LETTER HEAD OF THE COMPANY
DIRECTOR’S REPORT
To,
The Members,
Your directors are pleased in presenting their 00 (IN WORDS) Directors Report on the business and
operations of your Company together with the Audited Financial Statements and the Auditors’ Report of
your Company for the financial year ended, 31st March, 2025.
The summarized financial results for the year ended 31st March, 2025 are as under:-
FINANCIAL SUMMARY (STANDALONE)
(Amount in Rs.)
Particulars 2024-2025 2023-2024
Total Revenue 00.00 00.00
Profit / Loss before depreciation and Tax 00.00 00.00
Less:- Depreciation 00.00 00.00
Profit/Loss before Tax 00.00 00.00
Less-Current year tax 00.00 00.00
Deferred Tax 00.00 00.00
Profit/ Loss for the year 00.00 00.00
INDUSTRY SCENARIO AND STATE OF COMPANY’S AFFAIRS
The Performance of your Company during F.Y 2024-2025 is given above.
The Company has closed its books of account with a PROFIT of Rs. 00.00/- (Rupees XXXXXXXXX
Only) for the financial year ended 31.03.2025 as compared to the Loss of Rs. of Rs. 00.00/- (Rupees
XXXXXXXXX Only) for the financial year ended 31.03.2024.
CHANGE IN THE NATURE OF BUSINESS
There is no change in the nature of the business of the Company during the year.
CHANGE IN THE REGISTERED OFFICE OF THE COMPANY
There was no change in the registered office of the company during the financial year 2024-2025.
DIVIDEND
As the Company has not made adequate profits during the year, the Directors of your Company do not
recommend any dividend for the financial year ended March 31, 2025.
CAPITAL STRUCTURE
During the year under consideration, the Company has not changed its capital structure and the authorized
and paid-up share capital as on 31st March 2025 stands as follow:
The Authorized Share Capital of the Company is Rs. 00.00 (In words Only) divided into 00.00 (In words
Only) Equity Shares of Rs. 10/- each.
During the F.Y. 2024-2025, the Paid-up Share capital of the Company stands as Rs. 00.00 (In words Only)
divided into 00 (In words Only) Equity Shares of Rs. 10/- each.
HOLDING/SUBSIDIARY/ASSOCIATE COMPANIES
The details of holding company of the Company are given below:
S.N. Shareholder’s Name Address Number of % of holding
Shares of Rs.
10 each
CS DILIP KUMAR
1 SDFAS 00.00 0%
CHOUDHARY
CS DILIP KUMAR
2. SDFAS 00.00 0%
CHOUDHARY
AMOUNT TRANSFERED TO RESERVES
Your directors do not propose to carry any reserve during the financial year ended March 31, 2025.
DIRECTORS
Your Company’s Board comprises of the following directors: -
Directors/Signatory Details
DIN/PAN Name Begin date End date
00000000 XXXXXXXXX 00/00/0000 -
00000000 XXXXXXXXX 00/00/0000 -
00000000 DILIP KUMAR CHOUDHARY 00/00/0000 -
MEETINGS OF THE BOARD OF DIRECTORS
The Board of Directors of the Company met “00” times during the year under review on 00/00/0000,
00/00/0000, 00/00/0000 and 00/00/0000in respect of which proper notices were given and the proceedings
were properly recorded, signed and maintained in the minute’s book kept by the Company for the purpose.
The intervening period between the Board Meetings were well within the maximum time between the two
meetings prescribed under section 173 of the Companies Act, 2013 and special Measures under companies
act in view of Covid outbreak.
The annual calendar of meetings is broadly determined at the beginning of each year. The details of the
meetings held during the year are as under:
S. Name of the Directors Category No. of No. of meetings Last AGM
No. meetings held attended attendance
1. Director 4 4 Present
XXXXXXXXX
2. XXXXXXXXX Director 4 4 Present
DILIP KUMAR
3 Director 4 4 Present
CHOUDHARY
COMMITTEES OF THE BOARD OF DIRECTORS OF THE COMPANY
There is no committee constituted in the company as the same is not applicable.
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MEETINGS OF THE MEMBERS
The Last i.e. the 00th Annual General Meeting of the Company for the financial year 2023-2024 was held
on 30/09/2024 at the Registered Office of the Company.
Particulars of the Extra-Ordinary General Meeting of the Company held during the year
There was no Extra Ordinary General Meeting held during the year under consideration.
PARTICULARS OF LOANS, GUARANTEES OR INVESTMENTS MADE UNDER SECTION 186
OF THE COMPANIES ACT, 2013
During the year under review, there are no particulars of loans, guarantees or investments made under
section 186 of the Companies Act, 2013.
MATERIAL CHANGES AND COMMITMENTS 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 have been no material changes and commitments affecting the financial position of the Company
between the end of the financial year and the date of this report.
DETAILS OF SIGNIFICANT AND MATERIAL ORDERS PASSED BY THE REGULATORS OR
COURTS OR TRIBUNALS IMPACTING THE GOING CONCERN STATUS AND COMPANY’S
OPERATION IN FUTURE
No significant and material orders were passed by the regulators or courts or tribunals which affect the
going concern status and future operation of the Company.
PARTICULARS OF CONTRACTS OR ARRANGMENTS MADE WITH THE RELATED
PARTIES
During the financial year under review, the provision of section 188 is not applicable to the Company. The
Company has entered into contracts/arrangements with its related parties, details of such contracts are given
below.
Sl. Name(s) of the related party nature of Nature of Duration of the terms of the Date Amount
No. relationship contracts/arrang contracts/ contracts/arrang (s) paid as
ements/ arrangements/tr ements/ of advances, if
transactions ansactions transactions appr any
including the oval
value, if any by
the
Boar
d, if
any
DSFASDFASDF
1. ASD
2. SDFASDFASD
The details of related party transactions as required under provisions of section 134(3) of the Companies
Act 2013 are provided in Form AOC-2, which is annexed to this Directors’ Report as ‘Annexure I’.
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The details of transactions with related parties during Financial Year 2024-2025 are provided in the notes
to the financial statements.
DISCLOSURE OF REMUNERATION OF EMPLOYEES COVERED UNDER RULE 5(2) OF THE
COMPANIES (APPOINTMENT AND REMUNERATION OF MANAGERIAL PERSONNEL)
RULES, 2014
None of the employee of your Company, who was employed throughout the financial year, was in receipt
of remuneration in aggregate of Rupees One Crore and Two Lakhs or more or if employed for the part of
the financial year was in receipt of remuneration of Rupees Eight Lakh & Fifty Thousand or more per
month.
NAMES OF THE COMPANIES WHICH HAVE BECOME OR CEASED TO BE SUBSIDIARIES,
JOINT VENTURES OR ASSOCIATE COMPANIES
During the year under review, there is no Subsidiary, Joint Venture or Associate Company.
DEPOSITS
The Company has not accepted any deposits under the applicable provisions of the Companies Act, 2013
and the rules framed there under.
AUDITORS
The Company in its 2ND Annual General Meeting (AGM) held on 30/09/2024 appointed M/s.
XXXXXXXXXX & Associates, Chartered Accountants, (FRN No.-000000X) as Statutory Auditors of the
Company pursuant to Section 139 of the Companies Act, 2013 and the rules framed there under, for a term
of 5 consecutive years commencing from the conclusion of the 2ND Annual General Meeting held on
30/09/2024 until the conclusion of 7th Annual General Meeting of the Company to be held in 2029 for the
Financial year 2028-2029.
AUDITORS’ REPORT
There is no qualification, reservation or adverse remarks or disclaimer made by the auditors in their report.
FRAUD’S REPORTED BY AUDITORS OTHER THAN THOSE WHICH ARE REPORTABLE
TO THE CENTRAL GOVERNMENT U/S 143(12)
There were no frauds reported by the auditors under section 143(12) of Companies Act, 2013 during their
course of audit for the financial year 2024-2025.
COST AUDITOR
The Company does not fall within the purview of section 148 of the Companies Act, 2013 and hence, it is
not required to appoint a cost auditor for the financial year 2024-2025.
DISCLOSURES AS MAINTENANCE OF COST RECORDS UNDER SUB-SECTION (1) OF
SECTION 148 OF THE COMPANIES ACT, 2013
The Company does not fall under the preview of section 148 of the Companies Act, 2013, and hence it is
not required to maintain any cost records and accordingly such accounts and records are not made and
maintained by the company.
INTERNAL AUDITOR
The Company is not required to appoint Internal Auditor as it does not fall within purview of section 138(1)
of Companies Act, 2013 and Rule 13 of Companies (Accounts) Rules, 2014 and it is not applicable to your
Company.
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DISCLOSURES UNDER SEXUAL HARASSMENT OF WOMEN AT WORKPLACE
(PREVENTION, PROHIBITION & REDRESSAL) ACT, 2013
There are no employees in the Company thus it is not required to constitute Internal Complaints Committee
(ICC) pursuant to the legislation 'Prevention, Prohibition and Redressal of Sexual Harassment of Women
at Workplace Act 2013' as the same is not applicable on the Company.
PREVENTION OF SEXUAL HARASSMENT (NOT APPLICABLE ON SMALL COMPANIES
AND OPCS)
The Company’s goal has always been to create an open and safe workplace for every employee to feel
empowered, irrespective of gender, sexual preferences and other factors, and contribute to the best of their
abilities. In line to make the workplace a safe environment, the Company has set up a policy on prevention
of sexual harassment in line with the requirements of the Sexual Harassment of Women at Workplace
(Prevention, Prohibition and Redressal) Act, 2013 (“PoSH Act”). Further, the Company has complied with
the provisions under the PoSH Act relating to the framing of an anti-sexual harassment policy and the
constitution of an Internal Committee.
The Company has not received any complaints of work place complaints, including complaints on sexual
harassment during the year under review. OR The following is a summary of complaints received and
resolved during the reporting period:
Sl. No. Nature of Complaints Received Disposed-Off Pending
1. Sexual Harassment
2. Workplace Discrimination
3. Child Labour
4. Forced Labour
5. Wages and Salary
6. Other HR Issues
MATERNITY BENEFIT PROVIDED BY THE COMPANY UNDER MATERNITY BENEFIT
ACT 1961 (not applicable on small companies and OPCs - check for female KMP, MD, WTD
If female employees exist)
The Company declares that it has duly complied with the provisions of the Maternity Benefit Act, 1961.
All eligible women employees have been extended the statutory benefits prescribed under the Act,
including paid maternity leave, continuity of salary and service during the leave period, and post-maternity
support such as nursing breaks and flexible return-to-work options, as applicable. The Company remains
committed to fostering an inclusive and supportive work environment that upholds the rights and welfare
of its women employees in accordance with applicable laws.
If female employees don’t exist
The Company confirms that it is fully aware of and remains committed to complying with the provisions
of the Maternity Benefit Act, 1961. While there are currently no women employees on its rolls, the
Company has appropriate systems and policies in place to ensure that all statutory benefits under the Act,
including paid maternity leave, continuity of salary and service during the leave period, nursing breaks, and
flexible return-to-work arrangements will be extended to eligible women employees as and when
applicable. The Company remains committed to fostering an inclusive and legally compliant
work environment.
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DETAILS OF APPLICATION MADE OR PROCEEDING PENDING UNDER INSOLVENCY
AND BANKRUPTACY CODE 2016
During the financial year under review, there were NO application/s made or proceeding were pending in
the name of the company under the Insolvency and Bankruptcy Code, 2016.
DETAILS OF DIFFERENCE BETWEEN VALUATION AMOUNT ON ONE TIME
SETTLEMENT AND VALUATION WHILE AVAILING LOAN FROM BANKS AND
FINANCIAL INSTITUTIONS
During the Financial year under review, there were NO one time settlement of Loans taken from Banks and
Financial institutions.
SECRETARIAL STANDARDS
Your Company has complied with Secretarial Standard-1 (Board Meeting) and Secretarial Standards-2
(General Meetings) (together referred to as the Secretarial Standards) w.e.f. 1st October, 2017 as approved
by the Central Government and issued by the Institute of Company Secretaries of India (ICSI) under the
provisions of Section 118(10) of the Companies Act, 2013.
INTERNAL CONTROL SYSTEMS
The Company’s internal control systems are adequate and commensurate with the nature and size of the
Company and it ensures:
• Timely and accurate financial reporting in accordance with applicable accounting standards.
• Optimum utilization, efficient monitoring, timely maintenance and safety of its assets.
• Compliance with applicable laws, regulations and management policies.
CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE
EARNINGS AND OUTGO
CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION
As the business and activities of the Company does not involve any manufacturing activity right now, the
information required to be provided under the provisions of Section 134(3)(m) of the Companies Act, 2013
in respect of Conservation of energy and technology absorption have not been furnished considering the
nature of activities undertaken by the Company during the financial year under review.
FOREIGN EXCHANGE EARNINGS AND OUTGO
Earnings: 00.00
Outgo: 00.00
a) Conservation of Energy:
As there are no ongoing operations in your Company. Hence there is no need to conserve energy.
b) Technology Absorption:
Efforts made for technology absorption N.A.
Benefits derived N.A.
Expenditure on Research &Development, if any N.A.
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Details of technology imported, if any N.A.
Year of import N.A.
Whether imported technology fully absorbed N.A.
Areas where absorption of imported technology has N.A.
not taken place, if any
LIQUIDITY
Your Company maintains sufficient cash to meet our strategic objectives. We clearly understand that the
liquidity in the Balance Sheet is to ensure balance between earning adequate returns and the need to cover
financial and business risks. Liquidity also enables your Company to position itself for quick responses to
market dynamics.
VIGIL MECHANISM
The provisions regarding vigil mechanism as provided in Section 177(9) of the Companies Act, 2013 read
with rules framed thereunder are not applicable on the Company.
CORPORATE SOCIAL RESPONSIBILITY
As per the provisions of Section 135 of the Companies Act, 2013, read with rules framed there under, every
company including its holding or subsidiary and a foreign company, which fulfills the criteria specified in
sub-section (1) of section 135 of the Act shall comply with the provisions of Section 135 of the Act and its
rules.
Since the Company is not falling under any criteria specified in sub-section (1) of section 135 of the Act,
your Company is not required to constitute a Corporate Social Responsibility (“CSR”) Committee.
STATEMENT SHOWING DEVELOPMENT AND IMPLEMENTATION OF RISK
MANAGEMENT POLICY OF THE COMPANY
During the year, the risk assessment parameters were reviewed. In the opinion of the Board, since there are
no business activities. Hence, there are no major elements of risk which has the potential of threatening the
existence of the Company.
During the year under review, the company have not developed and implemented risk management policy.
DIRECTORS’ RESPONSIBILITY STATEMENT
Pursuant to the requirements of Section 134(5) of the Companies Act, 2013, it is hereby confirmed:
a) That in the preparation of the annual accounts for the period ended 31.03.2025, the applicable accounting
standards have been followed along with proper explanation relating to material departures;
b) That 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 and the loss of the Company for the period ended
31.03.2025;
c) That the Directors had 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) That the Directors had prepared the annual accounts on a going concern basis and
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e) That the Directors had devised proper systems to ensure compliance with the provisions of all applicable
laws and that such systems were adequate and operating effectively.
AUDIT TRAIL APPLICABILITY (AUDIT AND AUDITORS) RULES 2014 - RULE 11 OF THE
COMPANIES ACT 2013.
The Company has used accounting software for maintaining its books of account for the financial year
ended March 31, 2025 which has a feature of recording audit trail (edit log) facility and the same has
operated throughout the year for all relevant transactions recorded in the softwares.
As proviso to Rule 3(1) of the Companies (Accounts) Rules, 2014 is applicable from April 1, 2023,
reporting under Rule 11(g) of the Companies (Audit and Auditors) Rules, 2014 on preservation of audit
trail as per the statutory requirements for record retention is not applicable for the financial year ended
March 31, 2024.
APPOINTMENT OF DESIGNATED PERSON (MANAGEMENT AND ADMINISTRATION)
RULES 2014 - RULE 9 OF THE COMPANIES ACT 2013.
In accordance with Rule 9 of the Appointment of Designated Person (Management and Administration)
Rules 2014, it is essential for the company to designate a responsible individual for ensuring compliance
with statutory obligations.
The company has proposed and appointed a Designated person in a Board meeting and the same has
been reported in Annual Return of the company.
OBTAINING ISIN BY NON-SMALL COMPANIES - COMPANIES (PROSPECTUS AND
ALLOTMENT OF SECURITIES) SECOND AMENDMENT RULES, 2023 OF THE COMPANIES
ACT 2013.
Recent amendments under the Companies (Prospectus and Allotment of Securities) Second Amendment
Rules, 2023, stipulate that non-small companies must obtain an International Securities Identification
Number (ISIN) for their securities to facilitate smoother trading and enhance marketability.
The company has appointed an RTA and submitted all required documents to the RTA to obtain the
ISIN in month of August 2024 to comply with this rule.
ACKNOWLEDGEMENT
Your Board takes this opportunity to place on record their appreciation for the dedication and commitment
of employees shown at all levels. Your Board also wishes to place on record its appreciation for the services
rendered by its auditor, consultants business partners, Bankers, Service Providers as well as regulatory and
government authorities for extending support and placing their faith and trust on the Board.
For and on behalf of the Board of Directors
XXXXXXXXXXX PRIVATE LIMITED
XXXX XXXXXX XXXX XXXXXX
DIN: 00000000 DIN: 00000000
DATE: 02/09/2025 DATE: 02/09/2025
PLACE: NEW DELHI (INDIA)
