The Board of Directors of your Company is presenting Twenty Ninth (29^th) Annual Report of your
Company together with the Audited Financial Statements (Standalone and Consolidated) for the
period ended 31^st March, 2025.

FINANCIAL RESULTS:

(Amount in Rs.)

DIVIDEND:

Your Directors do not recommend any dividend for the financial year 2024-25.

RESERVE & SURPLUS:

The Reserves and Surplus according to standalone audit report is Rs. 43,903,720.50 as against Rs.
41,930,115.27 during the previous year, whereas according to consolidated audit report it is Rs.
43,903,705.75 as against Rs. 41,930,101.08 during the previous year.

PRESENT OPERATIONS AND FUTURE PROSPECTS:

The total revenue of the company as per standalone basis is Rs. 12,005,499.80 as against Rs.
42,809,508.32 during the previous financial year whereas, as per consolidated basis total revenue
generated is of Rs. 14,901,324.04 as against Rs. 44,080,017.52. The net profit after tax according to
standalone basis is Rs. 1,973,605.23 as against Rs. 25,166,480.84 of the previous year and
consolidated basis stands to Rs. 1,973,604.67 as against the net profit of Rs. 25,166,469.88 during
the previous financial year. Your Directors are expecting bright future growth of the Company.

BUSINESS OVERVIEW AND STATE OF COMPANY'S AFFAIRS:

The detailed information on the operations of the Company and details on the state of affairs of the
Company are covered in the Management Discussion and Analysis Report.

CHANGE IN THE NATURE OF BUSINESS:

There is no Change in the nature of the business of the Company done during the year under review.

BOARD OF DIRECTORS AND KEY MANAGERIAL PERSONNEL:

I. APPOINTMENT & RESIGNATION OF DIRECTORS:

During the year under review, there were changes in the composition board of directors of the
company. Mrs. Sonal Mayur Desai resigned from the post of Directorship of the company. w.e.f.
08/03/2025 and Mr. Ashish Desai and Mr. Ashish Navnitlal Shah was resigned from the post of Non¬
Executive Independent Director of the company w.e.f. 08/03/2025 and Mrs. Rinkal Maulik Jasani was
appointed as an Non-Executive Independent Women additional Director of the company. w.e.f.
07/03/2025 and she was regularized as Director w.e.f. 28^th May, 2025 to 27^th May, 2030 for a period
of 5 years by members at the Extra Ordinary General Meeting held on 28/05/2025.

The present structure of Board of Directors is as follows:

II. RE-APPOINTMENT OF DIRECTOR:

In accordance with the provisions of section 152 of the Companies Act, 2013, Mr. Shaival Mayurbhai
Desai (DIN: 03553619), will retire by rotation at ensuing Annual General Meeting and being eligible,
offers himself for reappointment and his brief profile is given in this report as notes to the notice.

IV. DECLARATION BY INDEPENDENT DIRECTORS:

The following directors are independent directors of the company in terms of Section 149(6) of the
Act and Regulation 16(1) (b) of SEBI (Listing Obligations and Disclosure requirements) Regulations
2015;

1. MR. RAJIV DINESH DESAI

2. MRS. RINKAL MAULIK JASANI (w.e.f. 07/03/2025)

The Company has received requisite declarations/ confirmations from all the above Directors
confirming their independence.

IV. COMPANY SECRETARY & COMPLIANCE OFFICER:

Mrs. Ankita Vivekkumar Shah (ACS 40326), Company Secretary & Compliance Officer of the

Company, resigned from her position with effect from 30^th November, 2024, due to pre-occupation.
Subsequently, Mr. Shaival M. Desai, Director was appointed as the Compliance Officer of the
Company with effect from 30^th November, 2024 till 28^th February, 2025 to fill the vacancy of the
Compliance officer till the time the company finds out the qualified Company Secretary as its
Compliance officer. Thereafter, Mrs. Urvi Meet Shah, a qualified Company Secretary holding
Membership No. A-73067 from the Institute of Company Secretaries of India, has been appointed
and is serving as the Company Secretary (Key Managerial Personnel) & Compliance Officer of the
Company with effect from 28^th February, 2025.

V. CHIEF FINANCIAL OFFICER AND CHIEF OPERATING OFFICER:

Ms. Varsha Deepakbhai Bhachani was resigned as Chief Financial Officer of the company w.e.f.
14/11/2024 and Mr. Harshil Desai was appointed as Chief Operating Officer of the Company w.e.f.
08/03/2025.

CORPORATE GOVERNANCE:

Since the Company is listed on SME Emerge Platform of NSE, by virtue of Regulation 15 of SEBI
(Listing Obligation And Disclosure Requirements) Regulation, 2015 the compliance with the
corporate governance provisions as specified in regulations 17 to 27 and clauses (b) to (i) of sub
regulation (2) of Regulation 46 and Para C, D and E of Schedule V are not applicable to the Company.
Hence, Corporate Governance Report does not form part of this Annual Report.

SUBSIDIARY. ASSOCIATES & JOINT VENTURE:

The Company has no Subsidiary which exists or has ceased during the period under review.
However, the Company has invested in Joint Ventures namely KCL- SRPL (JV- Bharuch & Deesa
Project), KCL-SRPL (JV Kalol Project), MCC- SRPL(JV Palanpur Project) the details of which can be
followed in the notes to the financial statements. The details are annexed herewith as per
"Annexure -A" in FORM AOC-1. Moreover, the company has sold stake in Joint Ventures namely
KCL- SRPL and MCC- SRPL which was approved by shareholders of the company on 28/05/2025.

PUBLIC DEPOSIT:

During the year under review your Company has neither accepted the deposit from public nor
renewed the same and has neither defaulted in the repayment of deposits or payment of interest
during the financial year as envisaged by Chapter V of the Companies Act, 2013.

CORPORATE SOCIAL RESPONSIBILITY:

As per the provisions of Section 135 of the Companies Act, 2013, Corporate Social Responsibility
activity (CSR Activity) is not applicable to the company.

CONSERVATION OF ENERGY. TECHNOLOGY ABSORPTION. FOREIGN EXCHANGE EARNINGS
/OUTGO:

The Information pertaining to Conservation of Energy, Technology Absorption, Foreign Exchange
Earnings and Outgo as requires under section 134(3) of the Companies Act, 2013 read with the Rule
8(3) of the Companies (Account) Rules, 2014 are not applicable, hence not mentioned. Moreover,
during the year, the Company has no Foreign Exchange earnings and no foreign exchange outgo
during the year.

DISCLOSURES:

I. PARTICULARS OF CONTRACTS AND ARRANGEMENTS WITH RELATED PARTIES:

During the year under review, contracts or arrangements entered into with the related party, as
defined under section 2(76) of the Companies Act, 2013 were in the ordinary course of business and
on arm's length basis. Details of transactions pursuant to compliance of section 134(3)(h) of the
Companies Act, 2013 and Rule 8(2) of the Companies (Accounts) Rules, 2014 are annexed herewith
as per "Annexure-B" in FORM AOC-2.

During the year the company has not entered into any materially significant related party
transactions which may have potential conflict with the interest of the Company and stakeholders at
large. Suitable disclosures as required are provided in AS-18 which is forming part of the notes to the
financial statement.

II. NOMINATION AND REMUNERATION POLICY:

The Board has on the recommendation of the Nomination and Remuneration Committee, framed a
policy for selection and appointment of Directors, senior management personnel and their
remuneration. Remuneration Policy of the Company acts as a guideline for determining, inter alia,
qualification, positive attributes and independence of a Director, matters relating to the
remuneration, appointment, removal and evaluation of the performance of the Director, Key
Managerial Personnel and senior managerial personnel. Nomination and Remuneration Policy is
annexed as "Annexure C" to this report and also placed on the Company's website:
www.shaivalgroup.ooo.

PARTICULARS OF EMPLOYEES:

The Company has no employee, who is in receipt of remuneration of Rs. 8,50,000 per month/- or Rs.
1,02,00,000 per annum and hence, the company is not required to give information under Sub Rule
2 and 3 of Rule 5 of Companies f(Appointment and Remuneration of Managerial Personnel) Rules,
2014.

Further the following details form part of the Board's Report: -

i) Disclosure under Rule 5 of the Companies (Appointment and Remuneration of Managerial
Personnel) Rules, 2014- "Annexure D"

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

No such material changes and commitments, affecting the financial position of the company have
occurred between the end of financial year to which this Financial Statement relates and up to the
date of Annual Report and hence no comments required.

SIGNIFICANT & MATERIAL ORDERS PASSED BY THE REGULATORS:

During the year, no significant and material orders passed by the regulators or courts or tribunals
impacting the going concern status and company's operations in future. However, during the year
under review, National Stock Exchange of India Limited has also levied fine of Rs. 36,580 including
GST for quarter ended March'2024 for delay in appointment/non-appointment of company
secretary and compliance officer for period of 31 days pursuant to Regulation 6(1) of SEBI (Listing
Obligations and Disclosure Requirement), Regulations, 2018 vide notice dated 27^th May, 2024
which was duly paid by the company.

CHANGES IN SHARES CAPITAL:

There is no change in the authorised and paid up share capital of the company during the year under
review.

TRANSFER OF UNCLAIMED DIVIDEND/SHARES TO THE INVESTORS EDUCATION & PROTECTION
FUND:

Since last some years, the Company is not declaring any dividend. Therefore, it is not required to
transfer any amount or shares to Investor Education and Protection Fund during the year.

INSURANCE:

All the assets of the company are adequately insured and the Company has developed proper
system for taking insurance on all its insurable assets in order to mitigate the risk.

EXTRACT OF ANNUAL RETURN:

Pursuant to provisions of rule 12(1) of the Companies (Management and Administration) Rules, 2014
and Section 92(3) of the Companies Act, 2013 as amended, the extract of annual return in Form
MGT-9 is not required to be annexed herewith in the report. The Company is having website and
therefore, it will publish annual return on its website i.e. www.shaivalgroup.ooo after filing Form
MGT-7 on MCA portal.

AUDITORS:

I. STATUTORY AUDITORS & AUDITORS' REPORT:

The statutory auditor namely, M/s. Jaimin Deliwala & Co., Chartered Accountants (FRN: 103861W)
has been appointed as the statutory auditors of the company since 29^th September, 2022 for a
period of five years i.e. upto the Annual general meeting to be held in the financial year 2026-27 on
such remuneration and terms and conditions as may be decided by the board.

Ministry of Corporate Affairs, vide notification dated 7^th May, 2018 has come with the amendment in
Companies (Audit and Auditors) Amendment Rules, 2018 regarding non requirement of ratification
of Auditor at every Annual General Meeting after his appointment as a Statutory Auditor of the
Company. Therefore, ratification of appointment of auditor is not proposed in the ensuing Annual
General Meeting.

AUDITORS' REPORT:

The Auditors' Report does not contain any qualification, reservation or adverse remark(s) on the
financial statements for the year ended 31^st March, 2025. The notes of accounts referred to in the
auditors' report are self explanatory and therefore do not require any further comments.

II. SECRETARIAL AUDITOR AND SECRETARIAL AUDIT REPORT:

Pursuant to the provisions of section 204 of the Act and The Companies [Appointment and
Remuneration of Managerial Personnel] Rules, 2014, the Company has appointed M/s. Ronak Doshi
& Associates, Practicing Company Secretary to undertake Secretarial Audit for the financial year
ended on 31^st March, 2025. Secretarial Audit Report is annexed as "Annexure E" as Form MR-3. The
Board has duly reviewed the Secretarial Auditor's Report and the observations and comments,
appearing in the report are self-explanatory and do not call for any further explanation / clarification
by the Board of Directors as provided under section 134 of the Act.

III. CERTIFICATE OF NON-DISQUALIFICATION OF DIRECTORS:

Pursuant to the provisions of Regulation 34(3) and Schedule V Para C clause (10) (i) of SEBI (Listing
Obligations and Disclosure Requirements) Regulations, 2015, A certificate from Shri Ronak D Doshi,
Practicing Company Secretary certifying that none of the directors on the Board of the Company
have been debarred or disqualified from being appointed or continuing as directors of the Company
by SEBI or MCA or any such statutory authority, it is enclosed as "Annexure F".

IV. INTERNAL CONTROL AUDITOR AND SYSTEM:

Pursuant to the provisions of section 138 of the Companies Act and rules made there under, the
company has its proper system of Internal Control and it regularly monitor the safeguarding of its
assets, prevention and detection of frauds and errors and accuracy and completeness of accounting
records including timely preparation of financial information.

Mrs. Vikeeta Kaswala, Internal Auditor of the company, together with Statutory Auditor of the
Company M/s. Jaimin Deliwala & Co. consults and reviews the effectiveness and efficiency of these
systems and procedures to ensure that all the assets are protected against loss and that the financial
and operational information is accurate and complete in all respects.

ENVIRONMENT, HEALTH AND SAFETY:

The Company accords the highest priority to Environment, Health and Safety. The management is
constantly reviewing the safety standards of the employees and the management believes in the
concept of sustainable development.

MANAGING THE RISKS OF FRAUD, CORRUPTION AND UNETHICAL BUSINESS PRACTICES:

i. Vigil Mechanism / Whistle Blower Policy:

The Company has established vigil mechanism and framed whistle blower policy for Directors and
employees to report concerns about unethical behavior, actual or suspected fraud or violation of
Company's Code of Conduct or Ethics Policy. During the year, none of the matter having any
unethical practices or behavior was reported to the Company.

The Vigil Mechanism/Whistle Blower Policy can be accessed at the Company's Website:
www.shaivalgroup.ooo.

ii. Business Conduct Policy:

The Company has framed "Business Conduct Policy". Every employee is required to review and sign
the policy at the time of joining and an undertaking shall be given for adherence to the Policy. The
objective of the Policy is to conduct the business in an honest, transparent and in an ethical manner.
The policy provides for anti-bribery and avoidance of other corruption practices by the employees of
the Company.

MEETINGS OF THE COMPANY:

I. BOARD MEETINGS:

The Board of Directors duly met at regular intervals during the mentioned financial year as per the
Act with the gap between two board meetings not exceeding 120 days and in respect of those
meetings proper notices were given and the proceedings were properly recorded and signed in the
Minutes Book maintained for the purpose. The Company has conducted Six (6) Board meetings
dated 30/04/2024, 26/08/2024, 14/11/2024, 11/12/2024, 28/02/2025 and 07/03/2025.

Attendance of Board Meeting:

*Mrs. Rinal Maulik Jasani was appointed as an Additional Non Executive Independent Director w.e.f.
07/03/2025 and hence she has not attended any Board meeting as Director.

II. COMMITTEES AND THEIR MEETINGS:

A. AUDIT COMMITTEE:

The constitution of Audit Committee includes Mr. Ashish Navnitlal Shah, Chairman and Mr. Ashish
Desai and Mr. Mayur Mukundbhai Desai as members of the Audit Committee. The Company
Secretary act as Secretary to the Meeting. The constitution of Audit Committee meets with the
requirements under Section 177 of the Companies Act, 2013 and any other regulatory provisions.

The Committee periodically discussed the Financial Reporting process, reviewed the Financial
Statements, and discussed the quality of the applied accounting principles and significant judgment
that affected the Company's Financial Statements. The audit Committee reviewed with adequacy of
internal control systems with the management, statutory and internal auditors.

During the year under review, Mr. Ashish Navnitlal Shah and Ashish Desai, Non Executive
Independent Director has resigned as a member of the Audit Committee as well as from the board
w.e.f. 08/03/2025 and to meet with the requirements under Section 177 of the Companies Act, 2013
and Regulation 18 of the Securities and Exchange Board of India (LODR) Regulation, 2015 of the
Stock Exchanges, the Board had appointed of Mr. Rajiv Dinesh Desai, as a chairman of the Audit
Committee w.e.f. 07/03/2025 and Mrs. Rinkal Maulik Jasani, Non Executive Independent Director
was appointed as a member of the committee w.e.f. 07/03/2025.

So, the re-constituted Audit Committee includes two (2) Non Executive Independent directors and
one (1) Managing Director, namely Mr. Rajiv Dinesh Desai, Non Executive Independent Director as
chairman, Mrs. Rinkal Maulik Jasani, Non Executive Independent Director and Mr. Mayur
Mukundbhai Desai, Managing Director as members of the Committee. The Company Secretary of
the company acts as the Secretary to the Audit Committee. The re-constitution of Audit Committee
meets with the requirements under Section 177 of the Companies Act, 2013.

Terms of Reference:

The terms of reference of the Audit Committee include approving and implementing the audit
procedures, reviewing financial reporting systems, internal control systems and control procedures

________

and ensuring compliance with the regulatory guidelines under Section 177 of the Companies Act,
2013 and any other regulatory provisions.

Powers of the Audit Committee:

The Audit Committee has powers that include the following:

a) To investigate any activity of the Company within its terms of reference

b) To seek information from any employee

c) To obtain outside legal and other professional advice

d) To secure attendance of outsiders with relevant expertise, if it considers necessary.

Audit committee meeting:

The Audit Committee duly met at regular intervals during the mentioned financial year and in
respect of which meetings proper notices were given and the proceedings were properly recorded
and signed in the Minutes Book maintained for the purpose. The Company has conducted 4 (Four)
meetings during the year dated 30/04/2024, 26/08/2024, 14/11/2024 and 07/03/2025.

Attendance of Audit Committee Meeting:

B. NOMINATION AND REMUNERATION COMMITTEE:

The Nomination and Remuneration Committee is entrusted with the responsibility of finalizing the
remuneration of Executive / Whole Time Directors as well as key managerial personnel.

During the year under review, Mr. Ashish Navnitlal Shah and Mr. Ashish Desai Non Executive
Independent Director has resigned as a member of the Nomination & Remuneration Committee
w.e.f. 08/03/2025 and to meet with the requirements under Section 178 of the Companies Act, 2013
and Regulation 19 of the Securities and Exchange Board of India (LODR) Regulation, 2015 of the
Stock Exchanges, the Board had appointed of Mr. Shaival Mayurbhai Desai, Non-Executive Director,
as a member and Mrs. Rinkal Maulik Jasani, Non-Executive Independent Director as a member of the
committee w.e.f. 07/03/2025.

So, the re-constituted Nomination and Remuneration Committee includes two (2) Non Executive
Independent directors and one (1) Non-Executive Director, namely Mr. Rajiv Desai, Non Executive
Independent Director as chairman, Mr. Rinkal Maulik Jasani, Non Executive Independent Director as
a member and Mr. Shaival Mayurbhai Desai, Non-Executive Director as members of the Committee.
The Company Secretary of the company acts as the Secretary to the Nomination and Remuneration
Committee. The re-constitution of Nomination and Remuneration Committee meets with the
requirements under Section 178 of the Companies Act, 2013.

Nomination and Remuneration committee meeting:

The Committee met 5 (Five) times during the year 2024-25 on 30/04/2024, 26/08/2024, 30/11/2024,
28/02/2025 and 07/03/2025. It has complied with the provisions of Section 178 of the Companies
Act, 2013.

Attendance of Nomination and Remuneration Committee Meeting:

C. STAKEHOLDERS RELATIONSHIP COMMITTEE:

The Board of Directors of the Company has constituted a Stakeholders Relationship Committee as
per Companies Act, 2013. During the year under review, Mr. Ashish Navnitlal Shah Non Executive
Independent Director as a member, Mrs. Sonal M Desai, Director as a member and Mr. Ashish Desai,
Non Executive Independent Director as a chairman has resigned of the Stakeholders Relationship
Committee w.e.f. 08/03/2025 and to meet with the requirements under Regulation 19 of the
Securities and Exchange Board of India (LODR) Regulation, 2015 of the Stock Exchanges, the Board
had appointed of Mr. Shaival Mayurbhai Desai, Non-Executive Director, as a member and Mr. Rajiv
Dinesh Desai, Non-Executive Independent Director as a chairman and Mr. Mayur Mukundbhai Desai,
Managing Director as a member of the committee w.e.f. 07/03/2025.

So, the re-constituted Stakeholders Relationship Committee includes one (1) Non Executive
Independent directors and one (1) Non-Executive Director and one (1) Managing Director, namely
Mr. Rajiv Desai, Non Executive Independent Director as chairman, Mr. Mayur Mukundbhai Desai,
Managing Director as a member and Mr. Shaival Mayurbhai Desai, Non-Executive Director as
members of the Committee. The Company Secretary of the company acts as the Secretary to the
Stakeholders Relationship Committee. The re-constitution of Stakeholders Relationship Committee
meets with the requirements under Regulation 19 of the Securities and Exchange Board of India
(LODR) Regulation, 2015.

They inter alia, approve issue of duplicate certificates and oversee and reviews all matters connected
with the securities transfers. The Committee also looks into redressal of shareholders' complaints
relating to transfer of shares, non-receipts of balance sheet, non-receipt of declared dividends, etc.
The Committee overseas the performance of the Registrar and Transfer Agents and recommends
measures for overall improvement in the quality of investor services.

The Company has designated the below cited e-mail ID of the Grievance Redressal Division/
Compliance Officer to Mrs. Ankita Vivekkumar Shah, Company Secretary up to 30/11/2024 and Mr.
Shaival M. Desai was appointed as the Compliance Officer of the Company with effect from
30/11/2024 till 28/02/2025. Thereafter, Mrs. Urvi Meet Shah, Company Secretary w.e.f. 28/02/2025
exclusively for the purpose of registering complaints by investors.

E-mail ID - shaivalgroup@gmail.com/ cs.shaival@gmail.com

None of the request for transfers, dematerialization and re-materialization was pending for approval
as on 31^st March, 2025.

The Committee met 4 (Four) times during the year on 30/04/2024, 26/08/2024, 14/11/2024 and
28/02/2025.

Attendance of Stakeholder relationship Committee Meeting:

III. INDEPENDENT DIRECTORS' MEETING:

During the year under review, a separate meeting of Independent Directors was held on 14^th
November, 2024 inter alia, to discuss:

1. Evaluation of performance of Non-Independent Directors and the Board of Directors as a whole,

2. Evaluation of performance of the Chairman of the Company, taking into account the views of
other Executive and Non-Executive Directors and

3. Evaluation of the quality, content and timelines of flow of information between the Management
and the Board and that is necessary to effectively and reasonably perform its duties.

All the Independent Directors were present at the meeting.

INDUSTRIAL RELATIONS:

The relations with the laborers were cordially in nature.

ACCOUNTING STANDARDS AND FINANCIAL REPORTING:

The Company incorporates the accounting standards as and when issued by the Institute of
Chartered Accountants of India. The Company Complied with the Stock Exchange and legal
requirement concerning the Financial Statements at the time of preparing them for the Annual
Report.

MANAGEMENT'S DISCUSSION AND ANALYSIS REPORT:

In terms of Regulation 34(3) and 53(f) of the SEBI (Listing Obligations & Disclosure Requirements)
Regulations, 2015 the Management Discussion & Analysis Statement and the Auditors' Certificate
regarding Compliance of Conditions of Corporate Governance are part of this Annual Report.

DEMATERIALISATION OF EQUITY SHARES:

As per direction of the SEBI and National Stock Exchange Limited, the shares of the Public Company
must be under compulsory Demat form. The Company has established connectivity with both the
Depositories i.e. National Securities Depository Limited and Central Depository Services (India)
limited and the Demat activation number allotted to the Company is ISIN: INE262S01010. Presently
all the shares of the company i.e. 100% shares are held in electronic mode.

DISCLOSURE UNDER THE SEXUAL HARASSMENT OF WOMEN AT WORKPLACE (Prevention,
Prohibition and Redressal Act, 2013):

The Company has in place an Anti Sexual Harassment Policy in line with the requirements of The
Sexual Harassment of Women at the Workplace (Prevention, Prohibition & Redressal) Act, 2013.
Internal Complaints Committee (ICC) has been set up to redress complaints received regarding
sexual harassment. All employees (permanent, contractual, temporary, trainees) are covered under
this policy. Your Directors further state that no complaints regarding the sexual harassment were
raised during the year.

DIRECTORS RESPONSIBILITY STATEMENT:

In accordance with the provision of section 134(5) the Board confirms and submits the Director's
Responsibility Statement:-

a) in 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 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 or loss of the
company for that period;

c) the Directors had taken proper and sufficient care for the maintenance of adequate
accounting records 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; and

e) the directors, in the case of a listed company, 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 system to ensure compliance with the provision of all
applicable laws and that such systems were adequate and operating effectively.

PARTICULARS OF LOANS, GUARANTEES AND INVESTMENTS UNDER SECTION 186 AS PER
COMPANIES ACT, 2013:

The Company has not provided directly or indirectly any loan to any other person or body corporate
or has given any guarantees or provide security in connection with loan to any other body corporate
or person and acquire by way of subscription, purchase or otherwise, the securities of any other
body corporate, exceeding sixty percent of its paid up capital, free reserves and securities premium
account or one hundred percent of its free reserves and securities premium account, whichever is
more and hence it is within the purview of Section 186 of the Companies Act, 2013.

BOARD EVALUATION:

Pursuant to the provisions of the Companies Act, 2013 and as per Regulations under SEBI (LODR),

2015, the Board has carried out an annual performance evaluation of its own performance, the
directors individually, as well as, the evaluation of the working of its Audit, Nomination and
Remuneration Committee. The performance of the Board was evaluated by the Board after seeking
feedback from all the Directors on the basis of the parameters/criteria, such as, degree of fulfillment
of key responsibility by the Board, Board Structures and Composition, establishment and delineation
of responsibilities to the Committees, effectiveness of Board processes, information and functioning,
Board culture and dynamics and, Quality of relationship between the Board and the Management.
The performance of the committees' viz. Audit Committee and Nomination & Remuneration
Committee was evaluated by the Board after seeking feedback from Committee members on the
basis of parameters/criteria such as degree of fulfillment of key responsibilities, adequacy of
committee composition, effectiveness of meetings, committee dynamics and, quality of relationship
of the committee with the Board and the Management. The directors expressed their satisfaction
with the evaluation process and outcome.

The performance on Non- Independent Director, including Chairman was also evaluated by the
Independent Directors at the separate meeting held of Independent Directors of the Company.

FRAUD:

The company officials have made investigation regarding the suspected fraud and given their report
to the board and the audit committee.

RISK MANAGEMENT SYSTEM:

The Company has developed and implemented a risk management system which identifies, assess,
monitor and mitigate various risks on continuation basis, which may threaten the existence of the
Company.

DISCLOSURE OF RELATIONSHIPS BETWEEN DIRECTORS INTER-SE:

ACKNOWLEDGMENT:

Your Directors wish to place on record their sincere appreciation to the financial institutions,
Company's bankers and customers, vendors and investors for their continued support during the
year.

Your Directors are also pleased to record their appreciation for the dedication and contribution
made by employees at all levels who through their competence and hard work have enabled your
Company achieve good performance year after year and look forward to their support in future as
well.

Registered Office: By Order of the Board

Block-A, Office No.-1501 to 1503, For, Shaival Reality Limited

15th Floor, Navratna Corporate Park,

Ambli Bopal, Opp. Jayantilal Park,

Ahmedabad, Gujarat-380058.

Sd/- Sd/-

MAYUR M. DESAI SHAIVAL M DESAI

Date: 18^th June, 2025 Chairman & Managing Director Director

Place: Ahmedabad DIN: 00143018 DIN: 03553619