Dear Members,
Your Directors take great pleasure in presenting the 19th Annual Report
of TIMESCAN LOGISTICS (INDIA) LIMITED ("the Company") along with the
Audited Financial Statements for the financial year ended 31st March, 2025.

Company Overview
Your Company operates in the dynamic and fast-evolving logistics
sector, offering integrated and end-to-end supply chain solutions as a Multimodal
Transport Operator and Third-Party Logistics (3PL) Provider. With a strong presence across
land, air, and sea transportation, your Company provides a comprehensive suite of
services, including Freight Forwarding (Sea and Air), Customs Clearance, Warehousing,
Multimodal Transportation, Project Cargo Handling, Third-Party Logistics, Packaging,
Loading/Unloading, and Unpacking of goods. These offerings are supported by value-added
services, enabling your Company to deliver seamless, customized logistics solutions to a
wide range of industries. Leveraging an asset-light business model, your Company maintains
high operational agility and scalability, ensuring efficiency and responsiveness to
evolving market demands. As an emerging and rapidly growing player in the logistics space,
your Company remains committed to enhancing service excellence, expanding its
capabilities, and generating sustainable value for all stakeholders.

Financial Highlights
The financial performance of the Company for the financial year ended
31st March, 2025 is summarized below:

Standalone:

  

    
Particulars
    
2024-25
    
2023-24
  
  

    
Revenue from Operations
    
25,797.44
    
20,192.28
  
  

    
Other Income
    
19.21
    
32.73
  
  

    
Total Revenue (A)
    
25,816.65
    
20,225.01
  
  

    
Operating Expenses
    
23,361.64
    
18,526.46
  
  

    
Employee Benefit Expenses
    
708.65
    
581.93
  
  

    
Finance Cost
    
85.42
    
3.31
  
  

    
Depreciation and Amortization Expenses
    
118.03
    
74.96
  
  

    
Other Expenses
    
759.00
    
531.02
  
  

    
Total Expenses (B)
    
25,032.73
    
19,717.69
  
  

    
Profit before exceptional items and tax (A-B)
    
783.92
    
507.33
  
  

    
Exceptional items
    
-
    
-
  
  

    
Profit/ (Loss) Before Tax
    
783.92
    
507.33
  
  

    
Tax Expenses
    
197.98
    
128.07
  
  

    
Profit/ (Loss) for the period
    
585.94
    
379.26
  
  

    
Paid-up equity share capital
    
698.80
    
349.40
  


Consolidated:

  

    
Particulars
    
2024-25
    
2023-24
  
  

    
Revenue from Operations
    
25,797.44
    
20,192.28
  
  

    
Other Income
    
19.21
    
32.73
  
  

    
Total Revenue (A)
    
25,816.65
    
20,225.01
  
  

    
Operating Expenses
    
23,361.64
    
18,526.46
  
  

    
Employee Benefit Expenses
    
708.65
    
581.93
  
  

    
Finance Cost
    
85.42
    
3.31
  
  

    
Depreciation and Amortization Expenses
    
118.03
    
74.96
  
  

    
Other Expenses
    
759.43
    
531.02
  
  

    
Total Expenses (B)
    
25,033.16
    
19,717.69
  
  

    
Profit before exceptional items and tax (A-B)
    
783.48
    
507.33
  
  

    
Exceptional items
    
-
    
-
  
  

    
Profit/ (Loss) Before Tax
    
783.48
    
507.33
  
  

    
Tax Expenses
    
197.98
    
128.07
  
  

    
Profit/ (Loss) for the period
    
585.51
    
379.26
  
  

    
Paid-up equity share capital
    
698.80
    
349.40
  


Financial Performance
During the year under review, the Company has recorded total revenue of
Rs. 25,816.65 Lakhs against Rs. 20,225.01 Lakhs in previous year. The Profit for the year
was Rs. 783.92 Lakhs and profit after tax was Rs. 585.94 Lakhs. Since previous year the
Company has increased the revenue upto 21.66% and increased the net profit upto 35.27%.
Your directors are hopeful that the Company may be able to show better performance in
coming years.
Revenue from operations for the financial year 2024-25 was at Rs.
25,797.44 Lakhs as against Rs. 20192.28 Lakhs in the previous year showing an increase of
27.76% (approx.) over the previous year.
The Operating Profit (EBITDA) for the year stood at Rs. 987.37 Lakhs as
against Rs. 585.6 Lakhs in the previous financial year, with an increase of 68.61%
(approx.) over the previous year.
Overall, the Company registered a Profit After Tax of Rs. 585.94 Lakhs
as against Rs. 379.26 Lakhs, galloping approximately 54.50% over the previous financial
year.
The earnings per share for the year ended March 31, 2025 was at Rs.
8.38/- (diluted). The net-worth of the Company is now standing at Rs. 2,624.03 Lakhs,
which was also increased in line with the increase in the other factors affecting it.
The consolidated financial results for Financial Year 2024 – 25
are materially aligned with the standalone results, as the newly incorporated wholly-owned
subsidiary has not commenced commercial operations and has only incurred preliminary
expenses. Hence, there has been no significant impact on the consolidated financials.
The Company?s performance is better when compared to the previous
year. As everyone expects, there is an improvement in all the aspects of the financial
performance of the Company.

Transfer To Reserves
The Board of Directors do not propose any amount to be transferred to
General Reserves for the Financial Year 2024-25.
As per the financials the net movement in the reserves of the Company
as at 31st March 2025 and previous year ended 31st March, 2024 is as follows:

  

    
Particulars
    
2024-25
    
2023-24
  
  

    
Surplus in Statement of Profit and Loss
    
1538.19
    
1301.65
  
  

    
Securities Premium
    
387.04
    
387.04
  
  

    
Total Reserves & Surplus
    
1925.23
    
1688.69
  

The members are advised to refer the Note No. 4 as given in the
financial statements which forms part of the Annual Report for detailed information.

Dividend
The Board of Directors of your Company has decided not to recommend any
dividend for the financial year under review. This decision has been taken after careful
consideration of the Company?s financial performance, cash flow position, and future
business expansion plans.
The primary reason for not declaring a dividend is to conserve
resources to support the Company?s growth strategy and ensure a stronger financial
foundation. Given the dynamic nature of the logistics industry and the need to remain
competitive, the Board believes it is prudent to retain the earnings and reinvest them
into the business.
The Board assures all shareholders that this decision has been made in
the best interest of the Company and its stakeholders, with a focus on achieving long-term
financial stability and growth.

Transfer of Unclaimed Dividend to Investor Education & Protection
Funds (IEPF)
In accordance with the provisions of Sections 124 and 125 of the Act
and Investor Education and Protection Fund (Accounting, Audit, Transfer and Refund) Rules,
2016 (IEPF Rules), dividends not encashed/claimed within seven years from the date of
declaration are to be transferred to the Investor Education and Protection Fund (IEPF).
The IEPF Rules mandate companies to transfer shares of Members whose
dividends remain unpaid/ unclaimed for a period of seven consecutive years or more to the
demat account of IEPF established by the Central Government. The Members, whose
dividends/shares are transferred to the IEPF, can claim their shares/dividends from the
IEPF Authority.
In terms of the applicable provisions of the IEPF Rules, unclaimed
dividends were not required to be transferred during the Financial Year 2024-25 to the
IEPF as seven consecutive years has not been elapsed.

Change In Nature Of Business
During the Year under review, there was no change in the business of
the Company or in the nature of activities carried by the Company. The Board of Directors
is pleased to report that the Company has successfully upheld its business strategy,
ensuring steady growth and maintaining its reputation for delivering high-quality
logistics services.

Material Changes and Commitments
No material changes and commitments have occurred after the close of
the year till the date of this report which may affect the financial position of the
Company.

Share Capital
Equity Shares
During the period under review, the Company has only one class of
shares i.e. equity shares of face value of Rs.10/- each. The Company?s authorized
share capital is 10,00,00,000/- divided into 1,00,00,000/- equity shares of Rs. 10/- each.
The issued, subscribed and paid up capital stood at Rs. 6,98,80,000/- divided into
69,88,000/- equity shares of Rs. 10/- each as on 31st March, 2025, unvaried from the
previous financial year.

Bonus Shares
During the year under review, the Board of Directors, at its meeting
held on March 28, 2024, recommended the issuance of Bonus Shares in the
ratio of 1:1 (i.e., 1 Bonus Equity Share of _10/- for every 1 existing Equity Share
of _10/- held). The said bonus issue was approved by the Members of the Company at the ExtraOrdinary
General Meeting held on April 26, 2024, pursuant to the provisions of Section 63 of
the Companies Act, 2013 read with Rule 14 of the Companies (Share Capital and Debentures)
Rules, 2014.
The Bonus Shares were allotted to all eligible Equity Shareholders
whose names appeared in the Register of Members as on the record date, in the proportion
as approved. The Bonus Shares rank pari-passu in all respects with the existing
Equity Shares of the Company.

Sweat Equity Shares
As per the provisions of Section 54(1)(d) of the Companies Act, 2013
and in terms of Rule 8(13) of Companies (Share Capital and Debentures) Rules, 2014, the
Company has not issued any Sweat Equity Shares.

Di_erential Voting Rights
As per the provisions of Section 43(a)(ii) of the Companies Act, 2013
and in terms of Rule 4(4) of Companies (Share Capital and Debenture Rules, 2014), the
Company has not issued any shares with Di_erential Voting Rights.

Employee Stock Options
As per the provisions of Section 62(1)(b) of the Companies Act, 2013
and in terms of Rule 12(9) of Companies (Share Capital and Debenture Rules, 2014), the
Company has not issued any Employee Stock Options.

Debentures/Bonds/Warrants or any Non-Convertible Securities
During the year under review, the Company has not issued any
debentures, bonds, warrants or any non-convertible securities. As on date, the Company
does not have any outstanding debentures, bonds, warrants or any non-convertible
securities.
There were no other changes in the capital structure of the Company
during the year under review.

Deposits
Your Company has not accepted any deposits from the public falling
within the purview of Section 73 and 74 of the Companies Act, 2013 read together with the
Companies (Acceptance of Deposits) Rules, 2014 and therefore, there was no principal or
interest outstanding as on the date of the Balance Sheet.

Details of Subsidiary, Joint Ventures, Associate Companies
As on the date of this Report, the Company has two Wholly-Owned
Subsidiaries, namely:

  

    
Sr No. Name of Entity
    
Identification No.
    
Relation
    
Country
  
  

    
1 Timescan Logistics (Malaysia) Sdn. Bhd.
    
202401055539 (1601383-A)
    
Subsidiary
    
Malaysia
  
  

    
2 Timescan Logistics L.L.C
    
104966307100001
    
Subsidiary
    
Dubai
  

Apart from above, there are no Holding /Subsidiary/Joint Venture/
Associate Company. However, the Company has incorporated Timescan Logistics L.L.C during
the current financial year but prior to the date of this Report, which shall be considered
as its Subsidiary for the purpose of financial reporting in subsequent periods.
The Consolidated Financial Statements of the Company for the year ended
March 31, 2025 are prepared in compliance with the applicable provisions of the Companies
Act, 2013, and as stipulated under Regulation 33 of SEBI (Listing Obligations and
Disclosure Requirements) Regulations, 2015 ("Listing Regulations"). The audited
Consolidated Financial Statements together with the Auditors? Report thereon forms
part of the Annual Report.
Pursuant to Section 129(3) of the Companies Act, 2013, a Statement
containing salient features of the Financial Statements of the Subsidiary Companies in the
prescribed Form AOC-1 is appended as Annexure – A to this report.
Pursuant to the provisions of Section 136 of the Companies Act, 2013,
the Financial Statements of the Subsidiary Companies are kept for inspection by the
Members at the Registered Office of the Company.
The Company shall provide a copy of the Financial Statements of its
Subsidiary Companies to the Members upon their request. The statements are also available
on the website of the Company at www.timescan.in

Secretarial Standards
"The Company has complied with all the applicable provisions of
the Secretarial Standard on Meetings of the Board of Directors (SS-1) and the Secretarial
Standard on General Meetings (SS-2), as issued by the Institute of Company Secretaries of
India (ICSI). The Board of Directors further a_irms that the Company has established
appropriate systems and processes to ensure compliance with the aforesaid Secretarial
Standards and confirms that such systems are adequate and operating effectively, in
accordance with the provisions of Section 118(10) of the Companies Act, 2013."

Related Party Transactions
All contracts or arrangements or transactions with related parties
during the year under review as referred to in Section 188(1) of the Companies Act, 2013,
were in the ordinary course of business and on arms? length basis. There were no
material contracts/ arrangement/ transactions with related parties which may have
potential conflict with the interest of the Company. 
As per the provisions of Section 188 of the Companies Act, 2013,
Transactions entered with related parties were mainly in the ordinary course of business
and on arm?s length basis. Approval of the Board of Directors for the same is
obtained for entering into related party transactions by the Company.
The details with respect to the related party transactions are
mentioned in the notes to the audited financial statements in Note No. 27. Further the
transactions during the year under review, that are required to be reported in Form AOC-2
and such Form AOC-2 is given as "Annexure – B" in this Board Report.
The Policy on Related Party Transaction is available on the
Company?s website at http://www.timescan.in/
pdf/Policy%20on%20Related%20Party%20Transactions.pdf. 

Particulars of Loans, Guarantees or Investments
During the year under review, your Company has not made any investment,
given any loan or guarantee falling within the meaning of Section 186 of the Companies
Act, 2013 and the rules made thereunder.

Dematerialization of Equity Shares
As on 31st March, 2024, 69,88,000 equity shares representing the total
equity share capital of the Company were held in dematerialized form with National
Securities Depository Limited (NSDL) and Central Depository Services (India) Limited
(CDSL). During the year under review there were no physical holding of existing shares
which needs to be dematerialized as the entire shareholding was in demat mode.

Depository System
As the Members are aware, your Company?s shares are tradeable
compulsorily in electronic form and your Company has established connectivity with both
National Securities Depository Limited (NSDL) and Central Depository Services (India)
Limited (CDSL). In view of the numerous advantages offered by the depository system, the
members are requested to avail the facility of dematerialization of the Company?s
shares on NSDL & CDSL. The ISIN allotted to the Company?s Equity shares is INE0IJY01014.

Listing & Depository Fee
The Equity Shares of the Company are listed on SME Platform of National
Stock Exchange of India Limited (NSE Emerge). The Company has paid Listing fees for the
financial year 2025-26 according to the prescribed norms & regulations.
Company has also paid Annual Custody Fee to National Securities
Depository Limited and Issuer Fee to Central Depository Services (India) Limited for the
financial year 2025-26.

Directors & Key Managerial Personnel
• Executive Directors
o Mr. Moulana Taufeek Islam - Managing Director o Mr. Sundarraj Arun
Kumar – Whole time Director o Mr. Jacob Anil Kumar Bunga – Whole time Director
• Non- Executive Directors
o Mr. Shekhar Chaki - Independent Director o Mrs. Munira Begam –
Independent Director o Mr. Shanmugapriyan - Non-Executive Director
• Key Managerial Personnel
o Mr. Ramachandraiah - Chief Financial Officer o Ms. Priya Nagori
– Company Secretary & Compliance Officer

Changes in Directors & Key Managerial Personnel
The Board of Directors of your Company acknowledged the resignation of
Ms. Aakansha Kamley from her role as Company Secretary & Compliance Officer, effective
from the close of business hours on 13th May, 2025. Ms. Aakansha Kamley has stepped down
due to personal reasons. The Board extends its sincere appreciation to Ms. Aakansha Kamley
for her exemplary services and valuable contributions during her tenure with the Company.
In light of Ms. Aakansha?s resignation, the Board, in its meeting
held on 13th May, 2025 and based on the recommendation of the Nomination and Remuneration
Committee, has approved the appointment of Ms. Priya Nagori as the new Company Secretary
and Compliance Officer, effective from 14th May, 2025.
Aside from changes mentioned above, there have been no other
alterations in the directors and key managerial personnel of the Company during the year
under review since the last report. 

Retirement by Rotation
In accordance with the provisions of Section 152 of the Companies Act,
2013 and in terms of the Articles of Association of the Company, Mr. Moulana Taufeek Islam
(Managing Director) (DIN: 02125126) being the longest in the office, is liable to retire
by rotation and being eligible, seeks re-appointment at the ensuing AGM. Mr. Moulana
Taufeek Islam is not disqualified under Section 164(2) of the Companies Act, 2013. Board
of Directors recommends his re-appointment in the best interest of the Company. 
The Notice convening forthcoming AGM includes the proposal for
re-appointment of aforesaid Director. A brief resume of the Director proposed to be
re-appointed, nature of his experience in specific functions and area and number of listed
companies in which he holds Membership/Chairmanship of Board and Committees, shareholdings
and inter-se relationships with other Directors as stipulated under Regulation 36(3) of
the Securities and Exchange Board of India (Listing Obligations and Disclosure
Requirements) Regulations, 2015 and Secretarial Standards on General Meetings (SS-2) are
provided in the ‘Annexure to the Notice of AGM? forming part of this Annual
Report.

Board Diversity
The Board of Directors of the Company has implemented a comprehensive
Board Diversity Policy. The Board is composed of individuals with a wide range of
experiences and skills, ensuring that it effectively addresses the governance and
strategic needs of the Company. Our Directors are distinguished professionals with
expertise in various fields, including business, industry, finance, law, administration,
economics, and corporate management, all of which contribute significantly to the
Board?s performance.
Director selection is based solely on merit, without discrimination
based on race, color, religion, gender, or nationality. Our Directors are committed to
upholding the highest ethical standards, integrity, and probity, and they diligently
exercise their responsibilities in the best interests of the Company and its stakeholders.

Familiarization Programme for Independent Directors
The Company conducts a Familiarization Programme for its Independent
Directors to ensure they are well-acquainted with the Company, its management, and its
operations. This programme is designed to provide Directors with a clear understanding of
their roles and responsibilities, enabling them to make meaningful contributions to the
Company?s growth.
Independent Directors have ample opportunities to engage with Senior
Management Personnel and are provided with all necessary documents to facilitate a
thorough understanding of the Company?s operations and the industry in which it
operates. 
The details of Familiarization Programme arranged for Independent
Directors have been disclosed on the website of the Company www.timescan.in 

Declaration by Independent Directors
The Company has received the following declarations from all the
Independent Directors confirming that:
1. They meet the criteria of independence as prescribed under the
provisions of the Act, read with the Schedule and Rules issued thereunder, and the Listing
Regulations. There has been no change in the circumstances affecting their status as
Independent Directors of the Company; and 2. They have registered themselves with the
Independent Director?s Database maintained by the IICA.
Furthermore, Board is of the opinion that Independent Directors of the
company are persons of high repute, integrity & possess the relevant expertise &
experience in their respective fields.
None of the Directors of the Company are disqualified for being
appointed as Directors as specified in Section 164(2) of the Act and Rule 14(1) of the
Companies (Appointment and Qualification of Directors) Rules, 2014.

Code of Conduct For Independent Directors
The Company has also placed the Code of Conduct for Independent
Directors. This Code is a guide to professional conduct for Independent Directors.
Adherence to these standards by Independent Directors and fulfillment of their
responsibilities in a professional and faithful manner will promote confidence of the
investment community, particularly minority shareholders, regulators and Companies in the
institution of Independent Directors.

Annual Evaluation
The Board of Directors has carried out an annual evaluation of its own
performance, Board committees and individual Directors pursuant to the provisions of the
Sections 134, 178 and Schedule IV of the Companies Act, 2013. Evaluation was done after
taking into consideration inputs received from the Directors, covering various aspects of
the Board?s functioning such as adequacy of the composition of the Board and its
Committees, performance of specific duties, independence, ethics and values, attendance
and contribution at meetings etc.
The performance of the Independent Directors was evaluated individually
by the Board after seeking inputs from all the directors on the effectiveness and
contribution of the Independent Directors.
The performance of the Committees was evaluated by the Board after
seeking inputs from the Committee members based on the criteria such as the composition of
Committees, effectiveness of Committee meetings, etc.
The Board reviewed the performance of the individual Directors on the
basis of the contribution of the individual Director during Board and Committee meetings.
In a separate meeting of Independent Directors, performance of
Non-Independent Directors, and the performance of the Chairman was evaluated, taking into
account the views of executive directors and non-executive directors. The Independent
Directors also assessed the quality, frequency and timeliness of flow of information
between the Board and the management that is necessary for effective performance.

Directors Responsibility Statement
Pursuant to Section 134 (3) (c) of the Companies Act, 2013 the Board of
Directors hereby confirms that:
i. In the preparation of the annual accounts of the Company for the
year ended March 31, 2025, the applicable Accounting Standards had been followed and there
are no departures from the same;
ii. Accounting policies have been selected and applied consistently and
judgments and estimates made 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 the financial year March 31,
2025 and of the profit of the Company for that year ended on that date;
iii.Proper and sufficient care has been taken for the maintenance of
adequate accounting records in accordance with the provisions of this Act for safeguarding
the assets of the Company and detecting fraud and other irregularities;
iv. Annual accounts for the year ended March 31, 2025 have been
prepared on a going concern basis.
v. Internal Financial controls were in place and that the financial
controls were adequate and were operating effectively.
vi.Systems to ensure compliance with the provisions of all applicable
laws were in place and were adequate and operating effectively.
Based on the framework of internal financial controls and compliance
systems established and maintained by the Company, the work performed by the internal,
statutory and secretarial auditors, including the audit of internal financial controls
over financial reporting by the statutory auditors and the reviews performed by management
and the relevant board committees, the Board is of the opinion that the Company?s
internal financial controls were adequate and effective during Financial Year 2024-25.

Board Meetings
The Board meets at regular intervals to discuss and decide on
Company/business policy and strategy apart from other Board business. The Directors of the
Company duly met 10 (ten) times during the year, all the Board Meetings were conducted in
due compliance with the Companies Act, 2013, SEBI (Listing Obligations and Disclosure
Requirements) Regulations, 2015 and Secretarial Standards on Board Meeting. The following
Meetings of the Board of Directors were held during the Financial Year 2024-2025:

  

    
Date of Board Meetings held
    
Board Strength
    
Number of Directors Present
  
  

    
20th May, 2024
    
6
    
6
  
  

    
29th May, 2024
    
6
    
6
  
  

    
13th July, 2024
    
6
    
6
  
  

    
26th July, 2024
    
6
    
6
  
  

    
30th August, 2024
    
6
    
6
  
  

    
20th September, 2024
    
6
    
6
  
  

    
13th November, 2024
    
6
    
6
  
  

    
23rd December, 2024
    
6
    
6
  
  

    
7th January, 2025
    
6
    
6
  
  

    
4th March, 2025
    
6
    
6
  

Attendance of Directors at Board Meetings held during the Financial
Year 2024-25 are:

  

    
Date of Board Meet- ings held
    
Mr. Moulana Taufeek Islam
    
Mr. Jacob Anil Kumar Bunga
    
Mr. Sundar raj Arun kumar
    
Mr. Shekhar Chaki
    
Mr. Shanmuga priyan
    
Mrs. Munira Begam
  
  

    
20th May, 2024
    
Yes
    
Yes
    
Yes
    
Yes
    
Yes
    
Yes
  
  

    
29th May, 2024
    
Yes
    
Yes
    
Yes
    
Yes
    
Yes
    
Yes
  
  

    
13th July, 2024
    
Yes
    
Yes
    
Yes
    
Yes
    
Yes
    
Yes
  
  

    
26th July, 2024
    
Yes
    
Yes
    
Yes
    
Yes
    
Yes
    
Yes
  
  

    
30th August, 2024
    
Yes
    
Yes
    
Yes
    
Yes
    
Yes
    
Yes
  
  

    
20th September, 2024
    
Yes
    
Yes
    
Yes
    
Yes
    
Yes
    
Yes
  
  

    
13th November, 2024
    
Yes
    
Yes
    
Yes
    
Yes
    
Yes
    
Yes
  
  

    
23rd December, 2024
    
Yes
    
Yes
    
Yes
    
Yes
    
Yes
    
Yes
  
  

    
7th January, 2025
    
Yes
    
Yes
    
Yes
    
Yes
    
Yes
    
Yes
  
  

    
4th March, 2025
    
Yes
    
Yes
    
Yes
    
Yes
    
Yes
    
Yes
  


Board Committees
The Board has constituted the following Committees: • Audit
Committee • Nomination and Remuneration Committee • Stakeholders Relationship
Committee

Audit Committee
The Composition of Audit Committee pursuant to the provisions of
Section 177 of the Companies Act, 2013 are:

  

    
Name
    
DIN
    
Category
    
Designation
  
  

    
Mr. Shekhar Chaki
    
07804376
    
Independent Director
    
Chairman
  
  

    
Mrs. Munira Begam
    
05177214
    
Independent Director
    
Member
  
  

    
Mr. Moulana Taufeek Islam
    
02125126
    
Managing Director
    
Member
  

Attendance of Directors at Audit Committee Meetings held during the
Financial Year 2024-25 are:

  

    
Date of Audit Commit- tee Meetings held
    
Mr. Shekhar Chaki
    
Mrs. Munira Begam
    
Mr. Moulana Taufeek Islam
  
  

    
29th May, 2024
    
Yes
    
Yes
    
Yes
  
  

    
13th July, 2024
    
Yes
    
Yes
    
Yes
  
  

    
30th August, 2024
    
Yes
    
Yes
    
Yes
  
  

    
13th November, 2024
    
Yes
    
Yes
    
Yes
  
  

    
7th January, 2025
    
Yes
    
Yes
    
Yes
  

Maximum members of the Committee are Non-Executive Directors of the
Company. The Company Secretary of the Company, acts as the Secretary to the Committee.
The Audit Committee acts as a link between the statutory and internal
auditors and the Board of Directors. 
Its purpose is to assist the Board in fulfilling its oversight
responsibilities of monitoring financial reporting processes, reviewing the Company?s
established systems and processes for internal financial controls, governance and
reviewing the Company?s statutory and internal audit activities. The Committee is
governed by a Charter which is in line with the regulatory requirements mandated by the
Companies Act, 2013, SEBI (LODR) Regulations, 2015. Some of the important functions
performed by the Committee are:

The role of the audit committee shall include the following:
• Oversight of the company?s financial reporting process and
the disclosure of its financial information to ensure that the financial statement is
correct, sufficient and credible; 
• Recommendation for appointment, remuneration and terms of
appointment of auditors of the company; 
• Approval of payment to statutory auditors for any other services
rendered by the statutory auditors; 
• Reviewing, with the management, the annual financial statements
and auditor?s report thereon before submission to the board for approval, with
particular reference to: 
- Matters required to be included in the director?s responsibility
statement to be included in the board?s report in terms of clause (c) of sub-section
(3) of Section 134 of the Companies Act, 2013; 
- Changes, if any, in accounting policies and practices and reasons for
the same; o Major accounting entries involving estimates based on the exercise of judgment
by management; o Significant adjustments made in the financial statements arising out of
audit findings; o Compliance with listing and other legal requirements relating to
financial statements; o Disclosure of any related party transactions; o Modified
opinion(s) in the draft audit report; 
• Reviewing with the management, the quarterly financial
statements before submission to the board for approval; 
• Reviewing with the management, the statement of uses/application
of funds raised through an issue (public issue, rights issue, preferential issue, etc.),
the statement of funds utilized for purposes other than those stated in the draft
prospectus/notice and the report submitted by the monitoring agency monitoring the
utilization of proceeds of a public or rights issue, and making appropriate
recommendations to the board to take up steps in this matter; 
• Reviewing and monitoring the auditor?s independence and
performance, and effectiveness of audit process;
• Approval or any subsequent modification of transactions of the
company with related parties; 
• Scrutiny of inter-corporate loans and investments;
• Valuation of undertakings or assets of the listed entity,
wherever it is necessary; 
• Evaluation of internal financial controls and risk management
systems; 
• Reviewing with the management, performance of statutory and
internal auditors, adequacy of the internal control systems; 
• Reviewing the adequacy of the internal audit function, if any,
including the structure of the internal audit department, staffing and seniority of the
official heading the department, reporting structure coverage and frequency of internal
audit; 
• Discussion with internal auditors of any significant findings
and follow up thereon; 
• Reviewing the findings of any internal investigations by the
internal auditors into matters where there is suspected fraud or irregularity or a failure
of internal control systems of material nature and reporting the matter to the board; 
• Discussion with statutory auditors before the audit commences,
about the nature and scope of audit as well as post-audit discussion to ascertain any area
of concern; 
• To look into the reasons for substantial defaults in the payment
to the depositors, debenture holders, shareholders (in case of non-payment of declared
dividends) and creditors;
• To review the functioning of the whistle blower mechanism; 
• Approval of the appointment of a chief financial officer after
assessing the qualifications, experience and background, etc. of the candidate; 
• Reviewing the utilization of loans and/ or advances
from/investment by the holding company in the subsidiary exceeding rupees 100 crores or
10% of the asset size of the subsidiary, whichever is lower including existing
loans/advances/investments existing as on the date of coming into force of this provision.
• Monitoring the end use of funds raised through public offers and
related matters.
• Carrying out any other function as is mentioned in the terms of
reference of the audit committee. 

The Audit Committee shall mandatorily review the following information:

• Management discussion and analysis of financial condition and
results of operations; 
• Statement of significant related party transactions (as defined
by the audit committee), submitted by management;
• Management letters/letters of internal control weaknesses issued
by the statutory auditors;
• Internal audit reports relating to internal control weaknesses;
and 
• The appointment, removal and terms of remuneration of the chief
internal auditor shall be subject to review by the audit committee.
• Statement of deviations: (a) half-yearly statement of
deviation(s) including the report of monitoring agency, if applicable, submitted to stock
exchange(s) in terms of Regulation 32(1); (b) annual statement of funds utilized for
purposes other than those stated in the draft prospectus/notice in terms of Regulation
32(7).

Nomination and Remuneration Committee
The Composition of Nomination and Remuneration Committee pursuant to
the provisions of Section 178 of the Companies Act, 2013 along with the Attendance of
Directors at Nomination and Remuneration Committee 
Meetings held during the Financial Year 2024-25 are:

  

    
Name
    
DIN
    
Category
    
Designation
    
Attendance at the Nomination & Remu-
    neration Committee Meeting held on 30th August, 2024
  
  

    
Mr. Shekhar Chaki
    
07804376
    
Independent Director
    
Chairman
    
Yes
  
  

    
Mrs. Munira Begam
    
05177214
    
Independent Director
    
Member
    
Yes
  
  

    
Mr. Shanmugapriyan
    
08873438
    
Non-Executive Director
    
Member
    
Yes
  

All members of the Committee are Non-Executive Directors of the
Company. The Company Secretary of the Company, acts as the Secretary to the Committee.

The terms of reference of the Nomination & Remuneration Committee
are:
• Formulation of the criteria for determining qualifications,
positive attributes and independence of a director and recommend to the board of directors
a policy relating to, the remuneration of the directors, key managerial personnel and
other employees; • Formulation of criteria for evaluation of the performance of
independent directors and the board of directors; • Devising a policy on diversity
the of the board of directors;
• Identifying persons who are qualified to become directors and
who may be appointed in senior management in accordance with the criteria laid down and
recommend to the board of directors their appointment and removal.
• To extend or continue the term of appointment of the independent
director, based on the report of performance evaluation of independent directors.
• To recommend to the Board all remuneration, in whatever form,
payable to senior management.

Stakeholders Relationship Committee
The Composition of Stakeholders Relationship Committee pursuant to the
provisions of Section 178 of the Companies Act, 2013 along with the Attendance of
Directors at Stakeholders Relationship Committee Meetings held during the Financial Year
2024-25 are:

  

    
Name
    
DIN
    
Category
    
Designation
    
Attendance at the Stakehold- er
    Relationship Committee Meeting held on 4th March, 2025
  
  

    
Mr. Shekhar Chaki
    
07804376
    
Independent Director
    
Chairman
    
Yes
  
  

    
Mrs. Munira Begam
    
05177214
    
Independent Director
    
Member
    
Yes
  
  

    
Mr. Shanmugapriyan
    
08873438
    
Non-Executive Director
    
Member
    
Yes
  
  

    
Mr. Moulana Taufeek Islam
    
02125126
    
Managing Director
    
Member
    
Yes
  

Maximum members of the Committee are Non-Executive Directors of the
Company. The Company Secretary of the Company, acts as the Secretary to the Committee.

The terms of reference of the Stakeholders Relationship Committee are:
•Resolving the grievances of the security holders of the listed
entity including complaints related to transfer/transmission of shares, non-receipt of
annual report, non-receipt of declared dividends, issue of new/duplicate certificates,
general meetings etc; • Review of measures taken for effective exercise of voting
rights by shareholders; • Review of adherence to the service standards adopted by the
listed entity in respect of various services being rendered by the Registrar & Share
Transfer Agent; • Review of the various measures and initiatives taken by the listed
entity for reducing the quantum of unclaimed dividends and ensuring timely receipt of
dividend warrants/annual reports/statutory notices by the shareholders of the company; and
• To carry out any other function as prescribed under the SEBI
(Listing Obligations and Disclosure Requirements) Regulations, 2015 as and when amended
from time to time.
No Complaint was received as well as pending during the financial year
2024-25.

Statutory Auditors
At the 17th Annual General Meeting of the Company, the Members approved
the appointment of M/s Rajani 
& Co., Chartered Accountants, Chennai, having Firm Registration No.
003433S, as the Statutory Auditors of the Company. They are appointed to hold office for a
period of five years, from the conclusion of the 17th Annual General Meeting until the
conclusion of the 22nd Annual General Meeting, to be held in the year 2028, in accordance
with the applicable provisions of Section 139(1) of the Companies Act, 2013, read with the
Companies (Audit and Auditors) Rules, 2014. It was further confirmed that the appointment
is within the prescribed limits under Section 141(3)(g) of the Companies Act, 2013.

Auditors Report
The Board has duly reviewed the Statutory Auditors? Report on the
Financial Statements of the Company. The notes forming part of the Financial Statements
referred to in the Auditors Report are self-explanatory and do not call for any further
explanations under Section 134 of the Companies Act, 2013. The Report given by the Auditor
on the financial statement of the Company is part of this Annual Report and it does not
contain any qualification, reservation, adverse remark or disclaimer.

Secretarial Auditor & Secretarial Audit Report
Pursuant to the provisions of Section 204 of the Companies Act, 2013
and rules made thereunder, the Board has appointed M/s Rahul Goswami & Co., Company
Secretaries, Indore (holding Certificate of Practice bearing No.23611), to undertake the
Secretarial Audit of the Company.
The Secretarial Audit Report for the financial year ended 31st March,
2025 is annexed herewith marked as "Annexure – C" in ‘Form
No. MR-3? and forms an integral part of this Report. The Secretarial Audit Report
to the shareholders of the Company for the financial year 31 st March, 2025 does contain
the qualification remark:

1. The Company has filed e-form MGT-14 with additional late fees
regarding the execution of sublease deed for warehouse and Expansion of FTWZ Unit under
Companies Act, 2013
We hereby clarify that due to certain technical reasons, the Company
was unable to file Form MGT-14 within the prescribed time. However, the said form has been
duly filed with the Registrar of Companies on 17th May, 2025, along with the applicable
additional fees as prescribed under the Companies Act, 2013.

Internal Auditor
Internal Audit for the financial year 2024-25 was conducted by M/s SAS
Consultancy & Advisory, Chennai. The idea behind conducting Internal Audit is to
examine that the Company is carrying out its operations effectively and performing the
processes, procedures and functions as per the prescribed norms. The Internal Auditor
reviewed the adequacy and efficiency of the key internal controls.

Internal Financial Controls
Your Company has implemented a robust and effective internal financial
control system to ensure that all assets are safeguarded and protected, and that
transactions are properly authorized, recorded, and reported. This system is designed to
maintain the integrity of financial and operational information and to ensure compliance
with applicable laws and regulations.
The internal audit process covers a comprehensive range of operational
areas and verifies adherence to established policies and procedures. During the year, the
internal audit identified certain control weaknesses, which were promptly addressed and
rectified to strengthen the control environment.
The Company continually assesses the adequacy of its internal financial
controls, ensuring they are appropriate for the current size, scale, and complexity of its
operations. These controls are supported by a robust internal audit process and are
regularly enhanced to align with the Company?s growth. For the year under review, no
significant or material observations regarding ine_iciencies or inadequacies in the
internal controls were reported by the Internal Auditors.

Maintenance of Cost Records
Pursuant to Section 148(1) of the Companies Act, 2013 and Rules framed
thereunder related to maintenance of cost records is not applicable to the Company being
in the service industry.

Risk Management and Governance
Your Company recognizes that effective risk management is vital to
maintaining profitability and ensuring the long-term sustainability of its business. We
are committed to adopting best practices in corporate governance, which safeguard the
long-term interests of all stakeholders, foster accountability across management, and
build trust in the Company.
A strong internal financial control system is fundamental to our risk
management framework and governance practices. Aligned with our commitment to delivering
sustainable returns to stakeholders, the Company has established clearly defined systems
to manage risks within acceptable limits through the use of risk mitigation techniques.
Additionally, we have developed policies to address key business challenges in a timely
manner and to capitalize on business opportunities.
The Risk management Policy is available on the Company?s website
at http://www.timescan.in/pdf/Risk%20 Management%20Policy.pdf

Corporate Social Responsibility
The Company was not required to constitute a Corporate Social
Responsibility Committee (CSR) as it did not fall within purview of Section 135(1) of the
Companies Act, 2013 for the Financial Year 2024-25 and hence it was not required to
formulate policy on corporate social responsibility, for the Financial Year under review.
Furthermore, going forward as the Company?s Net Profit exceeded
the thresholds specified in Section 135 of the Companies Act, 2013, during the financial
year 2024-25, the Company is now required to undertake Corporate Social Responsibility
activities and make CSR contributions.
The CSR provisions have become applicable to the Company for the first
time in the financial year 2025-26, and the Company will ensure compliance with the
relevant rules and regulations.

Management Discussion and Analysis Report
Management Discussion and Analysis Report for the financial year
2024-25, as stipulated under Regulation 34(2)(e) of the Securities and Exchange Board of
India (Listing Obligations and Disclosure Requirements) Regulations, 2015 is presented in
a separate section forming part of this Annual Report as "Annexure – D".

Conservation of Energy, Technology Absorption, Foreign Exchange
Earnings and Outgo
In compliance with provisions of Section 134(3)(m) of the Companies
Act, 2013 and Rule 8 of the Companies (Accounts) Rules, 2014 the information pertaining to
conservation of energy, technology absorption and foreign exchange earnings and outgo for
the year ended March 31, 2025, are to be given by the Company as a part of the Boards
Report as "Annexure – E".

Corporate Governance
Your Company always places a major thrust on managing its affairs with
diligence, transparency, responsibility and accountability thereby upholding the important
dictum that an Organization?s corporate governance philosophy is directly linked to
high performance. The Company understands and respects its fiduciary role and
responsibility towards its stakeholders and society at large and strives to serve their
interests, resulting in creation of value for all its stakeholders. It may please be noted
that as our Company is not falling in the applicability criteria prescribed as mentioned
in the SEBI (Listing Obligation and Disclosure Requirements) Regulations, 2015. Hence, a
separate Report on Corporate Governance is not forming part of this Annual Report. 

Means of Communication
The Board believes that effective communication of information is an
essential component of Corporate Governance. The Company regularly interacts with
Shareholders through multiple channels of communication such as Company?s website and
stipulated communications to Stock Exchanges where the Company?s shares are listed
for announcement of Financial Results, Annual Report, Company?s policies, notices and
outcome of Meetings, etc.

a. Financial Results
The half-yearly and Annual financial results of the Company are
published in accordance with the requirements of the SEBI (Listing Obligations and
Disclosure Requirements) Regulations, 2015.

b. Newspapers wherein results are normally published
As the Company is Listed on SME Platform, the provisions for publishing
the financial results as per Regulation 
47 of SEBI (Listings Obligations and Disclosure Requirements)
Regulations, 2015 is not applicable to the Company.

c. Any website, where displayed
The Financial Results of the Company are displayed on the
Company?s website i.e. http://www.timescan. in/finance-result.html. 

d. Company?s Corporate Website
The Company?s website is a comprehensive reference on
Timescan?s management, vision, mission, policies, corporate governance, corporate
sustainability, investor relations etc.
The section on investor relations serves to inform the shareholders, by
giving complete financial details, shareholding patterns, corporate benefits, information
relating to stock exchanges, registrars and Share transfer Agents.

e. Designated email-id for investor services
The Company has designated the following email-id for investor
servicing cs@timescan.in.

f. NSE Electronic Application Processing System (NEAPS) and NSE Digital
Exchange Platform
The NEAPS and NSE Digital Exchange Platform are web-based application
designed by NSE for corporate. All periodical compliance filings like shareholding
pattern, corporate governance report, among others are filed electronically on NEAPS and
NSE Digital Exchange Platform.

g. SEBI Complaints Redress System (SCORES)
Securities and Exchange Board of India Complaints Redress System
(SCORES) is a web based centralized grievances redressal system where upon the investors
complaints are processed. This enables the market intermediaries and listed companies to
receive the complaints online from investors, redress such complaints and report redressal
online. The salient features of this system are: Centralized database of all complaints,
online upload of Action Taken Reports (ATRs) by concerned companies and online viewing by
investors of actions taken on the complaint and its current status. There are no
complaints lodged by any Shareholder through SCORES or in any other way.

h. No official news was released by the Company in financial year
2024-25
No presentations were made by the Company to institutional investors or
to the analysts for the financial year 2024-25.

Annual Return
Pursuant to section 92(3) read with section 134(3)(a) of the Companies
Act, 2013, copy of Annual Return of the Company prepared in accordance with Section 92(1)
of the Companies Act, 2013 read with Rule 11 of the Companies (Management and
administration) Rules, 2014 is placed on website of the Company at http://
www.timescan.in/ 

Establishment of Vigil Mechanism and Whistle Blower Policy
The Board has adopted Vigil Mechanism/Whistle Blower Policy pursuant to
the provisions of Section 177(9) of the Companies Act, 2013 read with the Companies
(Meetings of Board and its Powers) Rules, 2014 and Regulation 22 of the Securities and
Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations,
2015. The policy provides for a framework and process whereby concerns can be raised by
its Employees and Directors to the management about unethical behavior, actual or
suspected fraud or violation of the Code of conduct or legal or regulatory requirements
incorrect or misrepresentation of any financial statements. The policy provides for
adequate safeguards against victimization of employees and Directors of the Company. 
The Vigil Mechanism/Whistle Blower Policy is available on the
Company?s website at http://www.timescan.in/
pdf/Vigil%20Mechanism%20Whistle%20Blower%20Policy.pdf 

Remuneration Policy
Pursuant to the provisions of Section 178 of the Companies Act, 2013
and in compliance of Regulation 19 of the Securities and Exchange Board of India (Listing
Obligations and Disclosure Requirements) Regulations, 2015, the Company has formulated the
Nomination and Remuneration Policy for Directors, Key Managerial Personnel and Employees
of the Company in order to pay equitable remuneration to Directors, KMPs and other
Employees of the Company and it includes the criteria for determining qualifications,
positive attributes, independence of a Director.
The Company?s remuneration policy is directed towards rewarding
performance based on review of achievements periodically. The remuneration policy is in
consonance with the existing industry practice.
The Remuneration policy is available on the Company?s website at
http://www.timescan.in/pdf/ Remuneration%20Policy.pdf 

Policy on Preservation and Archival of Documents
Your Company has formulated a policy on Preservation and Archival of
Documents in accordance with Regulation 9 of the Securities and Exchange Board of India
(Listing Obligations and Disclosure Requirements) Regulations, 2015. The Policy ensures
that the Company complies with the applicable document retention laws, preservation of
various statutory documents and also lays down minimum retention period for the documents
and records in respect of which no retention period has been specified by any law/ rule/
regulation. It provides for the authority under which the disposal/destruction of
documents and records after their minimum retention period can be carried out. The policy
also deals with the retention and archival of corporate records of the 
Company. The policy provides guidelines for archiving of corporate
records and documents as statutorily required by the Company.
The policy on Preservation and Archival of Documents is available on
the Company?s website at http://www.
timescan.in/pdf/Policy%20for%20Preservation%20&%20Archival%20of%20documents.pdf 

Policy for Determination of Materiality of Events
Pursuant to Regulation 30 of the Securities and Exchange Board of India
(Listing Obligations and Disclosure Requirements) Regulations, 2015, the Policy for
Determination of Materiality of Events has been adopted by the Board to determine the
events and information which are material in nature and are required to be disclosed to
the concerned Stock Exchanges.
The policy for determination of Materiality of Events is available on
the Company?s website at http://www.
timescan.in/pdf/Policy%20for%20Determination%20of%20Materiality%20of%20Events.pdf 

Code of Conduct for Prevention of Insider Trading
Your Company has in place a Code for Prohibition of Insider Trading,
under the Securities and Exchange Board of India (Prohibition of Insider Trading)
Regulations, 2015, which lays down the process of trading in securities of the Company by
the employees, designated persons and connected persons and to regulate, monitor and
report trading by such employees and connected persons of the Company either on his/her
own behalf or on behalf of any other person, on the basis of unpublished price sensitive
information.
The Code of conduct for Prevention of Insider Trading is available on
the Company?s website at http://www.
timescan.in/pdf/Code%20of%20conduct%20for%20prevention%20of%20Insider%20trading.pdf 

Code of Practices & Procedures for Fair Disclosure of Unpublished
Price Sensitive Information
Pursuant to Regulation 8(1) of Securities and Exchange Board of India
(Prohibition of Insider Trading) Regulations, 2015, Company has a Code of Practices and
Procedures for Fair Disclosure of Unpublished Price Sensitive Information, with a view to
lay down practices and procedures for fair disclosure of unpublished price sensitive
information that could impact price discovery in market for its securities.
The Code of Practices & Procedures for Fair Disclosure of
Unpublished Price Sensitive Information is available on the Company?s website at
http://www.timescan.in/pdf/Code%20of%20Practices%20&%20Procedures%20
for%20Fair%20Disclosure%20of%20Unpublished%20Price%20Sensitive%20Information.pdf 

Disclosure Under Sexual Harassment of Women at Workplace (Prevention,
Prohibition, and Redressal) Act, 2013
Your Company has always provided a safe and harassment free workplace
for every individual especially for women in its premises through various policies and
practices. Your company has been actively involved in ensuring that the clients and all
the employees are aware of the provisions of the POSH Act and rights thereunder. There was
no complaint received by the Company during the financial year 2024-2025 under the
aforesaid Act.

Particulars of Remuneration to Employees
Disclosures pertaining to remuneration and other details as required
under Section 197(12) of the Companies Act, 2013 and Rule 5(1), 5(2) and 5(3) of the
Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 is attached
as "Annexure – F" to this Report.

General Shareholders Information and Disclosures

  

    
Date, Time and Venue of the AGM
    
Saturday, the 20th day of September, 2025 at 12:00 p.m.
    through video conferencing ("VC")/Other Audio visual means ("OAVM")
  
  

    
Registrar & Share Transfer Agent
    
M/s. Cameo Corporate Services Limited
  
  

    
Financial Year
    
April 01, 2025 to March 31, 2026
  
  

    
Date of Book Closure
    
Sunday, 14th day of September, 2025 to Saturday, 20th day of
    September, 2025
  
  

    
Listing on Stock Exchange
    
Equity Shares
  
  

    

    
• Name: National Stock Exchange of India Lim- ited
  
  

    

    
• Address: Exchange Plaza, Bandra Kurla Com- plex,
    Bandra (East), Mumbai – 400 051, Maha- rashtra
  
  

    
Stock Code
    
TIMESCAN on National Stock Exchange of India Limited
  
  

    
ISIN Number for CDSL & NSDL
    
INE0IJY01014
  


Human Resource Development
Given the significant growth potential in the organized sector, the
Company continues to focus on managing its workforce in a more strategic and structured
manner. At Timescan, consistent efforts are undertaken to make the Company a preferred
place to work by fostering an environment where employees feel empowered, engaged, and
valued.
To support the overall growth and development of employees, the Company
regularly conducts in-house training and development programmes across various departments
and functional areas. These initiatives are aimed at enhancing skills, upgrading
capabilities, and equipping employees to effectively meet the evolving demands of their
roles. By investing in continuous learning and development, the Company nurtures talent
and promotes a culture of excellence.
These initiatives have resulted in sustained employee morale and
engagement throughout the year, which has contributed positively to the Company?s
performance. The Board recognises that in the current competitive business environment,
achieving growth requires exceptional commitment and performance. While meeting the
aspirations of a talented workforce remains a continuous challenge, the Company embraces
this as an opportunity, firmly believing that the success of its employees is
intrinsically linked to its long-term growth and prosperity.

Reporting of Frauds
During the year under review, neither the Statutory Auditor nor the
Secretarial Auditor has reported to the Audit Committee under Section 143(12) of the
Companies Act, 2013, any instances of the fraud committed by the Company, its officers and
employees, the details of which would need to be mentioned in the Board Report.

Significant/Material Orders Passed by the Regulators/ Courts/ Tribunal
During the financial year 2024-25, there were no significant or
material orders passed by the Regulators or Courts or Tribunals which affect the going
concern status of the Company and its operations in future.

Proceeding Pending Under the Insolvency and Bankruptcy Code, 2016
No application has been made under the Insolvency and Bankruptcy Code;
hence the requirement to disclose the details of application made or any proceeding
pending under the Insolvency and Bankruptcy Code, 2016 (31 of 2016) during the year along
with their status as at the end of the financial year is not applicable.

Environment and Safety
The Company places strong emphasis on conducting environmentally
responsible and safe operations. Its policies are designed to ensure that all activities
are carried out with due regard to the safety and well-being of employees, communities,
and other stakeholders, while fully complying with applicable environmental regulations
and standards.
The Company continuously reviews and strengthens its operational
processes with the objective of minimizing environmental impact, reducing waste, and
conserving natural resources. By integrating sustainability considerations into
decision-making and operational strategies, the Company strives to promote a culture of
environmental responsibility and long-term sustainability across all levels of the
organization.

Green Initiative
Electronic copies of the Annual Report 2024-25 and the Notice of 19th
AGM are sent to all members whose email addresses are registered with the
Company/depository participants(s). We strongly promote the purpose and intention behind
Green Initiative, and accordingly the required processes and efforts have been made to
encourage the shareholders to get their email addresses registered, so that Annual
Reports, Notices and all other concerned information can be received by them.

Appreciation & Acknowledgement
Your Directors place on record their sincere appreciation to the
Shareholders for the confidence and trust reposed in the Company. The Board also extends
its gratitude to the Company?s valued Clients, Dealers, Business Associates,
Regulatory Authorities, and Government Departments for their continued support and
contribution towards the Company?s growth and success.
The Directors further acknowledge with deep appreciation the
commitment, dedication, and loyal services of the employees at all levels, whose
wholehearted efforts have been instrumental in achieving the Company?s overall
performance. The Board also records its gratitude for the valuable guidance and support
extended by the Auditors, Legal Advisors, and Consultants.
Your Directors assure that the Company will continue to strive towards
fulfilling the expectations and aspirations of its Shareholders and stakeholders.