Dear Members,

Your Directors are pleased to present their 39th Annual Report of Ganon Products Limited together with the Audited Statement of Accounts for the financial year ended 31st March 2024:

Financial Performance

The summarized results of your Company are given in the table below

(Amount in Lakh)

OPERATIONS AND FUTURE PLANS

During the year under review the revenue from the operation is Rs. 2790.36 Lakh and other income is Rs.140.95 Lakh in comparison to Rs. 1274.02 Lakh revenue and other income of Rs. 135.26 Lakh in previous year.

Further Company has earned a net profit after tax of Rs. 12.74 Lakh in comparison to Rs. 1.48 Lakh in previous year. Directors are hopeful that the results will be more encouraging in the near future.

BUSINESS REVIEW/ STATE OF THE COMPANY'S AFFAIRS

Ganon Products Limited is involved in trading activity of Multiple Commodities like Cotton, steels, Fabric, Thermal coal etc. and we are looking forward to meet the rising demand of Cotton, Fabric, Coal, Steel, Metals domesticallyand internationally. We procure the material from local Suppliers as well as from foreign suppliers and sale it in domestic market and international market.

Over the past few years, Company has accumulated a strong and healthy market trust through the simple principlethat we follow: EARN TRUST WITH BUSINESS.

DIVIDEND

Your directors have not recommended any Dividend for the financial year ended 31st March 2024 in order topreserve resources in the Company.

SHARE CAPITAL

As on 31st March 2024 Authorized Share Capital of the Company stood at Rs. 10,00,00,000/- (Rupees Ten Crores Only) divided into 1,00,00,000 (One Crore) Equity Shares of Rs. 10/- (Rupees Ten only) each.

As on 31st March 2024 Paid-up Equity Share Capital of the Company stood at Rs. 9,33,10,000 (Rupees Nine Crores Thirty

Three Lakhs Ten Thousand Only) divided into 93,31,000 (Ninety Three Lakhs Thirty One Thousand) Equity Shares of Rs. 10/- (Rupees Ten Only) each.

RESERVE

The Accumulated Reserve of the Company is Rs. 163.76 Lakh as on 31st March 2024 inclusive of profit after tax of Rs. 12.74 Lakh earned during the financial year 2023-24.

Board Evaluation

Pursuant to the provisions of the Companies Act, 2013 read with the Rules made thereunder and SEBI (Listing Obligations & Disclosure Requirements) Regulation, 2015, the Board has carried out an annual performance evaluation of its own performance, the directors individually as well as the evaluation of its various Committees.The criteria applied in the evaluation process are detailed in the Corporate Governance Report which forms part of this report.

Meetings of the Board

During the year ended 31st March 2024 Six (6) Board Meetings were held by the Company on 15th April 2023,30th May 2023, 14th August 2023, 07th September 2023, 09th November 2023, and 13th February 2023.

The Board of Directors of the Company is headed by a Non-Executive Chairman and consist of the following Directors as on 31st March 2024 as indicated below:

Mr. Ravindra Haribhau Gopale have been appointed as CFO of the Company w.e.f. 15th April 2023. Board Meeting held during Financial Year 2023-24

The gap between any 2 (Two) meetings did not exceed 120 (One Hundred Twenty) days.

COMMITTEES OF THE BOARD

Presently Company has constituted three (3) Committees of the Board namely Audit Committee, Nomination and Remuneration Committee & Stakeholders' Relationship Committee. The detailed composition of various Committees is elucidated below:

Audit Committee

As on 31st March 2024 the composition of the Audit Committee of the Company was as follow:

The recommendations of the Audit Committee are always welcomed and accepted by the Board & all the steps impacting the financials of the Company are undertaken only after the consultation of the Audit Committee.

The Meeting(s) of the Audit Committee held on 30th May, 2023, 14th August, 2023, 09th November, 2023 and 13th February,2024.

Nomination & Remuneration Committee

As on 31st March 2024 the composition of the Nomination and Remuneration Committee of the Company was as follow:

The Meeting(s) of the Nomination and Remuneration Committee held on 15th April,2023 and 09th November, 2023. Nomination and Remuneration Committee Policy

The Board on the recommendation of the Nomination & Remuneration Committee has framed a policy for selection and appointment of Directors, Senior Management and their remuneration. The Remuneration Policy is annexed as "Annexure I" to this report.

Stakeholders' Relationship Committee

The said Committee oversees all the matters relating to Stakeholders' grievances/complaints and to review registerof transfer for shares in physical mode. The role of the Committee is to consider & resolve securities holders' complaint.

As on 31st March 2024 the composition of the Stakeholder's Relationship Committee of the Company was as follow:

The Meeting of the Stakeholder's Relationship Committee held on 07th September, 2023.

MEETING OF INDEPENDENT DIRECTOR:

The Meeting of the Independent Director held on 07th September, 2023.

DECLARATION OF INDEPENDENCE FROM INDEPENDENT DIRECTORS

All Independent Directors of the Company have individually and severally given a declaration pursuant to Section 149(7) of the Companies Act, 2013 affirming compliance to the criteria of Independence as laid down under Section 149(6) of the Companies Act, 2013. Based on the declaration(s) of Independent Directors, the Board of Directors recorded its opinion that all Independent Directors are independent of the Management and have fulfilled the conditions as specified in the Companies Act, 2013, rules made thereunder as well as applicable provisions of theSEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015.

DIRECTORS' RESPONSIBILITY STATEMENT

Pursuant to Section 134(5) of the Companies Act, 2013, the Directors of your Company affirm that:

• in the preparation of the annual accounts, the applicable Indian Accounting Standards had been followed alongwith proper explanation relating to material departures;

• 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 companyat the end of the financial year and of the profit and loss of the company for that period;

• the directors had taken proper and sufficient care for the maintenance of adequate accounting records in accordance

• with the provisions of this Act for safeguarding the assets of the company and for preventing anddetecting fraud and other irregularities;

• the directors had prepared the annual accounts on a going concern basis;

• 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

• the directors had devised proper systems to ensure compliance with the provisions of all applicable laws andthat such systems were adequate and operating effectively.

CHANGE IN THE NATURE OF BUSINESS

During the period under review, there was no change in the nature of business of the Company.

ANNUAL RETURN

Pursuant to the provisions of Section 134(3)(a) of the Act, the Annual Return in form MGT-7 for the Company for the financial year 2023-24 will be available on the Company's website i.e. http://www.ganontrading.com/.

PARTICULARS OF CONTRACTS/ ARRANGEMENTS WITH RELATED PARTY

During the financial year under review, your Company had entered into related party transactions which were on an arm's length basis and in the ordinary course of business. There were no material transactions with any relatedparty as per the provisions of Section 188 of the Act read with the Companies (Meetings of Board and its Powers)Rules, 2014 and Regulation 23 of the SEBI Listing Regulations.

All related party transactions were approved by the Audit Committee of your Company. Particulars of related party transactions are listed out under the notes to the financial statements forming part of this Annual Report.

The policy on related party transactions is available on the Company's website i.e. www.ganonproducts.com

Statutory Auditor

M/s. R V Luharuka & Co LLP , Chartered Accountants (ICAI Firm Registration 105662W/W100174) were reappointed as Statutory Auditors of the Company for a period of 5 (five) years commencing from the conclusion of 38th Annual General Meeting till the conclusion of 43rd Annual General Meeting of the Members of the Company, at a remuneration to be fixed by the Board of Directors every year in consultation with the auditors. The Board have proposed reappointment of the Statutory Auditors for a period of 5 (five) years.

The Statutory Auditors have issued their reports on Financial Statements for the financial year ended 31 st March 2024. There are no adverse remarks or qualifications in the said report. The Notes on Accounts referred to in the Auditors' Report are self-explanatory and do not call for any further comments.

Secretarial Auditor

In compliance with the provisions of Section 204 of the Companies Act, 2013 read with Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, the Board of Directors has appointed M/s. Akshay Sharma & Associates, Practicing Company Secretary as Secretarial Auditor of the Company to undertake Secretarial Audit of the Company for the financial year ended 31st March 2024. The Secretarial Audit Report is attached herewith marked as "Annexure IV" and forms an integral part of this report.

Internal Auditor:

The provisions of section 138 of Companies Act, 2013 are applicable to the company and the company has not appointed the Internal Auditor even till date thereby non-complaint. The management has reported that the company is in the process of complying with the same by taking the task on hand and taking necessary action to ensure its timely compliance in future.

RISK MANAGEMENT

Risk Management is a risk-based approach to manage an enterprise, identifying events that may affect the entity and manage risks to provide reasonable assurance regarding achievement of entity's objective. The risk management process consists of risk identification, risk assessment, risk prioritization, risk treatment or mitigation, risk monitoring and documenting the new risks. The Company has laid a comprehensive Risk Assessment and Minimization Procedure, which is reviewed by the Audit committee and approved 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. In the opinion of your Board, none of the risks which have been identified may threaten the existence of the Company.

INTERNAL CONTROL SYSTEMS AND THEIR ADEQUACY

The Company has in place an adequate budgetary control system and internal financial controls with reference to financial statements. No reportable material weaknesses were observed in the system during the previous fiscal. Further, the Company has laid down internal financial control policies and procedures which ensure accuracy and completeness of the accounting records and the same are adequate for safeguarding of its assets and for prevention and detection of frauds and errors, commensurate with the size and nature of operations of the Company. The policies and procedures are also adequate for orderly and efficient conduct of business of the Company.

PUBLIC DEPOSITS

The Company has not accepted any deposit from the public and from its Member within the meaning of section 73of the Companies Act, 2013 and the rules made there under.

PARTICULARS OF LOANS. GUARANTEES OR INVESTMENTS BY THE COMPANY UNDER SECTION 186

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

MATERIAL CHANGES AFFECTING THE FINANCIAL POSITION OF THE COMPANY

There were no material changes and commitments affecting the financial position of the Company have occurred between the period ended 31st March 2024 to which financial results relate and the date of the Report.

CORPORATE SOCIAL RESPONSIBILITY

The provisions as laid down in the Section 135 of the Companies Act, 2013 are not applicable to the Company, hence no such Committee has been formed. However, Company had always tried in its best possible ways to involve itself in social development activities.

SIGNIFICANT AND MATERIAL ORDERS PASSED BY THE REGULATORS OR COURTS

There are no significant and material orders passed by the Regulators/Courts which would impact the going concern status of the Company and its future operations.

MANAGEMENT DISCUSSION AND ANALYSIS

The information, as required under SEBI (Listing Obligations & Disclosures Requirements) Regulations, 2015 is as under:-

Ganon Products Limited is mainly engaged in TradingBusiness of Commodities more specifically in Cotton, Fabrics, Steel, Metal, Coal etc domestically and internationally. The Company is exploring various options to improve margins of the Company, by having tight control on expenses & exploring various business activities. Despite various adverse factors we firmly believe that Indian economic will grow this presents vast opportunities for us to grow our businesses in the medium to long term, though short-term pain remains a possibility. We further believe the policy of liberalization and forward-looking regulatory changes will help markets grow in size. While positive Government policies and regulatory changes do enlarge the scope of opportunities for all sector in which Company operate and companies, lack of or delay in reforms or certain regulatory changes can significantly impact the performance or make an existing business modelunviable. The growth in the all sector is very good and Management expects better results in forth coming year. The company is planning to venture into trading of other merchandise products through the existing chain of Wholesellers and retailers.

INDUSTRY STRUCTURE AND DEVELOPMENTS

The Global Economy including both developed and emerging countries is showing signs of growth with improved market confidence, recovering in commodity prices and pickup in manufacturing and Trade. Although the growth prospects face various challenges like conflicts, protectionist attitude of developed economies etc., Going Forward, global growth is projected to edge up but at a slower pace.

India is one of the fastest growing economy in the world and is expected to grow at a faster pace in the coming year on the backdrop of strong domestic consumption, policy reforms, and government spending on infrastructure.

In view of the aforesaid global & domestic scenarios the International Trading Industry shown an almost stagnant performance and is expected to grow in the coming years due to the various pragmatic initiatives of the Indian Government and expected revival of the Global Economy.

OPPORTUNITIES & THREATS

With the reform oriented and business friendly government at the center and India among the fastest developing economy of the world, the opportunities for the company appears to be endless. However the trading industry may face the risk of imposition of a ban on import/export of a commodity by the government of any country, decrease in consumer demand, price war among key competitors. The COVID 19 pandemic situation has impacted lot in the business of the Company and further gradual reduction in the profit of the Company. Still the World / Country has not completely came out from the COVID 19 pandemic situation.

SEGMENT PERFORMANCE

The Company operates into single segment i.e. Trading Industry henceforth information in respect of Segment Performance does not applicable to the Company.

OUTLOOK:

With the global economy appearing to be on the path of revival and with the high-income economies showing signs of firm recovery after years of low growth and/or recession, the outlook for the International Trading Industry in particular and Trading Industry in general appears to be bright. The stable and growth-oriented Government at the Center and its initiatives like make-in-India, digitalization, GST Implementation in Indirect Tax Regime, ONE Tax ONE India will benefit the domestic economy. In view of the aforesaid the outlook of the Company also appears tobe bright.

RISKS AND CONCERNS:

These aspects have been mentioned under the Heading "Opportunities and Threats".

INTERNAL CONTROL SYSTEMS AND THEIR ADEQUACY:

The Company has an effective and reliable internal control system commensurate with the size of its operations. At the same time, it adheres to local statutory requirements for orderly and efficient conduct of business, safeguarding of assets, the detection and prevention of frauds and errors, adequacy and completeness of accounting records and timely preparation of reliable financial information. The efficacy of the internal checks and control systems is validated by self-audits and internal as well as statutory auditors.

DISCUSSION ON FINANCIAL PERFORMANCE WITH RESPECT TO OPERATIONAL PERFORMANCE:

Share Capital:

During the year under review, there is no change in the share capital of Company.

Reserves and Surplus:

The Reserve and Surplus of Company on Standalone Basis is Rs. 163.76 Lakh as on period ended on 31st March, 2024.

Total Income:

The Company has earned total Income Rs. 12.74 Lakh on Standalone Basis as on period ended on 31st March, 2024.

MATERIAL DEVELOPMENTS IN HUMAN RESOURCES / INDUSTRIAL RELATIONS FRONT. INCLUDING NUMBER OF PEOPLE EMPLOYED:

Your Company follows a policy of building strong teams of talented professionals. People remain the most valuable asset of your Company. The Company recognizes people as its most valuable asset and the Company has kept a sharp focus on Employee Engagement. The Company's Human Resources is commensurate with the size, nature and operations of the Company.

DETAILS OF SIGNIFICANT CHANGES fT.E. CHANGE OF 25% OR MORE AS COMPARED TO THE IMMEDIATELY PREVIOUS FINANCIAL YEAR) IN KEY FINANCIAL RATIOS. ALONG WITH DETAILED EXPLANATIONS THEREFOR, INCLUDING:

DETAILS OF ANY CHANGE IN RETURN ON NET WORTH AS COMPARED TO THE IMMEDIATELY PREVIOUS FINANCIAL YEAR ALONG WITH A DETAILED EXPLANATION THEREOF: -

The Return on Net Worth for F.Y. 2023-24 is 1096.86 Lakh and for F.Y. 2022-23 was 1082.93 Lakh. The reason for change is on account of increase in profit incurred by the company in F.Y. 2023-24.

CAUTIONARY STATEMENT:

This report contains forward- looking statements based on the perceptions of the Company and the data and information available with the company. The company does not and cannot guarantee the accuracy of various assumptions underlying such statements and they reflect Company's current views of the future events and are subject to risks and uncertainties. Many factors like change in general economic conditions, amongst others, could cause actual results to be materially different.

CORPORATE GOVERNANCE

In terms of Regulation 15(1) of SEBI (Listing Obligations & Disclosure Requirements) Regulations, 2015, the provisions related to Corporate Governance as specified in Regulation 17 to 27 and Clause (b) to (i) of sub - regulation (2) of regulation 46 and para CD and E of schedule V shall not be applicable in respect of companies having paid up equity share capital not exceeding Rs.10 crore and Net worth not exceeding Rs.25 crore as on thelast day of the previous financial year.

As on 31st March 2024, the Equity Share Capital is Rs. 9,33,10,000/- and Net worth is Rs. 10,96,86,000/-

Hence separate report on Corporate Governance is not applicable to the Company.

INSURANCE:

As on 31st March 2024 there are no fixed assets in the books of the Company.

DEMATERIALISATION OF SHARES

Your Company has obtained connectivity with the National Securities Depository Limited (NSDL) & Central Depository Services (India) Limited (CDSL) for dematerialization of its Equity Shares. The ISIN is INE162L01017 has been allotted for the Company Shares. Therefore, the members and/or investors may keep their shareholdingsin the demat mode with their Depository Participant.

As on 31st March 2024, 97.15 % of the paid-up Equity Share Capital stands in Demat mode and the remaining 2.85% Equity Shares were held in physical mode, the details of which are as follows:

LISTING OF SHARES

The shares of your Company are listed on BSE Limited. The applicable Annual Listing fees has been for financialyear 2023-24 has been paid by the Company.

SUBSIDIARY COMPANIES

The Company does not have any Subsidiary Company.

VIGIL MECHANISM/WHISTLE BLOWER POLICY:

Pursuant to the provisions of the Companies Act, 2013 read with the Companies (Meeting of Board and its Powers) Rules, 2014 and Chapter IV of SEBI (Listing Obligations & Disclosure Requirements) Regulations, 2015, your Company has implemented a vigil mechanism policy to deal with instance of fraud and mismanagement, if any. The policy also provides for adequate safeguards against victimization of persons who use such mechanism and makes provision for direct access to the chairperson of the Audit Committee in all cases. The policy has been revised and has been adopted by the Board of Directors on 14th December 2017.The Policy is also available on the web-site of the Company i.e. www.ganonproducts.com

The Audit Committee of Board of Directors are entrusted with the responsibility to oversee the Vigil mechanism. During the year 2023-2024

No event of fraud was reported;

No complaint was reported under the Whistle Blower Policy;

No transaction of suspicious nature was noticed; and

The Company had not received any new complaint under SCORES from the Shareholders / Investors.

PARTICULARS OF EMPLOYEES:

Particulars of employees in accordance with the provisions of Section 197 of the Companies Act, 2013, read with Rule 5(2) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 are not given,as there are no employees in the Company drawing remuneration of more than Rs. 8,50,000/- rupees per month and Rs. 1,02,00,000/-per annum.

CONSERVATION OF ENERGY. TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE EARNING& OUTGO:

The details pertaining to conservation of energy and technology absorption as required under Section 134(3)(m) of the Companies Act, 2013 read with Rule, 8 of the Companies (Accounts) Rules, 2014, are not applicable to the Company due to the very nature of industry in which it operates.

There were no foreign exchange earnings and foreign exchange outgo during the year under review.

COST AUDIT

The provisions of Cost audit as prescribed under Section 148 of the Companies Act, 2013 are not applicable to the Company

SEXUAL HARRASSMENT AT WORKPLACE:

The Company has zero tolerance towards sexual harassment at workplace and has adopted a Policy on prevention, prohibition and redressal of sexual harassment at workplace in line with the requirements of the Sexual Harassmentof Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013 and Rule made thereunder. During theyear under review, there were no cases filed or reported pursuant to the provisions of the said Act.

Details of Frauds reported by the Statutory Auditors under Section 143 (12) of the Companies Act, 2013 during the Financial Year:

During the year under review, no frauds were reported by the Statutory Auditors, requiring intimation under Section 143 (12) of the Companies Act, 2013, for the Company and therefore no details are required to be disclosed under Section 134(3)(ca) of the Companies Act, 2013.

Sweat Equity Shares issued during the Year:

The Company has not issued any Sweat Equity Shares during the Financial Year under review.

There has not been any revision in the financial statements.

The Company, in the capacity of Financial Creditor, has not filed any applications with National Company Law Tribunal under the Insolvency and Bankruptcy Code, 2016 during the financial year 2023-24 for recovery of outstanding loans against any customer being Corporate Debtor.

The details of difference between amount of the valuation done at the time of one-time settlement and the valuation done while taking loan from the Banks or Financial Institutions along with the reasons thereof is not applicable.

ACKNOWLEDGEMENT:

Your Directors take this opportunity to express their grateful appreciation for the excellent assistance and cooperation received from all our Clients, Bankers, Business Associates and the Government and other regulatory authorities and thank to all stakeholders for their valuable sustained support and encouragement towards the conduct of the proficient operation of the Company. Your Directors would like to place on record their gratitude to all the employees who have continued their support during the year.

DIN:00456394

Place: Mumbai

Date: 07th September, 2024

Registered & Corporate Office:

Office No. 304, 3rd Floor, Khodal Chamber, R.B. Mehta Road,

Ghatkopar East

Mumbai 400077.

E-mail address: ganonproducts@email.com; eanontradine@gmail.com

Website: www.ganonproducts.com