Savy Infra and Logistics Ltd.-இன் இயக்குநர் அறிக்கை

Mar 31, 2025

Our directors take pleasure in presenting their 19^th Annual Report on the Business and Operations of the Company
and the Accounts for the Financial Year ended 31^st March, 2025 (period under review).

Listing on Stock Exchanges: The Company has obtained the status of being listed on NSE Emerge platform
with effect from July 28 2025. The company managed to raise Rs. 69,98,40,000 by initial Public offer of 58,32,000
equity Shares of Rs. 10 each through its prospectus dated 23^rd July, 2025. Further 58,38,000 Equity Shares of face
value of Rs. 10/- each were available under the Offer, at Issue Price of Rs. 120. The Offer opened for subscription
on July 21, 2025, and closed on July 23, 2025. The Equity shares of Savy Infra and Logistics Limited have been
listed on NSE Emerge Platform on July 28, 2025.

1. FINANCIAL HIGHLIGHTS

The summary of financial highlights for the financial year ended 31^st March, 2025, and previous financial year
ended 31^st March, 2024, is given below:

Particulars	31-Mar-2025	31-Mar-2024
Total Income	28,339.05	10,300.84
Less: Expenditure	24,990.69	8,911.06
Profit before Depreciation	3,385.87	1,391.43
Less: Depreciation	0	0
Profit before Tax	3.385.87	1,391,43
Exceptional loss	-7.75	0
Provision for Taxation	997.55	361.77
Profit after Tax	2,396.07	1,029.66
Other Comprehensive Income	37.51	1.65
Total Comprehensive Income	28,376.56	10,302.49
Earnings Per Share (Face Value Rs. 10)
(1) Basic	16.59	8.22
(2) Diluted	16.59	8.22

2. REVIEW OF PERFORMANCE

Your Company’s performance during the year under review has been record high and highest ever in the history
of the Company, Your directors are of the view that company has signalled good progress and will continue to
access the path of success in succeeding financial years.

During the Year under review, Your Company has recorded a turnover of Rs. 28,339.05 Lakhs as compared to
turnover of Rs.10,300.84 Lakhs during the previous financial year. The company registered the PAT (Profit after
Tax) of Rs. 2,396.07 Lakhs, as compared to Rs. 1,029.66 Lakhs, during the previous financial year.

During the year, the Company registered an increase in net profit before tax (PBT) by 143.89% amounting to Rs
3,393.62 Lakhs in the financial year 2024-25 as compared to Rs. 1,391.43 Lakhs in financial year 2023-24 The
financial result as reflected in the profit and loss account of the Company is self-explanatory.

3. SHARE CAPITAL

The Authorized Share Capital of the company as on March 31st, 2025, is Rs. 25,00,00,000/- divided into
2,50,00,000 equity shares of Rs. 10/-

The issued, subscribed and paid-up share capital of the Company stood at Rs. 14,97,64,800/- as on March 31,
2025 comprising of 1,49,76,480 Equity Shares of Rs.10/- each fully paid up.

Company has appointed Maashitla Securities Private Limited as the Registrar and Transfer Agent of the Company.
CHANGE IN SHARE CAPITAL:

The Authorized Share Capital of the Company was increased from existing Rs. 10,00,000/- (Rupees Ten Lakhs
only) divided into1,00,000 (One Lakhs) Equity Shares of Rs. 10/- (Rupees Ten only) each to Rs. 25,00,00,000
(Rupees Twenty-Five Crore only) divided into 2,50,00,000 (Two Crore Fifty Lakhs) Equity Shares of Rs. 10/-
(Rupees Ten only) each.

During the period under review and as on the date of this report following changes took place in the Share Capital of
the Company that Savy Infra and Logistics Limited:-

Date of Allotment	Type of Issue	Number of Shares Allotted	Face value per Share (Rs.)	Premium per Share (Rs.)
June 06, 2024	Conversion of unsecured Loan	7175	10	7190
June 06, 2024	Preferential allotment	9110	10	7190
June 12, 2024	Preferential allotment	5410	10	7190
July 08, 2024	Preferential allotment	3109	10	7190
July 29, 2024	Bonus Shares	1,48,51,676	10	—

Further, the Company has not issued shares with differential voting rights nor has granted any stock options or
sweat equity.

4. CHANGE IN NATURE OF BUSINESS, IF ANY

During the year, there has been no change in the nature of business of the Company.

5. TRANSFER TO RESERVES IN TERMS OF SECTION 134 (3) (J) OF THE COMPANIES ACT, 2013

The Company has not transferred any amount to the reserve and surplus. The Reserve and Surplus (including
securities premium and retained earnings) as on March 31,2025, is 8394.01/- Lakh.

6. CASH FLOW STATEMENTS

As required under regulation 34 of the SEBI (LODR) Regulations, 2015, the Cash Flow Statement is included as
part of the financial statements in this Annual Report.

7. DIVIDEND

In accordance with Regulation 43A of the SEBI (Listing Obligations and Disclosure Requirements) Regulations,
2015, the requirement to formulate a Dividend Distribution Policy applies to the top 1,000 listed entities based on
market capitalization. As our Company falls does not falls within this threshold, the formulation and disclosure of
a Dividend Distribution Policy is not applicable to us.

8. TRANSFER OF UNPAID AND UNCLAIMED DIVIDENDS TO INVESTOR EDUCATION AND
PROTECTION FUND

The Ministry of Corporate Affairs under Sections 124 and 125 of the Companies Act, 2013 requires dividends
that are not encashed/ claimed by the shareholders for a period of seven consecutive years, to be transferred to the
Investor Education and Protection Fund (IEPF). In FY 2024-25, there was no amount due for transfer to IEPF.

9. DISCLOSURE REGARDING ISSUE OF EQUITY SHARES WITH DIFFERENTIAL RIGHTS

The Company has not issued Equity Shares with Differential Rights as stated in Rule 4(4) of Companies (Share
Capital and Debenture Rules, 2014) for the Financial Year.

10. DISCLOSURE REGARDING ISSUE OF EMPLOYEE STOCK OPTIONS

The Company has not provided any Stock Option Scheme to the employees as stated in Rule 12(9) of Companies
(Share Capital and Debenture Rules, 2014).

11. DISCLOSURE REGARDING ISSUE OF SWEAT EQUITY SHARES

The Company has not issued any Sweat Equity Shares during the year under review as specified in Rule 8(13) of
Companies (Share Capital and Debenture Rules, 2014).

12. MANAGEMENT’S DISCUSSION AND ANALYSIS REPORT:

Management''s Discussion and Analysis Report for the year under review, in terms of the Securities and Exchange
Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 (the "Listing Regulations")
and SEBI (Listing Obligations and Disclosure Requirements) (Amendment) Regulations, 2018 (the "Amended
Listing Regulations"), is presented in a separate section forming part of the Board Report as “Annexure 6

13. DISCLOSURES BY DIRECTORS

The Board of Directors has submitted notice of interest in Form MBP 1 under Section 184(1) as well as intimation
by directors in Form DIR 8 under Section 164(2) and declarations as to compliance with the Code of Conduct of
the Company.

Certificate of Non-Disqualification of Directors received from SARK & Associates LLP., Practicing Company
Secretary is annexed to the Board’s Report as “Annexure 3

14. SUBSIDIARY/ JOINT VENTURE/ ASSOCIATE COMPANY

The Company does not have any Subsidiary, Joint venture or an Associate Company.

15. MATERIAL CHANGES AND COMMITMENTS

The Company has obtained the status of being listed on NSE Emerge platform with effect from July 28
2025. The company managed to raise Rs. 69,98,40,000 by initial Public offer of 58,32,000 equity Shares of Rs.
10 each through its prospectus dated 23^rd July, 2025. Further 58,38,000 Equity Shares of face value of Rs. 10/-
each were available under the Offer, at Issue Price of Rs. 120. The Offer opened for subscription on July 21, 2025,
and closed on July 23, 2025. The Equity shares of Savy Infra and Logistics Limited have been listed on NSE
Emerge Platform on July 28, 2025.

16. EXTRACT OF ANNUAL RETURN:

The Annual Return of the Company as on March 31, 2025 is available on the website of the Company at
https://www.savyinfra.com/financial-results.html

17. REMUNERATION POLICY

The Company has framed a Nomination and Remuneration Policy pursuant to Section 178 of the Companies
Act, 2013, and SEBI (LODR) Regulations, 2015. The Policy is available on the website of the Company at
https://www.savvinfra.com/policies.html

18. FAMILIARISATION PROGRAMME FOR DIRECTORS

The Company through its Executive Directors / Senior Managerial Personnel conduct programs / presentations
periodically to familiarize the Independent Directors with the strategy, operations and functions of the Company.
Such programs / presentations will provide an opportunity to the Independent Directors to interact with the senior
leadership team of the company and help them to understand the Company''s strategy, business model, operations,
service and product offerings, markets, organization structure, finance, human resources, technology, quality,
facilities and risk management and such other areas as may arise from time to time.

The programs / presentations shall also familiarize the Independent Directors with their roles, rights and
responsibilities. The Company circulate news and articles related to the industry on a regular basis and may provide
specific regulatory updates from time to time and the Company conduct an introductory familiarization program /

presentation, when a new Independent Director comes on the Board of the Company.

During the year under review, three (2) new Independent Directors viz. Gopesh Kanaiyalal Shah, Sagar Laxman
Arole and Anjali Jain were inducted to the Board.

19. DIRECTORS AND KEY MANAGERIAL PERSONNEL:

Change in Directors

The Board of Directors of the Company is duly constituted with a proper balance of Executive Directors, Non¬
Executive Directors, and Independent Directors. All changes in the composition of the Board during the period
under review were carried out in compliance with the provisions of the Companies Act, 2013.

*During the period under review, and as of the date of this report, the following changes occurred in the
composition of the Board of Directors:

S No.	Name of Director	Category of Director	Date of Appointmen t/ Cessation	Reason of change
1	Ms. Anjali Jain	Non-Executive - Independent Director	June 12, 2024	Appointment
2	Mr. Gopesh Kanaiyalal Shah	Non-Executive - Independent Director	June 12, 2024	Appointment
3	Mr. Sagar Laxman Arole	Non-Executive - Independent Director	June 12, 2024	Appointment
4	Mr. Maharshi Devendrabhai Trivedi	CFO	May 05, 2024	Appointment
5	Ms. Sneha Parth Shah	Company Secretary	September 24, 2024	Appointment

Independent Directors

Our Company has received annual declarations from all the Independent Directors of the Company
confirming that they meet with the criteria of Independence provided in Section 149(6) of the Companies Act,
2013 and Regulations 16(1) (b) & 25 of the SEBI (Listing Obligations and Disclosure Requirements)
Regulations, 2015 and there has been no change in the circumstances, which may affect their status as
Independent Director during the year.

Key Managerial Personnel

During the period under review and as on the date of Report, the Key Managerial Personnel (KMP) of
the Company, appointed under the provisions of Section 203 of the Companies Act, 2013, are as follows:

(a) Mr. Tilak Mundhra (Managing Director)

(b) Mr. Liladhar Mundhra (Director)

(c) Mr. Maharshi Devendrabhai Trivedi (Chief Financial Officer) (w.e.f May 13, 2024)

(d) Ms. Sneha Parth Shah (Company Secretary & Compliance Officer) (w.e.f September 09, 2024)

(e) Mr. Gopesh Kanaiyalal Shah (Independent) (w.e.f June 12, 2024).

(f) Mr. Sagar Laxman Arole (Independent) (w.e.f June 12, 2024).

(g) Mr. Anjali Jain (Independent) (w.e.f June 12, 2024).

During the period under review, the following changes in Key Managerial Personnel occurred:

(a) Mr. Maharshi Devendrabhai Trivedi appointed as Chief Financial Officer w.e.f May 13, 2024.

(b) Ms. Priti Porwal was appointed as a Company Secretary and Compliance officer w.e.f . 13^th May, 2024
and has been resigned w.e.f 1^st September, 2024;

(c) Mr. Sneha Parth Shah was appointed as the Company Secretary & Compliance Officer effective
September 24, 2025;

20. BOARD MEETINGS:

Company held 15 meeting of its Board of Directors during the year on 02nd April 2024, 13th May 2024, 06th
June 2024, 12th June 2024, 08th July 2024, 29th July 2024, 09th September 2024, 24th September 2024, 04th
October, 24th October 2024, 18th November 2024, 04th December 2024, 06th December 2024, 08th January 2025
and 01^st March,2025

Sr. No.	Name of the director	Board Meeting			Whether attended AGM held on 30/09/2024
		Number of Meetings Which director was entitled to attend	Number of Meetings attended	% of attendance
					(Y/N/NA)
1.	Tilak Mundhra	15	15	100%	Y
2.	Liladhar Mundhra	15	15	100%	Y
3.	Gopesh Shah	11	06	54.54%	--
4.	Sagar Arole	11	06	54.54%	--
5.	Anjali Jain	11	08	72.72%	--

21. COMMITTEES OF THE BOARD
(A) Audit Committee

The Audit Committee, as per Section 177 of Companies Act, 2013, was constituted on June 12, 2024 under the
Chairmanship of Mr. Gopesh Shah. After constitution the committee met One (1) time with full attendance of all the
members. The composition of the Audit Committee as at March 31, 2025 and details of the Members participation at the
Meetings of the Committee are as under:

Name of Director	Category	Position in the committee	Attendance at the Audit Committee Meetings held on
			24.09.2024	04.10.202 4	24.10.202 4	05.12.2024	06.12.2024
Mr. Gopesh Shah	Non- Executive Independent Director	Chairperson	Yes	Yes	Yes	Yes	Yes
Mr. Sagar Arole	Non- Executive Independent Director	Member	Yes	Yes	Yes	Yes	Yes
Mr. Tilak Mundhra	Managing Director	Member	Yes	Yes	Yes	Yes	Yes

The Committee is governed by a Charter which is in line with the regulatory requirements mandated by the
Companies Act, 2013. Some of the important functions performed by the Committee are:

Financial Reporting and Related Processes:

Oversight of the Company''s financial reporting process and financial information submitted to the Stock
Exchanges, regulatory authorities or the public.

Reviewing with the Management, the Half Yearly Unaudited Financial Statements and the Auditor''s Limited
Review Report thereon / Audited Annual Financial Statements and Auditors'' Report thereon before submission
to the Board for approval. This would, inter alia, include reviewing changes in the accounting policies and reasons
for the same, major accounting estimates based on exercise of judgement by the Management, significant
adjustments made in the Financial Statements and / or recommendation, if any, made by the Statutory Auditors
in this regard.

Review the Management Discussion & Analysis of financial and operational performance.

Discuss with the Statutory Auditors its judgement about the quality and appropriateness of the Company''s
accounting principles with reference to the Accounting Standard Policy.

Review the investments made by the Company.

All the Members on the Audit Committee have the requisite qualification for appointment on the Committee and
possess sound knowledge of finance, accounting practices and internal controls.

The Auditors, Internal Auditors, Chief Financial Officer are invited to attend the meetings of the Committee. The
Company Secretary acts as the Secretary to the Committee.

Nomination and Remuneration Committee:

The Nomination and Remuneration Committee, as per Section 178(1) of Companies Act, 2013, was constituted
on June 12, 2024 under the Chairmanship of Mr. Gopesh Shah. The composition of the Nomination and
Remuneration Committee as at March 31, 2025 and details of the Members participation at the Meetings of the
Committee are as under:

Name of Director	Category	Position in the committee	Attendance at the Nomination and Remuneration Committee Meetings held on
			24.09.2024	04.10.2024
Mr. Gopesh Shah	Non-Executive - Independent Director	Chairperson	Yes	Yes
Ms. Anjali Jain	Non-Executive - Independent Director	Member	Yes	Yes
Mr. Liladhar Mundhra	Non-Executive Director	Member	Yes	Yes

The terms of reference of the Committee as per Companies Act 2013 and SEBI (LODR) 2015, include the
following:

• Formulation of the criteria for determining qualifications, positive attributes and independence of a director and
recommend to the board of directors a policy relating to, the remuneration of the directors, key managerial
personnel and other employees;

• For every appointment of an independent director, the Nomination and Remuneration Committee shall evaluate
the balance of skills, knowledge and experience on the Board and on the basis of such evaluation, prepare a
description of the role and capabilities required of an independent director. The person recommended to the Board
for appointment as an independent director shall have the capabilities identified in such description. For the
purpose of identifying suitable candidates, the Committee may:

a) Use the services of an external agencies, if required;

b) Consider candidates from a wide range of backgrounds, having due regard to diversity; and

c) Consider the time commitments of the candidates.

• Formulation of criteria for evaluation of performance of independent directors and the board of
directors;

• Devising a policy on diversity of board of directors;

• Identifying persons who are qualified to become directors and who may be appointed in senior management
in accordance with the criteria laid down, and recommend to the board of directors their appointment and

removal.

• Whether to extend or continue the term of appointment of the independent director, on the basis of the report
of performance evaluation of independent directors.

• Recommend to the board, all remuneration, in whatever form, payable to senior management.

The Company has framed a Nomination and Remuneration Policy pursuant to Section 178 of the Companies Act,
2013, and SEBI (LODR) Regulations, 2015. The Policy is available on the website of the Company at
https://www.savyinfra.com/policies.html

Stakeholders Relationship Committee:

The Stakeholders Relationship Committee, as per Section 178 (5) of Companies Act, 2013, continued working
under Chairmanship of Mr. Gopesh Shah. The Committee is governed by a Charter, which is in line with the
regulatory requirements mandated by the Companies Act, 2013. During the year, the committee met one time
with full attendance of all the members. The composition of the Stakeholders Relationship Committee as at March
31,2025 and details of the Members participation at the Meetings of the Committee are as under:

Name of Director	Category	Position in the committee
Mr. Gopesh Shah	Non- Executive Independent Director	Chairperson
Mr.Sagar Arole	Non-Executive Independent Director	Member
Ms. Anjali Jain	Non-Executive Independent Director	Member

The terms of reference of the Committee are:

• Resolving the grievances of the security holders of the listed entity including complaints related to
transfer/transmission of shares, non-receipt of annual report, non-receipt of declared dividends, issue of
new/duplicate certificates, general meetings etc.

• Review of measures taken for effective exercise of voting rights by shareholders.

• Review of adherence to the service standards adopted by the listed entity in respect of various services
being rendered by the Registrar & Share Transfer Agent.

• Review of the various measures and initiatives taken by the listed entity for reducing the quantum of
unclaimed dividends and ensuring timely receipt of dividend warrants/annual reports/statutory notices
by the shareholders of the company.

During the year, no complaints were received from shareholders. There are no balance complaints. The Company
had no share transfers pending as on March 31,2025.

22. BOARD EVALUATION:

Our Board has devised an Evaluation Policy for evaluating the performance of the Board, its Committees,
Executive Directors, and Independent Directors. Based on the same, the performance was evaluated for the
financial year ended March 31, 2025. As part of the evaluation process, the performance of Non- Independent
Directors, the Chairman and the Board was conducted by the Independent Directors. The performance evaluation
of the respective Committees and that of Independent and Non- Independent Directors was done by the Board
excluding the Director being evaluated.

The policy inter alia provides the criteria for performance evaluation such as Board effectiveness, quality of
discussion, contribution at the meetings, business acumen, strategic thinking, time commitment, and relationship
with the stakeholders, corporate governance practices, contribution of the committees to the Board in discharging
its functions etc.

The Board carried out formal annual evaluation of its own performance and that of its committees viz., the Audit
Committee, Stakeholders'' Relationship Committee. Nomination and Remuneration Committee (NRC). The Board also
carried out the performance evaluation of all the individual directors including the Chairman of the Company.

Additionally, NRC also carried out the evaluation of the performance of all the individual directors and Chairman
of the Company. The performance evaluation was carried out by way of obtaining feedback from the Directors
through a structured questionnaire prepared in accordance with the policy adopted by the Board and after taking into
consideration the Guidance Note on Board Evaluation issued by Securities and Exchange Board of India.

The feedback received from the Directors through the above questionnaire was reviewed by the Chairman of the
Board and the Chairman of the NRC and then discussed the same at the meetings of the Board and NRC
respectively. The performance evaluation of the Chairman, Whole Time Director and the Board as a whole was
carried out by the Independent Directors at their separate meeting.

23. CORPORATE SOCIAL RESPONSIBILITY

The Company does fall under the criteria laid under the provisions of Section 135 of the Companies Act 2013 and
rules framed there under for the year ended 31^st March 2025. CSR working and details is presented in a separate
section forming part of the Board Report in Annexure 8

24. AUDITORS:

Statutory Auditors:

During the Period 2024-2025 the company had M/s. Piyush Kothari, Chartered Accountant as Statutory
Auditor of the company on 21^st November, 2024 the Statutory auditor resigned and casual vacancy
arise and the Board has appointed M/s. Piyush Kothari & Associates, Chartered Accountant as the
statutory auditors of the Company in casual vacancy for doing audit for the period 2024-25.

Further appointed for 5 years in ensuing Annual General Meeting till the conclusion of the Annual
General Meeting to be held in the year 2028-2029 on such remuneration as may be decided by the
Board of Directors in consultation with the Statutory Auditors of the company.

Secretarial Auditor:

Pursuant to the provisions of section 204 of the Companies Act, 2013 and The Companies
(Appointment and Remuneration of Managerial Personnel) Rules, 2014, the company has appointed
SARK & Associates LLP firm of Company Secretaries in Practice (registration no. P2011MH023600),
to undertake the Secretarial Audit of the Company for the F. Y. 2024-2025. The Secretarial Audit Report
forF.Y. 2024-2025 is annexed herewith as “Annexure 7".

Cost Auditor:

The company does not fall within the provisions of section 148 of the Companies Act, 2013, as read
with the Companies (Cost Records and Audit) Rules, 2014. Therefore, the maintenance of cost records
and the applicability of cost audits, as specified by the Central Government under section 148 of the
Companies Act, 2013, are not applicable to the company.

Internal Auditor:

The Board of Directors, based on the recommendation of the Audit Committee and pursuant to the
provisions of section 138 of the Act read with the Companies (Accounts) Rules, 2014, has appointed
Mr. Sandeep Chheda as the Internal Auditor of your Company for the financial year 2024-25 and 2025¬
26. The Internal Auditor conducts the internal audit of the functions and operations of the Company
and reports to the Audit Committee and Board.

25. AUDITOR’S REPORT

The Auditor’s Report and Secretarial Auditor’s Report does not contain any qualification, reservations or adverse
remarks. Report of the Statutory Auditor is forming part of the Annual Report given as an Annexure, which
forms part of this report.

26. VIGIL MECHANISM:

In pursuance of the provisions of section 177(9) & (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
uploaded on the website of the company at https://www.savvinfra.com/6-policv-vigil-mechanism-whistle-
blower.html

27. INTERNAL AUDIT & CONTROLS:

Pursuant to provisions of section 138 read with rules made there under, the Board has appointed Mr.Sandeep
Chheda as an Internal Auditor of the company for the year under review, to check the internal controls and
functioning of the activities and recommend ways of improvement. The Internal Audit is carried out on half yearly
basis; the report is placed in the Audit Committee Meeting and the Board Meeting for their consideration and
direction.

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 Internal Auditors of the company for inefficiency or inadequacy of such controls.

Based on the framework of internal financial controls and compliance systems established and maintained by the
company, work performed by the internal, statutory and secretarial auditors and external consultants and the
reviews performed by management and the relevant board committees, including the audit committee, the
Board is of the opinion that the company’s internal financial controls were adequate and effective during the
financial year 2024-25.

28. RISK ASSESSMENT AND MANAGEMENT:

Your company has been on a continuous basis reviewing and streamlining its various operational and business
risks involved in its business as part of its risk management policy. Your Company also takes all efforts to train
its employees from time to time to handle and minimize these risks.

29. LISTING WITH STOCK EXCHANGES:

During the period under review, Savy Infra and Logistics Limited was listed on the NSE Emerge Platform of the
NSE Limited dated 28^th July, 2025. It has paid the Annual Listing Fees for the year 2025-2026 to National Stock
Exchange.

30. COMPLIANCE WITH SECRETARIAL STANDARDS:

The Company is fully compliant with the applicable Secretarial Standards (SS) viz. SS-1 & SS-2 on
Meetings of the Board of Directors and General Meetings respectively.

31. PARTICULARS OF EMPLOYEES AND REMUNERATION

The information required under Section 197 & Rule 5 of the Companies (Appointment and
Remuneration of Managerial Personnel) Rules, 2014 is given below.

a) The median remuneration of employees of the company during the financial year is
Rs. 1,3 8,628/- pa

b) Percentage increase/decrease in the median remuneration of employees in the financial year 2024¬
25: 40% to 50% in the salary of few employees

c) Number of permanent employees on the rolls of the Company as on 31^st March, 2025: 33

d) It is hereby affirmed that the remuneration paid during the year is as per the Remuneration
policy of the company.

e) There is no employee covered under the provisions of section 197(14) of the Companies Act, 2013.

There was no employee in the company who drew remuneration of 1,00,00,000 / - per annum during the period
under review. Hence, the company is not required to disclose any information as per Rule 5(2) of the Companies
(Appointment and Remuneration) Rules, 2014.

32. POLICIES AND DISCLOSURE REQUIREMENTS:

33. CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION AND FOREIGN
EXCHANGE EARNINGS AND OUTGO:

The information on Conservation of Energy, Technology Absorption and Foreign Exchange Earnings and Outgo
as stipulated under Section 134(3)(m) of the Companies Act, 2013 read with Rule 8 of Companies (Accounts)
Rules 2014, as follows:

A) Conservation of Energy:

i)	the steps taken or impact on conservation of energy	The Company’s operations involve low energy consumption to run its office and therefore the scope of energy conservation is limited. The Company is taking all necessary measures for conservation of energy and creating awareness amongst the employees on the necessity of conservation of energy and the same is practiced regularly.
ii)	the steps taken by the company for utilizing alternate sources of energy	NIL
iii)	the capital investment on energy conservation equipment’s	NIL
B. Technology absorption:
i)	the efforts made towards technology absorption		NIL
ii)	the benefits derived like product improvement, cost reduction, product development or import substitution		N.A
iii)	in case of imported technology (imported during the last three years reckoned from the beginning of the financial year)-		NIL
	(a) the details of technology imported
	(b) the year of import;
	(c) whether the technology has been fully absorbed
	(d) if not fully absorbed, areas where absorption has not taken place, and the reasons thereof
iv)	the expenditure incurred on Research and Development		During the year, the Company has not undertaken Research and Development activity.

Particulars	2024-2025	2023-2024
Foreign Exchange Earned	NIL	NIL
Outgo of Foreign Exchange	NIL	NIL

34. PARTICULARS OF LOANS, INVESTMENTS AND GUARANTEES:

Particulars of Loans given, Investments made, Guarantees given and Securities provided are provided in the
financial statements.

35. PARTICULARS OF CONTRACTS OR ARRANGEMENTS WITH RELATED PARTIES:

All contracts / arrangements / transactions entered by the company during the financial year with related Parties were
in the ordinary course of business and on an arm’s length basis. Thus, disclosure in form AOC-2 is not required.
Further, during the year, the company had not entered into any contract / arrangement /transaction with related parties
which could be considered material in accordance with the policy of the company on materiality of related party
transactions. All related party transactions are placed before the Audit Committee and Board for review and
approval, if required. The details of the related party transactions as required under Indian Accounting Standard (Ind
AS) 110 are set out in Note to the financial statements forming part of this Annual Report.

36. DEPOSITS:

Your company did not accept / hold any deposits from public / shareholders during the year under review.

37. PREVENTION OF INSIDER TRADING

In compliance with the provisions of the Securities and Exchange Board of India (Prohibition of Insider Trading)
Regulations, 2015, as amended, the company has formulated and adopted the revised “Code of Conduct for Prevention
of Insider Trading” (“the Insider Trading Code”). The object of the Insider Trading Code is to set framework, rules
and procedures which all concerned persons should follow, while trading in listed or proposed to be listed securities
of the Company. During the year, the Company has also adopted the Code of Practice and Procedures for Fair
Disclosure of Unpublished Price Sensitive Information (“the Code”) in line with the SEBI (Prohibition of Insider
Trading) Amendment Regulations, 2018. The Code is available on the Company’s website
https://www.savvinfra.com/policies.html

38. RELATED PARTY TRANSACTIONS

All transactions entered into with related parties as defined under the Act during the FY were in the ordinary
course of business and on arm’s length pricing basis and do not attract the provisions of section 188 of the Act. There
were no materially significant transactions with the related parties during the FY which were in conflict with the
interest of the Company and hence, enclosing of Form AOC-2 is not required. Suitable disclosure as required by the
Accounting Standard (AS 18) has been made in the notes to the Financial Statements.

39. SIGNIFICANT AND MATERIAL ORDERS:

There are no significant and material orders passed by the Regulators or Courts or Tribunals impacting
The going concerns status and company’

40. FRAUD REPORTING:

There have been no frauds reported by the Auditors of the company to the Audit Committee or the Board of
Directors under sub-section (12) of section 143 of the Companies Act, 2013 during the financial year.

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

The company has in place an Anti-Sexual Harassment Policy in line with the Requirements of the Sexual
Harassment of Women at the Workplace (Prevention, Prohibition & Redressal) Act, 2013 and an Internal
Complaints Committee has been set up to redress complaints received regarding Sexual Harassment at workplace,
with a mechanism of lodging & redress the complaints. All employees (permanent, contractual, temporary, trainees,
etc.) are covered under this policy.

Your Directors further state that pursuant to the requirements of section 22 of Sexual Harassment of Women at
Work place (Prevention, Prohibition & Redressal) Act, 2013 read with Rules there under. The Company provide
the following details:

a. The number of sexual harassment complaints received during the year- Nil

b. The number of such complaints disposed of during the year- NA

c. The number of cases pending for a period exceeding ninety days- Nil

In terms of provisions of the Companies Act, 2013 the company has adopted policies which are available
on its website https://www. savyinfra.com/policies.html

42. AUDIT TRAIL APPLICABILITY (AUDIT AND AUDITORS) RULES 2014 - RULE 11 OF THE
COMPANIES ACT 2013.

The company has used accounting software for maintaining its books of account for the financial year ended 31^st
March, 2025 which has a feature of recording audit trail (edit log) facility and the same has operated throughout
the year for all relevant transactions recorded in the software.

As proviso to Rule 3(1) of the Companies (Accounts) Rules, 2014 is applicable from 01^st April, 2023, reporting
under Rule 11(g) of the Companies (Audit and Auditors) Rules, 2014 on preservation of audit trail as per the
statutory requirements for record retention is not applicable for the financial year ended 31^st March, 2024.

43. CORPORATE GOVERNANCE:

In terms of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 exempts companies which
have listed their specified securities on NSE Emerge Platform from compliance with corporate governance
provisions.

Since the equity share capital of your Company is listed exclusively on the NSE Emerge Platform of NSE, the
company is exempted from compliance with Corporate Governance requirements, and accordingly the reporting
requirements like Corporate Governance Report, Business Responsibility Report etc. are not applicable to the
Company.

44. DISCLOSURES:

The following disclosures are not applicable to the company:

1. The details of application made or any proceeding pending under the Insolvency and Bankruptcy Code, 2016
(31 of 2016) during the year along with their status as at the end of the financial year.

2. 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.

45. DIRECTORS RESPONSIBILITY STATEMENT

Pursuant to section 134(5) of the Companies Act, 2013, the board of directors, to the best of their knowledge and
ability, confirm that:

In the preparation of the annual accounts, the applicable accounting standards have been followed and there are
no material departures.

1. They have selected such accounting policies and applied them consistently and made judgments and
estimates that are reasonable and prudent so as to give a true and fair view of the state of Affairs of the
company at the end of the financial year and of the profit of the company for that period.

2. They 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.

3. They have prepared the annual accounts on a going concern basis.

4. They have laid down internal financial controls to be followed by the company and such internal financial controls
are adequate and operating effectively.

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

Based on the framework of internal financial controls and compliance systems established and maintained by the
company, work performed by the internal, statutory and secretarial auditors and external consultants and the
reviews performed by management and the relevant board committees, including the audit committee, the board
is of the opinion that the company’s internal financial controls were adequate and effective during the financial year
2024-2025.

46. Statement In Respect Of Adequacy Of Internal Financial Control With Reference To The Financial
Statements:

The Board of Directors confirm that all the systems, policies, procedures and frameworks which are currently
operational within the company are adequate for ensuring the orderly and efficient conduct of its business and
adherence to the laws. They are in line with the best practices to the extent applicable to the company. The Audit
Committee and the Board reviews internal control systems to ensure they remain effective and are achieving their

intended purpose. Weaknesses, if any, are identified and new procedures are put in place to strengthen controls.

The company has also appointed an Internal Auditor as per the provisions of the Companies Act, 2013. The
company’s internal audit process covers all significant operational areas and reviews the Process and Control. The
Internal Auditor has authority to verify whether the policies and procedures, including financial transactions, are
carried out in accordance with defined processes and variations and exceptions (if any) are justified and reported
properly.

Based on the framework of internal financial controls and compliance systems established and maintained by the
company, work performed by the internal, statutory and secretarial auditors and external consultants and the
reviews performed by management and the relevant board committees,

including the audit committee, the board is of the opinion that the company’s internal financial controls were adequate
and effective during the financial year 2024-25.

47. CAUTIONARY STATEMENTS:

Statements in this Annual Report, particularly those which relate to Management Discussion and Analysis
describing the company’s objectives, projections, estimates and expectations may constitute “forward looking statements”
within the meaning of applicable laws and regulations. Actual results might differ materially from those either
expressed or implied in the statement depending on the circumstances.

48. ACKNOWLEDGEMENTS:

Your Directors would like to express deep sense of appreciation for the assistance and co-operation received from
the Financial Institutions, Banks, Government Authorities and Shareholders and for the devoted service by the
Executives, staff and workers of the company. The Directors express their gratitude towards each one of them.

For and on behalf of

Savy Infra and Logistics Limited

SD/- SD/-

Tilak Mundhra Liladhar Mundhra

Managing Director Director

DIN - 05259145 DIN - 07591192

Date - 06.09.2025
Place- Ahmedabad