The Directors have immense pleasure in presenting this 4^th Annual Report on the business and operations of the Company along with the Audited Financial Statements for the financial year ended March 31, 2023.

FINANCIAL RESULTS

The brief highlights of financials results of the Company for the financial years 2022-23 and 2021-22 are as under:

STATE OF THE COMPANY’S AFFAIRS

The Company is engaged on all the business, trade, operations manufacturing, repair, renting services and training of UAV’s, UAS, SUAV, RPV, RPAS, UWV, UGV etc, Multi Rotor Drones, fixed Wings Drones, Single Rotor Helicopter, fixed Wing Hybrid VTOL, Very small Drones, Mini Drones, Large Drones, Customized Drones, Predator Drones and Advancing to other activities. There has been no change in the business of the Company during the financial year ended 31^st March, 2023.

PERFORMANCE OF THE COMPANY    (Amount in Rs Thousand)

The total income of the Company is Rs. 1,20,773 during the financial year 2022-23 as against the total income of Rs. 25,716 in the previous financial year 2021-22. The total expenditure is Rs. 87,760 during the financial year 2022-23 as against Rs. 23,287 in the previous financial year 2021-22. The Company has earned Profit after Tax of Rs. 25,624 during the financial year 2022-23 as against earned profit after Tax of Rs. 1,896 in the previous financial year 2021-22.

DIVIDEND AND TRANSFER TO RESERVES

Keeping in view the expansion of business of the Company, the Board of Directors of your Company has decided not to recommend any dividend for the financial year ended March 31, 2023. Further,

there has been no transfer to general reserves.

CHANGE IN NATURE OF BUSINESS

During the year under review there has been no event occurred which resulted into the change in the company’s nature of business.

CONVERSION FROM PRIVATE LIMITED COMPANY TO PUBLIC LIMITED COMPANY

During the period under review, the status of the Company was converted from ‘Private Limited’ to ‘Public Limited’ and consequently the name of the Company changed from “Drone Destination Private Limited” to “Drone Destination Limited” w.e.f. May 4, 2023.

MATERIAL CHANGES AND COMMITMENTS IF ANY AFFECTING THE FINANCIAL POSITION OF THE COMPANY

There was no material change and commitment affecting the financial position of the Company occurred in between the financial year ended on March 31, 2023 and the date of this report.

SHARE CAPITAL

During the period under review, there has been change in the Share Capital of the Company.

A) AUTHORISED SHARE CAPITAL

1)    The Authorised Share Capital of the Company was increased from Rs. 20,00,000/- (Rupees Twenty Lacs only) divided into 2,00,000 (Two Lacs) Equity Shares of Rs. 10/- (Rupees Ten) each to Rs.

2.00. 00.000/- (Rupees Two Crores only) divided into 20,00,000 (Twenty Lacs) Equity Shares of Rs.

10/- (Rupees Ten) each on dated 4^th November, 2022.

2)    The Authorised Share Capital of the Company was increased from Rs. 2,00,00,000/- (Rupees Two Crores only) divided into 20,00,000 (Twenty Lacs) Equity Shares of Rs. 10/- (Rupees Ten) each to Rs. 5,00,00,000/- (Rupees Five Crores only) divided into 50,00,000 (Fifty Lacs) Equity Shares of Rs.

10/- (Rupees Ten) each on dated 3^rd January, 2023 and

3)    The Authorised Share Capital of the Company was increased from Rs. 5,00,00,000/- (Rupees Five Crores only) divided into 50,00,000 (Fifty Lacs) Equity Shares of Rs. 10/- (Rupees Ten) each to Rs.

26.00. 00.000/- (Rupees Twenty-Six Crores only) divided into 2,60,00,000 (Two Crore Sixty Lacs) Equity Shares of Rs. 10/- (Rupees Ten) each on dated 29^th April, 2023.

Presently, the Authorised Share Capital of the Company is Rs. 26,00,00,000/- (Rupees Twenty-Six

Crores only) divided into 2,60,00,000 (Two Crore Sixty Lacs) Equity Shares of Rs. 10/- (Rupees Ten) each.

B) PAID UP SHARE CAPITAL

During the period under review, the Company had issued shares by way of following Allotments:

Presently, the Subscribed & Paid Up Share Capital of the Company is 5,00,00,000 (Rupees Five Crores) divided into 50,00,000 (Fifty Lacs) Equity Shares of Rs. 10 each.

PUBLIC DEPOSITS

During the financial year under review, The details relating to deposits, covered under Chapter V of the Act,-

(a)    accepted during the year: NA

(b)    remained unpaid or unclaimed as at the end of the year: NA

(c)    whether there has been any default in repayment of deposits or payment of interest thereon during the year and if so, number of such cases and the total amount involved- NA

(i)    at the beginning of the year: NA

(ii)    maximum during the year: NA

(iii)    at the end of the year: NA

(iv)    the details of deposits which are not in compliance with the requirements of Chapter V of the Act: NA

WEB LINK OF ANNUAL RETURN, IF ANY

The Company website is www.thedronedestination.com.

EXTRACT OF ANNUAL RETURN

The details forming part of the extract of the Annual Return in Form MGT 9 pursuant to provisions of Section 92 read with Rule 12 of The Companies (Management and Administration) Rules, 2014 is annexed herewith as “Annexure A”.

DETAILS OF SUBSIDIARIES/JOINT VENTURES/ASSOCIATES COMPANIES

During the year under review, your Company has not any subsidiary, joint Ventures/ Associates Companies.

DIRECTORS AND KEY MANAGERIAL PERSONNEL

During the period under review, Mr. Kapil Rana, Director of the Company as resigned from the Board of Director of the Company with effect from 5^th July, 2022. The Board of Directors placed on record its deep appreciation and gratitude for the valuable services and guidance provided by him during his tenure as Director of the Company.

Pursuant to Section 149, 152 and other applicable provisions of the Companies Act, 2013, one-third of such of the Directors as are liable to retire by rotation, shall retire every year and, if eligible, offer themselves for re-appointment at every AGM. Consequently, Mrs. Shashi Bala (DIN 01547327), director will retire by rotation at the ensuing AGM, and being eligible, offers herself for re-appointment in accordance with provisions of the Act.

The Board of the company reconstituted after the closure of financial year ending on March 31, 2023, in the following manner:

Mr. Raminder Kumar Verma was appointed as a Non-Executive Non-Independent Director of the Company with effect from 29^th April, 2023.

Mr. Rajiv Ahuja (DIN: 02297731) and Mr. Satendra Singh (DIN: 07618098) were appointed as NonExecutive Independent Directors of the Company with effect from 29^th April 2023.

Ms. Ayushi Gupta (M. No. A49249) was appointed as a Company Secretary of the Company with effect from 1^st May, 2023.

BOARD OF COMPOSITION AND MEETINGS

As on date of the board report, the Board of Directors of the Company comprises of total Five (5) directors. The composition of the Board of Directors is as under:

During the financial year under review, 32 (Thirty-Two) meetings were held by the Board of Directors viz, 20, April 2022, 2^nd May, 2022, 25^th June 2022, 27^th June 2022, 1^st July 2022, 14^th July 2022, 25^th September 2022, 1^st October 2022, 10^th October 2022, 3^rd November 2022, 5^th November 2022, 12^th November 2022,    14^th November 2022, 21^st November 2022, 1^st December 2022, 9^th

December 2022, 21^st December 2022, 26^th December 2022, 27^th December 2022, 31^st December

2022, 6^th January 2023, 27^th January 2023, 20^th February 2023, 22^nd February 2023, 23^rd February

2023, 27^th February 2023, 28^th February 2023, 1^st March 2023, 4^th March 2023, 20^th March 2023, 24^th March 2023 and 31^st March 2023. Further, the intervening gap between the Meetings was within the period prescribed under the Act.

Details of attendance of Directors in Board Meetings held during the financial year 2022-23 are as under:

*Mr. Kapil Rana has resigned from the directorship of the Company w.e.f. from 5^th July 2022. STATUTORY DISCLOSURES

None of the Directors of your Company is disqualified as per the provisions of Section 164(2) of the Act. The Directors of the Company have made necessary disclosures, as required under various provisions of the Act.

CONSERVATION OF ENERGY AND TECHNOLOGY ABSORPTION

As required by the provisions of Companies Act, 2013, the relevant information pertaining to conservation of energy, technology absorption and foreign exchange earnings and outgo are given under:

(A)    Conservation of energy- NA

(i)    the steps taken or impact on conservation of energy;

(ii)    the steps taken by the company for utilising alternate sources of energy;

(iii)    the capital investment on energy conservation equipments;

(B)    Technology absorption-NA

(i)    the efforts made towards technology absorption;

(ii)    the benefits derived like product improvement, cost reduction, product development or import substitution;

(iii)    in case of imported technology (imported during the last three years reckoned from the beginning of the financial year)-

(a)    the details of technology imported;

(b)    the year of import;

(c)    whether the technology been fully absorbed;

(d)    if not fully absorbed, areas where absorption has not taken place, and the reasons thereof; and

(iv)    the expenditure incurred on Research and Development.

(C)    Foreign exchange earnings and Outgo:-

The details of earnings and outgo in Foreign Exchange during the financial year ended March 31, 2023 are as follows:

Earnings: Nil Outgo: NilCOMPLIANCES OF SECRETARIAL STANDARDS

During the Financial Year the Company has duly complied with all the requirements as laid down in the applicable Secretarial Standards.

DIRECTORS’ RESPONSIBILITY STATEMENT

Pursuant to Section 134(5) of the Act, your Directors, based on the representation as provided to the Board by the management, confirm that:

(a)    in the preparation of the annual Financial Statements for the financial year ended March 31, 2023, the applicable accounting standards had been followed along with proper explanation relating to material departures;

(b)    the directors had selected such accounting policies and applied them consistently and made judgments and estimates that are reasonable and prudent so as to give a true and fair view of the state of affairs of the Company as on March 31, 2023, and of the profit & loss of the Company for the year under review;

(c)    the directors have taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of the Act for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities;

(d)    the directors had prepared the annual Financial Statements for the financial year ended March 31, 2023 on a ‘going concern’ basis;

(e)    The directors had devised proper system to ensure compliance with the provisions of all the provisions of all applicable laws and that such system were adequate and operating effectively.

DECLARATION OF INDEPENDENCE BY INDEPENDENT DIRECTORS

The provisions of Section 149 of the Companies Act, 2013 with respect to appointment of Independent Directors are not applicable to your Company for the financial year ending March 31, 2023. Therefore, the requirement of obtaining the declaration confirmation from the Independent Director, is not applicable to the Company. However, the company has appointed Independent Directors pursuant to Extra-Ordinary General Meeting dated April 29, 2023. The Company has received necessary declaration from all the Independent Directors under Section 149(7) of the Act confirming that they meet the criteria of independence as laid down in Section 149(6) of the Act.

STATUTORY AUDITORS

Pursuant to the provisions of Section 139 of the Act and the rules framed thereunder, M/s GAMS & Associates LLP, Chartered Accountants (Firm Registration No. N500094), were appointed as Statutory Auditors of the Company to hold office from the conclusion of 1^st Annual General Meeting (“AGM”) for a period of five years till the conclusion of the 6^th AGM of the Company to be held in the year 2025.

The Company has received letter from them to the effect that their ratification, if made, would be within the limits prescribed under Section 141(3) of the Companies Act, 2013 and that they are not disqualified for ratification.

Accordingly, the Board of Directors recommends the ratification of M/s GAMS & Associates LLP as Statutory Auditors of the Company.

STATUTORY AUDITORS’ REPORT

The Statutory Auditors’ Report does not contain any qualification, reservation or adverse remark. Further, the observations of the Auditors in their report read together with the Notes to Financial

Statements are self-explanatory and therefore, in the opinion of the Board of Directors, do not call for any further explanation.

DETAILS OF FRAUD IF ANY, REPORTED BY STATUTORY AUDITORS

During the Financial Year under review, the Statutory Auditors have not reported any incident of fraud to the Board of Directors of the Company, pursuant to the provisions of Section 143(12) of the Companies Act, 2013.

PARTICULARS OF LOANS, INVESTMENTS AND GUARANTEES

During the period under review, there is no transactions covered under section 186 of the Companies Act, 2013.

RELATED PARTY TRANSACTIONS

All Related Party Transactions that were entered into during the financial year under review were on an arm’s length basis and in the ordinary course of business. Disclosures as required under Section 134(3) (h) read with Rule 8(2) of the Companies (Accounts) Rules, 2014, are provided in the Form AOC-2 which is annexed herewith as “Annexure B” and forms part of this Report.

RISK MANAGEMENT POLICY

The Company does not have any Risk Management Policy as the elements of risk threatening is manageable.

ADEQUACY OF INTERNAL FINANCIAL CONTROLS WITH REFERENCE TO THE FINANCIAL STATEMENTS

The Company has in place adequate internal financial controls with reference to financial statements. The internal financial controls with reference to the Financial Statements are adequate in the opinion of the Board of Directors.

Also, the Company has a proper system of internal controls to ensure that all assets are safeguarded and protected against loss from unauthorized use or disposition and that transactions are authorized, recorded and reported correctly.

During the Financial Year 2022-23, such controls were tested and no reportable material weakness in the design or operation was observed.

DISCLOSURE REGARDING CORPORATE SOCIAL RESPONSIBILITY (CSR)

In purview of Section 135 of the Companies Act, 2013, every company having net worth of rupees five hundred crore or more or turnover of rupees one thousand crore or more or a net profit of rupees five crore or more during the immediately preceding financial year needs to spend at least 2% of the average net profits of last 3 immediately preceding financial years for the company’s Corporate Social Responsibility (CSR) policy.

So, in view of above your Company is not coming under ambit of such criteria as envisaged herein above, therefore provisions relating to CSR is not applicable to your Company.

COST RECORDS

Maintenance of cost records as specified by the central government under sub-section (1) of Section 148 is not applicable to company.

DISCLOSURE UNDER THE SEXUAL HARASSMENT OF WOMEN AT WORKPLACE (PREVENTION, PROHIBITION AND REDRESSAL) ACT, 2013

The Company has formed internal Complaint Committee with the requirements of The Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013. All employees (permanent, contractual, temporary, trainees) are covered under this policy. No case has been reported during the financial year under review.

PARTICULARS OF EMPLOYEES

None of the employees of the Company is in receipt of remuneration for the year which, in aggregate, was more than the limit prescribed under Section 197 of the Act, read with Rule 5(2) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014.

SIGNIFICANT AND MATERIAL ORDERS PASSED BY THE REGULATORS OR COURTS

There are no significant or material orders passed by the Regulators/ Courts which would impact the going concern status of the Company and its operations in future.

DETAILS OF APPLICATIONS MADE UNDER THE INSOLVENCY AND BANKRUPTCY CODE. 2016

The above clause is not applicable to the company as the company has neither made any application nor any proceeding is pending under the Insolvency and Bankruptcy Code, 2016 during the financial year 2022-23.

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.

The above clause is not applicable to the company as the company has not entered into any settlement from Banks or Financial Institutions during the year under review.

ACKNOWLEDGEMENTS

Your Directors would like to express their sincere appreciation for the co-operation and assistance received from the Bankers, Regulatory Bodies, Customers and other business associates who have extended their valuable sustained support and encouragement during the financial year under review.