Your Didders have pleasure In planting the Annuel Report on the business and operations erf the Company and the
accounts fior the Financial Year ended as cm March 31. 2024.

1. FINANCIAL HIGHLIGHTS AND PERFORMANCE OF THE COMPANY:

2. BRIEF DESCRIPTION OF THE COMPANY'S WORKING DURING THE YEAR/STATE OF COMPANY'S AFFAIR:

During the period under review company has not carried out any txreiness activity, after charging all eitpenses company
has inmrod losses of Rs. It .07 lakhs TTip management of the company is optimistic and looking forward to Commence
the business operation In rasl-estate in near future

3. DIVIDEND:

Company has Incurred losses from its business operations during the year under review. In view of the Financial Position
Of the wmtkHfiy the board n?«frinenfJ not to declare any dividend-

4. TRANSFER TO RESERVES:

The Company has maimed losses and considering the current financial position of die company, board has recommended
not lo transfer any amount to the general reserve accotinr

5. DIRECTORS AND KEY MANAGE RIAL PE R5DN NEL:

There e, no changes In the ronsdtution of Board of die Company, nor Key Managerial Personnel during the yeai under
review.

6. MEETINGS:

The Board of Directors met 6 (Eight) times during die year under review. The details of bod'd meedngs and die
attendance of the Directors are provided m the Corporate Governance Report which forms part of dris report.

7. BOARD EVALUATION;

Purulent to Hie |jniviskrih Of the Coiup.misih Act, 700 aid Clause 4fi (if thu l.iStiKj Agreement, Hi-:' Board has ccwried Out
an annual perfcrmance evaluation of Its own performance, the directors individually as well as the evaluadon of die
working of its Audits Nomlnadon St Remuneration and Compliance Committees. The manner in which the evaluation has
teten carried out has been e*pla-iied in the Corporate Governance Report

8. PARTICULARS OF EMPLOYEES:

The lnfomriab£Hi required pursuant to Section 1ST £12} read with Rule, 5 (1} of The Companies ( Appointment and
Remuneration of Managerial Personnel } Rules, 2014 In respect of employees of the Company, is prowled in the
Corporate Governance Report-

9. PCUCY ON DIRECTOR S APPOINTMENT AND REMUNERATION;

The Board Iws, on the recommendation of the Nomination ft Remuneration Gonmittee framed a pclty for selection and
appointment of Directory Senior Management and to fix their remunffahnn. The Remuneration Policy is stated In Die
Cuporate Governance Report.

10. MANAGERIAL REMUNERATION;

During ttie yiMr unda- revfc^v none of the directors pas received any remuneration. Except Company Secretary in
ernifoyinenL and CFO.

11. details Of Subsidiary/joint ventureS/aSSOClate companies:

The cmTMCiy do not have any Subsidiary/Jaint Ventures/Associate Companies Pursuit to sob-Sectiart (3} ol Section 139
of the ACL

12. EXTRACT OF ANNUAL RETURN:

Pursuant to Election 92(3} of the Companies Act; 2013 and rule 12(1) of the Company (Management and Adminstration)
Rules 2014, an Bdract oF Annual Return in Form MGT-9 as a part of the Annual Report as ANNEXURE 1¬

13. AUDITORS:

In #ie Annual General Meeting held for financial year 2022-23 M/s, N Jakhettya ft Associates, Jaigaon was appointed as
stahituy airdimrs, However, the said audit firm [wild not meet the eligibility criteria to become auditor and liar, tendered
their nesignaum on DO"' November 2023. The management of die company has approached and ^pointed M/s. 5 K
Lotllkar ft Co. as statutory auditors however due la Llielr pre-occupation with ulhcr assignmeuSs tire said firm has
tendered Llielr resignation on 25"' January 2024.

Further the board *i its meeting held on 19^ March 2024 lias appointed M/S. Ratal Chandat ft Co., Chartered
Accountants ( Firm Registration No.. 108696W ) as statutory auditors of the company for the F.Y 2023-2024 Id fill die
casual vacancy caused by the resignation of M/s. S K LotliFar ft Co. Chartered Accountants, Mumbai.

The Eratd has proposed to appoint M/s. Ratan Chandak ft Co., dianered Accountant { Finn Registration No.. 1O0696W )
as a statutory auditor of the company for a period of five years an such remuneration and fees as may be decided by the
Board and the Auditors mutually horn time to time

14, AUDITORS'REPORT:

The Auditors" Report and Notes to Accounts are setf-expianatory and does not require any (under clarification and
explanation, the auditors have raised concerned on payment of Joan and has made tterJaimer r^nark in the report;

Auditor Remark:

More than oF the company's assets are advances, deports, etc, to related parties (dr the pirchase af properties and
rights. Thtet related pSrtiES ate Currently under invtetigatiOFi by the ErifbrrJiJTient DitetldrSte (FD) under tlw PrOventitJn
ol Money laundering Act (PMLA), and the related assets have been provisionally attached by the ED. This rases
significant concerns about the recoverability and valuation of these advances.

Directors Reply:

The Advances paid to Chatrapah Real Estate and Projects Private Limited which is the promoted by Mr. Ishwarial Jam ft
Family and the same are considered good and recoverable in the opinion cf the Management. The investigation by die
Enforcement Directorate (ED) under the Preventran oF Money Laundering Act (PMLA) are on the companies Promoted by
Mr. fshwarlal Jain and Family. The Management of these companies are cooperating with office of Enforcement
Directorate and requied documents end records am submitted.

Auditor Remark;

Approximately 65% af the Company's liabilities are In Uie fonm of msecured loans from related parties, who fiais beneficlat
Interest in the properties for which the aforementioned advances was given. The entanglement of these transactions and
the related party's financial Interest creates significant uncertainty about the completeness and accuracy of the Company's
liabilities,

Directors Reply:

Mr, Ishwarlai Jain Managing Director and Pttsmoter of the Company has provided unsecured loans lo the company for
payment gf day to day expenses and fiiancial commitments of the company and the sme in Interest free,

Auditor Remark:

The Company has defaulted on the repayment of a loan from Jatgaon Peoples Co-Op Bank. Ltd., with an outstanding
balance of Rs. 687.03 Lakhs as of February 2020 Since (hep. interest on die outstanding balance has not been provided.
According to die statement from A5REC (India) Ltd,, to whom die bank has assigned this debt, there is uncharged
interest amounting to Rs. 390.34 Lakhs and penal interest uF Rt, 52.41 lakhs tor the period from 01/113/2021} to
31/03/2024, totaling Ks. 42.75 Lakhs. Consequently, die toss tor die year and the luuilily for die loan piayable are
understated hy to. 442.75 Lakhs.

Director* Reply:

Since' toe Asset Reconstruction Company has apprwed a onetime settlement scheme oF the said loan under a ytxjp
settlement scheme vide its letter Dt 03.02.2021. flit company is not required to reoogntee the interest on outstanding
balance. Hence the management of the company has not provided for Interest on the Outstanding Loan.

Auditor Remark:

The Company is not in operation for more than 3 yearn. During the year the Company has inclined a Net Loss of fin.
11,07 Lakhs resulting Into accumulated lessee oF fls- 8 2,97 Lakhs- The Compan/5 ret worth is negative, further non

pnjvBifnmg nf Interest as above and die Company hati defeuhdd mi the repayment Csf its bank borrowings. indicating

severe financial distress and questioning the Company's ability to continue as a going concern.

Directoi* Reply:

The company is Inoperative for more than 3 years, However, Cost of Statutory Compliance and employee has to pakl, the
expenses includes Salary payment to regular employees, payment oF Isting Fees, professional fees to Practicing CTiarteral
Accountant, Practicing Company Secretary etc. which is incurred lu day to day business activities. Due to tremendous
competidve makel and adverse condition In real estate and construction busness company has incurred losses from its
business operations in the financial year. Management is of opyilon that the operations will be commenced in near future

Auditor Remark:

The Company has tailed to Implement tire mandatory audit trail feature ip its accounting software, as roepaired by Rule
11(g) of the Companies (Audit aivi Auditors) Rules, 2014 lhs deritieiicy affects the integrity, completeiiess, and
accuracy of the accounting records, thereby undermining the reliability of financial reporting.

Director* Reply:

The mi.imgtnimt of thu company is in process to implement audit train feature in its a: : Hunting software; however due to
non-availability of skilled employees the same was not Implemented durrig die year. Managemait Is In process to appoint
skilled employees and implement audit trail in its account rig software.

15. SECRETARIAL AUDIT REPORT:

The Board of Dcectnrs oF the Company In ccfnpiHrxe with Section 204 of the Act and Rules made there under, had
appointed Pavrfn Ralhi El Associates, Practicing Company Secretary {M No.; FlOdTO, CP.: 10900} an 0 Secretarial
Auditors to conduit Seorebyal Audit uf the Company. The report of the Secretarial Auditors Is enclosed as Annexure II
to tins repot! The report is self-explanatory and contained foikwrlng nommehts:

Auditor Remark:

* Independent Directors was not register themsetves In independent Director Databank maintained with The
Indian Institute of Corporate Affairs (I1CA}.

Director* Reply:

• The board has infermed alI Hie independent Directors to register themsetves with independent Director Databank
maintained with The Indian Institute of Corporate Attains (UCA) as nforni lie Board.

Auditor Remark:

< As per Regulation 33 oF SF6I (LODR) Regulation 2U18, company has not filed quarterly results cn time tor
September and Deoember 2023 quarter.

Director* Reply:

Ý During that period casual vacancy caused tor statutory audrttms and the same is filled m March 2024 thereafter
company has mled/puhllsbed results far September and December quarter.

Aipditoi Kcmiiik:

• As per Regulation 46 and 62 of SEBI (LOOR) Regulation 2015 company does Have functional website containing
basic information about the company.

Direction Reply:

• The management of the company has active website in the past, however the agency to whom the contract was
given has not reported to the management regarding the same. The management of the company Is looking into
the matter and the same shall be done in coming month.

Auditor Remark:

• Raid of Enforcement Directorate has been conducted on the companies Promoted by Mr. Ishwartal Jain and
Family,

Directors Reply:

• The investigation by the Enforcement Directorate (ED) under the Prevention of Money Laundering Act (PMLA)
are on the companies Promoted by Mr. Ishwartal Jain and Family. The Management of company is cooperating
with office of Enforcement Directorate and required documents and records are submitted,

16. FORM MGT-8 BY PRACTICING COMPANY SECRETARY:

The report of the Practicing Company Secretary is enclosed as Form MGT-8 to this report. The report is self-explanatory
and do not call further comments.

17. COST AUDIT REPORT:

The provisions mentioned under Section 148 of the Companies Act, 2013 regarding Cost Audit Is not applicable to the
Company.

18. INTERNAL AUDIT & CONTROLS:

The Board has appointed M/s. R. D. Jain & Associates, Chartered Accountants, as an Internal AixStor of the Company
for the Financial Year 2023-24. During the year, the Company continued to implement their suggestions and
recommendations to improve the control environment. Their scope of work indudes review of processes for safeguarding
the assets of the Company, review of operational efficiency, effectiveness of systems and processes, and assessing the
internal control strengths in all areas, Internal Auditors findings are discussed with the process owners and suitable
corrective actions taken as per the directions of Audit Committee on an ongoing basis to Improve efficiency In operations

19. VIGIL MECHANISM:

In pursuant to the provisions of Section 177(9) and (10) of the Companies Act, 2013, a Vigil Mechanism for directors and
employees to report genuine concerns has been established. The Vigil Mechanism Policy has been updated on the office
boaid of the company.

20. RISK MANAGEMENT POLICY:

A statement Indicating development and Implementation of a Risk Management Policy for the Company Including
identification therein of elements of risk. If any, this in the opinion of the Board may threaten the existence of the
company,

21. DETAILS OF SIGNIFICANT AND MATERIAL ORDERS PASSED BY THE REGULATORS OR COURTS OR
TRIBUNALS IMPACTING THE GOING CONCERN STATUS AND COMPANY'S OPERATIONS IN FUTURE:

During the year under review, the Enforcement Directorate (ED) has conducted raid on the companies Promoted by Mr.
Ishwartal Jain and Family, Further the investigations are under process. The Management is cooperating with office of
Enforcement Directorate and required documents and records are submitted.

22. DETAILS IN RESPECT OF ADEQUACY OF INTERNAL FINANCIAL CONTROLS WITH REFERENCE TO THE
FINANCIAL STATEMENTS:

The Company has Internal Control System, commensurate with the size of its operations. The Internal Auditor monitors
and evaluates the efficiency and adequacy of internal control system in the Company, its compliance with operating
systems, accounting procedures and policies of the Company. Based on the report, corrective action, significant audit
observations and corrective actions thereon are presented to the Audit Committee of the Board.

23. DEPOSITS:

The Company has nut atcLfrtud any Deposit cavured under Section 73 of the Companies Act, 7017 and The Companies
(Acceptance of Oeposit) Rules, 201-4 during die Current Financial Yeai

24. PARTICULARS OF LOANS, GUARANTEES OR INVESTMENTS UNDER SECTION ISO;

Oetadh pf Loans, Guarantee? and Investments cowered under the provisions pf Section 186 nf die Companies Act, 2013
are given >n the note to tlie Financial Statements.

25. PARTIC ULARS OF CONTRACTS OH ARRAN GEM E NTS WUf I RELATED PART IES i

The particulars of every contract or arrangements entered Into by the Comply with related parties referred to in Sub¬
Section (1) of Suction IBS of llu: CtrnpanltS Al1, 70L 3 lur.ijO ryj certain ami'b length tranSJCtiuni under third pruvED
thereto as stated In Notes attached to the Financial Statement.

26. CORPORATE GOVERNANCE AND MANAGEMENT DISCUSSION AND ANALYSIS:

Separate report an Corporate Governance currplirirv.u .nut Management DiicusaicSa and Analysis ji, stipulated by SEE!]
Listing Regulations forms part of tins Annual Report along with die Certificate from a Practicing Chartered Accountant
rotijnlriu compliances of the '.end duns of Corporate Governance as simulated.

[n comptiance with Ccxix:rj*t*? Governance requirements as per The 5FEU Listing fiagu lariens, your Company has
formulated and implemented a Code of Conduct for all Board members and senior management personnel of the
Ccmpgny, who have affirmed the compliance thereto.

22. SECRETARIAL STANDARDS:

Ttic Directors, State that Secretarial Standards, !.d. SSI and SS-2, relating to 'Mootings Of the Board Of Directors',
'General Meetings' end 'Dividend¹ have been duly followed by the Company

26. OBLIGATION Of COMPANY UNDER THE SEXUAL HARASSMENT OF WOMEN AT WORKPLACE (PREVENTION,
PROHIBITION AND REDILESSAl) ACT, 2013:

lii order to prevent sexual harassment of women at wort, place a new act The Sexual Harassment of Women at
Workplace (Pnevwitfon, Prrhiljition and Redressal ) Act, 2013 tee been ratified on 9^ pecemher, 2DU Under the said Act
every company Is required to set up an Internal Complaints Committee to loot Into complaints relating to sexual
banishment at vrork place! at any women anpfoyee.

Company has draft and adopted a policy for prevention of Sexual Harassment of Women at workplace anti Fas set op
Committee for knptemeritalfer of said policy. During the year Qwnpany has rat received any complaint of Sexual
harassment,

29, Conservation of energy, technology absorption and foreign exchange earnings and

OUTGO:

Information retalinci to Conservation of Energy, technology absorption etc. pursuant to Section l34(3Xm) of the
Companies Act, 7G13 read with Rule, S or Tire Companies {Accounts) Rules, 2P14 is not provided as Hie sane is not
apprtable tn the Company.

Foreign Cxctiiigt Earnings and Outgo are NIL Hiring foe Current Financial lair
30- CORPORATE SOCIAL RESPONSIBILITY (CSR);

As required under Section 135 of the Companies Act, 20l3 and rules made there under are not applicable to Pie
company Hence the Bgard has not constituted the committee and Policy for implementing the Corporate Social
Responsibility {CSft).

31. CORPORATE INSOLVENCY RESOLUTION PROCESS INITIATED UNDER THE INSOLVENCY AND BANKRUPTCY
CODE, 2016 {!«}:

dining foe period unda review, there is no corporate insolvency resofutiai process inlliated under the Insolvency and
Bankruptcy Code, 2016 (TOC).

32. DIRECTORS' RESPONSIBILITY STATEMENT:

The Directors'' Responsibility Statement referred to n Qaust* [c}cf Sub-Suction (3) of SeCbnn 134 of the Companies Act,
2013 shaH state dial.

a) In the preparation of tlie annual accounts, the applicable accounting staraanls Had been followed along with
pumper explanation relating to material departures;

6) The d rectors had selected such accounting policies ond applied them consistently and made Judgments and
estimates that ae reasonable and prudent so as to give a due and fait v«w of the stale of affairs of the
company at the end of the financial year and OF the profit and loss nf the company fee that period;

c) The directors had taken proper and sufflaefit care for ihe maintenance of adequate accounting records In
accordance with tlie provisions of this Act ftr safeguarding Ute assets of the company and ror pr event my Aid
detecting fraud and Other irregularities;

d) The directors had prepared the annual accounts cm a going concern basis, and

e) The directors, in the case of a listed company. hat: tad down internal Financial controls to he followed by the
oumpany and that such internal financial control; are adequate and were operating effectively

f} The directors had devised proper systems to ensure compliance with die provisions of all appltable laws and
that such systems were adequate and apaaUng effectively.

33. TRANSFER OF AMOUNTS TO INVESTOR EDUCATION AND PROTECTION FUND:

Yuu" Company did not Have any finds lyiuy unpaid Or unclim iulI for a period OF seven yuj^rt. Thotftjre, litre wot: no
funds which were required to be transferred to Investor Education and Protection Rind (IEPF) *1 the Current Fmancial tear

34. LISTING WITH STOCK EXCHANGES:

The Company confirms that n has pad the Annual Using Fees fer ihe year 2023-20J4 to EtSE l.mlted where the
Company's Shares are I feted

35. ACKNOWLEDGEMENTS:

The Directors wish to- place on record Itier appreciation for the continued support and co-operation by Bankers,
Customers, Business AssocaLes and to the Shareholders and investors ror the confidence reposed in the Company's
managemair. The Drecttm also convey tlieir appreciation to the employees at all levels Ibr their dedicated services,
effort, and Colkx-tlve ÝCuhtriUciUoii.

FOR AND ON BEHALF OF BOARD OF DIRECTORS OF
MANRAJ HOUSING FINANCE LIMITED

IS H W AR LAL JAIN PRAMODKUMAK MEHTA

CHAIRMAN Si MANAGING DIRECTOR DIRECTOR

(DIN:00386343) (DIN: 003 5G 505)

Mdran: Mania) Bangalow, No. 57, Address; 3^rH Floor, "Knnal Apartment,

Garpati Nagar. behind Hotel Crazy Home, Vidyo Nagar, NnrSagar Park.,

Jalgaon— 425003 Jalgaen-425002

Date: 31/08/3024
Place: Jalgaon.