Trident Lifeline Ltd Directors Report

To,

The Members,

Your Directors are pleased to present the 10th Annual Report along with the Audited Standalone and Consolidated Financial Statements and Auditors Report thereon for the Financial Year ended 31st March, 2023.

1. FINANCIAL PERFORMANCE:

The Audited Financial Statements of your Company as on 31st March, 2023, are prepared in accordance with the Regulation 33 of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 ("SEBI Listing Regulations") and the provisions of the Companies Act, 2013 ("Act").

The summarized financial highlights is depicted below:

(Amount ? in Lacs)

Particulars STANDALONE CONSOLIDATED

	2022-23	2021-22	2022-23	2021-22
Total Income	3284.57	2237.14	3285.02	2237.14
Total Expenditure other than Financial Costs and Depreciation	2544.13	1905.94	2544.14	1905.94
Profit before Financial cost, Depreciation and Exceptional items & Tax (EBITDA)	726.44	325.45	726.88	325.45
Finance Costs	46.59	12.58	46.59	12.58
Depreciation	36.47	20.26	36.47	20.26
Profit/(Loss) before Exceptional and Extraordinary items	657.38	298.36	657.82	298.36
Profit/(Loss) before Tax	657.38	298.36	657.82	298.36
Profit/(Loss) after Tax	601.20	394.77	601.53	394.77
Total Comprehensive Income for period	601.20	394.77	601.53	394.77
Earnings per share (Basic & Diluted) (in )	6.22	6.92	6.23	6.92

2. FINANCIAL HIGHLIGHTS & OPERATIONS: The Key highlights pertaining to the business of the Company for the year 2022-23 and period subsequent there to have been given hereunder.

• Standalone

Your Directors inform you that, during the year under review, Your Company has revenue from operations of ? 3284.57 Lacs and EBITDA of ? 740.44 Lacs as against ? 2176.80 Lacs and ? 298.36 Lacs respectively in the previous year. During the year under review the Company has earned net profit after tax amounting to ? 601.20 Lacs as against

? 394.77 Lacs in the previous year. The Companys earnings per share were ? 6.22 during the current year. Your Directors are hopeful to achieve better financial performance in the coming years.

• Consolidated

The consolidated total revenue of your Company

for FY 2022-23 stood at ? 3285.02 Lacs and EBITDA

of ? 740.90 Lacs. During the period under review, the Company has earned net profit after tax of

? 601.53 Lacs and Companys earnings per share were ? 6.23.

A detailed discussion on financial and operational performance of the Company is given under "Management Discussion and Analysis Report" forming part of this Annual Report.

1. CHANGE IN THE NATURE OF THE BUSINESS: During the year, there was no change in the nature of Business of the Company.
2. CONVERSION OF THE COMPANY FROM PRIVATE LIMITED TO PUBLIC LIMITED:

The members of the Company at the extra-ordinary general meeting held on 2nd June, 2022 passed a special resolution for conversion of the Company from Private Limited Company to Public Limited Company. Subsequently, the Registrar of Companies,

Ahmedabad, Gujarat issued a fresh certificate of incorporation dated 10th June, 2022 certifying the conversion of Company into Public Limited Company and that the name of the Company was changed from ‘Trident Lifeline Private Limited to ‘Trident Lifeline Limited.

3. INITIAL PUBLIC OFFER:

During the year under review, your Company successfully completed its Initial Public Offering (IPO) of 34,99,200 equity shares of face value ? 10/- each, at a price of

? 101/- per equity share (including a premium of ? 91/- per equity share) ("issue price") aggregating ? 3534.19 Lacs ("the issue") to meet the business needs of the Company. Your Company issued a Prospectus dated 19th September, 2022 and the Issue was opened for subscription on Monday, 26th September, 2022 and closed on Thursday 29th September, 2022. Your Directors placed on record their appreciation of contributions made by the entire IPO team with all the dedication, diligence and commitment which led to successful listing of the Companys equity shares on the BSE SME platform with effect from 10th October, 2022. Further, the success of the IPO reflects the trust and faith reposed in the Company by the Investors, customers and business partners and your Directors thank them for their confidence in the Company.

4. CHANGE IN SHARE CAPITAL:

During the financial year under review, the authorized

share capital of the Company increased from

? 8,00,00,000/- divided into 80,00,000 Equity Shares of ?10/- each to ? 12,00,00,000/- divided into 1,20,00,000 Equity Shares of ? 10/- each.

The paid up equity share capital of the Company as on 31st March, 2022 was ? 8,00,00,000/- divided into 80,00,000 Equity Shares of ? 10/- each. During the year under review, the Company has made the Initial Public Offering (IPO) of 34,99,200 equity shares of face value ? 10/- each, at a price of ? 101/- per equity share (including a premium of ? 91/- per equity share) ("issue price"). So at the end of 31st March, 2023, total paid up capital was ?11,49,92,000/- divided into 1,14,99,200 Equity Share of ? 10/- each.

As on the date of this report, all the equity shares of the Company are listed on SME platform of BSE w.e.f. 10th October, 2022 and the Company has paid the annual listing fees for the year 2023-24.

5. STATEMENT OF DEVIATION(S) OR VARIATION(S) IN ACCORDANCE WITH REGULATION 32 OF SEBI (LODR) REGULATIONS, 2015:

In accordance with the offer document of the Initial Public Offer, the Company had estimated utilization of ? 2050 Lacs towards Funding Working Capital requirements of the Company, ? 513.66 Lacs towards Product registration in international markets, ?

670.53 Lacs towards General Corporate Purposes

and ? 300 Lacs towards public issue expenses.

The actual utilization was ? 1282.28 Lacs towards Funding Working Capital requirements of the Company,

? Nil towards Product registration in international markets,

? 558.91 Lacs towards General Corporate Purposes and

? 299.86 Lacs towards public issue expenses. Remaining

unutilized amount lying with the bank.

6. PUBLIC DEPOSITS:

Your Company has not accepted or renewed any Public Deposits within the meaning of Section 73 and 74 of the Act read with rules made thereunder at the end of the FY 2022-23 or the previous financial years.

7. APPROPRIATIONS:
• Dividend:

The Board of directors does not recommend a dividend for the year under review.

• Transfer to Reserve:

The Board of Directors have not proposed to transfer any amount to any Reserve. Therefore, entire profits of ? 601.20 Lacs earned during the financial year 2022-23 have been retained in profit and loss account.

• Bonus Shares:

During the year the Company has not allotted any Bonus Shares to its members.

1. RIGHT ISSUE:

During the year the Company has not issued any

Right shares to its members.

2. DEPOSITORY SYSTEM:

As members are aware, the Companys shares are compulsorily tradable in the electronic form. As on 31st March, 2023, 100% of the Companys total paid- up capital representing 1,14,99,200 shares were in dematerialized form. ISIN of the Equity Shares of your Company is INE0MKA01014.

3. CREDIT RATING:

The Company has not obtained Credit Rating from any Credit Rating Agency as on the date of this Report.

4. DISCLOSURESRELATINGTOSUBSIDIARIES, ASSOCIATES AND JOINT VENTURES:

TNS Pharma Private Limited (‘TNS) has become a subsidiary Company pursuant to acquisition of 51% equity shares w.e.f. 21st December, 2022.

Except above, no other Company has become or ceased to be subsidiary, joint venture or associate Company during the year under review.

5. SUBSIDIARYCOMPANIESANDITS FINANCIAL PERFORMANCE:

During the year under review, the Company has acquired 51% equity stake in TNS Pharma Private Limited. Pursuant to the provisions of Section 129, 134 and 136 of the Act read with rules made thereunder and Regulation 33 of the SEBI Listing Regulations,

the Company has prepared consolidated financial statements and a separate statement containing the salient features of financial statement of subsidiaries in Form AOC-1, which forms part of this Annual Report.

The Annual Financial Statements and related detailed information of the subsidiary companies shall be made available to the shareholders of the holding and subsidiary companies seeking such information on all working days during business hours.

6. BOARD OF DIRECTORS:

As on 31st March, 2023, your Companys Board had 6 members comprising of 3 Executive Directors and 1 Non-Executive and Non-Independent Director and 2 Non-Executive & Independent Directors. The Board have 2 women Directors out of total directors. The Directors of your Company are well experienced having expertise in their respective fields of technical, finance, strategic and operational management and administration.

During the year following changes in directorship were made:

During the financial year, Mr. Arvind Basudeo Prasad (DIN:08467983) was resigned from the post of Director w.e.f. 27th June, 2023 due to some pre- occupation.

The Board has placed on record its sincere appreciation for efficient and mature advice by Mr. Arvind Basudeo Prasad as a Director of the Company.

Mr. Hardik J. Desai (DIN: 01358227) has been evaluated and appointed as a Chairman (Executive) of the board as well as Company at board meeting held on 27th June, 2022.

Mr.MayurkumarMansukhbhaiGajera(DIN:08629139) has been evaluated and appointed as a Whole Time Director of the Company at board meeting held on 27th June, 2022 subject to approval of the members. The members have approved the same at previous AGM held on 4th July, 2022.

Mr. Shravan H Patel (DIN: 08629141) was appointed as Managing Director (Additional Director) on 27th June, 2022 and was regularized and approved the appointment as Managing Director by the members at previous AGM held on 4th July, 2022.

Mrs. Maniya Hardik Desai (DIN: 05351685) was appointed as an additional non-executive director of the Company on 27th June, 2022 and was regularized by the members at previous AGM held on 4th July, 2022. She is liable to retire by rotation and being eligible, offers herself for re-appointment at the ensuing AGM. Further, the Nomination & Remuneration Committee and the

Board of directors have recommended her re- appointment for the approval of the shareholders of the Company in the forthcoming Annual General Meeting of the Company.

Ms. Aena Surana (DIN: 09652356) was appointed as Independent Non-Executive Director (Additional Director) on 27th June, 2022 and was regularized by the members at previous AGM held on 4th July, 2022.

Mr. Dhavl Vimal Shah (DIN: 06366475) was appointed as Independent Non-Executive Director (Additional Director) on 27th June, 2022 and was regularized by the members at previous AGM held on 4th July, 2022.

After the closure of the financial year, Mr. Dhavl Vimal Shah has resigned from the post of Independent Director w.e.f. 15th July, 2023 due to his personal reasons and other professional commitments.

The Board has placed on record its sincere appreciation for efficient and mature advice by Mr. Dhavl Vimal Shah as an Independent Director of the Company.

The Board of Directors in its meeting held on 27th June, 2022 appointed Mr. Mayurkumar Mansukhbhai Gajera as Chief Financial Officer of the Company and Mr. Kunal Chauhan as Company Secretary and Compliance Officer of the Company and also designated them as Key Managerial Personnel.

None of the Directors of your Company are disqualified under the provisions of Section 164(2)(a) and (b) of the Act.

The composition of Board complies with the requirements of the Companies Act, 2013. Further, in pursuance of Regulation 15(2) of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 ("Listing Regulations"), the Company is exempted from requirement of having composition of Board as per Listing Regulations.

7. KEY MANAGERIAL PERSONNEL:

Pursuant to the provisions of Section 203 of the Companies Act, 2013 read with rules framed thereunder the following persons are the key Managerial Personnel of the Company.

1. Mr. Shravan H Patel, Managing Director.
2. Mr. Mayurkumar Mansukhbhai Gajera, Whole

Time Director & Chief Financial Officer.

3. Mr. Kunal A Chauhan, Company Secretary and

Compliance Officer.

1. DISCLOSURE RELATED TO BOARD, COMMITTEES AND POLICIES:
1. Board Meetings:

The Board of Directors met 19 times during the financial year ended 31st March, 2023 in accordance with the provisions of the Companies Act, 2013 and rules made there under as under:

Sr. No.	Date on which Board Meetings were held	Total Strength of the Board	No. of Directors present
1.	09.04.2022	3	3
2.	21.04.2022	3	3
3.	10.05.2022	3	3
4.	28.05.2022	3	3
5.	20.06.2022	3	3
6.	24.06.2022	3	3
7.	27.06.2022	3	3
8.	29.06.2022	6	6
9.	08.07.2022	6	6
10.	18.07.2022	6	6
11.	01.08.2022	6	6
12.	19.09.2022	6	6
13.	22.09.2022	6	6
14.	04.10.2022	6	6
15.	14.11.2022	6	6
16.	29.12.2022	6	6
17.	16.01.2023	6	6
18.	14.02.2023	6	5
19.	07.03.2023	6	5
Attendance of Directors at Board Meetings

Name of the Directors	No of Board meetings held	No of Board Meetings attended
Mr. Arvind Basudeo Prasad	7	7
Mr. Hardik J. Desai	19	19
Mr. Mayurkumar Mansukhbhai Gajera	19	19
Mr. Shravan H Patel	12	12
Mrs. Maniya Hardik Desai	12	11
Ms. Aena Surana	12	12
Mr. Dhavl Vimal Shah	12	11

2. Committee Meetings: Audit Committee

The Audit Committee of the Board was constituted on 8th July, 2022. As on 31st March, 2023, the Audit Committee of the Board comprises of three members viz; Mr. Dhavl V Shah (Independent and Non- Executive Director)-Chairman, Ms. Aena Surana (Independent and Non-Executive Director)-Member and Mr. Mayurkumar Mansukhbhai Gajera (Whole Time Director and Chief Financial Officer)-Member.

All recommendations made by the Audit Committee were accepted by the Board during the year 2022-23. The Audit Committee met 02 times during the Financial Year ended 31st March, 2023 on 14th November, 2022 and 16th January, 2023.

Name of the members No. of Meetings attended

Mr. Dhavl V Shah 2

Ms. Aena Surana 2

Details of Investors grievances/Complaints:

No investor complaints were received during the financial year 2022-23. There were no pending complaints of the Shareholders/Investors registered with SEBI at the end of the current financial year ended on 31st March, 2023. There were no pending requests for share transfer/dematerialization of shares as of 31st March, 2023.

3. Meeting of Independent Directors:

A separate meeting of the independent directors of the Company for the FY 2022-23 was held on

Mr. Mayurkumar 2 30th March, 2023 where all the Independent Directors

Mansukhbhai Gajera

Nomination and Remuneration Committee The Nomination and Remuneration Committee of the Board was constituted on 8th July, 2022. As on 31st March, 2023, the Nomination and Remuneration Committee of the Board comprises of three members viz; Mr. Dhavl V Shah (Independent and Non- Executive Director)- Chairman, Ms. Aena Surana (Independent and Non-Executive Director)-Member and Mrs. Maniya Hardik Desai (Non-Executive Director)-Member, all of which are Non-Executive Directors.

The Nomination and Remuneration Committee and the Policy are in compliance with Section 178 of the Companies Act, 2013 read with the applicable rules thereto and Listing Regulations (as may be amended from time to time). The Nomination and Remuneration Committee has met 02 times during the period ended 31st March, 2023 on 14th November, 2022 and 16th January, 2023

Name of the members No. of

Meetings attended

Mr. Dhavl V Shah 2

Ms. Aena Surana 2

Mrs. Maniya Hardik Desai 2

Stakeholders Relationship Committee

The Committee reviews and ensures redressal of investor grievances. The Stakeholders Relationship Committee of the Board was constituted on 8th July, 2022.

The Stakeholders Relationship Committee of the Board comprises of three members viz; Mrs. Maniya Hardik Desai (Non-Executive Director)-Chairman, Mr. Dhavl V Shah(Independent & Non-Executive Director)-Member, Mr. Hardik J Desai (Chairman & Executive Director)- Member. The Stakeholders Relationship Committee has met 01 time during the Year ended 31st March, 2023 on 23rd March, 2023.

Name of the members No. of Meetings attended

Mrs. Maniya Hardik Desai 1

Mr. Dhaval V Shah 1

were present as per the requirement of Regulation

25 of SEBI (Listing Obligations and Disclosure

Requirements) Regulations, 2015.

17. FAMILIARIZATION PROGRAM FOR INDEPENDENT DIRECTORS:

A policy on familiarization program for independent directors has been adopted by the Company. All new Independent Directors inducted to the Board are presented with an overview of the Companys business operations, products, organization structures and about the Board Constitutions and its procedures. The policy is available at the Companys website www.tridentlifeline.com.

18. EVALUATION OF BOARDS PERFORMANCE: The Board adopted a formal mechanism for evaluating its performance as well as that of its Committees and individual Directors, including the Chairman of the Board. 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, contribution at the meetings and otherwise, independent judgment, governance issues etc. The performance of the Board and its Committees, individual Directors, and Chairpersons were found satisfactory.

In a separate meeting of Independent Directors held on 30th March, 2023, performance of non- independent Directors, performance of Board as a whole and performance of the Chairman were evaluated taking into account the views of executive and non-executive Directors. The said meeting was attended by all the Independent Directors.

Further, the Board has expressed its satisfaction and has been thankful to all its Independent Directors for sharing their knowledge and expertise which has been proved beneficial towards the progress of the Company.

19. DECLARATIONS BY INDEPENDENT DIRECTORS:

Pursuant to the provisions of Section 149(7) of the Act and Regulation 16(1)(b) of the Listing Regulations, your Company has received individual declarations from all the Independent Directors, confirming

Mr. Hardik 1

Jigishkumar Desai

that they meet the criteria of independence as prescribed under Section 149(6) of the Act and the Rules made thereunder. The Independent Directors have also confirmed that there has been no change in the circumstances which may affect their status as Independent director and they are not aware of any circumstance or situation, which exist or may be reasonably anticipated, that could impair or impact their ability to discharge duties with an objective independent judgment and without any external influence and that they are independent of the management.

20. PARTICULARS OF REMUNERATION OF DIRECTORS AND EMPLOYEES:

The managerial remuneration paid to the directors during the financial year are as under:

Sr. No.	Name of Director	Designation	Managerial Remuneration paid (amount in Lacs)
1	Hardik Jigishkumar Desai	Chairman & Executive Director	7.80
2	Shravan H Patel	Managing Director	6.00
3	Mayurkumar Mansukhbhai Gajera	Whole Time Director & Chief Financial Officer	9.60*
4	Maniya Hardik Desai	Non-Executive Director	9.78**

Note* Includes ? 8.00 Lacs paid from date of appointment as WTD & CFO.

Note** Includes ? 7.34 Lacs paid from date of appointment as NED.

Further the managerial remuneration of ? 4.41 Lacs and ? 3.94 Lacs paid to Mr. Hardik Desai and Mrs. Maniya Hardik Desai respectively for the financial year 2022-23 were found in excess of the maximum permissible limit as prescribed under Section 197 of the Act from the total managerial remuneration paid.

Also managerial remuneration paid during the financial year 2022-23 to Mrs. Maniya Hardik Desai, Non-Executive Director of ? 7.34 Lacs was not specified in the appointment resolution due to some inadvertent mistake.

As per the provisions of Section 197 of the Act, if any director draws or receives, directly or indirectly, by way of remuneration any such sums in excess of the limit prescribed by this Section or without approval required under this Section, he/she shall refund such sums to the Company, within two years or such lesser period as may be allowed by the Company, and until such sum is refunded, hold it in trust for the Company. The Company may waive the recovery of any sum refundable to it under Section 197 pursuant to the receipt of permission from the Members of the Company through special resolution.

On recommendation of the Nomination and Remuneration Committee and Board of Directors at its meeting held on 6th May, 2023, have considered the expertise of Mr. Hardik Desai and Mrs. Maniya Hardik Desai, their significant contributions to the growth of the Company and after considered professional and expertise contribution given to the Company, have accordingly ratified and confirmed, subject to the approval of the Members of the Company, if necessary, the payment of aforesaid remuneration, in excess of the limits prescribed under Schedule V to the Act and also to waive the recovery of excess remuneration paid

to Mr. Hardik Desai and Mrs. Maniya Hardik Desai (including managerial remuneration paid to her of

? 7.34 Lacs). Therefore suitable resolutions are

included in the AGM notice for the members approval.

Disclosures relating to remuneration and other details as required in terms of the provisions of Section 197(12) of the Act read with Rule 5(1) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 are given in Annexure-A which forms part of this Report.

Further, no employee of the Company was in receipt of the remuneration exceeding the limits prescribed in the rule 5(2) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, hence no information as required under the provisions of Section 197 of the Companies Act, 2013 read with rule 5(2) and 5(3) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 are provided in this report.

In accordance with Section 178 of the Companies Act, 2013 and Regulation 19 of the Listing Regulations, the Nomination and Remuneration Committee of the Board of Directors approved the ‘Nomination and Remuneration Policy, which is available on the website of the Company www.tridentlifeline.com.

21. DIRECTORS RESPONSIBILITY STATEMENT: Pursuant to the requirement under Section 134(3)(c) read with 134(5) of the Act, your Directors confirm that:
1. The applicable accounting standards have been followed along with proper explanation relating to material departures, if any, in the preparation of the annual accounts;
2. appropriate accounting policies have been selected and applied consistently and judgments and estimates have been made 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 of the Company for that period;
3. Proper and sufficient care has been taken 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;
4. The annual accounts have been prepared on a going concern basis;
5. Proper internal financial controls have been laid down and followed by the Company and that such internal financial controls are adequate and were operating effectively; and
6. Proper systems to ensure compliance with the provisions of all the applicable laws have been devised and that such systems were adequate and are working effectively.

Based on the framework of internal financial controls and compliance systems established and maintained by the Company, the work performed by the internal, statutory and secretarial auditors and external consultants, including the audit of internal financial controls over financial reporting by the statutory auditors and reviews performed by the management and relevant Board Committee, the Board is of the opinion that the Companys internal financial controls were adequate and effective during the financial year 2022-23.

22. CORPORATE GOVERNANCE: Pursuant to the provisions of Regulation 15 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations,2015("ListingRegulations"),the Company is exempted from Reporting on Corporate Governance and therefore the Company is not filing Corporate Governance Report to the Stock Exchange and hence the Report is not attached with this Report. However, the Company is complying with the provision of filing Corporate Governance Non- Applicability Certificate to the Exchange.

Report on Corporate Governance Practices and the Certificate regarding compliance of conditions of Corporate Governance and certification by CEO/ Whole time Director & CFO is not applicable to your Company as per regulation 15(2)(b) of SEBI (Listing Obligation and Disclosure Requirements) Regulations, 2015.

23. CORPORATESOCIALRESPONSIBILITY POLICY:

The Company has not developed and implemented any Corporate Social Responsibility initiatives as the said provisions are not applicable to the Company.

24. VIGILMECHANISM/WHISTLEBLOWER POLICY:

The company has a Whistle Blower Policy for the vigil mechanism of Directors and employees to report to the management about the unethical behavior, fraud or violation of Companys code of conduct. The mechanism provides for adequate safeguards against victimization of employees and Directors who use such mechanism and makes provision for direct access to the chairman of the Audit Committee in exceptional cases. None of the personnel of the Company have been denied access to the Audit Committee. The Whistle Blower Policy is displayed on the Companys website viz. www.tridentlifeline.com.

25. PREVENTION OF INSIDER TRADING:

The Company has adopted an Internal Code of Conduct for Regulating, Monitoring and Reporting of Trades by Insiders ("the Code") in accordance with the SEBI (Prohibition of Insider Trading) Regulations, 2015(The PIT Regulations).The Code is applicable to Promoters and Promoters Group, all Directors and such Designated Employees who are expected to have access to unpublished price sensitive information relating to the Company. The Company Secretary is the Compliance Officer for monitoring adherence to the said PIT Regulations.

The Company has also formulated ‘The Code of Practices and Procedures for Fair Disclosure of Unpublished Price Sensitive Information (UPSI) in compliance with the PIT Regulations. This Code is displayed on the Companys website viz. www. tridentlifeline.com.

26. CODE OF CONDUCT:

The Company has adopted Code of Business Conduct & Ethics ("the Code") which is applicable to the Board of Directors, Senior Management, Key Managerial Personnel, Functional heads and all professionals serving in the roles of finance, tax, accounting, purchase and investor relations of the Company. The Board of Directors and the members of the Senior Management Team (one level below the Board of Directors) of the Company are required to affirm annual Compliance of this Code. A declaration signed by the Chairman and Managing Director of the Company to this effect is placed at the end of this report as Annexure-B. The Code requires Directors and Employees to act honestly, fairly, ethically and with integrity, conduct themselves in a professional, courteous and respectful manner. The Code is displayed on the Companys website viz. www.tridentlifeline.com.

27. PREVENTION OF SEXUAL HARASSMENT AT THE WORKPLACE:

The Company is conscious of the importance of environmentally clean and safe operations. The Companys policy requires conduct of operations in such a manner so as to ensure safety of all concerned, compliances of environmental regulations and preservation of natural resources. As required by the Sexual Harassment of Women at Workplace (Prevention, Prohibition & Redressal) Act, 2013, the Company has formulated and implemented a policy on prevention of sexual harassment at the workplace with a mechanism of lodging complaints. Besides, redressal is placed on the intranet for the benefit of employees.

Following is a summary of sexual harassment complaints

received and disposed off during F.Y. 2022-23.

No. of complaints not resolved as on 1st April, 2022: Nil No. of complaints received in financial year 2022-23: Nil No. of complaints resolved in financial year 2022-23: Nil No. of complaints not resolved as on 31st March, 2023: Nil

28. STATUTORYAUDITORSAND INDEPENDENT AUDITORS REPORT:

M/s. A Bafna & Associates., Chartered Accountants, (Firm Registration No. 121901W) have been appointed as the Statutory Auditor of your Company for a tenure of 5 (five) years till the 14th AGM to be held in the Calendar Year 2027. The Auditors Report given by M/s. A Bafna & Associates, Statutory Auditor, on the Financial Statements of your Company, for the year ended 31st March, 2023, forms part of the Annual Report. There is no qualification, reservation or adverse remark or any disclaimer in their Report. The Auditors Report for the year is self-explanatory & does not contain any modified opinion, hence need no comments.

29. REPORTING OF FRAUDS:

There have been no frauds reported under Sub- section (12) of Section 143 of the Act, during the financial year under review, to the Audit Committee or the Board of Directors.

30. SECRETARIAL AUDITOR AND SECRETARIAL AUDIT REPORT:

The Company has appointed G K SHAH & ASSOCIATES, Practising Company Secretary (ICSI M No.: A37875, COP. No. 22522, PR: 1723/2022) as the

Secretarial Auditors for the financial year 2022-23 in accordance with Section 204 of the Act. The Report on Secretarial Audit for the Financial Year 2022-23, in Form MR-3, is annexed hereto as Annexure-C and forms part of this Report.

The Secretarial Audit Report contains the following qualification, reservation or adverse remark as follows:

1. We found one instance of violation of SEBI (Prohibition of Insider Trading) Regulations, 2015 in which the trade was carried out by Independent Director Ms. Aena Surana, by purchase of 10,800 equity shares of the Company during the window closure.

Management Reply:

1. The Company has imposed penalty of ? 25,693/- on Ms. Aena Surana, Independent Director upon confirmation by the Audit Committee at its meeting held on 16th January, 2023 and the said amount was remitted to Investor Protection Education Fund (IPEF) in accordance with the SEBI Regulations. The said violation also submitted to BSE on 18th January, 2023 as per SEBI requirement.

31. SECRETARIAL STANDARDS:

The Company has complied with all the applicable secretarial standards issued by the Institute of Company Secretaries of India.

32. INTERNAL AUDITORS:

Pursuant to the provisions of Section 138 of the Companies Act, 2013, the Board of Directors of the Company have appointed M/s. Shah Kailash & Associates, Chartered Accountant as an Internal Auditor of the Company, for the financial year 2022-

23. The audit committee of the Board of Directors in consultation with the Internal Auditor formulates the scope, functioning, periodicity and methodology for conducting the internal audit.

33. COST RECORDS AND AUDIT:

The Company has not appointed the Cost Auditor as pursuant to Section 148 of the Companies Act, 2013 read with the Companies (Cost Records and Audit) Amendment Rules, 2014, the cost audit is not applicable to the Company.

34. INTERNAL CONTROL SYSTEM:

Your Company has put in place adequate internal financial controls with reference to the financial statements. The Board has adopted the policies and procedures for ensuring the orderly and efficient conduct of its business including adherence to the Companys policies, the safeguarding of its assets, prevention and detection of frauds and errors, accuracy and completeness of the accounting records and timely preparation of reliable financial disclosures. During the year, such controls were tested and no reportable material weaknesses in design or operation were observed. The Internal Auditor certifies on the assurance of adequacy of Internal Control System on quarterly basis which are regularly reviewed by the Audit Committee.

Independence of the audit is ensured by the direct reporting of internal audit functions to the Audit Committee of the Board.

35. RISK MANAGEMENT:

Risk Management is the systematic process of understanding, measuring, controlling and communicating an organizations risk exposures while achieving its objectives. Risk Management is an important business aspect in the current economic environment and its objective is to identify, monitor and take mitigation measures on a timely basis in respect of the events that may pose risks for the business. The Companys risk-management strategy is to identify, assess and mitigate any significant risks. We have established processes and guidelines, along with a strong overview and monitoring framework at the Board and Senior Management levels. The Board of Directors regularly reviews risks and threats and takes suitable steps to safeguard its interest and that there is no element of risk identified that may threaten the existence of the Company. The focus shifts from one area to another area depending upon the prevailing situation. A detailed report on significant risks and mitigation is forming part of Managements Discussion and Analysis.

36. INSURANCE:

The Company has taken all the necessary steps to insure its properties and insurable interests, as deemed appropriate and also as required under the various legislative enactments.

37. PARTICULARS OF LOANS, GUARANTEES AND INVESTMENTS:

The Company has duly complied with the provision of Section 186 of the Companies Act, 2013 and Rules made there under. Details on loans or investments are mentioned in financial statements attached with this Annual Report.

38. INVESTOR EDUCATION AND PROTECTION FUND:

During the year under review, the Company has not transferred any amount to the Investor Education and Protection Fund.

39. LOAN FROM DIRECTORS:

During the year under reporting, the Company has taken ? 167.49 Lacs Unsecured Loan from directors and relatives of directors and repaid the same in full. Pursuant to rule 2(c)(viii) of the Companies (Acceptance of Deposits) Rules, 2014 declaration has been received from them that the amount has not been given out of the funds acquired by them, either by borrowings or by accepting loans or deposits from others. Refer Note No. 28 (B) of the Financial Statement.

40. RELATED PARTY TRANSACTIONS:

Your Company has implemented a policy on Related Party Transactions and the said Policy is available on the Companys website: www.tridentlifeline.com.

There have been no materially significant related

party transactions with the Companys

Promoters, Directors and others as defined in Section 2(76) of the Companies Act, 2013 which may have potential conflict of interest with the Company at large.

Further, all such contracts/arrangements/transactions were placed before the Audit Committee and Board, for their approval. Prior approval/s of the Audit Committee/Board are obtained on an annual basis, which is reviewed and updated on quarterly basis.

All related party transactions entered into during the financial year were on an arms length basis and were in the ordinary course of business. Your Company had not entered into any transactions with related parties which could be considered material in terms of Section 188 of the Act. Accordingly, the disclosure of related party transactions, as required under Section 134(3)(h) of the Act, in Form AOC – 2, is not applicable.

41. PARTICULARSRELATINGTOCONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION, FOREIGN EXCHANGE EARNINGS AND OUTGO:

A statement giving details of conservation of energy, technology absorption, foreign exchange earnings and outgo, in accordance with Section 134(3)(m) of the Act, read with the Rule 8(3) of the Companies (Accounts) Rules, 2014, is annexed as Annexure-D hereto and forms part of this report.

42. EQUAL EMPLOYMENT OPPORTUNITIES: Being an equal opportunity employer, the Company will do its utmost to ensure that all of its employees are treated fairly during the period of their employment irrespective of their race, religion, sex (including pregnancy), color, creed, age, national origin, physical or mental disability, citizenship status, ancestry, marital status veteran status, political affiliation, or any other factor protected by law. All decisions regarding employment will be taken based on merit and business needs only.
43. ANNUAL RETURN:

In Compliance with the provision of Section 92(3) and Section 134(3)(a) of the Companies Act, 2013, the draft Annual Return in Form MGT-7 for the Financial Year 2022-23, is made available on the website of the Company at https://www.tridentlifeline.com.

44. GENERAL:

Your Directors state that no disclosure or reporting is required in respect of the following items as there were no transactions on these items during the year under review:

1. Issue of Equity Shares with differential rights as

to dividend, voting or otherwise.

2. Issue of Shares (including sweat equity shares) to employees of the Company under any scheme.
3. No significant or material orders were passed by the Regulators or Courts or Tribunals which impact the going

concern status and Companys operations in future.

4. Material changes and commitments after the closure of the financial year till the date of this Report, which affects the financial position of the Company.
5. There was no proceeding initiated/pending against your Company under the Insolvency and Bankruptcy Code, 2016.
6. The Company has not made any one-time settlement for loans taken from the Banks or Financial Institutions, and hence the details of difference between amount of the valuation done at the time of one time settlement and the valuation done while taking loan from the Banks or Financial Institutions along with the reasons thereof is not applicable.
45. ACKNOWLEDGEMENTS:

Your Directors wish to place on record their sincere appreciation of the wholehearted cooperation received from the Companys Shareholders, Bankers, various authorities of the Governments and business associates.

46. CAUTIONARY STATEMENT:

Statements in the Boards Report and the Management Discussion and Analysis describing the Companys objectives, projections, estimates, expectations or predictions may be ‘forward looking statements within the meaning of applicable securities laws and regulations. Actual results could differ materially from those expressed or implied. Important factors that could make a difference to the Companys operations include global and Indian demand supply conditions, finished goods prices, feed stock availability and prices, cyclical demand and pricing in the Companys principal markets, changes in government regulations, tax regimes, economic developments within India and the countries within which the Company conducts business and other factors such as litigation and labour negotiations. The Company is not obliged to publicly amend, modify or revise any forward-looking statement, on the basis of any subsequent development, information or events or otherwise.

For and on behalf of the Board of Directors

Trident Lifeline Limited

Date: 12th August, 2023

Place: Surat

Hardik J. Desai

Chairman & Executive Director

DIN: 01358227

Shravan H Patel Managing Director DIN: 08629141