Svarnim Trade Udyog Ltd

In view of losses, your directors do not recommend any dividend for the Financial Year 2023-24 (Previous year - Nil).

7. TRANSFER OF UNCLAIMED DIVIDEND TO INVESTOR EDUCATION AND PROTECTION

Pursuant to Section 124 of the Companies Act, 2013, the amount of dividend remaining unpaidFUND: orProtectionunclaimedFundfor ("IEPF").a period Duringof seventheyearsyear shallunderbereview,transferredtheretowasthenoInvestorunpaidEducationor unclaimedand transfer of such unpaid dividend to the said account. Therefore, there were no funds which weredividend in the "Unpaid Dividend Account" lying for a period of seven years from the date of ^{required to be transferred to Investor Education and Protection Fund.}

8. TRANSFER TO RESERVES:

Theprofit and loss account of the Company under Reserves and Surplus.loss of the Company for the Financial Year ending on 31st March, 2024 is transferred to

9. MATERIAL CHANGES AND COMMITMENTS, IF ANY, AFFECTING THE FINANCIAL

POSITION OF THE COMPANY WHICH HAVE OCCURRED BETWEEN THE END OF THE FINANCIAL YEAR TO WHICH THE FINANCIAL STATEMENTS RELATES AND THE DATE OF THE There have been no material changes and commitments, which affect the financial position ofREPORT: statements relate and the date of this Report.the Company which have occurred between the end of the financial year to which the financial

10. SIGNIFICANT & MATERIAL ORDERS PASSED BY THE REGULATORS OR COURTS OR

There are no TRIBUNALS: significant material orders passed by the Regulators or Courts or Tribunal, which would impact the going concern status of the Company and its future operation. The Directors of the Company met 11. MEETINGS OF THE BOARD OF DIRECTORS: at regular intervals at least once in a quarter with the gap between two meetings not exceeding 120 days to take a view of the Company's policies and strategies apart from the Board Matters.

During the year under the review, the Board of Directors met 7 (Seven) times viz. 29th May, 2023, 14th July, 2023, 12th August, 2023, 5th September, 2023, 9th November, 2023 10th November, 2023 and 5th February, 2024.

In accordance with the provisions 12. DIRECTORS RESPONSIBILITY STATEMENT: of Section 134 (3)(c) and Section 134(5) of the Companies Act, 2013, to the best of their knowledge and belief the Board of Directors hereby submit that: a. In the preparation of the Annual Accounts, for the year ended on 31st March, 2024 the ^{applicable accounting standards read with requirements set out under Schedule III to the}Act, have been followed and there is no material departure from the same; b. made judgments and estimates that are reasonable and prudent so as to give a true and fairview of the state of affairs of the Company at the end of financial year and of the profit ofThe Directors had selected such accounting policies and applied them consistently and the Company for the financial year ended on 31st March, 2024. c. accountingThesafeguarding the assets of the Company and for preventing and detecting fraud and otherDirectorsrecordshad takenin accordanceproper andwithsufficientthe provisionscare for theof CompaniesmaintenanceAct,of 2013adequatefor irregularities; d. The Directors had prepared the Annual Accounts on a going concern basis; f. e. that such internal financial controls are adequate and are operating effectively andThe Directors had laid down internal financial controls to be followed by the Company and ^{applicable laws and that such systems were adequate and operating effectively.}The Directors had devised proper systems to ensure compliance with the provisions of all The provisions of section 135 of the Companies Act, 2013 is not applicable to your Company as13. CORPORATE SOCIAL RESPONSIBILITY (CSR):

the Company does not fall under the criteria limits mentioned in the said section of the Act. Hence,Corporate Social Responsibility.the Company has not taken voluntary initiative towards any activity mentioned for

14. EXPLANATIONS / COMMENTS BY THE BOARD ON EVERY QUALIFICATION, RESERVATION OR ADVERSE REMARK OR DISCLAIMER MADE:

The observations of the Statutory Auditors, when read together with the relevant notes to the i. Auditors' Report: accounts and accounting policies are self-explanatory and do not call for any further comment. The observation of the Secretarial Auditor, as per Secretarial Report i.e., MR-3 and do not callii. Secretarial Auditor's Report: for any further comment.

15. PARTICULARS OF LOANS, GUARANTEES, SECURITIES COVERED OR INVESTMENTS

TheMADE CompanyUNDER SECTION has not given 186 OF anyTHE loans,COMPANIES guarantees,ACT, securities2013: covered or investments made under the provisions of section 186 of the Companies Act, 2013. All16. transactionsPARTICULARS OF CONTRACTS to be entered by theOR CompanyARRANGEMENTS with relatedMADE partiesWITH willRELATED be in thePARTIES: ordinary -any related party transaction, as provided in Section 188 of the Companies Act, 2013, with theCourse of business and on an arm's length basis. However, the Company has not entered into not applicable to the Company.related party. Hence, Disclosure as required under Section 188 of the Companies Act, 2013 is The Management Discussion and Analysis Report as required under Regulation 34 and Schedule17. MANAGEMENT DISCUSSION AND ANALYSIS REPORT: Vintegral part of this Report, and provides the Company's current working and future outlook asof the SEBI (Listing Obligation and Disclosure Requirements) Regulations, 2015 forms an per Annexure I.

The 18. INTERNAL FINANCIAL Company has in placeCONTROL SYSTEMS adequate internal financialAND THEIR controlsADEQUACY: with reference to financial auditstatementcell foracrossits theeffectiveness.organization.DuringThe thesamefinancialis subjectyear,to reviewsuch controlsperiodicallywere bytestedthe internaland no Auditors of the Company also test the effectiveness of Internal Financial Controls in accordancereportable material weaknesses in the design or operations were observed. The Statutory withIndependent Auditor's report.the requisite standards prescribed by ICAI. Their expressed opinion forms part of the Internal Financial Controls are an integrated part of the risk management process, addressing financial and financial reporting risks. The internal financial controls have been documented, ^{digitized and embedded in the business processes.} Assurance on the effectiveness of internal financial controls is obtained through management reviews, control self-assessment, continuous monitoring by functional experts. We believe that effectively and are operating as intended. these systems provide reasonable assurance that our internal financial controls are designed ^{During the year, no reportable material weakness was observed.}

19. RESERVES & SURPLUS:

(Amount in Lakhs)

20. STATEMENT CONCERNING DEVELOPMENT AND IMPLEMENTATION OF THE RISK MANAGEMENT The Company hasPOLICY framedOFformalTHE COMPANY: Risk Management framework for risk assessment and risk ensure smooth operations and effective management control. The Audit Committee also reviewsminimization for Indian operation which is periodically reviewed by the Board of Directors to the business and measures and steps in place to minimize the same.the adequacy of the risk management frame work of the Company, the key risks associated with

21. CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION, FOREIGN EXCHANGE

The details EARNINGS AND of conservation of energy, technology absorption etc. as required to be given underOUTGO: section 134(3)(m) of the Companies Act 2013 read with the Companies (Accounts) Rules, 2014, ^{is not given as the Company has not taken any major step to conserve the energy etc.}There were no foreign exchange earnings or outgo during the year under review.

22. The POLICY RemunerationON DIRECTOR'S APPOINTMENT policy is directed towardsAND rewardingREMUNERATION: performance based on review of industry practice and is designed to create a high-performance culture. It enables the Companyachievements on a periodical basis. The remuneration policy is in consonance with the existing disclosuresto attract, retain and motivate employees to achieve results. The Company has made adequateto the members on the remuneration paid to Directors from time to time. The determiningCompany's Policyqualifications,on director'spositive appointmentattributes, independenceand remunerationof a directorincludingand othercriteriamattersfor providedwww.svarnim.com under Section. 178 (3) of the Act is available on the website of the Company at

23. DISCLOSURES RELATING TO HOLDING, SUBSIDIARY, ASSOCIATE COMPANY AND JOINT VENTURES:

The Company does not have any Holding / Subsidiary / Associate Company and Joint Venture. During24. SECRETARIAL the year underSTANDARDS: review, the Company has complied with the applicable Secretarial Standardsdevised proper systems to ensure compliance with its provisions and is in compliance with theissued by the Institute of Company Secretaries of India (ICSI). The Company has same. 25. During the year under review, neither the Statutory nor the Secretarial Auditors has reported toREPORTING OF FRAUDS BY THE AUDITORS: committed against the Company by its officers or employees, the details of which would need tothe Audit Committee under Section 143(12) of the Companies Act, 2013 any instances of fraud be mentioned in the Board's Report. 26. ManagementSTATE OF DiscussionCOMPANY'S andAFFAIRS: Analysis Report for the year under review, as stipulated in It contains a detailed write up and explanation about the performance of the Company.Regulation 34(2)(e) of SEBI Listing Regulations is given as a separate part of the Annual Report. The27. STATEMENT Board evaluatedON ANNUAL the effectivenessEVALUATION of itsOFfunctioning,BOARD'S PERFORMANCE: that of the Committees and of individual Directors, pursuant to the provisions of the Act and SEBI Listing Regulations. The ^{Board sought the feedback of Directors on various parameters including:}

The performance evaluation of the Chairman, the Non-Independent Directors and the Board as awas carried out through a structured evaluation process covering various aspects of the Boardwhole was carried out by the Independent Directors. The exercise of performance evaluation performancefunctioning suchof specificas compositionduties & ofobligations,the Boardcontribution& committees,at theexperiencemeetings& andcompetencies,otherwise, independent judgment, governance issues etc. PursuantDisclosure Requirements) Regulations, 2015, the Board has carried out the annual performanceto the provisions of the Companies Act, 2013 and SEBI (Listing Obligation and of individual feedback from directors. evaluation of the Directors individually as well as evaluation of the working of the Board by way The evaluation frameworks were the following key areas: a) For Non-Executive & Independent Directors:

Knowledge

Professional Conduct

Comply Secretarial Standard issued by ICSI Duties

Role and functions b) For Executive Directors:

Performance as leader

Evaluating Business Opportunity and analysis of Risk Reward Scenarios

Key set investment goal

Professional conduct and integrity

Sharing of information with Board. Adherence applicable government law

The Directors expressed their satisfaction with the evaluation process.

28. MANAGING THE RISKS OF FRAUD, CORRUPTION AND UNETHICAL BUSINESS PRACTICES: A. VIGIL MECHANISM / WHISTLE BLOWER POLICY: DirectorsThe Company has established vigil mechanism and framed whistle blower policy forand employees to report concerns about unethical behavior, actual or suspected fraud or violation of Company's Code of Conduct or Ethics Policy.

B. BUSINESS CONDUCT POLICY:

Thereview and sign the policy at the time of joining and an undertaking shall be given forCompany has framed "Business Conduct Policy". Every employee is required to adherence to the policy. The objective of the policy is to conduct the business in an ^{honest, transparent and in an ethical manner. The policy provides for anti-bribery and} avoidance of other corruption practices by the employees of the Company. The29. PARTICULARS OF provisions of RuleEMPLOYEES:5(2) & (3) of the Companies (Appointment & Remuneration of of the Company has received remuneration above the limits specified in the Rule 5(2) & (3) ofManagerial Personnel) Rules, 2014 are not applicable to the Company as none of the Employees financial year 2023-24.the Companies (Appointment & Remuneration of Managerial Personnel) Rules, 2014 during the During the year under review, the Company has entered into related party transactions, Suitable30. LOAN FROM DIRECTOR / RELATIVE OF DIRECTOR: ^{disclosures as required are provided in AS-18 which is forming the part of the notes to financial} statement.

31. DIRECTORS AND KEY MANAGERIAL PERSONNEL