Your Directors have great pleasure in presenting the 30th Annual Report on business and operations of the Company together
with the Audited statements of Accounts for the financial year ended on 31st March 2025.

Financial Results: [Amount in Lacs]

The summary of the financial results for the year is given below:

OPERATIONS REVIEW:

Income from Operations and Other Income during the financial year ended 31st March 2025 is Rs. 22,325.09 Lacs. Net Profit of
the Company for the year under review after considering Depreciation and Provision for Tax and others is Rs. 514.96 Lacs.

DIVIDEND:

Your directors do not recommend payment of any Dividend for the Financial year ended 31st March 2025 in order to conserve the
resources of the Company, The Company will retain the earning for use in the future operations & Projects and strive to increase
the net worth of stakeholders of the Company.

DEPOSIT:

During the period under review, Your Company has not accepted any deposits within the meaning of Section 73 of the Companies
Act, 2013 and the Companies (Acceptance of Deposits) Rules, 2014.

Details of deposits which are not in compliance with the requirements of Chapter V of the Act-NIL
INCREASING CAPITAL OF THE COMPANY:

During the year under review, there were no changes in the capital structure of the Company.

DIRECTORS & KEY MANAGERIAL PERSONNEL:

IIn accordance with Articles of Association of the Company Mr. Ankit Shah director of the Company (DIN: 02440347) will retire by
rotation at the ensuing Annual General Meeting and being eligible, offers himself for re-appointment. The Board recommends
their re-appointment for the consideration of the Members of the Company at the ensuing Annual General Meeting.

The following changes have been made to the Directors & Key Managerial Personnel of the Company during the year 2024-25.

AUDITORS AND AUDITORS’ REPORT:

As per the provisions of Sections 139, 142 and all other
applicable provisions of the Companies Act, 2013, (including
any statutory modification(s) or re-enactment thereof, for the
time being in force), at the 29th Annual General Meeting of the
Company held on 28th September, 2024, the Members of the
Company had appointed M/S. MAAK & Associates,
Chartered Accountant, Ahmedabad (FRN- 135024W), as
Statutory Auditors of the Company to hold the office for a term
of 5 (five) years from the conclusion of 29th (Twenty Nine)
Annual General Meeting till the conclusion of the 34th (Thirty
Four) Annual General Meeting.

The Statutory Auditors' Report on the financial statements of
the Company for the financial year ended on 31st March
2025, there is no Qualified/Adverse Opinion from Statutory
Auditor during the financial year under review.

COMMENT OF BOARD ON AUDITOR’S OBSERVATIONS:

There are no qualified/adverse remarks in the Auditors'
report, so no comments are required.

SECRETARIAL AUDITOR:

In terms of Section 204(1) of the Companies Act, 2013 and
Rule 9 of Companies (Appointment and Remuneration of
Managerial Personnel) Rules, 2014, the Board of Directors of
the Company has appointed CS Chetan B Patel, Partner of
M/s. Chetan Patel & Associates, Practicing Company
Secretary, Ahmedabad as Secretarial Auditor of the company,
for conducting Secretarial Audit of the company for the FY
2024-25.

Your Company has received consent from CS Chetan B
Patel-M/s. Chetan Patel & Associates, Practicing Company
Secretary, Ahmedabad, to act as the auditor for conducting
audit of the Secretarial records for the Financial Year ending
31st March 2025.

The Secretarial Audit Report in Form MR-3 furnished by Mr.
Chetan B Patel-M/s. Chetan Patel & Associates, Practicing
Company Secretaries for the Financial Year 2024-25 and it is
attached with the directors' report in Annexure D.

Reply to Observation of Secretarial Audit report

1. Regarding Non-composition of board of Director i.e.
delay in appointment of Independent director, the
management hereby filed the Clarification as per
Reg 17(1)(b) of SEBI (LODR)Regulation 2015 dated
12.03.2025 "The lapse in respect to the strength of
the Independent Director throughout the December
quarter was unavailability of candidate for the post of
Independent Director, The management was
rigorously searching but couldn't find appropriate
candidates for the post of Independent Director and
nothing has been done willfully or with malafide
intention. It is pertinent to note that company has now
appointed New independent director on 10th March
2025 which was intimated regarding the same to the
Stock exchange. It may be noted that the company
has now complied with the Regulation 17(1)(b) of
SEBI LODR Regulations, 2015

2. The amount of investment in shares of the Tirupati
Development (Uganda) Limited has been reported
as "Investment" in the Financial Statement as on

31/03/2025 because amount yet not received.
Further, due to non-availability of necessary
informations, the company is unable to file FLA
Returns. The company is continuously doing follow
up for the same from foreign entities in which
investments has been made by the company.

INTERNAL AUDITORS:

Pursuant to provisions of Section 138 and all other applicable
provisions of the Companies Act, 2013, read with the
Companies (Accounts) Rules, 2014, the Board of Directors
has re-appointed Mr. Dilip Suthar as an Internal Auditors of
the Company for the Financial Year 2024-25.

Issue of Equity Shares with Differential Rights, Sweat
Equity, ESOS, etc:

There is no issue of equity shares with/ without differential
Rights, sweat equity shares, Stock Option etc., hence there
was no change in the capital structure of the Company.

DETAILS IN RESPECT OF FRAUDS REPORTED BY
AUDITORS UNDER SUB-SECTION (12) OF SECTION 143:

There is no any offence of fraud that has been committed in
the company by its officers or employees of the company
during the year.

AMOUNT TRANSFER TO RESERVES:

During the financial year under review, the Company has not
transferred any amounts to reserves;

INTERNAL FINANCIAL CONTROL SYSTEM AND
COMPLIANCE FRAMEWORK:

The Company has an Internal Control System,
commensurate with the size, scale and complexity of its
operations. The internal financial controls are adequate and
are operating effectively so as to ensure the orderly and
efficient conduct of business operations. The Audit
Committee in consultation with the internal auditors
formulates the scope, functioning, periodicity and
methodology for conducting the internal audit. The internal
auditors carry out audit, covering inter alia, monitoring and
evaluating the efficiency & adequacy of internal control
systems in the Company, its compliance with operating
systems, accounting procedures and policies at all locations
and submit their periodical internal audit reports to the Audit
Committee. Based on the internal audit report and review by
the Audit committee, process owners undertake necessary
actions in their respective areas. The internal auditors have
expressed that the internal control system in the Company is
robust and effective. The Board has also put in place the
requisite legal compliance framework to ensure compliance
of all the applicable laws and that such systems are adequate
and operating effectively.

DETAILS OF SUBSIDIARY / ASSOCIATE COMPANIES:

There are no associate companies within the meaning of
Section 2(6) of the Companies Act, 2013 ("Act”). There was
one subsidiary company Tirupati Development (U) Ltd in
Uganda within the meaning of section 2(87) of the companies
Act, 2013.

During the year, no new companies have become
subsidiaries, JV or associate companies.

MEETINGS OF THE BOARD OF DIRECTORS:

The Directors of the Company met at regular intervals, the
gap between any two meetings was within the period
prescribed by the Companies Act, 2013 and the SEBI (Listing
Obligations & Disclosure Requirements) Regulations, 2015
as amended from time to time. The Notices of the Board
Meetings are given well in advance to all the Directors of the
Company.

During the year under review, 9 (Nine) Board meetings were
held, with a gap between Meetings not exceeding the period
prescribed under the Companies Act, 2013 and Rules made
thereunder. Details of Board and Board committee meetings
held during the year are given in the Corporate Governance
Report.

During the year under review, the Company has complied
with applicable Secretarial Standards issued by the Institute
of Company Secretaries of India (ICSI).

COMMITTEES OF THE BOARD:

Composition of Audit Committee of Directors, Nomination
and Remuneration Committee of Directors, Corporate Social
Responsibility Committee of Directors and Stakeholders
Relationship/Grievance Committee of Directors, number of
meetings held of each Committee during the financial year
2024-25 and meetings attended by each member of the
Committee as required under the Companies Act, 2013 are
provided in Corporate Governance Report and forming part of
the report.

The recommendations of the Audit Committee, as and when
made to the Board, have been accepted by it.

COMPANY’S POLICY ON DIRECTORS’ APPOINTMENT
AND REMUNERATION INCLUDING CRITERIA FOR
DETERMINING QUALIFICATIONS, POSITIVE
ATTRIBUTES, INDEPENDENCE OF A DIRECTOR AND
OTHER MATTERS PROVIDED UNDER SUB-SECTION (3)
OF SECTION 178:

The Company has adopted above mentioned policy, and it is
available in details in the "Investor Zone” in the website of the
company at http://www.tirupatisarjan.com.

THE CHANGE IN THE NATURE OF BUSINESS, IF ANY:

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

VIGIL MECHANISM AND WHISTLE BLOWER POLICY:

In accordance with Section 177 of the Companies Act, 2013
and Regulation 22 of SEBI (Listing Obligations and
Disclosures Requirements) Regulations, 2015, the Company
has constituted a Whistle Blower Policy/ Vigil Mechanism to
establish a vigil mechanism for the directors and employees
to report genuine concerns in such manner as may be
prescribed and to report to the management instances of
unethical behavior, actual or suspected fraud or violation of
the Company's code of conduct.

EVALUATION OF BOARD, COMMITTEES AND
INDIVIDUAL DIRECTORS:

In compliance with the Companies Act, 2013 and Regulation
17(10) of SEBI (Listing Obligations and Disclosure
Requirements), Regulations, 2015, the performance

evaluation of board, committees and individual directors was
carried out during the year under review.

PARTICULARS OF LOANS, GUARANTEES OR
INVESTMENTS UNDER SECTION 186

The details of the loan provided, and investments made, if
any, are as mentioned in the notes to accounts. The Company
has not provided any guarantee or security falling under
purview of Section 186 of the Companies Act, 2013 during the
financial year under review. The Loans granted have been
utilized by Company for their business purpose

PARTICULARS OF CONTRACTS OR ARRANGEMENTS
WITH RELATED PARTIES

All related party transactions that were entered into during the
year under review were in the ordinary course of business
and on an arm's length basis. The Company has not entered
into any contract/arrangement/transaction with related
parties which could be considered material in nature. All
Related Party Transactions are placed before the Audit
Committee and Board for approval. Prior omnibus approval of
the Audit Committee is obtained for the transactions which
are foreseen and repetitive in nature.

DIVIDEND DISTRIBUTION POLICY:

Pursuant to Regulation 43A of the SEBI (Listing Obligations
and Disclosure Requirements) Regulations, 2015, the top
five hundred listed entities based on market capitalization are
required to formulate the Dividend Distribution Policy.
Accordingly, your Company is not required to formulate the
Dividend Distribution Policy.

RISK MANAGEMENT POLICY:

The Company has laid down the procedures to inform the
Board about the risk assessment and minimization
procedures and the Board has formulated Risk Management
Policy to ensure that the Board, its Audit Committee and its
management should collectively identify the risks impacting
the Company's business and document their process of risk
identification, risk minimization, risk optimization as a part of a
risk management policy/ strategy. At present there is no
identifiable risk which, in the opinion, of the Board may
threaten the existence of the Company.

COROPRATE SOCIAL RESPONSIBILITY:

Information on Corporate Social Responsibility (CSR) Policy
and initiative taken by the Company during the financial year
2024-25, pursuant to Section 135 of the Companies Act, 2013
read with Rule 8 of the Companies (Corporate Social
Responsibility Policy) Rules, 2014 is annexed herewith and
forming part of the report. (Annexure-C). The policy is
available on the website of the Company on the web link:

"http://www.tirupatisarjan.com/OurPolicies.php”

CORPORATE GOVERNANCE REPORT:

As required by the Regulation 27 of SEBI (Listing Obligations
and Disclosures Requirements) Regulations, 2015 entered
into with the Stock Exchanges, a detailed report on Corporate
Governance is given as a part of the Annual Report. The
Company is in full compliance with the requirements and
disclosures that have to be made in this regard. The Auditors'
Certificate of the compliance with Corporate Governance

requirements by the Company is attached to the Report on
Corporate Governance. Report on Corporate Governance is
given in this Annual Report, herewith attached as Annexure-
B.

COMPLIANCE WITH THE PROVISIONS OF SEXUAL
HARASSMENT OF WOMEN AT WORKPLACE
(PREVENTION, PROHIBITION AND REDRESSAL) ACT,
2013

The Company is committed to uphold and maintain the dignity
of women employees and it has in place a policy which
provides for protection against sexual harassment of women
at work place and for prevention and redressal of such
complaints. The Company has also constituted an Internal
Compliance Committee in accordance with the provisions of
this Act. During the financial year under review, no complaints
pertaining to sexual harassment were received.

COST RECORD:

Pursuant to Rule 8 of the Companies (Accounts) Rules, 2014
read with Section 134 your Company has duly maintained the
cost records as per sub-section 1 of section 148 of
Companies Act, 2013.

MANAGEMENT DISCUSSION AND ANALYSIS REPORT:

As per Regulation 34 of SEBI (Listing Obligations and
Disclosure Requirements) Regulations 2015, a separate
section of management discussion and analysis out lining the
business of your Company forms part of this reports in
Annexure A.

CONSERVATION OF ENERGY, TECHNOLOGY
ABSORPTION AND FOREIGN EXCHANGE EARNING
AND OUTGO:

The information pursuant to Section 134(3)(m) of the
Companies Act, 2013, read with the Rule 8(3) of the
Companies (Accounts) Rules, 2014 as amended from time to
time relating the foregoing matter is given as under.

Your Company has taken necessary steps to conserve the
energy and to protect environment. Your Company is
continuously adapting to the new technology in the related
fields of business and thereby striving to optimize customer
satisfaction.

Foreign Exchange Earnings during the year:

Rs. NIL (C.Y.)

Rs. NIL (P.Y.)

Foreign Exchange Outgo during the year:

Rs. Nil (Same as Previous
Year)

STATEMENT OF BOARD OF DIRECTORS

Your directors confirm all the Independent Directors of the
Company during the year possess integrity, relevant
expertise and experience required to best serve the interests
of the Company. The Independent Directors have confirmed
compliance of relevant provisions of Rule 6 of the Companies
(Appointments and Qualifications of Directors) Rules, 2014.

THE DETAILS OF APPLICATION MADE OR ANY
PROCEEDING PENDING UNDER THE INSOLVENCY AND
BANKRUPTCY CODE, 2016 (31 OF 2016) DURING THE
YEAR ALONG WITH THEIR STATUS AS AT THE END OF
THE FINANCIAL YEAR.

No application made, or any proceeding is pending under the
Insolvency and Bankruptcy Code, 2016, during the financial
year ended March 31,2025.

PARTICULARS OF EMPLOYEES:

Details Pertaining to remuneration and other details as
required under Section 197 (12) of the Companies Act read
with Rule 5 of the Companies (Appointment and
Remuneration of Managerial Personnel) Rules, 2014, is
attached as Annexure E of this report.

IF ANY, AFFECTING THE FINANCIAL POSITION OF THE
COMPANY WHICH HAVE OCCURRED BETWEEN THE
END OF THE FINANCIAL YEAR OF THE COMPANY TO
WHICH THE FINANCIAL STATEMENTS RELATE AND THE
DATE OF THE REPORT:

There are no any material changes and commitments have
occurred during above mentioned time period which affect the
financial position of the company.

GENERAL:

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

The details of difference between amount of the valuation
done at the time of one-time settlement and the valuation
done while taking loan from the Banks or Financial Institutions
along with the reasons thereof.

DIRECTORS’ RESPONSIBILITY STATEMENT:

In accordance with the provisions of clause (c) of sub-section
(3) of Section 134 of the Companies Act, 2013 and to the best
of their knowledge and belief and according to the information
obtained by them, your Directors state that-

(a) In the preparation of the annual accounts, the
applicable accounting standards had been followed
along with proper explanation relating to material
departures;

(b) The directors had selected such accounting policies
and applied them consistently and made judgments
a nd estim ates that are reaso n a b l e 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 i.e. at 31st
March 2025 and of the profit and loss of the company
for that period;

(c) 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) The directors had prepared the annual accounts on a
going concern basis:

(e) The directors had laid down internal financial

controls to be followed by the company and that such internal financial controls are adequate and were operating
effectively.

(f) 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.

DECLARATION OF INDEPENDENT DIRECTORS: -

The Company has received a declaration from the Independent Directors that they meet the criteria of independence as per
section 149 of the companies Act, 2013.

DETAILS OF SIGNIFICANT & MATERIAL ORDERS PASSED BY THE REGULATORS OR COURTS OR TRIBUNAL

There are no significant material orders passed by the Regulators / Courts which would impact the going concern status of the
Company and its future operations.

COMPLIANCE WITH SECRETARIAL STANDARDS:

Your directors confirm that the Secretarial Standards issued by the Institute of Companies Secretaries of India, as applicable to
the Company, have been duly complied with.

WEB ADDRESS OF ANNUAL RETURN

Pursuant to Section 92 of the Act read with the applicable Rules, the Annual Return for the year ended 31st March 2025 will be
accessed on the Company's website at https://www.tirupatisarjan.com/annual-report.html.

APPRECIATION & ACKNOWLEDGEMENT:

Your Directors would like to express their sincere appreciation for the assistance and co-operation received from the Banks,
Government Authorities, Customers, and Shareholders during the year. Your directors also wish to take on record their deep
sense of appreciation for the committed services of the employees at all levels, which has made our Company successful in the
business.

BY ORDER OF THE BOARD
FOR TIRUPATI SARJAN LIMITED

Sd/-

JITENDRA ISHWARLAL PATEL

Place: Ahmedabad Chairman

Date: 17/07/2025 DIN: 00262902