Chemkart India Ltd

FOR THE FINANCIAL YEAR ENDED MARCH 31, 2024

To The Members,

Chemkart India Private Limited

Your directors have pleasure in presenting the Fifth Annual Report together with the Audited Statement of Accounts of your Company for the financial Year ended March 31, 2024.

The Company's financial performance for the financial year ended March 31, 2024:

(Amount in INR)

1. The Company is engaged in the business of manufacturing and processing of food ingredients, food supplements, food additives, food thickeners, sweeteners, preservatives, vitamins, amino acids, nutritional supplements, herbal extract and any other drugs and medicines.

2. There has been no change in the business of the Company during the financial year ended March 31, 2024.

The Company is having website i.e. https://www.chemkart.net/ and annual return of Company has been published on such website. Link of the same is given below.

The Board of Directors of your Company met 06 (Six) times during the year and the details of which are as follows:

During the year, Extra-Ordinary General Meetings have been held on 04^th March, 2024.

The time gap between the two meetings was in accordance with the requirements. All the information required to be furnished to the Board was made available along with a detailed Agenda.

During the year under review, the Company has complied with the provisions of Secretarial Standard- 1 (relating to Meetings of the Board of Directors) and Secretarial Standard-2 (relating to General Meetings) issued by the Institute of the Company Secretaries of India.

The Auditor's Report doesn't contain any information in relation to fraud.

The observations of the Statutory Auditors, when read together with the relevant notes to the accounts and accounting policies are self-explanatory and do not call for any further comment.

There have been no material changes and commitments, which affect the financial position of the company which have occurred between the end of the financial year to which the financial statements relate and the date of this Report.

There has been no change in the constitution of the Board during the financial year under review i.e. the structure of the Board remains the same.

However, Ms. Jagriti Mishra was appointed as a whole time Company Secretary of the Company w.e.f. 01^st March, 2023.

No significant and material order has been passed by the regulators, courts, tribunals impacting the going concern status and Company's operations in future.

All related party transactions that were entered into during the financial year ended March 31, 2024, were on an arm's length basis and were in the ordinary course of business. Therefore, the provisions of Section 188 of the Companies Act, 2013 were not attracted.

There are no materially significant related party transactions during the financial year under review made by the Company with Promoters, Directors, or other designated persons which may have a potential conflict with the interest of the Company at large. Thus, disclosure in Form AOC-2 is attached.

However, the disclosure of transactions with related parties for the financial year, as per Accounting Standard -18 Related Party Disclosures is given in Note No. 2.24 to the Balance Sheet as on March 31, 2024.

The Company has Complied with the applicable Secretarial Standards (as amended from time to time) on meetings of the Board of Directors issued by The Institute of Company Secretaries of India and approved by Central Government under section 118(10) of the Companies Act, 2013.

The Company has not made any Investment, given guarantee and securities during the financial year under review. There for no need to comply provisions of section 186 of Companies Act, 2013.

The Board of Directors of your company has decided not to transfer any amount to the Reserves for the financial year under review.

The Board of Directors of your company, after considering holistically the relevant circumstances, has decided that it would be prudent, not to recommend any Dividend for the financial year under review.

Conservation of energy is of utmost significance to the Company. Operations of the Company are not energy intensive. However, every effort is made to ensure optimum use of energy by using energy- efficient computers, processes and other office equipment. Constant efforts are made through regular/ preventive maintenance and upkeep of existing electrical equipment to minimize breakdowns and loss of energy.

The Company is continuously making efforts for induction of innovative technologies and techniques required for the business activities.

Steps taken by company for utilizing alternate sources of energy: NIL •Capital investment on energy conservation equipment's: NIL

During the year, Company has done export sales of Rs. 34,86,760/- and made a gain through Foreign Currency Fluctuation of Rs.79,54,828/-. The company has incurred Freight and custom charges as well.

Risk Management is the process of identification, assessment and prioritization of risks followed by coordinated efforts to minimize, monitor and mitigate/control the probability and/or impact of unfortunate events or to maximize the realization of opportunities. The Company has laid down a comprehensive Risk Assessment and Minimization Procedure which is reviewed by the Board from time to time. These procedures are reviewed to ensure that executive management controls risk through means of a properly defined framework. The major risks have been identified by the Company and its mitigation process/measures have been formulated in the areas such as business, project execution, dg event, financial, human, environment and statutory compliance.

Our Company has always believed in providing a safe and harassment free workplace for every individual working in the Company premises. Company always endeavors to create and provide an environment that is free from any discrimination and harassment.

The policy on prevention of sexual harassment at workplace aims at prevention of harassment of employees (whether permanent, temporary, ad-hoc, consultants, interns or contract workers irrespective of gender} and lays down the guidelines for identification, reporting and prevention of undesired behaviour. The Company has duly constituted internal complaints committee as per the said Act.

During the financial year ended March 31, 2024, there will nil complaints recorded pertaining to sexual harassment.

As on March 31, 2024, Company doesn't have any Subsidiary & Joint Venture and Associate Companies at the end of the year.

20.INTERNAL FINANCIAL CONTROL:

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

Auditors of the Company M/s Mehta & Associates, Chartered Accountants, (Firm Reg. No.:148089W), Mumbai hold office until the conclusion of the ensuing Annual General Meeting and being eligible offer themselves for re-appointment until the conclusion of 9^th Annual General Meeting of the company to be held in the Year 2029.

As required under the provisions of section 139(1) of the Companies Act, 2013, the company has received a written consent from M/s MEHTA & ASSOCIATES. Chartered Accountants, (Firm Reg. No.:148089W), Mumbai to their re-appointment and a certificate, to the effect that their reappointment, if made, would be in accordance with the new Act and the Rules framed there under and that they satisfy the criteria provided in Section 141 of the Companies Act, 2013.

According to the provision of section 204 of the Companies Act, 2013 read with Rule 9 of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, the Company being Private Company section 204 not applicable to the Company.

In accordance with the provisions of Section 148 of the Act read with Companies (Audit & Auditors) Rules, 2014, Company is not required to maintain cost records.

The Directors would like to inform the Members that the Audited Accounts for the financial year ended March 31, 2024, are in full conformity with the requirement of the Companies Act, 2013. The Financial Accounts are audited by the Statutory Auditors. The Directors further confirm that: -

a) In the preparation of the annual accounts for the year ended March 31, 2024 the applicable accounting standards read with requirements set out under Schedule III to the Act, have been followed and there are no material departures from the same.

b) The Directors have selected such accounting policies and applied them consistently and made judgments and estimates that are reasonable and prudent so as to give a true and fair view of the state of affairs of the Company as at March 31, 2024 and of the profit of the Company for the year ended on that date.

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

d) The Directors have prepared the annual accounts on a 'going concern' basis.

e) The Company being unlisted, sub clause (e) of section 134(3) of the Companies Act, 2013 pertaining to laying down internal financial controls is not applicable to the Company.

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

The company has not accepted any deposits during the financial year under review. However, loan form director's/ relative of directors taken during the year are as follows:

The Company had constituted a CSR Committee to decide upon and implement the CSR Policy of the Company.

As per the provision of Section 135 the Company was required to spend Rs. 26, 53,472/- (INR Twenty- Six Lakh Fifty-Three Thousand Four Hundred Seventy-Two Only) during the F.Y. 2023-24 and the same has spent on the areas mentioned under Schedule VII of Companies Act 2013.

No application has been made or any proceeding is pending under the IBC, 2016. Hence this clause is not applicable.

The company has never made any one-time settlement against the loans obtained from Banks and Financial Institution during the financial year. Hence this clause is not applicable.

Your directors place on the record their appreciation of the Contribution made by employees, consultants at all levels, who with their competence, diligence, solidarity, co-operation and support have enabled the Company to achieve the desired results.

The board of Directors gratefully acknowledge the assistance and co-operation received from the Central and State Governments Departments, Shareholders and Stakeholders.