Ravinder Heights Ltd Directors Report

Dear Members,

The Board of Directors feel pleasure in presenting their 4^th Annual Report on the Business and operations of the Company together with Audited Standalone and Consolidated Financial Statements and Auditors Report thereon for the financial year ended March 31, 2023.

Financial Highlights

A brief summary of the Audited Standalone as well as Consolidated Financials of the Company for the Financial Year ended March 31, 2023 is given below:

( in Lakhs)

Particulars		Standalone	Consolidated
	2022 23	2021 22	2022 23	2021 22
Financial Performance Summary
Revenue from Operations	141.12	141.16	1,204.25	3.36
Other Income	6.38	2.36	450.07	432.28
Total Income	147.50	143.53	1,654.32	435.64
Profit/(Loss) before Interest, Tax,	6.43	77.20	686.56	133.74
Depreciation & Amortisation (EBITDA)
Profit/(Loss) before Exceptional Items and Tax	(92.15)	(28.43)	426.93	(56.52)
Exceptional Items	-	-	-	-
Profit/(Loss) before Tax (PBT)	(92.15)	(28.43)	426.93	(56.52)
Profit/(Loss) after Tax (PAT)*	(70.99)	(16.39)	616.74	(2.17)
Total Comprehensive Income*	(70.99)	(16.39)	616.74	(2.17)

*Include figures for the discontinued operations.

State of Companys Affairs

During the year under review, your Companys consolidated Total revenue (including other income) stood at Rs. 1,654.32 Lakhs as compared to Rs. 435.64 Lakhs for the previous year; Profit before Tax stood at Rs. 426.93 Lakhs as compared to loss of Rs. 56.52 Lakhs for the previous year.

During the year under review, your Companys Standalone Total revenue (including other income) stood at Rs. 147.50 Lakhs as compared to Rs. 143.53 Lakhs for the previous year; Loss incurred by the company stood at Rs. 92.15 Lakhs as compared to Rs. 28.43 Lakhs for the previous year.

Financial Statements

These standalone and consolidated financial statements of the Company have been prepared in accordance with the Indian Accounting Standards (hereinafter referred to as the ‘Ind AS) as notified by Ministry of Corporate Affairs (‘MCA) under Section 133 of the Companies Act, 2013 (‘Act) read with the Companies (Indian Accounting Standards) Rules, 2015, as amended from time to time and presentation requirements, relevant provisions of the Act and other accounting principles generally accepted in India. As the demerger of the Real Estate Business Undertaking is on a going concern basis, under common control and accounted by applying Appendix C of Ind AS 103: Business Combinations, the accounting policies followed for the said Real Estate Business Undertaking by the demerged company have been consistently applied except where a newly issued accounting standard initially adopted or a revision to an existing accounting standard requires a change in the accounting policy hitherto in use and the disclosures in respect of significant accounting policies are made accordingly. On approval of the composite scheme of arrangement, the Company has become a "Core Investment Company" and is not required to get registered under section 45IA of the Reserve Bank of India Act, 1934. Accordingly, the Company has presented the financial statements in the format prescribed for NBFCs i.e., Division III of Schedule III to the Companies Act, 2013 with necessary additional disclosures wherever required.

Dividend and Transfer to Reserves

In view of losses during the financial year, the Board of Directors has not recommended any dividend on the Equity shares as well as preference shares of the Company. Accordingly, there has been no transfer to the general reserves.

Public Deposits

During the financial year 2022-23, your company has not invited or accepted any deposits from public/members pursuant to the provisions of Section 73 and 76 of the Companies Act, 2013 read with Companies (Acceptance of Deposits) Rules, 2014.

Particulars of Loan, Guarantees or Investments made under Section 186 of the Company

The Company has not granted any loans, given any guarantee or provided any security in connection with a loan to a person or body corporate or made investments within the meaning of Section 186 of the Act during the Financial Year 2022-23.

Related Party Transaction

The Companys major related party transactions are generally with its subsidiary companies. The related party transactions are entered into based on considerations of various business exigencies, such as synergy in operations, sectorial specialisation and the Companys long-term strategy for sectorial investments, optimisation of market share, profitability, legal requirements, liquidity and capital resources of subsidiaries and associates.

All the contracts / arrangements / transactions entered by the Company during the financial year with related parties were in its ordinary course of business and on an arms length basis. During the year, the Company had not entered into any contract / arrangement / transaction with related parties which could be considered material in accordance with the policy of the Company on Materiality of Related Party Transactions. Accordingly, the Disclosure of Related Party Transactions as required under section 134(3)(h) of the Companies Act, 2013 is not applicable on the Company. The Company has made full disclosure of transactions with the related parties as set out in Note 30 of Standalone Financial Statements, forming part of the Annual Report.

There were no materially significant related party transactions which could have potential conflict with interest of the Company at large.

The Companys Policy on Materiality of Related Party Transactions and on dealing with Related Party Transactions is available on the website of the Company and can be assessed through the link: https://ravinderheights.com/rvhl/docs/Policy-on-Related-Party-Transactions.pdf

Significant Events during the year/current year

a) Increase in Authorised Share Capital of the Company.

The Board of Directors of the Company in their meeting held on August 10, 2022, approved the increase in Authorized share Capital of the company from Rs. 7,16,30,000/- (Rupees Seven Crore Sixteen Lakh Thirty Thousand Only) divided into 7,00,00,000 (Seven Crore) Equity Shares of Re. 1/- each and 1,63,000 (One Lakh Sixty Three Thousand) Preference Shares of Rs. 10 (Rupees Ten) each to Rs. 7,40,00,000/- (Rupees Seven Crore Fourty Lakhs Only) divided into 7,00,00,000 (Seven Crore) equity Shares of Re. 1/- (Rupee One) each and Rs. 40,00,000/- (Rupees Forty Lakh Only) divided into 4,00,000 (Four Lakh) preference shares of Rs. 10/- (Rupees Ten) each and consequential amendment in capital clause of Memorandum of Association of the Company.

Further, in terms of Section 13, 62 and 55 of the Companies Act, 2013 read with rules made thereunder, the said issuance of preference shares by the Company also requires the approval of the shareholders of the Company. Therefore, the Shareholders of the Company have approved the same in the Annual General Meeting held on September 29, 2022.

b) Issue and allotment of 0.01% Compulsory Convertible Non-Cumulative Preference Shares by the Company.

The Board of Directors of the Company in their meeting held on August 10, 2022, approved the issue of 1,65,000 - 0.01% Compulsory Convertible Non-Cumulative Preference Shares (CCPS) of Face Value Rs. 10/- amounting to Rs. 16,50,000/- in one or more tranches for a period not exceeding 18 months from the date of issuance to Mrs. Sunanda Jain, Promoter of Company on Preferential basis.

Further, in terms of Section 55 of the Companies Act, 2013 read with rules made thereunder, the said issuance of preference shares by the Company also requires the approval of the shareholders of the Company. Therefore, the Shareholders of the Company have approved the same in the Annual General Meeting held on September 29, 2022.

c) Redemption of 0.5% Cumulative Non-Convertible and Non-Participating Preference Shares by the Company.

The Board of Directors of the Company in their meeting held on November 10, 2022, approved the redemption of 1,63,000 - 0.5% Cumulative Non-Convertible and Non-Participating Preference Shares of Face Value Rs. 10/- amounting to Rs. 16,30,000/- out of proceeds of fresh issue of Compulsory Convertible Non-Cumulative Preference shares by the Company.

Share Capital

The issued, subscribed and paid-up Share Capital of the Company as on March 31, 2023, increased from Rs. 6,28,80,746 comprising of Rs. 6,12,50,746 equity share capital divided into 6,12,50,746 Equity Shares of Re. 1 each and Rs. 16,30,000 preference share capital divided into 1,63,000 - 0.5% Cumulative Non-Convertible and Non-Participating Preference Shares of Rs. 10 each to Rs. 6,29,00,746 comprising of Rs. 6,12,50,746 equity share capital divided into 6,12,50,746 Equity Shares of Re. 1 each and Rs. 16,50,000 preference share capital divided into 1,65,000 - 0.01% Compulsory Convertible Non-Cumulative Preference Shares (CCPS) of Rs. 10/- each.

During the financial year 2022-23, the Company has not issued any equity shares with differential rights/sweat equity shares under Rule 4 and Rule 8 of Companies (Share Capital and Debentures Rules, 2014). Also, the Company has not offered shares under employee stock option scheme during the financial year.

Directors Responsibility Statement

In terms of Section 134(5) of the Companies Act, 2013, the Board of Directors of the Company herby confirms that:

a) in the preparation of the annual accounts, the applicable accounting standards has been followed along with proper explanation relating to material departures; b) the directors has 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 and loss of the company for that period; c) the directors has taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of this Act for safeguarding the assets of the company and for preventing and detecting fraud and other irregularities; d) the directors has prepared the annual accounts on a going concern basis; e) the directors has laid down internal financial controls to be followed by the company and that such internal financial controls are adequate and were operating effectively; and f) the directors had devised proper systems to ensure compliance with the provisions of all applicable laws and that such systems were adequate and operating effectively.

Annual Return

The draft Annual Return (MGT-7) of the Company as on March 31, 2023 is available on website of the Company and can be accessed through the link: https://ravinderheights.com/rvhl/docs/Annual-Return-for-the-Financial-Year-ended-March-31,-2023-(Form-MGT-7).pdf

Directors and Key Managerial Personnel

a) Retirement by Rotation: In accordance with the provisions of Section 152 of the Companies Act, 2013, Ms. Radhika Jain (DIN: 03592238), Director of the Company is liable to retire by rotation. Being eligible, she has offered herself for re-appointment as director at the ensuing Annual General Meeting.

b) Declaration of Independence:Your Company has received declaration from all the independent Directors of the company confirming that they meet the criteria of Independence provided in Regulation 16 of Securities Exchange Board of India (Listing Obligations and Disclosures Requirements) Regulations, 2015 and there has been no change in circumstances which may affect their status as Independent Director duringthe Financial Year 2022-23.

c) Registration on Independent Directors Data Bank: Pursuant to the requirements issued by Ministry of Corporate Affairs ("MCA") vide its notification dated October 22, 2019, the details of all the independent directors of the Company are registered in the databank of Indian Institute of Corporate Affairs ("IICA"). Requisite disclosures under Section 149(6) of the Act have also been received from the independent directors in this regard.

d) Change in Key Managerial Personnel: Ms. Alka, Company Secretary & Compliance officer cum Chief Financial Officer of the Company has resigned w.e.f 29^th April, 2023 and upon such vacancy Ms. Renuka Uniyal, Company Secretary & Compliance officer cum Chief Financial Officer of the Company was appointed in the Board Meeting held on 29^thMay, 2023. Except for this there is no other change in the directors and Key Managerial Personnel ("KMP") of the Company till the date of this report.

Policy on Directors Appointment and Remuneration

In accordance with the provisions of Section 178(3) of the Companies Act, 2013 and Regulation 19(4) of Securities Exchange Board of India (Listing Obligations and Disclosure Requirements) and on the recommendation of Nomination and Remuneration Committee of the Board of Directors, a Nomination and Remuneration policy for directors appointment and remuneration including criteria for determining qualifications, positive attributes, independence of a director has been adopted by the Board of Directors.

During FY, the Board of Directors of the Company revised the Nomination and Remuneration Policy of the Company. The said Policy includes matters related to Directors appointment and remuneration including the criteria for determining qualifications, positive attributes, independence of a Director and other related matters.

Nomination and Remuneration policy is available on website of the Company and same can be accessed through the link: https://ravinderheights.com/rvhl/docs/Nomination-and-Remuneration-Policy.pdf

Board Evaluation

During the year, the Board adopted a formal mechanism for evaluating its performance as well as that of its committees and individual Directors. The exercise was carried out through a structured evaluation process covering various aspects of the Boards functioning such as composition of the Board & Committees, experience & competencies, performance of specific duties & obligations, governance issues etc. Separate exercise was carried out to evaluate the performance of individual Directors including the Board Chairperson who were evaluated on parameters such as attendance, contribution at the meetings and otherwise, independent judgement, safeguarding of minority shareholders interest etc.

The evaluation of the Independent Directors was carried out by the entire Board and that of the Chairman and the Non-Independent Directors were carried out by the Independent Directors.

The Directors were satisfied with the evaluation results, which reflected the overall engagement of the Board and its Committees with the Company.

Board and its Committee Meetings

During the financial year 2022-23, Five (5) Board Meetings were held on the following dates:

May 25, 2022, August 10, 2022, September 01, 2022, November 10, 2022 and February 03, 2023. The intervening gap between two Board Meetings was within the maximum period prescribed under the Companies Act, 2013. The detailed information is furnished in the Corporate Governance Report, forming part of this Annual Report.

Nomination and Remuneration Committee

A Nomination and Remuneration Committee is in existence in accordance with the provisions of sub-section (1) of Section 178 of the Companies Act, 2013. Kindly refer section on Corporate Governance, under head ‘Nomination and Remuneration Committee for matters relating to constitution, meetings, functions of the Committee; and the remuneration policy formulated by this Committee.

Audit Committee

The Audit Committee of Board of Directors of the Company has been duly constituted in accordance with Section 177 of the Companies Act, 2013 and Regulation 18 of Securities Exchange Board of India (Listing Obligations and Disclosures Requirements) Regulations, 2015 consisting of

3 Directors, 2/3^rd of which are independent Directors. The details of compositions and number of Meetings of the Audit Committee are furnished in the Corporate Governance Report, forming part of this Annual Report. During the Financial Year, all the recommendations made by the Audit Committee were accepted by the Board.

Report on Corporate Governance

The Company is committed to sound corporate governance practice as well as compliance with all applicable laws & regulations. The Board believes that adopting the highest level of ethical principles would ensure the Company to be leading in real estate sectors. The Corporate Governance report as stipulated Under Regulation 17 to 27 and Regulation 46(2) and In Compliance with the Regulation 34(3) read with Schedule V of Securities Exchange Board of India (Listing Obligations and Disclosures Requirements) Regulations, 2015, a detailed report on Corporate Governance along with a certificate from Practicing Company Secretary confirming compliance thereof is attached and forms the part of this Annual Report.

Management Discussion and Analysis Report

In Compliance with the Regulation 34 read with Schedule V of Securities Exchange Board of India (Listing Obligations and Disclosures Requirements) Regulations, 2015, a detailed report on Management Discussion and Analysis is annexed and forming the part of this Annual Report.

Risk Management Policy

The Company has formulated a Risk Management Policy and monitors the risk management plan on a periodic basis. The Company has defined a structured approach to manage uncertainty and to make use of these in the decision making in business decisions and corporate functions. The Company has regularly invested in insuring itself against unforeseen risks.

Internal Financial Controls

The Company has designed and implemented a process driven framework for Internal Financial Controls (IFC) within the meaning of the explanation to Section 134(5)(e) of the Companies Act, 2013. For the year ended on March 31, 2023, the Board is of the opinion that the Company has sound IFC commensurate with the size, scale and complexity of its business operations. The IFC operates effectively and no material weakness exists. The Company has a process in place to continuously monitor the same and identify gaps, if any, and implement new and / or improved controls whenever the effect of such gaps have a material effect on the Companys operations.

Particulars of Employees and Related Disclosures

During the year under review, the remuneration paid to Mrs. Sunanda Jain, Chairperson cum Managing Director is Rs. 2.30 Lakhs per month. Further, there was no employee in the Company who:

i) if employed throughout the financial year, was in receipt of remuneration for that year which, in the aggregate, more than or equals to one crore and two lakh rupees; ii) if employed for a part of the financial year, was in receipt of remuneration for any part of that year, at a rate which, in the aggregate, more than of equals to eight lakh and fifty thousand rupees per month; iii) if employed throughout the financial year or part thereof, was in receipt of remuneration in excess of that drawn by the managing director or whole-time director or manager and holds by himself/herself or along with his spouse and dependent children, more than or equals to two percent of the equity shares of the company.

Disclosures pertaining to remuneration and other details as required under Section 197(12) of the Act read with Rule 5(1) of the Companies

(Appointment and Remuneration of Managerial Personnel) Rules, 2014 ("Managerial Personnel Rules") are provided in Annexure B hereto and the same forms part of this Report.

Accordingly, disclosures pertaining to remuneration and other details as required under Section 197(12) of the Act read with Rule 5(2) and 5(3) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 are not applicable on the Company.

Subsidiaries, Associates and Joint Ventures

Your Company have One (1) Wholly Owned Subsidiary Company, viz. Radhika Heights Limited ("RHL") and Six (5) Step-down Wholly Owned

Subsidiaries ("WOS"), viz. Nirmala Buildwell Private Limited, Nirmala Organic Farms & Resorts Private Limited, Cabana Construction Private Limited, Radicura Infra Limited and Sunanda Infra Limited.

RHL inter alia, owns a Land at Pataudi Road, Gurugram (along with its four WOSs). It has diversified its activities in construction and development of townships as a part of its growth plans. Accordingly RHL along with its 4 WOS companies signed a term sheet with a developer for development of the integrated township on its land at Pataudi Road, Gurugram. The Project is being carried on in accordance with a Collaboration Agreement/(s) between the parties. Radhika Heights Limited ("WOS of the Company") along with its Wholly owned subsidiaries i.e. Radicura Infra Limited, Cabana Construction Private Limited, Nirmala Buildwell Private Limited, Sunanda Infra Limited ("Step-down WOS of the Company") and their collaborating party i.e. Bestech India Private Limited ("Developer") had received the License(s) from Directorate of Town and Country Planning, Haryana on 17.09.2021 for 12.3812 Acres of land and 08.10.2021 for 39.43125 Acres of Land situated in the village Harsaru, Sector 89A, Pataudi Road, Gurugram, Haryana for setting up an Affordable Plotted Colony under Deen Dayal Jan Awas Yojna ("DDJAY") Scheme.

During the year under review, three wholly owned subsidiaries (WOS) of Ravinder Heights Limited namely Radhika Heights Limited , Sunanda Infra Limited & Radicura Infra Limited have received the total compensation amount of Rs.1,162.87 Lakhs under compulsory acquisition of land admeasuring of 24 Kanal & 14 Marlas approx. acquired by the Haryana Government for sector road vide through notification no. LAC(G)-NTLA/2013/1350 dated 27/12/2013 published in the Haryana Govt. Gazette (extraordinary) under section 4 of the Land Acquisition Act, 1984 (LA, Act).

Also, a composite scheme of arrangement had been filed with NCLT, Chandigarh on 16.12.2020, for the purpose of demerging the specified leasing business of Radhika Heights Limited ("RHL") ("Demerged Undertaking") to a Meyten Realtech India Private Limited (Resulting Company) wholly-owned subsidiary of Panacea Biotech Limited and merging the Cabana Structures Limited ( transferor company)into Radhika Heights Limited (WOS) (Transferee Company). Thereafter on subsequent hearings, the Honble NCLT Chandigarh Bench has sanctioned the composite scheme of arrangement vide its order dated 18^th January 2023 and scheme of arrangement got effective with effect from 18^th March 2023.

Pursuant to the provisions of Section 129(3) of the Companies Act, 2013 a statement containing the salient features of financial statements of all the Subsidiaries of the Company in Form AOC 1 is annexed as Annexure - A and forms a part of this report.

In accordance with the provisions of Section 136(1) of the Companies Act, 2013, the Annual Report of the Company, containing therein its standalone and the consolidated financial statements have been placed on the website of the Company and can be accessed through the link: https://ravinderheights.com/rvhl/docs/Financial-Statements-of-the-Company-for-the-Financial-Year-ended-March-31,-2023.pdf

In accordance with the provisions of Section 136 of the Companies Act, 2013 the Separate audited Financial Statements of the subsidiaries are available on the website of the Company and can be assessed through the link: https://ravinderheights.com/rvhl/docs/Financial-Statements-of-the-Subsidiaries-of-the-Company-for-the-Financial-Year-Ended-March-31,-2023.pdf and are open for inspection at the Companys registered office/ Corporate office during working hours for a period of 21 days before the date of ensuing Annual General Meeting (AGM) of the Company.

Material unlisted Subsidiary (ies)

The Company has formulated a Policy for determining material subsidiaries which may be accessed on the Companys website at the link: https://ravinderheights.com/rvhl/docs/Policy-for-Determining-Material-Subsidiaries.pdf.

As on March 31, 2023 Radhika Heights Limited was the material subsidiary of the Company pursuant to Securities Exchange Board of India (Listing Obligations and Disclosures Requirements) Regulations, 2015.

Auditors and Audit Reports

a) Statutory Auditors and their report: In accordance with the provisions of Section 139 of the Companies Act, 2013 and the rules made thereunder, M/s. Dewan P.N. Chopra & Co., Chartered Accountants (FRN: 000472N) were appointed as the statutory auditors of the company for a term of five (5) consecutive years to hold office from the conclusion of the first Annual General Meeting of the Company held on September 08, 2020 till the conclusion of Sixth Annual General Meeting of the Company to be held in calendar year 2025.

There are no qualifications, reservations or adverse remarks and disclaimers made by M/s. Dewan P.N. Chopra & Co., Statutory Auditors, in their Audit Report for the financial year 2022-23.

b) Secretarial Auditors and their report: In accordance with the provisions of Section 204 of the Companies Act, 2013, the Board of Directors of the Company appointed M/s. RAA & Associates LLP, Company Secretaries as the Secretarial Auditors of the Company to conduct the secretarial audit of the Company for the Financial Year 2022-23. The Secretarial Audit report for the said period is annexed as Annexure-C and forms a part of this report.

There are no qualifications, reservations or adverse remarks and disclaimers made by M/s. RAA & Associates LLP, Secretarial Auditors, in their Audit Report for the Financial Year 2022-23.

Further in Compliance with Regulation 24A of Securities Exchange Board of India (Listing Obligations and Disclosures Requirements) Regulations, 2015 and SEBI Circular No. CIR/cfd/cmd/1/27/2019 dated February 08, 2019, a report on Secretarial Compliance issued by M/s. RAA & Associates LLP, for the year ended March 31, 2023 has been submitted to Stock Exchanges on May 29, 2023.

Also in accordance with Regulation 24A of Securities Exchange Board of India (Listing Obligations and Disclosures Requirements) Regulations, 2015, the Secretarial Audit Report of material unlisted subsidiary is annexed as Annexure-D.

c) Cost Records and Cost Audit: Maintenance of cost records as Specified by the Central Government under sub-section 1 of Section 148 of the Companies Act, 2013 and rules made thereunder is not required by the Company during the Financial Year 2022-23 and till the date of this report. Accordingly, neither such accounts and records are made and maintained nor there is any requirement of Cost Audit.

Details in respect of frauds reported by auditors under Section 143(12) of Companies Act, 2013

During the year Financial Year 2022-23, there were no frauds reported by the Auditors to the Audit Committee or the Board under section 143(12) of the Companies Act, 2013.

Significant and Material orders impacting the going concern status and Companys operations in the future.

No significant and material orders have been passed during the Financial Year 2022-23 by the regulators or courts or tribunals affecting the going concern status and Companys operations in the future.

Material changes and commitments affecting the financial position of the Company which have occurred between the end of the Financial Year of the Company to which Financial Statements relate and date of this report.

No material changes and commitments have occurred, which can affect the Financial Position of the Company between the end of the Financial Year and up to the date of this Report.

Compliance with Secretarial Standards

The Company has complied with the provisions of Secretarial Standard - 1 (Secretarial Standard on meetings of Board of Directors) and Secretarial Standard - 2 (Secretarial Standard on General Meetings) issued by the Institute of Company Secretaries of India.

Energy Conservation, Technology Absorption & Foreign Exchange

The details of conservation of energy, technology absorption, foreign exchange earnings and outgo are as follows:

a) Conservation of Energy: The Company has installed the most modern and efficient equipment for conservation of energy. Conservation of energy is a high priority area for the Company where the Company constantly strives for reduction of energy conservation.

b) Foreign Exchange Earnings and Outgo: There were no foreign exchange earnings and outgo during the period under review.

c) Technology Absorption: In the opinion of the Board of Directors, the required particulars, pertaining to the technology absorption in terms of Rule 2 of the Companies (Disclosure of Particulars in the Report of Board of Directors) Rules, 1988 are not applicable as the Company does not have any significant manufacturing operations.

Vigil Mechanism

Pursuant to Section 177 of the Companies Act, 2013 read with Regulation 22 of the SEBI Listing Regulations, the Company has in place a whistle blower policy for establishing a vigil mechanism for Directors and employees to report instances of unethical and/ or improper conduct and to take suitable steps to investigate and correct the same. The policy is available on the website of the Company and can be accessed through the link: https://ravinderheights.com/rvhl/docs/Vigil-Mechanism-Policy.pdf.

Directors, employees, vendors, customers or any person having dealings with the Company may report non-compliance of the policy to the noticed persons. The Directors and management personnel maintain confidentiality of such reporting and ensure that the whistle blowers are not subjected to any discrimination. No person was denied access to the Audit Committee during the year.

Corporate Social Responsibility

The provisions of Section 135 of the Companies Act, 2013 and rules made thereunder regarding Corporate Social Responsibility are not attracted to the Company as the Company does not fall under the threshold limit of net worth of Rs. 500 Crores or more, or turnover of Rs. 1000 crores or more, or a net profit (as defined under section 198 of the Companies Act, 2013) of Rs. 5 Crores or more during the financial year.

Prevention of Sexual Harassment at workplace

The Company has in place a Prevention of Sexual Harassment Policy in line with the requirements of The Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013 and rules made thereunder. All the employees (permanent, contractual, temporary, trainees) are covered under the policy.

Your Company has complied with the provisions relating to constitution of Internal Complaints Committee under the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013 for dealing with the complaint, if any, relating to sexual harassment of women at workplace. No case has been reported during the year under review.

Acknowledgement

The Board of Directors wish to place on record its deep sense of appreciation for the committed services by all the employees of the Company. The Board of Directors would also like to express their sincere appreciation for the assistance and co-operation received from the financial institutions, banks, government and regulatory authorities, stock exchanges, customers, vendors, and members during the year under review.

For and on behalf of Board of Directors

	Sunanda Jain
Date: August 11, 2023	Chairperson cum Managing Director
Place: New Delhi	DIN:03592692