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Company Information

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INTERIORS & MORE LTD.

24 October 2025 | 12:00

Industry >> Decoratives - Wood/Fibre/Others

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ISIN No INE0OPC01015 BSE Code / NSE Code / Book Value (Rs.) 84.87 Face Value 10.00
Bookclosure 12/09/2025 52Week High 689 EPS 17.11 P/E 37.93
Market Cap. 454.00 Cr. 52Week Low 285 P/BV / Div Yield (%) 7.65 / 0.00 Market Lot 600.00
Security Type Other

DIRECTOR'S REPORT

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

Your Directors have pleasure in presenting their Annual Report of the Company together with the Audited Statements of Accounts for the
Financial Year ended 31st March, 2025.

1. FINANCIAL RESULTS

Your Director’s delightfully presents the 13th Annual Report on the business and operation of the Company together with the Audited
Financial Accounts for the year ended 31st March, 2025.

Particulars

Standalone

Consolidated

Financial year
ended March
31, 2025

Financial year
ended March
31, 2024

Financial year
ended March
31, 2025

Financial year
ended March
31, 2024

Revenue from Operations

5,403.10

3,225.33

5,889.19

3,242.24

Other Income

22.19

11.30

23.95

11.30

Total Income

5,425.29

3,236.63

5913.14

3,253.54

Total Expenses

4,007.21

2,107.27

4330.68

2,220.94

Profit Before Interest, Tax & Depreciation

1,610.82

1,314.83

1,779.67

1,220.37

Less: Finance cost

87.19

143.40

87.19

143.40

Less: Depreciation

105.55

41.80

110.01

44.36

Profit before Exceptional items & Extraordinary Items

1,418.08

1,129.36

1,582.47

1,032.61

Exceptional items

-

18.50

-

18.50

Profit /(Loss) Before Tax

1,418.08

1,110.87

1,582.47

1,014.11

Less: Current Tax (including earlier years tax)

369.15

309.85

369.15

309.85

Less: Deferred Tax Asset / (Liability)

16.35

(0.39)

16.35

(0.39)

Profit after Tax

1,032.57

801.41

1,196.96

704.65

Earnings per share of Rs. 10/-

Basic and Diluted

14.76

15.00

17.11

13.19

2. RESULT HIGHLIGHTS

On a consolidated basis, the revenue from operation including
other income for the financial year 2024-25 was Rs. 5,913.14
(in lakhs), which is higher by 81.74% over the previous year’s
revenue of Rs. 3253.54 (in lakhs). The profit after tax for the
financial year 2025 stood at Rs. 1,196.96 (in lakhs) registering
the growth of 69.87 % over the PAT of Rs. 704.65 (in lakhs) in
financial year 2024.

On a standalone basis, the revenue from operation including
other income for the financial year 2024-25 was Rs. 5,425.29
(in lakhs), which is higher by 67.62 % over the previous year’s
revenue of Rs. 3236.63 (in lakhs). The profit after tax for the
financial year 2025 stood at Rs. 1032.57 (in lakhs) registering
the growth of 28.84 % over the PAT of Rs. 801.41 (in lakhs) in
financial year 2024.

The above data has been extracted from the Audited
Standalone and Consolidated Financial Statements prepared

in accordance with the Generally Accepted Accounting
Principles in India (‘Indian GAAP’) to comply with the
Accounting Standards specified under Section 133 of the Act
and the relevant provisions of the Act, as applicable. Your
directors are hopeful that the performance of the Company
will further improve in the coming years.

3. DIVIDEND

Considering the Company’s financial performance for the
year 2024-25, the Company has declared and paid an amount
of Rs. 0.25 per equity share towards interim dividend for the
financial year ended March 31, 2025.

On May 26, 2025, the Board of directors of Company has
proposed a final dividend of Re. 0.75 per equity share towards
final dividend for the financial year ended March 31, 2025,
subject to the approval of shareholders at the ensuing Annual
General Meeting to be held for the financial year 2024-25.

4. TRANSFER TO RESERVE

During the year, no amount was transferred to general reserve.

5. CHANGE IN SHARE CAPITAL

During the year under review, there have been no changes in

share capital of the Company.

Ý Buy Back of Securities: The Company has not bought
back any of its securities during the year under review.

Ý Sweat Equity: The Company has not issued any Sweat
Equity Shares during the year under review.

Ý Bonus Shares: No Bonus Shares were issued during the
year under review.

Ý Shares with differential rights: The Company has not
issued any equity shares with differential rights during
the year under review.

Ý During the year under review, the Company has not made
any provision of money for the purchase of, or subscription
for, shares in your Company or its holding Company,
to be held by or for the benefit of the employees of the
Company and hence the disclosure as required under
Rule 16(4) of Companies (Share Capital and Debentures)
Rules, 2014 is not required.

6. MAJOR EVENTS DURING THE FY 2024-25

During the financial year under review, the Company

undertook several significant initiatives and achieved notable

milestones: -

a. The Company commissioned its self-owned integrated
manufacturing facility at Umbergaon, Gujarat, spread
across of 2,00,000 sq. ft., which became partially
operational till financial year ended March 31, 2025
enabling enhanced production scale and efficiency.

b. The Company strengthened its retail presence through
the opening of a Company-owned showroom in Pune
(~7,300 sq. ft.) and a large-format franchise outlet in
Hyderabad (~20,000 sq. ft.) and Jaipur (~6,500 sq. ft.).

c. The Company showcased its products and
capabilities at major international exhibitions and
conferences, including:

i. Exotic Wedding Planning Conference 2025 (EWPC
2025) (UAE); and

ii. Ambiente 2025 (Frankfurt, Germany).

d. Expanded into leading online marketplaces such as
Amazon, Meesho, IndiaMART, and Myntra, thereby
increasing accessibility to a broader consumer base.

7. CHANGE IN THE NATURE OF BUSINESS

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

8. LISTING

The Equity Shares of the Company are listed on SME Emerge
Platform of NSE Limited w.e.f. 23rd February, 2024. The
Company is regular in payment of Annual Listing Fees. The
Company has paid Listing fees up to the year 2024-25.

9. CORPORATE GOVERNANCE

The Company being listed on the Small and Medium
Enterprise Platform of National Stock Exchange of India Ltd
(NSE) is exempted from provisions of Corporate Governance
as per Regulation 15 of Securities and Exchange Board of
India (Listing Obligation and Disclosure Requirements)
Regulation, 2015. Hence no Corporate Governance report is
disclosed in this Annual Report for the financial year 2024-25.

It is pertinent to note that the Company follows Majority of
the provisions of the Corporate Governance voluntarily.

10. CREDIT RATING

During the year under review, the Company has not obtained
any credit rating from any credit rating agencies.

11. DIRECTORS AND KEY MANAGERIAL
PERSONNEL

With the right balance of independent, executive, and non¬
executive members, the board of the company is well-balanced
and capable of making independent decisions on matters of
performance and strategy. It also plays an indispensable part
in board proceedings. The company’s board of directors is
made up of distinguished people with years of experience
and knowledge in their respective industries from a variety
of backgrounds. The board possesses 6 (six) directors as of
March 31, 2025, 3 (three) of whom act as executive directors,
3 (three) are non-executive and independent directors. The
maximum tenure of the independent directors is in compliance
with the provisions of the Act.

None of the directors on the board holds the directorship in
more than 20 (twenty) companies and out of them none of the
directors holds the directorship in more than 10 (ten) public
companies at a time, pursuant to Regulation 165 of the Act.

Details regarding our Board of Directors as on the date 31st March, 2025 are set forth in the table hereunder:

Name of directors

Designation

Original Date of
appointment

Date of appointment in
Current Designation

DIN

Mr. Manish Mohan Tibrewal

Managing Director

30/07/2012

31/10/2022

05164854

Ms. Ekta Tibrewal$

Non- Executive Director

30/07/2012

23/01/2025

01289275

Mr. Rajat Vijender Singhal*

Executive Director

30/09/2022

30/09/2022

09660995

Mr. Rahul Jhunjhunwala**

Executive Director

07/08/2018

23/01/2025

00527214

Chief Financial Officer

-

24/09/2024

-

Mr. Gopal Krishna Tharad

Independent Director

16/06/2023

16/06/2023

07361902

Ms. Rupa Lachhiramka

Independent Director

16/06/2023

16/06/2023

08126792

Mr. Jatin Amareliya #

Company Secretary

-

28/12/2024

-

During the year under review, following changes took place: -

Ý $ The change in designation of Ms. Ekta Tibrewal from Executive Director to Non-Executive Director was approved by the
members of the Company through postal ballot w.e.f. January 23, 2025.

Ý * Mr. Rajat Vijender Singhal resigned from the position of Chief Financial Officer of the Company with effect from September
23, 2024.

Ý ** Mr. Rahul Jhunjhunwala was appointed as Chief Financial Officer of the Company with effect from September 24, 2024.
Further the change in designation of Mr. Rahul Jhunjhunwala from Non-Executive Director to Executive Director was approved
by the members of the company through postal ballot with effect from January 23, 2025.

Ý Further, Ms. Kuntal Sharma had resigned from the position of Company secretary cum Compliance Officer with effect from May
31, 2024 and Ms. Tasneem Marfatia was appointed for the position of Company Secretary cum Compliance Officer on July 12,
2024 and resigned from the said position on September 30, 2024.

Ý # Mr. Jatin Amareliya was appointed as Company Secretary cum Compliance Officer of the Company with effect from December
28, 2024.

Pursuant to the provisions of Sections 149 and Section 152 read with Schedule IV and all other applicable provisions of the Companies
Act, 2013 and the Companies (Appointment and Qualification of Directors) Rules, 2014, Mr. Gopal Krishna Tharad (DIN: 07361902),
Ms. Rupa Lachhiramka (DIN: 08126792), continue as Independent Directors of the Company.

The Company has received necessary declaration from each Independent Director of the Company under Section 149(7) of the
Companies Act, 2013 (the Act) that they meet the criteria of their independence laid down in Section 149(6) of the Act.

Retirement by Rotation:

In terms of Section 152 of the Companies Act, 2013 Mr. Rahul Jhunjhunwala (DIN: 00527214), Director of the Company is liable
to retire by rotation at the forthcoming Annual General Meeting and being eligible, offered himself for re-appointment. The Board
recommends re-appointment of Mr. Rahul Jhunjhunwala for the consideration of the Members of the Company at the forthcoming
AGM. The relevant details including profile of Mr. Rahul Jhunjhunwala is included separately in the Notice of AGM. The Board
hereby confirms that Mr. Rahul Jhunjhunwala is not debarred from the holding the office of director pursuant to any SEBI order or
any other authority.

The Board confirms that none of the Directors of the Company is disqualified from being appointed as Director in terms of Section 164
of the Companies Act, 2013 and necessary declaration has been obtained from all the Directors in this regard.

12. MEETING OF THE BOARD OF DIRECTORS

During the year under review, 11 (Eleven) Board meetings were held. The Date of Board meeting are as follows:

28/05/2024

04/06/2024

12/07/2024

23/08/2024

24/09/2024

30/09/2024

13/11/2024

23/12/2024

28/12/2024

12/02/2025

13/03/2025

-

13. ATTENDANCE OF EACH DIRECTOR AT THE BOARD MEETINGS AND THE LAST ANNUAL
GENERAL MEETING:

The attendance of the Directors at the Board Meeting and the Annual General Meeting held during the financial year 2024-25
was as follows:

Name of Director

Board Meetings
attended during
the financial year

Whether
attended last
AGM.

Other Directorships
including this listed
company

Other Committees
Membership/ Chairmanship
including this listed company

Mr. Manish Mohan Tibrewal

7

Yes

3

1

Ms. Ekta Tibrewal

8

Yes

1

3

Mr. Rajat Vijender Singhal

10

Yes

2

0

Mr. Rahul Jhunjhunwala

10

Yes

1

1

Mr. Gopal Krishna Tharad

9

Yes

1

4

Ms. Rupa Lachhiramka

10

Yes

1

3

14. SECRETARIAL STANDARDS RELATING TO
THE MEETINGS

The Institute of Company Secretaries of India (ICS I) has
established Secretarial Standards relating to the Meetings of
the Board thereof and Annual General Meetings. Approval
of the Central Government under sub-section (10) of Section
118 of the Companies Act, 2013 has been accorded to the
Secretarial Standards (SS) namely SS-1 on Meetings of the
Board and SS-2 on General Meetings.

15. EXTRACT OF ANNUAL RETURN

In compliance with Section 92(3) and 134(3)(a) of the Act,
Annual Return is uploaded on Company’s website and can be
accessed at www.inm.net.in.

16. PARTICULARS OF EMPLOYEES AND
REMUNERATION

Disclosures concerning the remuneration of Directors, KMPs
and employees as per Section 197(12) of the Act read with Rule
5(1) of the Companies (Appointment and Remuneration of
Managerial Personnel) Rules, 2014 is given in Annexure - I to
this Report. Your directors affirm that the remuneration paid
to Directors, KMPs and employees is as per the remuneration
policy of the Company.

No employee of the Company was in receipt of the
remuneration exceeding the limits prescribed under Rule 5 (2)
and (3) of the Companies (Appointment and Remuneration of
Managerial Personnel) Rules, 2014, hence, not applicable to
the Company.

17. ANNUAL EVALUATION OF PEFORMANCE
OF THE BOARD

Pursuant to the provisions of the Act, and SEBI Listing
Regulations, 2015, the Nomination and Remuneration
Committee (“NRC”) and the Board has carried out the
annual performance evaluation of the Board, its Committees
and individual Directors by way of individual and collective
feedback from Directors. The Independent Directors have also
carried out annual performance evaluation of the Chairperson,
the non-independent directors and the Board as a whole.

The Company has devised a questionnaire to evaluate the
performances of Executive Directors, Independent Directors,
Committees and Board as whole. Such questionnaire
is prepared considering the business of the Company,
circumstances, organization requirements and the
expectations that the Board have from each of the Directors.

The above criteria are broadly based on the Guidance Note on
Board Evaluation issued by the Securities and Exchange Board
of India on January 5, 2017.

18. SUBSIDIARY, JOINT VENTURE AND
ASSOCIATE COMPANIES

On March 31, 2025, the Company has 2 wholly owned
subsidiaries namely Interiors & More LLLC-SP, Dubai
(Foreign Wholly Owned Subsidiary) and INM House Pvt Ltd
(Indian Wholly Owned Subsidiary) and there has been no
material change in the nature of the business of the subsidiaries.
There are no associates or joint venture companies within the
meaning of Section 2(6) of the Companies Act, 2013 (“Act”).

Pursuant to the provisions of Section 129(3) of the Act,
a statement containing the salient features of financial
statements of the Company’s subsidiaries in Form No. AOC-1
is annexed as Annexure-II.

Further, pursuant to the provisions of Section 136 of the Act, the
financial statements of the Company, consolidated financial
statements along with relevant documents and separate
audited financial statements in respect of subsidiaries, are
available on the Company’s website at www.inm.net.in.

19. FAMILIARIZATION PROGRAMME FOR
INDEPENDENT DIRECTORS:

Pursuant to Regulation 25(7) of the SEBI Listing Regulations,
your Company has put in place a system to familiarize its
Independent Directors with their roles, responsibilities
in the Company, nature of the industry, business model,
processes, policies, technology, risk management systems of
the Company, operational and financial performance of the
Company and significant developments so as to enable them
to take well informed decisions in timely manner.

During the Financial Year 2024-25, familiarization
programmes were conducted and the Independent Directors
were updated from time to time on continuous basis on
Company’s business model, risks & opportunities, significant
changes in the regulations and duties and responsibilities
of Independent Directors under the Act and SEBI Listing
Regulations and other matters.

Further, at the time of appointment of an independent director,
the Company had issued a formal letter of appointment
outlining his/her role, functions, duties and responsibilities as
a director.

20. DECLARATION BY INDEPENDENT
DIRECTORS

The Board confirms that based on the declaration of
Independence received from each Independent Director,
all Independent Directors fulfill the conditions specified for
independence as stipulated in Regulation 16 of the SEBI Listing
Regulations, as amended, read with Section 149(6) of the Act
along with rules framed thereunder and are independent of
the Management. Further, the Independent Directors have
also registered their names in the Databank maintained by
the Indian Institute of Corporate Affairs (“IICA”), Manesar,
Gurgaon as mandated in the Companies (Appointment and
Qualification of Directors), Rules, 2014.

The Independent Directors have complied with the Code for
Independent Directors prescribed in Schedule IV to the Act.

None of the Independent Directors have any other material
pecuniary relationship or transaction with the Company, its
Promoters, or Directors, or Senior Management which, in
their judgement, would affect their independence.

In terms of Regulation 25(8) of the SEBI Listing Regulations,
they have confirmed that they are not aware ofany circumstance
or situation which exists or may be reasonably anticipated
that could impair or impact their ability to discharge their
duties with an objective independent judgement and without
any external influence.

In the opinion of the Board, all Independent Directors possess
requisite qualifications, expertise, experience (including the
proficiency) and hold high standards of integrity required
to discharge their duties with an objective independent
judgment and without any external influence.

Further, none of the Directors are related to each other.

21. SECRETARIAL AUDIT REPORT

Pursuant to provisions of Section 204 of Companies Act,
2013 and other applicable provisions of the Act and pursuant
to the recommendation of Audit Committee, the Board of
Directors at its meeting held on May 28, 2024 appointed
M/s. CS Satyajit Mishra, Practicing Company Secretary, (C.
P. No. 4997), was appointed as the Secretarial Auditor of the
Company for FY 2024-25 as per Section 204 of the Act, and
rules made thereunder.

The Secretarial Audit Report is annexed in the prescribed
form MR - 3 as Annexure - III and forms part of this report.

The Secretarial Audit Report does not contain any
qualifications, reservations, adverse remarks or disclaimer.

22. DISQUALIFICATION OF DIRECTORS

In compliance with Section 164(2) of the Act and the
Companies (Appointment and Qualification of Directors)
Rules, 2014, the Company received and reviewed the Form
DIR-8 from each and every Director during the financial year
2024-2025. This form certifies that none of the Directors of
your Company are disqualified to hold office as a director
under the provisions of Section 164(2) of the Act, nor are
they barred from holding the office of a director by any order
of the SEBI or any such authority in accordance with SEBI
letter dated June 14, 2018, and NSE circular dated June 20,
2018 on the subject “Enforcement of SEBI orders regarding
appointment of Directors by Listed Companies.”

23. POLICY ON DIRECTORS’ APPOINTMENT
AND REMUNERATION

Your Company has a Nomination and Remuneration Policy
for Directors and Senior Managerial Personnel in compliance
with the provisions of Section 178 of the Act and Regulation
19 of SEBI Listing Regulations as approved by the Nomination
and Remuneration Committee and the Board.

The policy is available on the website of the Company at
https://inm.net.in/codes-policies.

24. DIRECTOR’S RESPONSIBILITY STATEMENT

Pursuant to Section 134(3)(c) read with Section 134(5) of
the Act, on the basis of information placed before them, the
Directors state that:

a. In the preparation of the annual accounts, the applicable
accounting standards have been followed along with
proper explanation relating to material departures, if any;

b. Appropriate accounting policies have been selected and
applied consistently, and the judgments and estimates
that have been made are reasonable and prudent so as
to give a true and fair view of the state of affairs of the
Company as on 31st March, 2025 and of the profit of the
Company for the said period;

c. Proper and sufficient care has been taken 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;

d. The annual accounts have been prepared on a going
concern basis;

e. The internal financial controls to be followed by the
Company and that such internal financial controls are
adequate and were operating effectively; and

f. There is a proper system to ensure compliance with the
provisions of all applicable laws and that such systems
were adequate and operating effectively.

25. COMMITTEES OF OUR BOARD

The Board receives regular communication regarding
policy-related issues as well as other pertinent and
important information.

The following committees have been constituted in terms of
SEBI (LODR) Regulations, 2015 and the Companies Act, 2013:

Ý Audit Committee

Ý Stakeholders’ Relationship Committee

Ý Nomination and Remuneration Committee

Ý Corporate Social Responsibility Committee

Ý Internal Complaints Committee

Audit Committee

The Audit Committee acts as a link between the Statutory
and Internal Auditors and the Board of Directors where they

are primarily responsible for accurate financial reporting
and strong internal controls. The Audit Committee plays
a major role in assisting the Board in fulfilling its oversight
responsibilities of monitoring financial reporting processes,
reviewing the Company’s established systems and processes
for internal financial controls, governance and reviewing the
Company’s statutory and internal audit activities.

Our Company has constituted an Audit Committee (“Audit
Committee”), as per Section 177 of the Companies Act, 2013
read with its rules and Regulation 18 of the SEBI (LODR)
Regulation, 2015 and adheres to the terms of reference
prepared in compliance with Section 177 of Companies Act,
2013 and Regulation 18 of the SEBI (LODR) Regulation, 2015.

None of the recommendations made by the Audit Committee
were rejected by the Board.

The Committee presently comprises the following members:

Sr

No

Name of the member

Designation

Category

1

Mrs. Rupa Lachhiramka

Chairman

Independent Director

2

Mr. Gopal Tharad

Member

Independent Director

3

Mr. Rahul Jhunjhunwala

Member

Executive Director & CFO

The Company Secretary & Compliance Officer of our Company shall act as the Secretary to the Audit Committee.

Meetings and Attendance of Audit Committee

As required under Regulation 18 of the SEBI (LODR) Regulation, 2015, the Audit Committee shall meet at least 4 (four) times in a year,
and not more than 120 (one hundred twenty) days shall elapse between two meetings.

The Audit Committee met 5 (Five) times during the financial year 2024-25 on May 28, 2024, August 23, 2024, September 24, 2024,
November 13, 2024 and March 13, 2025 and the attendance record of the members are as follows:

Sr

No

Name of the member

Designation

Category

Attendance

1

Mrs. Rupa Lachhiramka

Chairman

Independent Director

5/4

2

Mr. Gopal Tharad

Member

Independent Director

5/5

3

Mr. Rahul Jhunjhunwala

Member

Executive Director & CFO

5/5

The role and responsibilities of the Audit Committee are described in the Audit Committee Policy of the Company. The policy is
available on the website of the Company at https://inm.net.in/codes-policies.

Stakeholders’ Relationship Committee

Our Company has constituted a shareholder / investors grievance committee namely “Stakeholders’ Relationship Committee” to
redress complaints of the shareholders. The Stakeholders’ Relationship Committee was constituted pursuant to the provisions of
Regulation 20 of Listing Regulations and Section 178(3) of the Act.

None of the recommendations made by the Stakeholders Relationship Committee were rejected by the Board.

The Stakeholders’ Relationship Committee comprises:

Sr Name of the member Designation Category

No

1 Ms. Ekta Tibrewal Chairman Non-Executive Director

2 Mrs. Rupa Lachhiramka Member Independent Director

3 Mr. Gopal Tharad Member Independent Director

The Company Secretary & Compliance Officer of our Company shall act as the Secretary to the Stakeholders’ Relationship Committee.

Tenure

The Stakeholder’s Relationship Committee shall continue to be in function as a committee of the Board until otherwise resolved by
the Board, to carry out the functions of the Stakeholder’s Relationship Committee as approved by the Board.

Meetings & Attendance of Stakeholder Relationship Committee

As required under Regulation 20 of the SEBI (LODR) Regulation, 2015, The Stakeholder’s Relationship Committee shall meet at least
1 (one) time in a financial year. The Chairperson of the Stakeholders Relationship Committee shall be present at the annual general
meetings to answer queries of the security holders.

The Stakeholders Relationship Committee met 4 (Four) times during the financial year 2024-25 on May 28, 2024, September 24,
2024, December 23, 2024 and March 13, 2025 and the attendance record of the members are as follows:

Sr

No

Name of the member

Category

Attendance

1.

Ms. Ekta Tibrewal#

Non-Executive Director

1/1

2.

Mrs. Rupa Lachhiramka

Independent Director

4/3

3.

Mr. Gopal Tharad

Independent Director

4/4

4.

Mr. Rahul Jhunjhunwala*

Non-Executive Director

3/3

*Mr. Rahul Jhunjhunwala ceased to be a member of the Committee w.e.f. January 23,2025.

# Ms. Ekta Tibrewal was appointed as member of the Committee w.e.f. January 23, 2025.

The roles and responsibilities of the Stakeholder Relationship Committee is described in the Stakeholder relationship Policy. The
policy is available on the website of the Company at https://inm.net.in/codes-pohcies.

The status of investor grievance redressal mechanism as required under the SEBI (LODR) Regulations, 2015 is filed with the Stock
Exchange within twenty-one days from the end of each quarter a statement giving the number of investor complaints pending at the
beginning of the quarter, those received during the quarter, disposed of during the quarter and those remaining unresolved at the
end of the quarter and the statement is placed before the Committee and the Board periodically. There were no instances where the
grievance was not solved to the satisfaction of the shareholders.

During the year, the Company did not receive any complaints from the shareholders of the Company.

Nomination and Remuneration Committee

Our Company has constituted a “Nomination and Remuneration Committee” in accordance Section 178 of Companies Act, 2013 and
Regulation 19 of Listing Regulations.

None of the recommendations made by the Nomination and Remuneration Committee were rej'ected by the Board.

The Nomination and Remuneration Committee comprises the following Directors:

Sr

No

Name of the members

Designation

Category

1.

Mr. Gopal Tharad

Chairman

Independent Director

2.

Ms. Rupa Lachhiramka

Member

Independent Director

3.

Ms. Ekta Tibrewal *

Member

Non-Executive Director

* Ms. Ekta Tibrewal was appointed as member of the Committee w.e.f. January 23,2025.

Tenure

The Nomination and Remuneration Committee shall continue to be in function as a committee of the Board until otherwise resolved
by the Board.

Meetings

Pursuant to Regulation 19 of SEBI Listing Regulations and Nomination and Remuneration Policy of the Company, the committee
shall meet at least once in a financial year in accordance with the regulations and the quorum for a meeting of the nomination and
remuneration committee shall be either two members or one third of the members of the committee, whichever is greater, including
at least one independent director in attendance.

The Nomination and Remuneration Committee met 6 (Six) times during the financial year 2024-25 on May 28, 2024, July 12, 2024,
September 24, 2024, September 30, 2024, December 23, 2024 and December 28, 2024 and the attendance record of the members are
as follows:

Sr

No

Name of the member

Category

Attendance

1.

Mr. Gopal Tharad

Independent Director

6/6

2.

Mrs. Rupa Lachhiramka

Independent Director

6/5

3.

Ms. Ekta Tibrewal#

Non-Executive Director

0/0

4.

Mr. Rahul Jhunjhunwala*

Non-Executive Director

6/6

* Mr. Rahul Jhunjhunwala ceased to be a member of the Committee w.e.f. January 23, 2025.

# Ms. Ekta Tibrewal was appointed as member of the Committee w.e.f. January 23, 2025.

Company Secretary & Compliance Officer of our Company shall act as the secretary to the Corporate Social Responsibility Committee.

The roles and responsibilities of the Nomination Remuneration Committee is described in the Stakeholder relationship Policy. The
policy is available on the website of the Company at https://mm.net.in/codes-policies.

Corporate Social Responsibility Committee

The Company has constituted a Corporate Social Responsibility Committee (CSR Committee) pursuant to provisions of Section 135
of Companies Act, 2013. The Corporate Social Responsibility Committee shall formulate and recommend a CSR policy to the Board
and the activities that the Company will engage in. The Corporate Social Responsibility Committee shall recommend the amount
of expenditure to be incurred on the CSR activities to be undertaken by the company, monitor the CSR policy of the Company
from time to time and establish the transparent controlling mechanism for the implementation of the CSR projects or programs or
activities undertaken by the company as per the requirements of the Companies Act, 2013, Listing Agreement and SEBI LODR for
Corporate Governance.

None of the recommendations made by the CSR Committee were rej'ected by the Board.

The Corporate Social Responsibility Committee comprises the following members*

Sr

No

Name of the members

Designation

Category

1.

Mr. Gopal Tharad

Chairman

Independent Director

2.

Mrs. Ekta Tibrewal

Member

Non-Executive Director

3.

Mr. Manish Mohan Tibrewal

Member

Managing Director

Meetings

The Corporate Social Responsibility Committee met 2 (two) times during the financial year 2024-25 on November 13, 2024 and
March 13, 2025 and the attendance record of the members are as follows:

Sr

No

Name of the members

Category

Attendance

1.

Mr. Gopal Tharad

Independent Director

2/2

2.

Ms. Ekta Tibrewal

Non-Executive Director

2/2

3.

Mr. Manish Mohan Tibrewal

Managing Director

2/1

Company Secretary & Compliance Officer of our Company shall act as the secretary to the Corporate Social Responsibility Committee.

The roles and responsibilities of the Corporate Social Responsibility Committee is described in the Corporate Social Responsibility
Policy. The policy is available on the website of the Company at https://inm.net.in/codes-policies.

Internal Complaints Committee

An “Internal Complaints Committee” is constituted for our Company by the Board to look into the matters concerning sexual
harassment. The Internal Complaints consists of the following members.

Sr

No

Name

Designation

Designation in the Company

1.

Mrs. Ashwini Gondlekar

Presiding Officer

Executive Assistant to MD

2.

Mr. Suhas More

Member

Account manager

3.

Ms. Mayuri Nandiwadekar

Member

Graphic Designer

4.

Ms. Krupa Bharat Thakar

Member

Founding Member of NGO (We Can We Will)

T enure

The President and other members of the committee shall hold office for such period, not exceeding 3 (three) years, from the date of
their nomination as may be specified by the employer.

Scope

This policy is applicable to employees, workers, volunteers, probationer and trainees including those on deputation, part time,
contract, working as consultants or otherwise (whether in the office premises or outside while on assignment). This policy shall be
considered to be a part of the employment contract or terms of engagement of the persons in the above categories.

Where the alleged incident occurs to our employee by a third party while on a duty outside our premises, the Company shall perform
all reasonable and necessary steps to support our employee.

The Company has formulated a comprehensive policy on Prevention, Prohibition and Redressal against Sexual Harassment of Women
at Workplace, which is also in accordance with the provisions of the Sexual Harassment of Women at Workplace (Prevention,
Prohibition and Redressal) Act, 2013 (“POSH”). The said policy has been made available on the website of the Company.

Disclosure Under Sexual Harassment of Women at Workplace (Prevention, Prohibition & Redressal) Act 2013

In accordance with Rule 8(5)(x) of the Companies (Accounts) Rules, 2014, the Company hereby confirm the compliance of provisions
relating to the constitution of Internal Complaint Committee under the Sexual Harassment of Women at Workplace (Prevention,
Prohibition and Redressal) Act, 2013 and states the following information related to the Sexual Harassment of Women at Workplace
(Prevention Prohibition and Redressal) Act 2013 for the financial year ended 31st March 2025:

Sr No

Particulars

Status

1.

Complaints received

NIL

2.

Complaints disposed

NIL

3.

Complaints pending for more than 90 days

NIL

26. CORPORATE SOCIAL RESPONSIBILITY (“CSR”)

Your Company is dedicated to add value to every individual in the country through its business by integrating societal, economic,
environmental and sustainable commitments. Business practices of the Company shall contribute to make the world a better place.
The main CSR objective of the Company for the financial year 2024-25 was animal welfare by providing shelter and sustenance to
stray cows and cattle, to enhance the well-being of infirm, unproductive, diseased, and abandoned cows and cattle, and to ensure
their care.

Disclosures as required under Rule 9 of the Companies (Corporate Social Responsibility Policy) Rules, 2014 are annexed to this
Report as Annexure - IV. The CSR Policy of the Company is also hosted on the website of the Company at www.inm.net.in.

27. Disclosures Under Sexual Harassment of Women at Workplace (Prevention, Prohibition & Redressal)
Act 2013

Your Company has zero tolerance for sexual harassment at workplace and has formulated a comprehensive policy on Prevention,
Prohibition and Redressal against Sexual Harassment of Women at Workplace, which is also in accordance with the provisions of the
Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013 (“POSH”). The said policy has been
made available on the website of the Company.

Your Company has constituted an Internal Complaints Committee (“ICC”) under the POSH and has complied with the provisions
relating to the same. All employees (permanent, contractual, temporary, trainees) are covered under this Policy.

The constitution of ICC is as per the POSH Act and includes an external member who is an independent POSH consultant with
relevant experience.

In accordance with Rule 8(5)(x) of the Companies (Accounts) Rules, 2014, the Company hereby confirm the compliance of provisions
relating to the constitution of Internal Complaint Committee under the Sexual Harassment of Women at Workplace (Prevention,
Prohibition and Redressal) Act, 2013 and states the following information related to the Sexual Harassment of Women at Workplace
(Prevention, Prohibition and Redressal) Act, 2013 for the financial year ended 31st March, 2025:

Sr No

Particulars

Status

1.

Complaints received

NIL

2.

Complaints disposed

NIL

3.

Complaints pending for more than 90 days

NIL

28. COMPLIANCE WITH MATERNITY BENEFIT ACT, 1961

In compliance with the Companies (Accounts) Second Amendment Rules, 2025, the Company confirms its compliance with all
applicable provisions of the Maternity Benefit Act, 1961 during the year 2024-25 and has extended all statutory benefits to eligible
women employees during the year.

29. GENERAL BODY MEETINGS

I. GENERAL MEETING

A. LOCATION AND TIME, WHERE LAST THREE AGMS WERE HELD

Following table details the particulars of the last Three Annual General Meetings of the Company.

Date of Meeting

Venue

Time

Special Resolution passed

30/09/2022

Registered Office

2.30 P.M. IST

-

08/08/2023

Registered Office

2.00 P.M. IST

• To consider and approve the alteration in
remuneration and term of remuneration of Mr.
Manish Tibrewal as managing director of the
company;

• The alteration in remuneration and term of
remuneration of Mr. Rajat Vijender Singhal (DIN:
09660995), executive director of the company;

• To consider and approve the remuneration of Mrs.
Ekta Tibrewal (DIN: 01289275), executive director
of the company.

21/09/2024

Through Video Conferencing/
Other Audio Visual Means (VC/
OAVM) and Remotely at the
Registered Office of the Company

2.00 P.M. IST

To consider and approve the Loan and investment by
the company to subsidiary.

B. Extra Ordinary General Meeting: - No extraordinary
general meeting of the members was held during FY 2024¬
25.

II. Details of special resolution passed through postal
ballot, the persons who conducted the postal ballot
exercise, details of the voting pattern and procedure
of postal ballot:

The Company sought the approval of the shareholders by way
of a Special Resolution through notice of postal ballot dated
December 24, 2024 for: -

Ý Change in designation of Mr. Rahul Jhunjhunwala
(DIN: 00527214) from Non-Executive Director to
Executive Director.

Ý Change in designation of Mrs. Ekta Tibrewal
(DIN: 01289275) from Executive Director to Non¬
Executive Director.

All the aforesaid resolutions were duly passed and the results
of which were announced on January 23, 2025.

M/s. Satyajit Mishra (Membership No. F5759), Practicing
Company Secretaries, was appointed as the Scrutinizer
to scrutinize the postal ballot process by voting through
electronic means only (remote e-voting) in a fair and
transparent manner.

Procedure for postal ballot: The postal ballot was carried
out as per the provisions of Sections 108 and 110 and other
applicable provisions of the Act, read with the Rules framed
thereunder and read with the General Circular nos. 14/2020
dated April 8, 2020, 17/2020 dated April 13, 2020 and
subsequent circulars issued in this regard, the latest being
9/2023 dated September 25, 2023, respectively issued by the
Ministry of Corporate Affair.

III. Details of special resolution proposed to be
conducted through postal ballot:

None of the businesses proposed to be transacted at the
ensuing AGM requires passing of a special resolution through
postal ballot.

30. MEETING OF INDEPENDENT DIRECTORS

During the year under review, a meeting of the Independent
Directors was held on March 13, 2025. All Independent
Directors were present at the meeting to: -

Ý Review of the performance of the Non-Independent
Directors and the Board of Directors as a whole.

Ý Review the performance of the Chairman of the Company,
taking into the account of the views of the Executive and
Non- Executive Directors.

Ý Assess the quality, content and timeliness of flow of
information between the management and the Board that
is necessary for the Board to effectively and reasonably
perform its duties.

All the Independent Directors were present in the meeting.

31. POSTAL BALLOT

During the year, The Company sought the approval of the
shareholders by way of a Special Resolution through notice of
postal ballot dated December 24, 2024 for: -

i. Change in designation of Mr. Rahul Jhunjhunwala
(DIN: 00527214) from Non-Executive Director to
Executive Director.

ii. Change in designation of Mrs. Ekta Tibrewal
(DIN: 01289275) from Executive Director to Non¬
Executive Director.

All the aforesaid resolutions were duly passed and the results
of which were announced on January 23, 2025.

The Company provided electronic voting facility to all
its members in compliance with Regulation 44 of Listing
Regulations and as per the provisions of Sections 108 and 110
of the Companies Act, 2013, (the Act), read with Rule 20 and
Rule 22 of the Companies (Management and Administration)
Rules, 2014, as amended (Rules), read with the General
Circulars issued by the MCA (MCA Circulars).

The Company engaged the services of Bigshare Services
Pvt Ltd., Registrar and Share Transfer Agents (RTA) of the
Company for facilitating e-voting to enable the Members
to cast their votes electronically. The Board of Directors
had appointed M/s. Satyajit Mishra (FCS: 4997), Practicing
Company Secretary as the Scrutinizer, for conducting the
Postal Ballot process, in a fair and transparent manner. The
Scrutiniser, after the completion of scrutiny, submitted his
report to Mr. Manish Tibrewal, Managing Director, who was
duly authorised by the Chairperson to accept, acknowledge
and countersign the Scrutiniser’s Report as well as declare the
voting results in accordance with the provisions of the Act,
the Rules framed thereunder and the Secretarial Standard
- 2 issued by the Institute of Company Secretaries of India.
The results were displayed on the website of the Company
and also communicated to National Stock Exchange of India
Limited (NSE).

32. MATERIAL CHANGES AND COMMITMENTS
AFFECTING THE FINANCIAL POSITION OF
THE COMPANY

There are no material changes and commitments, affecting
the financial position of the Company which have occurred
between the financial year of the Company to which
the financial statements relate and the date of signing of
this report.

33. INSTANCES OF FRAUD, IF ANY REPORTED
BY THE AUDITORS

In pursuance to the provisions of Section 143(12) of the Act,
the Statutory Auditors had not reported any incident of
frauds (other than those which are reportable to the Central
Government) to the Board of Directors of the Company during
the financial year under review.

34. MANAGEMENT DISCUSSION AND
ANALYSIS REPORT

As required under the Listing Regulation, Management
Discussion and Analysis Report is presented in the separate
section and forms an integral part of the Annual Report.

A detailed review of the operations, performance and future
prospects of the Company and its businesses is given in the
Management Discussion and Analysis Report, which forms

35. PARTICULARS OF LOANS, GUARANTEES,
OR INVESTMENTS

The details of Loans given, Investments made and guarantees
given and securities provided under the Section 186 of the
Companies Act, 2013 have been provided in the notes to the
Financial Statements.

36. PARTICULARS OF CONTRACTS OR
ARRANGEMENTS WITH RELATED PARTIES

All transactions undertaken by the Company during
the financial year 2024-25 with related parties were on
arm’s length basis & in ordinary course of business and in
compliance with the applicable provisions of the Companies
Act, 2013 and the SEBI Listing Regulations. All such related
party transactions were placed before the Audit Committee
for approval, wherever applicable. Further, The Company has
not entered any material transactions with the related party
falling under the purview of section 188 of the Companies
Act, 2013.

Accordingly, the details are not required to be given under
AOC-2. The Policy on materiality of related party transactions
and dealing with related party transactions as approved by the
Board may be accessed on the Company’s website at the link:
www.inm.net.in.

37. ENVIRONMENTAL LEGISLATIONS

The Company core activity is manufacturing and trading of
artificial flowers, plastic loose leaves, green mates and trading
of decorative items such as vases, plants, planters, wedding
props, lights, furniture, fabric, chandeliers, candles, fragrance,
and other related decor items and selling them domestically
and internationally. We have an in-house manufacturing unit
where we produce wide range ofdecor products. Raw materials
are sourced from both domestic and international suppliers to
meet our quality, design, and innovation requirements.

As our most of the raw material is plastic, provision of The
Plastic Waste Management Rules, 2016, The Municipal Solid
Wastes (Management and Handling) Rules, The Hazardous
and other Wastes (Management & Transboundary
Movement) Rules, 2016, is applicable to the company. The
Company is making every effort to conserve the usage of
plastic and for gainful utilization of waste and also address
the waste disposal issue.

38. PARTICULARS REGARDING

CONSERVATION OF ENERGY,

TECHNOLOGY ABSORPTION, AND
FOREIGN EXCHANGE EARNINGS AND
OUTGO

The particulars on conservation of energy, technology
absorption and foreign exchange earnings and outgo
stipulated under Section 134(3)(m) of the Act read with Rule
8(3) of The Companies (Accounts) Rules, 2014, is described
as follows: -

A. Conservation of Energy:

Your Company operates in an industry where the level of
energy consumption is relatively moderate. Nevertheless,
your Company remains committed to responsible energy
management and sustainable operational practices,
particularly in its manufacturing and warehousing activities.
Conservation of energy remains an integral focus area, and the
Company has adopted several initiatives to enhance energy
efficiency and reduce overall consumption.

I. Steps/Measures Taken for Conservation of Energy:

The Company ensures that the operations are conducted in
the manner whereby optimum utilization and maximum
possible savings of energy is achieved.

II. Steps taken by the company for utilizing alternate sources
of energy;

A 350 kW rooftop solar power plant was installed at the
Company’s Umbergaon facility located at Mamakwada,
Gujarat. This initiative is expected to reduce dependency
on non-renewable power sources, lower energy costs over
the long term and promote the Company’s commitment to
environmental sustainability by significantly reducing its
carbon footprint.

III. The Capital Investment on Energy Conservation
Equipment’s: -

In its continued efforts to enhance sustainability and reduce
energy consumption from conventional sources, the Company
has made a significant capital investment in renewable energy
infrastructure during the year under review.

A 350 kW Solar Power Plant has been installed at the
Company’s Umbergaon Unit, located at Mamakwada,
Gujarat, at a total cost of Rs. 122.50 lakhs.

This said investment is expected to reduce dependency
on non-renewable power sources, lower energy costs over
the long term and promote the Company’s commitment to
environmental sustainability by significantly reducing its
carbon footprint.

B. Technology Absorption (R&D, Adaptation and
Innovation):

I. Efforts, in brief, made towards technology absorption,
adaptation and innovation:

i. Upgradation of machinery and equipment at the
manufacturing units to improve production accuracy,
reduce material wastage, and ensure consistency
in quality.

II. Benefits derived as a result of the above efforts:

i. Enhanced production accuracy resulting in higher
consistency and fewer defects in the final products.

ii. Reduction in material wastage, leading to cost savings
and improved environmental sustainability.

iii. Improved speed and efficiency of manufacturing
processes, enabling higher throughput and meeting
increased demand.

iv. Better product finish and quality, strengthening brand
reputation in both domestic and international markets.

v. Lower maintenance downtime, leading to better asset
utilization and continuous operations.

vi. Upgrade of existing products.

III. in case of imported technology (imported during the last
three years reckoned from the beginning of the financial year)-
Not applicable.

IV. Expenditure incurred on Research and Development: NIL

C. Foreign Exchange Earnings and Outgo:

The Foreign Exchange earned in terms of actual inflows during the year and the Foreign Exchange outgo during the year in terms of
actual Outflows: -

Particulars

2024-25

2023-24

Foreign Exchange Earnings

75.47

-

Foreign Exchange Outgo

1343.02

748.96

Foreign Exchange Gain

7.79

2.32

39. RISKS MANAGEMENT

The Company has established a comprehensive Risk
Management Policy that encompasses risk mapping,
trend analysis, risk exposure assessment, potential impact
evaluation, and a structured risk mitigation process. A
detailed exercise is undertaken to identify, evaluate, manage,
and monitor both business and non-business risks. The Board
periodically reviews these risks and recommends measures to
control and mitigate them through a well-defined framework.

While market conditions are expected to remain competitive,
the Company's future success will depend on offering

improved products through technological innovation and
enhanced productivity. The Company continues to invest in
these areas to maintain its competitive edge.

At Interiors and More Ltd., we believe that effective risk
management is integral to achieving our strategic objectives
and ensuring business continuity in a dynamic and competitive
environment. As one of India’s leading wholesalers and
retailers of artificial flowers and decor products, our
business is exposed to a wide range of risks including
market fluctuations, supply chain vulnerabilities, operational
challenges, regulatory changes, and reputational concerns.

Recognizing this, we have established a comprehensive risk
management framework that is aligned with industry best
practices and tailored to the unique nature of our operations.

The Company has implemented a risk management and
internal control framework commensurate with its size.
Efforts are ongoing to strengthen this framework further.
Detailed discussions on the risks faced by the Company and
their mitigation strategies are provided in the Management
Discussion and Analysis report, which forms part of the
Annual Report.

40. DETAILS RELATING TO DEPOSITS,
COVERED UNDER CHAPTER V OF THE
COMPANIES ACT 2013

During the year under review, The Company has not accepted
any deposit from the public/ members pursuant to Section
73 and Section 76 of the Act read with the Companies
(Acceptance of Deposits) Rules, 2014, as amended from time
to time, and hence as on March 31, 2025, there are no deposits
outstanding, except as required statutorily and which have
been unclaimed at the end of the year under review.

41. DETAILS RELATING TO DEPOSITS, WHICH
ARE NOT IN COMPLIANCE WITH THE
REQUIREMENTS UNDER CHAPTER V OF
THE COMPANIES ACT 2013

During the year under review the Company has not accepted
any Deposits within the ambit of Section 73 Chapter V of
Companies Act, 2013 read with The Companies (Acceptance
of Deposits) Rules, 2014.

42. SIGNIFICANT AND MATERIAL ORDERS
PASSED BY THE REGULATORS OR COURTS
OR TRIBUNALS

During the year under review, there are no significant and
material orders passed by the regulators/courts or tribunals
that could impact the going concern status and operations of
the Company in future.

43. INTERNAL FINANCIAL CONTROL &
THEIR ADEQUACY

The Company has a proper and adequate system of internal
controls, commensurate with the size scale and complexity
of its operations. These have been designed to provide
reasonable assurance with regard to recording and providing
reliable financial and operational information, complying with
applicable statutes, safeguarding assets from unauthorized
use, executing transactions with proper authorization and
ensuring compliance with corporate policies. In addition,
there are operational controls and fraud risk controls, covering
the entire spectrum of internal financial controls.

To maintain the objectivity and independence, the Internal
Audit function carried out by the Internal Auditor of the
Company reports to the Chairman of the audit committee of
the Board and to the Chairman and Managing Director.

The internal Audit department monitors and evaluates the
efficiency and adequacy of the internal control system in the
Company, its compliance with operating systems, accounting
procedures and policies at all locations of the Company.
Based on the report of internal audit functions, process owner
undertakes corrective actions in their respective areas and
thereby strengthen the controls. Significant audit observations
and recommendations along with corrective actions thereon
are presented to the audit committee of the Board.

Adequacy of internal financial controls with reference to the
financial statements

The Company has internal Auditors and the Audit Committee
in place to take care of the same. During the year, the
Company continued to implement their suggestions and
recommendations, if any to improve the internal control
environment. Their scope of work includes review of
processes for safeguarding the assets of the Company,
review of operational efficiency, effectiveness of systems and
processes, and assessing the internal control strengths in
all areas. Internal Auditors findings are discussed with the
process owners and suitable corrective actions taken as per
the directions of Audit Committee on an ongoing basis to
improve efficiency in operations.

44. AUDITORS & REPORT OF THE AUDITORS
STATUTORY AUDITOR

Pursuant to Section 139 of the Act read with rules made
thereunder, as amended, M/s. Jay Gupta and Associates,
Chartered Accountants (Firm Registration No. 329001E),
were appointed as the Statutory Auditors of the Company
for a term of five years beginning from the conclusion of 11th
Annual General Meeting held on till the conclusion of 16th
Annual General Meeting (AGM) to be held in the financial
year 2028-29.

As per the provisions of Section 139 of the Act, they have
given their consent for the appointment and confirmed that
the appointment, if made, would be in accordance with the
conditions as prescribed under the Act and applicable Rules.
The Statutory Auditors have confirmed that they are not
disqualified to continue as Statutory Auditors and are eligible
to hold office as Statutory Auditors of your Company.

There are no qualifications, reservations or adverse remarks
or disclaimers made by Jay Gupta and Associates. (Firm
Registration No. 329001E), Statutory Auditors, in their
Report on the accounts of the Company for the year under
reference. The observations made by them in their Report are
self-explanatory and do not call for any further clarifications
from the Board.

The Notes to the financial statements referred in the
Auditors’ Report are self-explanatory. The Auditor’s Report
is enclosed with the financial statements forming part of this
Annual Report.

45. COST AUDITORS

The Board of Directors has not appointed Cost Auditor owing
to non-applicability to appoint Cost Auditor in the Company
specified by the Central Government under sub-section (1)
of section 148 of the Act and accordingly such accounts and
records are not made and maintained.

46. INTERNAL AUDITORS

Pursuant to provisions of section 138 of the Companies
Act, 2013 and other applicable provisions, if any, of the Act,
pursuant to the recommendation of the Audit Committee of
the Company, the Board of Directors at its meeting held on
May 28, 2024 has approved the appointment of M/s. Pankaj O
Goyal & Co., Chartered Accountant, (Registration No.111994)
as the Internal Auditors of the Company for the Financial Year
2024-25.

The Internal Auditors report their findings on the internal
audit of the Company, to the Audit Committee on a periodic
basis. The scope of internal audit is approved by the
Audit Committee.

There are no qualifications, reservations or adverse remarks
or disclaimers made by M/s. Pankaj O Goyal & Co., in
their report.

There were no serious observations found during the audit
period from April 01, 2024 to March 31, 2025.

47. VIGIL MECHANISM/ WHISTLER BLOWER
POLICY

Over the years, your Company has built a reputation for
conducting business with integrity, maintaining a zero-
tolerance policy towards unethical behaviors, thereby
fostering a positive work environment and enhancing
credibility among stakeholders.

The Company has a Vigil Mechanism/Whistle Blower Policy
in line with the provisions of the Section 177 of the Companies
Act, 2013 read with Regulation 22 of Listing Regulations. This
policy provides adequate safeguards against unfair treatment
to its employees and various stakeholders and also provides
for direct access to the Chairman of the Audit Committee
in exceptional cases. It also assures them of the process that
will be observed to address the reported violation, further
the protected Disclosures and other communication can be

made in writing by an e-mail addressed to Chairman of the
Audit Committee. The Policy also lays down the procedures
to be followed for filing complaints, conducting investigations
and taking disciplinary actions. It also provides assurances
and guidelines on confidentiality of the reporting process
and protection from reprisal to complainants. The Audit
Committee oversees the functioning of this policy and no
personnel have been denied access to the Audit Committee of
the Board.

We confirm that during the financial year 2024-25, no
employee of the Company was denied access to the Audit
Committee. The said Whistle Blower Policy is available on the
website of the Company at www.inm.net.in.

48. TRANSFER OF AMOUNT TO INVESTOR
EDUCATION AND PROTECTION FUND

Our Company did not have any funds lying unpaid or
unclaimed for a period of seven years. Therefore, the Company
was not required to transfer the equity shares/unclaimed
dividend to Investor Education and Protection Fund (IEPF)
pursuant to provisions of Section 124 and 125 of the Act.

49. DETAILS OF APPLICATION MADE OR
ANY PROCEEDING PENDING UNDER THE
INSOLVENCY AND BANKRUPTCY CODE,
2016 DURING THE YEAR ALONG WITH
THEIR STATUS AS AT THE END OF THE
FINANCIAL YEAR

There was no application made and proceeding initiated /
pending under the Insolvency and Bankruptcy Code, 2016,
by any Financial and/or Operational Creditors against your
Company during the year under review. As on the date of
this report, there is no application or proceeding pending
against your Company under the Insolvency and Bankruptcy
Code, 2016.

50. DIFFERENCE IN VALUATION DONE FOR
ONE-TIME SETTLEMENT AND VALUATION
DONE WHILE TAKING A LOAN FROM
BANKS OR FINANCIAL INSTITUTIONS

During the year under review, your Company has not entered
into one-time settlement with any Bank or financial institution.

51. HEALTH, SAFETY AND ENVIRONMENT
PROTECTION

The Company’s Health and Safety Policy commits to comply
with applicable legal and other requirements connected with
occupational Health, Safety and Environment matters and
provide a healthy and safe work environment to all employees
of the Company.

52. WEBSITE

In compliance with Regulation 46 of Listing Regulations,
the company maintains a fully functional website with the
domain name https://www.inm.net.in. The website serves
as a comprehensive source of basic information about
our company.

53. CAUTIONARY STATEMENT

The annual report including those which relate to the
directors’ report, management discussion and analysis
report may contain certain statements on the Company’s
intent expectations or forecasts that appear to be forward¬
looking within the meaning of applicable securities laws and
regulations while actual outcomes may differ materially from
what is expressed herein.

54. ACKNOWLEDGEMENT

Our directors wish to place on record their appreciation
and sincere thanks to the State Governments, Government
agencies, Banks & Financial Institutions, customers,
shareholders, vendors and other related organizations, who
through their continued support and co- operation have
helped, as partners in the Company’s progress. Our directors,
also acknowledge the hard work, dedication and Commitment
of the employees.

For and on behalf of the Board of Directors
INTERIORS & MORE LIMITED

sd/- sd/-

Manish Mohanlal Tibrewal Rahul Jhunjhunwala

Date: 19/08/2025 Managing Director Director & Chief Financial Officer

Place: Mumbai DIN: 05164854 DIN: 00527214