Ypur Directors take gijjgat pleasure in prepentmg the 3G Arihual graflp'n of INDO THAI SECURITIES LIMITED (rhe "Co m pan Ý/') -a I o n'g w, th tfte Au d Ý tetl l|$ a n.c i a :!tn ic rfte n L 5 fb t L r. s f i i anÝ: i a yea r e11 d oca i I'^: M a re h. 2 C 24.

COM PAN V OVEKVIE VV »>

Your |C5bm parry ^as been offering uervicoj lo Eorpo'aLo clicmLs, ^:’igh r,er Worth ind wfduaf? ijjnd r-sji investors since its inception The Company Is rendering broking and cleadng service* in the Capita! & Derivatives Segments bsing a Member of National Stoc.x Exchange of ndia L.imrcd ('NSE''), Bombay Stock Exchange Linr.ited ("BSE"), Metropolitan ^tdek Exchange of India Limited ("MSEI”), Multi Comrhodfty Exchange of India Limited {"MCX") and National Commodity S Derivatives rxchange I imitcd I'NCOEX") and Depository Participant of Centro 1 Depository Services (India) 1 limited (-CDSL }i he Company is rendering n’^ual fundi- services by being member of As'sodatidjij of Mu to a I ¹ unds in Inciia(AMFI) and has helped traditional savers transition to mutua.-funds, and build wealth by encouraging a longterm, ob;et; t ive n ves t me 111 p roce s l ? id ed by t be i r u n i q u e gu i d a nce and ns ig hts.

Considering our d.vcrsifiec¹ baseoi customers and ftrghly to I en ted workforce, We arc emerging as a growing Com pany m the field of Secur ities Market. Indo Thai Securities Limited is the flsgsnip Company of indoTfta' group, which has its Rogistored Office at Indore.

FINAN£I\L HIGHLIGHTS

r Hfefi n a ncia! per for rna n^e^f ihe Coi n pa ny for t he f i n a n c i a. ye a r.en d ed-31 March, 20 24 Is su rn ms need be low

COMPANY’S PERFORMANCE »>

Standalone Performance

The total revenue- including sale of shares) was repo'ted at Rs. 3114.59 Lakhs as against Rs. 7S3.29 i ;jkhs in previous year. The R-of t incurred during the year was Rs. 2T9.S7 Lakhs and profit after Tax. was Rs. 1660.22 Lakhs. The Earning per Share rEPS'lvwisat Rs. Ifi 60 for the fin-anr. tat year 2Q23-24

Consolidated Performance

Du ring 1 he fl n a rc i al yea r u n tie r n&vi aw, o n a con so i id a te d bus. s, t h e t btt^: reve h ue- (ihc I tid^; ng sale of sh :i res} wa s Rs. i 213.03 LSikhs as agaih&t Rs S22 7a Lakhs in the previous year The Profit for the yea? was Rs 1960.28 Lakhs arid that after Tax was Ps. 15.iC.72 !. .akr-s. i he Earning per Share was at Rs. 15 36 for the fin,me mi year 2023 24.

FUTURE PROSPECTS >»

The Company is of the vow that there is r,c space fc-.-- stagnancy in this fast growing economy, Moreover, the? Company

deals in securities market, being one of the most fluctuating yet lucrative business sector, indo Thai Securities Limited

¹ .

has a ways b*fti ieved th at to r ihe pur pose of g rbwt h. d ,-ersi fi c atio ri a n d ek p a n s i o h a re m u sr

l he Company is further exploring var out fields to maintain ahd to escalate itself in the securities market

We take great pride in our strong governance policies, robust internal control systems end effective stakeholder

communication.

Looking ahead, we envision strong growth n the coming decade as eg city penetration deepens and the nvestor landscape matures. We are poised to capitalije on- this trend, offering ease of access and simple yet comprehensive financial products to leverage growth opportunities.

DIVIDEND »>

The Board of Directors in their meeting held on 10th May, 2024 has recommended a final .dividend o-6% i.e 9s 0.60./-[Rupees Sixty Paisa Only} per Equity Share of face value of Rs.10/ each for the financial year 2023 24, aggregating to 9s.60,00.000 (Rupees Sixty Lakhs Onlyl The dividend payout is subject to approve; of Members at the ensuing Annual Go n-c ra^: M cm i ig ("AG M") of: h e Com pa ny.

TRANSFER TO RESERVES >»

Du r i n.g the yea r ti nder rev- ew. n o a nr cu n t wa s t ra ri sfe r^r ed to Ge n era I Rese rvc-

SUBSIDIARY/IES AND ASSOC1ATE/S »>

Silk si filing (':»ill pm licit Avsuciulc CumpaJiitrs

Indo Thai Realties Limited

: n r.o-rp b rate d on 1 Ma ro h, 2013 a i a Wh o I ly Cwr ori Su bs id i a r y Com pa ny &f I n ao Th ?. Ý 5 ec u r it i es 1 i m ft e-d Ý nd o T ha i Free. It i c | L m ted tias t'd^:d - ups.hd re-capital of Ps 7,97,87.000/-(Rupees Sever, Crbres Ninety-Seven Lakhs Eighty-Seven thousand only; indoThat Securities L imiteri has I0p%- Equity Shareholding in the Compsrvy'by investing Rs 7,97,07,000/- [Rupocs Seven Crores Ninety-Seven Lakhs Eighty-Seven I housand or-ly).

Mr Parasmaf-Dosh Mf Om PfafeaSfifipaufcib, Mr.Mayurfjtsje.ridfabha Parikhand Mr Dhanpal Doshi are hoiking office as

Directors Of the Company? Fur* he?-, Ms. Isha Me lit a has resigned from the post of Company Secretary w.c.f29^{r 1} Fobru ary 2024

tndo Thai Globe Firt (IFSC) Limited

incorporated on 20" February, 20-17 as a Wholly Owned Subsidiary Companycf mdo Thai Securities Lim, ted Indo Thai Globe F Ý' (IFEC[ Jmited has a paid - up sham cartel of Rs. 1.25,00.000.-'- [Rupees One Crore Twenty-five Lakhs onl$ fndoThai Securities Limited has 10O% Equity Shareholding in the Company by investing Rs. 1,75,00.000/ Rupees One Cf or es Twenty-Fi ve La *hs on lyi. Mi D h a n pal Doshi, Mr. Sa r th Dosh r, Mr. Rajend ra Band i and M r. Su n i I Ku mar Soni a re ho Id i ng cfTi ce a s the Di rectors of; h o Com p a ny.

Femto Green Hydrogen Limited

incorporated on 23^:J December, 2021. a So bird i ary Company of mdo Thai Securities Limited, Fern to Green Hydroger?

I imrtect has a paid up share capita o- Rs,3,23,45,500/“ (RupeesThreeCroresTwenty Three £ ak^s Forty FiveTiveusand five Hundred Only; ^:ndo Thai! 5ecuri' ies Limited has 56,&S9£ Equity Shareholding n the Company by investing Rs. 2,85.00,000/ (Rupees TWO C.rores Eighty-Five Lakhs only] Mr Dhanpd) Dnshi. Mr Pa re sms I Doshi Mr. Nan'dSn Vinaya-^so Kuriaetkar. Mrs. Sfjobha Santesh Choudh^y, Mr Prasad Kiran I haktrr are holding office as the Directors Df the Company, further, Mr, Albert John Allen has res gned from thedirectorsh p of the Company, w.e f 27 January, 2024 thereafter, the Bpard t;.'po nlcd Mr Ramesh Dharanm^fflhd Agrawal (DIN: ^lQ72l-fi!0) and M:r D nosh iar'chcl-r.DiN 00632349} as Add; t one' Directors of me company w.e.f 12^: July, 2023.

Furthermore, due r.o the sudden death of one of the Director narneo Mr R a mesh Dlnatarfichand Agrawa (DIN. 01072320), his cessation shall be effective from the date of hisdemise.

Indo That Commodities Private Limited

An Associate Company of Indo Thar Secur Ues L united, being ir^orpfflfateo on 2V^: November, 200i hav rig paid - up share capita of Rs. 1,85 80.000/- (Rupees One Crore Eighty-Five Lakhs Eighty Thousand only), indo Thai Securities Limited has 40 CB'-fc Lciuity Shareholding in such Associate Company by investing Rs. 42,52.0GO/- (Ri..ooes Forty-Two Lakhs Fi^ty-Two Thousand only) Mr Patasirral Ddsh . Mr Dhanp3! Dosh ^fid MhiS^rthakDoshi are holdingofficea£th<g Directors of the Company.

During 'the year, the Board of Directors reviewed the affair's of tKp subsidiaries) The Consolidated Fir-ante I Statements wi:L irionc'til sralenr-entofs^os diaries were prepared as per provisions o^f Sectio" '20(31 and Other applicable provisions, ;f sny. of the Companies Act, 2013 anti biles made thereunder and in accordance with Indian Accounting Standard (tnd AS) 110 as issued by the Instituteof Chartered Accountantsof I'rtdia^which have been furnished uruder Note No. 44 to the Co?iso I i dated Fi n a nctal St ate me nts a nd for ms pa rt of t h i 5 A n n u a I Re po r t.

I n act ord since w- th Sect!on ISfi.of th e'GSrnpanies A$t. 2013, the a u d i ted f i r ta neia i staLe men tv i n c I u ti i -¹ <j t h s* to nsol id a ted financial statement and routed information of the Company and Audited Financial Statements of oae^f' of its su btL diafl ea tog e the r w i th t ft e to- a Leo . n f or r n at i o n. a re a Ý,Ý a' I a b I e o n L h a we b s i te c f yo u r Co m pa ny

Ý f-i_e f Ý-uncial performance of Subsidiary Companies 8 Associate Company as included in Loe conic ho a Led fmrmcial statements of ynur Company and K also set out in the prescribed format 'Form No, (ftojfM’is appended as "Annexure-A" to this Board's Report.

DIRECTORS & KEY MANAGERIAL PERSONNEL »>

n comp-iiencewilh t fa rr- provibons of Sections 149 and 62 read w thi Schedule iVarrc all Other applicable provision's or' me Companies Act, 2015 and the Com pari foil (Appointment and Qualification ot D1 rectos) P,.:es. 201-4 (indud r.g any statutory modificaLion(s) or re-era-;:t moot Vhereof for t'-e time being in force) arid Regu.atio.n 17(1) of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015, Mr, Om Prakash Cauba, ÝMr. Sun I Kumar Soni, and Mrs. Shooha Santosh Cho.*dfwy were appointed as the Nor: Executive In-cepenaent Directors at che2S Annual General Meeting {ACM; of the Company he do- 28" September, 201 :Ho hold office for a term of 51 Five\ consecutive years from 20 "September, 2019 to ^September,202(ft,

ThetoriL.veof Mr Qm Praka^fijGauba, Mr. Sunil Kumar Soni^ttd Mrs, Shohha Choudhary, Independent; Directors, ts-going to expire on id" September, 2024 and i n Li'rms 0-f the provisions of Section 149-of Companies Act, 20 B and the Artieles-pf Association of the Company, the Board had, pursuant to the reco m m end at i or. of Nomination and Remuneration CcmmitLee and subject Eoapprovai of the shareholders at the ensuing AGM. approved the npuomtment of Mr. Amber Chaurasis (DlN:077297Q) and Mr, Dharmtendra Jain {OIM: 01221034) as an independent Directors and Mrs SwetaS-harma Pasta run jD N: 10753647) os a Women indepfendfifit Director of me company, for a ponod of five years ÝÝ.v.e.f 20" Se pte m be r. 2024 to 19 th Septe m oe r, 2029.

Pursuant to clause fttia) of Rule 815; of Compan es (Accounts} Rules, 2014 the Board is of me opinion that the ndopendent Dirac tors -'.ppomted in theJOrh AGM confirm tot ha required integrity, exporioncoann expertise standards. I urto.er die Independent Directors nave included the r names in hedatai bank of Independent Directors maintained with the mdian institute of ^Corporate Affairs in terms of Section ISO ot the Act read with Ride F of the Com pa ÝÝlies (Appointment and Qualification of Directors) Rules. 20 i4.

Further Mr. Dhanpal Doshi (Managing Director; Mr. Par-asm a. Dosm (Whole-Time Director) ana Me Raicndra BancEi ; Whole Time Director = were re-appointed at the 29th ACM held on 23rd Saptecnkjor, 2023, tp hold office for a ter m of 3 (Three) consecutive year 5 out of which Mr. P.iMsma- Dps hi and Mr. Raja nd re Bondi nrg li^iolato retire by rotation

Mr, Deopak Sharma was appointed as Chief Financial Officer pursuant to provisions of Section 203 of Companies Act, 2013 and rules made thereunder W.e.f.Ath M.ay, 2014 as defined under Section 2(19) ofCompanieS Act, 2013 and falls under definition of "Key Manobfetral Personne'ottiie Companypursttefni to Section 2(51} of Companies Act. 2013

Pursuant io provisions r.ff Section 203 of Comps ri iesAct, 2013 and rules made thereunder and in adherence to Regulation 6('( cf fiecu.'i.ics and .'xch;inge Bj&td of Inci a (L st.r.g ObliqM ,cns arid Disclosure RequirejnheritReg Marions 201S Ms. Shrutl Si ka rwe r was a ppo i nted a & the Co m pa ny Sac retary cum Com pliance Off i car of th e. Com pa ny i n the Boa ref Meeting ho'don Friday,02nd September,7037 to hoin officeVV.e t.03rd September.2023

Ml SaRhak Dosfli and Mr, Nish it Dos hi were- appointed a> Ch of Fxecunve Officer and Chier Operating Officer pf the coTipiany respectively pursuant Lo proviso of Section 203 of Cbmpafups Act, 2013 and rules made thereunder w.e.f. 02nd {February, 2024 as defined under Section 2(19) of Companies Act, 2013 and falls under definition of "Key Manage Personnel o f t he C o m pa ny pu r su ? o: to See tson 2 (b:) o f Com p a n res Ac t. 2013.

CHANCES IN DIRECTORS & KEY MANAGERIAL PERSONNEL

There have been no changes in Board of Directors, although there nas been changes in Key Managerial Personnel of th e Com pa ny d u ri ng t ho yea r u npe r review.

ML Dhanpa¹ Doshi, MSnaging Dimctor cum C EO, rnsig ned from-the post of CEO on 02' Februaryj 2024 Thereafter In the meeting heio on 02"' February, 2024, the Board approved and appointed Mr. sarihak Dbshi as Chief Executive

Officer and Mr Nish ft Doshi as Chief Operating Officer

The tenure of Mr.,0m Pfakash Cauda. Mr. Sunil Kumar Son! and Ms. Shobha ChoudFary, ndependent Directors is gpih'g to expire on 1? Sept cm be^r, 2C24 and in terms of the provisions of Sootier’ 149 ot Companies Act, 2G13 and the Articles pf Assocvtlph of the Company, the Beard had, pursuant to toe recommendation of Nomination arid Remuneration CommiTcee and supieet :o approval of the shareholders at the ensuing ACM approved the appointment of Mr. Amber Chaurasia (DIN: 0772973} ahd Mr. Dharmenara 1 a in (DIN: 01221034} as Independent Directors and Mrs Sweta Shaima Pastaria (DIN; 10753047) ass Women independent Director ot :.he company for a per.cd offive years w.e.f 20 September. 2024 to 19' Septemdot, 2023.

RETIREMENT BY ROTATfON

Ih accordance w'to the prov fiionsof Sectfdn Ib2 o¹ the Companies Act, 20i3 end in terms bf the Articles. o' Association of The Company, Mr, Rawndra Bsndi (WhoteTim6 Director) (DIN: 000514 41) is tisbletoretire by rotetionand be^:r,g eligible seeks (i|i appolntrrj^nt at the ensu "g ACM Mr. i?ajcndra Bcndi is not distjuaiffied under Seetior' ;G4(2) of the Com I a n i es Act. 2013 Boa rd of D i \ ec ttv s reco m rii e. ntis h i s re- a p po^: nt i r i e rit riith'feljest irite rest of th e Co nri ft a ny

The Notice convening fprtheomirT&j ACM frtdudes the proposa: for re-appointmierit of aforesaid Director. A brief resume of the Director omposon to be re-op pointed, nature pf his pen once n spec; tic functions and ijrea and number of listed com pa n'^.fn which he ho lds:.Mendbe f s}i p/Cha rnanslr o of Boe'd arid CommilLees, sfiarehoidings and i-Ter-se relationships with other Directors as stipulated under Regulation 36(3) of the Securities and Fnchange Board of India (List ^r,g Ofeffigations and D^closure ttequ.remenls.l f?egui!at ons, 2Glb and secretarial Standards on General Meetings (SS-2) are provided inthe'Annexure to the Notice of AG M' form.ing part of the Ann us I Report.

FAM11IARIZATION PROGRAMME FOR INDEPENDENT DIRECTORS

independent Directors are familiarized with their roles, rights and responsibilities in the Company as well as with the natufe of industry and business. The details of FamiLaiizatio" Prcgirammc: arranged mr Independent Directors have been disclosed on the wi^jsite of thbpdrTfpa hybrid areavir able at the fatl owing link:

h ttbS:/AvWw.i nd othai .co. i n/wp - c Ontertt/u p I oads/2023/03/Detai Is-of- F a m i I ia riia tiatt- Rr og ra m mSs 2022-21. od f

DECLARATION BY FHE INDEPENDEN 1 DIRECTORS

The Company has rReived necessary declaration from each Independent Director under Section V»9.;7) of the Companies Act, 2C13. that he/shc meets mo criteria of the i^t:cpenGcncc loio oewn m Beet on 149(6} of 1 he Comparisr Act, 2013 along with Radiation 16ft} (b) anti Regulation 25 of the Secv ties and Exc-enge Board of India (List ng Obligations and DisclosureRcqui ^reme^r>ts) Regulations,2015

CODE OF CONDUCT FOR INDEPENDENT DIRECTORS

The Company also plated the Coue of Conduct for independent Directors This Code is a guide to professional conduct for independent Directors. Adherence to these standards Py Independent Directors and fulfillment of their responsibilities in a profeis'onai and faithful manner wilt promote Confidence of the investment community, particularly m norf^r shareholders, regulato'&and Com pa hies in the institution of Independent Directors

https:/Vww indothai coin,''win cantent/uploads/2QlB/Ofi/Codo of-Conduct far-1 ndepennent-Dimctors.pdf

ANNUAL EVALUATIONS

The Board of Directors has carried out an annual evaluation of the Committees, and of individual Directors pursuant to the provisions of the Companies Act, 20125 and the corporate governance requirements as proscribed by t.n-e Bocurines ,arv_i Exchange Board of India (Uattng Obligation sand Disclosure Requirements) Regulation. 2015

The performance of the Board was evaluated by the Nomination and Remuneration Committee after seeking inputs tram all the Directors on the basis of criteria such as the Board composition and structure, effectiveness of Board processes information anti functioning, etc. as provided lay the Guioanee Note on Board Evaluation issued by the Securities and Exchange Boa'd df Indie on 05' lrmuary.2017

The per for ms nee of the Co mmittees was evaluated by the Boa id after seeking inputs from the Committee Memoerson t ho b a s i s fef c r ito r j a = uch as t h c c o m pc:; 11 i o r, rJ co m m ittcos, effecti'd&n ess Df Copn m 11c e ni c c t¹ n g s o tc.

The Nomination rjnd Pc mu neat ion Committee reviewed the performance of inmvidL, a I Directors on the tins is of criteria sue Ý as the corf bution of Lh-j individual director to the Boom and Conimitti&e meet ngs likeo-eiffeonesscn the ssues to ba discussed, m eaningtu- and constructive contribution and in puts in meetings, etc.

In ss^paraf: meeting of Independent Directors held on OS' Match 2024, performance of Non-Independent Directors and the Board as ? whole was-eva :uatod.

DIRECTORS RESPONSIBILITY STATEMENT »>

To the best of knowledge and belief end according to the information and explanations obtained oy them, you.' Directors make the following statements in terms of Section 134(3) (c}ot: ho Com par os Act, 2013 that:

- In the preparation of the Annual Accounts for the year ended 31' March, 2024, the applicable Accounting Standards have been followed and there are no nrmLefiaideparturesfrom Lhe same:

- The Directors have selected such accounting policies and applied them consistently and made judgments and estimates that arc reasonable and prudent sc-as tc g ive-a true and fg r view of t he state of affairs of the Company as on 31 March, 2024a nd of the profits dfthe Corn party for thieyear ended o^r’ mat date,

Tho Directors have taken pm oar and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of the Companies Act. 2UI3. for safeguarding Lhe assets of the Company and for prevent ng and detecting fraud and other irregularities;

Ý t he Dime tors have prepared the annual tie counts on a going concern basis;

The Directors have -aid down mterr.nl financia controls to oc fcliovvca by the Company and that such internal finghcid^d.ritrof s(i|re a ef e^t^^and o[j^t i'ng effectively; aj$f

- ^: tie Dijgctors h jve devised proper ^fetems tu ensure compliance with the provisions dT =11 applicable tiws and ^r.hiat s uch system s v-ve re a deq u 9 te a n d o pera b ng effec i; ive ly

NUMBER OF MEETINGS OF THE BOARD »>

4 (Fo u r) meetings of th e Boa rd Were h eid On t h e fo 11 owi ng dates du ring t he f i nanc Ial yea r 2023- 24:

i Tuesday. 23' May. 2023.

li. Saturday, 05'August,2023;

ii- Saturday, 2S^:I October, 2023.

iv. Friday, 07 February, 2024

Details of suen meetings are prcv.ded in the Corporate Governance Repdrt^hichfdfhftSpartoflhtS report, n regards Lothe above stateo circulars the maximum interva os twee ri two meet mgs Is not more than 12Gdays.

AUDITORS >»

STATUTORY AUDITOR AND AUDITORS REPORT

Pursuant to the provisions o^!‘ Section .39 o' the Companies Act, 2.015, Mfe SPAR K & Associates Chartered A^ountant? I. LP. ndore {Firm Registration No. 005311C,'CAQOBl': were appointed ee the Statutory Auditor of the Company et 27 ACM he:don29“ Seutember,2021 till theconclu5ionofS2'" AGlvl.

The Report given by the Audrtor on the financial statement of the Comoriny ;s part of this Annua' Report. The Aug it Pepor t d oes not conta i n any q u a! if i cat ion rese rvation, adver se rema rk or d reclaimer

SECRETARIAL AUDITOR 4 SECRETARIAL AUDIT REPORT

Pursuant to the provisions of Section 204 of the Companies Act, 2013 and rules made t-ereunder, the Board ^V,3S appointed M,* Kaunhsl Anr.rta & Co. Company Secretaries,!ndorQjholdmg Certificate of Practice bearing Mo. 9103), to undertake the5ecrela^ria^ Audit of Lhe Cohnoany_

1 i-ieGccrctai fijf| Audit Report tor ine financial year ended 31" M.-firc h, 262.4 sannexed herewith marked aid'AnnexLire-B¹’ r. Form No, MR-3 and for ms an ntegral pert of this Report No: junlificshoris, reservations arid adverse re marks we re contained in mo Secretarial Audit Report.

Further, pursuant tc Rag.'.at ion ?4Aotthc Securities-Find f xchango Board cf Indio [Listing Obligations end Disclosure Regu rements) ReguJat uns, 2d IS, the Company has received die 5aeret.atial Audit ffleport from its materia subsidiary e. In do Thai Realties Limited 'or the i-nancialyeFirended.il March. 207e. No qualifications reservations and adverse remarks were contained in the Secretarial Audit Report of the material subsidiary

REPORTING OF FRAUDS BY THE AUDITORS

During the year under review, the Statutory Auditor and Secretarial Auditor have not reported any instances o* frauds Committed in the Company by its Officers or Employees to the Aud t Committee under Section 143(12) of the Com panies Act-; -2013; det atfs of which needs to be^^nt ioned i n the SiaB rd's Repdft

PUBLIC DEPOSITS »>

Your Company has not accepted any deposits from the public falling within the purview of Section 73 and 74 of the Corr,nani£>^r= Act, 2013 read together with the Companies ;Acceptance of Deposits) Rules, 2014 and therefore, there was no prir.c-pal Of interest outstanding as on thedate of the Balance Sheet.

CODE OF CONDUCT »>

In- compliance with Regulation 26(31 of the Securities and Lxchangc- Boaro of mdia (Listing Oblige t-ens and Disclosure Requirements; Regulations, 20'5. and the Companies Act, 2013 the Company ras teamed and adopted a Coce of Conduct [the "Code"). The Code is appl cable tc the Members of the Boaro. the 5eniof Management, Officers and E m p Icyees of t he Com pa ny. The Cede i s a va i I a bi e on t he fo 11 o wi n g i i n k

All the Member:; of the Ejbard, th e Senior Office rr= and E^:nrployces hove affirmed compliance to 1 teCode os

on 31 March; 2024 l^dara^brttti this effec^sigried by Manag ng Dilector, Forms part of the Annual Report

MANAGEMENT DISCUSSION AND ANALYSIS REPORT »>

Management Discussion and Analysis Report for the financial year 2023-24, as stipulated under Regulation 34(2((e) of the Securities aⁿd Exchanger Beard or India (l isting Obligation?; ncr: Disclosure Requ remenS) Regulations, ?015 in presented m a separata section femning: part of this Annua! Report, and gives dele:I oT every¹ industry structure, developments performance and state of affairs of the.Connpany's operationsduring theyear

INTERNAL FINANCIAL CONTROLS >»

Your Company bas put in p.-ate adequate infernal financial Controls with reference to the financial statements, Some of Wh i c h a re on t i i ns d b elow

Your Company has adopted accounting policies which are in line with the Accounting Standards prescribed in the Companies [Accc-unb^q Standards) Pu^:es_r 2CQ6. that continue to apply under Section 153 and other applicable provisions, ^:f arty, oft.he Companies Act. 2013 read w^:m Rule 1 of t it e Comps: ifcjjjjj (Accounts) Rules, ^G|4, as amended from timetotinne.

Your Company always believed that a system of^rr.ct inte'if^al control, indud ng suitable mentoring procedures and transparency, is an irrpcviant factor mi Lite success and growth of any ojjjganizatfon, It also ensures trial financial and other r.eco rds are rieHabfo.fo r prepa ring .financial statements.

internal Audit Reports ano significant audit observations are brought .to the attention of the Audit Committee of the Company. The interna controls existing in the Company are considered to be adequate v-s-n vis the business requirements.

Your Company ensures adequacy, corrimensurau? wim is current sDe business, to ensure operational efficiency, protection a no conservation of resources, accuracy and promptness m financra- reporting and compliance of laws and Ýegcilatio'-s. h is supported by the nternal audit process and wi ce enlarged -.o be adequate with the growth in the business activity,

For more details on internal financial control system and their adequacy kindly refer Management Discussion and Analysis Report.

INTERNAL AUDITORS »>

I nf^r nal Audit fon he'ffih a nci 3l yea r 202 3-24 was conduced by M fs S P -n rh a n and Aiye r S Co., Charts fed Ac ecu n t.s nts. T h e idea behind conducting Internal Audi: :s to examine LbsL the Company s carrying out its tjperat^Jhs'effectively and performing the processes, procedures end functions as per die prescribed norms “he [interna Auditor reviewed the adequacy and offic iency of r.ne key ^Lcrnalcontrolsguidod by the Audit Conrmttoe.

The Company hasapoomTod M/sS Ram an and A yc-rS. Co.. Chartered Accountants, in the Board Mooting ncld on'lC May, 202'- r. aecu ruenee with the circulars issued by the Secur ties arid Exchange Board of India for conducting an ni.ei iSjj'l A ud i t o; Ctoc k Broking D epos itory P a rt i c. i pa rt Ope r at i o ns a nd Reg u I a tory C o m p I i a n ce Ay d it tor t he fin ano: a I yea r 2024-2S 1 :e purpose of: his Internal Aud L is to examine Lha¹ die processes arid procedures followed and the opera lions earned out by the Company meet with the requirements prescribed by SERI end Stock Exchange(s) for Depository Par Lie: pant/Trad ng Members/Cleanng Members;

LISTING & DEPOSITORY FEE »>

I he Company lias paid Annual Listing Ý ee for the financial year 2024-25 to National Stock Exchange of India L mi Leu according to the prescribed nornnsS rcgulatons,

The company has paid annua! idling fee to R5E for meficanc-alyea- 2024-25 o|| receipt of nvoicq-from the same

Company has also paid Annual Custody Fee to National Securities Depository Limited and Issuer Fee to Gent/bl Depository Services ! India) i m tec for thefinancial year 2024- 2.5.

ANNUAL RETURN »>

Pursuant to Section 92(3) arid Section 134 (3) (a) of the Companies Act 20’3, the Annual Retm n Match, 2024 is

available on the Company’s we bsfee and nnny bo accessed n::

https:/,Www. in dot h m .co. i nAv p - co n te ntAj P?oa d s/2 0 24/G3/M GT--7 - FY 74 ^,jV® bsite.pdf

PARTICULARS OF LOANS, GUARANTEES OR INVESTMENTS »>

The details of loan's, guarantees find inv^ments cove-fed under t$p provision'-- of Section lfiil at :he Companies Act. 2013 and rules made thc'c-under are shown oncer Note No G&7inthji notes to the ( maneiai Statements.

RELATED PARTY TRANSACTIONS »>

There were no materia ly Significant rented pa>ty transactions which tall Linear the scope of Section 138(1) ot :hc-Compa nies Act, 2013 i e. transactions of materia nature, with its promoters, directors Or senior manag^frient or ^L.h(vr relatives etc, that may have potential conflict with |fre interest ot the Company at large Transactions entered with related partitas dc'inod L-nder Section 2(75) of the Companies Act.20ii and prov sighs c^; toe Secur ties anc Exchange Board of indie (Listing Obligations and Disclosure Requirements] Regulations, 201S, during the financial year 202.3-24 were main"/in the ordinary course of business rand on an arm’s lengt.o oasis.

Prior approval of the Aunit Committee is obtained by me Company before enter ng into any related party transaction as per the applicable provisions of me Companies .Act, 2013 and the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements; Regulation^ 2015. As per the provisrons of Section 183 of the Companies Act. 20H. ayoroval of the Board of Directors is also obtained for entering into -elated party Ira nsact ens by the Company. A quarterly uoaate is also given to the Audit Committee and the Board of D rectors on thA Relate^ P^rty Transactions undertake-'": oytht Company for thc-r review and consideration

Dtjung the year, your Company has not entered into any material contract, arrangement or transaction with Ý fiatc-a parties, as defined under the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations. 20151 and Policy on Mate nakty o^: Relptod Party Transactions and Dealing w;tn Related Parry Transactions ot the Company, fhe detfols with respect to thjp related party transactions are mentioned in the notes to the audited (standalone) financin' statements

There were no transactions during me year under review, that are required to be reported in Form AOC-2 and such Form AOC-2 is given as “Anne*ure -C” in this Board Report

The Policy on Materiality ot Related PaTransactions and Dealing with Related Party Transactidns, as approved by the Board, ,5 available on me Compa-'yt. website and can be accessed at

! Ý ttos: //www i 11 do t \ i&i.co.in/wa-contei i tAjpi o ads/2021/07/ Pol iev-o n-R ela led-P arty -1 r j n aaetidhs 5 u 062021.pdf

- • Ý ^{1 4}

RISK MANAGEMENT »>

Risk s an ntegral part of bus ness and your Company is committed to managing the risks in a proactive ard eft^;c enr rr'ianhef. Vour Company periodically assesses riiks in the internal snd external environment ._i oruj with the cost of treating risks and incorporates risk treatment plans h its strategy business and ope rational plans.

The Company's operations are prone to general rislki associated with economic conditions, chsnge in Government regulations,tax regimes, other statutes, financial r sks ann capital ma rket - uctuat cns.

Vour Company has taken Brokers Indemnity insurance Pokey Tor Excbange(s) in order to cove¹ the risk arising from operations. Additionally, the assets of the Company have a^o been insured under different kirttfe of separate policies i.e Standard Fire ar.es Speciar Pedis Policy, Electronic Equipment insurance, Vehicle insurance Pokey. Company has also taken Keyman insurance PdliCyfiesj m order to avoid targe negative impact ?nttieComioar'y'sopeiatiuRs due tc sudden InssdfKeymenomheCompany.

The Board of Directors of pa ny has formed a Risk Management Committee to fra rrve implement and monitor

the rii. management plan fort ho Com pah y, 1'he Committee is ^rc sponsible ifo'reviewing the nsk management plan <-nd ensuring its effectiveness. The Audit Committee has additional oversight in the area of financial risks and controls. The mo jar nsks identified by the- businesses and functions are systerna-.icni.y addressed th mug h mitigating act ion s on r. continual basis. Further riskfactors are set out in Management Discussion and Analysis Report which is forming part of this Annua’ Report

Par "he- development ana mpleme'ntatldn of risk plan the Bonro has framed a isk Manrigc. Tieⁿt. n_D my whirm nay be ac ce ssed o n t he Co m pany's wefcrsi te.

h l: ps;//www; rndot ha i .cg.l n/w p - co r-, ce nt/b pjqad $/2022/l O/Risk- Ma ha gement- Pol i cy. pdf

CORPORATE SOCIAL RESPONSIBILITY ("CSR") &

CSR INITIATIVES »>

The Company has constituted Corporate Social Responsibly Corrtbiittee ^ndei tea Cha-manshio ot "-Ir. Parasmal Doshi, Whole t: me Olrec tor of me Company-' n o.^rde^r to conduct and review Corporate-Social Respcnsio !ry aqtivlttgs in a prodent me oner

The brie^f outline of the Corporate Social Responsibility policy of the Company, initiatives unde’taken by tne Company on CSR activities during the year cog det-i is regarding : ho CSR Qfnrrmrttfre arc? sot cut n “Annoxure-D" of this ooort as " Ann u a! Repo rt on CS R Aetlvit res”.

Po:ieyipan be accessed on theCdrh'part/^ website at the (ink;

https: //wwW. I n d ? t ha i .c ?. i n/wd -c ? nte nt/u pi ? a ds/201 B/QG/C orpo ra te-Soc i ai - ftespo ns i bi I itv- Pol i cv.pdf

As ,in integral carta? society, you^r company consdcrs socisr rosoonsuvlity as an integral pert of its business activities and endeavor to utilise allowable CSR budget for the benefit of society The CSR Committee confirms that the implementation nno monitor ng of CSR Pol c.y, s in compliance with CSR objectives and policy of the Company. For n d etafled report on GSR pieese refer to" Annexure- D" to th -s Bo a rd Re po^r t.

VIGIL MECHANISM POLICY / WHISTLE BLOWER POLICY »>

the Board has adopted Vig-I Mbch.arffijim/Whist!e Blower Policy pursuant to the provisens of Section 1/7fy) of tFie Compgn es Act ?ci~. read with the Companies (Mopt.ngs of Ftparer and its Ppvwrsl Rules, 20H end Regulation 22 of thia Securities and Exchange Board of Tidio (Listing Obi gations arid Disclosure ReouuementsJ Reyu Elions, 2QIS. f he policy provides for a framework and process whereby concerns can be raised by its Employees and Directors to the management about unethical behavior, actual cr suspected fraud or violation of the Code of conduct or leg::-: or regulatory requirements incorrect or misrepresentation of any financial statements and have been outiinec incorporate Governance Report wh ch forms part of Thrs Annual Report. The polrcy provides for adequate safeguards against vi c ti m izati o n of e mployees a nd D i rectors oft h e Com pa ny.

The Vig i. M ec h' a n i sm/W h i st I e 3! owe r Policy majMse a ccessed on the Com pa ny s website at Ih e i n k: htt ds:/Ajvww. i n d ? L ha i ,co. i n/w d -c o n te nt/u olo ads/2Ql B/QGA/ig i I -M ec h anis m - Po I lev CfG.G5-20] 7.pdf

NOMINATION AND REMUNERATION POLICY »>

Pursuant to the provisionSection 176 gf the Companies Act 2ffl3 and m comply nee of Regulation 19 of the Securities r<nd Exchange Board of ndm (cisting Obligations and Dsclosure R squire merits J Pegu otions, 2G15, the Company nas formulated the Nominal on and i$em Liberation Policy fiai Directors. Key Manageiial Personnel and Employees of the Company in oroor to pay o-qu itable remuneration to Directors. KMPs and ether Employees of me Company, fhe composition of Nomination ahd Remuneration Committee has been given under Corporate Governance Report forming oert of thrs Annus i Report and Policy on Remuneration of Directors, Key Managerial Personnel and Other Employees' has been stated in "Annexure-E" set out to oe part of Board's Report.

l he policy can also oo accessed on the Company':; Website at the I r-k.

hllps://www.ir.dothai.co.rn/'wo confcnt/Linioads/2Q2l/08:'Rt^licv of-RemuhBration for Directors KMP-and-Other employees. .21 OB 2Q19.pdf

POLICY ON PRESERVATION OF DOCUMENTS AND RECORDS »>

Your Company has formulated a policy on Preservation of Documents and Records <n accordance Regulation 9 nr the Seca'Cres and Exchange Boaro of hdla (Listing Obligations ana Disclosure Requirements) Regulations, 20!d i he Policy ensures that the Company complies with the applicable document retention laws, preservation of various statutory documents and also Fays-down minimum retention period for the documents-and records in respect of which no retention period has been specified by any law/ rule/ regulation The PoIicy a ^:so provides for the author ty under which thod^posal/dcstrL.CTicnofoocumentsand records after the r m nirSj^Linn retention period car-- be earned cut.

Th o sa id po| Ý cy i ^ avu iI a b I o o n t ho webs to of t h e Co nr, p a ny a 11 h c l n k:

https/jWw.indothal.co.ihAvp-contect/up'toads^01B/06/Poli<iy-ft>r- Prgse rvation-of -Docs .pdf

POLICY ON DISCLOSURE OF MATERIAL EVENTS AND INFORMATION »>

Pursuant to Regulation 30 cf the Securities and Exchange Board of Jnd a ll.istinq Obligations and Disclosure Requirements) Regulations, 2015, the Policy on Determination of Materiality has been adopted by the Board to determine the events and i^tbrnnat'On which arc material n nature and arc required to do disclosed to the concerned Stock Exchanges.

I l ie said rjblicy i; available on the W6?t>s Leof the Company at the lihk:

httpsi/Awwv.indothai.ca.in/wp-content/uploads/2023/04/Policv-for Determination-of-M3terialitv_Updated.pdf

MATERIAL SUBSIDIARY POLICY »>

In accordance Ý-vi'.h therequ reme-r.is dfRegU atlitti 16(!}{c) and Regulation 24 of the Securities and Exchange Board qf India (Listing Obligations and Disclosure Requirements) Regulations, 2015, the Company has formulated a Policy for Determining Materia! Subsidiaries.

T he sa m c- nas bee n h osted o n t he we bsitc of t h e Com pa ny at th e i n k:

hit ds: feww.i n d ot ha i ,c ?. i n A/vo - co nts nt/u o-l oads/2019/05/PolicV't? r-- M ateri ah Subs id i a rv 15.05.2Q19. pdf

CODE FOR PROHIBITION OF INSIDER TRADING »>

Your Company has in place a Code for Prohibition of msider Trading, under the Securities and Exchange Board of India I ^ro! nb'Ton of insider hading) Regulations. 201b, winch fays down Ý.fie process .of trading in securities of the Company by the employees, designated persons and collected persons and to regulate, monitor and report trading by such emp'c-yees and connected persons of t he Company e ther on his/her own bc-naif or on behalf of any cthc.' porsen, on the basis of unpublished price sensitive information The Company reviews the policy on need basis,

The Code far Proh'ljitione-f-nsider Trading is available on the website pf tbeCbmpanyat the I nk

h tl&s:/AAtww.i hd otha i ,cb. i n/wc-cont&nt/u p I oada/2019/04/Codfe-for - P rdh i bition - of-1 hs i d er-Tradi no. pd f

CODE OF PRACTICES AND PROCEDURES FOR FAIR DISCLOSURE OF UNPUBLISHED PRICE SENSITIVE INFORMATION »>

Pursuant lobulation Si¹: of the Securities and Exchange Board of India (P'uhibiiion of insider Trading) Regulations, 2015, Company mis a Code oi Practices amd Priced _L.n?s for Fair Disclosure of Unpunished Price Sensitive Information, with view La tav cicw" practices procedure; for fair disclosure of unpublished puce sensitive njfymation through

5DD software that cqu Id impact pries discovery in market for its securities.

The Code of Practices and Procedures for Fair Disclosure of Unpublished Price Sensitive information * available on me website of t h e Conn pa ny at: he i i n k:

ht:rrrj'.hm.indathai,co.:r,p.comont/Ý_,uIcads/202ii/Ofi/CodeÝ cf Pract i c os and Procedures for Fair DiscosurG-o' . Lino ubl ished -Priee-Sensitive-l nform at i on .pdf

Your Com nany aso conPLictsir.-housetra ring orogra-ns to develop leadership ns well as functional papabilitieS in order tome'el future talent re^yitepents and ^fjknhanfce business operations .nduMrial felattdnsyrereoDrdi^thro.Ugho^ ttig year To ensure that the employees arc- at their oroductive best, we continue to work on simplifying the internal profiles throug h col f aborati ve efforts with ||*r workfo rce.

MATERIAL CHANGES »>

Material Changes during the financial year 2023-24 :

Tne Company hart undertaken to divert 37,929 (Pi Tty-one Thousand Kino I hundred Twenty Nine] Rquuy Shares of jRs, '60/- (RupeesOne Hundred Sixty Gmy) per siare, amounting to f>s. SI, 0 8.640/-(ft upee;; f iffy-One LaHhs Eight Thousand Six Hundred Forty Only) in thestiarecapitaiof (?emigos Money India Private Limited, on 28th Marcth, 2024.

Materia! Changes after the end of financial year 2023-24 :

I tie Com pa ny as issu^j 9_rSQ/jTl9! (Nine Lakh feightyl ^r’ousand I hree H undr-od and Nineteen) warrants convertib.e into Equity' Shares of the company of Rupees 376/- (Rupees tftjee Hundred and Seventy-Six Only) per warrant amputating to Rupees 36,05,99,944./ | Rupees Thirty-Six Chore Eighty-! ivr: Lakh Ninety Nine Thousand Nine Hundred and Forty-imur

0 n1y) onep refe re ntbl basis.

PARTICULARS OF EMPLOYEE AND RELATED DISCLOSURES»>

1 he ratio- of remuneration of each Director to the median of employees remuneration as per section 197(12) of the Companies Act, 2013, read Wtn Pu-e5(i) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 forms pa M. of the E3oa rd's Reocrt under “AnneHure-F” as Median Remuneration.

In ternrs ot the provsions of Section 197(12) of tno Act read with Rules 3(2) and 5(3) cf the Companies (Appointment 3 Remuneration of Managerial Personnel} Pules, 2014. the list o' Live top 10 employees in temps of remuneration To mis part csfttae Board'* Report under “Anncxure-F"*

CORPORATE GOVERNANCE >»

Your Company's Corporate Governance Practices arc a reflection of the va ue system, encompassing culture, ponces and relationships with it? stakeholders integrity anti 1 ransparency.are key to feorporate Governance Pract^rces to ensure that tne Compsrry gam ana retain the trust cf its staKchofccrs at all times. Your Company is committed for mghest standard of Corporate Governance i" adherence of the Securities and Exchange Board of India (Listing Obi gat ions and Disclosure Requirements) Regulations, 2015 Pursuant to Regulation 34(3: reset with Schedule V ot the Secur.ties and Exchange Beard of India (Listing Obligations and Disclosure:Requirements) Regulations,2015 with the Stock Exchanges, a Report on Corporate Governance forms an ntpgra¹ part ot this annual report. A 'Certificate' from M/s Kaushar Ameta & Co. Practicing Company Secretary, com rm-ng com pi-a nee by the Company of the cond-hons of Corporate Governance as stipulated in Regulation 34(3) of the Securities and Fx-nanga Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 is also annexed as ^LlAnne.xure-G^ilto1.nis Beard's Report.

The no tails pf E x ec uti vc D reCt o r, 1 a ble tp re '.'ire by rctv.ionar o na a d e pa r7. 1 n t h e An nex u re to N oti c c of 30‘" AG M undr/ Brief Profile of Directors seeking Re-Appointment as required under Regulation 36 of th£ Securities and |xchange Ro a rd of Ý n d 1 a 11 st r.g O bl 1 gat 1 oh,£ and Dir_nc I os u re R «q u i rc5 m.e nts| Regulations 7 015,

PARTICULARS REGARDING CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE EARNINGS AND OUTGO »>

Being a Broking Company, we arc not involved in any industrial or manufacturing activities and therefore, the Company's activities involve very low energy concur si pi (on and hove no particulars to repod regarding (conservation of e n e rg y a n d to c n no :c gy a b s orpt ion. I I owe ver, of m rts a re made to fu rther redci c&ehe rgy con-su m pt 1 o n.

There has beer. no (simmgs and outgo inf-reign exchange during the fingncia yaar2023 24,

The intoimatior, or, con^rva$0.npf energy, technology absorption and foreign exchange earnings and outgo.stipulated under Section K54(3)(m) pf the Companies Act, 2013 read with Rule 8 of the Companies (Accounts) Rules, 2014 ;s annexed h erewit hand forms p a rt of t h i s Re po rt as “Annexure - H"\

ARCHIVAL POLICY »>

The Company haiformqfatfia a policy fo* archival.-ofits records under Regulations of the Secor ties and Exchange Board c" India Ý! luting Ob!-gallons and DisciG&ur'tt Requ remonts) Regulat.-ions, 2Cl£].. The policy deals with the retention and archival of corporate retbjds of the Company and all its subsidiaries Hie policy provides guidelines for archiving of po r porate records a n d d ecu m e nt s as statutori I y rsq u i re d by t h 9 Co m pa n y.

The Archive i Policy isavn Table on the website of the Company at the link:

hti i >s /:« indothai.co i [ -./v./p.-<;o.i i ce- rt j _f-.;o a d s/2 01 tVO 6/A.rc h i va I - Policy.. 07TI20lS.pdf

PREVENTION OF SEXUAL HARASSMENT AT WORKPLACE »>

Your Company has zero tolerance policy in case of Sexu.a harEissment at workplace and isconr,msited lo provide a healthy environment to each and every employee of the Company The Company has in piece Policy against Sexual Harassment ? I Women at Workplace in line with the requirements of Sexual ' iarassment of Women at Workplace (Prevention, Prohibition a Redressel) Act. 2013 (hereinafter referred as the "said Act") and rules made there under. As per the provisions of Section 4 of mo said Act, the Eoarri ot Directors has constituted the ntornal Complaints CommitT-ee ("ICC") at the Registered Office and at all the Regional Offices of the Company to deal with the complaints received by the Company pertaining to gender d-schmination and sexual harassment at workolace

During the year under 'eview. there were no such incidents reported in relation to Sexual --larassmenT or Wcrr-.en ;jt Workplace (Prevention, Prohibition & Pedressal) Act, 2013.

Vour Company has also organized workshops and awareness programmers at mg_jar intervals ^_or sensit.zing the employees with the provisions of the Act and orientation programmes fo^r the Members of the iCC in 'he manner prescribed rntho said Act.

The updated policyagainst Sexual Harassment of Wo men at Work pi .ace is available on the website of the Company at the link:

https://www iridcL'’ai.co.m/wD conLo^r':/uDloads/2022:T0/Rolicv- Against - Sex up liar n-ismenL- of- Women -at-workplace pdf

AUDIT COMMITTEE »>

Pursuant to the provisions of Section V77 of the Companies Act, 2013 and Regulation IB of the Securities and Exchange Board of India (Listing Obligations ana Disclosure Requirements) Re gu Sat ions. 20b>, your Company has formed the Audit Committee under the Chairmanship of Mr Qm Prakash Gauba subject to the appointment of new independent Director. I'he composition of Audit Committee has been stated under Corporate Governance RcporL ano forms an integral part of report.

All recommendations made by the Audit Committee were accepted by the Board The roieo^f't he Committee is to provide oversight oft he financial roper ting process, the audit process, the system of internal contro-s and compliance wito laws AllpoSL Me¹neasdreSareteken by theCommULeetoehsuretheobjecLivityandindeperitiencec/ndeoendeni Auditor l-

HUMAN RESOURCE >»

Attracting, enabling ano retaining talent have been the cornerstone of the Human Resource function and the results undo*score the inr-ponanl roic- that humnn capital plays in critical strategic activities such as growth. A robust Talent Acquisri on system e"ebles the Company to balance -.jrpredictable business demands with a predictable resource supplythrough organic und inorganiegrowm

Your Company firmly be ieves tnat employees are the most valuable assets and key players of business success and susta ned growth. Gnlyvyfth their participation we rrsna^e to achieve a healthy work culture, transparency n working, fair business practices and cession for efficiency Th os, development of human resources stall levels h taken on priority t'4 upgraoe knowledge arc skills of employees^nd sensitive them- towards proawclivi’.y, go;: ity,cost reduction, safely and -environment protection The Com.pony's ult mete objective is to create e strong end consistent teem of employees wherein each link n the resource chain is as strong s-is me other. In viewer this, various employee benefits, rep real: on a and tea nn b u i I d i ng p ro g ram s a re con d u cted to eoha nee e m p I oyee s kii is, mo Wat i o n as a iso to foster tea m spirit

SIGNIFICANT/MATERIAL ORDERS PASSED BY THE REGULATORS/ COURTS/TRIBUNAL »>

During the financial year 2023-24. The Company has received the Order under Section 73 of Chapter V of Finance Act,1?94 from office or “ho Assistant r.onr-nvss'.onerctCCST & Centra! Excise Dwisron V. in do re? on account of Recovery of service tax not levied or paid or short-levied or short paid or erroneously refunded ^for the period 2000-2001,2001-2002, 200?- 2003 and 2003-2004, Sermon 7S of Chapter Vd Finance Ac: 3494 amounting to Rs.2_rB7,5B4 end Interest & penalty ofR5.43,4S,8Sl thereon in above connection

GENERAL »>

Ot he r d iselosu res re I ate d to fi n aocia I yea r 2023-24:

A. Your Company does not have any Employee Stock Option Scheme & Emoicyce Stock Purchase Scheme for ts E m pieyees/D i recto rs.

B. You r Company has not issued shares with differential rig hts as to drvidend, voting or otherwise.

C. Ne ther the Managing Director nor the Whole-Urns Director is.) of the Company received any remuneration or commission from any of the 5ubs>biaric5of your Company.

D'. The applicable Secretarial Standards, i.e. SS-1 and £5-2, relating to 'Meetings of Board of Directors' and 'General Meet rigs' respectively, have been d.u|y compiled by yrw Company.

L Vour comuany has not made any application nor any proceeding i pending unde' - '’solvency and bankruptcy Code

2016.

T Your oorroany has not obtained One time sett I cm Hint from the Bangor I- nan: lal Inst tul'.cn

GREEN INITIATIVE >»

Liectronic cop es of the Annua Report 2U2;-24 urru the Notice of 30 ACM are sent to a memoers whose email add resses a re reg iste red wi f h th e Com pa ny/depos ito ry pa rt icl p a nts (s). Fo r m e m be rs who nave not sreg iste red toe i r ema i I addresses, were provided an opportunity to reg ister the same. We strong !y promote toe purpose ana mtcnLior. behind Green initiative and accord (mg|f the required processes and efforts nave been made to encourage tha-shereftbirder&tci get their email addresses registered, so that A/fntiaJ Reports, Notices and all otnor cor,corned ur'ormation can bo received by them.

APPRECIATIONS & ACKNOWLEDGEMENTS »>

Ynur Directors wish to place on record tin-- r gratitude to Share holders for the confidence reposed by Them and thank all the' Clients, Deaers. Banks and oLhc-r business associates for their ccntribu! .on to your Company's growth; I'he Directors also wish to express their appreciation for the efficient and loyal services rendered by eaph and every employee, without wh ose wh ole h c-a - t.cri eftor t s. th c ovo ra 11 s a t i sfa r. to ry ph rfc r m a nee wou 'id noth eve o a on po s s i b I c

Your Board ex praises its gratitude for the assistance and go- oporat.-.on extended by SJEG^ BSF, NST. Mftf CD 51. N£D: MCX, YCDbX, RBI, ^WCA. Central Government .^:,nd Government o' varb-s States and other fieyula'.o'y Authorities including bocal Governing Bodies. You' Board appreciates the pfpdolis support provided by the-Auditors, l.a$yjfers and Co^1-1 s-j I La n Is. 111 e Co n 1 pa ny wl I m a ke eve ry ef for t to meet the asp: rations of its Shareholders.

Place: Indore By order of the Board pf Directors

Date: OS'" September, 2024 Sndo Thai Securities Limited

Parasmal DoShf

(Chairman cum Whole-Time Director)

Dip COOS14SO