East Buildtech Ltd. के निदेशक की रिपोर्ट

Mar 31, 2025

The Directors of East Buildtech Limited (“Company”) have immense pleasure in presenting the Board’s
Report on the business and operations of the Company along with the audited financial statements for
the Financial Year (“FY”) ended March 31,2025.

FINANCIAL HIGHLIGHTS

The Company’s financial performance for the FY ended on March 31,2025 is summarized below:

Particulars	2024-2025	2023-2024
Total Revenue including other Income	104.31	35.09
Total Expenses	57.24	34.76
Profit / (Loss) before Exceptional items and Tax	47.07	0.33
Profit / (Loss) after Exceptional items and Tax	33.89	0.24
Total Comprehensive Income / Loss	33.89	0.24
Earning Per Share
Basic and Diluted (Rs.)	1.78	0.01

ANNUAL PERFORMANCE

Details of the Company’s annual financial performance is also published on the Company’s website and
can be accessed at https://www.ebl.co.in/anual-reports.html.

PERFORMANCE OVERVIEW

The Total Revenue including other income of the Company stood at Rs. 104.31 Lakhs in FY 2024-25 as
against Rs.35.09 Lakhs in FY 2023-24. The Company posted profit after tax of Rs. 33.89 Lakhs in FY
2024-25 against Rs. 0.24 Lakhs in FY 2023-24.

SIGNIFICANT MATERIAL CHANGES AFTER BALANCE SHEET DATE AFFECTING
FINANCIAL POSITION

There were no material changes and commitments affecting the financial position of the Company
between the end of the financial year and the date of this report.

SUBSIDIARIES, JOINT VENTURES AND ASSOCIATES COMPANIES

The Company does not have any Joint Ventures, Subsidiaries and Associate Companies.

MATERIAL SUBSIDIARIES

Pursuant to Regulation 24 of Securities and Exchange Board of India (Listing Obligations and Disclosure
Requirements) Regulations, 2015, (“Listing Regulations^-’) it is required to formulate a policy for
determining material subsidiaries but the same Clause is not applicable on Company as Company doesn’t
have any Subsidiary Company for the year under review.

MANAGEMENT DISCUSSION AND ANALYSIS

A separate section on Management Discussion and Analysis has been annexed to the Annual Report for
FY 2024-25.

DIVIDEND

Considering the facts and prevailing circumstances, the directors of the Company have not recommended
any dividend for FY 2024-25.

RESERVES

The reserve for the FY 2024-25 as presented in the Financial Statements is Rs. 483.94 Lakhs as against
Rs. 450.05 Lakhs in FY 2023-24.

PUBLIC DEPOSITS

During the FY 2024-25, Company has not accepted any deposits within the meaning of Section 73 and
76 of the Companies Act, 2013 (“Act”) read with the Companies (Acceptance of Deposits) Rules, 2014
and as such no amount of principal or interest was outstanding as on date of the Balance Sheet for FY
2024-25.

CORPORATE GOVERNANCE

Your Company has a rich legacy of ethical governance practices and is committed to transparency in all
its dealings and places high emphasis on business ethics. Your Company always places emphasis on
managing its affairs with diligence, tr ansparency, responsibility and accountability thereby upholding the
important dictum that an organization’s corporate governance philosophy is directly linked to its
performance. The Company understands and respects its fiduciary role and responsibility towards its
stakeholders and to the society at large, and strives to serve then interests, resulting in creation of value
for all stakeholders.

A report on Corporate Governance along with the Certificate of Practicing Company Secretary
confirming compliance of Corporate Governance as stipulated under point E of Schedule V of the SEBI
(Listing Obligations and Disclosure Requirements) Regulations, 2015 as amended, forms an integral part
of the Annual Report for FY 2024-25.

ANNUAL RETURN

Pursuant to Section 92 of the Companies Act, 2013 and Rule 12 of the Companies (Management and
Administration) Rules, 2014, Annual Return of the Company in form MGT-7 for the FY 2024-25, is
available on the website of the Company and can be accessed at www.ebl.co.in.

PARTICULARS OF LOANS, GUARANTEES OR INVESTMENTS

The Company has not granted any loans or provided any guarantee or security or made investment
pursuant to the provision of section 186 of the Companies Act, 2013 and Listing Regulations.

BORROWINGS

During the FY 2024-25, the company has taken an unsecured loan from M/s. Kesri Investments Private
Limited, a Non-Banking Financial Company (NBFC) of Rs. 26,00,000/- (Rupees Twenty Six Lakhs
only) at interest rate of 10.50% per annum due for meeting funding requirements of the company which
shall be repayable on demand.

SHARE CAPITAL

AUTHORISED CAPITAL

During FY 2024-25, there was no change in the authorised share capital of the Company. As on March
31, 2025, the authorised share capital stood at Rs.4,50,00,000 /- divided into 45,00.000 ordinary equity
shares with a nominal value of Rs.10 each.

ISSUED, SUBSCRIBED AND PAID-UP CAPITAL

During FY 2024-25, there was no change in the Issued, Subscribed and Paid-up Capital share capital of
the Company. As on March 31, 2025, the Issued Share Capital stood at Rs.1,93,84,000 divided into 19,
38,400 shares at Rs.10 each, Subscribed and Paid-up Capital stood at Rs. 1,87,68,000 /- divided into 18,
76,800 ordinary equity shares with a nominal value of Rs. 10 each.

BOARD AND ITS COMMITTEES

The Company has a strong and diverse Board which has oversight of the Company’s management and
governance. The individual members of the Board bring a wide range of skills, knowledge, experience
and perspectives. Board-level diversity enhances the effectiveness and efficiency of decision making and
enables seamless navigation through complex transactions and strategies. The Board is supported by
specialised Board-level committees, which operate within defined terms of reference. This allows the
Board to concentrate on critical matters while enabling deep dives into areas like risk management,
information technology, enviromnent, social, governance, sustainability, stakeholder management,
financials and internal control aspects.

MEETINGS OF THE BOARD

During the financial year 2024-25, the Board of Directors of the Company met Six times. The maximum time gap
between any two Board Meetings was not more than one hundred and twenty days. The details of the Board
meetings are as under:-

SL No.	Date	Board Strength	No. of Directors Present
1.	28.05.2024	3	3
2.	12.08.2024	4	4
3.	08.11.2024	4	4
4.	28.01.2025	4	4
5.	14.02.2025	4	4
6.	31.03.2025	4	4

Disclosures of relationships between Directors inter-se

None of the Directors are related to each other.

Information relating to Directors

The details relating to the composition and categories of the Directors on the Board, their attendance at Board
Meetings during the year and at the last Annual General Meeting, the number of Directorships, Committee
Memberships and Chairmanships held by them as on 31^st March. 2025 are given below:

Sr. No	Name	Category	Attendance		Last AGM	Outside Directorships, Committee Memberships and Chairmanships
			No. of Board Meetings			Directo r ships	Committe e Member¬ ships	Comm ittee Chair¬ man¬ ships
			Held	Attended
1.	Mr. Madhusudan Chokhani	Managing Director	6	6	Yes	1	3	0
2.	Mr. Madhusudan Agarwal	Non¬ Executive Director	6	6	Yes	2	0	0
3.	Mrs. Priti Tulshan	Independent Director	6	5	No	0	0	0
4.	Mr. Suresh Kumar Goenka	Independent Director	6	6	Yes	1	0	0

1. The Directorship held by Directors as mentioned above do not include directorships of private companies,
foreign companies and Section 8 companies and EBL.

2. In accordance with SEBI (Listing and Obligation and Disclosure Requirements) Regulation, 2015,
Memberships / Chairmanship of only the Audit Committee and Stakeholders’ Relationship Committee of
all public limited companies have been considered except EBL.

No Director is a member of more than 10 Board-level Committees of public limited companies, or is
Chairman of more than 5 such Committees.

The Board reviews Compliance Reports of all the laws applicable to the Company, prepared by the
Company as well as the steps taken by the Company to revamp instances of such non-compliances wherever
and whenever required.

COMMITTEES OF THE BOARD

As required under the Act and SEBI Listing Regulations, the Company has constituted various statutory
committees to review specific business operations and governance matters. As on March 31, 2025, the
Company had the following committees of the Board.

1. Audit Committee

2. Nomination and Remuneration Committee

3. Stakeholders Relationship Committee

VIGIL MECHANISM

The Company established a Vigil Mechanism/ Whistle Blower Policy. The purpose of this mechanism
is to provide a framework to report concerns about unethical behavior, actual or suspected fraud or
violation of the Company’s code of conduct or ethics policy and provide adequate safeguards against
victimization of the person availmg this mechanism. This Policy has been appropriately communicated
within the organization and is effectively operational. The policy provides mechanism whereby whistle
blower may send protected disclosures directly to the Chairman of Audit Committee or Ethics Officer.

The Policy uploaded on the website can be accessed at https://www.ebl.co.in/investor-

pdf/policies/VIGIL%20MECHANISM%20POLICY.pdf

RISK MANAGEMENT

As per the requirements of Regulation 17 of Listing Regulations, the company laid down the procedures
to inform Board members about the risk assessment and minimization procedures and the Board was
responsible for framing, implementing and monitoring the risk management plan for the company. The
Company has developed and implemented a Risk Management Policy to identify and mitigate key risks
that may threaten the existence of the Company.

The Policy uploaded on the website can be accessed at https://www.ebl.co.in/investor-

pdf/policies/RISK%20MANAGEMENT%20PQLICY.pdf

INTERNAL FINANCIAL CONTROLS

The Company has put in place adequate internal financial controls with reference to financial statements.
Such system has been designed to provide for:

• Adoption of accounting policies in line with applicable accounting standards.

• Proper recording of transactions with internal checks and reporting mechanism.

• Compliance with applicable statutes, policies, management policies and procedures.

The management of the Company periodically reviews the financial performance against the approved
plans across various parameters and takes necessary action, wherever necessary.

DECLARATION OF INDEPENDENCE FROM INDEPENDENT DIRECTORS

The Company has received declaration from all the Independent Directors confirming that they meet the
criteria of Independence as prescribed under the provisions of the Act read with the relevant Schedules
and Rules made thereunder as well as Regulation 25 & 26 of the Listing Regulations.

Furthermore, the Board is of the opinion that the Independent Directors possess the requisite
qualifications, skills, experience and expertise while upholding the highest standards of integrity and
professionalism and they fully satisfy the conditions outlined in the Act and Listing Regulations and
remain independent of the management.

The details of the familiarization program for the Independent Directors is available on the Company’s
website and can be accessed at

https://www.ebl.co.in/EBL/Policv/Familiarisation Programme%20for%20Independent%20Directors.p
df

DETAILS OF SIGNIFICANT AND MATERIAL ORDERS PASSED BY THE REGULATORS
OR COURTS OR TRIBUNALS IMPACTING GOING CONCERN STATUS AND COMPANY’S
OPERATION IN FUTURE

No significant and material order was passed by any Regulator or Court or Tribunal during the FY 2024¬
25 having potential to impact the going concern status of the Company.

DIRECTORS AND KEY MANAGERIAL PERSONNEL

As on the date of this report, Company’s Board of Directors comprises of four (4) directors includmg
independent directors. Details on composition of Board of Directors, number of meetings held during
FY 2024-25 and attendance thereof has been provided in the Report on Coiporate Governance, which
forms part of Annual Report for FY 2024-25.

DIRECTOR LIABLE TO RETIRE BY ROTATION

In accordance with the provisions of Section 152 and other applicable provisions, if any, of the Act and
the Articles of Association of the Company, Mr. Madhusudan Aggarwal (DIN:00338537), Non¬
Executive Director, is liable to retire by rotation at the 41st AGM and being eligible, has offered himself
for re-appointment.

APPOINTMENTS AND CESSATION

During the FY 2024-25, Mr. Chetan Goel resigned from the position of the Company Secretary &
Compliance Officer and CFO with effect from May 24,2024. The Board in its meeting held on May 28,
2024, appointed Ms. Arpit Shanna (A45885) as Company Secretary & Compliance Officer and CFO of
the Company with immediate effect. She also resigned from the said position with effect from November
9, 2024. The Board in its meeting held on January 28, 2025 appointed Mr. Sanjiv Kumar Tiwari
(M.No.F7150) as Company Secretary cum Compliance Officer and CFO of the company with immediate
effect.

Mr. Madhusudan Chokhani Managing Director and CEO, Mr. Sanjiv Kumar Tiwari, Company Secretary
& Compliance Officer are the Key Managerial Personnel of the Company as on March 31, 2025.

None of the Directors of the Company are disqualified as per the provisions of Section 164 of the
Companies Act, 2013.

Further, none of the Directors are debarred from holding the office of Director pursuant to any SEBI
Order or any other such authority. The Directors have made necessary disclosures, as required under
various provisions of the Companies Act, 2013.

PARTICULARS OF REMUNERATION

The information as required m accordance with Section 197(12) of the Act read with the Companies
(Appointment & Remuneration of Managerial Personnel) Rules, 2014, as amended is set out in
Annexure I to this Report. However, as per the provision of Section 136 of the Act, Report and the
Accounts are being sent to all members of the Company.

NOMINATION AND REMUNERATION POLICY

Pursuant to the provisions of Section 178 of the Act and Regulation 19 read with Schedule II Part D of
SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, a Nomination and
Remuneration Policy had been framed for the appointment of Directors, Key Managerial Personnel and
Senior Management and fixation of their remuneration.

The Nomination and Remuneration Policy of the Company is annexed as Annexure II and forms part
of this Report.

Your Directors inform the members that the Nomination and Remuneration Committee as well as your
Directors endeavor to follow the policy and all appointments in Board and Senior Management are
considered at the meeting of the Committee and the Board.

RELATED PARTY TRANSACTIONS

The Board has accorded its approval for entering into any related party transactions which are in the
ordinary course of business and at arm’s length basis. The Company has formulated a policy on Related
Party Transactions which is available on the Company’s website and can be accessed at

https://www.ebl.co.in/investor-pdf/policies/Related%20Partv%20Policv.pdf

Related party transactions (Form AOC- 2) pursuant to Section 134 (3)(h) of the Companies Act, 2013
read with Rule 8(2) of the Companies (Accounts) Rules, 2014 as entered by the Company during FY
2024-25 is annexed herewith as Annexure III to this Report.

STATEMENT INDICATING THE MANNER IN WHICH FORMAL ANNUAL EVALUATION
HAS BEEN DONE

In terms of the provisions of Companies Act, 2013 and Regulation 17 of Securities and Exchange Board
of India (Listing Obligations and Disclosure Requirements) Regulations, 2015, Independent Directors at
their meeting without participation of the Non-Independent Directors and Management,
considered/evaluated the Boards’ performance, Performance of the Chairman and other Non¬
Independent Directors. The Board subsequently evaluated the performance of Independent Directors as
per the criteria laid down and has recommended their continuation on the Board of the Company. The
working of its Committees (Audit, Nomination and Remuneration and Stakeholders Relationship
Committee) and Independent Directors (without participation of the Director being evaluated) were also
evaluated. Nomination and Remuneration Committee have laid down the criteria for performance
evaluation of all directors and Directors whose performance are subject to evaluation have not
participated in the meeting.

The evaluation criteria as laid down by the Nomination & Remuneration Committee included various
aspects of the functioning of Board such as composition, process & procedures including adequate &
timely information, attendance, delegation of responsibilities, decision-making; roles & responsibilities
including monitoring, benchmarking, feedback; stakeholder relationship and committees.

The performance of individual Directors including the Chanman was evaluated on various parameters
such as knowledge & experience, interest of stakeholders, time devoted etc. The evaluation process has
been explained in the Corporate Governance Report of the Annual Report. The evaluation of Independent
Directors was based on aspects like participation in & contribution to the Board decisions, knowledge &
experience and judgment.

The Company recognizes and embraces the importance of diversity in the Board in its success. We
believe that a truly diverse Board will leverage difference in thought, perspective, knowledge, skill,
regional and industry experience, culture and geographical background, age, ethnicity which will help us
retain our competitive advantage.

AUDITORS

STATUTORY AUDITORS

M/s. Suresh Kumar & Mittal, Chartered Accountants (Finn Registration No.-500063N) were appointed
with the approval of the members as the Statutory Auditors of the Company for a period of five (5)
consecutive years to hold the office from the conclusion of 40^th AGM till the conclusion of 45^th AGM of
the Company.

During FY 2024-25, the Auditor did not report any matter under Section 143(12) of the Act, therefore,
no detail is required to be disclosed under Section 134(3) (ca) of the Act. The observations of the Auditor,
if any, are explained wherever necessary, in the appropriate notes to the accounts. The Statutory Auditor’s
Report does not contain any qualification, reservation or adverse remark, disclaimer or emphasis of
matter.

INTERNAL AUDITORS

Pursuant to provisions of section 138 of the Companies Act, 2013 read with the Companies (Accounts)
Rules, 2014, the Company had appointed M/s. B.K Shroff & Co, Chartered Accountants (Finn
Registration Number:302166E) as Internal Auditors of the Company for the FY 2024-25. The role of
Internal Auditors includes but is not limited to review of internal systems, standard operating procedures,
adherence to statutory laws & other operational no mis as set by the management, monitoring of
implementation of corrective actions required, reviewing of various policies and ensure its proper
implementation, etc. The internal audit report as provided by the internal auditor for FY 2024-25 does
not contain qualification, reservation or adverse remark.

SECRETARIAL AUDITOR

Pursuant to provisions of Section 204 of the Companies Act, 2013 read with the Companies
(Appointment and Remuneration of Managerial Personnel) Rules, 2014, the Company had appointed
M/s. SSPK & Co., Company Secretaries, (Firm Registration Number: P2016DE056800) as Secretarial
Auditor of the Company for the year ended March 31, 2025. The Secretarial Audit Report for FY 2024¬
25 does not contain any qualification, reservation or adverse remark. The Report of Secretarial Auditor
is amiexed as Annexure It⁷ to the Board Report which forms part of the Annual Report.

Further, Board has recommended for further appointment of SSPK & Co. for a period of Five(5) Years
from the conclusion of 41^st Annual General Meeting to 46^th Annual General Meeting of the Company.

CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION AND FOREIGN
EXCHANGE EARNINGS AND OUTGO

Information as required by Section 134 (3) (m) read with relevant rules of the Companies Act, 2013, is
set out as under:

CONSERVATION OF ENERGY

During FY 2024-25, provisions for Conservation of Energy is not applicable on the Company.
TECHNOLOGY ABSORPTION, ADOPTION & INNOVATIONS

During FY 2024-25, there were no Technology absorption, adoption & innovation by the Company.
FOREIGN EXCHANGE EARNINGS & OUTGO

Particulars	Current Financial Year(2024- 25)	Previous Financial Year (2023-24)
Earnings	Nil	Nil
Outgo	Nil	Nil

DIRECTORS’ RESPONSIBILITY STATEMENT

Pursuant to Section 134(3)(c), the Directors hereby state and confirm that:

(a) in the preparation of the annual accounts, the applicable accounting standards have been followed
along with proper explanation relating to material departures;

(b) the directors have selected such accounting policies and applied them consistently and made
judgements 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 and loss of the
company for that period;

(c) the directors have 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 and detecting fraud and other irregularities;

(d) the directors have prepared the annual accounts on a going concern basis; and

(e) the directors have laid down internal financial controls to be followed by the company and that such
internal financial controls are adequate and were operating effectively.

(f) the directors have devised proper systems to ensure compliance with the provisions of all applicable
laws and that such systems were adequate and operating effectively.

CORPORATE SOCIAL RESPONSIBILITY

During FY 2024-25, provisions of Section 135 of the Act is not applicable on the Company hence there
is no requirement to constitute corporate social responsibility (CSR) committee and therefore Board has
not formulated corporate social responsibility policy.

PREVENTION, PROHIBITION AND REDRESSAL OF SEXUAL HARASSMENT OF WOMEN
AT WORKPLACE

The Company strongly believes in providing a safe and harassment-free workplace for every individual
through various interventions, policies and practices. The Company has a robust policy on the prevention
of sexual harassment at the workplace in compliance with the requirements of the Sexual Harassment of
Women at Workplace (Prevention. Prohibition and Redressal) Act, 2013 (“POSH”) During FY 2024-25,

no complaints were received by the Internal Complaints Committee established under the Policy for
Prohibition, Prevention and Redressal of Sexual Harassment of Women at Workplace.

MAINTENANCE OF COST RECORDS

During FY 2024-25, maintenance of cost records as specified by the Central Government under sub
section (1) of 148 of the Companies Act, 2013 is not required to be maintained by the company.

DISCLOSURE OF ACCOUNTING TREATMENT

The Company has followed the same accounting treatment as prescribed in the relevant Indian
Accounting Standards while preparing the Financial Statements.

COMPLIANCE WITH SECRETARIAL STANDARDS

The Company is in compliance with the applicable Secretarial Standards issued by the Institute of
Company Secretaries of India and approved by the Central Government under Section 118(10) of the
Companies Act, 2013.

GENERAL

No disclosure or reporting is made in respect of the following items, as there were no transactions during
FY 2024-25:

¦ The issue of equity shares with differential rights as to dividend, voting or otherwise;

¦ There are no significant or material orders passed by the regulators, courts or tribunals which impact
the going concern status or the Company’s operations in the future;

¦ The Company does not have any scheme or provision of money for the purchase of its own shares
by employees or by trustees for the benefits of employees;

¦ There is no proceeding pending under the Insolvency and Bankruptcy Code, 2016 against the
Company;

¦ There was no instance of one-time settlement with any bank or financial institution by the Company;

¦ There was no revision in the financial statements and Board’s Report;

¦ There was no instance where the Company failed to implement any corporate action within the
prescribed statutory timelines

ACKNOWLEDGEMENTS

The Board hereby places on record its sincere appreciation for the continued assistance and support
extended to the Company by its collaborators, customers, bankers, vendors, Government authorities and
employees.

The Directors acknowledge with gratitude the encouragement and support extended by our valued
Shareholders.

Place: New Delhi For and on behalf of the Board

East Buildtech Limited

Dated: 02.09.2025

sd/-

Madhusudan Chokhani
Chairman & Managing Director
DIN: 00307234

---

Mar 31, 2024

The Directors are pleased to present their 40^th Annual Report along with the audited accounts of the Company for the year ended on 31^st March, 2024.

Financial Performance

The Company’s financial performance for the year ended on 31^st March, 2024 is summarized below:

(In Lakhs)
Particulars	2023-2024	2022-2023
Total Revenue including other Income	35.09	45.50
Total Expenses	34.76	40.75
Profit / (Loss) before Tax	0.33	4.75
Profit / (Loss) after Tax	0.24	4.24
T otal Comprehensive Income / Loss	0.24	4.24
Earning Per Share
Basic and Diluted (Rs)	0.01	0.23

PERFORMANCE OVERVIEW

The Total Revenue including other income of the Company stood at Rs. 35.09 Lakhs in 2023-24 as against Rs.45.50 Lakhs in 2022-23. The Company posted profit after tax of Rs. 0.24 Lakhs in 2023-24 against Rs. 4.24 Lakhs in the previous year.

SIGNIFICANT MATERIAL CHANGES AFTER BALANCE SHEET DATE AFFECTING FINANCIAL POSITION

During the year under review no material changes and commitments have occurred between the end of the financial year and the date of the report affecting the financial position of the Company.

SUBSIDIARIES, JOINT VENTURES AND ASSOCIATES COMPANIES

The Company does not have any Joint Ventures, Subsidiaries and Associate Companies.

MATERIAL SUBSIDIARIES

Pursuant to Regulation 24 of Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015, It is required to formulate a policy for determining material subsidiaries but the same Clause is not applicable on Company as Company doesn’t have any Subsidiary Company.

MANAGEMENT DISCUSSION AND ANALYSIS

A separate chapter on Management Discussion and Analysis is given in this Annual Report.

DIVIDEND

Considering the facts and prevailing circumstances, your Directors have not recommended any dividend for the financial year 2023-24.

RESERVES

The reserve for the financial year of 2023-24 showing in the balance sheet is Rs. 450.05 Lakhs as against Rs. 449.81 Lakhs in previous financial year.

PUBLIC DEPOSITS

During the F.Y. 2023-24, your Company has not accepted any deposits within the meaning of Section 73 and 76 of the Companies Act, 2013 read with the Companies (Acceptance of Deposits) Rules, 2014 and as such no amount of principal or interest was outstanding as on date of the Balance Sheet.

CORPORATE GOVERNANCE

Your Company has a rich legacy of ethical governance practices and is committed to transparency in all its dealings and places high emphasis on business ethics. Your Company always places emphasis on managing its affairs with diligence, transparency, responsibility and accountability thereby upholding the important dictum that an organization’s corporate governance philosophy is directly linked to its performance. The Company understands and respects its fiduciary role and responsibility towards its stakeholders and to the society at large, and strives to serve their interests, resulting in creation of value for all stakeholders.

A report on Corporate Governance along with the Certificate of Practicing Company Secretary confirming compliance of Corporate Governance as stipulated under point E of Schedule V of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 as amended, forms an integral part of this Annual Report.

ANNUAL RETURN

Pursuant to Section 92 of the Companies Act, 2013 and Rule 12 of the Companies (Management and Administration) Rules, 2014, Annual Return for the financial year 2023-24, is available on the website of the Company and can be accessed at www.ebl.co.in.

PARTICULARS OF LOANS, GUARANTEES OR INVESTMENTS

The Company has not given any loans or guarantee or investment under the provision of section 186 of the Companies Act, 2013.

BORROWINGS

During the year under review, the company has taken an unsecured loan from M/s. Kesri Investments Private Limited, a Non-Banking Financial Company (NBFC) of Rs. 65,00,000 (Rs. Sixty Five Lakh) on interest @ 10.50% per annum due to meeting funding requirements of the company repayable on demand.

MEETINGS OF THE BOARD AND COMMITTEES

The particulars of the meetings of Board of Directors and Committees meetings held during the year, along with details regarding the meetings attended by the Directors forms part of Corporate Governance Report. The composition of Board and its Committees has also been provided in detail in Corporate Governance Report.

AUDIT COMMITTEE

Pursuant to the provisions of section 177 and applicable provisions of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, the composition of an Audit Committee consisting of requisite number of Independent Directors.

VIGIL MECHANISM

The Company established a Vigil Mechanism/ Whistle Blower Policy. The purpose of this mechanism is to provide a framework to report concerns about unethical behavior, actual or suspected fraud or violation of the Company’s code of conduct or ethics policy and provide adequate safeguards against victimization of the person availing this mechanism. This Policy has been appropriately communicated within the organization and is effectively operational. The policy provides mechanism whereby whistle blower may send protected disclosures directly to the Chairman of Audit Committee or Ethics Officer.

RISK MANAGEMENT

As per the requirement of Regulation 17 of Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015, the company laid down the procedures to inform Board members about the risk assessment and minimization procedures and the Board was responsible for framing, implementing and monitoring the risk management plan for the company. The Company has developed and implemented a Risk Management Policy to identify and mitigate key risks that may threaten the existence of the Company.

INTERNAL FINANCIAL CONTROLS

Your Company has put in place adequate internal financial controls with reference to financial statements. Such system has been designed to provide for:

• Adoption of accounting policies in line with applicable accounting standards.

• Proper recording of transactions with internal checks and reporting mechanism.

• Compliance with applicable statutes, policies, management policies and procedures.

The management of your Company periodically reviews the financial performance against the approved plans across various parameters and takes necessary action, wherever necessary.

DECLARATION OF INDEPENDENCE

Your Company received declaration from all the Independent Directors confirming that they meet the criteria of Independence as prescribed under the provisions of Companies Act, 2013 read with the Schedules and Rules made thereunder as well as Regulation 25 & 26 of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015.

The details of the familiarization program for the Independent Directors have been uploaded on the website of the Company and may be accessed through the link: http://www.ebl.co.in/EBL/Policy/Familiarisation_Programme%20for%20Independent%20Directors.pdf.

DETAILS OF SIGNIFICANT AND MATERIAL ORDERS PASSED BY THE REGULATORS OR COURTS OR TRIBUNALS IMPACTING GOING CONCERN STATUS AND COMPANY’S OPERATION IN FUTURE.

No significant and material order was passed by Regulators or Courts or Tribunals during the year under review impacting the going concern status of your Company.

DIRECTORS AND KEY MANAGERIAL PERSONNEL

The Board of Directors of your Company as on date of this report comprises Four (4) Directors, of which one (1) is a Chairman & Managing Director and CEO, one (1) Non-Independent & Non-Executive Director and three (2) Directors are Non-Executive & Independent Directors.

Pursuant to Sections 152 of the Companies Act, 2013, Shri Madhusudan Agarwal (DIN-00338537) is liable to retire by rotation and being eligible offers himself for re-appointment at the 40^th Annual General Meeting of your Company.

It is further informed that the term of Mr. Madhusudan Chokhani (DIN-00307234) as Managing Director will expire at this Annual General Meeting. We wish to state that, shareholder approval for the renewal of his term was already obtained at the last Annual General Meeting held in 2023.

During the year under review, Ms. Jyoti Sachdeva resigned from the position of the Company Secretary & Compliance Officer and CFO with effect from 18^th March, 2023. The Board in its meeting held on 26^th May, 2023, appointed Ms. Yogita as Company Secretary & Compliance Officer and CFO of the Company with immediate effect. She also resigned from the said position with effect from 31^st October, 2023. The Board in its meeting held on 29^th January, 2024 appointed Mr. Chetan Goel as Company Secretary cum Compliance Officer and CFO of the company with immediate effect.

Mr. Madhusudan Chokhani Managing Director and CEO, Mr. Chetan Goel Company Secretary & Compliance Officer are the Key Managerial Personnel of the Company as on 31^stMarch, 2024.

None of the Directors of the Company are disqualified as per the provisions of Section 164 of the Companies Act, 2013.

Further, none of the Directors are debarred from holding the office of Director pursuant to any SEBI Order or any other such authority. The Directors have made necessary disclosures, as required under various provisions of the Companies Act, 2013.

PARTICULARS OF REMUNERATION

The information as required in accordance with Section 197(12) of the Companies Act, 2013, read with the Companies (Appointment & Remuneration of Managerial Personnel) Rules, 2014, as amended is set out in Annexure ‘I’ to this Report. However, as per the provision of Section 136 of the Companies Act, 2013, the Report and the Accounts are being sent to all members of the Company.

NOMINATION AND REMUNERATION POLICY

Pursuant to the provisions of Section 178 of the Companies Act, 2013 and Regulation 19 read with Schedule II Part D of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, a Nomination and

Remuneration Policy had been framed for the appointment of Directors, Key Managerial Personnel and Senior Management and fixation of their remuneration.

The Nomination and Remuneration Policy of the Company is annexed as Annexure II and forms part of this Report.

Your Directors inform the members that the Nomination and Remuneration Committee as well as your Directors endeavor to follow the policy and all appointments in Board and Senior Management are considered at the meeting of the Committee and the Board.

RELATED PARTY TRANSACTIONS

The Board has accorded its approval for entering into any related party transactions which are in the ordinary course of business and at arm’s length basis. The Company has formulated a policy on Related Party Transactions which is available on website of the Company and can be accessed through the mentioned link http://www.ebl.co.in/EBL/Policy/Related%20Party%20Policy.pdf.

Related party transactions (Form AOC- 2)pursuant to Section 134 (3)(h) of the Companies Act, 2013 read with Rule 8(2) of the Companies (Accounts) Rules, 2014 as entered by the Company during financial year 2023-24 is annexed herewith as ‘Annexure III* to this Report.

STATEMENT INDICATING THE MANNER IN WHICH FORMAL ANNUAL EVALUATION HAS BEEN DONE

In terms of provisions of Companies Act, 2013 and Regulation 17 of Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015, Independent Directors at their meeting without participation of the Non-Independent Directors and Management, considered/evaluated the Boards’ performance, Performance of the Chairman and other Non-Independent Directors. The Board subsequently evaluated the performance of Independent Directors as per the criteria laid down and has recommended their continuation on the Board of the Company. The working of its Committees (Audit, Nomination and Remuneration and Stakeholders Relationship Committee) and Independent Directors (without participation of the Director being evaluated) were also evaluated. Nomination and Remuneration Committee have laid down the criteria for performance evaluation of all directors and Directors whose performance are subject to evaluation have not participated in the meeting.

The evaluation criteria as laid down by the Nomination & Remuneration Committee included various aspects of the functioning of Board such as composition, process & procedures including adequate & timely information, attendance, delegation of responsibilities, decision-making; roles & responsibilities including monitoring, benchmarking, feedback; stakeholder relationship and committees.

The performance of individual Directors including the Chairman was evaluated on various parameters such as knowledge & experience, interest of stakeholders, time devoted etc. The evaluation process has been explained in the Corporate Governance Report of the Annual Report. The evaluation of Independent Directors was based on aspects like participation in & contribution to the Board decisions, knowledge & experience and judgment.

The Company recognizes and embraces the importance of diversity in the Board in its success. We believe that a truly diverse Board will leverage difference in thought, perspective, knowledge, skill, regional and industry experience, culture and geographical background, age, ethnicity which will help us retain our competitive advantage.

AUDITORSSTATUTORY AUDITORS

M/s. B.K. Shroff & Co., Chartered Accountants, were appointed with your approval as the Statutory Auditors of your Company for a period of five years till the conclusion of the ensuing AGM.

It is further informed that, 2^nd Term of M/s B.K. Shroff & Co. Chartered Accountants is going to expire at ensuing AGM therefore Board recommended the appointment Suresh Kumar Mittal & Co., Chartered Accountants (Firm Registration No.-500063N) as statutory auditor in place of M/s B.K. Shroff & Co.

The Board, on the recommendation of the Audit Committee, has recommended for the approval of the Members, the appointment of Suresh Kumar Mittal & Co. as the Auditors of your Company for a period of five years from the conclusion of the ensuing 40^thAGM till the conclusion of the 45^thAGM. On the recommendation of the Audit Committee, the Board has also recommended for the approval of the Members, the remuneration of Suresh Kumar Mittal & Co. for the financial year 2024-25. Appropriate resolution seeking your approval for the appointment and remuneration of Suresh Kumar Mittal & Co.as the Statutory Auditors is appearing in the Notice convening the 40^thAGM of your Company.

Suresh Kumar Mittal & Co. Chartered Accountants, have confirmed their eligibility under section 141 of the Companies Act, 2013 and rules framed thereunder.

During the year under review, the Auditor did not report any matter under Section 143(12) of the Companies Act, 2013; therefore, no detail is required to be disclosed under Section 134(3) (ca) of the Companies Act,

2013. The observations of the Auditor, if any, are explained wherever necessary, in the appropriate notes to the accounts. The Statutory Auditor’s Report does not contain any qualification, reservation or adverse remark, disclaimer or emphasis of matter.

INTERNAL AUDITORS

Pursuant to Provisions of section 138 of the Companies Act, 2013 read with the Companies (Accounts) Rules,

2014, the Company had appointed M/s. Suresh Kumar Mittal & Co, Chartered Accountants as Internal Auditors of the Company for the financial year 2023-24. The role of Internal Auditors includes but is not limited to review of internal systems, standard operating procedures, adherence to statutory laws & other operational norms as set by the management, monitoring of implementation of corrective actions required, reviewing of various policies and ensure its proper implementation, etc.

SECRETARIAL AUDITOR

Pursuant to provisions of Section 204 of the Companies Act, 2013 read with the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, the Company had appointed M/s. SSPK & Co.,

Company Secretaries, as Secretarial Auditor of the Company for the year ended 31^st March, 2024. The Secretarial Audit Report does not contain any qualification, reservation or adverse remark. The Report of Secretarial Auditor is annexed as Annexure IV forming part of this Report.

CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE EARNINGS AND OUTGO

Information as required by Section 134 (3) (m) read with relevant rules of the Companies Act, 2013, is set out as under:

CONSERVATION OF ENERGY

Provision for Conservation of Energy is not applicable on the Company.

TECHNOLOGY ABSORPTION, ADOPTION & INNOVATIONS

There is no Technology absorption, adoption & innovation in the Financial Year 2023-24 by the Company.

FOREIGN EXCHANGE EARNINGS & OUTGO

Particulars	Current Year (2023-24)	P reviou s Ye ar (2022-23)
Earnings	Nil	Nil
Outgo	Nil	Nil

DIRECTORS’ RESPONSIBILITY STATEMENT

Pursuant to Section 134(3)(c), the Directors hereby state and confirm that :

(a) in the preparation of the annual accounts, the applicable accounting standards have been followed along with proper explanation relating to material departures;

(b) the directors have selected such accounting policies and applied them consistently and made judgements 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 and loss of the company for that period;

(c) the directors have 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 and detecting fraud and other irregularities;

(d) the directors have prepared the annual accounts on a going concern basis; and

(e) the directors have laid down internal financial controls to be followed by the company and that such internal financial controls are adequate and were operating effectively.

(f) the directors have devised proper systems to ensure compliance with the provisions of all applicable laws and that such systems were adequate and operating effectively.

CORPORATE SOCIAL RESPONSIBILITY

Provision of Section 135 of Companies Act, 2013 is not applicable on the Company hence there is no requirement to constitute corporate social responsibility (CSR) committee and corporate social responsibility policy.

INTERNAL COMPLAINTS COMMITTEE (ANTI-SEXUAL HARASSMENT POLICY)

During the period under review, no complaints were received by the Internal Complaints Committee established under the Policy for Prohibition, Prevention and Redressal of Sexual Harassment of Women at Workplace.

MAINTENANCE OF COST RECORDS

During the period under review, maintenance of cost records as specified by the Central Government under sub section (1) of 148 of the Companies Act, 2013 is not required to be maintained by the company.

DISCLOSURE OF ACCOUNTING TREATMENT

The Company has followed the same accounting treatment as prescribed in the relevant Indian Accounting Standards while preparing the Financial Statements.

COMPLIANCE WITH SECRETARIAL STANDARDS

The Company is in compliance with the applicable Secretarial Standards issued by the Institute of Company Secretaries of India and approved by the Central Government under Section 118(10) of the Companies Act, 2013.

ACKNOWLEDGEMENTS

The Board hereby places on record its sincere appreciation for the continued assistance and support extended to the Company by its collaborators, customers, bankers, vendors, Government authorities and employees.

Your Directors acknowledge with gratitude the encouragement and support extended by our valued Shareholders.

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Mar 31, 2014

Dear members,

The Directors have pleasure in presenting the 30th Annual Report and Audited Balance Sheet as at 31st March, 2014 and the Profit & Loss Account for the period ended as on that date.

FINANCIAL RESULTS :

Particulars 31.03.2014 31.03.2013 (Rs. in lacs) (Rs. in lacs)

Total Revenue 80.01 127.91 Profit before Tax 17.31 28.87 Profit for the period 11.70 19.45

OPERATION

As reported earlier, the Company completed the construction work of its commercial-cum-shopping complex at Noida using the modern technologies and facilities.

DIVIDEND

Considering the facts and prevailing circumstances, the Board of Directors of the Company has not recommended any dividend for the year.

DIRECTORS

Shri Suresh Kumar Goenka, (DIN- 01137986) Director is to retire by rotation at the ensuing Annual General Meeting and being eligible offers himself for re-appointment. FIXED DEPOSITS

Your company has not invited / accepted any fixed deposits as stipulated under Section 58A of the Companies Act, 1956.

AUDITORS

M/s. Doogar & Associates, Chartered Accountants, Auditors of the Company are retiring at the conclusion of the 29th Annual General Meeting. And special Notice has been received from the M/s Marwari Investment Pvt. Ltd, as a member of the Company, proposing a resolution at the forthcoming Annual general Meeting for the appointment of B K Shroff & Co., New Delhi, Statutory Auditor of the Company in place of M/s Doogar & Associates.

A resolution proposing appointment of M/s B.K. Shroff & Co. (FRN 302166E ) as the Statutory Auditors of the Company pursuant to Section 139 of the Companies Act, 2013 forms part of the Notice. The Company has received a Certificate from the proposed Auditors to the effect that their appointment, if made, would be in accordance with Section 139(1) of the Companies Act, 2013 and the rules made there under, as may be applicable.

M/s Doogar & Associates, Chartered Accountant, New Delhi, over many years, have successfully met the challenge that the size and scale of The Company Company''s operations pose auditors and have maintained the highest level of governance, rigour and quality of their Audit. The Board place on record its appreciation for the services rendered by the M/s Doogar & Associates as a Statutory Auditor of the Company.

AUDITORS'' REPORT

Auditors'' observations are self explanatory and are suitably explained in the notes to the accounts.

LISTING OF SECURITIES

The securities of the Company are presently listed on Bombay Stock Exchange.

SHARE TRANSFER SYSTEM:

M/s. Beetal Financial & Computer Services (P) Limited engaged by the Company is acting as Registrar and Share Transfer Agents of the Company. Transfers, Transmission etc. of shares are approved by the Shareholders/lnvestors Grievance Committee of Directors which meets at a regular interval.

PARTICULARS OF EMPLOYEES:

No employee of the Company is in receipt of excess remuneration of the limits as stipulated under Section 217 (2A) of the Companies Act, 1956 read with Companies (Particulars of Employees) Rules, 1975.

CORPORATE GOVERNANCE-CLAUSE 49 OF THE LISTING AGREEMENT:

In compliance with Clause 49 of the Listing Agreement with the Stock Exchange, a report on Corporate Governance along with Auditors certificate regarding compliance of Corporate Governance as stipulated under Clause 49 of the Listing Agreement and Management Discussion and Analysis are annexed as a part of this Annual Report.

SECRETARIAL COMPLIANCE CERTIFICATE

Secretarial Compliance Certificate pursuant to section 383A of the Companies Act, 1956 issued by N. Agarwal & Associates, Company Secretaries is annexed herewith.

PARTICULARS OF CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE EARNINGS & OUTGO:

As stipulated under Section 217(1) (e) of the Companies Act, 1956 read with the Companies (Disclosure of Particulars in the Report of Board of Directors) Rules, 1988, information is enclosed.

DIRECTORS'' RESPONSIBILITY STATEMENT :

In compliance with Section 217 (2AA) of the Companies Act, 1956, it is hereby confirmed:-

(i) (i) That in the preparation of the accounts for the financial year ended 31st March 2014 the applicable accounting standards have been followed along with proper explanations relating to material departure;

(ii) That the Directors had selected such accounting policies and applied them consistently and made judgments and estimates that were 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 the profit and loss of the Company for the year ended under review;

(iii) That the Directors had taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of the Companies Act, 1956 for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities; and

(iv) That the Directors had prepared the accounts for the financial year ended 31st March 2014 on a going concern basis except to the extent as noted in the Auditors'' Report.

ACKNOWLEDGMENT :

Your Directors place on record, their sincere thanks to the Bankers of the Company and all the employees for their co-operation and support.

For and on behalf of the Board Place : New Delhi MADHUSUDAN CHOKHANI Date : 30/07/2014 Chairman DIN-00307234

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Mar 31, 2013

To The Members

The Directors have pleasure in presenting the 29th Annual Report and Audited Balance Sheet as at 31st March, 2013 and the Profit & Loss Account for the period ended as on that date.

FINANCIAL RESULTS :

Particulars 31.03.2013 31.03.2012 (Rs. in lacs) (Rs. in lacs)

Total Revenue 127.91 229.16

Profit before Tax 28.87 31.94

Profit for the period 19.45 21.93

OPERATION

As reported earlier, the Company completed the construction work of its commercial-cum-shopping complex at Noida using the modern technologies and facilities. DIVIDEND

Considering the facts and prevailing circumstances, the Board of Directors of the Company has not recommended any dividend for the year.

DIRECTORS

Shri Madhusudhan Chokhani, Director is to retire by rotation at the ensuing Annual General Meeting and being eligible offers himself for re-appointment.

RXED DEPOSITS

Your company has not invited / accepted any fixed deposits as stipulated under Section 58A of the Companies Act, 1956.

AUDITORS

M/s. Doogar & Associates, Chartered Accountants, the Auditors of the Company will retire at the conclusion of the ensuing Annual General Meeting and being eligible offer themselves for re- appointment.

AUDITORS'' REPORT

Auditors'' observations are self explanatory and are suitably explained in the notes to the accounts.

LISTING OF SECURITIES

The securities of the Company are presently listed on Bombay Stock Exchange.

SHARE TRANSFER SYSTEM:

M/s. Beetal Financial & Computer Services (P) Limited engaged by the Company is acting as

Registrar and Share Transfer Agents of the Company. Transfers, Transmission etc. of shares are approved by the Shareholders/Investors Grievance Committee of Directors which meets at a regular interval.

PARTICULARS OF EMPLOYEES:

No employee of the Company is in receipt of excess remuneration of the limits as stipulated under Section 217 (2A) of the Companies Act, 1956 read with Companies (Particulars of Employees) Rules, 1975.

CORPORATE GOVERNANCE-CLAUSE 49 OF THE LISTING AGREEMENT:

In compliance with Clause 49 of the Listing Agreement with the Stock Exchange, a report on Corporate Governance along with Auditors certificate regarding compliance of Corporate Governance as stipulated under Clause 49 of the Listing Agreement and Management Discussion and Analysis are annexed as a part of this Annual Report.

SECRETARIAL COMPLIANCE CERTIFICATE

Secretarial Compliance Certificate pursuant to section 383A of the Companies Act, 1956 issued by N. Agarwal & Associates, Company Secretaries is annexed herewith.

PARTICULARS OF CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE EARNINGS & OUTGO:

As stipulated under Section 217(1) (e) of the Companies Act, 1956 read with the Companies (Disclosure of Particulars in the Report of Board of Directors) Rules, 1988, information is enclosed.

DIRECTORS'' RESPONSIBILITY STATEMENT :

In compliance with Section 217 (2AA) of the Companies Act, 1956, it is hereby confirmed:-

(i) That in the preparation of the accounts for the financial year ended 31st March 2013 the applicable accounting standards have been followed along with proper explanations relating to material departure;

(ii) That the Directors had selected such accounting policies and applied them consistently and made judgments and estimates that were 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 the profit and loss of the Company for the year ended under review;

(iii) That the Directors had taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of the Companies Act, 1956 for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities; and

(iv) That the Directors had prepared the accounts for the financial year ended 31st March 2013 on a going concern basis except to the extent as noted in the Auditors'' Report.

ACKNOWLEDGMENT :

Your Directors place on record, their sincere thanks to the Bankers of the Company and all the employees for their co-operation and support.

For and on behalf of the Board

Place : New Delhi MADHUSUDAN CHOKHANI

Date : 31-07-2013 Chairman

DIN-00307234

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Mar 31, 2012

The Directors have pleasure in presenting the 28th Annual Report and Audited Balance Sheet as at 31st March, 2012 and the Profit & Loss Account for the period ended as on that date.

FINANCIAL RESULTS :

Particulars 31.03.2012 31.03.2011

(Rs. in lacs) (Rs. in lacs)

Total Revenue 229.16 121.78

Profit before Tax 31.94 3.38

Profit for the period 21.93 6.54

OPERATION

As reported earlier, the Company completed the construction work of its commercial-cum-shopping complex at Noida using the modern technologies and facilities.

DIVIDEND

Considering the facts and prevailing circumstances, the Board of Directors of the Company has not recommended any dividend for the year.

DIRECTORS

Shri Vivek Garg, Director is to retire by rotation at the ensuing Annual General Meeting and being eligible offers himself for re-appointment.

FIXED DEPOSITS

Your company has not invited/accepted any fixed deposits as stipulated under Section 58A of the Companies Act, 1956.

AUDITORS

M/s. Doogar & Associates, Chartered Accountants, the Auditors of the Company will retire at the conclusion of the ensuing Annual General Meeting and being eligible offer themselves for re- appointment.

AUDITORS' REPORT

Auditors' observations are self explanatory and are suitably explained in the notes to the accounts.

LISTING OF SECURITIES

The securities of the Company are presently listed on Bombay Stock Exchange.

SHARE TRANSFER SYSTEM:

M/s. Beetal Financial & Computer Services (P) Limited engaged by the Company is acting as Registrar and Share Transfer Agents of the Company. Transfers, Transmission etc. of shares are approved by the Shareholders/Investors Grievance Committee of Directors which meets at a regular interval.

PARTICULARS OF EMPLOYEES:

No employee of the Company is in receipt of excess remuneration of the limits as stipulated under Section 217 (2A) of the Companies Act, 1956 read with Companies (Particulars of Employees) Rules, 1975.

CORPORATE GOVERNANCE-CLAUSE 49 OF THE LISTING AGREEMENT:

In compliance with Clause 49 of the Listing Agreement with the Stock Exchange, a report on Corporate Governance along with Auditors certificate regarding compliance of Corporate Governance as stipulated under Clause 49 of the Listing Agreement and Management Discussion and Analysis are annexed as a part of this Annual Report.

SECRETARIAL COMPLIANCE CERTIFICATE

Secretarial Compliance Certificate pursuant to section 383A of the Companies Act, 1956 issued by VLA & Associates, Company Secretaries is annexed herewith.

PARTICULARS OF CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE EARNINGS & OUTGO:

As stipulated under Section 217(1)(e) of the Companies Act, 1956 read with the Companies (Disclosure of Particulars in the Report of Board of Directors) Rules, 1988, information is enclosed.

DIRECTORS' RESPONSIBILITY STATEMENT :

In compliance with Section 217 (2AA) of the Companies Act, 1956, it is hereby confirmed:-

(i) That in the preparation of the accounts for the financial year ended 31st March 2012 the applicable accounting standards have been followed along with proper explanations relating to material departure;

(ii) That the Directors had selected such accounting policies and applied them consistently and made judgments and estimates that were 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 the profit and loss of the Company for the year ended under review;

(iii) That the Directors had taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of the Companies Act, 1956 for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities; and

(iv) That the Directors had prepared the accounts for the financial year ended 31st March 2012 on a going concern basis except to the extent as noted in the Auditors' Report.

ACKNOWLEDGMENT :

Your Directors place on record, their sincere thanks to the Bankers of the Company and all the employees for their co-operation and support.

For and on behalf of the Board

MADHUSUDAN CHOKHANI Chairman DIN-00307234

Place : New Delhi Date : 30-07-2012

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Mar 31, 2010

The Directors have pleasure in presenting the 26th Annual Report and Audited Statement of Accounts for the year ended on 31st March, 2010.

FINANCIAL RESULTS :



31.03.2010 31.03.2009 (Rs. in lacs) (Rs. in lacs)

Total Income 179.59 153.37

Profit before Tax 26.22 4.81

Profit after tax (PAT) 18.88 0.38

OPERATION :

As reported earlier, the Company completed the construction work of its commercial-cum-shopping complex at Noida using the modern technologies and facilities. The Company is working on industrial and dedicated township projects at Bokaro where the work has already started.

DIVIDEND

In view of the present financial position and prevailing circumstances, the Board of Directors of the Company have not recommended any dividend for the year.

DIRECTORS

Sh. Vivek Garg, Director is to retire by rotation at the ensuing Annual General Meeting and being eligible offers himself for re-appointment.

FIXED DEPOSITS

Your company has not invited / accepted any fixed deposits as stipulated under Section 58A of the Companies Act, 1956.

AUDITORS

M/s Doogar & Associates, Chartered Accountants, the Auditors of the Company will retire at the conclusion of the ensuing Annual General Meeting and being eligible offer themselves for re- appointment.

AUDITORS REPORT

Auditors observations are self explanatory and are suitably explained in the notes to the accounts.

LISTING OF SECURITIES

The securities of the Company are presently listed on Bombay Stock Exchange.

DIRECTORS RESPONSIBILITY STATEMENT :

In compliance with Section 217 (2AA) of the Companies Act, 1956, it is hereby confirmed:- (i) That in the preparation of the accounts for the financial year ended 31st March 2010 the applicable accounting standards have been followed along with proper explanations relating to material departure;

(ii) That the Directors had selected such accounting policies and applied them consistently and made judgments and estimates that were 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 the profit and loss of the company for the year ended under review;

(iii) That the Directors had taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of the Companies Act, 1956 for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities; and

(iv) That the Directors had prepared the accounts for the financial year ended 31st March 2010 on a going concern basis except to the extent as noted in the Auditors Report.

CORPORATE GOVERNANCE :

In compliance with Clause 49 of the Listing Agreement with the Stock Exchanges, a report on Corporate Governance is annexed forming part of this report.

PARTICULARS OF CONSERVATION OF ENERGY TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE EARNINGS & OUTGO.

Information pursuant to Section 217(1) (e) of the Companies Act, 1956, read with the Companies (Disclosure of Particulars in the Report of Board of Directors) Rules, 1988, is set out in the annexure and forms a part of this Report.

PARTICULARS OF EMPLOYEES :

No employee who was in receipt of remuneration in excess as provided Under Section 217(2A) of the Companies Act, 1956, read with the Companies (Particulars of Employees) Rules, 1975

ACKNOWLEDGMENT :

Your Directors place on record, their sincere thanks to the Bankers of the Company and all the employees for their co-operation and support.



for and on behalf of the Board

Place : New Delhi MADHUSUDAN CHOKHANI

Date : 30-07-2010 Managing Director

DIN-00307234