Dear Shareowners,

Your directors have pleasure in presenting the Thirty Seventh Annual Report along with the Audited Accounts and Financial Statements (including consolidated financial statements) for the year ended on 31st March, 2024.

1. Financial Results (Standalone & Consolidated):

Operational Performance:

During the financial year 2023-24, total revenue on standalone and consolidated increased to 5,477.74 Lakhs and 5,833.93 Lakhs as against 4,042.06 and 4,662.70 respectively in the previous year; Profit before Tax for the current year is standalone 870.66 Lakhs and consolidated 1,118.45 Lakhs as against standalone 295.17 Lakhs and consolidated 305.06 Lakhs in the previous year and the total comprehensive income for the current year stood at standalone 561.09 Lakhs and consolidated 819.24 Lakhs as against standalone 276.87 Lakhs and consolidated 333.23 Lakhs in the previous year.

Segment Performance:

The Company is engaged in the business of entertainment and films either through co-production and production of such films and subsequently exploiting and distributing such films in India through music release, theatrical distribution, television licensing and other new media distribution avenues.

2. Changes in the nature of business, if any:

The Company has made addition/alteration in existing Object Clause of the Memorandum of Association of the Company by adding the sub-clause 4 in Clause III (a) of the MOA relating to Real estate activities with own or leased property by special resolution passed through postal ballot on February 06, 2024.

3. Reserves:

During the year under review, no amount was transferred to Reserves.

4. Dividend:

Considering the prevailing economic conditions and the requirement of cash the Board of Directors does not recommended any dividend for the financial year ended 31st March, 2024.

5. Subsidiary, Associate and Joint Venture Companies:

Modern Production FZ LLC is 100% Subsidiary of the Company. Kindly refer Form AOC-1 which is enclosed as Annexure-I and forms part of this report.

6. Bonus Issue

During the year under review the company has declared issue of bonus shares to the shareholders in the ratio of 6 Equity shares for every 1 equity shares held. The company has made allotment of 3,00,03,000 bonus shares of Rs.10/- each in the Board Meeting held on 11th December, 2023. The listing approval of the same was received on 13th December, 2023 and trading approval was received on 22nd December, 2023.

7. Preferential Warrants and its Conversion to Equity Shares

After the reporting period, the Company has allotted 2,89,50,000 Warrants (Equity Convertible Warrants) on Preferential basis to promoters and non-promoters (1,19,00,000 Warrants and 1,70,50,000 Warrants on the Board Meeting Held on 05th April, 2024 and 08th April, 2024 respectively).

8. Share Capital & Listing:

i) Authorised Share Capital

The Company has increased the Authorised Share Capital of the Company, pursuant to approval of members in Annual General Meeting held on 29th September, 2023, from the existing 30,00,00,000/- (Rupees Thirty Crores Only) divided into 3,00,00,000 (Three Crores) Equity Shares of 10/- (Rupee Ten Only) each to 50,00,00,000/- (Rupees Fifty Crores Only) divided into 5,00,00,000 (Five Crores) Equity Shares of 10/- (Rupees Ten Only) each ranking pari passu in all respect with the Existing Equity Shares of the Company.

Further, the Company increased the Authorised Share Capital, pursuant to approval of members in Extra Ordinary General Meeting held on 14th March, 2024, from 50,00,00,000/- (Rupees Fifty Crore Only) divided into 5,00,00,000 (Five Crore) Equity Shares of 10/- (Rupee Ten Only) each to 75,00,00,000/- (Rupees Seventy Five Crore Only) divided into 7,50,00,000 (Seven Crore Fifty Lakh) Equity Shares of 10/- (Rupees Ten Only) each ranking pari passu in all respect with the Existing Equity Shares of the Company.

ii) Issued, Subscribed and Paid-Up Share Capital

The paid-up equity capital as on 31st March, 2024 was 35,00,35,000/-. The Company confirms that it has paid the Annual Listing fees for the year to the BSE where the Company's shares are listed.

After the reporting period, the Company has issued 2,04,35,000 Equity Share of 10/- each pursuant to conversion of Convertible Warrants which were issued in Extra Ordinary General Meeting held on 14th March, 2024. As on date the Company issued and paid-up share capital stands at 55,43,85,000/- consisting of 5,54,38,500 Equity Shares of 10/- each.

9. Name Change

The Company has changed its name from “Pooja Entertainment and Films Limited” to “Vashu Bhagnani Industries Limited” by passing a special resolution by the members through Postal Ballot ended as on 06th February, 2024 and got approved by the Registrar of Companies on 14th March, 2024. Further approved by Bombay Stock Exchange (BSE) on March 21, 2024.

10. Annual Return

As per the requirements of Section 92(3) and Section 134(3)(a) of the Act the Company shall place Annual Return as at 31st March, 2024, upon filing on the website of the Company at www.poojaentertainmentandfilms.com/vashubhagnaniindustries.com. By virtue of amendment to Section 92(3) of the Companies Act, 2013, the Company is not required to provide extract of Annual Return (Form MGT-9) as part of the Board's report.

11. Revision in Financial Statements:

In terms of section 131 of the Companies Act, 2013, the Financial Statements and Board's Report are in compliance with the provisions of section 129 or section 134 of the act and that no revision has been made during any of the three preceding Financial Years.

12. Deposits:

The Company has neither accepted nor invited any deposit from the public and hence directives issued by Reserve Bank of India and the provisions of Chapter V (Acceptance of deposits by Companies) of the Companies Act, 2013 and rules framed there under are not applicable for the year. However, Company is having unsecured loan of 1,161.17 Lakhs as on 31st March, 2024 from Directors of the Company for which proper declaration has been furnished by them as required under Rule 2(viii) of the Companies (Acceptance of Deposits) Rules, 2014 during the period under review.

13. Material changes and commitments:

There were no Material changes affecting the financial position of the Company which have occurred between the end of the financial year of the Company to which the financial statements relate and the date of the report except as follows:

The Company has changed its Registered Office from “Pooja House, 1st Floor, CTS No. 892-893, Opp. J. W. Marriott Hotel, Juhu, Mumbai 400049” to “Flat No 1, Coelho House, No 2 Juhu Vasant Baha CHS Ltd, Juhu Tara Road, Juhu, Near Sea Princes Hotel, Mumbai 400049” in the Board Meeting held on 06th May, 2024.

14. Disclosure of Significant Orders Passed by Regulators or Courts or Tribunal:

No significant and material orders passed which impact on the going concern and the operations in future.

15. Directors Responsibility Statement:

Pursuant to Section 134(5) of the Companies Act, 2013, Directors of your Company hereby state and confirm that:

a) 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;

b) they 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 at the end of the financial year and of the profit of the Company for the same period;

c) 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) they have laid down internal financial controls in the Company that are adequate and were operating effectively and

f) they have devised proper systems to ensure compliance with the provisions of all applicable laws and these are adequate and are operating effectively.

16. Changes in Directors and Key Managerial Personnel:

In accordance with the provisions of the Companies Act, 2013 and the Articles of Association, Mrs. Deepshikha Deshmukh (DIN: 02146210), Director retiring by rotation in ensuing Annual General Meeting and being eligible offers herself for re-appointment.

Further, the Board of Director has recommended Mr. Narendrakumar Badrinarayan Patel (DIN: 08467505), to be re-appointed as Independent Director of the Company in the ensuing Annual General Meeting, after acknowledging his qualification and expertise for the post, for the second term of 5 years upto 26th September, 2029. Further, the Board has appointed Mr. Narendrakumar Badrinarayan Patel (DIN: 08467505) as chairmen by passing a unanimous resolution w.e.f. 31st August, 2024 until further any resolution passed in this regard.

Further, two consecutive five-year terms of Mr. Habibulla Sayed (DIN: 06535028) as an Independent Director will conclude at the ensuing Annual General Meeting. The Board extends their gratitude for his contribution.

The Board in their meeting held on 31st August, 2024 has appointed Ms. Kavita Ashok Jain (DIN: 10751214) as an Additional Independent Director. The Board further recommends the appointment of Ms. Kavita Ashok Jain as a Non- Executive Independent Director of the Company in ensuring Annual General Meeting.

Further during the year, Mrs. Puja Vashu Bhagnani (DIN: 00044593), has been reappointed as Managing Director of the Company in the Annual General Meeting held on 29th September, 2023 after acknowledging her qualification and expertise for the post.

In compliance with the provisions of the Companies Act, 2013 and SEBI (Listing Obligation and Disclosure Requirements) Regulations, 2015, brief resume, expertise and other details of Directors proposed to be appointed/re-appointed are attached along with the Notice to the ensuing Annual General Meeting.

Furthermore, Mr. Sairam Ankush Majgaonkar, Company Secretary & Compliance Officer resigned w.e.f. 18th July, 2023. The Board of Director expressed their sincerest gratitude for the invaluable contributions for Mr. Sairam Ankush Majgaonkar has made towards our company. Ms. Shweta Ramesh Soni has been appointed as Company Secretary and Compliance Officer of the Company with effect from 07th August, 2023.

17. Disclosure of Declaration for Disqualifications by Directors:

During the year declarations were received from the Directors of the Company pursuant to Section 164 of the Companies Act, 2013. Board appraised the same and found that none of the director is disqualified for holding office as director.

18. Disclosure of Declaration for Independence by Independent Directors:

The Company has received declarations from all the Independent Directors of the Company confirming that they meet the criteria of independence under sub-section (6) of section 149 of the Companies Act, 2013 and Regulation 16(1)(b) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015.

19. Familiarization Program for Independent Directors:

The Independent Directors are provided with necessary documents/ brochures, reports and internal policies, Quarterly updates on relevant statutory, regulatory changes, visits to the site of the company are organised for the Independent Directors. Detailed information on the Company's business is made at the meetings of the Independent Directors from time to time. The details of such programs for Independent Directors are posted on the website of the company and can be accessed at poojaentertainmentandfilms.com/vashubhagnaniindustries.com.

20. Separate Meeting of Independent Directors:

As mandated by Clause VII of Schedule IV of the Companies Act, 2013, a separate meeting of Independent Directors was held on 14th February, 2024. The Independent Directors in the said meeting has reviewed the performance of Non-Independent directors and Board as a whole including the performance of the Chairperson of the Company after accounting the views of executive directors and non-executive directors and also assessed the quality, quantity and timeliness of flow of information between the management of the listed entity and the board of directors that is necessary for the board of directors to effectively and reasonably perform their duties.

21. Report on Corporate Governance:

As stipulated under SEBI (Listing Obligation and Disclosure Requirements) Regulations, 2015, a separate report on Corporate Governance forms part of this report is enclosed as Annexure-II. A certificate from the Auditors confirming compliance with the conditions of Corporate Governance is enclosed as Annexure-III and forms part of this report.

22. Performance Evaluation & Nomination and Remuneration Policy:

Pursuant to section 134(3)(p) of Companies Act 2013 and rule 8(4) of Companies (Accounts) Rules, 2014 and clause 17(10) of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, the Board has carried out an evaluation of its own performance, the directors individually as well as the evaluation of its Committees as per the criteria laid down in the Nomination, Remuneration and Evaluation policy. The said policy including above said criteria and other matters provided in Section 178(3) of the Act is provided in the Corporate Governance Report forming part of this Report also the policy is available on the Company's website i.e. poojaentertainmentandfilms.com/vashubhagnaniindustries.com.

23. Policies:

We seek to promote and follow the highest level of ethical standards in all our business transactions guided by our value system. The SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 and Companies Act, 2013 has mandated the formulation of certain policies for all listed companies. All our corporate governance polices are available on our website (poojaentertainmentandfilms.com/vashubhagnaniindustries.com). The policies are reviewed periodically by the board and updated on need and new compliance requirement.

Number of Meetings of the Board:

During the year under review, 16 (Sixteen) Board meetings were held on 19th April, 2023, 26th May, 2023, 26th June, 2023, 07th August, 2023, 10th August, 2023, 02nd September, 2023, 14th October, 2023, 28th October, 2023, 03rd November, 2023, 11th December, 2023, 23rd December, 2023, 05th January, 2024, 09th February, 2024, 12th February, 2024, 14th February, 2024 and 29th March, 2024. Details of the Board of Directors and attendance is as under:

25. Audit Committee:

The Audit Committee reviews the audit reports submitted by the Internal Auditors and Statutory Auditor, financial results, effectiveness of internal audit processes and the Company's risk management strategy. It reviews the Company's established systems and the Committee is governed by a Charter which is in line with the regulatory requirements mandated by the Companies Act, 2013 and Regulation 18 read with part C of Schedule II of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015. The Committee met 6 (Six) times during the financial year on 26th May, 2024, 07th August, 2023, 02nd September, 2023, 03rd November, 2023, 12th February, 2024 and 29th March, 2024.

Composition, Name of Members and Attendance during the year is as follows:

After the reporting period, the Audit Committee was reconstituted during the Board Meeting on 31st August, 2024. With the term of Mr. Habibulla Sayed as the Independent Director concluding, Ms. Kavita Ashok Jain has been appointed as a member of the Audit Committee.

26. Nomination and Remuneration Committee:

This Committee shall identify the persons, who are qualified to become Directors of the Company / who may be appointed in Senior Management in accordance with the criteria laid down, recommend to the Board a policy, relating to the remuneration for the Directors, Key Managerial Personnel and other employees.

The Remuneration policy as adopted by the Company envisages payment of remuneration according to qualification, experience and performance at different levels of the organization. The employees in the Company including those rendering clerical, administrative and professional service are suitably remunerated according to Industry norms.

During the year under review, Nomination and Remuneration Committee met 3 (Three) times Committee during the year on 07th August, 2023, 02nd September, 2023 and 03rd November, 2023.

Composition, Name of Members and Attendance during the year is as follows:

After the reporting period, the Nomination and Remuneration Committee was reconstituted during the Board Meeting on 31st August, 2024. With the term of Mr. Habibulla Sayed as the Independent Director concluding, Ms. Kavita Ashok Jain has been appointed as a member of the Nomination and Remuneration Committee.

27. Stakeholders Relationship Committee:

The Stakeholders Relationship Committee is constituted in accordance with Section 178 of the Companies Act, 2013 and applicable rules thereto and as per Regulation 20 of SEBI Listing Regulations.

The Committee met during the financial year on 14th February, 2024. Composition, Name of Members and Attendance during the year is as follows:

After the reporting period, the Stakeholders Relationship Committee was reconstituted during the Board Meeting on 31st August, 2024. With the term of Mr. Habibulla Sayed as the Independent Director concluding, Ms. Kavita Ashok Jain has been appointed as a member and chairman of the Stakeholders Relationship Committee.

28. Corporate Social Responsibility Committee

As per the provisions of Section 135 of the Companies Act, 2013, a Corporate Social Responsibility (CSR) Committee constituted by the Board of Directors exists. For details of the composition of the Committee, the CSR policy and other relevant details that are required to be disclosed under the provisions of Section 134(3)(o) of the Companies Act, 2013 and the Companies (Corporate Social Responsibility Policy) Rules, 2014, kindly refer Annexure V attached herewith and which forms part of this report.

I. Statutory Auditors-

The observation made in the Auditors' Report read together with relevant notes thereon are self-explanatory and hence, do not call for any further comments under Section 134 of the Companies Act, 2013. Further no fraud has been reported by the auditors under sub section (12) of section 143 of the Companies Act, 2013.

M/s Jayantilal Thakkar & Co., Chartered Accountants (Firm Registration No. 104133W), the Auditors of the Company who hold office upto the conclusion of the ensuing Annual General Meeting (“AGM”) to be held on 27th September 2024, have completed two consecutive term of five years and hence are ineligible for been reappoint as the Statutory Auditor of the Company as per Section 139(2) of the Companies Act, 2013.

M/s D S M R & CO, Chartered Accountants (Firm Registration No.: 128085W) has expressed their willingness and eligibility under the provision of the Companies Act, 2013 to act as statutory auditors of the company. The Board of Directors has proposed the appointment of M/s D S M R & CO, Chartered Accountants as the statutory Auditor of the company, for the period of 5 (five) years to hold the office from the conclusion of AGM to be held on 27th September 2024 till the conclusion of AGM to be held for the financial year 2028-2029, subject to shareholder approval, pursuant to Section 139 of the Companies Act, 2013, to examine and audit the accounts of the Company, on such remuneration as may be mutually agreed upon between the Board of Directors of the Company.

II. Secretarial Auditor:

The Secretarial Audit Report in accordance with the provisions of Section 204 of the Companies Act, 2013 is enclosed as Annexure-IV and forms part of this report. The Board's comments for the observation:

Board's Comment: The Company is required to obtain special contingency insurance policy but the same was not taken and the Company is in search of required insurance product. No fine was levied for the same by any of the authorities.

III. Cost Records:

Maintenance of cost records has not been specified by the Central Government in terms of provisions of section 148 of the Companies Act, 2013.

30. Particulars of Loans, Guarantees or Investments u/s 186:

The Company has not given any loans or guarantees covered under the provisions of section 186 of the Companies Act, 2013. The details of the investments held by company are given in the notes to the financial statements.

31. Particulars of Contracts or Arrangements with Related Parties u/s 188:

During the year, the Company did not enter into any contract/arrangement/transaction with a related party which can be considered as material. The related parties' transactions undertaken during the financial year 2023-24 are on arm's length basis and detailed in the Notes to Accounts of the Financial Statements. The Board of Directors of the Company has, on the recommendation of the Audit Committee, adopted a policy to regulate transactions between the Company and its Related Parties, in compliance with the applicable provisions of the Companies Act, 2013, the Rules there under and the Listing Regulations. This Policy was considered and approved by the Board has been uploaded on the website of the Company at. poojaentertainmentandfilms.com/vashubhagnaniindustries.com.

32. Conservation of Energy, Technology Absorption, Foreign Exchange Earnings and Outgo:

As the Company is not a manufacturing Company, the Board of Directors has nothing to report on conservation of Energy and Technology absorption, Information required under section 134(3)(m) of the Companies Act, 2013 read with Rule 8 of the Companies (Accounts) Rules, 2014.

(a) Conservation of energy

1. The steps taken or impact on conservation of energy N.A.

2. The steps taken by the Company for utilizing alternate sources of energy N.A.

3. The capital investment on energy conservation equipment's N.A.

(b) Technology absorption

1. The efforts made towards technology absorption N.A.

2. The benefits derived like product improvement, cost reduction, product development or import substitution N.A.

3. in case of imported technology (imported during the last three years reckoned from the beginning of the financial year)-

a. The details of technology imported N.A.

b. The year of import; N.A.

c. Whether the technology been fully absorbed N.A.

d. If not fully absorbed, areas where absorption has not taken place, and reasons thereof N.A.

e. The expenditure incurred on Research and Development N.A.

(c) During the year under review, Foreign Exchange earnings and outgo

33. Business Risk Management:

The Company has been addressing various risks impacting the Company and the Board of Directors of the Company state that risk associated in the ordinary course of business is duly taken care by the board while taking business decisions. However, the constitution of Risk Management Committee is not applicable to the company, but company has framed the policy for Risk Management and uploaded the same on website of the company, at poojaentertainmentandfilms.com/vashubhagnaniindustries.com.

34. Corporate Social Responsibility (CSR):

The report is annexed as Annexure-V.

35. Internal Control Systems and their Adequacy:

The details in respect of internal financial control and their adequacy are included in the Management Discussion and Analysis which forms part of this report.

36. Vigil Mechanism:

Pursuant to the provisions of section 177(9) & (10) of the Companies Act, 2013 and Listing Regulations, a Vigil Mechanism for directors and employees to report genuine concerns has been established. The Vigil Mechanism Policy has been uploaded on the website of the Company at. poojaentertainmentandfilms.com/vashubhagnaniindustries.com.

37. Commission received by Directors from Holding and Subsidiary:

During the year under review neither the Managing Director nor Director is in receipt of commission from the Company and also has not received any remuneration or commission from any holding or subsidiary company of Company u/s 197(14).

38. Managerial Remuneration:

The information required pursuant to Section 197 read with Rule 5 of The Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 and Companies (Particulars of Employees) Rules, 1975, in respect of employees of the Company and Directors is furnished hereunder:

1. The ratio of the remuneration of each director to the median remuneration of the employees of the company for the financial year end;

Other than above none of the directors were paid any remuneration during the year.

2. The percentage increase in remuneration of each director, Chief Financial Officer, Chief Executive Officer, Company Secretary or Manager, if any, in the financial year;

The Company is having profit during the current financial year i.e. 2023-24. The remuneration of the KMP's is duly reviewed on annual basis keeping in mind the tenure, the past performance and current performance.

3. The percentage increase in the median remuneration of employees in the financial year was: No Increase

4. The number of permanent employees on the rolls of Company as on 31.03.2024 was 7;

5. Average Percentile increase already made in the salaries of employees other than the managerial personnel in the last financial year and its comparison with the percentile increase in the managerial remuneration and justification thereof;

Further there are no exceptional circumstances for increase in the managerial remuneration.

6. During the year no variable component of remuneration availed by Directors of the Company;

7. It is hereby affirmed that the remuneration paid by the Company to its Directors, KMP's and Employees during the year under review is as per the Nomination & Remuneration Policy of the company.

8. None of the employee has received remuneration of Rupees Eight Lakhs and Fifty Thousand per month or Rupees One Crores Two Lakhs per year or at a rate which, in the aggregate, is in excess of that drawn by the managing director or whole-time director or manager and holds by himself or along with his spouse and dependent children, not less than two percent of the equity shares of the company.

39. Equity Shares with Differential Voting Rights:

The Company has not issued any shares with differential voting rights and accordingly the provisions of Section 43 read with Rule 4(4) of the Companies (Share Capital and Debentures) Rules, 2014 of the Companies Act, 2013 and rules framed there under are not applicable for the year.

40. Details of Sweat Equity Shares:

The Company has not issued any sweat equity shares and accordingly the provisions of Section 54 read with Rule 8(13) of the Companies (Share Capital and debentures) Rules, 2014 of the Companies Act, 2013 and rules framed there under are not applicable for the year.

41. Disclosure on confirmation with Secretarial Standards:

The Directors confirm that the Secretarial Standards issued by the Institute of Company Secretaries of India to be complied pursuant to the Companies Act, 2013 and rules made there under, have been duly complied with.

42. Details of Employees Stock Option Scheme:

The Company has not granted stock options and accordingly the provisions of Section 62(1)(b) read with Rule 12(9) of the Companies (Share Capital and Debentures) Rules, 2014 of the Companies Act, 2013 and rules framed there under are not applicable for the year.

43. Disclosure of Voting Rights not Exercised:

The Company has not made any provision of money for the purchase of, or subscription for, shares in the company or its holding company, if the purchase of, or the subscription for, the shares by trustees is for the shares to be held by or for the benefit of the employees of the Company and accordingly the provisions of Chapter IV (Share Capital and Debentures) of the Companies Act, 2013 and rules framed there under are not applicable for the year.

44. Depository:

Equity shares of the Company are traded in Demat form as well as in physical form. For dematerialization of shares, the Company has connectivity with the National Securities Depository Ltd. (NSDL) and Central Depository Services (India) Ltd. (CDSL). Annual Custody/Issuer fee for the year 2023-24 has been paid by the Company to NSDL and CDSL.

45. Management Discussion and Analysis:

The Management Discussion and Analysis report has been separately furnished in the Annual Report and forms a part of the Annual Report.

46. Cash Flow Statement:

In conformity with the provisions of the Companies Act, 2013 and Regulation 34(2) of the SEBI (Listing Obligation and Disclosure Requirements) Regulations, 2015 with the Stock Exchanges, the cash flow statement for the year ended 31st March, 2024 is annexed hereto.

47. Obligation of Company under the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013: As the Company does not fall under the limits specified by the Act to set up Internal Compliant Committee. However, the Management in order to prevent sexual harassment of women at work place authorized Mrs. Deepshikha Deshmukh to look into complaints relating to sexual harassment at work place of any women employee. During the year under review the Company has neither received any complaint of harassment nor any complaints pending there under.

48. Code of Practices and Procedure for Fair Disclosure of Unpublished Price Sensitive Information under SEBI (Prohibition of Insider Trading) Regulations, 2015:

Pursuant to Regulation 8 of Securities and Exchange Board of India (Prohibition of Insider Trading) Regulations, 2015 the Board of Directors has formulated and adopted the "Code of Practices and Procedures for Fair Disclosure of Unpublished Price Sensitive Information" (Code of Fair Disclosure) of the Company.

49. Other Disclosures

-The Business Responsibility Reporting as required by Regulation 34(2) of the SEBI (Listing Obligations & Disclosure Requirements) Regulations, 2015, is not applicable to your Company for the financial year ending March 31, 2024. - No application was made or any proceeding is pending under the Insolvency and Bankruptcy Code, 2016 during the year in respect of your Company.

- There was no one time settlement of loan obtained from the Banks or Financial Institutions.

50. Acknowledgement:

The Directors wish to place on record their sincere appreciation and acknowledge with gratitude the support and co-operation extended by the Bankers, Shareholders, customers, suppliers, contractors and other associates for their continued support to the Company. The

Board of Directors place on record sincere gratitude and appreciation for all the employees at all levels for their hard work, solidarity, cooperation and dedication during the year. We look forward to their continued support in the future.