Company follows a gender-neutral approach in handling complaints of sexual harassment. The Company has complied with the provisions relating to the constitution of Internal Complaints Committee under the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013. During the year under review, there were no incidences/complaint reported under said Act.

STATEMENT INDICATING DEVELOPMENT AND IMPLEMENTATION OF A RISK MANAGEMENT POLICY FOR THE COMPANY

The Company has in place a mechanism to identify, assess, monitor and mitigate various risks to key business objectives. Major risks identified are systematically addressed through mitigating actions on a continuing basis. These are discussed at the Meetings of the Audit Committee and the Board of Directors of the Company.

Risk Management is the process of identification, assessment and prioritization of risks followed by coordinated efforts to minimize, monitor and mitigate/control the probability and/or impact of unfortunate events or to maximize the realization of opportunities. The Company has laid down a comprehensive Risk Assessment and Minimization Procedure which is reviewed by the Board from time to time. These procedures are reviewed to ensure that executive management controls risk through means of a properly defined framework. The Board judges the fair and reasonable extent of risks that your Company is willing to take and its decisions shall be based on this reasonable judgment.

SIGNIFICANT OR MATERIAL ORDERS AGAINST COMPANY

There are no significant and material orders passed by the regulators or courts or Tribunals that could impact the going concern status and operations of the company in future.

COMPLIANCE OF SEBI (PROHIBITION OF INSIDER TRADING) REGULATIONS, 2015 ("PIT REGULATIONS") AND CODE OF FAIR PRACTICES AND DISCLOSURE (FAIR DISCLOSURE CODE):

The Company has formulated Code of Conduct for Prevention of Insider Trading in TAYLORMADE RENEWABLES LIMITED Securities ("PIT Code") and Fair Disclosure Code in accordance with PIT Regulations with an objective of protecting the interest of Shareholders at large and preventing misuse of any Unpublished Price Sensitive Information (UPSI).

WEBSITE:

As per Regulation 46 of SEBI (LODR) Regulations, 2015, the Company is maintaining a functional website namely www.mangalamworldwide.com containing basic information about the Company. The website of the Company is also containing information like Policies, Financial Results, Annual Reports and information of the designated officials of the Company who are responsible for assisting and handling investor grievances for the benefit of all stakeholders of the Company, etc.

ACKNOWLEDGEMENT:

Your Directors are highly grateful for all the guidance, support and assistance received from the Company''s Customers, Vendors, Financial Institutions & Bankers, Auditors, Investors, Depository, Workers, Executive Staff and Team Members of the Taylormade Renewables Limited family at all levels. Your Directors thank all the esteemed shareholders, customers, suppliers and business associates for their faith, trust and confidence reposed in the Company.

Your Directors also wish to place on record their deep sense of appreciation and contributions for the committed services by the Workers, Executive Staff and Team Members of the Taylormade Renewables Limited family at all levels, to ensure that the Company continues to grow and excel. Your Company''s consistent growth was made possible by their hard work, solidarity, cooperation and support.

We thank Government of India, State Governments and various Government and port authorities for their support and look forward to their continuous support in the future.

FOR & ON BEHALF OF BOARD OF DIRECTORS,

TAYLORMADE RENEWABLES LIMITED

DATE:05/09/2024 PLACE: AHMEDABAD

DHARMENDRA SHARAD GOR NEERA DHARMENDRA GOR

MANAGING DIRECTOR DIRECTOR

DIN: 00466349 DIN: 00482807

---

Mar 31, 2023

The Directors have pleasure in presenting their 13^th (Thirteenth) Report on the business and operations of your Company together with the Audited Statement of Accounts and the Auditors'' Report of your company for the financial year ended March 31, 2023.

FINANCIAL HIGHLIGHTS:

During the year under review, performance of your company as under:

		Amount in Lakhs)
PARTICULARS	2022-23	2021-22
Total Operational Income	1978.81	606.59
Other Income	1.710	0.69
Total Income	1980.52	607.28
Profit / (Loss) before Tax	265.28	19.37
Less: Income Tax	69.47	3.08
Less: Differed Tax Liability / (Assets)	(0.99)	(0.19)
Profit / (Loss) after Tax	196.80	16.48
Add: Balance brought forward from the Previous year	833.75	817.27
Add: Share application money	0.00	0.00
Add: Share premium Reserve	0.00	0.00
Profit available for Appropriation	1030.75	833.75
Less: Profit utilized for issue of Bonus Shares	0	0
Less: Proposed Dividend	0	0
Less: Transfer to Share Capital	0	0
Less: Access Share Application Money Paid Back	0	0
Balance carried to Balance Sheet	1030.75	833.75

STATE OF COMPANY''S AFFAIRS AND FUTURE OUTLOOK:

Total turnover for the financial year ended March 31, 2023 has Rs.1978.81 Lakh. The Company has incurred the Profit before Tax of Rs.265.28 Lakh.

Your Directors assures you that they would grab all business opportunities that could be seized from the market for the overall development of our business and foresee bright prospects of the Company in the years to come.

We seek long-term relationship with clients while addressing their requirements. Our customer centric approach has resulted in high levels of client satisfaction and retention.

MANAGEMENT DISCUSSION AND ANALYSIS REPORT:

As required under Regulation 34 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, the Management Discussion and Analysis Report is enclosed as a part of this report.

CHANGES IN NATURE OF BUSINESS

There has been no Change in the nature of the business of the Company done during the year.

DIVIDEND:

With a view to conserve funds for future expansion and modernization requirements, your Directors intend to plough back the profit and do not recommend any Dividend for the current financial year.

DEPOSITS:

The Company has not accepted any deposit within the meaning of Deposit pursuant to the Companies (Acceptance of Deposits) Rules, 2014.

MATERIAL CHANGES AND COMMITMENTS:

There is no other material change and commitment affecting the financial position of the Company which have occurred in the previous financial year i.e. March 31, 2023 and hence not reported.

BOARD MEETINGS:

The Director of Company met at Regular interval with the gap between two meeting not exceeding 120 days to take a view of the Company''s Polices and strategies apart from the Board Matters. The Notice of the Board Meeting was given well in advance to all the Directors of the Company.

During the year under the review, meetings of the Board of Directors were held on following dates

Sr. No	Date Of Board Meeting	Sr. No	Date Of Board Meeting
1	30th May 2022	2	1st September 2022
3	14th November 2022	4	18th November 2022
5.	24th January 2023	6	16th March 2023

DIRECTORS’ RESPONSIBILITY STATEMENT:

i. Your Directors have followed the applicable accounting standards along with proper explanation relating to material departure, if any, while preparing the annual accounts;

ii. Your Directors have selected such accounting policies and applied them consistently and made judgments and estimates that are reasonable and prudent so as to give true and fair view of the state of affairs of the Company at the end of financial year and of the Loss of the Company for the period;

iii. Your 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;

iv. Your Directors have prepared the annual accounts on a going concern basis.

v. They have laid down internal financial controls with reference to financial statements in the company were operating effectively.

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

ANNUAL RETURN:

The Annual Return in Form No. MGT-7 of the Company can be accessed from the website of the Company at http://trlindia.com/

AUDITORS:

The Member of the Company has appointment of M/s. MAAK & Associates, Chartered Accountants, (Registration No.l35024W), as the Statutory Auditors of the Company. The Auditors hold office for a period of five consecutive terms from the conclusion of the Tenth Annual General Meeting till the conclusion of Sixteenth Annual General Meeting of the Company.

The Report given by the Auditors on the financial statements of the Company is a part of the Annual Report. The notes to the accounts referred to in the Auditor''s Report are self-explanatory and therefore do not call for any further comments.

EXPLANATIONS) / COMMENTfS) ON QUALIFICATIONS) / RESERVATIONS) / ADVERSE REMARKfS)/DISCLAIMER BY STATUTORY AUDITOR IN THEIR RESPECTIVE REPORT

There is neither any qualification/reservation/adverse remark nor any disclaimer by statutory Auditors in their report and accordingly no explanation/comment is required.

SECRETARIAL AUDITOR:

As per the provisions of Section 204 read with Section 134(3) of the Companies Act, 2013, our Company needs to obtain Secretarial Audit Report from Practicing Company Secretary and therefore, M/s SURANA AND KOTHARI ASSOCIATES LLP, Company Secretaries, had been appointed to issue Secretarial Audit Report for the period ended on 31^st March 2023.

Secretarial Audit Report issued by SURANA AND KOTHARI ASSOCIATES LLP, Company Secretaries in Form MR-3, attached and marked as "Annexure I", for the period under review forms part of this report. The said report does not contain observation or qualification.

COST AUDITORS:

As per the Cost Audit Orders, Cost Audit is not applicable to the Company''s products.

AUDIT COMMITTEE:

Audit Committee in compliance with the Provision of section 177 of Companies Act, 2013, Consisting of the Following.

1. BHAUMIK RAJESHKUMAR MODI	Chairman
2. PINAKEEN AMRUTLAL PATEL	Member
3. AVANI SAMIR PATEL	Member
NOMINATION AND REMUNERATION COMMITTEE
Nomination and remuneration Committee in compliance with the Provision of section 178 of Companies Act, 2013, consisting of the Following
1. BHAUMIK RAJ ESH KUMAR MODI	Chairman
2. PINAKEEN AMRUTLAL PATEL	Member
3. AVANI SAMIR PATEL	Member

STAKEHOLDER RELATIONSHIP COMMITTEE

Stakeholder''s Relationship Committee in compliance with the Provision of section 178 of Companies Act, 2013, consisting of the Following

1. MS. AVANI SAMIR PATEL - CHAIRPERSON

2. MR. DHARMENDRASHARADGOR -MEMBER

3. MR. SHAH JAYESH NIRANJANBHAI - MEMBER

CORPORATE SOCIAL RESPONSIBILITY COMMITTEE

Corporate Social Responsibility Committee in compliance with the Provision of section 135 of Companies Act, 2013, consisting of the Following. However the criteria of Section 135 of Companies Act, 2013 not attract, Hence CSR Report is not Part of this Report

1. MR. DHARMENDRASHARADGOR -MEMBER

2. MR. BHAUMIK RAJESHKUMAR MODI -MEMBER

3. MR. JAYESH NIRANJANBHAI SHAH - MEMBER

CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE OUTGO:

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

Your Company is engaged in dealing of Manufacturing of items based on solar energy and energy conversion measures are not much affecting the Company. However, an endeavor has been made to ensure the optimal utilization of energy, avoid wastage and conserve energy.

	Steps taken for conservation	No specific measures were taken
	Steps taken for utilizing alternate sources of energy	NIL
	Capital investment on energy conservation equipments	NIL
b)	Technology Absorption:
	Efforts made for technology absorption	Research and development was carried out during the year under report and new technologies for waste water treatment and solvent recovery are invented. Company obtained patent right for one product and has applied for three other patents.
	Benefits derived	Applicable
	Expenditure on Research &Development, if any	Capital & Revenue Expenditure
	Details of technology imported, if any	Not Applicable
	Year of import	Not Applicable
	Whether imported technology fully absorbed	Not Applicable
	Areas where absorption of imported technology has not taken place, if any	Not Applicable

c) Foreign Exchange Earnings/ Outgo:

The company has not made any foreign exchange earnings and outgoing Attention of members is drawn to the disclosure of transactions of foreign currency transaction set out in Standalone Financial Statements, forming part of the Annual Report.

VIGIL MECHANISM:

In pursuant to the provisions of section 177(9) & (10) of the Companies Act, 2013, a Vigil Mechanism for directors and employees to report genuine concerns has been established.

TRANSFER OF UNCLAIMED DIVIDEND TO INVESTOR EDUCTION AND PROTECTION FUND:

Since the Company has not declared dividend during the year, provisions of Section 125(2) of the Companies Act, 2013 does not apply.

STATEMENT ON THE DECLARATION GIVEN BY INDEPENDENT DIRECTOR PURSUANT TO SECTION 149(6) OF THE ACT

The independent Directors of the Company, MR. BHAUMIK RAJESHKUMAR MODI and Mr. PINAKEEN AMRUTLAL PATEL have confirmed to the Board that they meet the criteria of independence as specified under Section 149(6) of the Companies Act, 2013 and they qualify to be independent directors. They have also confirmed that they meet the requirements of independent Director as mentioned under Regulation 16(1) (b) of SEBI (LODR) Regulation, 2015.

DIRECTORS AND KEY MANAGERIAL PERSONNEL:

The Board of Directors of your company has various executive and non-executive directors including Independent Directors who have wide and varied experience in different disciplines of corporate functioning. There has been an altogether transformation in the composition of Board of Directors and recruitment of Key managerial personnel in the Company as detailed hereunder:

In accordance with the provisions of Section 152 of the Companies Act, 2013 and Articles of Association of the Company, Mr. GOR DHARMENDRA SHARAD (DIN- 00466349) retires by rotation at the ensuing Annual General Meeting and being eligible in terms of Section 164 of the Act offers Himself for re-appointment.

All Independent Directors have given declarations that they meet the criteria of independence as laid down under Section 149(6) of the Companies Act, 2013.

EVALUATION OF BOARD, COMMITTEES AND DIRECTORS:

Pursuant to the provisions of the Act and the corporate governance requirements as prescribed by Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements), Regulations 2015, the Board had carried out performance evaluation of its own, the Board Committees and of the Independent directors.

Independent Directors at a separate meeting evaluated performance of the Non-Independent Directors, Board as a whole and of the Chairman of the Board.

The following were the Evaluation Criteria:

(a) For Independent Directors:

- Knowledge and Skills

- Professional conduct

- Duties, Role and functions

(b) For Executive Directors:

- Performance as Team Leader/Member.

- Evaluating Business Opportunity and analysis of Risk Reward Scenarios

- Key set Goals and achievements

- Professional Conduct, Integrity

- Sharing of Information with the Board

The Directors expressed their satisfaction with the evaluation process

ADEQUACY OF INTERNAL FINANCIAL CONTROLS WITH REFERENCE TO THE FINANCIAL STATEMENTS

The Company has in place proper and adequate internal control systems commensurate with the nature of its business, size and complexity of its operations. Internal control systems comprising of policies and procedures are designed to ensure liability of financial reporting, timely feedback on achievement of operational and strategic goals, compliance with policies, procedure, applicable laws and regulations.

PARTICULARS OF LOANS, GUARANTEES OR INVESTMENT U/S 186 OF THE COMPANIES ACT 2013

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

PARTICULARS OF CONTRACTS OR ARRANGEMENTS WITH RELATED PARTICULARS REFERRED TO IN SECTION 188U) OF THE COMPANIES ACT 2013

During the Year under review, Contracts or Arrangements entered into with the Related party, as define under section 2(76) of the Companies Act, 2013 were in ordinary course of Business and on arm''s length basis. Detail of the Transaction pursuant to compliance of section 134(3) (h) of the Companies Act, 2013 and Rule 8(2) of the Companies (Accounts) Rules, 2014 are discloser of transaction set out in note of financial statements forming part of this report

STATEMENT INDICATING DEVELOPMENT AND IMPLEMENTATION OF A RISK MANAGEMENT POLICY FOR THE COMPANY

The Company has in place, a mechanism to identify, assess, monitor and mitigate various risk towards the key business objectives of the company. Major risks identified by the business and function are systematically addressed through mitigation actions on a continuing basis.

REMUNERATION RATIO OF DIRECTORS/KEY MANAGERIAL PERSONNEL (KMP)/ EMPLOYEES

The information required pursuant to Section 197 read with Rule 5 of The Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 and Companies (Particulars of Employees) Rules, 1975, in respect of employees of the Company and Directors is furnished hereunder

SR. NO.	NAME	DESIGNATION	REMUNERATION PAID FY 2022-23. ''.IN LAKH	REMUNERATION PAID FY 2021-22. ''.IN LAKH	INCREASE IN REMUNERATION FROM PREVIOUS YEAR ''.IN LAKH
1	GOR DHARMENDRA SHARAD	Managing Director	8.30	8.30	NA
2	SHAHJAYESH NIRANJANBHAI	Whole time Director	4.01	2.46	1.55
3	MRINALSHAH	CS	1.95	0.75	1.2
4	SAMIR PATEL	CFO	9.75	5.25	4.5
5.	GORNEERA DHARMENDRA	Director	5.90	5.90	NA

SIGNIFICANT OR MATERIAL ORDERS AGAINST COMPANY

There are no significant and material orders passed by the regulators or courts or Tribunals that could impact the going concern status and operations of the company in future

COMPLIANCE OF SEBI (PROHIBITION OF INSIDER TRADING) REGULATIONS, 2015 ("PIT REGULATIONS") AND CODE OF FAIR PRACTICES AND DISCLOSURE (FAIR DISCLOSURE CODE):

The Company has formulated Code of Conduct for Prevention of Insider Trading in TAYLORMADE RENEWABLES LIMITED Securities ("PIT Code") and Fair Disclosure Code in accordance with PIT Regulations with an objective of protecting the interest of Shareholders at large and preventing misuse of any Unpublished Price Sensitive Information (UPSI).

ACKNOWLEDGEMENT:

We thank our customers, vendors, shareholders and bankers for their continued support during the year. We place on record our deep sense of appreciation of the contribution made by the employees at all levels. Our consistent growth was made possible by their hard work, solidarity, co-operation and support.

We thank Government of India, State Governments and various Government and port authorities for their support and look forward to their continuous support in the future.