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Company Information

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UNITED LEASING & INDUSTRIES LTD.

20 May 2026 | 12:00

Industry >> Finance & Investments

Select Another Company

ISIN No INE357P01014 BSE Code / NSE Code 507808 / UNTTEMI Book Value (Rs.) 23.05 Face Value 10.00
Bookclosure 28/09/2024 52Week High 52 EPS 0.38 P/E 100.53
Market Cap. 11.31 Cr. 52Week Low 30 P/BV / Div Yield (%) 1.64 / 0.00 Market Lot 50.00
Security Type Other

DIRECTOR'S REPORT

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

Your Directors have great pleasure in presenting the 41st Annual Report together with the Audited Annual
Accounts of the Company for the financial year ended on 31st March, 2025.

1. FINANCIAL RESULTS:

The summarized financial results of the Company for the year ended 31ST March, 2025 and for the previous
year ended 31ST March, 2024 are as follows:

Particulars

31st March, 2025

31st March, 2024

Revenue from Operations

785.28

719.59

Other Income

18.65

6.60

Total Revenue

803.93

726.19

Total Expenses

787.19

717.80

Profit/(Loss) before Tax

16.74

8.39

Tax Expenses

- Current Tax

. 1.63

-

- Adjustments of tax relating to earlier periods

'2.09

-

- Deferred tax expense / (credit)

1.75

' -

Profit/ (Loss) for the year

11.26

8.39

Earnings Per Share

-Basic

0.38

0.28

-Diluted

0.38

0.28

2. PERFORMANCE HIGHLIGHTS:

During the year under review, the Company recorded a total operational income of ^7,85.28 Lakhs and
achieved a net profit of ^11.26 Lakhs for the financial year ended March 31, 2025.

The Company remains focused on strengthening its position in the specialty segment, with particular emphasis
on the embroidery business. Strategic efforts in this area are expected to yield positive results in the coming
years. These initiatives are aligned with our long-term vision and are expected to accelerate business
momentum and contribute to sustained growth in the future.

3. SHARE CAPITAL:

During the year under review, there was no change in the Company’s issued, subscribed and paid-up equity
share capital.

4. DIVIDEND:

The Board of Directors of the Company has not recommended any dividend during the year after reviewing
Financial Statements of the Company.

5. RESERVE:

The Board of Directors has decided to retain the entire amount of profit in the profit and loss account.
Accordingly, the Company has not transferred any amount to the ‘Reserves’ for the year ended March 31,
2025.

6. DEPOSITS:

During the year under review, Company has not invited, accepted or renewed any deposit from the public in
terms of the provisions of Section 73 to 76 or any other relevant provisions of the Companies Act, 2013 and
the rules made there under. Accordingly, the requirement to furnish details relating to deposits covered under
Chapter V of the Companies Act, 2013 does not arise.

7. CHANGE IN NATURE OF BUSINESS:

During the year under review, there was no significant changes was made in the nature of the company.

8. MATERIAL CHANGES AND COMMITMENTS AFFECTING THE FINANCIAL POSITION OF
THE COMPANY:

During the Year under review there were no material changes and commitments which affect the financial
position of the Company. An ease of doing business can give an add on to the Company to create the
sustainable growth and development.

9. SUBSIDIARY, ASSOCIATE AND JOINT VENTURE:

During the year under review, the Company does not have any Subsidiary, Associate and Joint Venture.

10. SECRETARIAL STANDARDS:

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

11. DIRECORS AND KEY MANAGERIAL PERSONNEL:

Following are the details of Directors and Key Managerial Personnel (KMP) ofthe Company as on 31st March,
2025:

DIN No./ ACS
No.

Name of the
Director/KMP

Designation

Date of
Appointment

Date of
Resignation

01251582

Ashish Khanna

Managing Director

11/10/2023

-

01860038

Aditya Khanna

Director

11/10/2023

-

00207839

Anil Kumar
Khanna

Director

11/05/2020

-

00590936

Suman Kapur

Independent Director

09/09/2020

-

10373390

Deepak Gupta

Independent Director

28/09/2024

14/05/ 2025

10373388

Kavita Kumari

Independent Director

28/09/2024

14/05/ 2025

06918651

Harish Rawat

Director & CFO

28/09/2024

29/05/2025

A74852

Manav Kamra

Company Secretary and
compliance Officer

05/12/2024

CHANGE IN BOARD OF DIRECTORS DURING THE RELEVENT PERIOD:

i. Mr. Deepak Gupta Independent Director of the Company has been resigned from the company dated
on 14th May, 2025.

ii. Ms. Kavita Kumari Independent Director of the Company has been resigned from the company dated
on 14th May, 2025.

iii. Ms. Sonia Vaid has been appointed as Additional Independent Women Director of the Company dated
on 29th May, 2025.

iv. Mr. Anil Kumar Khanna designation has been changed to Non-Executive Non Independent Director
of the company dated on 29th May, 2025

CHANGE IN KEY MANAGERIAL PERSONNEL DURING THE RELEVENT PERIOD:

i. Mr. Nishant T omar Company Secretary and Compliance Officer of the company has been resigned from
the company dated on 23rd August, 2024.

ii. Mr. Manav Kamra has been appointed as Company Secretary and Compliance Officer of the company
dated on 05th December, 2024.

iii. Mr. Harish Rawat Director & Chief Finance officer of the Company has been resigned from the
company dated on 29th May, 2025.

iv. Mr. Ashish Khanna has been appointed as a Chief Financial Officer (CFO) of the Company dated on
29th May, 2025.

12. DIVERSITY OF THE BOARD:

The Company believes that diversity is important to the work culture at any organization. In particular, a
diverse Board, among others, will enhance the quality of decisions by utilizing different skills, qualifications
and professional experience for achieving sustainable and balanced development.

All the Independent Directors of your Company have given declarations that they meet criteria of
Independence as prescribed both under the Act and Securities and Exchange of Board of India (Listing
Obligations and Disclosure Requirements), Regulations 2015.

13. MEETINGS OF THE BOARD:

The Board meets at regular intervals to discuss and take a view of the Company’s policies, strategy and other
Board matters. The notice for Board Meetings is given well in advance to all the Directors.

The Board of Directors met 6 times during the financial year ended March 31, 2025, in accordance with the
provisions of the Companies Act, 2013 and rules made thereunder. The intervening gap between two board
meetings was within the period prescribed under the Companies Act, 2013 and as per Secretarial Standard-1.
The prescribed quorum was presented for all the Meetings and Directors of the Company actively participated
in the meetings and contributed valuable inputs on the matters brought before the Board of Directors from time
to time.

06 Board Meetings were held as under:

Date of Meetings

Board Strength

No. of Directors present

30th May, 2024

07

06

14th August, 2024

07

07

29th August, 2024

07

07

12th November, 2024

07

07

05th December, 2024

07

07

14th February, 2025

07

07

14. MEETINGS OF INDEPENDENT DIRECTORS:

The Company’s Independent Directors meet at least once in every year without the presence of Non¬
Independent Directors and Management Personnel. Such meetings are conducted to enable Independent
Directors to discuss matters pertaining to the Company’s affairs and put forth their views to the other
Independent Directors. Independent Directors take appropriate steps to present their views to the Board.

The Independent directors met One time during the financial year 2024-25 on Friday, 14th February, 2025.

15. MANAGEMENT’S DISCUSSION AND ANALYSIS REPORT:

Management’s Discussion and Analysis Report for the year under review, as stipulated under the Securities
and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015, (“Listing
Regulations”) is presented in a separate section, forming part of the Annual Report as an Annexure A under
the board report.

16. AUDITOR AND AUDITOR’S REPORT

> Statutory Auditors:

In terms of provisions of Section 139 of the Companies Act, 2013, M/S. RK Bhalla & Co., Chartered
Accountants (Firm Registration No.024798N) are the Statutory Auditors of the Company. They were
appointed as the Statutory Auditors of the Company in the 40th Annual General Meeting for a period of 5
years i.e. till the conclusion of 45th Annual General Meeting to be held in the financial year 2029.

The reports of Statutory Auditors on Financial Statements for the FY 2024-25 forms part of the Annual Report.
There are no qualifications, reservations, adverse remarks, disclaimer or emphasis of matter in the Auditors’
Reports.

> Secretarial Auditors:

In terms of the provision of the Section 204 of the Act read with Companies (Appointment and Remuneration
of Managerial Personnel) Rules, 2014, M/s. Prachi Bansal and Associates, Company Secretaries in practice
holding Membership No. 43355and COP No. 23670, are the Secretarial Auditors of the Company pursuant to
the provisions of Section 204 of the Companies Act, 2013.

The Report of the Secretarial Auditors (Form MR-3) for Financial Year ended on 31st March, 2025 is being
annexed to the Report as per Annexure B under the board report.

> Internal Auditors:

M/s Pankaj Sachdeva & Co., (Firm Registration No. 039532N) was appointed as Internal Auditor of the
Company for the financial year 2024-2025 on August 29th, 2024 pursuant to the provisions of Section 138 of
the Companies Act, 2013 read with the Rule 13 of the Companies (Accounts) Rules, 2014.

The Report of the Internal Auditors is reviewed by the Audit Committee.

17. CORPORATE SOCIAL RESPONSIBILITY (CSR):

As per section 135 of the companies Act 2013 Corporate Social Responsibility are not applicable for our
company.

In pursuance of the Companies Act, 2013 and the Companies (Corporate Social Responsibility) Rules, 2014,
the above rules are not applicable to the company during the year as the company has not earned the adequate
profit in this financial Year 2024-25.

18. PARTICULARS OF LOANS AND GUARANTEES AND INVESTMENTS:

Details of Loans, Guarantees and Investments cover under the Provisions of Section 186 of the Companies
Act, 2013 are given in the accompanying Financial Statements.

19. EXTRACTS OF ANNUAL RETURN:

The extracts of the Annual Return as per section 92(3) of the Companies Act, 2013 and rule 12(1) of the
Companies (Management and Administration) Rules, 2014 will be available on the Company's website
www.ulilltd.com.

20. INDEPENDENT DIRECTORS’ DECLARATION

Independent Directors have submitted their disclosures to the Board that they fulfill 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.

These declarations confirm that they are independent of the management and possess the requisite integrity,
expertise, and experience to serve on the Board as Independent Directors. The Board of Directors places on
record its deep appreciation for the valuable contributions made by the Independent Directors in guiding the
Company towards sustained growth and governance excellence.

21. DISCLOSURE ON THE NOMINATION AND REMUNERATION POLICY OF THE COMPANY
PURSUANT TO SECTION 134(3)(e) AND SECTION 178(3)

The Company’s Policy on Director’s appointment and remuneration including criteria for determining
qualifications, positive attributes, independence of a Director and other matters as provided under Section
178(3) of the Companies Act, 2013 can be accessed on the Company’s website at
https://www.ulilltd.com/.

• The Objective of the Policy is to ensure that the level and composition of remuneration is reasonable and
sufficient to attract, retain and motivate Directors of the quality required to run the Company successfully.

• Relationship of remuneration to performance is clear and meets appropriate performance benchmarks and

• Remuneration to Directors, Key Managerial Personnel and Senior Management involves a balance
between fixed and incentive pay reflecting short- and long-term performance objectives appropriate to
the working of the Company and its goals.

22. CORPORATE GOVERNANCE REPORT:

In terms of Regulation 15(2) ofthe Securities and Exchange Board of India (Listing Obligations and Disclosure
Requirements) Regulations, 2015 the compliance with 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 of SEBI (Listing Obligation and Disclosure
requirements) 2015 are not applicable to the Company.

23. DEMATERIALISATION OF SHARES:

The shares in the Company are under compulsory dematerialized trading. The Company's ISIN No. is
INE357P01014. The number of shares dematerialized as on 31.03.2025 are as follows:

NSDL : 1082769 Shares

CDSL : 91854 Shares

24. COMMITTEES OF THE BOARD

The Committees of the Board focus on certain specific areas and make informed decisions in line with the
delegated authority.

The following Committees constituted by the Board function according to their respective roles and defined
scope:

> Audit Committee

> Nomination and Remuneration Committee

> Stakeholder Relationship Committee

> Share Transfer/ Transmission Committee

? AUDIT COMMITTEE:

The Audit Committee comprises of three (3) members, two (2) of them are independent non-executive directors
and one (1) is executive director. The Committee’s composition and terms of reference meet with requirements
of Section 177 of the Companies Act, 2013 and Listing Regulations.

Composition of the Audit Committee

The committee comprises the following directors as on 31st March, 2025:

Name

Designation

Chairperson/ Member

No. of meeting(s)
attended

Mr. Suman Kapur

Independent Director

Chairman

4

Mr. Deepak Gupta

Independent Director

Member

4

Mr. Harish Rawat

Executive Director

Member

4

All the members of the Committee have accounting and financial management expertise. The Company
Secretary is the secretary to the committee.

The Audit Committee has been authorized to look after the following major functions:

i. To recommend for appointment, remuneration and terms of appointment of auditors of the company;

ii. To review and monitor the auditor’s independence and performance, and effectiveness of audit process;

iii. To examine the financial statement and the auditors’ report thereon;

iv. To approve or any subsequent modification of transactions of the company with related parties;

v. To conduct scrutiny of inter-corporate loans and investments;

vi. To evaluate undertakings or assets of the company, wherever it is necessary;

vii. To evaluate internal financial controls and risk management systems;

viii. To monitor the end use of funds raised through public offers and related matters.

ix. To call for the comments of the auditors about internal control systems, the scope of audit, including the
observations of the auditors and review of financial statement before their submission to the Board and to
discuss any related issues with the internal and statutory auditors and the management of the company.

x. To investigate into any matter in relation to the items specified in or referred to it by the Board and for
this purpose shall have power to obtain professional advice from external sources and have full access to
information contained in the records of the company.

The Audit Committee functions in accordance with the terms of reference specified by the Board of Directors
and ensures the integrity of the Company's financial reporting process, compliance with legal and regulatory
requirements, and the adequacy of internal control systems.

During the financial year 2024-2025 Four (4) meeting of Audit Committee were held as under:-

? 30th May, 2024,

? 14th August, 2024,

? 12th November, 2024

? 14th February, 2025

? NOMINATION & REMUNERATION COMMITTEE:

The Nomination & Remuneration Committee constituted by the Board of Directors consists of 3 non-executive
independent/non independent directors. The Committee’s composition and terms of reference meet with
requirements of Section 178 of the Companies Act, 2013 and Listing Regulations. The Members of the
Nomination & Remuneration Policy possess sound knowledge/expertise/exposure.

Composition of the Nomination and Remuneration Committee

The committee comprises the following directors as on 31st March, 2025:

Name

Designation

Chairperson

/Member

No. of meeting(s)
attended

Mr. Suman Kapur

Independent Director

Chairman

2

Mr. Deepak Gupta

Independent Director

Member

2

Mrs. Kavita Kumari

Independent Director

Member

2

The Committee has been authorized to look after following major functions:

1. To identify persons who are qualified to become directors and who may be appointed in senior management
in accordance with the criteria laid down, recommend to the Board their appointment and removal and shall
carry out evaluation of every director’s performance.

2. To formulate the criteria for determining qualifications, positive attributes and independence of a director
and recommend to the Board a policy, relating to the remuneration for the directors, key managerial personnel
and other employees.

3. To ensure that—

(a) the level and composition of remuneration is reasonable and sufficient to attract, retain and motivate
directors of the quality required to run the company successfully;

(b) relationship of remuneration to performance is clear and meets appropriate performance benchmarks; and

(c) remuneration to directors, key managerial personnel and senior management involves a balance between
fixed and incentive pay reflecting short and long-term performance objectives appropriate to the working of
the company and its goals.

(d) The policy so framed by the said Committee shall be disclosed in Board’s Report to shareholders.

During the financial year 2024-2025 Two (2) meeting of Nomination and Remuneration Committee were held
as under: -

? 29th August, 2024,

? 05th December, 2024

? STAKEHOLDER RELATIONSHIP COMMITTEE:

The Stakeholders Relationship Committee meets with the requirement of Section 178 of the Companies Act,
2013 and Listing Regulations. The Stakeholders Relationship Committee is mainly responsible to review all
grievances connected with the Company’s transfer of securities and Redressal of shareholders / Investors /
Security Holders Complaints.

Brief description of terms of reference:

To approve issue of duplicate Share Certificate and to oversee and review all matters connected with transfer
of Company’s Securities and to resolve concerns/complaints/ grievances of the security holders including
complaints related to transfer/transmission of shares, non-receipt of annual report, non-receipt of declared
dividends, issue of new/duplicate certificates, general meetings etc.

Composition of the Stakeholders Relationship Committee

The committee comprises the following directors as on 31st March, 2025:

Name

Designation

Chairperson/ Member

No. of meeting(s)

attended

Mr. Suman Kapur

Independent Director

Chairman

1

Mr. Anil Kumar Khanna

Executive Director

Member

1

Mr. Harish Rawat

Executive Director

Member

1

During the financial year 2024-2025 One (1) meeting of Stakeholders Relationship Committee were held as
under:

? 14th August, 2024

? SHARE TRANSFER/ TRANSMISSION COMMITTEE

Board of Directors of the company in its meeting dated 12th November, 2025 constituted the Share Transfer/
Transmission Committee which comprises of following members as on date:

Name

Designation

Chairperson/Member

Mr. Ashish Khanna

Managing Director

Chairperson

Mr. Suman Kapur

Independent Director

Member

Mr. Aditya Khanna

Executive Director

Member

25. RELATED PARTY TRANSACTIONS:

None of the transactions with any of related parties were in conflict with the (AS Company's interest. Suitable
disclosures as required by the Accounting Standard 18 18) issued by The Institute of Chartered Accountants
of India (The ICAI) have been made in the notes to the Financial Statements.

All related party transactions are negotiated on an arms-length basis and are in the ordinary course of business.
Therefore, the Provisions of Section 188(1) of the Companies Act, 2013 has been in compliance. Further the
board of the company has given its approval to transaction with the related parties.

Pursuant to Sections 134(3), 188(1) of the Companies Act, 2013 read with Rule 8(2) of the Companies
(Accounts) Rules, 2014 the particulars of contracts/arrangements entered into by the Company with related
parties referred to in sub-section (1) of section 188 of the Companies Act, 2013 in Form AOC-2 are provided
under Annexure-C under the board report.

26. CFO CERTIFICATION

As required under SEBI (Listing Obligations and Disclosure Requirements) Rules 2015, the Chief Financial
Officer have furnished necessary certificate to the Board on the financial statements presented for the year
ended 31st March 2025. The Certificate s is annexed as to the Report as per Annexure ’D’.

27. DETAILS IN RESPECT OF FRAUD

During the year under review, the Statutory Auditor in their report have not reported any instances of frauds
committed in the Company by its Officers or Employees under section 143(12) of the Companies Act, 2013.

28. PERFORMANCE EVALUATION:

In compliance with the provisions of the Act, and SEBI (Listing Obligation and Disclosure Requirements)
Regulations, 2015, the performance evaluation was carried out as under:

? Board

In accordance with the criteria suggested by the Nomination and Remuneration Committee, the Board of
Directors evaluated the performance of Board, having regard to various criteria such as Board Composition,
Board processes, Board dynamics, etc. The Independent Directors at their spate meeting also evaluated the
performance of Board as whole based on various criteria. The Board and the Independent Directors were of the
view that performance of the Board of Directors as whole was satisfactory.

? Committees of the Board:

The performance of Audit Committee, Nomination and Remuneration Committee, the Stakeholders
Relationship Committee, Share Transfer/ Transmission Committee was evaluated by the Board having regard
to various criteria. The Board was of the view that all the committees were performing their functions
satisfactorily.

? Individual Directors

In accordance with the criteria suggested by the Nomination and Remuneration Committee, the performance
of each director was evaluated by the entire Board of Directors (excluding the director being evaluated) on
various parameters.

Independent Directors, at their separate meeting, have evaluated the performance of Non independent Directors
and the Board as a whole; and of the Chairman of the Board, taking into account the views of other Directors;
and assessed the quality, quantity and timeliness of flow of information between the Company’s Management
and the Board that is necessary for the Board to effectively and reasonably perform their duties. The Board
and the Independent Directors were of the view that performance of the all the Directors as a whole was
satisfactory.

The evaluation framework for assessing the performance of the Directors includes the following broad
parameters:

> Relevant expertise;

> Attendance of Directors in various meetings of the Board and its Committees;

> Effective participation in decision making process;

> Objectivity and independence;

> Level of awareness and understanding of the Company’s business;

> Professional conduct of the directors in various meetings of the Board and its committees;

> Compliance with the Code of Conduct of the Company;

> Ability to act in the best interest of the Company.

29. VIGIL MECHANISM AND WHISTLE BLOWER POLICY:

The Company has adopted a Whistle Blower policy, to provide a formal mechanism to the Directors and
employees of the Company for reporting genuine concerns about unethical practices and suspected or actual
fraud or violation of the code of conduct of the Company as prescribed under the Companies Act, 2013,
Regulation 22 of the Listing Obligation and Disclosure Requirements, 2015.

This Vigil Mechanism shall provide a channel to the employees and Directors to report to the management
concerns about unethical behavior, and also provide for adequate safeguards against victimization of persons
who use the mechanism and also make provision for direct access to the chairperson of the Audit Committee
in appropriate or exceptional cases. It is affirmed that no personnel of the company have been denied access
to the Audit Committee.

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

The Company has less than ten number of employees therefore the company is not required to constitute/ re¬
constitute Internal Complaints Committee (ICC), however if any case recorded in that case the reporting shall
be made with Local Complaint Committee.

During the year under review, there were no cases filed pursuant to the Sexual Harassment of Women at
Workplace (Prevention, Prohibition and Redressal) Act, 2013.

Number of complaints of sexual harassment received in the year NIL

Number of complaints disposed off during the year NIL

Number of cases pending for more than ninety days NIL

31. ENERGY CONSERVATION, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE
EARNINGS & OUTGO:

The Company does not belong to the category of power intensive industries and hence consumption of power
is not significant. However, the management is aware of the importance of conservation of energy and also
reviews from time to time the measures taken/ to be taken for reduction of consumption of energy.

During the year, your Company was running successfully its embroidery unit in Gurugram comprising 4
computerized, high quality embroidery machines. The Company sold out the less efficient machines and in the
process of phasing out the less efficient machines in the coming years.

FOREIGN EXCHANGE EARNINGS AND OUTGO

Total Foreign exchange earned : Nil

Total Foreign exchange used : Nil

32. PARTICULARS OF EMPLOYEES PURSUANT TO THE SECTION 197 (12) OF COMPANIES ACT
AND RULE 5(1), 5(2) AND 5(3) OF COMPANIES (APPOINTMENT AND REMUNERATION OF
MANAGERIAL PERSONNEL) RULES, 2014:

The information required pursuant to Section 197 read with Rule 5 of The Companies (Appointment and
Remuneration of Managerial Personnel) Rules, 2014 and Companies (Particulars of Employees) Rules, 1975,
in respect of employees of the Company and Directors is furnished hereunder:

Sr. No.

PARTICULARS

REMARKS

1.

The ratio of the remuneration of each Director to
the median remuneration of the employees of the
Company for the financial year.

N.A.

2

The percentage increase in remuneration of each
Director, Chief Financial Officer, Chief Executive
Officer, Company Secretary or Manager, if any, in
the financial year.

3

The percentage increase in the median
remuneration of employees in the financial year.

4

Average percentile increases already made in the
salaries of employees other than the managerial
personnel in the last financial year and its
comparison with the percentile increase in the
managerial remuneration and justification thereof
and point out if there are any exceptional
circumstances for increase in the managerial
remuneration.

5

Affirmation that the remuneration is as per the
remuneration policy of the Company

6

The number of Permanent employees on the Pay
Rolls of the Company

7

Statement of Particulars of Employees pursuant to the Section 197 (12) of Companies Act and Rule
5(2) of Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014

a) Details of the employees employed throughout the Financial Y ear, was in receipt of remuneration for that
year which, in the aggregate, was not less than one crore rupees and two lakh rupees.

Nil

b) Details of the employees employed for a part of the Financial Year and was in receipt of remuneration for
any part of that year, at a rate which, in the aggregate, was not less than eight lakh and fifty thousand
rupees per month;

Nil

c) If employed throughout the Financial Year or part thereof and was in receipt of remuneration in that year
which, in the aggregate, or as the case may be, at a rate which, in the aggregate, is in excess of that drawn
by the Managing Director or Whole-time Director or Manager and holds by himself or along with his
spouse and dependent children, not less than two percent of the equity shares of the Company.

Nil

33. RISK MANAGEMENT POLICY:

Pursuant to the provisions of Section 134(3)(n) of the Companies Act, 2013, the Company has a structured
Risk Management Policy duly approved by the Board of Directors. The Risk Management process is designed
to safeguard the Company from various risks through adequate and timely actions. It is designed to anticipate,
evaluate and mitigate risks in order to minimize its impact on the business of the Company. The potential risks
are integrated with management process such that they receive the necessary consideration during the decision
making. It has been dealt in greater detail in Management Discussion and Analysis Report annexed to this
Report

34. WEBSITE OF THE COMPANY:

Company maintains a website https://www.ulilltd.com/ in where detailed information of the Company and
specified details in terms of the Companies Act, 2013 and SEBI (Listing Obligations & Disclosure
Requirements) Regulations, 2015 have been provided.

35. MAINTENANCE OF COST RECORDS

The Company falls within the limits specified in Section 148 of the Companies Act, 2013 and rule 3 of the
Companies (Cost Records and Audit) Rules, 2014 identifying the Companies who are required to keep Cost
Records, undergo a Cost Audit, and submit a Cost Audit Report. Hence the provisions with respect to
maintenance and submission of Cost Records and Cost Audit are not applicable to the Company.

36. LISTING FEES

The Listing Fees for the financial year 2024-25 has been paid by the Company to BSE Limited i.e. the Stock
Exchange where shares of the Company are listed.

37. INTERNAL FINANCIAL CONTROLS:

The Company has adequate system of internal financial controls to safeguard and protect the Company from
loss, unauthorized use or disposition of its assets. All the transactions are properly authorized, recorded and
reported to the Management. The Company is following the applicable Accounting Standards for properly

maintaining the books of accounts and reporting financial statements. The internal financial controls have been
embedded in the business processes.

Assurance on the effectiveness of internal financial controls is obtained through management reviews,
continuous monitoring by functional leaders as well as testing of the internal financial control systems by the
internal auditors during the course of their audits. The Audit Committee reviews adequacy and effectiveness
of Company’s Internal Controls and monitors the implementations of audit recommendations.

38. SIGNIFICANT AND MATERIAL ORDERS PASSED BY THE COURTS/ TRIBUNAL:

There is no significant and material order passed by the Regulators or Courts or Tribunals impacting the going
concern status and Company's operations in future.

However, during the year, BSE imposed a monetary penalty of ^24,76,820/- (Inclusive of 18% G.S.T.) on the
Company. The Company subsequently submitted a waiver application to BSE, which was duly considered and
accepted. Pursuant to the acceptance of the waiver request, the net amount payable was reduced to ^10,07,720/-
(Inclusive of 18% G.S.T.), which was paid by the Company on 14th August, 2025.

39. INSOLVENCY & BANKRUPTCY CODE/ SETTLEMENT:

No proceedings are made or pending under the Insolvency and Bankruptcy Code, 2016 and there is no instance
of one-time settlement with any Bank or Financial Institution.

40. DIRECTORS' RESPONSIBILITY STATEMENT:

To the best of their knowledge and belief and according to the explanations obtained by them, your Directors
make the following statements in terms of Section 134(3) (c) of the Companies Act, 2013:

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

(ii) The Directors 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 March 31, 2025 and the profit of the
company for that period;

(iii) The Directors have been 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 / detecting fraud and other irregularities;

(iv) The Directors have prepared the annual accounts on a going concern basis.

(v) The Directors, in case of listed Company, have laid down internal financial controls to be followed
by the company and that such financial controls are adequate and operating effectively.

(vi) The Directors have devised proper systems to ensure compliance with the provisions of all applicable
laws and that such systems were adequate and operating effectively.

41. 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.

The disclosure under this clause is not applicable as the Company has not undertaken any one-time settlement
with the banks or financial institutions.

42. MATERNITY BENEFIT

The Company affirms that it is in full compliance with the provisions of the Maternity Benefit Act, 1961, as
amended from time to time. The Company is committed to fostering a supportive and inclusive work
environment, and ensures that all relevant policies and practices are regularly reviewed and aligned with the
applicable statutory requirements.

ACKNOWLEDGEMENT:

Your directors wish to express their grateful appreciation for the valuable support and co-operation received
from sub-brokers, business associates, vendors, bankers, financial institutions, investors, stakeholders,
registrar and share transfer agent, other business affiliates and media.

The Board places on record its sincere appreciation towards the Company’s valued clients for the support and
confidence reposed by them in the organization and the stakeholders for their continued co-operation and
support to the company and looks forward to the continuance of this supportive relationship in future.

Your directors also place on record their deep sense of appreciation for the devoted services of the employees
during the year under review.

For and on behalf of the Board
United Leasing and Industries Limited

Date: 02.09.2025 Sd/- Sd/-

Place: Delhi Aditya Khanna Ashish Khanna

Director Managing Director

DIN: 01860038 DIN: 01251582