Lloyds Enterprises Ltd

Dear Members,

Your Directors are pleased to present the Company's Thirty-Eighth Annual Report and the Company's Audited Standalone and Consolidated Financial Statement for the financial year ended 31^st March, 2024.

(Figures in ' Lakhs)

On Standalone Basis

The Company has a net profit of ' 7,223.66 lakhs for the year under review as against ' 1,060.51 lakhs profit in the last year. The total Income of the Company for the year under review was ' 40,895.29 lakhs as against ' 8,106.45 lakhs during the last year.

On Consolidated Basis

The Company has consolidated net profit of '17,480.02 lakhs for the year under review as against ' 6,770.63 lakhs profit in the last year. The total consolidated income of the Company was ' 1,09,375.41 lakhs for the year under review as against ' 39,707.14 lakhs during the last year.

CHANGE IN NAME

The name of the Company was changed from "Shree Global Tradefin Limited" to "Lloyds Enterprises Limited" w.e.f. 06^th September, 2023. All the documents bearing the old name of the Company have been altered accordingly.

MANAGEMENT DISCUSSION AND ANALYSIS

Pursuant to the provisions of Regulation 34(3) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, read with Schedule V of the Regulations, a separate section on the Management Discussion and Analysis Report ("MDAR"), which includes details on the state of affairs of the Company forms part of this Annual Report.

BUSINESS RESPONSIBILITY AND SUSTAINABILITY REPORT

Pursuant to the provisions of Regulation 34(2)(f) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, (hereinafter "SEBI (LODR) Regulations") read with SEBI Circular No. SEBI/HO/CFD/CMD-2/P/ CIR/2021/562 dated May 10, 2021, the Business

Responsibility and Sustainability Report ("BRSR") describing the various initiatives taken by the Board of Directors of the Company from an Environmental, Social and Governance perspective forms part of this Annual Report.

CONSOLIDATED FINANCIAL STATEMENTS

The Consolidated Financial Statements of the Company, its associates and subsidiaries, prepared in accordance with the Companies Act, 2013 and applicable Indian Accounting Standards along with all relevant documents and the Auditors' Report form part of this Annual Report. The Consolidated Financial Statements presented by the Company include the financial results of its associate and subsidiaries.

The Financial Statements as stated above are also available on the website of the Company at www.llovdsenterorises.in

SUBSIDIARIES, ASSOCIATES AND JOINT VENTURES

As on 31^st March, 2024, the Company has 02 (Two) Subsidiary Companies viz., "Lloyds Engineering Works Limited (formerly known as Lloyds Steels Industries Limited)", "Lloyds Realty Developers Limited (formerly known as Aristo Realty Developers Limited)", and 02 (Two) Step down Subsidiaries Companies viz., "Simon Developers and Infrastructure Private Limited" and "Indrajit Properties Private Limited."

The Company has 01 Associate company as on 31^st March, 2024 namely "Cunni Realty and Developers Private Limited."

Pursuant to acquisition of shares of Lloyds Realty Developers Limited (formerly known as Aristo Realty Developers Limited) by the Company, the subsidiaries and associate of the former company have become the step-down subsidiaries and associate companies of our Company.

In accordance with Section 129(3) of the Companies Act, 2013 and Regulation 34(2) of SEBI (LODR) Regulations, 2015, we have prepared the consolidated financial statements of the Company, which form part of this Annual Report.

Further, a statement containing the salient features of the financial statements of our associate and subsidiaries in the prescribed format AOC-1 is appended as "Annexure A" to

the Board's report. The statement also provides details of the performance and financial position of the associate.

SHARE CAPITAL

The paid - up equity capital of the Company as on 31^st March, 2024 was 1,27,21,26,621. The said shares are listed on BSE Limited. There was no change in the paid - up capital of the Company during 2023-24.

Preferential issue of Equity Shares

The Company has not issued any Preferential issue of Equity Shares.

DEMATERIALIZATION OF SHARES

As on 31^st March 2024, there are 1,27,17,87,031 Equity Shares dematerialized through depositories viz. National Securities Depository Limited and Central Depository Services (India) Limited, which represents about 99.97% of the total issued, subscribed and paid-up capital of the Company.

DIVIDEND

Your Directors are pleased to recommend the dividend of Rs. 0.10/- (10%) per equity share of face value of Re. 1/- each for the financial year 2023-24, for the approval of the Members at the ensuing Annual General Meeting (AGM) of the Company.

TRANSFER TO RESERVES

During the year under review, no amount was transferred to general reserves for the financial year 2023-2024.

CHANGE IN THE NATURE OF BUSINESS ACTIVITIES

During the year under review, the Company has amended its object clause to add the following new objects:

1. To undertake the business as general traders and merchants, and buy, sell, export, import, deal in commodities, goods, things, contracts of all types, to deal in any commodity market, commodity exchange, spot exchange, for itself or for others, transaction in the nature of hedging, spot trading, forward commodity contracts, rate swaps, commodity future/ swaps, commodity options, futures and options and in derivatives of all the commodities, whether for the purpose of trading, hedging, arbitrage, or any other purpose, whether in India or abroad and to undertake the activity of warehousing and processing as may be required for the aforesaid purpose(s).

2. To carry on the business of builders, contractors, erectors, constructors of buildings, houses, apartment structures or residential, office, industrial, institutional or commercial or developers of co-operative housing societies, developers of housing schemes, townships, holiday resorts, hotels, motels and in particular preparing of building sites, constructing, reconstructing, erecting, altering, improving, enlarging, developing, decorating furnishing and maintaining of structures

f?ats, houses, factories, shops, offices, garages, warehouses, buildings, works, workshops, hospitals, nursing homes, clinics, godowns and other commercial educational purposes and conveniences to purchases for development, houses buildings, structures and other properties of any tenure and any interest thereto and purchase, sell and deal in freehold and leasehold land and in purchase, sell, lease, hire, exchange or otherwise deal in land and house's property and other property whether real or personal and to turn the same into account as may seem expedient and to carry on business as developers and land buildings immovable properties and real estates by constructing, reconstructing, altering, improving, decorating, furnishing, and maintaining offices, f?ats, houses, factories warehouse, shops, wharves buildings works and conveniences and by consolidating, connecting and subdividing immovable properties and by leasing and disposing off the same.

MATERIAL CHANGES AND COMMITMENTS AFFECTING THE FINANCIAL POSITION OF THE COMPANY

There are no material changes and commitments, which have occurred between the end of the financial year and the date of the Report which have affected the financial position of the Company.

BOARD OF DIRECTORS

The year under review saw the following changes to the Board of Directors ("Board").

Mr. Rajesh Gupta (DIN: 00028379)

Mr. Rajesh Gupta retired by rotation, and being eligible, was re-appointed as the Chairman and Managing Director by the shareholders of the Company at the Annual General Meeting held on 18^th July, 2023 for a period of 05 (five) years from 01^st January, 2024 till 31^st December, 2028. During the year, he expressed his desire to retire from the position of Chairman and Managing Director of the Company, due to pre-occupation, while continuing to be a Member of the Board of the Company from the close of business hours of 07^th August, 2023. The Board took note of the same in the Board Meeting held on 08^th August, 2023. Further, on the recommendation of the Nomination and Remuneration Committee, he was appointed as an Additional Non- executive Director (related to the promoter group) in the Board Meeting held on 08^th August, 2023 and subsequently, he was appointed as a Non-executive Director of the Company in the Postal Ballot via remote e-voting conducted by the Company on 01^st October, 2023.

Mr. Babulal Agarwal (DIN 00029389)

During the year, Mr. Rajesh Gupta expressed his desire to resign as the Chairman and Managing Director of the Company, due to pre-occupation. Therefore, on recommendation of the Nomination and Remuneration Committee, Mr. Babulal Agarwal was appointed as an Additional Executive Director (related to the promoter group) designated as the Chairman & Managing Director of the

Company in the Board Meeting held on 08^th August, 2023 and subsequently appointed as Chairman and Managing Director of the Company in the Postal Ballot via remote e-voting conducted by the Company on 01^st October, 2023 for a term of 05 (five) consecutive years w.e.f. 08^th August, 2023 up to 07^th August, 2028.

Ms. Mohinder Anand (DIN: 08156946)

During the year, on recommendation of the Nomination and Remuneration Committee, Ms. Mohinder Anand was re-appointed as a Non-executive Independent Director of the Company for a period of 05 (five) years w.e.f. 26^th June, 2023 to 25^th June, 2028 in the Board meeting held on 27^th April, 2023 and the members approved the said appointment vide an Ordinary Resolution passed in the Annual General Meeting of the Company held on 18^th July, 2023. The Board also received the declaration of independence from Ms. Mohinder Anand.

KEY MANAGERIAL PERSONNEL Mrs. Kumari Rachna (ACS 37777)

During the year, Mrs. Kumari Rachna (ACS 37777) tendered her resignation from the post of Company Secretary and Compliance Officer of the Company, due to further future growth, w.e.f. 01^st August, 2023.

Ms. Pranjal Mahapure (ACS 69408)

In view of resignation of Mrs. Kumari Rachna (ACS 37777) as the Company Secretary and Compliance Officer of the Company w.e.f. 01^st August, 2023, the Board at its meeting held on 08^th August, 2023 appointed Ms. Pranjal Mahapure (ACS 69408) as the Company Secretary and Compliance Officer of the Company, upon due recommendations of the Nomination and Remuneration Committee.

In terms of Section 203 of the Companies Act, 2013, read with Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, the Key Managerial Personnel of the Company are Mr. Babulal Agarwal, Chairman & Managing Director, Mr. Viresh Sohoni, Chief Financial Officer and Ms. Pranjal Mahapure, Company Secretary & Compliance Officer.

DIRECTORS' RESPONSIBILITY STATEMENT

Pursuant to Section 134(5) of the Act, the Board of Directors, to the best of its knowledge and ability, confirm that:

1. in the preparation of the annual accounts for the year ended 31^st March, 2024, the applicable accounting standards have been followed and there are no material departures from the same;

2. 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 31^st March, 2024 and of the profit of the Company for the year ended on that date;

3. 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;

4. the Directors have prepared the annual accounts on a ‘going concern' basis;

5. the Directors have laid down internal financial controls to be followed by the Company and that such internal financial controls are adequate and are operating effectively; and

6. the Directors have devised proper systems to ensure compliance with the provisions of all applicable laws and that such systems are adequate and operating effectively.

Board Meetings

The Board met 07 (seven) times during the financial year 2023-24 on 27^th April, 2023, 07^th June, 2023, 08^th August, 2023, 22^nd September, 2023, 26^th October, 2023, 06^th December, 2023 and 23^rd January, 2024. The details of the meeting are provided in the Corporate Governance Report that forms part of this Annual Report. The maximum interval between any two meetings did not exceed 120 days as prescribed in the Companies Act, 2013.

Committees of the Board

As on 31^st March, 2024, the Board had 04 (Four) Committees which are mandatory under the Companies Act, 2013 and the SEBI (Listing Regulations and Disclosure Requirements), 2015, viz: Audit Committee, Nomination and Remuneration Committee, Stakeholder Relationship Committee, and Corporate Social Responsibility Committee. Also, for the purpose of ensuring that the Company's investments are managed in a way that aligns with the organization's goals and objectives, the Company has formed an Investment Committee during the year. A detailed note on the composition of the Board and its Statutory Committees is provided in the Corporate Governance Report that forms part of this Annual Report.

Board Evaluation

Pursuant to the corporate governance requirements as prescribed in the Companies Act, 2013 and the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements), Regulations 2015, the annual evaluation of the Board of Directors, individual directors and Committees was conducted.

The Board evaluated its performance after seeking inputs from all the Directors based on criteria such as the board composition and structure, effectiveness of board processes, information and functioning, etc.

The performance of the Committees was evaluated by the Board after seeking inputs from the committee members based on criteria such as the composition of committees, effectiveness of committee meetings, etc. The above criteria are broadly based on the Guidance note on Board

Evaluation issued by the Securities and Exchange Board of India on January 5, 2017.

In a separate meeting of Independent directors, performance of non-independent directors, the Board as a whole and the Chairman of the Company was evaluated, taking into account the views of other directors. The Directors were satisfied with the overall corporate governance standards, Board performance and effectiveness. The performance evaluation of all the Independent directors was done by the entire Board of Directors of the Company, excluding the independent director being evaluated.

Declaration by Independent Directors

The Company has received declarations from the Independent Directors confirming that they meet the criteria of independence as prescribed under Section 149(6) of the Companies Act, 2013 read with Regulation 16 (1) (b) of the SEBI (LODR) Regulations. In terms of Regulation 25(8) of the SEBI (LODR) Regulations, the Independent Directors have confirmed that they are not aware of any circumstances or situations which exist or may be reasonably anticipated that could impair or impact their ability to discharge their duties.

In the opinion of the Board, there has been no change in the circumstances which may affect their status as independent directors of the Company and the Board is satisfied of the integrity, expertise, and experience (including proficiency in terms of Section 150(1) of the Companies Act, 2013 and applicable rules thereunder) of all Independent Directors on the Board. In terms of Section 150 of the Companies Act, 2013 read with Rule 6 of the Companies (Appointment and Qualification of Directors) Rules, 2014, Independent Directors of the Company have confirmed about their enrolment in the data bank of Independent Directors maintained with the Indian Institute of Corporate affairs.

In the opinion of the Board all the Independent Directors including Independent Directors appointed during the year, if any, are persons of integrity and have expertise and experience in their relevant fields. Further, all the independent directors have cleared the proficiency self-assessment test conducted by the Indian Institute of Corporate Affairs.

Familiarization Programme for Independent Directors

The Company has formulated a Programme for Familiarization of Independent Directors with regard to their roles, rights, responsibilities in the Company, nature of the industry in which the Company operates etc.

The details of such Familiarization Programme conducted during the financial year 2023-24 can be accessed on the company's website at https://www.llovdsenterorises.in/

Meeting of Independent Directors

During the year under review, the Independent Directors met 02 (two) times, on 25^th April, 2023 and 23^rd January, 2024, inter alia, to:

All the Independent Directors were present at these meetings. The observations made by the Independent Directors have been adopted and put into force.

VARIOUS COMPANY'S POLICIES

In accordance with the provisions of the SEBI (LODR) Regulations and the Companies Act, 2013, the Company has formulated and implemented the following policies. All the Policies are available on Company's website (httos-J/www.llovdsenterorises.inA under the heading "Corporate Policies". The policies are reviewed periodically by the Board and updated based on need and requirements.

Whistle Blower & Vigil Mechanism Policy

The Company has established a vigil mechanism/ whistle blower policy as per Section 177 (9) of the Companies Act, 2013 and Regulation 22 of the SEBI (LODR) Regulations, for the directors and employees of the Company, to report their genuine concerns. The Board has adopted the policy to deal with instances of fraud or mismanagement, if any. The policy also provides for adequate safeguards against victimization of directors, or employees or any other person who has availed the mechanism and also provides for direct access to the Chairperson of the Audit Committee in appropriate or exceptional cases. It is affirmed that no person has been denied access to the Audit Committee.

The Whistle Blower Policy of the Company includes in its scope, any instances related to Insider Trading and also provides access to the employees of the Company, to report the instances of leak of Unpublished Price Sensitive Information or suspected leak of Unpublished Price Sensitive Information.

Mr. Rajesh Gupta, Director of the Company, has been designated as the "Whistle Blowing Officer" for various matters related to Vigil Mechanism.

The Whistle Blower & Vigil Mechanism policy can be accessed on the company's website at https://www.llovdsenterorises.in/

Policy for Related Party Transactions

In line with the requirements of Companies Act, 2013 and the SEBI (LODR) Regulations, the Company has formulated a Policy on Related Party Transactions for identification and monitoring of such transactions. The policy regulates all transactions taking place between the Company and its related parties, in accordance with the applicable provisions. The related party transactions are placed before the Board for their approval/ noting as the case may be.

The policy on Related Party Transaction can be accessed on the company's website at https://www.llovdsenterorises.in/

Code of conduct for Director(s) and S?nior Management Personnel

The Company has laid down a Code of Conduct for all the Directors and the Senior Management of the Company which is available at https://Www.llovdsenterorises.in/

All the Directors and Senior Management of the Company have affirmed compliance with the Code for the Financial Year ended 31^st March, 2024. A declaration to this effect signed by the Managing Director of the Company is annexed to the Report.

Risk Management Policy

The Company has formulated the Risk Management policy in compliance with the provisions of the Companies Act, 2013 and the SEBI (LODR) Regulations, to identify risks and minimize their adverse impact on business and strive to create transparency.

The policy helps to identify the various elements of risks faced by the Company, which in the opinion of the Board, threatens the existence of the Company.

The Risk Management Policy can be accessed on the company's website at https://www.llovdsenterprises.in/

Nomination and Remuneration Policy

In line with the requirements of Section 178 of the Companies Act, 2013 and Regulation 19 of the SEBI (LODR) Regulations, the Company has in place a Nomination & Remuneration Policy which provides for the processes relating to selection, appointment and remuneration of directors, key managerial personnel and senior management employees including other matters as provided. It also provides for effective evaluation of performance of the Board, its committees and individual directors.

Kindly refer to the section on Corporate Governance, under the head, ‘Nomination and Remuneration Committee' for matters relating to constitution, meetings, functions of the Committee and the remuneration policy formulated by this Committee.

The Nomination and Remuneration Policy can be accessed on the company's website at https://www.llovdsenterprises.in/

Policy for Determination of Materiality of an Event or Information

In line with the requirements of the SEBI (LODR) Regulations, the Company has formulated a policy for determination of materiality-based events.

The Policy for Determination of materiality of an event or information policy can be accessed on the company's website at https://www.llovdsenterprises.in/

Policy on Preservation of Documents

In line with the requirements of Regulation 9 of the SEBI (LODR) Regulations, the Company has adopted the policy on preservation of the documents.

The policy on preservation of documents can be accessed on the company's website at https://www.llovdsenterprises.in/

Insider Trading -Code of Conduct

Pursuant to SEBI (Prohibition of Insider Trading) Regulations, 2015, (hereinafter "SEBI PIT Regulations") the Company has adopted the Insider Trading Code. The Code provides framework for dealing with the securities of Company in a mandated manner.

The above Insider Trading-code of conduct can be accessed on the company's website at https://www.llovdsenterprises.in/

Policy for Procedure of Inquiry in Case of Leak of Unpublished Price Sensitive Information ("UPSI")

Pursuant to SEBI PIT Regulations, the Company has formulated a written policy and procedure for:

1. inquiry in case of leak of unpublished price sensitive information for initiating appropriate action on becoming aware of leak of unpublished price sensitive information;

2. informing the Board promptly of such leaks, inquiries and results of such inquiries.

Pursuant to this regulation, the Company has adopted the Policy for Procedure of Inquiry in Case of Leak of Unpublished Price Sensitive Information ("UPSI"), which can be accessed on the Company's website at https://www.llovdsenterprises.in/

Code of Practices and Procedures for Fair Disclosure of Unpublished Price Sensitive Information

Pursuant to SEBI PIT Regulations, the Company has formulated the Code of Practices and Procedures for Fair Disclosure of Unpublished Price Sensitive Information which includes therein the policy for determination of "Legitimate purposes for sharing UPSI".

The code of Practices and Procedures for Fair Disclosure of the Unpublished Price Sensitive Information can be accessed on the company's website at https://www.llovdsentemrises.in/

Policy on Material Subsidiary

In line with the requirements of the SEBI (LODR) Regulations, the Company has formulated a policy for determination of Material Subsidiary which can be accessed on the company's website at https://www.llovdsenterprises.in/

Corporate Social Responsibility Policy

The Company has constituted the Corporate Social Responsibility (CSR) Committee in compliance with the provisions of section 135 of the Companies Act, 2013 read with the Companies (Corporate Social Responsibility Policy) Rules, 2014. The brief details of CSR Committee are provided in the Corporate Governance Report, which forms part of this Annual Report.

The Corporate Social Responsibility Policy (hereinafter "CSR Policy") of the Company has been prepared pursuant to Section 135 of the Companies Act, 2013 and the CSR Rules. The CSR policy serves as a referral document for all CSR related activities at the Company. The CSR Policy relates to the activities to be undertaken by the Company as specified in schedule VII and other amendments/circulars thereon to the Companies Act, 2013.

The CSR Policy can be accessed on the company's website at https://www.llovdsenterorises.in/

The disclosures with respect to CSR activities are given in "Annexure B".

CORPORATE GOVERNANCE

The Company has taken adequate steps to ensure that all the mandatory provisions of Corporate Governance as prescribed under SEBI (LODR) Regulations are complied with. As per Regulation 34(3) Read with Schedule V of SEBI (LODR) Regulations, a separate section on corporate governance, together with a certif?cate from the Company's Statutory Auditors, forms part of this Report.

Statutory Auditor

The Shareholders of the Company in the Annual General Meeting held on 29th September, 2021 appointed M/S/ Todarwal & Todarwal LLP (Firm Registration No. 111009W/ W100231) as the Statutory Auditors of the Company for a period of 05 (Five) Years from the conclusion of the 35^th Annual General Meeting till the conclusion of the 40^th Annual General Meeting of the Company to be held in the Year 2026.

Statutory Audit Report

During the financial year 2023-24, there is no fraud occurred, noticed and/or reported by the Statutory Auditors under Section 143(12) of the Companies Act, 2013 read with the Companies (Audit and Auditors) Rules, 2014 (as amended from time to time).

The observations made by the Statutory Auditor in their Audit Report read with the relevant notes thereof as stated in the Notes to the Audited Financial Statements of Company for the Financial Year ended 31^st March, 2024 are self-explanatory and being devoid of any reservation(s), qualification(s) or adverse remark(s) etc. do not cali for any further information(s)/ explanation(s) or comments from the Board under Section 134(3)(f)(i) of the Companies Act, 2013.

Secretarial Auditor

Pursuant to Section 204 of the Companies Act, 2013 and the Companies (Appointment & Remuneration of Managerial Personnel) Rules, 2014, the Board has appointed M/s Mitesh J. shah & Associates (Membership No. 10070 CP No. 12891) as the Secretarial Auditor of the Company to conduct Secretarial Audit for the financial year 2023-24.

Secretarial Audit Report

As required under provisions of Section 204 of the Companies Act, 2013, the report in respect of the Secretarial Audit carried out by M/s Mitesh J. Shah & Associates., Practicing Company Secretary (Membership No. 10070 CP No. 12891), in Form MR-3 for the FY 2023-24 is annexed hereto marked as "Annexure C" and forms part of this Report. The said Secretarial Audit Report being devoid of any reservation(s), adverse remark(s) and qualification(s) etc. does not call for any further explanation(s)/ information or comment(s) from the Board under Section 134(3) (f)(ii) of the Companies Act, 2013.

MAINTENANCE OF COST RECORDS

The maintenance of cost accounts and records as prescribed under section 148(1) of the Companies Act, 2013 is not applicable to the Company.

INTERNAL FINANCIAL CONTROLS

The Internal Financial Controls with reference to financial statements as designed and implemented by the Company are adequate. During the year under review, no material or serious observations has been received from the Statutory Auditors and the Internal Auditors of the Company, on the inefficiency or inadequacy of such controls.

PARTICULARS OF LOANS GIVEN, INVESTMENTS MADE, GUARANTEE GIVEN AND SECURITIES PROVIDED

During the year under review, the Company has made investment in accordance with section 186 of the Companies Act, 2013. Further, the Company has not given any loan or guarantee during the financial year 2023-2024.

PARTICULARS OF CONTRACTS AND ARRANGEMENTS WITH RELATED PARTIES

Particulars of contracts or arrangements or transactions with related party referred to in section 188 of the Companies Act, 2013, in the prescribed form AOC-2, are enclosed with this report as "Annexure D".

There were no materially significant related party transactions entered by the Company which may have a potential conflict with the interest of Company. All related party transaction(s) are first placed before Audit Committee for approval and thereafter such transactions are also placed before the Board for seeking their approval. The details of Related Party Transactions, as required pursuant to respective Indian Accounting Standards, have been stated in Note No. 34 to the Audited Standalone Financial Statements of the Company which form a part of this Annual Report.

PARTICULARS OF EMPLOYEES AND RELATED DISCLOSURES

Disclosures pertaining to remuneration and other details as required under Section 197(12) of the Act read with Rule 5(1), 5(2) and 5(3) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 as amended are annexed hereto marked as "Annexure E" and forms part of this report.

DISCLOSURE RELATING TO EMPLOYEE STOCK OPTION SCHEME AND EMPLOYEE STOCK PURCHASE SCHEME

The Company has not issued any shares pursuant to Employee Stock Option Scheme and Employee Stock Purchase Scheme during the year under review, and hence, no information as per the provisions of Companies Act, 2013 is furnished.

DISCLOSURE RELATING TO EQUITY SHARES WITH DIFFERENTIAL RIGHTS

The Company has not issued any equity shares with differential rights during the year under review, and hence, no information as per provisions of Rule 4(4) of the Companies (Share Capital and Debenture) Rules, 2014 is furnished.

DISCLOSURE RELATING TO SWEAT EQUITY SHARES

The Company has not issued any sweat equity shares during the year under review and hence no information as per provisions of Rule 8(13) of the Companies (Share Capital and Debenture) Rules, 2014 is furnished.

COMPLIANCE WITH SECRETARIAL STANDARDS

The Company confirms compliance with the applicable requirements of Secretarial Standards 1 and 2 specified by the Institute of Company Secretaries of India ("ICSI").

DEPOSITS

During the year under review, the Company neither accepted any deposits nor there were any amounts outstanding at the beginning of the year which were classified as ‘Deposits' in terms of Section 73 of the Companies Act, 2013 read with the Companies (Acceptance of Deposit) Rules, 2014 and hence, the requirement for furnishing of details of deposits which are not in compliance with the Chapter V of the Companies Act, 2013 is not applicable.

DISCLOSURE OF ORDERS PASSED BY REGULATORS OR COURTS OR TRIBUNAL

No significant and material orders have been passed by any Regulator or Court or Tribunal which can have impact on the going concern status and the Company's operations in future.

PREVENTION OF SEXUAL HARASSMENT

Disclosures in relation to the sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013 have been provided in the Report on Corporate Governance and Business Responsibility and Sustainability Report.

ENERGY CONSERVATION, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE EARNING AND OUTGO

The Information on conservation of energy and technology absorption in accordance with provisions of section 134(3) (m) of the Companies Act, 2013, read with Rule 8 of Companies (Account) Rules, 2014 is not required since the Company is not a manufacturing Company.

There were no foreign exchange earnings and out go during the year.

ANNUAL RETURN

Pursuant to Section 92(3) read with Section 134(3)(a) of the Companies Act, 2013, copies of the Annual Returns of the Company prepared in accordance with Section 92(1) of the Companies Act, 2013 read with Rule 11 & Rule 12 of the Companies (Management and Administration) Rules, 2014 are placed on the website of the Company and is accessible on the website of the Company i.e. httos://www.llovdsenterorises.in/.

LISTING FEES

The listing fees for the financial year 2024-2025 have been paid duly paid to BSE Limited.

ACKNOWLEDGEMENT

Your Directors would like to express their sincere appreciation and gratitude for the assistance and generous support extended by all Government authorities, Stock exchange, Depositories, Financial Institutions, Banks, Customers and Vendors during the year under review. Your Directors also wish to express their immense appreciation for the devotion, commitment and contribution shown by the employees of the company while discharging their duties.