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Company Information

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LADDU GOPAL ONLINE SERVICES LTD.

29 April 2026 | 12:10

Industry >> Construction, Contracting & Engineering

Select Another Company

ISIN No INE546I01025 BSE Code / NSE Code 537707 / LADDU Book Value (Rs.) 4.69 Face Value 2.00
Bookclosure 24/06/2025 52Week High 26 EPS 0.09 P/E 9.08
Market Cap. 10.92 Cr. 52Week Low 1 P/BV / Div Yield (%) 0.17 / 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 

Our Directors have pleasure in presenting the Thirty Second (32nd) Annual Report on the business and operations of your
Company together with the audited accounts for the financial year ended March 31, 2025.

1. Financial Summary/ Performance of the Company:

PARTICULARS

For the financial year
ended March 31, 2025

For the financial year
ended March 31, 2024

Revenue from Operation

-

-

Other Income

322.20

274.20

Total Revenue

322.20

274.20

Purchase of stock-in-trade

-

-

Change in inventories of Finished Goods, Work-in¬
Process and Stock-in-Trade

-

-

Employees benefits expenses

6.94

9.42

Finance Cost

4.24

-

Depreciation

-

-

Other Expenses

150.11

29.23

Total Expenses

161.28

38.65

Profit before exceptional and extraordinary items
and tax

160.92

235.55

Exceptional Item

Nil

Nil

Profit before Tax

160.92

235.55

Less: Current Tax

-

-

Deferred Tax

40.43

61.41

Income Tax paid of Earlier years

-

0.65

Profit For the Year

120.49

173.49

Other Comprehensive Income

0.00

0.00

Total Comprehensive Income for the year

120.49

173.49

Earning Per Share(EPS)

Basic

0.45

1.67

Diluted

0.45

1.67

2. Dividend

Your directors have considered it financially prudent in the long-term interest of the Company to reinvest the profits
in the business of the Company to build a strong reserve base and grow the business of the Company. No final
dividend has therefore been recommended for the year ended March 31, 2025.

3. Transfer to Reserves

During the year under the review your company has not declared dividend from the general reserves of the Company
Your Company has not transferred any sum to the General Reserves. The total Reserves and Surplus as at March 31,
2025 was Rs.3,522.99 Lakhs.

4. Transfer of Unclaimed Dividend and Unclaimed Shares:

In terms of the provisions of Investor Education and Protection Fund (Accounting, Audit, Transfer and Refund)
Rules, 2016 (including amendments and modifications, thereof), no unpaid/unclaimed dividends were transferred
during the year under review to the Investor Education and Protection Fund.

5. Operations Review and the state of affairs of the Company

During the year under the review your Company focuses on achieving milestone in the same area. This would
strengthen the generation and sustainability of revenue in the years to come. Your Company achieved total revenue
of Rs 322.20/- Lakhs in 2024-25 as against Rs. 274.20/- Lakhs in 2023-24 and made a profit of Rs. 120.49/- Lakhs
in 2024-25 as against Profit of Rs. 173.49/- Lakhs in 2023-24.

6. Nature of Business

There is change in the nature of business of the company during the year. The Board has to consider from time-to-
time proposals for diversification into areas which would be profitable for the Company as a part of diversification
plans. For this purpose, the object clause of the Company of the company was amended with the approval of the
members through passing of Special Resolution as on June 14, 2025.

The company is now engaged in the business of social media marketing and management, including but not limited
to creating, managing, and optimizing social media accounts, developing and executing digital marketing strategies,
content creation, social media advertising, influencer marketing, and audience engagement. The company also offer
digital advertising services, including display advertising, video advertising, programmatic advertising, and media
buying across social media platforms, websites, mobile applications, and other digital channels.

Our company provide consulting, training, and advisory services in the areas of digital marketing, social media
strategy, online branding, content marketing, and analytics to businesses and individuals. Further, we develop,
design, and maintain digital products, tools, and platforms, including content management systems, customer
relationship management systems (CRM), Email marketing tools, and marketing automation systems for online and
digital marketing.

Furthermore, the company carries on the business of online brand management and reputation management by
monitoring and managing the digital presence and public perception of brands, businesses, and individuals on the
internet and social media platforms.

Furthermore, the company create, manage, and distribute online content in the form of blogs, videos, podcasts,
infographics, and other multimedia for the purpose of digital marketing, brand promotion, and online engagement.

7. Share Capital/ Capital Structure and Listing of Share

The issued, subscribed, paid up equity capital as on March 31, 2025 was Rs. 26,95,85,160*/-. The Authorized Capital
of Company is Rs. 40,00,00,0001/-.The Paid-up Share Capital of your Company is Rs. 26,95,85,160 divided into
13,47,92,580 equity shares of Rs. 2/- each.

*On May 10, 2025, the Board of Directors approved the sub-division/ split of equity shares of the Company, such
that 1 (One) Equity Share of Rs. 10 (Rupees Ten Only) each fully paid up, be sub-divided/split into 5 (Five) Equity
Shares having face value of Re. 2 (Rupee Two Only) each fully paid up.

During the year under review, the company in terms of the Letter of Offer dated February 05, 2025 and in accordance
with the Basis of Allotment finalized in consultation with BSE Limited(BSE) (Designated Stock Exchange), and the
Registrar to the Issue, the Rights Issue Committee and Board of Directors of the Company has, at its meeting held
on today, i.e., March 20, 2025, approved the allotment of 1,65,89,856 Rights Equity Shares of face value of ? 10/-
each at a price of ?15/- per Rights Equity Share ( Including the Premium amount of Rs.5/- per share) .

The Company’s equity shares are listed with BSE Limited. The annual listing fee for the financial year 2024-25 is
required to be paid to the Stock Exchange.

8. Material changes and commitments affecting the financial position of the Company

Material Changes and Commitments Affecting Financial Position of the Company:

Subsequent to the end of the financial year i.e. 31st March 2025 and up to the date of this Report, the following
material changes and commitments have occurred which have an impact on the financial position of the Company:

1. On April 09, 2025 the Company received Big Purchase Order from Star IT Solutions Limited related to
Digital Content Creation Social Media Marketing Digital Marketing Strategy & Campaigns worth
$69,84,000.

2. On May 10, 2025 the Company received Order Proposal amounting to USD 75,00,000 (approx. INR 65
Crores) from Chixin Technology Co., Limited, Hong Kong.

3. The company changes its Corporate Office of the company from 8/18 Basement, Kalkaji Extension, Kalkaji,
South Delhi, New Delhi, Delhi, India, 110019 to House No 503/12 Main Bazar, Sabzi Mandi, Shakti Nagar
North Delhi,110007.

4. On June 13, 2025, shareholders of the company approved the Sub-division (stock split) of every 1 (One)
equity share of face value of Rs. 10.00/- each into 5 (Five) equity shares of Face Value of Re. 2/- each and
consequent alteration of Capital Clause of the Memorandum of Association of the Company.

9. Subsidiaries, Associate Companies and Joint Venture

The Company is not required to consolidate its financial statement for the year ended 31st March, 2025 as the
Company does not have any subsidiaries, joint venture, or associate Companies.

10. Indian Accounting Standards (Ind As):-

The Ministry of Corporate Affairs (MCA) vide its notification in the Official Gazette dated February 16, 2015,
notified the Indian Accounting Standard (Ind As) and Ind AS has replaced the existing Indian GAAP prescribed
under Section 133 of the Companies Act, 2013 read with Rule 7 of the Companies (Accounts) Rules, 2014.
The Company has adopted Indian Accounting Standards (“Ind AS”) from April 01, 2017 (transition date to Ind
AS is April 01, 2016) and the financial Statements have been prepared in accordance with recognition and
measurement principal of Indian Accounting Standards (“Ind AS”) as prescribed under the Companies (Indian
Accounting Standards) Rules, 2015, as specified in section 133 of the Companies Act, 2013.

The Annual Accounts for the year ended 31st March, 2025 have also been prepared in accordance with Indian
Accounting Standard (Ind AS).

11. Change in the Name of the Company:-

On September 30, 2024, the Company obtained shareholders’ approval for the change of its name from “ETT
Limited” to “Laddu Gopal Online Services Limited.”

Subsequently, on May 15, 2025, the Company received approval from the Bombay Stock Exchange (BSE) for the said
name change.

12. Promoter Reclassification:-

On June 04, 2024 the company received the Approval from BSE for Reclassification of the following promoters into
public.

S.No

Name of the Promoter

No. of Shares held

% of shareholding

1.

Gurpreet Sangla

0

0.00

2.

Sandeep Sethi

0

0.00

3.

Harvinder Singh

0

0.00

4.

Sanjay Arora

0

0.00

On July 30, 2024 the company received the Approval from BSE for Reclassification of the following promoters into
public.

S.No

Name of the Promoter

No. of Shares held

% of shareholding

1.

Alka Sethi

0

0.00

2.

Kuldeep Kaur

0

0.00

3.

Satvinder Kaur

0

0.00

4.

Shakuntla Arora

0

0.00

5.

Amici Securities Ltd.

0

0.00

6.

Appreciate Fincaap Privati
Limited

0

0.00

On March 13, 2025 the company received the Approval from BSE for Reclassification of the following promoters into
public.

S.No

Name of the Promoter

No. of Shares held

% of shareholding

1.

Sunil Hukumat Rajdev

10,000

0.01

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

The Company being engaged in the business of social media marketing and management etc. and the company does
not have any energy utilization or technology absorption. The Company during the year under review does not have
any inflow or outflow in foreign exchange.

The Information relating to conservation of energy, technology absorption, foreign exchange earnings and outgo
under Section 134(3) (m) of the Companies Act, 2013 read with Rule 8(3) of the Companies (Accounts) Rules, 2014
is enclosed as “
Annexure-I” and forms part to this report.

14. Board Meetings

During the year under review, the Board met Fifteen (15) times.

The intervening gap between the Meetings was within the period prescribed under the Companies Act, 2013.

Board Meeting dates are finalized in consultation with all directors and agenda papers backed up by comprehensive
notes and detailed background information are circulated well in advance before the date of the meeting thereby
enabling the Board to take informed decisions.

Following is the attendance of each of the Directors at the Board Meetings held during the period under review:

S.

No.

Date of Meeting

Total No of Directors as on
date of meeting

Attendance

No. of Directors
attended

% of Attendance

1

01-05-2024

3

2

100

2

10-05-2024

5

4

100

3

14-06-2024

5

4

100

4

08-08-2024

5

5

100

5

14-08-2024

5

4

100

6

31-08-2024

5

5

100

7

07-09-2024

5

5

100

8

19-10-2024

5

5

100

9

14-11-2024

5

5

100

10

23-11-2024

5

5

100

11

05-12-2024

5

5

100

12

28-12-2024

4

4

100

13

05-02-2025

4

4

100

14

13-02-2025

4

4

100

15

20-03-2025

4

4

100

15. Committee Meetings

a. AUDIT COMMITTEE

The composition of the Audit Committee and terms of reference are in compliance with the provisions of Section
177 of the Act. All members of the Committee are financially literate and have accounting or related financial
management expertise.

The Audit Committee consists of the following members as on March 31,2025:

i. Lovish Kataria - Chairperson

ii. Namrata Sharma - Member

iii. Nitin Ashokkumar Khanna - Member

During the year under review, the Audit Committee met 10 (Ten) times.

Following is the detail of the attendance of each of the members of the Audit Committee at its Meeting held during
the year under review:

S.

No.

Date of Meeting

Total No of Directors as on
date of meeting

Attendance

No. of Directors
attended

% of Attendance

1

01 May 2024

3

3

100

2

10 May 2024

3

3

100

3

08 Aug 2024

3

3

100

4

14 Aug 2024

3

3

100

5

14 Nov 2024

3

3

100

6

05 Dec 2024

3

3

100

7

28 Dec 2024

3

3

100

8

05 Feb 2025

3

3

100

9

13 Feb 2025

3

3

100

10

20 Mar 2025

3

3

100

b. Nomination and Remuneration Committee

The composition of the Nomination and Remuneration Committee and terms of reference are in compliance with the
provisions of Section 178 of the Act.

The Nomination and Remuneration Committee consists of the following members as on March 31, 2025:

i. Lovish Kataria - Chairperson

ii. Namrata Sharma - Member

iii. Nitin Ashokkumar Khanna - Member

During the year under review, the Nomination and Remuneration Committee met 9 (Nine) times.

Following is the detail of the attendance of each of the members of the Nomination and Remuneration Committee at
its Meeting held during the year under review:

S.

No.

Date of Meeting

Total No of Directors as on
date of meeting

Attendance

No. of Directors
attended

% of Attendance

1

01 Apr 2024

3

3

100

2

01 May 2024

3

3

100

3

14 June 2024

3

3

100

4

23 July 2024

3

3

100

5

19 Oct 2024

3

3

100

6

14 Nov 2024

3

3

100

7

05 Dec 2024

3

3

100

8

28 Dec 2024

3

3

100

9

13 Feb 2025

3

3

100

c. Stakeholders Relationship Committee

The composition of the Stakeholders Relationship Committee and terms of reference are in compliance with the
provisions of Section 178 of the Act.

The Stakeholders Relationship Committee consists of the following members as on March 31,2025:

i. Lovish Kataria - Chairperson

ii. Namrata Sharma - Member

iii. Afsana Mirose Kherani - Member

During the year under review, the Stakeholders Relationship Committee met 2 (Two) times.

Following is the detail of the attendance of each of the members of the Stakeholders Relationship Committee at its
Meeting held during the year under review:

S.

No.

Date of Meeting

Total No of Directors as on
date of meeting

Attendance

No. of Directors
attended

% of Attendance

1

01 May 2024

3

3

100

2

14 Nov 2024

3

3

100

16. Annual Return

In compliance with the provisions of Section 92 of the Companies Act, 2013, the Annual Return of the Company for
the financial year ended March 31, 2025 has been uploaded on the website of the Company.

17. Directors & Key Managerial Personnel

The Company has a professional Board with Executive Directors & Non-Executive Directors who bring the right
mix of knowledge, skills, and expertise and help the Company in implementing the best Corporate Governance
practices.

a) Retirement by Rotation

Pursuant to the provisions of Section 152 and other applicable provisions of the Companies Act, 2013, One-
third of such of the Directors as are liable to retire by rotation, shall retire every year and, if eligible, offer
themselves for re-appointment at every AGM. Consequently, Mr. Nitin Ashokkumar Khanna (DIN:09816597),
Director, is liable to retire by rotation at the ensuing Annual General Meeting of the Company and being eligible,
he has offered himself for re-appointment. Necessary resolution for his re-appointment are included in the
Notice of AGM for seeking approval of members. The Board of Directors has recommended his re-appointment.

The details as required under Regulation 36(3) of SEBI (Listing Obligations and Disclosure Requirements)
Regulations, 2015 regarding re-appointment of Mr. Nitin Ashokkumar Khanna (DIN:09816597), his brief
resume, the nature of expertise in specific functional areas, names of Companies in which he hold Directorships,
committee Memberships/ Chairmanships, his shareholding in the Company etc., are furnished in the annexure
to the notice of the ensuing AGM.

b) Appointment

1. Ms. Afsana Mirose Kherani

• Ms. Afsana Mirose Kherani (DIN: 09604693) was appointed as Managing Director of the company with effect
from August 14, 2025 subject to approval by the shareholders in the general meeting .

• The above mentioned appointment has been approved by the shareholders by passing Special Resolution at the
Annual General Meeting held on September 30, 2024.

• The Board of Directors of Company approved the appointment of Ms. Afsana Mirose Kherani as a Chief
Financial officer of the Company with effect from 23rd November, 2024.

2. Ms. Namrata Sharma

• The Board of Directors of Company based on the recommendation of the Nomination and Remuneration
Committee has appointed Ms. Namrata Sharma (DIN 10204473), as an Additional Non- Executive Independent
Director of the Company with effect from 01st May, 2024 subject to Shareholders’ Approval.

The above mentioned appointment has been approved by the shareholders by passing Special Resolution at the
Annual General Meeting held on September 30, 2024.

3. Mr. Lovish Kataria

• The Board of Directors of Company based on the recommendation of the Nomination and Remuneration
Committee has appointed Mr. Lovish Kataria (DIN 06925922) as an Additional Non- Executive Independent
Director of the Company effect from 01st May, 2024 subject to Shareholders’ Approval.

• The above mentioned appointment has been approved by the shareholders by passing Special Resolution at the
Annual General Meeting held on September 30, 2024.

4. Mr. Nitin Ashokkumar Khanna

• The appointment of Mr. Nitin Ashokkumar Khanna as a Non-Executive Non Independent Director has been
approved by the shareholders by passing Special Resolution at the Annual General Meeting held on September
30, 2024.

5. Ms. Geeta Sethi

• The Board of Directors of Company based on the recommendation of the Nomination and Remuneration
Committee has appointed Ms. Geeta Sethi (DIN: 10317304) as an Additional Non- Executive Non Independent
Director of the Company with effect from 14th June, 2024 subject to Shareholders Approval.

6. Mr. Subodh Kumar

• The Board of Directors of Company based on the recommendation of the Nomination and Remuneration
Committee has appointed Mr. Subodh Kumar (DIN 09734308) as an Additional Non- Executive Independent
Director of the Company with effect from 14th June, 2024 subject to Shareholders’ Approval.

7. Mr. Vivek Sharma

• The Board of Directors of Company based on the recommendation of the Nomination and Remuneration
Committee has appointed Mr. Vivek Sharma (DIN: 09733008) as an Additional Non- Executive Independent
Director of the Company with effect from 14th June, 2024 subject to Shareholders’ Approval.

8. Ms. Juhi Khandelwal

• The Board of Directors of Company appointed Ms. Juhi Khandelwal (M.No:- A49149) as the Company Secretary
and Compliance Officer (Key Managerial Personnel) of the Company in terms of Section 203 of the Companies
Act, 2013 read with regulation 6 of SEBI (Listing Obligation and Disclosure Requirement) 2015, with effect from
14th November, 2024

c) Cessation

1) Mr. Ratinder Pal Singh Bhatia

Board received the resignation of Mr. Ratinder Pal Singh Bhatia and board considered and accepted the
Resignation of Mr. Ratinder Pal Singh Bhatia from the post of Non Executive Independent Director of the
company with effect from 01st April, 2024.

2) Mr. Sanjay Sharma

Board received the resignation of Mr. Sanjay Sharma and board considered and accepted the Resignation of
Mr. Sanjay Sharma from the post of Non Executive Independent Director of the company with effect from
01st April, 2024.

3) Ms. Roopal Sharma

Board received the resignation of Ms. Roopal Sharma and board considered and accepted the Resignation of
Ms. Roopal Sharma from the post of Non Executive Independent Director of the company with effect from 01st
April, 2024.

4) Ms. Geeta Sethi

Board received the resignation of Ms. Geeta Sethi and board considered and accepted the Resignation of Ms.
Geeta Sethi from the post of Non Executive Non Independent Director of the company with effect from 23rd
July, 2024

5) Mr. Vivek Sharma

Board received the resignation of Mr. Vivek Sharma and board considered and accepted the Resignation of
Mr. Vivek Sharma from the post of Non Executive Independent Director of the company with effect from 23rd
July, 2024

6) Mr. Subodh Kumar

Board received the resignation of Mr. Subodh Kumar and board considered and accepted the Resignation of
Mr. Subodh Kumar from the post of Non Executive Independent Director of the company with effect from
23rd July, 2024.

7) Mr. Narendra Kumar Chitosia

Board received the resignation of Mr. Narendra Kumar Chitosia and board considered and accepted the
Resignation of Mr. Narendra Kumar Chitosia from the post of Non Executive Non Independent Director of the
company with effect from 28th December, 2024.

8) Ms. Sanjana Rani

Board received the resignation of Ms. Sanjana Rani and board considered and accepted the Resignation of Ms.
Sanjana Rani from the post of Company Secretary (Key Managerial Personnel) as Compliance Officer and
Chief Financial Officer (CFO) of the company with effect from 09th September, 2024.

Woman Director

In terms of Section 149 of the Companies Act, 2013 read with Companies (Appointment and Qualification of
Directors) Rules, 2014 and Regulation 17 of the SEBI (Listing Obligations and Disclosure Requirements)
Regulation, 2015, the Company has appointed Afsana Mirose Kherani who is serving on the Board of the
Company, since the year 2024.

18. Declaration from Independent Directors on Annual Basis

The Independent Directors have submitted their declaration of independence, stating that:

a) They continue to fulfill the criteria of independence provided in Section 149 (6) of the Act along with Rules
framed thereunder and Regulation 16(1)(b) ; and

b) There has been no change in the circumstances affecting his/ their status as Independent Directors of the
Company.

The Independent Directors have also confirmed that they have complied with the Company’s Code of Conduct. In
terms of Section 150 of the Act and Rules framed thereunder, the Independent Directors have also confirmed their
registration (including renewal of applicable tenure) and compliance of the online proficiency self- assessment test
with the Indian Institute of Corporate Affairs (IICA).

The Board opined and confirm, in terms of Rule 8 of the Companies (Accounts) Rules, 2014 that the Independent
Directors are persons of high repute, integrity and possess the relevant expertise and experience in their respective
fields.

19. Policy on Directors’ appointment and Policy on Remuneration

Pursuant to the provisions of Section 134 (3) (e) and Section 178 of the Companies Act, 2013 and in terms of
Regulation 19(4) of the SEBI (Listing Obligation and Disclosure Requirement) Regulations, 2015, the Board has
formulated a policy on Nomination and Remuneration for its Directors, Key Managerial Personnel and senior
management.

The salient features of the Policy are:

• It provides the diversity on the Board of the Company and

• It provides the mechanism for performance evaluation of the Directors

• It lays down the parameters based on which payment of remuneration (including sitting fees and
remuneration) should be made to Independent Directors and Non-Executive Directors.

• It lays down the parameters based on which remuneration (including fixed salary, benefits and perquisites,
bonus/ performance linked incentive, commission, retirement benefits) should be given to Whole-time
Directors, KMPs and rest of the employees.

• It lays down the parameters for remuneration payable to Director for services rendered in other capacity.

It is hereby affirmed that the Remuneration paid is as per the Remuneration Policy of the Company. During the
year under review, there were no substantive changes in the Policy except to align the Policy with amendments
made to applicable laws.

20. Directors Performance Evaluation Report

In terms of Companies Act, 2013 and SEBI Listing Regulations, there is requirement of formal evaluation by the
Board of its own performance and that of its committees and individual directors.

The Board, in consultation with its Nomination and Remuneration Committee, has formulated a framework
containing, inter-alia, the criteria for performance evaluation of the entire Board of the Company, its Committees
and individual directors, including Independent Directors. The framework is monitored, reviewed and updated
by the Board, in consultation with the Nomination and Remuneration Committee, based on need and new
compliance requirements.

The Board of Directors have carried out the annual evaluation of its own performance, the Individual Directors
including the Chairman as well as the evaluation of the working of its Committees. The evaluation of Board as a
whole and Non-Independent Directors including Chairman was done by the Independent Directors in their
meeting held on 31st March, 2025.The details of evaluation process of the Board
, its Committees and individual
directors, including independent directors have been provided under the Corporate Governance Report which
forms part of this Report.

21. Director’s Responsibility Statement

Pursuant to Section 134(3) (c) and Section 134(5) of the Companies act, 2013, the Board of Directors of

the Company hereby confirms and accepts the responsibility for the following in respect of the Audited Annual
Accounts for the financial year ended March 31, 2025:

a) That in the preparation of the annual accounts for the financial year ending 31st March, 2025, the applicable
accounting standards had been followed along with proper explanation relating to material departures;

b) That the directors had selected the accounting policies and applied them consistently and made judgements and
estimates that are reasonable and prudent, so as to give a true and fair view of the state of affairs of the Company
at the end of the financial year and of the profit and loss of the Company for that period;

c) That the directors had taken proper and sufficient care for the maintenance of adequate accounting records in
accordance with the provisions of this Act for safeguarding the assets of the Company and for preventing and
detecting fraud and other irregularities;

d) That the annual accounts/financial statements have been prepared on a going concern basis;

e) That proper internal financial controls were in place and that the financial controls were adequate and were
operating effectively;

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

22. Auditors

i. Statutory Auditor and their Report

Pursuant to the provisions of Section 139 of the Act, and rules made thereunder, M/s. S D P M & Co., Chartered
Accountants (Firm Registration No. 126741W) were appointed as the Statutory Auditors of the Company for a
period of five consecutive years, to hold the office from the conclusion of 31st Annual General Meeting up to the
Conclusion of 36th Annual General Meeting held in the year 2029 at a remuneration as may be fixed by the Board
of Directors or Audit Committee in consultation with the Auditors thereof.

M/s.VSD & Associates, Chartered Accountants resigned from the position of Statutory Auditors of the Company
as on May 11, 2024.

M/s. GSA & Associates LLP, Chartered Accountants was appointed on June 14, 2024 as Statutory Auditor to fill
in the casual vacancy in the office of Statutory Auditor and to hold office till the conclusion of the ensuing Annual
General Meeting.

M/s. GSA & Associates LLP, Chartered Accountants resigned from the position of Statutory Auditors of the
Company as on July 23, 2024.

M/s. S D P M & Co. Chartered Accountants was appointed August 08, 2024 as Statutory Auditor to fill in the casual
vacancy in the office of Statutory Auditor and to hold office till the conclusion of the ensuing Annual General
Meeting.

Pursuant to Section 139 and 141 of the Act and relevant Rules prescribed there under, the Statutory Auditors have
confirmed that they are not disqualified from continuing as Auditors of the Company.

The Audit report on the financial statement of the Company for the FY 2024-25 forms part of the Annual Report.
There are Qualified Opinion mentioned by M/s. S D P M & Co., Chartered Accountants, in their report for the
financial year ended 31st March, 2025.

S.

No.

Details of Audit Qualification

Management Response.

1.

In our opinion and according to the information and explanations
provided to us, the provisions of Section 45-IA of the Reserve
Bank of India Act, 1934 is applicable the company, because the
company’s financial assets constitute more than 50 percent of the
total assets and income from financial assets constitute more than
50 percent of the gross income. However, company does not
obtain registration under the provisions of Section 45-IA of the
Reserve Bank of India Act, 1934.

On account of no impact on figures,
adjustments to be required

2.

Outstanding balance of unsecured loans received, loans advanced
and trade advances are subject to confirmation and supporting
documents.

On account of no impact on figures,
adjustments to be required

3.

During the year, the company has given loans & advances to
corporates which exceeds the limit specified under Section 186 of
the Companies Act, 2013.

Approval of shareholders proposed
to be taken in the ensuing Annual
General Meeting.

Pursuant to Section 134 (3) (ca) during the year under review, the Statutory Auditor have not reported any instances
of frauds committed in the Company by its Officers or Employees to the Audit Committee or the Board or Central
Government under Section 143(12) of the Companies Act, 2013, details of which needs to be mentioned in this
report.

ii. Cost Auditors and Maintenance of Cost Records

In pursuant to Section 148(1) of the Companies Act, 2013 and rules and regulation made there under read with the
Companies (Accounts Rules) Amendment Rules, 2018, Cost audit is not applicable to the Company and therefore
maintenance of cost records as specified under section 148(1) of the Act, is not required.

iii. Secretarial Auditors and Secretarial Audit Report

In terms of Section 204(1) of Companies Act, 2013, read with Companies (Appointment and Remuneration of
Managerial Personnel) Rules, 2014, the Company has appointed M/s CS Vishakha Agarwal of M/s. Vishakha
Agarwal & Associates, Company Secretaries, Delhi as the Secretarial auditor of the Company for the financial
year ending 31st March, 2025.

The Secretarial Audit Report submitted by CS Vishakha Agarwal of M/s. Vishakha Agarwal & Associates,
Company Secretaries in prescribed format in MR-3 to the shareholders of the Company is annexed to this Report
as “
Annexure-IV”.

23. Particulars of loans, guarantees or investments made under Section 186 of the Companies Act, 2013

Details of loans, guarantees and investments covered under the provisions of Section 186 of the Act are given in the
Note No. 1.1 and 1.4 to the financial statements.

24. Unsecured Loan from Directors:

During the year under review, the Company has not borrowed an unsecured loan from any of the Directors of the
Company.

25. Shifting of Registered Office of the Company

On November 14, 2024, the Company has shifted its registered office from 8/18 Basement, Kalkaji Extension,
Kalkaji, South Delhi, New Delhi, Delhi, India, 110019 To House No 503/12 Main Bazar Sabzi Mandi New Delhi
110007. with in the same city.

26. Particulars of contract or arrangements with related parties referred to in Section 188(1)

With reference to Section 134 (3)(h) of the Act, all the contracts and arrangements with related parties under Section
188(1) of the Act, entered by the Company during the financial year, were approved by the Audit Committee and
wherever required, also by the Board of Directors.

All related party transactions that were entered into during the financial year were on arm’s length basis, in the
ordinary course of business and were in compliance with the applicable provisions of the Act and the SEBI Listing
Regulations.

The disclosure of material related party transactions as required under Section 134(3)(h) of the Act in Form No.
AOC-2 is annexed tothis Report as “
Annexure-V”.

All related party transactions are approved/ reviewed by the Audit Committee on quarterly basis, with all
the necessary details and are presented to the Board and taken on record. The Board has formulated policy
on Related Party Transactions.

All the related party transactions under Ind AS-24 have been disclosed at Note No. 3.5 to the standalone financial
statements forming part of this Annual Report.

A confirmation as to compliance of Related Party Transactions as per Listing Regulations is also sent to the Stock
Exchanges along with the quarterly compliance report on Corporate Governance. Disclosure of related party
transactions on a consolidated basis is also sent to the Stock Exchanges after publication of standalone financial
results for the half year.

27. Internal Audit

At the beginning of each financial year, an audit plan is rolled out with approval of the Company’s Audit Committee.
The plan is aimed at evaluation of the efficacy and adequacy of internal control systems and compliance thereof,
robustness of internal processes, policies and accounting procedures and compliance with laws and regulations.
Based on the reports of internal audit, process owners undertake corrective action in their respective areas.
Significant audit observations and corrective actions are periodically presented to the Audit Committee of the Board.

28. Internal Financial Control

According to Section 134(5)(e) of the Companies Act, 2013 read with rule 8 of the Companies (Accounts) Rules,
2014, the term Internal Financial Control(IFC) means the policies and procedures adopted by the Company for
ensuring the orderly and efficient conduct of its business, including adherence to Company’s policies, the
safeguarding of its assets, the prevention and detection of frauds and errors, the accuracy and completeness of the
accounting records, and the timely preparation of reliable financial information.

The Company believes that a strong internal control framework is very much essential and is part of good corporate
governance practices. Your Company has in placewell defined and adequate internal financial control framework
commensurate with the size and complexity ofits business to ensure proper recording of financial &operational
information, compliance of various internal control and other regulatory/statutory compliances. All internal Audit
findings and control systems are periodically reviewed by the Audit Committee of the Board of Directors, which
provides strategic guidance on internal control.

29. Risk Management Policy

Pursuant to the provisions of Section 134 (3) (n) of the Companies Act, 2013, the Company has put in place
comprehensive risk assessment and minimization procedures, which are reviewed by the Board periodically. In
order to effectively and efficiently manage risk and address challenges, the Company has formulated Risk
Management Policy.

The risk management approach is based on the clear understanding of the variety of risks that the organization faces,
disciplined risk monitoring and measurement and continuous risk assessment and mitigation reserves. The objective
of any risk identification and assessment process is to evaluate the combination of like hood and level of negative
impacts from an event. The three main components of risk assessment are business risk, service/ operational risk
and external risk. The Company manages the risk in line with current risk management best practices. This facilitates
the achievement of our objectives, operational effectiveness and efficiency, protection of people and assets,
informed decision-making and compliance with applicable law and regulations. The Board has formulated policy
on Risk Management Policy.

30. Committees of Board

(i) Corporate Social Responsibility (CSR)

In pursuant to Section 135 of the Companies Act, 2013 read with Companies (Corporate Social Responsibility
Policy) Rules, 2014, Every company having net worth of rupees five hundred crore or more, or turnover of rupees
one thousand crore or more or a net profit of rupees five crore or more during the immediately preceding financial
year shall constitute a Corporate Social Responsibility Committee ofthe Board consisting of three or more Directors,
out of which at least one director shall be an independent director.

During the year under review none of the condition as prescribed under Section 135 of the Companies Act, 2013
read with Companies (Corporate Social Responsibility Policy) Rules, 2014 are applicable to the company; hence
the provision is not applicable.

(ii) Audit Committee

Audit Committee of the Company meets the requirements of Section 177 of the Companies Act, 2013 and
Regulation 18 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations 2015. The details of the
composition of the Audit Committee as required under the provisions of Section 177(8) of the Companies Act, 2013
are given in the Corporate Governance Report which forms part of this annual report.

The terms of reference of Audit Committee are confined to Companies Act 2013 & Regulation 18 of the SEBI
(Listing Obligations and Disclosure Requirements), Regulations, 2015 read with Part-C of Schedule II.

During the year under review, the Board has accepted all the recommendations of the Audit Committee. The details
of meetings with attendance thereof and terms of reference of Audit Committee have been provided in the Corporate
Governance Report which forms part of this report.

(iii) Nomination and Remuneration Committee

The Company has formed the Nomination and Remuneration Committee in accordance with the provisions of the
Section 178 Companies Act 2013 and Regulation 19 of SEBI (Listing Obligation and Disclosure Requirement)
Regulations, 2015. The details about the composition of the said committee of the Board of Directors along with
attendance thereof have been provided in the Corporate Governance Report forming part of this report.

(iv) Stakeholder Relationship Committee

The Company has also formed Stakeholder’s Relationship Committee in compliance to the Companies Act, 2013
& Regulation 20 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015. The details about
the composition of the said committee of the Board of Directors along with attendance thereof have been provided
in the Corporate Governance Report forming part of this report.

31. Disclosure on Pubic Deposit

During the year under review, the Company has neither accepted nor renewed any deposits in terms of Chapter V of
the Companies Act, 2013 and Rules framed thereunder
.

32. Managing the Risks of Fraud, Corruption and Unethical Business Practices
Disclosure on Vigil Mechanism / Whistle Blower Policy

The Company has established a Vigil Mechanism/Whistle blower Policyas a part of its vigil mechanism. The purpose
of this Policy is to enable any person including the directors, employees, other stakeholders, etc. to raise concerns
regarding unacceptable and improper practices and/or any unethical practices in the organization without the
knowledge of the management.

All employees shall be protected from any adverse action for reporting any unacceptable or improper practice and/or
any unethical practice, fraud or violation of any law, rule or regulation, potential or actual violation, leakage of
unpublished price sensitive information without fear of reprisal.

The Company believes in the conduct of its affairs and its constituents by adopting the highest standards of
professionalism, honesty, integrity, and ethical behavior, in line with the Code of Conduct (‘Code’). All the
stakeholders are encouraged to raise their concerns or make disclosures on being aware of any potential or actual
violation of the Code, policies or the law. Periodic awareness sessions are also conducted for the same.

The Board has formulated policy on Vigil Mechanism/ Whistle blower Policy.

33. Significant and material orders passed by the regulators or courts or tribunals impacting the going concerns
status and company's operations in future

The Company has not received any significant or material orders passed by any regulatory authority, court or tribunal
which shall impact the going concern status and Company's operations in future.

34. Corporate Governance

Good Corporate practice is a norm at Laddu Gopal Online Services Limited (Formerly known as ETT Limited). The
Company is committed to maintain the highest standards of Corporate Governance and adhere to the Corporate
Governance requirements set out by the Securities and Exchange Board of India (SEBI). Besides complying with the
legal framework of Corporate Governance Practices. As per the requirement of Regulation 34(3) of SEBI (Listing
Obligations and Disclosure Requirements) Regulations, 2015 executed with the Stock Exchange(s), Your Company
has complied with the Corporate Governance norms as stipulated under the Listing Regulations. A detailed report
on Corporate Governance forms part of this Annual Report.

35. Management Discussion & Analysis Report

As per requirements of Listing Regulations, a detailed review of the developments in the industry, performance of
the Company, opportunities and risks, internal control systems, outlook etc. of the Company is given under the head
Management Discussion and Analysis Report, which forms part of this Annual Report.

36. Sexual Harassment of Woman at work place

The Company has zero tolerance for sexual harassment at workplace and had in place policy on Prevention, Prohibition
and Redressal of Sexual Harassment for women at workplace in accordance with the requirements of Sexual
Harassment of Women at Workplace (Prevention, Prohibition & Redressal) Act, 2013 (‘POSH Act’) and Rules made
thereunder.

As per the requirement of the Sexual Harassment of Women at Workplace (Prevention, Prohibition & Redressal) Act,
2013(POSH Act) and Rules made thereunder, the Company has constituted Internal Committees (IC). Our POSH
Policy is now inclusive and gender neutral, detailing the governance mechanisms for prevention of sexual harassment
issues relating to employees across genders including employees who identify themselves with LGBTQI community.
During the year, company has not received any sexual harassment complaints.

To build awareness in this area, the Company has been conducting induction/refresher programmes in the organisation
on a continuous basis. During the year, your Company organised offline training sessions on the topics of Gender
Sensitisation and Code Policies including POSH for all office and factory-based employees.

During the year under review, no complaint pertaining to sexual harassment at work place has been received by the
Company.

37. Independent Director’s familiarisation Programme

The Company has formulated a programme for familiarization of Independent Director with regard to roles, rights,
responsibilities, nature of the industry in which the Company operates, the business model of the Company etc.
However, during the year under review, there was no change in the nature of business of the company and

its business vertical/structure/operational strategy, etc., which would have necessitated fresh Familiarization
Programme for Independent Directors.

38. Secretarial Standards

The applicable Secretarial Standards, i.e. SS-1 and SS-2, relating to ‘Meetings of the Board of Directors’ and
‘General Meetings’, respectively, have been duly followed by the Company.

39. Investor Services

To improve investor services, your Company has taken the following initiatives:-

• An Investor Relation Section on the website of the Company (https://lgos.in/) has been created to help investors
to know the policies and rights of investors.

• There is a dedicated e-mail id compliancelgos@gmail.com for sending communications to the Company
Secretary. Members may lodge their requests, complaints and suggestions on this e-mail as well.

40. Listing

The Company’s equity shares are listed on BSE Limited (“BSE”) having nation-wide trading terminals. Annual
listing fee for the Financial Year 2025-26 have been paid to BSE.

41. General

Your Directors state that no disclosure or reporting is required in respect of the following matters as there were no
transactions on these matters during the year under review:

a) Details relating to deposits covered under Chapter V of the Act.

b) Issue of equity shares with differential rights as to dividend, voting or otherwise.

c) The Company does not have any scheme of provision of money for the purchase of its own shares by employees
or by trustees for the benefit of employees.

d) Any remuneration or commission received by Managing Director of the Company, from any of its subsidiary.

e) During the period No fraud has been reported by the Auditors to the Audit Committee or the Board.

f) There is no proceeding pending under the Insolvency and Bankruptcy Code, 2016.

g) There was no instance of onetime settlement with any Bank or Financial Institution.

42. Compliance with the Maternity Benefit Act, 1961

The Company has complied with the provisions of the Maternity Benefit Act, 1961, including all applicable
amendments and rules framed thereunder. The Company is committed to ensuring a safe, inclusive, and supportive
workplace for women employees. All eligible women employees are provided with maternity benefits as prescribed
under the Maternity Benefit Act, 1961, including paid maternity leave, nursing breaks, and protection from dismissal
during maternity leave.

The Company also ensures that no discrimination is made in recruitment or service conditions on the grounds of
maternity. Necessary internal systems and HR policies are in place to uphold the spirit and letter of the legislation.

43. 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:

During the year under review and till date of this Report, the Company has neither made any application against
anyone nor any proceedings were pending against the Company under the Insolvency and Bankruptcy Code, 2016.

44. Details of difference between the 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:

The Company has neither availed any loan from banks or financial institution and hence there is no application being
ever made for One Time Settlement (OTS) with any banks or financial institution.

45. Appreciation

Your Company has been able to perform efficiently because of the culture of professionalism, creativity, integrity
and continuous improvement in all functions and areas as well as the efficient utilization of the Company's resources
for sustainable and profitable growth.

The Directors hereby wish to place on record their appreciation of the efficient and loyal services rendered by each
and every employee, without whose whole-hearted efforts, the overall satisfactory performance would not have
been possible.

46. The Directors appreciate and value the contribution made by every member of the Laddu Gopal Online
Services Limited (Formerly known as ETT Limited) family.

By the order of the Board of Directors
For Laddu Gopal Online Services Limited
(Formerly known as ETT Limited)

Sd/- Sd/-

Place: Delhi Afsana Mirose Kherani Nitin Ashokkumar Khanna

Date: 13th August, 2025 Managing Director Director

(DIN: 09604693 ) (DIN:- 09816597 )

1

On December 28, 2024, the Board of Directors approved the Increase in the authorize share capital of the
Company from 21,00,00,000/- (Rupees Twenty One Crores Only) divided into 2,10,00,000 (Two Crores and Ten
Lakhs) equity shares of face value of Rs. 10/- (T en Rupee) each to 40,00,00,000 /- (Rupees Forty Crore Only) divided
into 4,00,00,000 (Four Crore ) equity shares of face value of Rs. 10/- (Ten Rupees) each.