P.E. Analytics Ltd Directors Report

Directors Report to the Shareholders

TO THE MEMBERS,

The Directors are pleased to present herewith the sixteenth (16^th) Annual Report of P.E. Analytics Limited ("thecompany") along with the Audited Financial Statements for the Financial Year ("FY") 2022-2023

SUMMARY OF FINANCIAL HIGHLIGHTS:

The standalone and consolidated performance of the Company for the Financial Year Ended on March 31st, 2023 is summarized below:

1. FINANCIAL HIGHLIGHTS: -

INR In Lakhs

	Standalone		Consolidated
PARTICULARS
	2022-23	2021-22	2022-23	2021-2022
Revenue from operations (Net)	2039.29	2390.62	2905.38	2400.89
Other Income	324.21	179.74	325.28	179.74
Total Income	2363.50	2570.36	3230.66	2580.64
Less: Expenses	1127.09	1310.47	1774.89	1311.03
Earnings before Interest, Tax, depreciation and amortization (EBITDA)	1236.41	1259.89	1455.77	1269.61
Depreciation and amortization	25.88	31.61	25.88	31.61
Finance Costs	-	-	-	-
Exceptional Items	8.39	5.92	8.39	5.92
Profit before Tax	1,202.14	1,222.36	1,421.50	1,232.08
Current Tax	294.29	307.22	351.17	309.53
Earlier Years	(0.78)	(16.98)	(0.63)	(16.98)
Deferred Tax	11.65	1.01	10.31	1.01
Profit after tax for the year	896.98	931.11	1060.65	938.52

2. FINANCIAL PERFORMANCE AND STATE OF THE COMPANYS AFFAIRS

Consolidated Revenue from operations was Rs. 2905.38 (in Lakhs) which was approx. 21% higher than the consolidated revenue of Rs. 2400.89 (in Lakhs) in the FY 2021-2022. The Consolidated EBITDA of the company was Rs. 1455.77 (in Lakhs) during the year under review as compared to Rs. 1269.61 (in Lakhs) in FY 2021-2022.

Standalone Revenue from operations was Rs. 2039.29 (in Lakhs) as compared to Rs. 2390.62 (in Lakhs) in the FY 2021-2022. The standalone EBITDA of the company was Rs. 1236.41 (in Lakhs) during the year under review as compared to Rs. 1259.89 (in Lakhs) in FY 2021-2022.

The Consolidated revenue of the company from the website subscriptions has been increased to Rs. 1,888.61 (in Lakhs) in the FY 2022-2023 from Rs. 1,625.65 (in Lakhs) in the FY 2021-2022. Your company has observed a huge jump in the consolidated revenue from service income of Rs. 866.08 (in Lakhs) in the FY 2022-23 from NIL revenue in FY 2021-2022.

3. CONSOLIDATED FINANCIAL STATEMENTS:

Pursuant to the provisions of section 129 and 134 & 136 of the Companies Act, 2013 read with rules framed there under and pursuant to Regulation 33 of SEBI (LODR) Regulations, 2015, your Company had prepared consolidated financial statements of the Company and its subsidiary i.e PROPEDGE VALUATIONS PRIVATE LIMITED (CINs No. U74110DL2015PTC282971). The annual financial statements and related detailed information of the subsidiary Company will be provided on specific request made by any shareholders and the said financial statements and information of subsidiary companies are open for inspection at the corporate office of the Company during office hours on all working days except the Saturday, Sunday and Public Holidays. The Consolidated Financial Statements of the company and its subsidiary for the FY 2022-2023 are prepared in compliance with the applicable provisions of the Act and as stipulated under Regulation 33 of SEBI Listing Regulations as well as in accordance with Indian Accounting Standards notified under the Companies (Indian Accounting Standards) Rules, 2015. The Audited Consolidated Financial Statements together with the Independent Auditors Report thereon forms part of this Annual Report.

4. DIVIDEND

In order to conserve the resources for future requirements & plans for future expansion, the Board has decided to retain the profits generated and consequently Board is unable to recommend distribution of dividend.

5. RESERVES

During the Financial Year 2022-23, the Company has transferred a total amount of Rs. 1907.66 (in Lakhs) to general reserves of the Company.

6. PUBLIC DEPOSIT

During the year under review, the Company has not accepted or renewed any deposit from the public falling within the ambit of section 73 of the Companies Act, 2013 and the Companies (Acceptance of Deposits) Rules, 2014.

7. SHARE CAPITAL

Authorized Capital:

During the year under review, there has been no change in the Authorized Share Capital of the Company i.e. Rs. 11,00,00,000/- (Rupees Eleven Crore Only) divided into 1,10,00,000 (One Crore Ten lakh) Equity Shares of Rs.10/- each.

Issued, Subscribed and Paid-up Capital:

The Companys Equity share Capital positions as on March 31, 2023 is as follows:

Authorized Share Capital			Issued, Subscribed & Paid-up share Capital
Equity
No. of Shares	Face value	Amount (Rs.)	No. of Shares	Face value	Amount (Rs.)
					10,48,21,04
1,10,00,000	10	11,00,00,000	1,04,82,104	10
					0

8. EQUITY INFUSION

No Equity infusion has been done during the Financial year under review i.e. FY 2022-2023.

However during the previous financial year, your company has launched its Initial Public Offer (IPO) and has infused funds by offering shares (27,72,000 equity shares) to the public comprises of offer for Sale (14,52,000 equity shares) by an existing shareholder of the Company, in relation to such number of Equity

Shares held by it which are eligible for offer for sale (the "Offer for Sale" and such shareholder, the

"Selling Shareholder" together with the Fresh Issue, the "Offer" or the "IPO") & to various categories of investors including qualified institutional buyers, retail individual investors, non-institutional investors, non-resident Indians, registered foreign portfolio investors, as permitted under the SEBI ICDR Regulations and other applicable laws. The Equity Shares allotted were rank in all respects pari- passu with the existing Equity Shares of the Company.

9. LISTING

The Equity Shares are listed (listing date - 04.04.2022) on the National Stock Exchange of India Limited ("Stock Exchange") on SME-EMERGE Platform. The Company had fulfilled all necessary requirements, entered into listing agreements with the Stock Exchange.

10. DEMATERIALIZATION OF EQUITY SHARES:

All the Equity shares of the Company are in dematerialized form with either of the depositories viz NSDL and CDSL. The ISIN No. allotted is INE0KN80101.

11. DIRECTORS AND KEY MANAGERIAL PERSONNEL:

During the year under review, there has been no change in the Directors or KMP of the Company. However in the current Financial Year 2023-2024, Ms. Chetna Mann, the erstwhile Company Secretary and Compliance Officer has resigned from her office w.e.f. 12^th May, 2023 and Mr. Nadeem Arshad has joined the company as a Company Secretary and Compliance Officer w.e.f. 22^nd May, 2023. The List of Directors and KMP are as follows:

Name of Director/ KMP	DIN No.	Designation	Date of Change in Designation/ Appointment
Samir Jasuja	01681776	Managing Director	13.11.2012
Vaishali Jasuja	01681830	Director	29.11.2017
Pooja Verma	02256389	Director	19.03.2018
Satish Gordhan Mehta	00110640	Independent Director	14.02.2022
Sachin Sandhir	02147063	Independent Director	14.02.2022
Ajay Kalayil Chacko	05213596	Independent Director	14.02.2022
Dheeraj Kumar Tandon	_	Chief Financial Officer (CFO)	03.01.2022
Chetna Mann	-	Company Secretary cum Compliance	19.01.2022
		Officer (Date of cessation 12.05.2023)
Nadeem Arshad	_	Company Secretary cum Compliance officer (appointed w.e.f. 22nd May, 2023	22.05.2023
		vide Board Meeting held on 19th July, 2023)

Independent Directors

To bring more experience on the Board, Company has appointed Mr. Sachin Sandhir, Mr. Satish Gordhan Mehta & Mr. Ajay Kalayil Chacko as independent Directors of the Company on 14^th February 2022 and will look after the progress and growth of the Company which will provide immense benefit & they are Independent of the Management. All Independent Directors have given declarations that they meet the criteria of Independence as laid down under section 149(6) of the Companies Act, 2013 and Regulations 16(1)(b) of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015.

Key Managerial Personnel

The Board of the Company has appointed the Competent Professionals as a Chief Financial Officer and Company Secretary to take material responsibility of compilation of data, coordination with the stakeholders and liasoning with the merchant bankers and other government regulatory & agencies (like NSE , SEBI etc.). Ms. Chetna Mann, Company Secretary was appointed on 19^th January, 2022. She has resigned from her post w.e.f. 12^th May, 2023 and Mr. Nadeem Arshad (M.No. 71732) has been appointed as the Company Secretary & Compliance Officer of the Company w.e.f. 22^nd May, 2023 . Further, Mr. Dheeraj Kumar Tandon, Chief Financial Officer was appointed w,e.f. 03^rd January, 2022.

12. DISCLOSURE OF RELATIONSHIPS BETWEEN DIRECTORS INTERSE

Name of Director	Relationship with other Director
Samir Jasuja	Husband of Director- Vaishali Jasuja (promoter)
Vaishali Jasuja	Wife of Managing Director- Samir Jasuja (promoter)
Pooja Verma	None
Satish Gordhan Mehta	None
Sachin Sandhir	None
Ajay Kalayil Chacko	None

13. RETIREMENT BY ROTATION

In terms of section 152 of the Companies act, 2013, Ms. Vaishali Jasuja (01681830) and Ms. Pooja Verma (02256389) the Directors of the Company are hereby liable to be retire by rotation at the following Annual General Meeting and being eligible, offered herself(s) for re-appointment, also it is ascertained that Directors appointments are not subjected to the disqualification under section 164 & 165 of Companys act 2013. Further, Brief profile along with the consent of Director(s) seeking Re-appointment is given in Annexure-I of the notice and also presented in the Boards Report:

The Board confirms that none of the Directors of the Company are disqualified from being appointed as Director in terms of section 164 of the Companies Act, 2013 and necessary declaration has been obtained from all the Directors in this regard.

14. BOARD EVALUATION

Pursuant to the section 134(3)(p) of Companies Act, 2013 read with Rule 8(4) of Companies (Accounts) Rules, 2014 and SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, the annual evaluation process of the Board of Directors and Committees was conducted and the Board evaluated its performance after seeking inputs from all the directors on the basis of criteria such as Board Composition and structure, effectiveness of Board Processes, information and functioning, etc.

15. DECLARATION BY INDEPENDENT DIRECTORS

Every Independent Director, at the first meeting of the Board in which he participates as a Director and hereafter at the first meeting of the Board in every Financial Year, gives a declaration that he meets the criteria of independence as provided under section 149(7) of the Companies Act, 2013 and under Regulation 16(1)(b) of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirement), Regulation 2015 and accordingly the Company has received necessary declaration from each Independent Director under

Section 149(7) of the Companies Act, 2013 and as per Regulation 16(1)(b) of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirement), 2015 that he/ she meets with the criteria of Independence laid down in Section 149(6) of the Companies Act, 2013 and SEBI (LODR) Regulations.

16. COMMITTEES OF BOARD

1. Audit Committee :

The Board has constituted an Audit Committee on 30.03.2022. The constitution, composition and functioning of the Audit Committee also meets with the requirement of Section 177 of the Companies Act, 2013 and Regulation 18 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015. All the recommendations of Audit Committee have been accepted by the Board of Directors of the Company:

Terms & Reference of Audit Committee:

Overseeing the Companys financial reporting process and the disclosure of its financial information to ensure that the financial statements are correct, sufficient and credible.

Recommending to the Board, the appointment, re-appointment and, if required, the replacement or removal of the Statutory auditor and the fixation of audit fees.

Approval of payment to statutory auditors for any other services rendered by the statutory auditors. Reviewing, with the management, the annual financial statements before submission to the Board for approval, with particular reference to: a. Matters required being included in the Directors Responsibility Statement to be included in the Boards report in terms of clause C of sub section 3 of section 134 of the Companies Act 2013 b. Changes, if any, in accounting policies and practices and reasons for the same. c. Major accounting entries involving estimates based on the exercise of judgment by management. d. Significant adjustments made in the financial statements arising out of audit findings. e. Compliance with listing and other legal requirements relating to financial statements. f. Disclosure of any related party transactions. g. Qualifications in the draft audit report.

Reviewing, with the management, the half yearly and annual financial statements before submission to the Board for approval.

Matters required to be included in the Directors Responsibility Statement to be included in the Boards report in terms of clause(c) of sub-section (3) of section 134 of the Companies Act, 2013.

Changes, if any, in accounting policies and practices and reasons for the same.

Significant adjustments made in the financial statements arising out of audit findings.

Disclosure of any related party transaction.

Modified opinions in the draft audit report

Statement of Deviation

Reviewing, with the management, the statement of uses / application of funds raised through an issue (public issue, rights issue, preferential issue, etc.), the statement of funds utilized for purposes other than those stated in the offer document/prospectus/notice and the report submitted by the monitoring agency monitoring the utilization of proceeds of a public or rights issue, and making appropriate recommendations to the Board to take up steps in this matter.

Reviewing, with the management, performance of Statutory and internal auditors, adequacy of the internal control systems.

Reviewing the adequacy of internal audit function, if any, including the structure of the internal audit department, staffing and seniority of the official heading the department, reporting structure coverage and frequency of internal audit. Discussion with internal auditors on any significant findings and follow up there on. Reviewing the findings of any internal investigations by the internal auditors into matters where there is suspected fraud or irregularity or a failure of internal control systems of a material nature and reporting the matter to the Board. Discussion with Statutory auditors before the audit commences, about the nature and scope of audit as well as post-audit discussion to ascertain any area of concern. To look into the reasons for substantial defaults in the payment to the depositors, debenture holders, shareholders (in case of non-payment of declared dividends) and creditors.

Approval of appointment of Directors, KMP & Related Party (i.e. the whole-time Finance Director or any other person heading the finance function or discharging that function) after assessing the qualifications, experience & background, etc. of the candidate.

2. Nomination and Remuneration Committee :

The Board of Directors of the Company has constituted Nomination and Remuneration Committee (NRC) on 30.03.2022. The Constitution, Composition and functioning of the Nomination and Remuneration Committee also meets with the requirements of Section 178(1) of the Companies Act, 2013 and Regulation 19 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015.

Terms & Reference of Nomination and Remuneration Committee:

To recommend to the Board, the remuneration packages of the Companys Managing/Joint Managing/ Deputy Managing/Whole time / Executive Directors, KMP, Related Party and other senior employees including all elements of remuneration package (i.e. salary, benefits, bonuses, perquisites, commission, incentives, stock options, pension, retirement benefits, details of fixed component and performance linked incentives along with the performance criteria, service contracts, notice period, severance fees etc.; To be authorized at its duly constituted meeting to determine on behalf of the Board of Directors and on behalf of the shareholders with agreed terms of reference, the Companys policy on specific remuneration packages for Companys Managing/Joint Managing/ Deputy Managing/ Whole time/ Executive Directors, including pension rights and any compensation payment;.

Such other matters may from time to time be required by any Statutory, contractual or other regulatory requirements to be attended to by such committee.

3. Stakeholders Relationship Committee :

The Board of Directors of the Company has constituted Stakeholders Relationship Committee (NRC) on 30.03.2022. The Constitution, Composition and functioning of the Stakeholders Relationship Committee also meets with the requirements of Section 178 of the Companies Act, 2013 and Regulation 20 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015.

Terms & Reference of Stakeholders Relationship Committee:

Redressal of shareholders/investors complaints;

Reviewing on a periodic basis the Approval of transfer or transmission of shares, debentures or any other securities made by the Registrar and Share Transfer Agent; Issue of duplicate certificates and new certificates on split/consolidation/renewal;

Non-receipt of declared dividends, balance sheets of the Company; and

Carrying out any other function as prescribed under the Listing Agreement.

Allotment, transfer of shares including transmission, splitting of shares, changing joint holding into single holding and vice versa, issue of duplicate shares in lien of those torn, destroyed, lost or defaced or where the cages in the reverse for recording transfers.

4. Corporate Social Responsibility Committee :

The Board of Directors of the Company has constituted Corporate Social Responsibility (CSR) Committee on 30.03.2022. The Constitution, Composition and functioning of the Corporate Social Responsibility Committee also meets with the requirements of Section 135 of the Companies Act, 2013.

Terms & Reference of Corporate Social Responsibility Committee:

To formulate and recommend to the Board, a CSR policy which shall indicate the activities to be undertaken by the Company as per the Companies Act, 2013; To review and recommend the amount of expenditure to be incurred on the activities to be undertaken by the Company; To monitor the CSR policy of the Company from time to time; Any other matter as the CSR Committee may deem appropriate after approval of the Board of Directors or as may be directed by the Board of Directors from time to time.

5. Internal Complaints Committee (ICC), Sexual Harassment of women at workplace (prevention, prohibition and redressal) Act, 2013.

The Board of Directors of the Company has constituted the Internal Complaints Committee (ICC) on 30.03.2022. The Constitution, Composition and functioning of the Internal Complaints Committee also meets with the requirements of Section 4 of Sexual Harassment of Women at Workplace (Prevention,

Prohibition and Redressal) Act, 2013.

Terms & Reference of Internal Complaints Committee:

To formulate the Sexual Harassment Policy in order to ensure the prevention of sexual harassment and safety of women employees at work place.

To conduct the meeting in case of any complaint received in writing from any women employees, to settle the grievances and to ensure the proper compensation in case of any misconduct, harassment with the women employees either physically or mentally.

Provide a safe working environment at the workplace.

Organize workshops and awareness programs at regular intervals

17. MATERIAL CHANGES AND COMMITMENTS, IF ANY, AFFECTING THE FINANCIAL POSITION OF THE

COMPANY WHICH HAVE OCCURRED BETWEEN THE END OF THE FINANCIAL YEAR OF THE COMPANY TO

WHICH THE FINANCIAL STATEMENTS RELATE AND THE DATE OF THE REPORT.

There are no material changes and commitments affecting the financial position of the Company occurred between the ends of the financial year to which this financial statements relate on the date of this report.

18. SIGNIFICANT AND MATERIAL ORDERS PASSED BY THE REGULATORS OR COURTS OR TRIBUNALS IMPACTING THE GOING CONCERN STATUS AND COMPANYS OPERATIONS IN FUTURE

No significant material orders was passed by the regulators/courts which would impact the going concern status of the Company and its future operations.

19. DETAILS OF SUBSIDIARY/JOINT VENTURES/ASSOCIATE COMPANIES

During the year 2021-2022, your Company has acquired 8000 Equity Shares at face value of Rs.10 each of

Propedge Valuations Private Limited (CIN No. U74110DL2015PTC282971) out of 10000 Equity Shares i.e holding 80% and thereby M/s Propedge Valuations Private Limited is a subsidiary Company u/s 2(87) of the Companies Act, 2013 w.e.f 06th January 2022.

Propedge Valuations are a leading provider of Valuation of Real Estate Assets & Plant and Machinery, Project Approval and Project Monitoring services across top cities in India. Leading institutions in BFSI and Insurance segment trust us for independent and incisive Technical services reports.

20. NUMBER OF MEETINGS OF THE BOARD OF DIRECTORS

During the Financial Year Ended on March 31, 2023, the Board of Directors met 5 times, the details of which is given below. The maximum interval between any two meetings did not exceed 120 days. The prescribed quorum was presented for all the Meetings and Directors of the Company actively participates in the meetings and contributed valuable inputs on the matters brought before the Board of Directors.

There being 5 meetings of Board of Directors being convened under the financial year complying with the requirement of Section 173 of the Companies Act 2013. Details of Board meeting held are as Follows:-

S. No. Date of Board Meeting	No. of Directors eligible to attend meeting	No. of Directors attended meeting
1 09.05.2022	6	6
2 12.07.2022	6	6
3 03.11.2022	6	5
4 02.02.2023	6	6
5 06.03.2023	6	5

21. ANNUAL RETURN

Pursuant to Section 92(3) of the Act and Rule 12 of the Companies (Management and Administration) Rules, 2014 , the Annual Return for the FY 2022-2023 is available on Companys website at URL:-www.propequity.in.

22. PARTICULARS OF LOANS, GUARANTEES OR INVESTMENTS UNDER SECTION 186

Necessary details are given here below: Amount outstanding as at 31st March, 2023

Particulars	Amount (Amount in Rs.)
Loan Given	NIL
Guarantees Given	NIL
Investments Made	80,000

 

Details PARTICULARS of Investments	AS AT 31/03/2023 (Amount in Rs.)
INVESTMENTS
INVESTMENT IN MUTUAL FUND (QUOTED)
Axis Regular Saving Fund	NIL
Kotak Medium Term Fund	NIL
INVESTMENT IN SHARES (QUOTED)
Hind Petro	1,15,96,892
IOC	19,96,650
ITC	1,90,93,912
ONGC	27,16,512

23. CHANGES IN THE NATURE OF BUSINESS & MAJOR EVENTS

For sustained growth in future, Company wants to rely on the main business of the Company i.e engaged in providing proprietary Real Estate Business Intelligence and Analytics Platform on B2B business model to various users such as Developers, construction industry, Investors, Banks, Housing finance companies, Equity research firms, real estate PE funds, REITs financial institutions, Mortgage Insurers, HNIs Lenders and Investors in real estate. Our products are considered as a premier Business Intelligence product-a first of its kind in India in the Realty space.

During the year (in last quarter), Company intended to come up with IPO with a view of Expanding the business which will bring immense benefit to the Company.

24. WEBSITE www.propequity.in is the website of the Company. All the requisite details, policy are placed on the website of the Company

25. POLICY ON DIRECTORS APPOINTMENT AND REMUNERATION

The salient features of the policy of Directors appointment and remuneration of Directors, KMP, senior employees and related parties are as provided under Section 178(3) of the Companies Act, 2013, SEBI (LODR) Regulations, 2015 and any other re-enactment(s) for the time being in force.

Nomination and Remuneration Policy is available at the website of the Company www.propequity.in .The Board has adopted Nomination and Remuneration policy for selection and appointment of Directors and Key Managerial Personnel and to decide their remuneration. The Nomination and Remuneration policy of the company acts as a guideline for determining, inter alia, qualifications, positive attributes and independence of a Director, matters relating to the remuneration, appointment, removal and evaluation of the performance of the Directors and Key Managerial Personnel.

None of the Directors of this Company are related to or taking any remuneration from its subsidiary Company i.e. M/s Propedge Valuations Private Limited.

26. INVESTOR GRIEVANCE REDRESSAL POLICY

The Company has adopted an internal policy for Investor Grievance handling, reporting and Redressal of same.

27. PARTICULARS OF EMPLOYEES AND REMUNERATION

Particulars of Employees Section 197(12) of the Companies Act, 2013 and other disclosures as per rule 5(2) of Companies (Appointment & Remuneration of Managerial Personnel) Rules, 2014, forming part of the Directors Report for the year ended 31st March, 2023.

a). Ratio of Remuneration of each director to the Employees median remuneration:

Particulars	Designation	Remuneration (p.a)	Median Remuneration (p.a)	Ratio
Samir Jasuja	Managing Director	56,78,000	6,00,000	9.46
Vaishali Jasuja	Director	29,03,000	6,00,000	4.83
Pooja Verma	Director	25,57,000	6,00,000	4.26

b). The appointment & percentage increase in remuneration of Chief Financial Officer, Company Secretary or Manager, if any in the financial year are as under:

Mr. Dheeraj Kumar Tandon is appointed as chief financial officer of the Company w.e.f 03rd January 2022, during the year the remuneration was increased from Rs.12.30 Lac to Rs.18.54 Lacs as disclosed under the schedule related party disclosures.

Ms. Chetna Mann is appointed as Company secretary of the Company w.e.f 19th January 2022 and during the year the net remuneration of 5.25 Lac was recorded as per the relevant schedule. She has resigned from her post w.e.f. 12^th May, 2023.

Notes: Gross remuneration comprises salary, commission, allowances, monetary value of perquisites, Companys contribution to Provident Fund, Haryana Labour Welfare Fund and Superannuation Fund; but excludes contribution to Gratuity Fund on the basis of actuarial valuation for which separate figures are not available.

c). Number of permanent employees on the rolls of the Company as on 31st March 2023- 144.

d). Affirmation is given that the remuneration paid to the Directors of the Company is as per section 198 of the companies act and as per the remuneration policy.

e). The percentage increase in median remuneration of employees for the financial year 2022-23 is 10%.

f). The average increase in the managerial remuneration is 6.75% & the average increase in the salary of employees other than managerial personnel is 10%. g). Information relating to Top 10 employees as per Rule 5(2) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 and amendments thereof:

Empl. Name	Designation	Nature of Empl.	Educational Qual.	Age	Experience in months	Gross Remuneration (FY 2022-2023)	Relative of any director/ manager
Shantanu Kumar Pati	Vice President- IT	Permanent	MBA (Global Business)+Ms c IT	44	293	52,02,180	No
Vaishali Jasuja	Vice President- client engagement	Permanent	M.M.S Marketing	48	188	29,03,000	Yes wife of Managing Director
Rashi Ranjee	Sr. Manager Head-Data operations Manager-	Permanent	BSC	34	212	21,78,408	No
Pooja Verma		Permanent	M.B.A	46	319	25,57,000	No
Manjeet Kumar	Technolgy Development	Permanent	MCA	40	215	18,75,576	No
Dheeraj Kumar	Chief Finance Officer	Permanent	CA	49	252	18,54,000	No
Tandon Shiju Joseph	Sr. Manager- QC & A Assistant	Permanent	B. Com (Accounting)	42	239	16,38,684	No
Yogesh Kumar Saini	General Manager-IT	Permanent	BA/Certificati on Microsoft	40	228	16,27,836	No
Ankur Vivek Shah	AVP- Business Development	Permanent	MBA/PGDM B.Tech	31	25	13,15,270	No
Niraj Pandey	Software Developer	Permanent	(Computer Science)	40	149	12,64,764	No

28. INSURANCE

All assets of the Company are not insured yet.

29. PARTICULARS OF CONTRACT AND ARRANGEMENTS WITH RELATED PARTIES

All transactions entered into with the related parties as defined under the Companies Act, 2013 during the financial year were in the ordinary course of business and on arms length pricing basis. Form AOC-2 is attached to Boards Report as Annexure-II.

30. SECRETARIAL AUDITORS

The Company has appointed M/s. Agarwal S. & Associates, Company Secretaries as the Secretarial Auditor of the Company under section 204(1) of the Companies Act, 2013 read with rule 9 of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 for financial year 2022-2023. The Secretarial Audit Report (MR-3) for the financial year 2022-23 is attached herein below as Annexure IV of this Report.

31. STATUTORY AUDITORS

The Company has appointed of M/s. Singhi Chugh and Kumar, Chartered Accountants, a peer reviewed firm as the Statutory Auditors of the Company for a term of 5 years i.e. from the Financial Year 2021-22 to 2025-26 in the Annual General Meeting held in the year 2022.

32. STATUTORY AUDITORS REPORT- REPORT ON FRAUD U/S 143 (12) OF COMPANIES ACT, 2013.

The Auditors Report doesnt contain any qualifications or reservation. The comments in the Auditors Report read with the notes to the accounts are self-explanatory and do not call for further explanation. No fraud has been reported by the Auditors under section 143(12) of the Companies Act, 2013 requiring disclosure in the Boards Report.

33. EXTRACT OF ANNUAL RETURN

As per the Notification released by Ministry of Corporate Affairs dated 28^th August 2020, it is not required to attach the extract of Annual return with the Boards Report in Form MGT-9, in case the web link of such Annual Return has been disclosed in the Boards Report in accordance with sub-section (3) of Section 92 of the Companies Act, 2013.

34. ENERGY CONSERVATION, TECHNOLOGY ABSORPTION, FOREIGN EXCHANGE, EARNING AND OUTGO

In accordance with the provisions of section 13(3)(m) of the Companies Act, 2013 read with the Rule 8 of the Companies (Accounts) Rules, 2014, the relevant information pertaining to conservation of energy, technology absorption, foreign exchange earnings and outgo are as follows:

A). Conservation of energy:

The energy conservation receives utmost attention of the management. Conservation of energy is always been an area of priority in the Companys operations. The Company has consumed power of Rs. 10, 44,044 (Previous year Rs. 10, 85,280 ) for the year under review.

The steps taken by the Company for utilizing the alternate sources of energy- NIL

The Capital Investment or Energy Conversation Equipments- NIL

(B) Technology absorption:

The efforts made towards technology absorption:

The Companys approach to technology has always been focused on enhancing the consumer experience by leveraging technology. We understand that today the consumer enjoys the use of digital assistance and use of AI for a more personalized experience. We have enhanced the functionality and added new insightful reports to our marquee applications of PEPlus and PropBuild.

We have continuously upgraded our local data center to improve data processing and communication and also removed the bottleneck in performance due to concurrency & high processing. We are working on AI

& ML based technologies in our data extraction & processing to improve the process automation and resource deployment. We have enhanced our application schema and backend architecture to accommodate the future requirement of high data processing with increased data accuracy.

We have developed and implemented a new data processing interface and upgraded existing tools to handle the repetitive data queries and hence helped in increasing data accuracy and reducing the response time to clients. Recently, we have developed and implemented new applications and backed systems for our clients in banking to include their new branding guidelines to manage their data, and content. This enhancement helps our clients to increase the organic leads for their home loan business.

We have created and implemented a new functionality in our CRM application with improved entry interface and customized reports and also added a dynamic dashboard and MIS reports for faster turnaround time.

(C) Foreign exchange earnings and Outgoings:

During the year the foreign exchange earned was Rs. 90.49 Lac & foreign exchange used was Rs.11.84 Lac.

35. CORPORATE SOCIAL RESPONSIBILITY (CSR)

The Company comes under the criteria as mentioned in section 135 of the Companies Act, 2013 i.e

Corporate Social Responsibility and accordingly the amount has been spent on CSR activities for the financial year 2022-2023 to comply with the requirements of necessary social expenditure which is Rs. 15.17 Lac (2% of the average net profit of the immediate preceding three financial years). The CSR Committee has been formulated on 30^th March, 2022 as per the applicable provisions of the Act and the Composition of the committee is provided above in this report.

36. DIRECTORS RESPONSIBILITY STATEMENT

The Company has taken the utmost care in its operations, compliance, transparency, financial disclosures and the financial statements have been made to give a true and fair view of the state of affairs of the Company. As required under section 134 (5) and 134(3)(c), and based upon the detailed representation, due diligence and inquiry there of your Board of Directors assures and confirm as under:

a) In the preparation of the annual accounts for the Financial Year Ended on 31st March, 2023, the applicable accounting standards have been followed and there are no material deviations from the same. b) 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 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 year; c) The Directors have 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) The Directors have prepared the annual accounts for the Financial Year Ended 31st March, 2023 on going concern basis. e) The Directors had laid down internal financial controls to be followed by the Company and that such internal financial controls are adequate and were operating effectively. f) The Directors had devised proper systems to ensure compliance with the provisions of all applicable laws and that such system were adequate and operating effectively.

37. FORMATION OF ICC (INTERNAL COMPLAINTS COMMITTEE) & DISCLOSURE UNDER THE SEXUAL HARASSMENT OF WOMEN AT WORKPLACE (PREVENTION, PROHIBITION AND REDRESSAL) ACT, 2013

The Company has always believed in providing a safe and harassment free workplace for every individual working in premises and always endeavors to create and provide an environment that is free from discrimination and harassment including sexual harassment.

The Company has in place a policy for prevention of sexual harassment in accordance with the requirements of the Sexual Harassment of women at workplace (Prevention, Prohibition & Redressal) Act, 2013. Internal Complaints Committee has been set up to redress complaints received regarding sexual harassment. All employees (permanent, contractual, temporary, trainees) are covered under this policy. The Company did not receive any complaint during the year 2021-22. The said policy is also available at the website of the Company.

38. RISK MANAGEMENT

In todays economic environment, Risk Management is a very important part of business. The main aim of risk management is identify, monitor and take precautionary measures in respect of the events that may pose risks for the business. Your Companys risk management is embedded in the business processes. Your Company has identified the certain risks such as uncertain economic environment, competition, compliance and industrial risk & safety risks. The Company has planned to manage such risk by adopting best management practices.

39. 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 employee and the management believes in the concept of sustainable development. (Under group health insurance plan, a group medical policy for employees is available to receive compensation).

40. POLICY ON PRESERVATION OF THE DOCUMENTS

The Company has formulated a policy pursuant to Regulation 9 of the Securities Exchange Board of India (Listing obligations and disclosure requirements) Regulations, 2015 ("Regulations") on preservation of the documents to ensure safekeeping of the records and safeguard the documents from getting manhandled, while at same time avoiding superfluous inventory of documents.

41. POLICY ON CRITERIA FOR DETERMINING MATERIALITY OF EVENTS:

The policy is framed in accordance with the Regulation 30 of the SEBI (Listing obligations and disclosure requirements) Regulations, 2015. The objective of the policy is to determine materiality of events or information of the Company and to ensure that such information is adequately disseminated in pursuance with the Regulations and to provide overall governance framework for such determination of materiality.

42. CORPORATE GOVERNANCE

The Company has got listed on 04.04.2022 on SME Emerge Platform of NSE, by virtue of Regulation 15 of SEBI (Listing obligations and disclosure requirements) Regulations, 2015 ("LODR") the compliance with the corporate governance provisions as specified in Regulation 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, the Corporate Governance Report does not form part of this Annual Report.

43. EMPLOYEE RELATIONS

The relationship with the staff and workers continued to be cordial during the entire year. The Directors wish to place on record their appreciation of the valuable work done and co-operation extended by them at all levels. Further, the Company is taking necessary steps to recruit the required personnel from time to time. Company considers the Employees as an asset of the Company and have taken utmost care and precautions as per the guidelines of government from Covid-19 pandemic. There were no incidents of strike, lock out etc and employees were given work from home option on precautionary basis.

44. PARTICULARS OF CONTRACTS OR ARRANGEMENTS WITH RELATED PARTIES UNDER SECTION 188

All the related party transactions were entered by the Company in ordinary course of business and were in arms length basis. The Company presents all related party transactions before the Board specifying the nature, value, and terms and conditions of the transaction. Transactions with related parties are conducted in a transparent manner with the interest of the Company and Stakeholders as utmost priority.

The particular of Contracts or Arrangements made with related parties made pursuant to Section 186 are furnished in Form AOC -2 as Annexure-1 and is attached to this report.

45. COST AUDIT

Central Government has notified rules for Cost Audit and as per new Companies (Cost Records and Audit) Rules, 2014 issued by Ministry of Corporate Affairs, Company is not falling under the industries, which will subject to cost audit, therefore, the cost audit for financial year 2022-23 is not applicable on the Company.

46. ACKNOWLEDGEMENTS

Your Directors take this opportunity to offer their sincere thanks to the employees for their contribution and esteemed shareholders for their support. The Directors express their sincere appreciation to the valued shareholders, bankers and clients for their support.

For and on behalf of the Board of Directors P. E. ANALYTICS LIMITED

Sd/-

Samir Jasuja Managing Director DIN No. 01681776

Place:	Gurgaon
Date:	04/08/2023