Your Directors have pleasure in presenting the 20^th Annual Report of the Company together with the
Audited financial statements and notes thereto for the year ended 31st March, 2024.

1. FINANCIAL STATEMENTS & RESULTS:

1) FINANCIAL RESULTS:

The Company's performance during the year ended 31st March, 2024 as compared to the previous
financial year, is summarized below:

2) BUSINESS OVERVIEW:

During the year under review your company did well. Your directors expect that the company will
achieve new heights in the ensuing year. Your Company is engaged in manufacturing of Stainless-Steel
Pipes & Tubes. The Company business performed well during the period under review.

During the year your Company has generated total income of 29776.39/- (in Lakh) as compared to the
previous year income of 22544.28/-.

CHANGE IN THE NATURE OF BUSINESS:

There is no change in the nature of the business of the Company during the year.

CORPORATE OFFICE:

The Company has established its Corporate office at 51 Block A IDC, Hisar, Hisar, Hisar, Haryana, India,
125001 w.e.f 9^th December,2023 where the books of account are to be maintained.

DIVIDEND:

With a view to conserve resources, your directors have thought it prudent to retain the earnings and not
to recommend any dividend for the financial year under review.

UNPAID DIVIDEND AND IEPF:

The Company has not transferred any amount to the Investor Education & Protection Fund (IEPF) and no
amount is lying in Unpaid Dividend A/c of the Company.

TRANSFER TO RESERVES

An amount of Rs. 633.67/- lakh has been transferred to reserves during the year under review.

DEPOSITS

The Company has not accepted or renewed any amount falling within the purview of provisions of
Section 73 of the Companies Act 2013 ("the Act") read with the Companies (Acceptance of Deposit)
Rules, 2014 during the year under review. Hence, the requirement for furnishing of details relating to
deposits covered under Chapter V of the Act or the details of deposits which are not in compliance with
Chapter V of the Act is not applicable. Hence no such disclosure is required.

LOANS FROM DIRECTORS OR DIRECTORS' RELATIVES:

During the financial year 2023-24, the Company has borrowed money (8.06/- lakh) from Director Father and
the same has been repaid during the year. The Details of the same has been filed by the Company in DPT-3
form filed for the Financial Year 2023-2024. The details in respect of the same has been provided in the
annexure to this Board Report in form No. AOC-2

PARTICULARS OF CONTRACTS OR ARRANGEMENT WITH RELATED PARTIES:

The details of transactions/contracts/arrangements referred to in Section 188(1) of Companies act 2013
entered by the Company with related party(ies) as defined under the provisions of Section 2(76) of the
Companies Act, 2013, during the financial year under review were in ordinary course of business and on
an arm's length basis, the same are mentioned under Note No. 6 of B (Notes on Financial Statements) of
the Annual Audited Financial Statements.

The details in respect of the same has been disclosed in Annexure to this Report in form AOC-2.

EXTRACT OF THE ANNUAL RETURN:

Pursuant to the provisions of Section 134(3)(a) of the Companies Act, 2013, Extract of the Annual Return
for the financial year ended 31^st March, 2024 made under the provisions of Section 92(3) of the Act need
not be part of the Annual Report as per the amendment in Rule 12 of Companies (Management and
Administration) Rules, 2014 effective from March 31, 2022.

PARTICULARS OF LOANS, GUARANTEES OR INVESTMENTS

There are no loans, guarantees or investments made in exceed of the limit of Section 186 of the
Companies Act, 2013.

INDUSTRIAL RELATION

Industrial relation continues to be cordial. Your director express deep appreciation for the dedicated
services rendered by workers, staff officers of the company.

MATTERS RELATED TO DIRECTORS:

Director as on date of signing of Board Report:

Significant Change occurred during the period under review and up to the date of signing of Board
Report:

? Mr. Raj Kumar Gupta (DIN: 00677045) resigned w.e.f. 18/04/2023 and the same has been take
on note by Board Members in their meeting held on 22/4/2023.

? Mr. Gaurav Gupta(DIN:00593822) was appointed by Board in their Meeting held on 15/04/2023 as
an additional Director and the same has been regularized by Members in AGM held on 30^th
September, 2023.

? Mrs. Nikita Gupta (DIN: 10645088) was appointed as an additional Director by board in their held
on 18/04/2024 and the same has been regularized by Members in EGM held on 17/05/24.

? Mr. Deepak Kumar (DIN:00677030) was appointed as Managing Director of the Company on
18/04/24 and the same has been approved by Members in EGM held on 17/05/2024.

? Mr. Gaurav Gupta(DIN:00593822) was appointed as Whole Time Director of the Company in Board
Meeting held on 18/04/24 and the same has been approved by Members in EGM held on
17/05/2024.

BOARD MEETINGS:

The Board of Directors met 18 times during the financial year 2023-2024 in accordance with the
provisions of the Companies Act, 2013 and rules made thereunder. All the Board Meeting were held
within the prescribed time limit under section 173 of Companies Act, 2013.Proper Quorum were present
at all board meeting and Board meeting were conducted with proper compliance mentioned under
Companies act, 2013 and SS-1 issued by ICSI.

The details of Board Meeting conducted during the period under review are as follows:

DIRECTOR'S RESPONSIBILITY STATEMENT:

In terms of Section 134(5) of the Companies Act, 2013, in relation to the audited financial statements of
the Company for the year ended 31st March, 2024, the Board of Directors hereby confirms that:

a. in the preparation of the annual accounts, the applicable accounting standards had
been followed along with proper explanation relating to material departures;

b. such accounting policies have been selected and applied consistently and the Directors
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 at 31st March, 2024 and of the
profit/loss of the Company for that year;

c. proper and sufficient care was 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;

d. the annual accounts of the Company have been prepared on a going concern basis;

e. proper systems have been devised to ensure compliance with the provisions of all
applicable laws and that such systems were adequate and operating effectively.

RISK MANAGEMENT POLICY/MECHANISMS:

The Company has in its place robust risk management mechanisms to identify, assess, monitor and
mitigate various risks to key business objectives. Major risks identified by the businesses and functions
are systemically addressed through mitigating action plan on a continuing basis.

CORPORATE SOCIAL RESPONSIBILITY:

As the company does not fall under the criteria specified mentioned in section 135 (Corporate Social
Responsibility) of the Companies Act, 2013, hence section 135 and rules made thereunder and
disclosure required to be made pursuant to said provisions are not applicable to your company during
the period under review. However, Net profit has crossed the Limit of 5 Crore in Current Financial Year
and hence are required to comply with the CSR provision during the Financial Year 2024-2025. The
Company will comply with CSR Provisions and will approve the CSR project for 2024-2025 soon.

AUDITORS AND REPORTS

> STATUTORY AUDITOR OF THE COMPANY:

At the 19^th Annual General Meeting held on 30/09/2023, M/s Jain Mittal Chaudhary& Associates
Chartered Accountants (015140N) were appointed as Statutory auditors of the Company to hold office
till the conclusion of the Annual General Meeting to be held in the year 2028. In terms of the provisions
of the Companies (Amendment) Act, 2017, the term of the auditors does not require ratification every
year. In this regard, the Company has received a certificate from the auditors of eligibility in accordance
with Sections 139, 141 and other applicable provisions of the Companies Act, 2013 and Rules issued
there under.

The Notes to Accounts referred to in the Auditors' Report are self-explanatory and therefore do not call
for any further comments. The Auditors' report does not contain any qualification, reservation or
adverse remark.

> MAINTENANCE OF COST RECORDS:

Pursuant to the provisions of Section 148 of the Companies Act, 2013 read with the Companies (Cost
Records and Audit) Rules, 2014, as amended from time to time, the Company is required to maintain
Cost Records under said Rules and the same has been maintained by the Company during the period
under review.

> COST AUDITOR OF THE COMPANY:

The Board Members had appointed M/S A.G. Agarwal&Associates (FRN:000531), Cost Accountants as
the Cost Auditors of the Company for the financial year 2023-2024 under Section 148 of the Companies
Act, 2013 to conduct Cost Audit relating Cost Records maintained by the Company. As required under
Rule 14 of the Companies (Audit and Auditors) Rules, 2014, for the purpose of subsection (3) of Section
148 of the Companies Act, 2013, the remuneration payable to the Cost Auditors for the year under
review as recommended/approved by Board Members will be placed before the Members for
ratification.

> Internal Auditor of the Company:

The provision of section 138 of Companies Act, 2013 read with rules made thereunder had been
applicable on your Company. In order to comply with the applicable provision, the Board had appointed
M/S Anil Yash& Associates as an INTERNAL AUDITOR of the Company for the Financial year 2023¬
2024.

> Secretarial Auditor of the Company:

During the Period under review provisions of Section 204 of Companies Act, 2013 read with rules made
thereunder were not applicable hence the Company has not appointed any Secretarial Auditor during
the period under review.

REPORTING OF FRAUDS BY STATUTORY AUDITORS UNDER SECTION 143(12):

There were no incidences of reporting of frauds by Statutory Auditors of the Company under Section
143(12) of the Act read with Companies (Audit and Auditors) Rules, 2014.

EVENTS SUBSEQUENT TO FINANCIAL YEAR 2023-2024:

CHANGE IN BOARD MEMBERS AND THEIR ROLE:

The designation of existing Board Members has changed as Executive Director; respective details of the
same has been mentioned under Board Members details in this report.

CHANGE IN MOA & AOA OF THE COMPANY:

BONUS ISSUE OF SHARES:

Your Company has issued Bonus shares of 49,05,168 amounting to Rs. 4,90,516,80 /- in the ratio of 8:1
to the existing shareholder vide resolution passed in EGM held on 04-04-2024. Post Bonus Issue
Company paid up capital increased to Rs. 5,51,83,140/-.

ACTIVATION OF ISIN- EQUITY SHARES:

The Company is in process to convert its physical Equity Shares into demat form and has initiated the
process of dematerialization of shares. NSDL has allocated ISIN no. for Company Equity shares on June
19, 2024.

SME IPO:

The Company is planning to launch its first IPO(SME) in Financial Year 2024-2025.The proposal is to raise
capital through the Primary market and in process to launch its first IPO on Stock Exchange.

MATTER PENDING BEFORE ROC AS ON THE DATE OF SIGNING OF BOARD REPORT:

CONVERSION OF PRIVATE COMPANY INTO PUBLIC COMPANY:

The Company has obtained shareholder consent on 17-05-2024 for Conversion of Private Company into
Public Company as the company is planning its first IPO in future and wants to avail the benefit available

to Public Company and filed application for conversion of status of Company which is pending before
ROC for approval.

DISCLOSURE UNDER SEXUAL HARASSMENT OF WOMEN AT WORKPLACE:

The Company is committed to provide and promote a safe, healthy and congenial atmosphere
irrespective of gender, cast, creed or social class of the employees.

During the period under review the Company has not received any complaints on sexual harassment.
DISCLOSURES UNDER SECTION 134(3)(l) OF THE COMPANIES ACT, 2013:

Except, as disclosed here in this report, there are no other material changes and commitments which
could affect the Company's financial position, have occurred between the end of the financial year of
the Company and date of this report.

DISCLOSURE OF INTERNAL FINANCIAL CONTROLS:

The internal Financial Controls with reference to financial statements as designed and implemented by
the Company are adequate. During the year under review, no material or serious observation has been
received from the Statutory Auditors of the Company for inefficiency or inadequacy of such controls.

DISCLOSURE OF ORDERS PASSED BY REGULATORS OR COURTS OR TRIBUNAL:

No orders have been passed by any Regulator or Court or Tribunal during the period under review which can
have impact on the going concern status and the Company's operations in future.

DISCLOSURE UNDER SECTION 43(a)(ii) OF THE COMPANIES ACT, 2013:

The Company has not issued any shares with differential rights and hence no information as per provisions of
Section 43(a)(ii) of the Act read with Rule 4(4) of the Companies (Share Capital and Debenture) Rules, 2014 is
furnished.

DISCLOSURE UNDER SECTION 54(1)(d) OF THE COMPANIES ACT, 2013:

The Company has not issued any sweat equity shares during the year under review and hence no information
as per provisions of Section 54(1)(d) of the Act read with Rule 8(13) of the Companies (Share Capital and
Debenture) Rules, 2014 is furnished.

DISCLOSURE UNDER SECTION 62(1)(b) OF THE COMPANIES ACT, 2013:

The Company has not issued any equity shares under Employees Stock Option Scheme during the year under
review and hence no information as per provisions of Section 62(1)(b) of the Act read with Rule 12(9) of the
Companies (Share Capital and Debenture) Rules, 2014 is furnished.

DISCLOSURE UNDER SECTION 67(3) OF THE COMPANIES ACT, 2013:

During the year under review, there were no instances of non-exercising of voting rights in respect of shares
purchased directly by employees under a scheme pursuant to Section 67(3) of the Act read with Rule 16(4) of
Companies (Share Capital and Debentures) Rules, 2014 is furnished.

DISCLOSURE OF REASON FOR DIFFERENCE BETWEEN VALUATION DONE AT THE TIME OF TAKING LOAN
FROM BANK AND AT THE TIME OF ONE TIME SETTLEMENT:

There was no instance of one-time settlement with any Bank or Financial Institution during the period under
review. Hence requirement of such disclosure is not applicable to your Company during the period under
review.

DISCLOSURE OF PROCEEDINGS PENDING OR APPLICATION MADE UNDER IBC, 2016:

NO application has been made under IBC code,2016 by and against the Company, hence requirement of
disclosure of application made or pending under IBC,2016 during the period under review is not applicable to
the Company There was no such instance occurred during the period under review.

OTHER DISCLOSURE:

BUY BACK OF SHARES:

During the period under review your Company has not offered/completed any buy back of its securities.
BONUS ISSUE:

During the period under review your Company has not offered/issued any shares under Bonus Issue.
CONSERVATION OF ENERGY:

The Company is engaged in Steel & metal manufacturing industry. Efforts are being continuously made
to monitor the consumption and reduce energy costs. The details of activities regarding conservation of
energy, proper utilization of energy resources are as follows:

TECHNOLOGY ABSORPTION:

The research and experiments are carried on as part of the normal business activities.

FOREIGN EXCHANGE EARNINGS & OUTGO:

The details of foreign exchange earnings and outgo during the year under preview are as follows:

MECHANISM/ WHISTLE BLOWER POLICY:

The provisions of Vigil Mechanism under Section 177(9) and (10) of the Companies Act, 2013 are not
applicable to the Company.

COMPLIANCE OF APPLICABLE SECRETARIAL STANDARDS:

The Company has complied with the Secretarial Standards, issued by the Institute of Company Secretaries of
India, and notified by the Central Government during the period under review.

CAUTIONARY STATEMENT:

The Statements contained in the Board Report contain certain statements relating to the future and therefore
are forward looking within the meaning of applicable laws and regulations. Various Factors such as economic
conditions, changes in government regulations, tax regime, other statues, market forces and other associated
and incidental factors may however lead to variation in actual result.

ACKNOWLEDGEMENT:

Your Directors would like to express their sincere appreciation for the assistance and co-operation
received from the financial institutions, Government Authorities, customers, vendors and members
during the year under review. Your directors also wish to place on record their deep sense of
appreciation for the committed services by the Company's executives, staff and workers.

For and on behalf of the Board of Directors
For P.S. Raj Steels Pvt ltd. For P.S. Ral SteelsM-ltd-

_p|ace._H|Sar DEEPAK KUMAR GAURAV GUPTA

Date: 25/07/2024 Managing Director Whole-time director

DIN:00677030 DIN:00593822

Add.: H.No. 164, Sector-9/11 Add.:H.No. 163, Sector -9/11

Hisar -125001 Hisar-125001