Equity Analysis

Directors Report

    Omega Interactive Technologies Ltd
    Industry :  Computers - Software - Medium / Small
    BSE Code
    ISIN Demat
    Book Value()
    511644
    INE113B01029
    410.402
    NSE Symbol
    P/E(TTM)
    Mar.Cap( Cr.)
    N.A
    27.42
    15.44
    EPS(TTM)
    Face Value()
    Div & Yield %:
    11.26
    10
    0
     

TO

THE MEMBERS OF

THE COMPANY

OMEGA INTERACTIVE TECHNOLOGIES LIMITED

Your Directors feel great pleasure in presenting the 30th Annual Report on the business and operations of the Company together with the Audited Financial Statements for the year ended 31st March, 2024.

1. FINANCIAL HIGHLIGHTS

S. NO. PARTICULARS CURRENTYEARENDED 31st MARCH, 2024 PREVIOUS YEAR ENDED 31ST MARCH, 2023
1. Total Revenue 9.00 19.08
2. Other Income 5.31 5.26
3. Total Income 14.31 24.34
Rs Less: Total Expenses 23.11 16.73
Profit before exceptional items and tax (8.80) 7.61
6. Exceptional Items - -
7. Profit before Tax (8.80) 16.73
8. Less: Tax Expenses - -
9. Current Tax 88S 1.93
10. Less: Excess provision for Tax of earlier periods written back - -
11. Profit after Tax (8.80) 5.68
12. Earnings per share (EPS)
13. Basic (1.76) 1.14
14. Diluted (1.76) 1.14

2. REVIEW OF OPERATIONS

During the year under review, the Company's Revenue from Operations stood at Rs. 9,00,000/-compared to Rs. 19,08,030/- in the previous year. The Net Loss for the year stood at Rs. 8,80,000/- as against profit of Rs. 7,61,000/- reported in the Previous Year.

3. CHANGE IN MANAGEMENT AND CONTROL

In view of the appointments and resignation of Directors in the Board of the Company following is the revised Composition of the Board;

SR NAME OF THE NO DIRECTORS DESIGNATION DIN/PAN STATUS
1 PANKAJ BAID Non-Executive Independent Director 07462097 Non- Executive Independent Director
2 DIVYA SAVJIBHAI THAKOR Non Executive Director 08845886 Non Executive Director
3 ARUN KUMAR Executive Director 09055964 Executive Director

4. DIVIDEND

Your Directors have not recommended any dividend for the year ended 31st March, 2024, in order to plough back the profits for future growth and development of the Company.

5. TRANSFER TO RESERVES

During the year under review, the company has not transferred any amount to reserves.

6. CHANGES IN NATURE OF BUSINESS

There has been no change in the nature of the business of the company during the financial year 20232024.

7. SHARE CAPITAL OF THE COMPANY

The paid up equity share capital as at 31st March, 2024 was Rs. 1,59,94,320/- divided into 15,99,432 equity shares, having face value of Rs. 10/- each fully paid up.

During the year under review, the Company has issued 20,91,249 Convertible Equity Warrants. Where out of 20,91,249 Convertible Equity Warrants, Board of Directors of the Company through resolution by circulation on 02nd April,2024 had considered and approved the conversion of 7,33,488 Equity Warrants upon receipt of 25% of the issue price from the allottees.

Whereas, 13,57,761 warrants shall remain pending for conversion which can only be converted into equity shares upon payment of balance 75% of the warrant amounts as per issue price per warrant within 18 months from the date of warrant allotment.

8. MANAGEMENT DISCUSSIONS AND ANALYSIS

The Management Discussion and Analysis Report on the operations of the Company, as required under Regulation 34 read with Schedule V of Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 (hereinafter referred to as 'Listing Regulations') and as approved by the Board of Directors, is provided in a separate section and forms an integral part of this Report.

9. ANNUAL RETURN

Pursuant to Section 92 of the Act read with the applicable Rules, the Annual Return for the year ended 31st March, 2024 can be accessed on the Company's website at https://www.omegainteractive.net/.

10. SUSIDIARIES/JOINT VENTURES/ASSOCIATE COMPANIES

The Company does not have any subsidiaries, joint ventures or associate companies.

11. PUBLIC DEPOSITS

The Company has not accepted any deposits within the meaning of Section 73 of the Companies Act, 2013 and the Companies (Acceptance of Deposits) Rules, 2014 during the year under review.

12. DIRECTORS' RESPONSIBILITY STATEMENT

To the best of our knowledge and belief and according to the information and explanations obtained by them, your Directors make the following statement in terms of Section 134(3) (c) of the Companies Act, 2013:

a. That in the preparation of the Annual Accounts for the year ended 31st March, 2024, the applicable accounting standards have been followed along with proper explanation relating to material departures, if any;

b. That the directors had selected such accounting policies and applied them consistently and made judgments and estimates that are reasonable and prudent so as to give a true and fair view of the state of affairs of the company at the end of the financial year and of the profit of the company for that period;

c. That 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. That the directors had laid down internal financial controls to be followed by the company and that such internal financial controls are adequate and were operating effectively; and

f. That 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.

13. CORPORATE GOVERNANCE REPORT

As per the provisions of Regulation 15(2) of Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015, the provisions related to Corporate Governance as specified in Regulations 17, 18, 19, 20, 21,22, 23, 24, 25, 26, 27 and clauses (b) to (i) of sub-regulation (2) of regulation 46 and Para C, D and E of Schedule V shall not apply to a listed entity having paid up Share Capital not exceeding Rupees Ten Crores and Net worth not exceeding Rupees Twenty Five Crores, as on the last day of the previous financial year.

As on the last day of the previous financial year, the paid up Share Capital and Net worth of the Company was below the threshold limits stated above, thereby presently the Company is not required to comply with the above provisions of Corporate Governance. Accordingly, the Report on Corporate Governance and Certificate regarding compliance of conditions of Corporate Governance are not made a part of the Annual Report.

14. PARTICULARS REGARDING CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE EARNING AND OUTGO:

Information under Section 134(3)(m) of The Companies Act, 2013, read with Rule 8 of the Companies (Accounts) Rules, 2014, details regarding Conservation of Energy, Technology Absorption, Foreign Exchange Earnings and Outgo for the year under review are as follows:

Conservation of Energy

a) Steps taken or impact on conservation of energy - The Operations of the Company do not consume energy intensively. However, Company continues to implement prudent practices for saving electricity and other energy resources in day-to-day activities.

b) Steps taken by the Company for utilizing alternate sources of energy - Though the activities undertaken by the Company are not energy intensive, the Company shall explore alternative sources of energy, as and when the necessity arises.

Technology Absorption

a) The efforts made towards technology absorption - The Company continues to take prudential measures in respect of technology absorption, adaptation and take innovative steps to use the scarce resources effectively.

b) In case of imported technology (imported during the last three years reckoned from the beginning of the financial year) - Not Applicable

The Particulars of Foreign Exchange and Outgo for the year under review are: (Rs. in Lakhs)

PARTICULARS 31st MARCH, 2024 31st MARCH, 2023
FOREIGN EXCHANGE EARNING NIL NIL
FOREIGN EXCHANGE OUTGOING NIL NIL

15. PARTICULARS OF EMPLOYEES AND RELATED DISCLOSURES

The requisite details in respect of employees of the Company required pursuant to Rule 5 of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 is annexed as "Annexure I" and forms an integral part of this report.

16. CASH FLOW AND CONSOLIDATED FINANCIAL STATEMENTS

As required by Regulation 34(2) of Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015, Cash Flow Statement is appended.

As the Company does not have any Subsidiary Company or Associate Company or Joint Venture Company, it is not required to publish Consolidated Financial Statement.

17. DECLARATION BY INDEPENDENT DIRECTORS

The Company has received declarations from all the Independent Directors of the Company confirming that they meet with the criteria of independence as prescribed under section 149(6) of the Companies Act, 2013 and Regulation 16 (l)(b) of Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015.

18. BOARD OF DIRECTORS AND KEY MANAGERIAL PERSONNEL BOARD OF DIRECTORS:

During the financial year 2023-24, there were changes in the composition of board of directors of the company:

SR NO DESIGNATION APPOINTMENT/RESIGNATION OF DIRECTORS
1 Non-Executive Director Ms. Divya Savjibhai Thakor (w.e.f. 24/03/2023)
2 Executive Director Mr. Arun Kumar (w.e.f 24/03/2023)
3 Additional Non Executive Independent Director Mr. Pankaj Baid (w.e.f 24/03/2023)

KEY MANAGERIAL PERSONNEL:

SR. NO. DESIGNATION CHANGE IN KMP Event
1 Company Secretary Ms. Neha Gupta, having Membership No. 37355 Appointed on 08/07/2022 Resigned on 26/10/2023
2 Chief Financial Officer Mr. Ashutosh Chhawchharia Appointed on 14/08/2023

The Board received a declaration from all the directors under Section 164 and other applicable provisions, if any, of the Companies Act, 2013 that none of the directors of the company is disqualified under the provisions of the Companies Act, 2013 ("Act") or under the SEBI (Listing Obligation and Disclosure Requirements) Regulations 2015.

Also, the Board appointed Mr. Ankit Bhojak as Compliance Officer and Company Secretary of the Company after closure of Financial Year 2023-24, i.e., 14th June, 2024 in place of resigning Company Secretary Ms. Neha Gupta.

RESIGNATION OF DIRECTORS

The following directors have resigned from the company during the year:

SR. NO. DESIGNATION NAME OF DIRECTORS Date of Cessation
1 Non-Executive Director Independent Mr. Anuj Surana Resigned with effect from Close of business hours of 13th October, 2023

RETIREMENT BY ROTATION

In accordance with the provisions of Section 152 of the Companies Act, 2013 read with Companies (Management & Administration) Rules, 2014 and Articles of Association of the Company, Mr. Arun Kumar, Executive Director of the Company, retires by rotation at the ensuing Annual General Meeting and being eligible, has offered himself for re-appointment and your Board recommends his re- appointment.

As stipulated under the Regulation 36 of the SEBI (Listing Obligations & Disclosure Requirements) Regulations, 2015 and Secretarial Standards on General Meetings (SS-2) issued by the Institute of Company Secretaries of India (ICSI), brief resume of the Directors proposed to be appointed/re- appointed are given in the Notice convening the Annual General Meeting of the Company.

KEY MANAGERIAL PERSONNEL

During the year under review, there was change in Key Managerial Personnel of the company as mentioned in above and accordingly, at present, the following are the Key Managerial Personnel of the company:

SR NO DESIGNATION NAME OF THE DIRECTORS
1 Company Secretary & Compliance Officer Ms. Neha Gupta (w.e.f 08/07/2022 to 26/10/2023)
2 Chief Financial Officer Mr. Ashutosh Chhawchharia (w.e.f 14/08/2023)
3 Company Secretary & Compliance Officer Mr. Ankit Bhojak (w.e.f., 14/06/2024)

19. STATEMENT ON DECLARATION GIVEN BY INDEPENDENT DIRECTORS

Your Company has 1 (One) Independent Directors as on the date of this meeting. All the Independent Directors have given necessary declarations that they meet the criteria of independence as laid down under Section 149(6) of the Companies Act, 2013 and Regulation 16(b) of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015.

20. STATEMENT ON INTEGRITY, EXPERTISE AND EXPERIENCE OF INDEPENDENT DIRECTORS

The Company has received declarations from all the Independent Directors regarding their Integrity, Expertise and Experience.

21. MEETINGS OF THE BOARD

The Board meets at regular intervals to discuss and decide on Company / business policy and strategy apart from other Board business. A tentative annual calendar of the Board and Committee Meetings is informed to the Directors in advance to facilitate them to plan their schedule and to ensure meaningful participation in the meetings.

The notice of meeting of Directors and Committees is given well in advance to all the Directors of the Company. The agenda of the Board / Committee meetings is circulated not less than 7 days prior to the date of the meeting. The agenda for the Board and Committee meetings includes detailed notes on the items to be discussed at the meeting to enable the Directors to take an informed decision.

During the year under review, 06 (Six) Board Meetings were convened and the intervening gap between the Meetings was within the period prescribed under the Companies Act, 2013.

NAME OF THE DIRECTOR CATEGORY NUMBER OF MEETINGS WHICH DIRECTOR WAS ENTITLED TO ATTEND MEETINGS ATTENDED
Mr. Pankaj Baid Independent Director 6 6
Ms. Divya Savjibhai Thakor Non-Executive Director 6 6
Mr. Arun Kumar Executive Director 6 6
Mr. Anuj Surana Additional Independent Director 3 3

22. SEPARATE MEETING OF INDEPENDENT DIRECTORS

As stipulated by the Code of Independent Directors under Schedule IV of the Companies Act, 2013, a separate meeting of the Independent Directors of the Company was held on 5th September, 2023 to review, among other things, the performance of non-independent directors and the Board as whole, evaluation of the performance of the Chairman and the flow of communication between the Board and the management of the Company.

23. COMMITTEES OF THE BOARD

The Company's Board has the following Committees:

> Audit Committee

> Nomination and Remuneration Committee

> Stakeholders Relationship Committee

During the financial year 2023 -2024, (4) meetings of Audit Committee were held on 19th May, 2023; 14th August, 2023; 10th November, 2023; and 14th February, 2024.

The table below highlights the attendance of the Members of the Committee. The requisite quorum was present at all the Meetings.

NAME OF MEMBERS DESIGNATION MEETINGS ATTENDED
Mr. Pankaj Baid CHAIRMAN 4
Mrs. Divya Thakor MEMBER 4
Mr. Arun Kumar MEMBER 4

The Company Secretary has acted as the Secretary to the Committee.

All the recommendations made by the Audit Committee were accepted by the Board of Directors. The terms of reference of the Audit Committee shall include but not limited to the following:

a) To recommend the appointment/re-appointment/ re-placement and terms of appointment of the Auditors of the Company.

b) To review and monitor Auditor's independence and performance and effectiveness of audit process.

c) To review with the Management the Quarterly Financial Results before submission to the Board for approval.

d) Review the adequacy of internal control system. Finding of any internal investigations by the internal auditors in to matters where there is suspected fraud or irregularity or a failure of internal control systems of a material nature and reporting the matter to the Board.

e) Approval or any subsequent modification of transactions of the Company with related parties.

f) Reviewing the Company's risk management policy.

g) To scrutinize inter-corporate loans and investments made by the Company.

h) To evaluate the Internal Financial Controls and Risk Management Systems.

i) To carry out valuation of undertakings and the assets of the Company, wherever it is necessary.

j) To review, with the management, performance of Statutory and Internal Auditors, adequacy of the Internal Control System.

k) To review the functioning of the Whistle Blower Mechanism.

l) To approve appointment of Chief Financial Officer after assessing the qualifications, experience and background etc. of the candidate.

m) To carry out any other function, as may be assigned to Audit Committee pursuant to any amendments to the Listing Regulations and the applicable provisions of the Act.

n) To oversee the Company's financial reporting process and disclosure of the financial information to ensure that the financial statements are correct, sufficient and creditable.

o) To review the following information/document:

4- Management Discussion and Analysis of financial condition and results of operation;

4- Statement of significant related party transactions (as defined by the Audit Committee), submitted by management;

4 Management letter/letters of internal control weakness issued by the Statutory Auditors;

i- Internal audit reports relating to internal control weakness;

4- Quarterly statement of deviation(s) including report of monitoring agency, if applicable, submitted to stock exchange(s) in terms of Regulation 32(1) of the Listing Regulations.

During the financial year 2023-24, 4(Four) meetings of NRC were held on 19th May, 2023; 14th August, 2023; 10th November, 2023; and 14th February, 2024.

The table below highlights the attendance of the Members of the Committee. The requisite quorum was present at the Meeting.

NAME OF MEMBERS DESIGNATION MEETINGS ATTENDED
Mr. Pankaj Baid CHAIRPERSON 4
Ms. Divya Thakor MEMBER 4
Mr. Arun Kumar MEMBER 4

The Company Secretary has acted as the Secretary to the Committee.

The broad terms of reference of the NRC, as approved by the Board, are in compliance with Section 178 of the Companies Act, 2013 which are as follows:

a] To lay down 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.

b] To formulate a criteria for evaluation of performance of Independent Directors and the Board of Directors.

a) To recommend remuneration to be paid to a Director for any service rendered by him to the Company which are of a professional nature and provide an opinion, whether such Director possess the requisite qualification for the practice of such profession.

b) To identify 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.

c) To decide whether to extend or continue the term of appointment of the Independent Director, on the basis of the report of performance evaluation of Independent Directors.

d) To recommend to the Board the appointment and removal of the Directors, including Independent Directors.

e) Carrying out functions as delegated by the Board of Directors from time to time.

The Board of Directors has framed "Remuneration and Nomination Policy" which lays down a framework in relation to remuneration of Directors, Key Managerial Personnel and Senior Management of the Company. This policy also lays down criteria for selection and appointment of Board Members. The said Policy is uploaded on the website of the company i.e. www.omegainteractive.net.

iii) STAKEHOLDERS RELATIONSHIP COMMITTEE

During the financial year 2022-23,04 (Four) meetings of SRC were held on 19th May, 2023; 14th August, 2023; 10th November, 2023; and 14th February, 2024.

The table below highlights the attendance of the Members of the Committee. The requisite quorum was present at the Meeting.

NAME OF MEMBERS DESIGNATION MEETINGS ATTENDED
Mr. Pankaj Baid CHAIRPERSON 4
Ms. Divya Thakor MEMBER 4
Mr. Arun Kumar MEMBER 4

The Company Secretary has acted as the Secretary to the Committee.

Stakeholders Relationship Committee is empowered to oversee the Redressal of Stakeholders complaints pertaining to transfer of shares, non-receipt of annual reports, non-receipt of declared dividends, issue of duplicate certificates, transmission/demat / remat of shares and other miscellaneous grievances.

The detailed particulars of Stakeholders complaints handled by the Company and its Registrar & Share Transfer Agent during the year 2023-24 are as under:

ALIGN='RIGHT'>PENDING AT THE END OF YEAR
NATURE OF COMPLAINTS OPENING AT THE BEGINNING OF YEAR RECEIVED DURING THE YEAR REDRESSED
Non-receipt of Share Certificate NIL NIL NIL
Non-receipt of Dividend/ Interest/ Redemption Warrant NIL NIL NIL
Non-receipt of Annual Report NIL NIL NIL
Others NIL NIL - NIL

24. ANNUAL PERFORMANCE EVALUATION BY THE BOARD

Pursuant to the provisions of the Companies Act, 2013 and SEBI (LODR) Regulations, 2015 the company has implemented a system of evaluating performance of the Board of Directors and of its Committees and individual directors on the basis of evaluation criteria suggested by the Nomination and Remuneration Committee and the SEBI (LODR) Regulations, 2015.

Accordingly, the Board has carried out an evaluation of its performance after taking into consideration various performance related aspects of the Board's functioning, composition of the Board and its Committees, culture, execution and performance of specific duties, remuneration, obligations and governance. The performance evaluation of the Board as a whole was carried out by the Independent Directors in their meeting.

Similarly, the performance of various committees, individual Independent Directors was evaluated by the entire Board of Directors (excluding the Director being evaluated) on various parameters like engagement, analysis, decision making, communication and interest of stakeholders.

The Board of Directors expressed its satisfaction with the performance of the Board, its committees and individual directors.

The performance evaluation of the Chairman and the Non-Independent Directors was carried out by the Independent Directors and Non-Executive Director. The Board of Directors expressed their satisfaction with the evaluation process.

25. DIRECTORSTRAINING AND FAMILIARIZATION

The Company undertakes and makes necessary provision of an appropriate induction programme for new Director(s) and ongoing training for existing Directors. The new Director(s) are introduced to the Company culture, through appropriate training programmes. Such kind of training programmes helps develop relationship of the directors with the Company and familiarize them with Company processes.

The management provides such information and training either at the meeting of Board of Directors or at other places.

The induction process is designed to:

- build an understanding of the Company's processes and

- fully equip Directors to perform their role on the Board effectively

Upon appointment, Directors receive a Letter of Appointment setting out in detail, the terms of appointment, duties, responsibilities and expectations from them.

26. DETAILS OF FRAUD REPORT BY AUDITOR:

As per auditors' report, no fraud u/s 143 (12) reported by the auditor.

27. AUDITORS

M/S Desai Saksena & Associates, Chartered Accountants, Mumbai having Firm Registration No. 102358W, were appointed as Statutory Auditors of the Company for a term of 05 (Five) years from the conclusion of 28th AGM until the conclusion of 33rd AGM of the Company on such remuneration as may be mutually between the Auditors and the Board of directors of the Company.

Notes on financial statement referred to in the Auditor's Report are self-explanatory and do not call for any further comments.

The Auditor's Report does not contain any qualification, reservation or adverse remark except mentioned below;

Modified qualification Management Reply
The Company has exceeded the borrowing limits beyond the limits specified under Section 180 (1) (c) and other applicable Provisions of Companies Act, 2013 Borrowings in the financials are considered to be Short Term Loans and Borrowings or Temporary Loans and hence do not violate section 180 (1) (c ) of Companies Act, 2013.
The Company has given the loans and advances in the nature of loan exceeding the limit specified under section 186 of the Companies Act, 2013 Loans and Advances standing in Financials are advances given to customer in lieu of business and advance given to expand business. The ageing of the same does not exceed 6 months and the same will be settled during the year. Management shall pass resolution for the same in upcoming General Meeting if necessary.
The Company has not made the appointment of Company Secretary as at balance sheet date. The Company was in search of suitable candidates and on the finding such candidates the company has made the appointment of Company Secretary.

(II) INTERNAL AUDITOR AND ITS REPORT

Pursuant to the provisions of Section 138 of the Companies Act, 2013 and the rules made thereunder the board has re-appointed M/s. B A Bedawala & Co., Chartered Accountants, Ahmedabad as Internal Auditor on 14th February, 2024 for the financial year 2023-2024 at remuneration to be decided mutually between the board of directors and the Auditors including reimbursement of out of pocket expenses, if any, incurred during the course of audit.

(III) SECRETARIAL AUDITORS AND THEIR REPORT

Pursuant to the provisions of Section 204 of the Companies Act, 2013 and the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, the Board has appointed M/s. Mukesh J & Associates, Company Secretaries, Ahmedabad, Gujarat on 14th February, 2024 to conduct Secretarial Audit for the year ended on 31st March, 2024.

Secretarial Audit Report issued by M/s. Mukesh J. & Associates, Company Secretaries in Form MR- 3 is annexed herewith forms as an integral part of this Report.

The Secretarial Auditors have notified certain comments for non-complying in timely manner on certain SEBI (Listing Obligations and Disclosure Requirements), Regulations, 2015 and Companies Act, 2013 compliances as mentioned below:

Modified qualification from Secretarial Auditor Management Reply
The Composition of Board is not duly constituted as required under section 203 of the Companies Act, 2013 and Regulation 17 of SEBI LODR Regulations, 2015; The Management herewith clarifies that as our company is undergoing change in management structure and restructuring of work and related procedural formalities; therefore, it is under the process of finding suitable and long term executives who shall give proper shape and guidance to the vision and mission of our company. Thus, as a result of the same; the board structure requirement was not met; however, the company ensures to duly fulfil the said compliance requirement in an expedious manner so as to avoid any aspect of non-compliance in future.
As required under Regulation 6 (1) SEBI LODR Regulations, 2015 Any vacancy in the Office of a Company Secretary shall be filled by the listed entity at the earliest and in any case not later than three months from the date such vacancy, However, the Company has not filled up casual vacancy of Compliance Officer within the 3 months from the date of such vacancy. The management herewith clarifies that as the company was in search of a suitable candidate for the said designation; therefore; there resulted a delay in the appointment of the Company Secretary in the Company.
As required under Regulation 17(1E) of the SEBI (LODR) Regulations, 2015, Any vacancy in the office of a director shall be filled by the listed entity at the earliest and in any case not later than three months from the date such vacancy, However, the Company has not filled up casual vacancy of Independent Director within three from the date of such vacancy created by resignation of independent Director. Furthermore, as on date; the company has appointed a Qualified Company Secretary in compliance with requirement laid down under Regulation 6(1) of SEBI(LODR) Regulations, 2015.
As required under Regulation 30 of the SEBI (LODR) Regulations, 2015, Proceedings of Annual General Meeting of the Company shall be disclosed within 12 hours, However the Company has not disclosed Proceedings of Annual General Meeting of the Company within 12 Hours. The management hereby clarifies that; as the company was in search of suitable candidate for the said designation; there resulted a delay in compliance with the said regulation. Moreover; the management assures that with due compliance with Regulation 17 of the SEBI (LODR) Regulations, 2015; it shall ensure that all other non-compliances forming part thereof are made good by the company.
As required under Regulation 47 of the SEBI (LODR) Regulations, 2015, the notice given to shareholder by advertisement, however the company has not given any advertisement for the EGM held during the year. The management clarifies that the proceedings of the AGM was filed in delayed manner due to short business hours during festive time of Milad un-Nabi/ld-e-Milad; therefore, it caused an inadvertent delay in submission of proceedings of Annual General Meeting (AGM) held on 29.09.2023. However, the Company had submitted the proceedings of AGM within 24 hours instead of 12 hours. Furthermore; the management assures that it will be more careful in future and would further like to state that the Company has been regular in adhering to the compliances under the Listing Regulations and other applicable laws.
The Company had not maintained the SDD Software during the year. The management clarifies that it had inadvertently failed to submit the advertisement of EGM notice dispatched to shareholders of the company. Furthermore, it has ensured that appropriate measure will be taken to ensure timely compliance of all applicable regulations in future.
The Company has passed the resolution for Shifting RO from State of Maharashtra to State of Gujarat in last AGM, however the company was failed to shift the registered office in last one year. The management herewith informs that the company has installed the SDD software in accordance with the requirements of the Insider Trading Regulations and the SEBI norms and had duly made all applicable entries in the said software as per the requirement of the Regulations.
Further the company has received notice from ROC for not maintaining the registered office as per the requirement of Companies Act, 2013 However, as stated earlier, due to change in management of the company and the resulting changes in the working structure of the company; the company was not able to enter some of the entries in the SDD software in a timely manner. Moreover, now the company has aligned appropriate action plan to ensure compliance with said regulations.
The Company has given the loans and advances in the nature of loan exceeding the limit specified under section 186 of the Companies Act, 2013 The management herewith informs that due to change in management and restructuring of other procedural and work related requirements of the company; the above stated resolution was not executed as forecasted by the management. However, the company is clear with its intent of changing RO from State of Maharashtra to the
State of Gujarat and accordingly, it has put up the said agenda again in its ensuing AGM for approval of its shareholders.
The Company has passed the resolution in the Annual General Meeting held on September 29,2023 to shift the registered office of the Company from the State of Maharashtra To "State Of Gujarat" due to change in management of the Company.
Currently The Registered office of the Company is situated in the "State of Maharashtra" E-308, Crystal Plaza, New Link Road, Opp. Infinity Mall, Andheri (West) Mumbai MH 400053 IN. The Company has shifted its Corporate Office from Maharashtra to Gujarat and in the process to shift of registered office to the other location in Gujarat that will increase the effectiveness in corporate functioning of the Company. The process for registered office shifting is filed and is under process.
Furthermore, on the date of Surprise Visit, the management was present at Gujarat office and is frequently travelling to and forth from Gujarat to Maharashtra and back due to business operations.
Loans and Advances standing in Financials are advances given to customer in lieu of business and advance given to expand business. The ageing of the same does not exceed 6 months and the same will be settled during the year. Management shall pass resolution forthesame in upcoming General Meeting if necessary.

28. INTERNAL CONTROL SYSTEMS AND THEIR ADEQUACY

The company has an Internal Control System, commensurate with the size, scale and complexity of its operations. The scope and authority of the Internal Audit function is defined by the Audit Committee. To maintain its objectivity and independence, the Internal Audit function reports to the Chairman of the Audit Committee of the Board.

The Internal Audit Function monitors and evaluates the efficacy and adequacy of internal control system in the Company, its compliance with operating systems, accounting procedures and policies of the Company.

Based on the internal audit function, the Company undertakes corrective action in their respective areas and thereby strengthens the control system. Significant audit observations and recommendations along with corrective actions thereon are presented to the Audit Committee of the Board.

29. DETAILS OF POLICY DEVELOPED AND IMPLEMENTED BY THE COMPANY ON ITS CORPORATE SOCIAL RESPONSIBILITY INITIATIVES

As the Company is not having net worth of rupees five hundred Crores or more, or turnover of rupees one thousand Crores or more or a net profit of rupees five Crores or more during previous financial year,

The Company is not required to comply with the provisions of Section 135 of the Companies Act, 2013 with the regard to the formation of the CSR Committee and undertaking of Social Expenditure as required under the said Section.

30. SUBSIDIARIES, ASSOCIATE COMPANIES AND JOINT VENTURES

As Company does not have any Subsidiaries or Associates Companies or Joint ventures, it is not required to give disclosure in Form AOC-1 Pursuant to first proviso to sub-section (3) of Section 129 read with Rule 5 of Companies (Accounts) Rules, 2014.

31. VIGIL MECHANISM / WHISTLE BLOWER POLICY

Pursuant to Regulation 22 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, the Company has framed a Vigil Mechanism/Whistle Blower Policy to report genuine concerns, grievances, frauds and mismanagements, if any. The Vigil Mechanism/Whistle Blower Policy has been posted on the website of the Company.

32. RELATED PARTY TRANSACTIONS

All Related Party Transactions that were entered into during the financial year were on an arm's length basis and in the ordinary course of business and were in compliance with the applicable provisions of the Act and the Listing Regulations.

There were no materially significant Related Party Transactions made by the Company with Promoters, Directors, Key Managerial Personnel which may have a potential conflict with the interest of the Company at large. All Related Party Transactions are placed before the Audit Committee for approval. Prior omnibus approval of the Audit Committee is obtained for the transactions which are repetitive in nature.

A statement of all Related Party Transactions is placed before the Audit Committee for its review on a quarterly basis, specifying the nature, value and terms and conditions of the transactions, if any. The Company has adopted a Related Party Transactions Policy.

The details have been enclosed pursuant to clause (h) of subsection (3) of Section 134 of Companies Act, 2013 read with Rule 8(2) of the Companies (Accounts) Rules 2014 - 'AOC-2'- Annexure II.

33. PARTICULARS OF LOANS, GUARANTEES, SECURITIES OR INVESTMENTS BY THE COMPANY

During the year under review, the company has not given any guarantees/securities or made investments covered under Section 186 of the Companies Act, 2013. The details of the loans given by the Company have been disclosed in the notes to the financial statements.

34. CORPORATE SOCIAL RESPONSIBILITY INITIATIVES

The provisions of Section 135 of the Companies Act, 2013 read with the Companies (Corporate Social Responsibility Policy) Rules 2014, were not applicable to the Company for the financial year ended 31st March, 2024.

35. DEPOSITORY SERVICES

The company's equity shares have been admitted to the depository mechanism of the National Securities Depository Limited (NSDL) and also the Central Depository Services (India) Limited (CDSL). As a result the investors have an option to hold the shares of the Company in dematerialized form in either of the two Depositories. The company has been allotted ISIN No. INE113B01029.

Shareholders are therefore requested to take full benefit of the same and lodge their holdings with Depository Participants [DPs] with whom they have their Demat Accounts to get their holdings converted in electronic form.

36. CODE OF CONDUCT

Your Company is committed to conducting its business in accordance with the applicable laws, rules and regulations and highest standards of business ethics. In recognition thereof, the Board of Directors has implemented a Code of Conduct for adherence by the Directors, Senior Management Personnel and Employees of the company. This will help in dealing with ethical issues and also foster a culture of accountability and integrity.

All the Board Members and Senior Management Personnel have confirmed compliance with the Code.

37. DETAILS OF SIGNIFICANT AND MATERIAL ORDERS PASSED BY THE REGULATORS OR COURTS

There were no significant or material orders passed by the regulators or courts impacting the going concern status of the company and its future operations.

38. MATERIAL CHANGES AND COMMITMENTS AFFECTING THE FINANCIAL POSITION OF THE COMPANY

There have been no material changes and commitments affecting the financial position of the Company which occurred during between the end of the financial year to which the financial statements relate and the date of this report.

During the year under review, the Company has issued 20,91,249 Convertible Equity Warrants. Where out of 20,91,249 Convertible Equity Warrants, Board of Directors of the Company through resolution by circulation on 02nd April,2024 had considered and approved the conversion of 7,33,488 Equity Warrants upon receipt of 25% of the issue price from the allottees.

Whereas, 13,57,761 warrants shall remain pending for conversion which can only be converted into equity shares upon payment of balance 75% of the warrant amounts as per issue price per warrant within 18 months from the date of warrant allotment.

Also, consent of the members of the company had been accorded to shift the registered office of the Company from the State of Maharashtra to "State of Gujarat".

39. VIGIL MECHANISM / WHISTLE BLOWER POLICY

In pursuance to Section 177 of the Companies Act, 2013, the Company has adopted a Vigil Mechanism / Whistle Blower Policy to deal with instance of fraud and mismanagement, if any.

The Company promotes ethical behavior in all its business activities and has adopted a mechanism of reporting illegal or unethical behavior. The Company has a whistle blower policy wherein the employees are free to report violations of laws, rules, regulations or unethical conduct to their immediate supervisor or such other person as may be notified by the management to the employees / workers.

The mechanism also provides for adequate safeguards against victimization of directors and employees who avail of the mechanism and also provide for direct access to the Chairperson of the Audit Committee in the exceptional cases.

The confidentiality of those reporting violation is maintained and they are not subjected to any discriminatory practice.

However, no violation of laws or unethical conduct etc. was brought to the notice of the Management or Audit Committee during the year ended 31st March, 2024.

We affirm that during the financial year 2023-24, no employee or director was denied access to the Audit Committee.

40. RISK MANAGEMENT POLICY

According to the Directors of the Company, elements of risk that could threaten the existence of the Company are very minimal. Hence, no separate risk management policy is formulated by the Company.

41. POLICY ON PREVENTION OF SEXUAL HARASSMENT AT WORKPLACE

The Company was not required to constitute an Internal Complaint Committee as required under Section 4 of the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013 and the Rules made thereunder as the company has not employ(ed) 10 or more employees at any time during the financial year 2023-24.

Further, the provisions relating to the constitution of Internal Complaints Committee under the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013 to redress complaints received regarding sexual harassment were not applicable to the company during the review period.

42. LISTING

The Company's Equity Shares are listed on BSE Limited. The company has paid listing fees to BSE Limited up to 31st March, 2024 and has complied with all the required formalities.

The trading in shares of the company on the Stock Exchange has resumed during the year.

43. INTERNAL FINANCIAL CONTROL AND THEIR ADEQUACY

The company has in place adequate, internal financial controls commensurate with the size, scale and complexity of its operations. The Company has policies and procedures in place for ensuring proper and efficient conduct of its business, the safeguarding of its assets, the prevention and detection of frauds and errors, the accuracy and completeness of the accounting records and the timely preparation of reliable financial information. The company has adopted accounting policies, which are in line with the accounting standards and the Companies Act, 2013.

44. REPORTING OF FRAUDS

There have been no instances of fraud reported by the Statutory Auditors under Section 143(12) of the Acts & Rules framed thereunder either to the Company or to the Central Government.

45. SECRETARIAL STANDARDS

The Company has devised proper systems to ensure compliance with the provisions of all applicable Secretarial Standards issued by The Institute of Company Secretaries of India and that such systems are adequate and operating effectively.

46. SAFETY, ENVIRONMENT CONTROL AND PROTECTION

The Company is aware of the importance of environmentally clean and safe operations. The Company's policy requires conduct of operations in such a manner, so as to ensure safety of all concerned, compliances, environmental regulations and preservation of natural resources.

47. DISCLOSURE ON MAINTENANCE OF COST RECORDS

Maintenance of Cost Records as specified by the Central Government under sub-section (1) of section 148 of the Companies Act, 2013, is not applicable to the company.

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

During the year under the review, there were no applications made or proceedings pending in the name of the company under the insolvency and bankruptcy code, 2016.

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

During the year under the review, there has been no one time settlement of loans taken from banks and financial institutions.

50. GENERAL DISCLOSURE

Your Directors state that no disclosure or reporting is required in respect of the following items as there were no transactions on these items during the year under review:

1. Issue of equity shares with differential rights as to dividend, voting or otherwise.

2. Issue of shares (sweat equity shares) to employees of the Company under ESOS.

3. No significant or material orders were passed by the Regulators or Courts or Tribunals which impact the going concern status and Company operations in future.

51. APPRECIATION

Your Directors would like to extend their sincere appreciation to the Company's shareholders, vendors and stakeholders including banks, who have extended their valuable sustained support and encouragement during the year under review.