The Board of Directors has the pleasure of presenting the 37^th Annual Report of the company together
with the Audited Statement of Accounts, Auditors’ Report and the Report on the business and
operations of the company, for the financial year ended 31^st March 2024.

1. BACKGROUND

RR Financial Consultants Limited (RRFCL) is a Non-Systemically Important Non-Deposit taking Non¬
Banking Financial Company (“NBFC-ND-NSI”), holding a Certificate of Registration dated March
11^th1998, from the Reserve Bank of India (“RBI”).

2. FINANCIAL RESULTS

The results of yours Company’s consolidated financial prudence and business excellence for the period
ended on 31^st March, 2024 are as follows:

(As per IND AS) (All Amount in 'is in Hundred otherwise stated)

The Standalone financial results of the Company for the period under review are summarized
below. The previous figures in the financial statements have been regrouped, wherever necessary

(As per IND AS)(Amount in 'Rs. in Hundred)

1. BUSINESS PERFORMANCE

The Gross Income of the company during the period under review is' 1,05,013.34 as compared to
77,502.09 in the previous period. The Company registered a Profit after Tax and Depreciation
amounting'1,543.31 as against Profit of '126.53 in the previous year. The performance of the Company
during the period under review has been satisfactory.

2. DIVIDEND

Your Directors have considered it financially prudent in the long-term interests of the Company to
reinvest the profits into the business of the Company to build a strong reserve base and grow the
business of the Company. No dividend has therefore been recommended for the year ended March 31,
2023.

3. CLOSURE OF SHARE TRANSFER BOOKS

The Register of Members and the Share Transfer Books of the company will be closed from Saturday,
21^st September 2024 to Friday, 27^th September 2024 (both days inclusive) for the purpose of the 37^th
Annual General Meeting of the Shareholders of the company to be held on 27^th September, 2024.

4. TRANSFER TO RESERVES

The Company proposes to retain the entire amount in the profit and loss account.

5. CONSOLIDATED FINANCIAL STATEMENTS

The Financial Statement of the Company for the Financial year 2023-24 are prepared in compliance
with the accounting principles generally accepted in India, including the Indian Accounting Standards

(Ind AS) prescribed under Section 133 of the Act, read with the Companies (Indian Accounting
Standards) Rule 2015, as amended, and other accounting principal accepted in India and as prescribed
by Securities and Exchange Board of India (SEBI) under SEBI (Listing Obligations and Disclosure
Requirements) Regulations, 2015 (hereinafter referred to as the SEBI Regulation). The Financial
Statement has been prepared on the basis of the audited financial statement of the Company as
approved by their respective Board of Directors.

Pursuant to the provisions of Section 136 of the Act, the Financial Statements of the Company, the
Consolidated Financial Statements along with all relevant documents and Auditors report thereon form
part of this Annual Report. The Financial Statements as stated above are also available on the website
of the Company and can be accessed at the web link www.rrfcl.com

6. MATERIAL CHANGES AND COMMITMENT

There is no material changes affecting the financial position of the Company occurred during the
Financial Year ended as on 31st March, 2024 to which this financial statement relates on the date of
this report.

7. CHANGE OF REGISTERED OFFICE

During the year there is no change in registered office of the company.

8. SHARE CAPITAL

The issued, subscribed and paid up Equity Share Capital as on 31st March, 2024 was 110607000
.During the year under review the Company has neither issued shares with differential rights as to
dividend, voting or otherwise nor issued shares (including sweat equity shares) to the employees or
Directors of the Company, under any Scheme. No disclosure is required under Section 67(3) (c) of the
Act, in respect of voting rights not exercised directly by the employees of the Company as the
provisions of the said Section are not applicable.

9. SUBSIDIARY COMPANIES

The Company has Six subsidiaries as on March 31, 2024. There are no associate companies or joint
venture companies within the meaning of Section 2(6) of the Act. There has been no material change in
the nature of the business of the subsidiaries.

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 AOC-1 is attached to the financial
statements of the Company.

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 accounts in
respect of subsidiaries, are available on the website of the Company.

As per sec 2 (87) of the Companies Act, 2013 the subsidiaries of subsidiaries of RRFCL are deemed to
be subsidiaries of RRFCL.

Further, for details of subsidiaries of subsidiaries, please refer to the Corporate Governance Report,
which is a part of this report.

As required under the new Clause 49 of the Listing Agreement, the Company has adopted a practice of

companies in the meeting of Board of Directors of R R Financial Consultants Limited. The Audit
Committee of the Company regularly reviews the financials of the subsidiary companies. AOC-1
pursuant to section 129(3) of the act; statement containing the salient features of the financial statement
of subsidiary/associate/joint venture is annexed herewith as (Annexure 1).

10. HIGHLIGHTS OF PERFORMANCE OF SUBSIDIARIES, ASSOCIATES AND JOINT VENTURE
COMPANIES AND THEIR CONTRIBUTION TO THE OVERALL PERFORMANCE OF THE
COMPANY

Pursuant to Section 134 of the Act and Rule 8(1) of the Companies (Accounts) Rules, 2014 the report
on highlights of performance of subsidiaries and associates companies and their contribution to the
overall performance of the Company can be referred in form AOC-1 and the Consolidated Financial
Statements of the Company.

11. PUBLIC DEPOSIT

Your company has never invited/accepted any deposit from the public within the meaning of Section 73
of the Companies Act, 2013 and the Rules made there under during the period under review.

12. DIRECTORS AND KEY MANAGERIAL PERSONNEL

a) Board of Directors

During the year, there are some changes took place in the composition of the Board of Directors of
the Company: Please refer to the Corporate Governance Report, which is part of this report.

b) Director coming up for retire by rotation

In accordance with the provisions of the Act, and the Articles of Association of the Company, Ms.
Priyanka Singh retires by rotation and she has shown her willingness to continue her position and
being eligible for re-appointment.

c) Independent Directors

The Independent Director holds office for a fixed term of five years and is not liable to retire by
rotation. In accordance with Section 149(7) of the Act, each Independent Director has given a
written declaration to the Company that he/she meets the criteria of independence as mentioned
under Section 149(6) of the Act and SEBI Regulations.

d) Board Effectiveness

Familiarization Programme for the Independent Director in compliance with the requirements of
SEBI Regulations, the Company has put in place a familiarization programme for the Independent
Directors to familiarize them with their role, rights and responsibility as Directors, the working of the
Company, nature of the industry in which the Company operates, business model etc. The details of
the familiarization programme are explained in Corporate Governance Report. The same is also
available on the website of the Company.

e) Key Managerial Personnel

The following persons have been designated as Key Managerial Personnel of the Company
pursuant to Section 2(51) and Section 203 of the Act, read with the Rules framed there under:

During the year under review following changes took place in the Board of Directors and Key
Managerial Persons:

i. Mr. Vijay Mohan Malik resigned from the post of Chief Financial Officer w.e.f closure of
business hours of November 30, 2023.

ii. Ms. Suman Negi resigned from the post of Company Secretary of the Company w.e.f
closure of business hours of July 15, 2023.

iii. Ms. Kalpana was appointed as Company Secretary of the Company w.e.f August 23, 2023.

iv. Mr. Shiv Kumar Yadav was appointed as Chief Financial Officer of the Company w.e.f
February 22, 2024.

13. BOARD EVALUATION

The Board of Directors has carried out an annual evaluation of its own performance, board committees,
and individual directors pursuant to the provisions of the Act and the corporate governance
requirements as prescribed by the Securities and Exchange Board of India (Listing Obligations and
Disclosure Requirements), Regulations 2015 (‘SEBI Listing Regulations’).

The performance of the board was evaluated by the board after seeking inputs from all the directors on
the basis of criteria such as the board composition and structure, effectiveness of board processes,
information and functioning, etc. as provided by the Guidance Note on Board Evaluation issued by the
Securities and Exchange Board of India on January 5, 2017.

The performance of the committees was evaluated by the board after seeking inputs from the
committee members on the basis of criteria such as the composition of committees, effectiveness of
committee meetings, etc.

The Board and the Nomination and Remuneration Committee reviewed the performance of individual
directors on the basis of criteria such as the contribution of the individual director to the board and
committee meetings like preparedness on the issues to be discussed, meaningful and constructive
contribution and inputs in meetings, etc. In a separate meeting of independent directors, performance
of non-independent directors and the board as a whole was evaluated, taking into account the views of
executive directors and non-executive directors. The same was discussed in the board meeting that
followed the meeting of the independent directors, at which the performance of the board, its
committees, and individual directors was also discussed. Performance evaluation of independent
directors was done by the entire board, excluding the independent director being evaluated.

14. POLICY ON DIRECTORS APPOINTMENT AND REMUNERATION AND OTHER DETAILS

The Company’s policy on directors’ appointment and remuneration and other matters provided in
Section 178(3) of the Act has been disclosed in the Corporate Governance Report, which is a part of
this report.

15. BOARD MEETINGS

Sixteen (16) Meetings of the Board were held during the year. For details of meetings of the board,
please refer to the Corporate Governance Report, which is a part of this report.

16. COMMITTEE OF BOARD

a) AUDIT COMMITTEE

During the year Eight (8) Audit Committee meeting were held, the details of which are given in
Corporate Governance Report and maximum gap between the meetings is well within the limits
prescribed under Companies act, 2013 and as per SEBI listing regulations.

b) NOMINATION AND REMUNERATION COMMITTEE

During the year, Five (5)Nominations and Remuneration Committee meeting was held, the details of
which are given in Corporate Governance Report as prescribed under Companies Act, 2013 and
clause 49 of the listing agreement.

c) STAKEHOLDER RELATIONSHIP COMMITTEE

During the year, Ten (10) complaints were registered by stakeholders. However, Four (4)
Stakeholders Relationship Committee meeting was held, and the detail of committee is given in
Corporate Governance Report.

17. RISK MANAGEMENT POLICY

Your Directors have adopted a Risk Management Policy for the Company. The Audit Committee and
the Board of Directors of the Company reviewed the risks, if any, involved in the Company from time to
time, and took appropriate measures to minimize the same. The Audit Committee ensures that the
Policy for Risk Management is adopted across the Company in an inclusive manner.

18. COMMENTS BY THE BOARD ON AUDIT QUALIFICATION

There were no qualifications, reservations or adverse remarks made either by the Statutory Auditors or
by the Practicing Company Secretary in their respective reports.

19. PLEDGE OF SHARES

None of the equity shares of the directors of the Company are pledged with any banks or financial
institutions.

20. DECLARATION BY INDEPENDENT DIRECTORS

The Independent Directors have submitted their disclosures to the Board regarding the fulfillment of all
the requirements as stipulated in Section 149(6) of the Companies Act, 2013 so as to qualify
themselves to be appointed as Independent Directors under the provisions of the Companies Act, 2013
and the relevant rules.

21. VIGIL MECHANISM

The Company has established a vigil mechanism and overseas through the committee, the genuine
concerns expressed by the employees and other Directors. The Company has also provided adequate
safeguards against victimization of employees and Directors who express their concerns.

The Company has also provided direct access to the Chairman of the Audit Committee on reporting
issues concerning the interests of co-employees and the Company.

22. LISTING OF SHARES

Your Company’s shares are listed and are being traded on the Bombay Stock Exchange Limited (BSE).
The Listing Fees for the financial year 2023-24 has been paid.

23. GREEN INITIATIVES IN CORPORATE GOVERNANCE

In line with the ‘Green Initiative’, the Company has effected electronic delivery of Notice of AGM and
Annual Report to those shareholders whose email ids were registered with the respective depository
participants and downloaded from the depositories viz. National Securities Depository Limited/Central
Depository Services (India) Limited. The Companies Act, 2013 and the underlying rules as well as
Clause 32 of the listing agreement permit the dissemination of financial statements in electronic mode
to the shareholders. Your directors are thankful to the shareholders for actively participating in the
green initiative and seek your continued support for implementation of the green initiative.

24. DIRECTORS’ RESPONSIBILITY STATEMENT

Pursuant to Section 134(5) of the Companies Act 2013, the board of directors, to the best of their
knowledge and ability, confirm:

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

b) that 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 profit of the Company for
that period;

c) that proper and sufficient care has been taken 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) that the annual 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 systems to ensure compliance with the provisions of all applicable laws were in place and were
adequate and operating effectively.

Based on the framework of internal financial controls and compliance systems established and
maintained by the Company, the work performed by the internal, statutory and secretarial auditors and
external consultants, including the audit of internal financial controls over financial reporting by the
statutory auditors, and the reviews performed by management and the relevant board committees,
including the audit committee, the board is of the opinion that the Company’s internal financial controls
were adequate and effective during FY 2023-24.

25. HUMAN RESOURCES

The well disciplined workforce which has served the company for three decades lies at the very
foundation of the company’s major achievements and shall well continue for the years to come. The
management has always carried out systematic appraisal of performance. The company has always
recognized talent and has judiciously followed the principle of rewarding performance.

26. BUSINESS RISK MANAGEMENT

Although the company has long been following the principle of risk minimization as is the norm in every
industry, it has now become a compulsion. Therefore, in accordance with clause 49 of the listing
agreement the Board members were informed about risk assessment and minimization procedures
after which the Board formally adopted steps for framing, implementing and monitoring the risk
management plan for the company.

The main objective of this policy is to ensure sustainable business growth with stability and to promote
a pro-active approach in reporting, evaluating and resolving risks associated with the business. In order
to achieve the key objective, the policy establishes a structured and disciplined approach to Risk
Management, in order to guide decisions on risk related issues. In today’s challenging and competitive
environment, strategies for mitigating inherent risks in accomplishing the growth plans of the Company
are imperative. The common risks inter alia are: Regulations, competition, Business risk, Technology
obsolescence, Investments, retention of talent and expansion of facilities.

Business risk, inter-alia, further includes financial risk, political risk, fidelity risk, legal risk. As a matter of
policy, these risks are assessed and steps as appropriate are taken to mitigate the same.

27. ENHANCING SHAREHOLDER VALUE

Your Company firmly believes that its success in the marketplace and a good reputation are among the
primary determinants of value to the shareholder. The organizational vision is founded on the principles
of good governance and by the resolve to be a customer-centric organization which motivates the
Company’s Management to be aligned to deliver leading-edge building products backed with
dependable after sales services.

Your Company is committed to creating and maximizing long term value for shareholder and essentially
follows a four pronged approach to achieve this end.

a) By increasing all round operational efficiency,

b) By identifying strategies that enhance its competitive advantage,

c) By managing risks and pursuing opportunities for profitable growth,

d) By cementing relationships with other important stakeholder groups through meaningful
engagement processes and mutually rewarding associations that enable it to create positive
impacts on the economic, societal and environmental dimensions of the Triple Bottom Line.

Underlying this is also a dedication to value-friendly financial reporting that assures the shareholder
and investor of receiving transparent and unfettered information on the Company’s performance.

28. INTERNAL CONTROL SYSTEMS

a) Internal Control System and their adequacy

The Company has in place well defined and adequate internal controls commensurate with the size
of the Company and the same were operating effectively throughout the year. The Company has an
Internal Audit (IA) function. The scope and authority of the Internal Audit function is defined in the
Internal Audit Charter. To maintain its objectives and independence, the IA function reports to the
Chairman of the Audit Committee of the Board.

The Internal Auditor evaluates the efficiency and adequacy of internal control system, its compliance
with operating systems and policies of the Company and accounting procedures at all locations of
the Company. Based on the report of Internal Auditor, process owners undertake corrective action
in their respective areas and thereby strengthen the controls. Significant audit observations and
corrective actions thereon are presented to the Audit Committee of the Board.

b) Internal Controls Over Financial Reporting

The Company has in place adequate internal financial controls commensurate with the size, scale
and complexity of its operations. During the year, such controls were tested and no reportable
material weakness in the design or operations were observed. The Company has policies and
procedures in place for ensuring proper and efficient conduct of its business, 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 has
adopted accounting policies which are in line with the Accounting Standards and the Act. These are
in accordance with generally accepted accounting principles in India. Changes in policies, if
required, are made in consultation with the Auditors and are approved by the Audit Committee. The
Company has a robust financial closure, certification mechanism for certifying adherence to various
accounting policies, accounting hygiene and accuracy of provisions and other estimates.

29. PARTICULARS OF LOANS, GUARANTEES OR INVESTMENTS MADE UNDER SECTION 186
OF THE COMPANIES ACT, 2013

Loans, guarantees and investments covered under Section 186 of the Companies Act, 2013, form part
of the notes to the financial statements provided in this Annual Report.

30. ORDERS PASSED BY THE REGULATORS OR COURTS, IF ANY

No significant and material orders were passed by the Regulators, Courts or Tribunals impacting the
going concern status and Company’s operations in future.

31. EXTRACT OF ANNUAL RETURN

Pursuant to the provisions of Section 92 and 134 of the Companies Act, 2013 read with the allied Rules,
the Annual Return of the Company for Financial Year ended March 31, 2024 will be available on the
website of the Company i.e. www.rrfcl.com.

32. PARTICULARS OF CONTRACTS OR ARRANGEMENTS WITH RELATED PARTIES REFERRED
TO IN SECTION 188(1) OF THE COMPANIES ACT, 2013.

All related party transactions that were entered during the financial year were in the ordinary course of
business and were on arms length basis. There were no material related party transactions entered by
the Company with Directors, KMPs or other persons which may have a potential conflict with the
interest of the Company.

All related party transactions, wherever applicable, are placed before the Audit Committee. The
quarterly disclosures of transactions with related parties are made to the Audit Committee.

The policy on materiality of Related Party Transactions and also on dealing with Related Party
Transactions as approved by the Audit Committee and the Board of Directors is uploaded on the
website of the Company in compliance with Section 134(3) of the Companies Act, 2013, particulars of
contracts or arrangements with related parties referred to in Section 188(1) of the Companies Act, 2013
are enclosed, in the Form AOC-2, as a part of this report (Annexure-3)

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

Particular in respect of 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 given as per Annexure-4 of this report.

34. DISCLOSURES UNDER SECTION 197 OF THE COMPANIES ACT, 2013 AND RULE 5 OF THE
COMPANIES (APPOINTMENT AND REMUNERATION OF MANAGERIAL PERSONNEL) RULES,
2014.

In accordance with the provisions of Section 197(12) of the Companies Act, 2013 and Rule 5(2) of
Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, the names and
other particulars of employees are set out in the annexure to the Directors Report and forms part of this
report. The ratio of the remuneration of each director to the median employees remuneration and other
details in terms of Section 197(12) of the Companies Act, 2013 read with Rule 5(1) of the Companies
(Appointment and Remuneration of Managerial Personnel) Rules, 2014, are forming part of this report
as (Annexure-5).

35. FIXED DEPOSITS

The Company has not accepted any public deposits during FY 2023-24 within the meaning of Section
73 of the Companies Act, 2013 and the rules made there under.

36. AUDITORS

a) STATUTORY AUDITORS

M/s G.C. Agarwal & Associates, Chartered Accountants, Delhi (FRN: 017851N) was re-appointed
as Chartered Accountants with approval of shareholders in 36^th Annual General Meeting held on
September 28, 2023 till the conclusion of AGM going to be held in the year 2028.

There is no qualification, reservations or adverse remark in Statutory Auditor’s report. The
observations of Statutory Auditor in their Report read with relevant notes to Accounts are self¬
explanatory and therefore, do not require any further explanation.

b) SECRETARIAL AUDITORS

Pursuant to Section 204 of the Companies Act, 2013, the Company had appointed Mr. Sudhir
Arya, Practicing Company Secretaries, New Delhi as its Secretarial Auditor to conduct the
Secretarial Audit of the Company for FY 2023-2024. The Report of Secretarial Auditor (Form MR-3)
for the FY 2023-2024 is annexed to the report as (Annexure-6).

Secretarial Audit Report of Material Subsidiary (ies) of the Company is enclosed herewith in
(Annexure-6).

37. AUDITOR’S REPORT AND SECRETARIAL AUDIT REPORT

The statutory auditor’s report and the secretarial audit report do not contain any qualifications,
reservations, or adverse remarks or disclaimer. Secretarial audit report is attached to this report.

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

There have been no instances of any fraud reported by the Statutory Auditors of the Company in
pursuance of Section 143(12) of the Companies Act, 2013.

39. MANAGEMENT DISCUSSION AND ANALYSIS

A separate report on Management Discussion and Analysis relating to business and economic
environment surrounding your company is enclosed as a part of the Annual Report.

40. PREVENTION OF SEXUAL HARASSMENT PREVENTION OF SEXUAL HARASSMENT

Your Company has framed ‘Anti - Sexual Harassment Policy’ at workplace and has constituted an
Internal Complaints Committee (ICC) as per the requirement of Sexual Harassment of Women at
Workplace (Prevention, Prohibition and Redressal) Act, 2013 and the Rules framed thereunder. No
complaints with allegations of any sexual harassment were reported during the year under review.

41. CORPORATE GOVERNANCE

Your Company is committed to achieve the highest standards of Corporate Governance and adheres to
the Corporate Governance requirements set by the Regulators/ applicable laws. Our focus on corporate
governance, where investor and public confidence in companies is no longer based strictly on financial
performance or products and services but on a company’s structure, its Board of Directors, its policies
and guidelines, its culture and the behavior of not only its officers and directors, but also all of its
employees.

Our approach is proactive, starting with our Leadership Team. It is also deeply ingrained in our
corporate culture, guiding how we work and how we do business. We apply and adhere to the rules-not
just those required by government, but also those we impose on ourselves to meet the highest possible
standards.

We continually discuss bylaws and governance practices, changing our policies when necessary and
pointing out areas where we need to improve our performance. We also compare our practices to the
criteria used by outside organizations to evaluate corporate performance.

A separate section on Corporate Governance standards followed by the Company, as stipulated under
regulation 34(3) and 53(f) read with schedule V of Securities and Exchange Board of India (Listing

obligations and Disclosure Requirements) Regulations, 2015 is enclosed as an Annexure to this report.
The report on Corporate Governance also contains certain disclosures required under the Companies
Act, 2013.

A certificate from G.C. Agarwal & Associates, Chartered Accountants regarding compliance with the
conditions of Corporate Governance as stipulated under schedule V of Securities and Exchange Board
of India (Listing obligations and Disclosure Requirements) Regulations, 2015 is attached to the
Corporate Governance Report.

42. OTHER STATUTORY DISCLOSURES

During the year under review, there were no transaction requiring disclosure or reporting in respect of
matters relating to:

a) Details relating to deposits covered under Chapter V of the Act. The Company had no
outstanding, unpaid or unclaimed public deposits during the FY 2024;

b) Maintenance of cost records under sub-section (1) of Section 148 of the Act is not applicable to
the Company;

c) Issue of equity shares with differential rights as to dividend, voting or otherwise;

d) Issue of Sweat Equity shares;

e) Any remuneration or commission to the Wholetime Director of the Company from the
subsidiaries of the Company;

f) No significant and material orders passed by the Regulators/Courts/Tribunals which impact the
going concern status and Company’s operations in future;

g) No change in the nature of the business of the Company;

h) No application made or any proceeding pending under the Insolvency and Bankruptcy Code,
2016; and

i) No instance of any one-time settlement with any Banks or Financial Institutions.

There have been no material changes and commitment, affecting the financial position of the Company
which occurred between the end of the financial year 2023-24 till the date of this Report, other than
those already mentioned in this Report.

43. Details relating to deposits covered under Chapter V of the Act. The Company had no outstanding,
unpaid or unclaimed public deposits during the FY 2023-24;

44. COMPLIANCE WITH SECRETARIAL STANDARDS

During the year under review, the Company has duly complied with the applicable provisions of the
Secretarial Standards on Meetings of the Board of Directors (SS-1) and General Meetings (SS-2)
issued by The Institute of Company Secretaries of India (ICSI).

45. DISCLOSURE REQUIREMENTS

As per SEBI Listing Regulations, the Corporate Governance Report with the Auditors’ Certificate
thereon, and the Management Discussion and Analysis are attached, which 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 and that such systems
are adequate and operating effectively.

CAUTIONARY NOTE

Certain statements in the Management Discussion and Analysis section may be forward-looking and
are stated as required by applicable laws and regulations. Many factors may affect the actual results,
which would be different from what the Directors envisage in terms of the future performance and
outlook. Investors are cautioned that this discussion contains forward looking statement that involve
risks and uncertainties including, but not limited to, risks inherent in the Company’s growth strategy,
dependence on certain businesses, dependence on availability of qualified and trained manpower and
other factors discussed. The discussion and analysis should be read in conjunction with the Company’s
financial statements and notes on accounts.

APPRECIATION

The Directors thank the Company's employees, customers, vendors, investors, and academic partners
for their continuous support. The Directors also thank the Government of India, governments of various
states in India, and concerned government departments and agencies for their co-operation.

Directors appreciate and value the contribution made by every member of the RR family.

For and on behalf of the Board

Sd/- Sd/-

Priyanka Singh Rajat Prasad

Director Managing Director

DIN: 05343056 DIN: 00062612

Date: 04.09.2024
Place: New Delhi