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Company Information

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ATHARV ENTERPRISES LTD.

13 April 2026 | 04:00

Industry >> Non-Banking Financial Company (NBFC)

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ISIN No INE354E01031 BSE Code / NSE Code 530187 / ATHARVENT Book Value (Rs.) 11.87 Face Value 10.00
Bookclosure 28/09/2024 52Week High 6 EPS 0.11 P/E 35.40
Market Cap. 6.80 Cr. 52Week Low 3 P/BV / Div Yield (%) 0.34 / 0.00 Market Lot 1.00
Security Type Other

DIRECTOR'S REPORT

You can view full text of the latest Director's Report for the company.
Year End :2025-03 

Board of Directors hereby present the 35th Annual Report on the business and operations of ATHARV
ENTERPRISES LIMITED together with the Audited Statements of Accounts for the financial year ended
31st March, 2025.

1. FINANCIAL HIGHLIGHTS:

The financial statements of the Company have been prepared in accordance with the Indian
Accounting Standards ("Ind AS") notified under Section 133 of the Companies Act, 2013 ("Act")
read with the Companies (Accounts) Rules, 2014.

The financial performance of the Company, for the Financial Year ended on 31st March, 2025 is
summarized below:

(Amount in Lakhs)

Particulars

Year ended
31.03.2025

Year ended
31.03.2024

Revenue From Operations

26.65

815.77

Other Income

296.11

296.61

Total Income

322.76

1,112.38

Total Expenses

297.08

1,087.48

Profit before tax (EBIDTA)

25.68

24.90

Taxation

- Current Tax

6.42

6.43

- Previous Tax

-

-

- Deferred Tax Asset

-

-

- MAT Credit Entitlement

-

-

Profit After Tax

19.26

18.47

Other Comprehensive Income (net of tax)

-

-

Total Comprehensive Income for the year

19.26

18.47

2. DIVIDEND

During the year under review, the Company has decided to plough back the profit for the future
expansion and activities of the Company. The Board therefore, does not recommend payment of
any dividend for the year under review.

3. FINANCIAL PERFORMANCE AND OPERATIONAL REVIEW

During the financial year 2024-25:

I. Gross Sales of the Company for the year under review is Rs. 26.65 Lakhs as compared to
Rs. Rs. 815.77 lakhs in the previous year.

II. Net Profit after Tax is Rs. 19.26 Lakhs as against Net Profit of Rs. 18.47 Lakhs of the
previous year.

4. TRANSFER TO RESERVE

The Company has not transferred amount to reserves during the Financial Year 2024-25.

5. DEPOSITS

The Company has neither accepted nor renewed any deposits during the year within the meaning
of Section 73(1) of the Companies Act, 2013, and the rules made thereunder.

6. CHANGE IN NATURE OF BUSINESS

During the year under review, there was no change in nature of business.

7. DETAILS OF SUBSIDIARY, JOINT VENTURE AND ASSOCIATE COMPANIES

The Company has no subsidiary, Joint Venture and Associate companies.

No company has become or ceased to be the Company's subsidiaries, joint ventures or associate
companies during the year under review.

8. DIRECTORS AND KEY MANAGERIAL PERSONNEL

Mr. Pramod Kumar Gadiya: Managing Director

Ms. Vandana Pramod Gadiya : Executive Director

Mr. Jagdish Chandra Gadiya : Non-Executive Non-Independent Director

Mr. Harish Sharma : Non-Executive Independent Director

Mr. Navneet Sharma : Non-Executive Independent Director

Mr. Nikhil Kumar Tank : Non-Executive Independent Director

Mrs. Aditi Kakhani : Company Secretary & Compliance Officer

Mrs. Vandana Gadiya : Chief Financial Officer (CFO)

Mr. Pramod Gadiya (DIN: 02258245) as the Managing Director, was re-appointed as Managing
Director w.e.f. 01st August, 2024 for a period of 3 years.

Ms. Vandana Pramod Gadiya (DIN: 02766684) Executive Director of the Company will be re¬
appointed w.e.f. 01st September, 2026. Resolution seeking approval of the members is the part of
AGM Notice.

In accordance with the applicable provisions of Section 152 of the Act and the Articles of
Association of the Company Mr. Jagdish Chandra Gadiya, (DIN - 03577289), Director of the
company retires by rotation at the forthcoming Annual General Meeting and being eligible, offer
himself for the re-appointment.

Mr. Harish Sharma (DIN: 08779366) Non-Executive Independent Director of the Company will be
reappointed for the second term of 5 years w.e.f. 09th July, 2025 to 08th July, 2030. Resolution
seeking approval of the members is the part of AGM Notice.

Mr. Navneet Sharma (DIN: 08763241) Non-Executive Independent Director of the Company has
reappointed for the second term of 5 years w.e.f. 09th July, 2025 to 08th July, 2030. Resolution
seeking approval of the members is the part of AGM Notice.

Mr. Nikhil Kumar Tank (DIN: 09259088) Non-Executive Independent Director of the Company has
reappointed for the second term of 5 years w.e.f. 29th July, 2026 to 28th July, 2031. Resolution
seeking approval of the members is the part of AGM Notice.

Other than the above, there has been no change in the constitution of Board during the year under
review i.e. the structure of the Board remains the same.

9. MATERIAL CHANGES AND COMMITMENTS

No material changes and commitments affecting the financial position of the Company occurred
between the end of the financial year of the Company i.e. 31st March, 2025 to which these financial
statements relates and the date of this report.

10. DECLARATION BY AN INDEPENDENT DIRECTOR(S)

In accordance with the provisions of Section 149(7) of the Act, Mr. Harish Sharma, Mr. Navneet
Sharma and Mr. Nikhil Kumar Tank Independent Directors of the Company as on 31st March, 2025
have given their declarations to the Board that they meet the criteria of independence as laid
down under Section 149(6) of the Act, Regulation 16(1)(b) and Regulation 25 of the SEBI Listing
Regulations and are qualified to be Independent Directors pursuant to Rule 5 of the Companies
(Appointment and Qualification of Directors) Rules, 2014. The Independent Directors are in
compliance with the Code of Conduct prescribed under Schedule IV of the Act.

Further, the Independent Directors have confirmed that they have included their names in the
Independent Director's databank maintained by the Indian Institute of Corporate Affairs in terms
of Section 150 of the Act read with Rule 6 of Companies (Appointment and Qualifications of
Directors) Rules, 2014.

The Board is of the opinion that all the Independent Directors of the Company possess requisite
qualifications, experience and expertise in the fields of strategy, planning and execution,
management and leadership, functional and managerial experience, legal and risk management,
corporate governance systems and practices, finance, banking and accounts and they hold highest
standards of integrity.

During the financial year 2024-25 a separate meeting of Independent Directors was held on 31st
March, 2025, without the presence of executive directors or management representatives and
the following matters were discussed:

• the performance of non-Independent directors and the Board as a whole;

• the performance of the Chairman of the Company, taking into account the views of executive
directors and non-executive directors; and

• 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.

11. RISK MANAGEMENT POLICY:

Risk Management is the process of identification, assessment and prioritization of risks followed
by coordinated efforts to minimize, monitor and mitigate/control the probability and/or impact
of unfortunate events or to maximize the realization of opportunities. The Company has laid down
a comprehensive Risk Assessment and Minimization Procedure which is reviewed by the Board
from time to time. These procedures are reviewed to ensure that executive management controls
risk through means of a properly defined framework. The major risks have been identified by the
Company and its mitigation process/measures have been formulated in the areas such as
business, project execution, dg event, financial, human, environment and statutory compliance.

12. ANNUAL EVALUATION OF BOARD, COMMITTEES AND INDIVIDUAL DIRECTORS

The Board of Directors has carried out an annual evaluation of its own performance, Board
committees and Individual Directors pursuant to the provisions of the Act and the Corporate
Governance requirements as prescribed by Securities and Exchange Board of India (Listing
Obligations and Disclosure Requirements), Regulations 2015 ("SEBI Listing Regulations").

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

The performance of the Committees was evaluated by the Board after seeking inputs from the
Committee members on the basis of the criteria such as the composition of Committees,
attendance, prior study of materials given, participation at the meetings, level and effectiveness
of Committee meetings, etc.

The Board and the Nomination and Remuneration Committee ("NRC") reviewed the performance
of the Individual Directors on the basis of the criteria such as the contribution of the individual
Director to the Board and Committee meetings like preparedness on the issues to be discussed,
meaningful and constructive contribution and inputs in meetings, etc. In addition, the Chairman
was also evaluated on the key aspects of his role.

In a separate meeting of independent Directors, performance of non-independent directors,
performance of the Board as a whole and performance of the Chairman was evaluated, taking into

account the views of Executive Directors and Non-executive Directors. The same was discussed in
the board meeting that followed the meeting of the Independent Directors, at which the
performance of the Board, its committees and individual Directors was also discussed.
Performance evaluation of independent directors was done by the entire board, excluding the
Independent Director being evaluated.

13. AUDITORS:

i) Statutory Auditors and Audit Report

Pursuant to the provisions of Section 139 of the Act, M/s. J. Singh & Associates, Chartered
Accountants (ICAI Firm Registration No. 110266W) are the Statutory Auditors of the Company,
as per their appointment at the 34th AGM of the Company held on 28th September, 2024, for a
period of 5 (five) years.

The requirement of seeking ratification of members for continuing the appointment of
Statutory Auditors at every AGM was withdrawn by the Companies (Amendment) Act, 2017
w.e.f. 07th May, 2018.

M/s. J. Singh & Associates, Chartered Accountants have confirmed that they are eligible and are
in compliance with the provisions specified under Section 141(3)(g) of the Act and they are not
disqualified to act as Statutory Auditors in terms of the provisions of Sections 139 and 141 of
the Act and the Companies (Audit and Auditors) Rules, 2014. The Report of the Statutory
Auditor forming part of the Annual Report, does not contain any qualification, reservation,
adverse remark or disclaimer. The observations made in the Auditors' Report are self¬
explanatory and therefore do not call for any further comments.

ii) Cost Auditors:

The Company is not required to keep cost records or appoint cost auditors.

iii) Secretarial Auditors and Secretarial Audit Report:

Pursuant to the provisions of Section 204 of the Act and the Companies (Appointment and
Remuneration of Managerial Personnel) Rules, 2014, the Board had appointed M/s. Nidhi Bajaj
& Associates, a firm of Company Secretaries in Practice, to undertake the Secretarial Audit of
the Company for the financial year ended March 31, 2025. The Secretarial Audit Report for the
financial year ended March 31, 2024 is enclosed to this report as "Annexure A".

The Company is in compliance with the Secretarial Standards issued by the Institute of Company
Secretaries of India.

iv) Internal Auditor

The Board, upon the recommendation of the Audit Committee, has appointed M/s. B.B.
GAGRANI & Co., as the Internal Auditor of the Company for financial year 2025-26
The observations made in the Internal Auditors' Report are self-explanatory and therefore do
not call for any further comments.

14. MANAGEMENT DISCUSSION & ANALYSIS REPORT

The Management Discussion and Analysis of financial condition, including the results of operations
of the Company for the year under review as required under Regulation 34(2)(e) of the SEBI (Listing
Obligations and Disclosure Requirements) Regulations, 2015, is provided as a "Annexure B".

15. ANNUAL RETURN

Pursuant to Section 92(3) read with Section 134(3)(a) of the Act, a copy of the Annual Return as on
31st March, 2025 is available on the Company's website
www.atharventerprises.biz/home

16. PARTICULARS OF LOANS, GUARANTEES, INVESTMENTS AND SECURITIES:

During the year under review, your Company has directly or indirectly given Loans, Guarantees or
Investments. The Details is available in Schedule of forming Part of Balance Sheet of the Company.

17. RELATED PARTY TRANSACTIONS

All related party transactions that were entered into during the financial year ended March 31, 2025,
were on an arm's length basis and were in the ordinary course of business. Therefore, the provisions
of Section 188 of the Companies Act, 2013 were not attracted.

However, there are no materially significant related party transactions during the financial year
made by the Company, thus, disclosure in Form AOC-2 is not required.

18. BOARD MEETING

During the year under review, the Board met Seven (7) times on 29th April, 2024, 30th May 2024, 18th
July 2024, 01st August 2024, 05th September 2024, 11th November, 2024 and 30th January 2025 in
accordance with the provisions of the Companies Act, 2013 and rules made thereunder. There have
not been any instances during the year when recommendations of the Audit Committee were not
accepted by the Board.

19. DIRECTORS' RESPONSIBILITY STATEMENT

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

Accordingly, pursuant to Section 134(3)(c) and 134(5) of the Companies Act, 2013, the Board of
Directors, to the best of their knowledge and ability, confirm that-

i. in the preparation of the annual accounts, the applicable accounting standards have been
followed and that there are no material departures;

ii. they have 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 financial year and of the profit or
loss of the Company for the year;

iii. they have taken proper and sufficient care for the maintenance of adequate accounting
records in accordance with the provisions of the Act, for safeguarding the assets of the
Company and for preventing and detecting fraud and other irregularities;

iv. they have prepared the annual accounts on a going concern basis;

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

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

20. CORPORATE GOVERNANCE

The report on Corporate Governance as stipulated under the SEBI (Listing Obligations & Disclosure
Requirements) Regulations, 2015 forms an integral part of this report and is provided as a "Annexure
C".

A certificate from M/s. Nidhi Bajaj & Associates, Practicing Company Secretary regarding compliance
on conditions of corporate governance as stipulated in the Listing Regulations is also appended to
the report on Corporate Governance as "Annexure D".

21. LISTING ON STOCK EXCHANGE

The Company shares are listed on the BSE Ltd and the Company has paid the listing fees for the
Financial Year 2024-25. The shares of the Company are traded at The BSE Ltd having Nation-wide
terminals.

22. VIGIL MECHANISM/ WHISTLE BLOWER POLICY

There is a Whistle Blower Policy in the Company and that no personnel have been denied access to
the Chairman of the Audit Committee. The policy provides for adequate safeguards against
victimization of persons who use vigil mechanism.

23. CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION, FOREIGN EXCHANGE EARNINGS AND
OUTGO ETC.

The Board has nothing to report under this. However, the company is taking adequate steps to see
that the energy used by the company is the minimum under the given circumstance.

The Board has nothing to report under the head technology absorption.

During the year, the total foreign exchange used was NIL (previous year Nil) and the total foreign
exchange earned was NIL (previous year Nil).

24. INTERNAL FINANCIAL CONTROL SYSTEMS AND ADEQUACY

The internal financial controls with reference to the Financial Statements are commensurate with
the size and nature of business of the Company. During the year, such control was tested and no
reportable material weakness in the design or operation was observed.

25. PARTICULARS OF EMPLOYEES AND MANAGERIAL REMUNERATION

Pursuant to the Rule 5(2) & (3) of the Companies (Appointment and Remuneration of Managerial
Personnel) Rules, no employee of the Company was paid remuneration exceeding the prescribed
limits, during the financial year 2024-25.

26. DISCLOSURE WITH RESPECT TO DEMAT SUSPENSE ACCOUNT/ UNCLAIMED SUSPENSE ACCOUNT

The Company does not have any of its securities lying in demat/unclaimed suspense account arising
out of public/bonus/right issues as at 31st March, 2025. Hence, the particulars relating to aggregate
number of shareholders and the outstanding securities in suspense account and other related
matters does not arise.

27. DISCLOSURES
AUDIT COMMITTEE

i. The Audit committee of the Company is constituted in line with the provisions of Regulation 18
of SEBI Listing Regulations, read with Section 177 of the Act.

ii. The terms of reference of the audit committee are broadly as under:

• 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;

• Recommend the 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;

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

> 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 Act.

> Changes, if any, in accounting policies and practices and reasons for the same.

> Major accounting entries involving estimates based on the exercise of judgment by
management.

> Significant adjustments made in the financial statements arising out of audit
findings.

> Compliance with listing and other legal requirements relating to financial
statements.

> Disclosure of any related party transactions.

> Qualifications 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 offer document / prospectus /
notice and the report submitted by the monitoring agency monitoring the utilisation of
proceeds of a public or rights issue, and making appropriate recommendations to the
board to take up steps in this matter;

• Review and monitor the auditors' 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;

• Establish a vigil mechanism for directors and employees to report genuine concerns in
such manner as may be prescribed;

• The audit committee may call for the comments of the auditors about internal control
systems, the scope of audit, including the observations of the auditors and review of
financial statement before their submission to the Board and may also discuss any related
issues with the internal and statutory auditors and the management of the Company;

• The audit committee shall review the information required as per SEBI Listing
Regulations.

iii. The audit committee invites executives, as it considers appropriate (particularly the head of
the finance function), representatives of the statutory auditors and representatives of the
internal auditors to be present at its meetings. The Company Secretary acts as the secretary
to the Audit Committee.

iv. In terms of the Insider Trading Code adopted by the Company, the Committee considers the
following matters:

> To approve policies in relation to the implementation of the Insider Trading Code
and to supervise implementation of the Insider Trading Code.

> To note and take on record the status reports detailing the dealings by Designated
Persons in Securities of the Company, as submitted by the Compliance Officer on a
quarterly basis.

> To provide directions on any penal action to be initiated, in case of any violation of
the Regulations by any person.

> The previous Annual General Meeting (AGM) of the Company was held on
September 28, 2024 and was attended by Mr. Harish Sharma, Chairman of the Audit
Committee.

v. Mr. Jagdish Chandra Gadiya resigned from the membership of the Audit Committee w.e.f.
30th May, 2024 and he attended two audit committee meetings held on 29th April, 2024 and
30th May, 2024.

vi. The composition of the Audit Committee as on 31.03.2025 and the details of meetings
attended by its members are given below:

Sr

No.

Particulars

Category of Director

Number of Meetings during the
year 2024-25

Held (during
the tenure)

Attended

1

Mr. Harish Sharma

Non-Executive- Independent
Director, Chairperson

6

6

2

Mr. Navneet Sharma

Non-Executive- Independent
Director, Member

6

6

3

Mr. Navneet Sharma

Non-Executive- Independent
Director, Member

6

6

vii. Six Audit Committee Meetings were held during the year and the gap between two meetings
did not exceed four months.

The dates on which the said meetings were held are as follows:

29th April, 2024, 30th May, 2024, 18th July 2024, 05th September 2024, 11th November, 2024
and 30th January 2025.

The necessary quorum was present for all the meetings.

NOMINATION AND REMUNERATION COMMITTEE

i. The Company has constituted Nomination and Remuneration Committee in line with the
provisions of Regulation 19 of SEBI Listing Regulations, read with Section 178 of the Act.

ii. The broad terms of reference of the nomination and Remuneration Committee are as under:
• Recommend to the board the set up and composition of the board and its committees

including the "formulation of the criteria for determining qualifications, positive attributes
and independence of a director". The committee will consider periodically reviewing the
composition of the board with the objective of achieving an optimum balance of size, skills,
independence, knowledge, age, gender and experience.

• Recommend to the board the appointment or reappointment of directors.

• Devise a policy on board diversity.

• 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;

• Carry out evaluation of every director's performance and support the board and
independent directors in evaluation of the performance of the board, its committees and
individual directors. This shall include "formulation of criteria for evaluation of
independent directors and the board".

• Whether to extend or continue the term of appointment of the independent director, on
the basis of the report of performance evaluation of independent directors.

• Recommend to the board the remuneration policy for directors, executive team or key
managerial personnel as well as the rest of the employees.

• Oversee familiarization programs for directors.

• On an annual basis, recommend to the board the remuneration payable to the directors
and oversee the remuneration to executive team or key managerial personnel of the
Company.

• Oversee the human resource philosophy, human resource and people strategy and human
resource practices including those for leadership development, rewards and recognition,
talent management and succession planning (specifically for the board, key managerial
personnel and executive team).

• Provide guidelines for remuneration of directors on material subsidiaries.

• Recommend to the board on voting pattern for appointment and remuneration of
directors on the boards of its material subsidiary companies.

• Performing such other duties and responsibilities as may be consistent with the provisions
of the committee charter.

iii. Mr. Jagdish Chandra Gadiya resigned from the membership of the Nomination And
Remuneration committee w.e.f. 30th May, 2024.

iv. The composition of the Nomination and Remuneration committee as on 31.03.2025 and
the details of meetings attended by its members are given below:

Sr

No.

Particulars

Category of Director

Number of Meetings during the
year 2024-25

Held (during
the tenure)

Attended

1

Mr. Harish Sharma

Non-Executive- Independent
Director, Member

4

4

2

Mr. Navneet Sharma

Non-Executive- Independent
Director, Chairperson

4

4

3

Mr. Navneet Sharma

Non-Executive- Independent
Director, Member

4

4

During the year, four meetings of the nomination and remuneration committee were held
on 01st August 2024, 05th September 2024, 11th November, 2024 and 28th March 2025.

v. The Company does not have any employee stock option scheme.

vi. Performance Evaluation Criteria for Independent Directors:

The performance evaluation criteria for independent directors are determined by the
Nomination and Remuneration committee. An indicative list of factors that may be
evaluated include participation and contribution by a director, commitment, effective
deployment of knowledge and expertise, effective management of relationship with
stakeholders, integrity and maintenance of confidentiality and independence of
behaviour and judgment. Performance Evaluation Criteria of Independent Directors and
the Board are displayed on the Company's website:
www.atharventerprises.com.

vii. Remuneration policy:

Remuneration policy in the Company is designed to create a high performance culture. It
enables the Company to attract, retain and motivate employees to achieve results. Our
business model promotes customer centricity and requires employee mobility to address
project needs. The remuneration policy supports such mobility through pay models that
are compliant to local regulations. The Remuneration Policy is placed on the Company's
website:
www.atharventerprises.biz/home.

The Company pays remuneration by way of salary, benefits, perquisites and allowances
(fixed component) to its Managing Director. Annual increments are decided by the
nomination and remuneration committee (NRC) within the salary scale approved by the
members of the Company and are effective April 1 each year.

STAKEHOLDERS RELATIONSHIP COMMITTEE

i. The stakeholders' relationship committee is constituted in line with the provisions of
Regulation 20 of SEBI Listing Regulations read with section 178 of the Act.

ii. The broad terms of reference of the stakeholders' relationship committee are as under:

• Consider and resolve the grievances of security holders of the Company including redressal of
investor complaints such as transfer or credit of Shares, non-receipt of notice / annual reports
/ dividend etc. and all other shareholders related matters.

• Consider and approve issue of share certificates (including issue of renewed or duplicate share
certificates), transfer and transmission of securities, etc.

• Ensure setting of proper controls and oversee performance of the Registrar and Share Transfer
Agent and recommends measures for overall improvement in the quality of services to the
investors.

iii. Mr. Jagdish Chandra Gadiya resigned from the membership of the stakeholders' relationship
committee w.e.f. 30th May, 2024.

iv. Three meetings of the Stakeholders' Relationship Committee were held during the year on

05th September, 2024, 11th November, 2024 and 30th January, 2025.

v. The composition of the Stakeholders' Relationship Committee as on 31.03.2024 and the
details of meetings attended by its members are given below:

Sr

No.

Particulars

Category of Director

Number of Meetings during the
year 2024-25

Held (during
the tenure)

Attended

1

Mr. Harish Sharma

Non-Executive- Independent
Director, Member

3

3

2

Mr. Navneet Sharma

Non-Executive- Independent
Director, Member

3

3

3

Mr. Navneet Sharma

Non-Executive- Independent
Director, Chairperson

3

3

28. CORPORATE SOCIAL RESPONSIBILITY

During the FY 2024-25, Corporate Social Responsibility is not applicable to the company.

29. SEXUAL HARASSMENT POLICY

The Company has zero tolerance for sexual harassment at the workplace and has adopted a Policy on
Prevention, Prohibition and Redressal of Sexual Harassment at the Workplace, in line with the provisions
of the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013 and
the Rules there under. The Policy aims to provide protection to employees at the workplace and prevent
and redress complaints of sexual harassment and for matters connected or incidental thereto, with the
objective of providing a safe working environment, where employees feel secure. All employees of the
Company, those of contractors as well as trainees are covered under this Policy.

No complaint was received from any employee during the financial year 2024-25 and hence no complaint
is outstanding as on 31.03.2025 for redressal.

30. CODE OF CONDUCT

The Board has laid down a code of conduct for board members and senior management personnel
of the Company. The code incorporates the duties of independent directors as laid down in the
Companies Act, 2013. The Board members and senior management personnel have affirmed
compliance with the said code of conduct. A declaration in this regard signed by the Chairman &
Managing Director / CFO is given at the end of the Corporate Governance Report.

31. DETAILS OF SIGNIFICANT AND MATERIAL ORDERS PASSED BY THE REGULATORS OR COURTS

There are no significant material orders passed by the Courts/ Regulators or Tribunals impacting the
going concern status and Company's operations in future.

32. COMPLIANCE OF ACCOUNTING STANDARDS:

As per requirements of the SEBI Listing Regulations and applicable Accounting Standards, your
Company has made proper disclosures in the Financial Statements. The applicable Accounting
Standards have been duly adopted pursuant to the provisions of Sections 129 and 133 of the Act.

33. COMPLIANCE OF SECRETARIAL STANDARDS

The Company has complied with all applicable mandatory Secretarial Standards issued by the
Institute of Company Secretaries of India.

34. DETAILS OF APPLICATION MADE OR PROCEEDING PENDING UNDER INSOLVENCY AND
BANKRUPTCY CODE, 2016
.

During the year under review, there were no application made or proceedings pending in the name
of the company under the Insolvency and Bankruptcy Code, 2016.

35. DETAILS IN RESPECT OF FRAUD:

During the year under review, the Statutory Auditor in their report have not reported any instances
of frauds committed in the Company by its Officers or Employees under section 143(12) of the
Companies Act, 2013.

36. DIFFERENCE IN VALUATION

The Company has not made any one-time settlement for loans taken from the Banks or Financial
Institutions, and hence the details of difference between amount of the valuation done at the time
of one-time settlement and the valuation done while taking loan from the Banks or Financial
Institutions along with the reasons thereof is not applicable.

37. ACKNOWLEDGEMENT

The Board places on record its deep appreciation for the continued support received from various clients,
vendors and suppliers and Bankers, Government Authorities, Employees at all levels and Stakeholders, in
furthering the interest of the Company.

By Order the Board of Directors,

Atharv Enterprises Limited

Sd/- Sd/-

Pramod Kumar Gadiya Vandana Pramod Gadiya

Managing Director Director

DIN:02258245 DIN:02766684

Date: 29th August, 2025
Place: Mumbai