Your Directors have the pleasure of presenting the 40 ^th Annual Report of your Company, together
with the business operations for the year ended 31^st March, 2025.

1. FINANCIAL RESULTS:

Your Company's performance during the year as compared with that during the previous year is
summarized below:

2. INDIAN ACCOUNTING STANDARDS:

The financial statements for the financial year 2024-25 have been prepared in accordance with
the applicable Indian Accounting Standards (IND AS), and the corresponding figures for the
previous year have been restated as per IND AS for the purpose of comparison.

3. PERFORMANCE DURING THE YEAR:

Sales and other income of the Company for the year is Rs. 2161.02 lakhs as compared to Rs.
2389.13 lakhs in the previous year. The Company has incurred a profit after tax amounting to Rs.
3.00 lakhs in comparison to Rs. 2.14 lakhs last year.

4. CHANGE IN THE NATURE OF BUSINESS:

There has been no change in the nature of the business of the Company during the financial year
2024-25.

5. DIVIDEND:

The Board of Directors has decided to conserve the profit and has decided not to propose any
dividendon Equity shares this financial year.

6. SHARE CAPITAL:

The paid-up Equity Share Capital as on March 31, 2025, stood at Rs. 485.50 Lakhs. During the
year under review, the Company has not issued shares with differential voting rights nor has it
granted any stock options or sweat equity. As of March 31, 2025, none of the Directors of the
Company hold instruments convertible into equity shares of the Company.

7. DEPOSITS:

The Company has not invited/accepted/renewed any deposits from the public as defined under
the provisions of the Companies Act, 2013, and Companies (Acceptance of Deposits) Rules, 2014,
and accordingly, there were no deposits which were due for repayment on or before 31st March,
2025.

8. RESERVES:

The Directors do not propose to transfer any amount to the General Reserve.

9. MATERIAL CHANGES AND COMMITMENTS:

There have been no material changes and commitments affecting financial position between the
end of the financial year and the date of the report.

10. ANNUAL RETURN:

In terms of provisions of Section 92(3), 134(3)(a) of the Act read with Rule 12 of the Companies
(Management and Administration) Rules, 2014, the Annual Return in Form MGT-7 for the
financial year ended 31^st March 2025 is placed on the website of the Company and can be
accessed at https://www.parammount.com/.

11. DIRECTORS AND KEY MANAGERIAL PERSONNEL:

The composition of the Board and Key Managerial Personnel is as follows on 31.03.2024:

*appointed w.e.f. 21^st May 2024

Changes in the Board Composition and Key Managerial Persons During the year 2024-25:

Mrs. Aartii Topiwala, non-executive director of the Company, is liable to retire by rotation in the
ensuing AGM and is eligible for re-appointment and has tendered his willingness to be re¬
appointed.

During the FY 2024-25, Mr. Mukesh Kumar Tyagi (DIN: 01649644), was appointed by the Board of
Directors, pursuant to the recommendation of Nomination and Remuneration Committee, as an
Additional Director of the Company under the category of Independent Director, with effect from 21^st
May, 2024, by passing a resolution through circulation and further Mr. Mukesh Kumar Tyagi (DIN:
01649644) was regularized at the 39^th Annual General Meeting of the Company held on 25^th
September 2024, as an Independent Director to hold office for a term up to 5 consecutive years.

12. BOARD MEETINGS:

The Meetings of the Board are held at regular intervals with a time gap of not more than 120 days
between two consecutive Meetings. Additional Meetings of the Board of Directors are held when
necessary.

The Agenda of the Meeting is circulated to the Directors in advance. Minutes of the Meetings of the
Board of Directors are circulated amongst the Members of the Board for their perusal.

The Board of Directors duly met five (5) times during the financial year:

1) 23.05.2024

2) 13.08.2024

3) 12.11.2024

4) 11.02.2025

5) 27.03.2025

13. BOARD COMMITTEES:

Currently, the Board has three (3) Committees, viz. Audit Committee, Nomination and Remuneration
Committee, and Stakeholders' Relationship Committee. A detailed note on the composition of
Committees and other related particulars are provided in the Report on Corporate Governance
forming part of this Report.

As of 31^st March 2025, the Committees were comprised as follows:

AUDIT COMMITTEE:

^a) Mukesh Kumar Tyagi* - Chairman

b) Vishwaskumar Sharma - Member

c) Hiitesh Topiiwaalla - Member

NOMINATION AND REMUNERATION COMMITTEE:

^a) Mukesh Kumar Tyagi* - Chairman

b) Vishwaskumar Sharma - Member

c) Aartii Topiwaala - Member

STAKEHOLDERS' RELATIONSHIP COMMITTEE:

^a) Aartii Topiwaala - Chairperson

b) Vishwaskumar Sharma - Member

c) Hiitesh Topiiwaalla - Member

*appointed w.e.f 21^st May 2024

14. INDEPENDENT DIRECTORS:

As required by the Companies (Appointment and Qualification of Directors) Fifth Amendment Rules,
2019 and the Companies (Creation and Maintenance of databank of Independent Directors) Rules,
2019, Mr. Mukesh Kumar Tyagi and Mr. Vishwaskumar Sharma have registered their names in the
data bank of Independent Directors maintained by Indian Institute of Corporate Affairs. Annual
Declarations received from both of them for the year 2024-25 contain affirmations regarding
registrations in the data bank.

The Board has its opinion with regard to the integrity, expertise, and experience (including
proficiency) of the Independent Directors appointed during the year as per the provisions of
Companies (Accounts) Rules, 2014.

Securities and Exchange Board of India (Listing Regulations and Disclosure Requirements)
Regulations, 2018 (“the Listing Regulations”) have changed the evaluation criteria of Independent
Directors from April 1, 2019. As per the amendment, evaluation of Independent Directors by the
entire Board shall include:

a) Performance of Directors and

b) Fulfilment of independence criteria as specified in the Listing Regulations, and their
independence from the management.

The Board has evaluated the Independent Directors and confirms that Mr. Mukesh Kumar Tyagi and
Mr. Vishwaskumar Sharma fulfilled the independence criteria as specified in the Listing Regulations
and their independence from the management.

The Company has received a necessary declaration from each Independent Director under Section
149(7) of the Companies Act, 2013, that they meet the criteria of Independence laid down in Section
149(6) of the Companies Act, 2013 and Regulation 25 of the Listing Regulations. The same forms part
of this report as Annexure I.

Details in terms of appointment of Independent Directors and the familiarization program have been
displayed on the website of the Company at https://www.parammount.com/policies

15. DIRECTORS' RESPONSIBILITY STATEMENT:

The Directors confirm that:

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

b) they have selected such accounting policies and applied them consistently and made
judgments 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 profits of
the Company for that period;

c) they have taken proper and sufficient care for the maintenance of adequate accounting
records in accordance with the provisions of the Companies Act, 2013, for safeguarding the
assets of the Company and for preventing and detecting fraud and other irregularities;

d) they have prepared the annual accounts on a going concern basis;

e) they have laid down internal financial controls for the Company and such internal financial
controls are adequate and operating effectively; and

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

16. NOMINATION AND REMUNERATION POLICY:

The Board has, on the recommendation of the Nomination and Remuneration Committee, framed a
Policy for the selection and appointment of Directors, Senior Management, and for other employees
and their remuneration. The same has been disclosed on the website of the Company at
https://www.parammount.com/policies.

The Composition, criteria for selection of Directors, and the terms of reference of the Nomination and
Remuneration Committee are stated in the Corporate Governance Report.

17. RISK MANAGEMENT POLICY:

The Company has not yet formulated a Risk Management Policy and has in place a mechanism to
inform the Board/Audit Committee Members about risk assessment and minimization procedures,
and undertakes periodical review to ensure that executive management controls risk by means of a
properly designed framework.

18. VIGIL MECHANISM/ WHISTLE BLOWER POLICY:

The Company has established an effective Vigil Mechanism pursuant to the provisions of Sections
177(9) and (10) of the Companies Act, 2013 and as per Regulation 4(2)(d)(iv) of the Listing
Regulations which is available on website of the Company at https://www.parammount.com/policies
and there were no cases reported during the period under review.

19. PARTICULARS OF LOANS GIVEN, INVESTMENTS MADE, GUARANTEES GIVEN OR
SECURITY PROVIDED BY THE COMPANY:

During the year under review, the Company has not given any loans or guarantees or made any
investments that are covered under the provisions of Section 186 of the Companies Act, 2013.

20. AUDITORS AND AUDITORS' REPORT:

M/s. Sharma & Pagaria (Firm Registration No. 008217S), Chartered Accountants, were appointed as
Statutory Auditors of the Company at the 39th Annual General Meeting (AGM) of the Company, to hold
office for a period of 5 consecutive years, until the conclusion of the 44th Annual General Meeting at
a fee upto Rs. 8,00,000/- plus taxes as applicable, and also reimbursement of actual travel and out of
pocket expenses incurred incidental to their functions and fixation of remuneration for the relevant
period by the Board of Directors in recommendation of the Audit Committee in each of the subsequent
years during the aforesaid term of their appointment.

The Auditors have confirmed that they are not disqualified from continuing as Auditors of the
Company.

In accordance with the Companies Amendment Act, 2017, enforced on 7th May, 2018 by the Ministry
of Corporate Affairs, the appointment of Statutory Auditors is not required to be ratified at every
Annual General Meeting.

QUALIFICATIONS IN THE AUDIT REPORT

The Notes on financial statement referred to in the Auditors' Report are self-explanatory and do
not call for any further comments. The Auditors' Report does not contain any qualification,
reservation, or adverse remark.

During the year under review, no fraud was reported by the Auditors, pursuant to Section 143(12) of
the Companies Act, 2013.

21.COST AUDITOR:

The provision of section 148 of the Companies' Act, 2013, read with Rule 14 of the Companies
(Audit & Auditors) Rules, 2014, is not applicable to the Company.

Further, maintenance of cost records as specified by the Central Government under sub-section
(1) of section 148 of the Companies Act, 2013, is not required by the Company, and accordingly,
such accounts and records are not made and maintained.

22.INTERNAL AUDITOR:

The Company has appointed Mr. Venkatesh P A, Chartered Accountant, as the Internal Auditor of
the Company.

23. SECRETARIAL STANDARD OF ICSI:

The Directors state that the applicable Secretarial Standards, i.e., SS-1 and SS-2, issued by the
Institute of Company Secretaries of India, relating to the Meeting of the Board of Directors and
General Meetings, respectively, have been duly complied with.

24.SECRETARIAL AUDIT REPORT:

Pursuant to provisions of Section 204 of the Companies Act, 2013 and rules made thereunder,
the Company has appointed M/s Brajesh Gupta & Co., a firm of Company Secretaries in practice
(COP No. 21306) to undertake the Secretarial Audit of the Company. The Secretarial Audit Report
is included as Annexure II form part of this Annual Report.

The Comments by the board on every qualification, reservation, or adverse remark of the Secretarial
Audit Report are as follows:

Annual Secretarial Compliance Report

Pursuant to the provisions of Regulation 24A of SEBI (Listing Obligations and Disclosure
Requirements), 2015 (as amended), read with SEBI Circulars and BSE Circular and notices issued
thereunder regarding submission of Annual Secretarial Compliances Report. In this connection, it was
confirmed that as per the Regulation 15 of SEBI (Listing Obligations and Disclosure Requirements)
Regulations, 2015, the corporate governance provisions as specified in regulations 17, 17A, 18, 19,
20, 21, 22, 23, 24, 24A, 25, 26, 27 and clauses (b) to (i) and (t) of sub-regulation (2) of regulation 46
and para C, D and E of Schedule V shall not apply to any Company having paid up equity share capital
not exceeding rupees ten crore and net worth not exceeding rupees twenty five crore as on last day
of the previous financial year. Hence, it is not required to submit the Annual Secretarial Compliance
Report for the Financial Year ending March 31, 2024, as our Company is exempted under Regulation
15(2) of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015.

25. CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE
OUTGO:

(A)Conservation of energy:

(B)Technology absorption:

(C) Research and Development (R&D)

(D)Foreign exchange earnings and Outgo

26. INTERNAL FINANCIAL CONTROL SYSTEMS AND THEIR ADEQUACY:

The Company continued to maintain high standards of internal control designed to provide
adequate assurance on the efficiency of operations and security of its assets. The adequacy and
effectiveness of the internal control across various activities, as well as compliance with laid-
down systems and policies, are comprehensively and frequently monitored by your Company's
management at all levels of the organization. The Audit Committee, which met five times a year,
actively reviews internal control systems as well as financial disclosures with adequate
participation, inputs from the Statutory, Internal, and Corporate Secretarial Auditors.

The Directors have laid down internal financial controls to be followed by the Company and such
policies and procedures adopted by the Company for ensuring the orderly and efficient conduct
of its business, including adherence to Company's policies, safeguarding of its assets, prevention
and detection of frauds and errors, accuracy and completeness of the accounting records, and the
timely preparation of reliable financial information.

27. MATERIAL ORDER PASSED BY ANY COURT OR REGULATOR, OR TRIBUNAL
IMPACTING THE GOING CONCERN STATUS OF THE COMPANY:

No order was passed by any court or tribunal during the period under review which impacts going
concern status of the Company.

28. ANNUAL BOARD EVALUATION:

Pursuant to the provisions of the Companies Act, 2013 and the Listing Regulations, the Board has
carried out an annual evaluation of its own performance, Board Committees, and individual Directors.
The manner in which the evaluation has been carried out has been explained in the Corporate

Governance Report.

29. DETAILS OF HOLDING COMPANY/SUBSIDIARIES/IV:

The Company does not have any holding companies/ subsidiaries or joint ventures. Hence, the
necessity to provide such details is not required.

30. RELATED PARTY TRANSACTIONS (RPTs):

All Related Party Transactions are placed before the Audit Committee as also the Board for approval.
Prior omnibus approval of the Audit Committee is obtained for the transactions that are of a foreseen
and repetitive nature. The transactions entered into pursuant to the omnibus approval so granted are
audited, and a statement giving details of all related party transactions is placed before the Audit
Committee and the Board of Directors for their approval.

The members of the Company may recall that the prior approval for all the material related party
transactions upto 2026-27 was obtained in the 37^th Annual General Meeting (AGM) pursuant to the
provisions of Section 188 and all other applicable provisions of the Companies Act 2013. Since, the
Company is eligible to exemption from complying with Regulation 23 of SEBI (LODR), 2015, it is not
required for the Company to propose the related party transaction for the current financial year 2024¬
25 again to the shareholder for their approval in this AGM.

The Policy on Related Party Transactions, as approved by the Board, is uploaded on the Company's
website. Web link for the same is https://www.parammount.com/policies. Particulars of Contracts
or Arrangements with Related parties referred to in Section 188(1) of the Companies Act, 2013, in
Form AOC- 2 annexed to this Report as Annexure - III.

31. CORPORATE SOCIAL RESPONSIBILITY:

Since the Company does not meet the criteria for the applicability of Section 135 of the Companies
Act,2013, read with the Companies (Accounts) Rules, 2015, the same is not applicable.

32. RATIO OF REMUNERATION TO EACH DIRECTOR:

Pursuant to Section 197(12) of the Companies Act, 2013 and Rule 5(1)(2)(3) of the Companies
(Appointment and Remuneration) Rules, 2014, details/ disclosures of Ratio of Remuneration to each
Director to the median employee's remuneration is annexed to this report as Annexure-IV.

33. LISTING WITH THE STOCK EXCHANGE:

The Company confirms that it has paid the Annual Listing fees for the Financial Year 2025-26 to BSE
Limited, where the Company's Shares are listed.

34. CORPORATE GOVERNANCE AND SHAREHOLDERS' INFORMATION:

A separate Report on Corporate Governance in terms of Regulation 34 of the Listing Regulations,
along with a Certificate from a Practicing Company Secretary regarding compliance to the conditions
stipulated under Chapter IV of the Listing Regulations, is attached to this report as Annexure V.

Pursuant to the provisions of Regulation 15(2) of SEBI (LODR) Regulations, 2015, Compliance with
Corporate Governance provisions as specified in the Regulations 17 to 27 and clause (b) to (i) of
Regulation 46(2) and Para C, D and E of Schedule V shall not apply to listed entities having Paid-up
Equity Share Capital not exceeding Rs.10 Crores and Net Worth not exceeding Rs. 25 Crores as on the
last date of previous financial year.

Based on the above-mentioned provisions, the Company falls below the specified limits and hence,
the requirement of reporting on the compliance with Corporate Governance for the financial year
2025-26 shall not be applicable.

35. CAPITAL EXPENDITURE:

As on 31st March, 2025, the gross tangible and intangible assets stood at Rs. 24,55,84,629/- and the
net tangible and intangible assets stood at Rs. 14,23,50,235/-respectively. Additions during the

financial year amounted to Rs. 15,000/-. The Company has not purchased any assets under lease.

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

The Company has in place an Anti-Sexual Harassment Policy in line with the requirements of the
Sexual Harassment of Women at the Workplace (Prevention, Prohibition & Redressal) Act, 2013. The
Internal Complaints Committee (ICC) has been set up to redress complaints received regarding sexual
harassment. All employees (permanent, contractual, temporary, trainees) are covered under this
Policy.

The following is a summary of sexual harassment complaints received and disposed off during the
Financial Year 2024-25:

No. of complaints of sexual harassment received in the year: NIL
No. of complaints disposed off during the year: NIL
No. of cases pending for more than ninety days: Nil

37. MANAGEMENT DISCUSSION AND ANALYSIS:

Management's Discussion and Analysis Report for the year under review, as stipulated under The
SEBI (Listing Obligation and Disclosure Requirement) Regulations 2015, is presented in a
separate section forming part of the Annual Report.

38. DISCLOSURE REQUIREMENTS:

As per the Listing Regulations, the Management Discussion and Analysis forms part of this report.
The Company has devised proper systems to ensure compliance with the provisions of all
applicable Secretarial Standards issued by the Institute of Company Secretaries of India from
time to time and that such systems are adequate and operating effectively.

39. MEETING OF INDEPENDENT DIRECTORS:

The Independent Directors of the Company had met on 11^th February 2025 during the year to
review the performance of Non-Independent Directors and the Board as a whole, to review the
performance of the Non-Executive Directors and other items as stipulated under the Listing
Regulations. The Independent Directors have also declared their independence.

40. RECEIPT OF ANY COMMISSION BY MD / WTD FROM A COMPANY OR FOR RECEIPT
OF COMMISSION / REMUNERATION FROM ITS HOLDING OR SUBSIDIARY:

No Director has received any commission from your Company.

41 .DISCLOSURE RELATING TO REMUNERATION OF EMPLOYEES:

There are no employees receiving remuneration more than Rs. 1,02,00,000/- (Rupees One Crore
Two Lakhs only) per annum and /or Rs. 8,50,000/- (Rupees Eight Lakhs Fifty Thousand only)
per month. Therefore, a statement/disclosure pursuant to Sub Rule 5(2) of the Companies
(Appointment and Remuneration of Managerial Personnel) Rules, 2014 is not required.

There are no employees posted and working in a country outside India, not being Directors or
relatives, drawing more than Rs. 60,00,000/- (Rupees Sixty Lakhs only) per financial year or Rs.
5,00,000/- (Rupees Five Lakhs only) per month as the case may be. Therefore
statement/disclosure pursuant to Sub Rule 5(3) of the Companies (Appointment and
Remuneration of Managerial Personnel) Rules, 2014 is not required to be circulated to the
members and is not attached to the Annual Report.

42.INVESTORS' EDUCATION AND PROTECTION FUND:

In terms of the provisions of Sections 124 and 125 of the Companies Act, 2013 read with the
Investor Education and Protection Fund Authority (Accounting, Audit, Transfer and Refund)

Rules, 2016, the Company is required to transfer the unpaid or unclaimed dividend and
corresponding shares, if any, to the Investor Education and Protection Fund (IEPF) after the
completion of seven years.

During the year under review, the Company has not declared any dividend in the last seven
financial years. Accordingly, no amount or shares are liable to be transferred to the IEPF during
the financial year.

43. REPORTING OF FRAUD:

The Auditors of the Company have not reported any fraud as specified under Section 143(12) of
the Companies Act, 2013. Further, no case of Fraud has been reported to the Management from
any other sources.

44. REVISION OF FINANCIAL STATEMENT OR THE REPORT:

As per the Secretarial Standards-4 in case the company has revised its financial statement or the
Report in respect of any of the three preceding financial years either voluntarily or pursuant to
the order of a judicial authority, the detailed reasons for such revision shall be disclosed in the
Report of the year as well as in the Report of the relevant financial year in which such revision is
made.

In your Company, there is no revision of the Financial Statement in any of the three preceding
financial years under consideration.

45. CORPORATE INSOLVENCY RESOLUTION PROCESS INITIATED UNDER THE
INSOLVENCY AND BANKRUPTCY CODE, 2016 (IBC):

There is no such process initiated during the year, therefore said clause is not applicable to the
Company.

46. FAILURE TO IMPLEMENT ANY CORPORATE ACTION:

There were no such events that took place during the year under consideration.

47. CREDIT RATING OF SECURITIES:

Your Company has not obtained any rating from the credit rating agency for the securities during
the year. Therefore, the said clause is not applicable to the Company.

48. DISCLOSURE UNDER RULE 2(1)(C)(VIIn OF THE COMPANIES (ACCEPTANCE OF
DEPOSITS) RULES, 2014:

During the year under review, the Company has received an amount of T7,00,000 (Rupees Seven
Lakhs only) as an unsecured loan from its Managing Director, Mr. Hiitesh Topiiwaalla (DIN:
01603345). The said loan has been provided out of the director's own funds and not out of
borrowed funds. Accordingly, the loan is classified as an exempted deposit in terms of Rule
2(1)(c)(viii) of the Companies (Acceptance of Deposits) Rules, 2014.

49. A STATEMENT BY THE COMPANY WITH RESPECT TO COMPLIANCE WITH THE
PROVISIONS RELATING TO THE MATERNITY BENEFITS ACT, 1961:

The Company has duly complied with the provisions of the Maternity Benefit Act, 1961, as amended
from time to time. All eligible women employees have been granted maternity leave and other
benefits as prescribed under the Act. The Company remains committed to ensuring a safe, inclusive,
and supportive working environment for women and adheres to all applicable provisions related to
maternity leave.

50. THE DETAILS OF THE DIFFERENCE BETWEEN THE AMOUNT OF THE VALUATION
DONE AT THE TIME OF ONE-TIME SETTLEMENT AND THE VALUATION DONE
WHILE TAKING A LOAN FROM THE BANKS OR FINANCIAL INSTITUTIONS, ALONG
WITH THE REASONS THEREOF:

During Financial Year 2024-25, there was no instance of one-time settlement with Banks
or Financial Institutions. Therefore, as per rule 8(5)(xii) of Companies (Accounts) Rules,
2014, reasons for the difference in the valuation at the time of one-time settlement and
the valuation done while taking a loan from the Banks or Financial Institutions are not
reported.

51. ACKNOWLEDGEMENTS:

Your Directors wish to take this opportunity to express their appreciation and gratitude for the
continued support extended by its Customers, Investors, Partners, Vendors, Financial
Institutions, Bankers, Suppliers and various Government and Statutory Authorities for the
Company's growth.

Your Directors also express sincere appreciation for the commitment and dedicated services
rendered by each employee of the Company at all levels.

For and on behalf of the Board of Directors
Paramount Cosmetics (India) Limited

Sd/- Sd/-

Hiitesh Topiiwaalla Aartii Topiwaala

Managing Director Director

DIN:01603345 DIN:03487105

Place: Bangalore
Date: 14.08.2025