The Directors are pleased to present herewith the Twenty third Annual Report of AMIABLE LOGISTICS (INDIA)
LIMITED (“the Company”) in business and operations along with the Audited Financial Statements for the financial
year ended 31^stMarch, 2025.

FINANCIAL HIGHLIGHTS

The financial performance of the Company for the financial year ended 31^stMarch, 2025 is summarized below:

The standalone financial statements have been prepared by your Company in accordance with the Indian Accounting
Standards prescribed under the Companies Act, 2013. Since the Company is listed on the SME platform of the
National Stock Exchange of India, the Companies (Indian Accounting Standards) Rules, 2015 are not applicable to the
Company.

FINANCIAL PERFORMANCE

During the year under review, the Company has recorded total revenue of Rs. 2387.84 Lakhs against Rs. 2558.93
Lakhs in the previous year. The Profit before tax for the year is Rs.106.45 Lakhs and profit after tax are Rs. 78.12
Lakhs.

Revenue from operations for the financial year 2024-25 is Rs. 2252.72 Lakhs as against Rs. 2440.26 Lakhs in the
previous year. Since the current year the revenue of the company has decreased by 7.69% and net profit decreased
by 41.74%. Your directors are hopeful that the Company may be able to show better performance in coming years.

The earnings per share for the year ended March 31, 2025 is at Rs. 4.47/-. The net-worth of the Company is now
standing at Rs. 900.56 Lakhs, which was also increased in line with the increase in the other factors affecting it.

Despite this short term set back, the Companies remains focused on strengthening its core operations, enhancing
efficiency and exploring growth opportunities to derive sustainable long term value for stakeholders..

TRANSFER TO RESERVES

The Board of Directors does not propose any amount to be transferred to General Reserves for the Financial Year
2024-25.

As per the financials, the net movement in the reserves of the Company as at 31^st March, 2025 and previous year
ended 31^st March, 2024 is as follows:

(Rs. in Lakhs)

The members are advised to refer to Note No. 4 as given in the financial statements which forms part of the Annual
Report for detailed information.

DIVIDEND

In alignment with its long-term strategic vision, the Board of Directors has carefully evaluated the financial position
and future growth prospects of the Company. As a result, the Board has resolved not to recommend a dividend for the
financial year ended 31st March, 2025.

This decision underscores the Company's commitment to reinforcing its financial foundation and channelling
retained earnings into high-potential growth opportunities. By prioritizing reinvestment, the Company aims to
strengthen its operational capabilities, enhance technological innovation, and expand its business footprint to drive
sustainable and profitable growth.

The Company extends its gratitude to its shareholders for their unwavering trust and support, reaffirming its
dedication to delivering sustained growth, strategic progress, and enhanced shareholder value through reinvestment
in business expansion.

TRANSFER OF UNCLAIMED DIVIDEND TO INVESTOR EDUCATION AND PROTECTION FUNDS (IEPF)

In terms of the provisions of Investor Education and Protection Fund (Accounting, Audit, Transfer and Refund) Rules,
2016, there was no unpaid/unclaimed dividends to be transferred during the year under review to the Investor
Education and Protection Fund.

CHANGE IN NATURE OF BUSINESS

During the Year under review, there is no change in the business of the Company or in the nature of activities carried
out by the Company.

MATERIAL CHANGES AND COMMITMENTS

No material changes and commitments have occurred after the end of the year till the date of this report which may
affect the financial position of the Company.

SHARE CAPITAL
Authorized Share Capital

There is no fresh issue or buyback of shares during the year.

The authorized Share Capital of the Company is Rs. 1,85,00,000/- divided into 18,50,000 Equity Shares of Rs. 10/-
each.

Paid up Share Capital

The Company has not issued any shares during the year.

The issued, subscribed and paid-up share capital of the Company is Rs. 1,74,82,000/- divided into 17,48,200 Equity
Shares of Rs. 10/- each.

Sweat Equity Shares

As per the provisions of Section 54(1)(d) of the Companies Act, 2013 and in terms of Rule 8(13) of Companies (Share
Capital and Debentures) Rules, 2014, the Company has not issued any Sweat Equity Shares during the period under
review.

Differential Voting Rights

As per the provisions of Section 43(a)(ii) of the Companies Act, 2013 and in terms of Rule 4(4) of Companies (Share
Capital and Debenture Rules, 2014), the Company has not issued any shares with Differential Voting Rights during
the period under review.

Employee Stock Options

As per the provisions of Section 62(1)(b) of the Companies Act, 2013 and in terms of Rule 12(9) of Companies (Share
Capital and Debenture Rules, 2014), the Company has not issued any Employee Stock Options during the period
under review.

Debentures/Bonds/Warrants or any Non-Convertible Securities

During the year under review, the Company has not issued any debentures, bonds, warrants or any non-convertible
securities. As on date, the Company does not have any outstanding debentures, bonds, warrants or any non¬
convertible securities.

Bonus Issue

As per the provisions of Section 63 of the Companies Act, 2013, the Company has not issued any bonus shares during
the period under review.

DETAILS OF UTILIZATION OF FUNDS RAISED THROUGH INITIAL PUBLIC OFFER (IPO)

The Company raised funds aggregating to Rs. 436.75 Lakhs through public issue on 16^th November, 2022. The
Company has utilized the funds raised through issue for the purpose as stated in the Letter of Offer. Details of
utilization of fund as on 31^stMarch, 2025 are as under:

The amount of IPO proceeds is fully utilized as on 31^st March 2025.

STATEMENT OF DEVIATION OR VARIATION

Pursuant to Regulation 32 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, there is
no deviation or variation in the use of funds raised through public issue of equity shares from the objects stated in the
prospectus of the Company. A statement to that effect has also been duly filed with the Stock Exchange within the
stipulated time.

DEPOSITS

Your Company has not accepted any deposits from the public falling within the purview of Section 73 and 74 of the
Companies Act, 2013 read together with the Companies (Acceptance of Deposits) Rules, 2014and therefore, there
was no principal or interest outstanding as on the date of the Balance Sheet.

DETAILS OF SUBSIDIARY, JOINT VENTURES, ASSOCIATE COMPANIES

The Company does not have any Subsidiary, Associate or Joint Venture at the beginning or any time during the year
or at the end of the financial 2024-25. Therefore, it is not required to provide any details regarding the same.

SECRETARIAL STANDARDS

The Company has complied with all the applicable provisions of Secretarial Standard on Meetings of Board of
Directors (SS-1), Revised Secretarial Standard on General Meetings (SS-2) issued by Institute of Company Secretaries
of India.

RELATED PARTY TRANSACTIONS

All contracts or arrangements or transactions with related parties during the year under review as referred to in
Section 188(1) of the Companies Act, 2013, were in the ordinary course of business and on an arm's length basis.
There were no material contracts/arrangement/ transactions with related parties which may have potential conflict
with the interest of the Company. Disclosure under form AOC-2 in terms of Section 134 of the Act is annexed.

As per the provisions of Section 188 of the Companies Act, 2013, approval of the Board of Directors is obtained for
entering related party transactions by the Company.

During the financial year under review, all the Related party transactions are disclosed in the notes provided in the
financial statements which forms part of this Annual Report.

PARTICULARS OF LOANS, GUARANTEES, SECURITIES OR INVESTMENTS

During the year under review, your Company has not given any guarantee or securities falling within the meaning of
Section 186 of the Companies Act, 2013 and the rules made thereunder.

However, the company has given loan to its Related Party namely M/s Osiyaa Polypacks Pvt Ltd
(CIN:U82920MH2022PLC394816), a body corporate during the year and the company has complied with the
necessary provisions of the act.

The Company has made an investment equity shares of one or more Body Corporates according to limit prescribed in
pursuance of Section 186 of Companies Act, 2013 and has complied with necessary requirement.

DEMATERIALIZATION OF EQUITY SHARES

During the year under review all the existing shares in the Physical mode were dematerialized and the entire
shareholding is in dematerialized mode.

DEPOSITORY SYSTEM

As the Members are aware, your Company's shares are tradeable compulsorily in electronic form and your Company
has established connectivity with both National Securities Depository Limited (NSDL) and Central Depository
Services (India) Limited (CDSL). In view of the numerous advantages offered by the depository system, the members
of the Company have availed the facility of dematerialization of the Company's shares on NSDL and CDSL. The ISIN
allotted to the Company's Equity shares is INE0MTP01013.

LISTING AND DEPOSITORY FEE

The Equity Shares of the Company are listed on SME Platform of National Stock Exchange of India Limited (NSE
Emerge). The Company has paid Listing fees for the financial year 2025-26 according to the prescribed norms &
regulations.

Company has also paid Annual Custody Fee to National Securities Depository Limited and Issuer Fee to Central
Depository Services (India) Limited for the financial year 2025-26.

DIRECTORS & KEY MANAGERIAL PERSONNEL

Executive Directors

Mr. Lalit Lakhamshi Mange - Chairman & Managing Director

Mr. Kishor Laxmidas Mange - Resigned from the post of Director w.e.f. 26^th May 2025.

Appointed as Chief Executive Officer w.e.f. 26^th May 2025
Mr. Mohanlal Karsandas Nanda - Executive Director

Mr. Vrutant Ashwin Shah appointed as an Additional Director w.e.f. 26^th May, 2025
Non- Executive Directors

Mr. Jaldeep Ramniklal Shah - Independent Director
Mrs. Trupti Rajesh Gada - Independent Director
Mr. Mukesh Jethmal Kothari - Independent Director

Key Managerial Personnel

Mr. Faizan Ansari- Chief Financial Officer (CFO)

Ms. Manali Duggal - Company Secretary & Compliance Officer
Mr. Kishor Mange- Chief Executive Officer (CEO)

CHANGES IN DIRECTORS & KEY MANAGERIAL PERSONNEL

There were changes that took place in the composition of the Board of Directors & Key Managerial Personnel(s) of
the Company.

However, Mr. Kishor Mange has resigned from the post of Director w.e.f. 26.05.2025 and has been appointed as Chief
Executive Officer w.e.f. 26.05.2025.

Mr. Vrutant Ashwin Shah has appointed as an Additional Director w.e.f. 26.05.2025 and board has proposed to
regularize Mr. Vrutant Ashwin Shah as the Director of the Company.

RETIREMENT BY ROTATION

In accordance with the provisions of Section 152 of the Companies Act, 2013 and in terms of the Articles of Associa¬
tion of the Company, Mr. Lalit Lakhamshi Mange (DIN: 00141353), Managing Director, being the longest in the office,
is liable to retire by rotation and being eligible, seeks re-appointment at the AGM. Mr. Lalit Lakhamshi Mange is not
disqualified under Section 164(2) of the Companies Act, 2013. The Board of Directors recommends his re¬
appointment in the best interest of the Company.

Notice convening the AGM includes the proposal for re-appointment of the aforesaid Director.

BOARD DIVERSITY

The Board of Directors of the Company has adopted a policy on Board Diversity. The Board comprises of an adequate
combination of executive, non-executive and independent directors in accordance with the requirements of the
Companies Act, SEBI Listing Regulations and other statutory, regulatory and contractual obligations of the Company.

The Board has taken into consideration the versatility of knowledge, experience, financial literacy / expertise, global
market awareness and other relevant factors as may be considered appropriate, and the Board has formulated with
mix of members to maintain high level of ethical standards.

FAMILIARIZATION PROGRAMME FOR INDEPENDENT DIRECTORS

On appointments, the concerned Director is issued a Letter of appointment setting out in detail the terms of appoint¬
ment, duties, responsibilities and expected time commitments. Each newly appointed Independent Director is taken
through an induction and familiarization program including the presentation and interactive session with the
Committee Members and other Functional Heads on the Company's finance and other important aspects. The details
of the Familiarization Program arranged for Independent Directors as per policy disclosed on the website of the
Company at www.amiablelogistics.com

DECLARATION BY INDEPENDENT DIRECTORS

The Company has received the following declarations from all the Independent Directors confirming that:

1. They meet the criteria of independence as prescribed under the provisions of the Companies Act, read with
the Schedules and Rules issued thereunder, and the Listing Regulations. There has been no change in the cir¬
cumstances affecting their status as Independent Directors of the Company; and

2. They have registered themselves with the Independent Director's Database maintained by the IICA.

None of the Directors of the Company are disqualified for being appointed as Directors as specified in Section 164(2)
of the Act and Rule 14(1) of the Companies (Appointment and Qualification of Directors) Rules, 2014.

CODE OF CONDUCT FOR INDEPENDENT DIRECTORS

The Company has also placed the Code of Conduct for Independent Directors. This Code is a guide to professional
conduct for Independent Directors. Adherence to these standards by Independent Directors and fulfillment of their
responsibilities in a professional and faithful manner will promote confidence of the investment community, particu¬
larly minority shareholders, regulators and Companies in the institution of Independent Directors.

ANNUAL EVALUATION

The Board of Directors has carried out an annual evaluation of its own performance, Board committees and individu¬
al Directors pursuant to the provisions of Sections 134, 178 and Schedule IV of the Companies Act, 2013. The
evaluation was done after taking into consideration inputs received from the Directors, covering various aspects of
the Board's functioning such as adequacy of the composition of the Board and its Committees, performance of specific
duties, independence, ethics and values, attendance and contribution at meetings etc.

The performance of the Independent Directors was evaluated individually by the Board after seeking input from all
the directors on the effectiveness and contribution of the Independent Directors.

The performance of the Committees was evaluated by the Board after seeking comments from the Committee
members based on the criteria such as the composition of Committees, effectiveness of Committee meetings, etc.

The Board reviewed the performance of the individual Directors based on the contribution of the individual Director
during Board and Committee meetings.

In a separate meeting of Independent Directors, performance of Non-Independent Directors, and the performance of
the Chairman was evaluated, considering the views of executive directors and non-executive directors. The Inde¬
pendent Directors also assessed the quality, frequency and timeliness of flow of information between the Board and
the management that is necessary for effective performance.

DIRECTORS RESPONSIBILITY STATEMENT

Pursuant to Section 134 (3) (c) of the Companies Act, 2013 the Board of Directors hereby confirms that:

i. In the preparation of the annual accounts of the Company for the year ended March 31, 2025, the applicable
Accounting Standards had been followed and there are no departures from the same.

ii. Accounting policies have been selected and applied consistently and judgments and estimates made that are
reasonable and prudent to give true and fair view of the state of affairs of the Company at the end of the financial
year March 31, 2025 and of the profit of the Company for that year ended on that date;

iii. Proper and sufficient care has been taken for the maintenance of adequate accounting records in accordance
with the provisions of this Act for safeguarding the assets of the Company and detecting fraud and other irregu¬
larities.

iv. Annual accounts for the year ended March 31, 2025 have been prepared on a going concern basis.

v. Internal Financial controls were in place and the financial controls were adequate and were operating
effectively.

vi. Systems to ensure compliance with the provisions of all applicable laws were in place and were adequate
and operating effectively.

Based on the framework of internal financial controls and compliance systems established and maintained by the
Company, the work performed by the internal, statutory and secretarial auditors, including the audit of internal
financial controls over financial reporting by the statutory auditors and the reviews performed by management and
the relevant board committees, the Board is of the opinion that the Company's internal financial controls were
adequate and effective during Financial Year 2024-25.

BOARD MEETINGS

The Board meets at regular intervals to discuss and decide on Company/business policy and strategy apart from
other Board business. The Directors of the Company duly met Six times during the year, all the Board Meetings were
conducted in due compliance with the Companies Act, 2013, SEBI (Listing Obligations and Disclosure Requirements)
Regulations, 2015 and Secretarial Standards on Board Meeting.

The following Meetings of the Board of Directors were held during the Financial Year 2024-25:

Attendance of Directors at Board Meetings held during the Financial Year 2024-25 are:

BOARD COMMITTEES

The Board has constituted the following Committees:

• Audit Committee

• Nomination and Remuneration Committee

• Stakeholders Relationship Committee

AUDIT COMMITTEE

The Company has duly constituted the Audit Committee pursuant to the provisions of Section 177 of the Companies
Act, 2013 and Regulation 18 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015. The
following Directors are members of the Audit Committee:

The following Meetings of the Audit Committee were held during the Financial Year 2024-25:

Maximum members of the Committee are Non-Executive Directors of the Company. The Company Secretary of the

Company acts as the Secretary to the Committee.

The powers, role and terms of reference of the Audit Committee cover the areas as contemplated under Regulation

18 of the Listing Regulations and Section 177 of the Act as applicable along with other terms as referred by the Board.

The role of the audit committee includes the following:

• Oversight of the company's financial reporting process and the disclosure of its financial information to
ensure that the financial statement is correct, sufficient and credible;

• Recommendation for appointment, remuneration and terms of appointment of auditors of the company;

• Approval of payment to statutory auditors for any other services rendered by the statutory auditors;

• Review and monitor the auditor's independence and performance, and effectiveness of audit process;

• Reviewing, with the management, the annual financial statements and auditor's report thereon before
submission to the board for approval, with particular reference to:

o matters required to be included in the director's responsibility statement to be included in the board's report
in terms of clause (c) of sub-section (3) of Section 134 of the Companies Act, 2013;
o changes, if any, in accounting policies and practices and reasons for the same;
o major accounting entries involving estimates based on the exercise of judgment by management;
o significant adjustments made in the financial statements arising out of audit findings;
o compliance with listing and other legal requirements relating to financial statements;
o disclosure of any related party transactions;
o modified opinion(s) in the draft audit report;

• Reviewing, with the management, the quarterly financial statements before submission to the board for
approval;

• Reviewing, with the management, the statement of uses/application of funds raised through an issue (public
issue, rights issue, preferential issue, etc.), the statement of funds utilized for purposes other than those stated in
the draft prospectus/notice and the report submitted by the monitoring agency monitoring the utilization of
proceeds of a public or rights issue, and making appropriate recommendations to the board to take up steps in
this matter;

• Reviewing and monitoring the auditor's independence and performance, and effectiveness of audit process;

• Approval or any subsequent modification of transactions of the company with related parties;

• Scrutiny of inter-corporate loans and investments;

• Valuation of undertakings or assets of the company, wherever it is necessary;

• Evaluation of internal financial controls and risk management systems;

• Reviewing, with the management, performance of statutory and internal auditors, adequacy of the internal
control systems;

• Reviewing the adequacy of the internal audit function, if any, including the structure of the internal audit
department, staffing and seniority of the official heading the department, reporting structure, coverage and fre¬
quency of internal audit;

• Discussion with internal auditors of any significant findings and follow up thereon;

• Reviewing the findings of any internal investigations by the internal auditors into matters where there is
suspected fraud or irregularity or a failure of internal control systems of material nature and reporting the mat¬
ter to the board;

• Discussion with statutory auditors before the audit commences, about the nature and scope of audit as well
as post-audit discussion to ascertain any area of concern;

• To look into the reasons for substantial defaults in the payment to the depositors, debenture holders,
shareholders (in case of non-payment of declared dividends) and creditors;

• To review the functioning of the whistle blower mechanism;

• Approval of the appointment of a chief financial officer after assessing the qualifications, experience and
background, etc. of the candidate;

• Reviewing the utilization of loans and/ or advances from/investment by the holding company in the subsidi¬
ary exceeding rupees 100 crores or 10% of the asset size of the subsidiary, whichever is lower including existing
loans/advances/investments existing as on the date of coming into force of this provision.

• Monitoring the end use of funds raised through public offers and related matters.

• Carrying out any other function as is mentioned in the terms of reference of the audit committee.

The Audit Committee shall mandatorily review the following information:

• Management discussion and analysis of financial condition and results of operations;

• Statement of significant related party transactions (as defined by the audit committee), submitted by
management;

• Management letters/letters of internal control weaknesses issued by the statutory auditors;

• Internal audit reports relating to internal control weaknesses;

• The appointment, removal and terms of remuneration of the chief internal auditor shall be subject to review
by the audit committee.

• Statement of deviations: (a) half-yearly statement of deviation(s) including the report of monitoring agency,
if applicable, submitted to stock exchange(s) in terms of Regulation 32(1); (b) annual statement of funds utilized
for purposes other than those stated in the draft prospectus/notice in terms of Regulation 32(7).

NOMINATION AND REMUNERATION COMMITTEE

The Company has duly constituted the Nomination and Remuneration Committee pursuant to the provisions of

Section 178 of the Companies Act, 2013 and Regulation 19 of the SEBI (Listing Obligations and Disclosure Require¬
ments) Regulations, 2015. The following Directors are members of Nomination and Remuneration Committee:

Maximum members of the Committee are Non-Executive Directors of the Company. The Company Secretary of the
Company acts as the Secretary to the Committee.

The terms of reference of the Nomination & Remuneration Committee are:

• Formulation of the criteria for determining qualifications, positive attributes and independence of a director and
recommend to the Board of Directors a policy relating to, the remuneration of the directors, key managerial person¬
nel and other employees;

• Formulation of criteria for evaluation of the performance of independent directors and the board of directors;

• Devising a policy on diversity the of the board of directors;

• Identifying persons who are qualified to become directors and who may be appointed in senior management in

accordance with the criteria laid down and recommend to the board of directors their appointment and removal.

• To extend or continue the term of appointment of the independent director based on the report of performance
evaluation of independent directors.

• To recommend to the Board all remuneration, in whatever form, payable to senior management.

STAKEHOLDERS RELATIONSHIP COMMITTEE

The Company has duly constituted the Stakeholders Relationship Committee pursuant to the provisions of Section
178 of the Companies Act, 2013 and Regulation 20 of the SEBI (Listing Obligations and Disclosure Requirements)
Regulations, 2015. The following Directors are members of the Stakeholders Relationship Committee:

Maximum members of the Committee are Non-Executive Directors of the Company. The Company Secretary of the
Company acts as the Secretary to the Committee.

The terms of reference of the Stakeholders Relationship Committee are:

• Resolving the grievances of the security holders of the listed entity including complaints related to trans-
fer/transmission of shares, non-receipt of annual report, non-receipt of declared dividends, issue of
new/duplicate certificates, general meetings etc;

• Review of measures taken for effective exercise of voting rights by shareholders;

• Review of adherence to the service standards adopted by the listed entity in respect of various services being
rendered by the Registrar & Share Transfer Agent;

• Review of the various measures and initiatives taken by the listed entity for reducing the quantum of
unclaimed dividends and ensuring timely receipt of dividend warrants/annual reports/statutory notices by the
shareholders of the company; and

• To carry out any other function as prescribed under the SEBI (Listing Obligations and Disclosure Require¬
ments) Regulations, 2015 as and when amended from time to time.

No Complaint was received as well as pending during the financial year 2024-25.

SEPARATE MEETING OF INDEPENDENT DIRECTORS

In accordance with Schedule IV of Companies Act, 2013 a separate meeting of the Independent Directors of the

Company was held on Wednesday, 13^th November 2024 to;

(i) Review the performance of non-independent Directors and the Board as a whole;

(ii) Review the performance of the Chairperson of the company taking into account the views of executive
Directors and Non-executive Directors;

(iii) Assess the quality, quantity and timeliness of flow of information between the company management and the
Board that is necessary for the Board to effectively and reasonably perform their duties.

GENERAL MEETING

An Extra-Ordinary General Meeting of the Company was held on 20^th February 2025 for the purpose of entering into
an agreement with AMI Housing Limited, a related party, whereby the Company shall be acquiring commercial
premises that will be constructed by AMI Housing Limited on the terms and conditions as may be considered
appropriate by the Board of Directors.

STATUTORY AUDITORS

M/s. AHJ & Associates (Firm Registration No. 151685W), Chartered Accountants were appointed as statutory
Auditors of the Company for a term of 5 years commencing from the conclusion of 21^st Annual General Meeting until
the conclusion of 26^th Annual General Meeting of the Company in accordance with the provisions of Companies Act
2013 and the rules made thereunder.

AUDITORS REPORT

The Board has duly reviewed the Statutory Auditors' Report on the Financial Statements of the Company. The notes
forming part of the Financial Statements referred to in the Auditors Report are self-explanatory and do not call for
any further explanations under Section 134 of the Companies Act, 2013. The Report given by the Auditor on the
financial statement of the Company is part of this Annual Report and it does not contain any qualification, reserva¬
tion, adverse remark or disclaimer.

SECRETARIAL AUDITOR AND SECRETARIAL AUDIT REPORT

Pursuant to the provisions of Section 204 of the Companies Act, 2013 and the Companies (Appointment and Remu¬
neration of Managerial Personnel) Rules, 2014, the Board has appointed M/s K C Suthar & Co., Company Secretaries,
Mumbai, a peer reviewed firm (holding Certificate of Practice bearing No. 4075), to undertake the Secretarial Audit of
the Company.

The Secretarial Audit Report for the financial year ended 31^stMarch, 2025 is annexed herewith in the 'Form No. MR-3'
and forms an integral part of this Report. The Secretarial Audit Report does not contain any qualification, reservation
or adverse remark which needs any explanation or comments from the Board.

INTERNAL AUDITOR

The company has appointed Mr. Vrutant Ashwin Shah, (B.E. in Electronics and Telecommunications) as an Internal
Auditor of the company for the Five Financial Year from 2025-26 to 29-30 to conduct internal audit function an audit
of the company, However Mr. Vrutant Ashwin Shah has been appointed as an additional director on the board of the
company and therefore he has vacated the office of the internal auditor.

The company has appointed Adv. Pooja Saroj Tripathi as internal auditor in place of Mr. Vrutant Ashwin Shah with
effect from 26^th August, 2025.

INTERNAL FINANCIAL CONTROLS

The Company has adequate systems of internal control meant to ensure proper accounting controls, monitoring cost
cutting measures, efficiency of operation and protecting assets from their unauthorized use. The Company also
ensures that internal controls are operating effectively. The Company has also in place adequate internal financial
controls in place with reference to financial 'under related to maintenance of cost records is not applicable to the
Company being in the service industry.

MAINTENANCE OF COST RECORDS

Pursuant to Section 148(1) of the Companies Act, 2013read with the Companies (Cost Records and Audit) Rules,
2014 related to maintenance of cost records is not applicable to the Company for the Financial Year 2024-25.

RISK MANAGEMENT AND GOVERNANCE

The Company has clearly defined systems to manage its risks within acceptable limits by using risk mitigating
techniques and have framed a mechanism for timely addressing key business challenges and leveraging business
opportunities.

A robust internal financial control system forms the backbone of our risk management and governance. In line with
our commitment to provide sustainable returns to our stakeholders, risks identified by the business and functions
are systematically addressed through mitigating actions on a continuing basis.

CORPORATE SOCIAL RESPONSIBILITY

The Company does not fall in the criteria as laid down in Section 135 of the Companies Act, 2013 and hence the
provisions relating to Corporate Social Responsibility are not applicable to the Company.

MANAGEMENT DISCUSSION AND ANALYSIS REPORT

Management Discussion and Analysis Report for the financial year 2024-25, as stipulated under Regulation34(2)(e)
of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 is presented in a separate section
forming part of this Annual Report as “Annexure - B”.

THE CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION, FOREIGN EXCHANGE EARNING AND OUTGO:

The information on conversation of energy, technology absorption and foreign exchange earnings and outgo as
stipulated under Section134 of the Companies Act, 2013 read with the Companies (Accounts) Rules, 2014 during the
year are as stated below:

A. Conservation of energy

i. The steps taken or impact on conservation of energy:

a. Replacement of conventional light fittings with LED lights.

b. Shutting off the lights and systems when not in use.

c. Minimizing the usage of papers.

ii. Steps taken by company for utilizing alternate sources of energy:

The Company is not utilizing any alternate source of energy.

iii. The Capital Investment on energy conservation equipment:

The Company has not made any Capital Investment on energy conservation equipment.

B. Technology absorption:

The Company does not undertake any activities relating to technology absorption.

C. Foreign Exchange earnings and outgo:

i. Foreign Exchange Earnings: NIL

ii. Foreign Exchange Outgo: NIL

iii. Advance to Supplier: NIL

CORPORATE GOVERNANCE

The Company understands and respects its fiduciary role and responsibility towards its stakeholders and society at
large and strives to serve their interests, resulting in the creation of value for all its stakeholders. The Company has
been listed on SME Emerge Platform of NSE and by virtue of Regulation 15 of SEBI (Listing obligations and disclosure
requirements) Regulations, 2015 (“LODR”) the compliance with the corporate governance provisions as specified in
Regulation 17 to 27 and clauses(b) to (i) of sub-regulation (2) of Regulation 46 and Para C, D and E of Schedule V are
not applicable to the Company. Hence, the Corporate Governance Report does not form part of this Annual Report. A
non-applicability certificate to that effect has been duly submitted to the National Stock Exchange of India.

ANNUAL RETURN

Pursuant to section 92(3) read with section 134(3)(a) of the Companies Act, 2013, copy of Annual Return of the
Company prepared in accordance with Section 92(1) of the Companies Act, 2013 read with Rule 11 of the Companies
(Management and administration) Rules, 2014 is placed on website of the Company at www.amiablelogistics.com

ESTABLISHMENT OF VIGIL MECHANISM AND WHISTLE BLOWER POLICY

The Board has adopted Vigil Mechanism/Whistle Blower Policy pursuant to the provisions of Section177(9) of the
Companies Act, 2013 read with the Companies (Meetings of Board and its Powers) Rules,2014 and Regulation 22 of
the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015. The policy provides for a framework
and process whereby concern scan be raised by its Employees and Directors to the management about unethical
behavior, actual or suspected fraud or violation of the Code of conduct or legal or regulatory requirements, incorrect
or misrepresentation of any financial statements. The policy provides for adequate safeguards against victimization
of employees and Directors of the Company.

The Vigil Mechanism/Whistle Blower Policy is available on the Company's website at www.amiablelogistics.com
REMUNERATION POLICY

Pursuant to the provisions of Section 178 of the Companies Act, 2013 and in compliance of Regulation 19 of the SEBI
(Listing Obligations and Disclosure Requirements) Regulations,2015, the Company has formulated the Nomination
and Remuneration Policy for Directors, Key Managerial Personnel and Employees of the Company in order to pay
equitable remuneration to Directors, KMP's and other Employees of the Company and it includes the criteria for
determining qualifications, positive attributes, independence of a Director.

The Company's remuneration policy is directed towards rewarding performance based on review of achievements
periodically. The remuneration policy is in consonance with the existing industry practice. The Remuneration policy
is available on the Company's website at www.amiablelogistics.com

POLICY ON PRESERVATION AND ARCHIVAL OF DOCUMENTS

Your Company has formulated a policy on Preservation and Archival of Documents in accordance with Regulation 9
of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015. The Policy ensures that the
Company complies with the applicable document retention laws, preservation of various statutory documents and
lays down minimum retention period for the documents and records in respect of which no retention period has
been specified by any law/ rule/regulation. It provides for the authority under which the disposal/destruction of
documents and records after their minimum retention period can be carried out. The policy also deals with the

retention and archival of corporate records of the Company. The policy provides guidelines for archiving corporate
records and documents as statutorily required by the Company.

The policy on Preservation and Archival of Documents is available on the Company's website at

www.amiablelogistics.com

POLICY FOR DETERMINATION OF MATERIALITY OF EVENTS

Pursuant to Regulation 30 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, the
Policy for Determination of Materiality of Events has been adopted by the Board to determine the events and
information which are material in nature and are required to be disclosed to the Stock Exchanges concerned.

The policy for determination of Materiality of Events is available on the Company's website at

www.amiablelogistics.com.

CODE OF CONDUCT FOR PREVENTION OF INSIDER TRADING

Your Company has in place a Code for Prohibition of Insider Trading, under the SEBI (Prohibition of Insider Trading)
Regulations, 2015, which lays down the process of trading insecurities of the Company by the employees, designated
persons and connected persons and to regulate, monitor and report trading by such employees and connected
persons of the Company either on his/her own behalf or on behalf of any other person, on the basis of unpublished
price sensitive information.

The Code of Conduct for Prevention of Insider Trading is available on the Company's website at
www.amiablelogistics.com

CODE OF PRACTICES & PROCEDURES FOR THE FAIR DISCLOSURE OF UNPUBLISHED PRICE SENSITIVE INFOR¬
MATION

Pursuant to Regulation 8(1) of SEBI (Prohibition of Insider Trading) Regulations, 2015, Company has a Code of
Practices and Procedures for Fair Disclosure of Unpublished Price Sensitive Information, with a view to lay down
practices and procedures for fair disclosure of unpublished

The Code of Practices & Procedures for Fair Disclosure of Unpublished Price Sensitive Information is available on the
Company's website at www.amiablelogistics.com

DISCLOSURE UNDER SEXUAL HARASSMENT OF WOMEN AT WORKPLACE (PREVENTION, PROHIBITION, AND
REDRESSAL) ACT, 2013

Your Company has always provided a safe and harassment free workplace for every individual especially for women
in its premises through various policies and practices. Your Company has been actively involved in ensuring that the
clients and all the employees are aware of the provisions of the POSH Act and rights thereunder.

There was no complaint received by the Company during the financial year 2024-25 under the aforesaid Act.
DISCLOSURE UNDER THE MATERNITY BENEFIT (AMENDMENT) ACT, 2017

In accordance with the provisions of the Maternity Benefit (Amendment) Act, 2017, the Company has ensured full
compliance with all statutory requirements relating to maternity benefits. The Company provides paid maternity
leave as per the amended provisions of the Act. All eligible female employees are granted maternity benefits and
related entitlements as per law.

SYSTEM DRIVEN DISCLOSURE

SEBI, vide circular dated 1^st December, 2015 had introduced System Driven Disclosures in securities market detailing
the procedure to be adopted for its implementation with effect from 1^st January, 2016. As specified in SEBI circular
dated 1^st December, 2015 the system is being implemented in phases and in the first phase, the disclosures of
promoter/promoter group under SEBI (Substantial Acquisition of Shares and Takeovers) Regulations, 2011 and SEBI
(Prohibition of Insider Trading) Regulations, 2015 have been implemented.

The Company has duly appointed National Securities Depository Limited (NSDL) as Designated Depository to
maintain the details as required by SEBI.

STRUCTURED DIGITAL DATABASE

SEBI, vide the SEBI (Prohibition of Insider Trading) (Amendment) Regulations, 2018, introduced the concept of
Structured Digital Database which came into effect from 1^st April, 2019. As per Regulation 3(5) of SEBI (PIT) Regula¬
tions, 2015, the Board of Directors or head(s) of the organisation of every person required to handle unpublished
price sensitive information (UPSI) is required to maintain Structured Digital Database.

As per Regulation 3(2A) of the PIT Regulations, 2015, an intermediary/ fiduciary /other entity shall maintain a
separate Structured Digital Database internally, for recording details of:

• The UPSI shared and persons with whom such UPSI is shared.

• The UPSI shared and the persons who have shared such UPSI with the intermediary/ fiduciary / entity.

The Company has duly approached Orion Legal Supplies for the said maintenance of the Structured Digital Database.
PARTICULARS OF REMUNERATION TO EMPLOYEES

Disclosures pertaining to remuneration and other details as required under Section 197(12) of the Companies Act,
2013 and Rule 5(1), 5(2) and 5(3) of the Companies (Appointment and Remuneration of Managerial Personnel)
Rules, 2014 is attached as “Annexure - C” to this Report.

GENERAL NOTICE AND DISCLOSURES

Date, Time and Venue of the AGM Friday, 26^th September, 2025 at 02:00 PM (IST)

through Video Conferencing / Other Audio-Visual
Means

Registrar & Share Transfer Agent Bigshare Services Private Limited

Financial Year 2024-25

Date of E-voting start date and end date with 22^nd September, 2025 9:00AM(IST) to 25th
time September, 2025 5:00PM(IST) (both days inclu¬

sive)

Listing on Stock Exchange National Stock Exchange of India Limited - SME

Platform

Symbol AMIABLE

ISIN INE0MTP01013

HUMAN RESOURCE DEVELOPMENT

The demands in the logistics industry are intense, especially when it comes to hiring skilled workers. The manage¬
ment is making all possible efforts to develop hiring practices that produce results, which in turn, will enable the
Company to remain competitive in today's growing market.

Before the pandemic hit, employers in the logistics industry were struggling to find skilled workers. Once COVID-19
hit, not only did the demand for shipping goods significantly increase but the talent pool of skilled, as well as non¬
skilled, workers shrunk. As the economy begins to stabilize, employers are still finding it difficult to attract skilled

workers.

A continuous effort is being made by the management to make the Company a great place of work by providing a
platform for employees where they feel empowered and engaged. At Amiable, we always strive for continuous
improvement and believe in our strong foundation which is reflected in our values and systems.

REPORTING FRAUDS

During the year under review, neither the Statutory Auditor nor the Secretarial Auditor has reported to the Audit
Committee under Section 143(12) of the Companies Act, 2013, any instances of the fraud committed by the Company,
its officers and employees, the details of which would need to be mentioned in the Board Report.

SIGNIFICANT/MATERIAL ORDERS PASSED BY THE REGULATORS/ COURTS/TRIBUNAL

During the financial year 2024-25, there were no significant or material orders passed by the Regulators or Courts or
Tribunals which affect the going concern status of the Company and its operations in future.

PROCEEDING PENDING UNDER THE INSOLVENCY AND BANKRUPTCY CODE, 2016

No application has been made under the Insolvency and Bankruptcy Code; hence the requirement to disclose the
details of application made or any proceeding pending under the Insolvency and Bankruptcy Code, 2016 (31 of 2016)
during the year along with their status as at the end of the financial year is not applicable.

ENVIRONMENT AND SAFETY

The Company is conscious of the importance of environmentally clean and safe operations. The Company's policy
requires conducting operations in such a manner, to ensure the safety of all concerned compliances, environmental
regulations and preservation of natural resources.

GREEN INITIATIVE

Electronic copies of the Annual Report 2024-25 and the Notice of 23^rd AGM are sent to all members whose email
addresses are registered with the Company/depository participants(s). We strongly promote the purpose and
intention behind the Green Initiative, and accordingly the required processes and efforts have been made to encour¬
age the shareholders to get their email addresses registered, so that Annual Reports, Notices and all other concerned
correspondences/ information can be received by them.

APPRECIATION & ACKNOWLEDGEMENT

Your directors wish to place on record their gratitude to Shareholders for the confidence reposed by them and thank
all the Clients, Dealers, and other business associates, regulatory and Government authorities for their continued
support and contribution to the Company's growth. The Directors also wish to express here appreciation for the
efficient and loyal services rendered by each employee, without whole-hearted efforts, the overall satisfactory
performance would not have been possible. Your Board appreciates the precious support provided by the Auditors,
Lawyers and Consultants. The Company will make every effort to meet the aspirations of its Shareholders.

For and on behalf of

Amiable Logistics (India) Limited

Sd/-

Lalit Lakhamshi Mange
Chairman Cum Managing Director
DIN: 00141353
Date: 03.09.2025
Place: Mumbai