Directors Report of BharatRohan Airborne Innovations Ltd.

Mar 31, 2025

The Board of Directors hereby presents their 9th (Nineth) report of BharatRohan Airborne
Innovations Limited ("the Company") together with Standalone and Consolidated
Audited Financial Statements for the Financial Year ended on 31^st March, 2025 (“During
the year”).

FINANCIAL SUMMARY OF FINANCIAL STATEMENTS:

The highlight of company’s financial performance for the financial year ended 31^st March,
2025:

	Stant	alone	Consolidated
Particulars	Year Ended 31st Mar 2025	Year Ended 31st Mar 2024	Year Ended 31st Mar 2025	Year Ended 31st Mar 2024
Revenue from Operations	2817.23	1895.48	2817.23	1895.48
Profit Before Tax	890.38	516.68	883.46	516.68
Less:
Current Tax	121.76	111.06	121.76	111.06
MAT Credit entitlement	(121.75)	(111.06)	(121.75)	(111.06)
Tax Expense of earlier period	0.94	21.60	0.94	21.60
MAT tax credit entitlement for earlier period	(21.54)	(0.24)	(21.54)	(0.24)
Deferred Tax	(28.92)	(16.29)	28.92	16.29
Profit For the Year	939.90	511.61	932.97	511.61

STATE OF COMPANY’S AFFAIRS/ HIGHLIGHTS:

a) The Company is dedicated to empowering farmers by mitigating crop losses through
the prediction of pest attacks and disease outbreaks. Our team comprises aeronautical
engineers, UAV system engineers, and hyperspectral imaging experts, who leverage
affordable UAVs/drones, hyperspectral imaging, data analytics, artificial
intelligence, and machine learning technologies to address specific farm
challenges. Through our technological intervention, farmers are enabled to cultivate
crops using Integrated Crop Management (ICM) techniques, resulting in a significant
reduction in chemical usage during cultivation. Additionally, the company provides
agri-inputs to partner farmers and facilitates better market access by procuring their
farm produce and supplying it to domestic and international markets. BharatRohan has
established itself as a leading vertically integrated player in the agritech
sector, delivering sustainable farming solutions for farmers while ensuring the
availability of safe food for consumers.

b) Horizontal Growth:

Our drone-based crop monitoring services have experienced substantial horizontal
growth, now serving over 200,000 acres and benefiting more than 50,000
farmers across Uttar Pradesh, Rajasthan, Maharashtra, Meghalaya, Andhra Pradesh,
Telangana and Karnataka. This expansion underscores the increasing adoption of
precision agriculture technologies and the tangible value our services deliver in
enhancing farm productivity and efficiency. Through the strategic deployment of our
advanced drone fleet, we are providing farmers with precise, real-time insights into crop
health, nutrient deficiencies, pest infestations, and irrigation needs. This data-driven
approach enables timely interventions, optimizes input usage, minimizes crop losses,
and ultimately contributes to improved yields and farmer profitability across these key
agricultural states.

c) Alternate Wetting and Drying (AWD) Project:

We have successfully implemented the AWD project across 7,250 acres, advancing
water conservation and sustainable rice cultivation. In the next season, we aim to
expand this initiative to 20,000 acres, with the added goal of generating carbon credits.

d) Meghalaya Ginger Project:

Under our CropAssure® program, we have supported 300 acres of ginger and paddy
cultivation, equipping farmers with data-driven insights to improve their practices.
Additionally, we have initiated the setup of a BharatRohan Pragati Centre to offer
localized resources and support, further empowering the farming community in
Meghalaya.

e) International Finance Corporation (IFC) - Government Uttar Pradesh Project:

In Barabanki district, we have onboarded new 400 wheat farmers under the Government
of Uttar Pradesh and IFC monitored project. Through our CropAssure® services, we are
enabling robust monitoring and evaluation systems, laying the foundation for scalable
operations across the state through the government support.

f) Long Term Collaboration with Major Agri-input and Agritech Players:

BharatRohan is in advanced stages of collaborating with a major agri-input and agritech
companies and having access to 18 Lakh farmers in 12 Indian states. BharatRohan will
provide drones to their regions of interest across India and will provide spraying and
crop monitoring services.

PIONEERING INNOVATION & EMBRACING CUTTING-EDGE TECHNOLOGY
• AgHub ACRAT Project:

In collaboration with AgHub and Fraunhofer, Germany, we are accelerating climate-
resilient agriculture across Telangana. This initiative spans 1,000 acres of cotton and
paddy, integrating cutting-edge technologies to address climate challenges.

4 A

• Partnership with Mastercard and Obopay for launch of BharatRohan Pragati
Card:

We have partnered with Mastercard and Obopay to issue Pragati Cards, enabling
BharatRohan farmers to access agri-inputs, drone technology, and seamless payment
solutions. This initiative incentivizes farmers to adopt technology by offering
cashbacks and discounts, improving retention. Additionally, Mastercard’s FarmPass
platform will enhance input and output sales, facilitate invoice discounting, and enable
credit facilities for input purchases via Pragati Cards.

STRATEGIC R&D ALLIANCES: DRIVING INNOVATION & GROWTH

• IGSTC - AI in Climate Change and Agriculture Fund:

In partnership with AgHub and Fraunhofer, we are advancing crop-specific Spectral

Vegetation Indices (SVI) development and spectral library creation.

• Drone Type Certifications:

Nearing completion of Type Certification for our 10-liter drone (currently under review at
Directorate General of Civil Aviation, expected by June 2025) and progressing with the 16-
liter drone certification for March 2025.

BEYOND BORDERS: TRANSFORMING VISION INTO GLOBAL SUCCESS

• Formed a wholly owned subsidiary called Groeigids B.V. in The Hague, Netherlands.

• Partnership Belgium based research organisation: Collaborating to develop
hyperspectral edge computing drones for global markets through our fully owned
subsidiary, Groeigids B.V. This strategic move will facilitate close collaboration with
Dutch hyperspectral imaging manufacturers, leading to the development of an
integrated drone equipped with hyperspectral data acquisition and edge computing
capabilities. This innovative product will be marketed globally, propelling the
company''s product innovation and revenue streams to new heights.

The Netherlands office will also serve as a gateway for Bharatrohan to export ICM
(Integrated Crop Management), residue free farm products sourced from farmers
utilizing Bharatrohan''s services, to European markets.

This R&D collaboration has the potential to revolutionize precision agriculture by
enabling real-time crop analysis, early disease detection, and optimized resource
management, contributing to increased yields and sustainability in farming practices
worldwide.

NEXT-GEN DRONE MONITORING: ENHANCING PRECISION & SECURITY
Expanding Regional Footprint: Unlocking Strategic Opportunities

• Maharashtra: Onboarded 7 FPCs, covering 2,500 acres and targeting 6,000 acres for
the upcoming season.

to M

• Madhya Pradesh: Added 2 FPCs, extending CropAssure services to crops like
coriander, maize, mustard, and Bengal gram, adding additional 2,500-acres under
service.

• Major Agribusiness Conglomerate: Expanded crop monitoring services for chilli
crops across 600 acres in Bhadrachalam, Warangal, and Raichur districts.

Innovating Business Growth: Launching New Commercial Frontiers

• Initiated a comparative study for chilli crops in Khammam to ensure compliance with
chemical residue free quality standards in association with a corporate partner.

• Partnered with DCM Shriram Foundation to monitor mangrove health using drone
technology.

Driving Scalable Success: Advancing Operations & Market Entry

The Maharashtra Agro Industries Development Corporation Ltd (MAIDC) Tender

Secured a tender to provide crop monitoring and spraying services in Maharashtra''s
Marathwada region, covering 50,000 acres with a revenue potential of ?5 Crore.

Sourcing & Procurement

• Strengthened residue free farm product sourcing from our partner farmers across
Madhya Pradesh, Maharashtra, and Rajasthan.

• Established a new collection centre in Maharashtra for soybean, turmeric, and Bengal
gram procurement.

Export Readiness

• Obtaining necessary certifications (Spice Board RCMC, FSSAI, APED A) for
exporting agricultural commodities.

• Secured a grant from International Fund for Agricultural Development (IFAD) for
setting up of a processing unit in Jodhpur, to clean, sort, and package spices,
oilseeds and pulses for international markets.

• Initiated FSSC 22000 certification for farm-level and processing plant compliance
for European and US exports.

• Partnerships with chemical residue testing labs to optimize farm practices in line
with global standards.

During the Financial Year ended 31^st March 2025 there has been no change in the business of
the company. During the Financial Year Company has filed an application for conversion from
Private Limited company to a Limited Company in a duly convened Annual General Meeting
held on 29^th August 2024, the same got approved by the authorities and came effective from
12^th November 2024

During the Financial Year company has generated revenue of Rs. 2817.23 Lakhs Compared
to Revenue of Rs. 1895.48 Lakhs generated last year. Company has earned the Profit after
Tax of Rs. 939.92 Lakhs. The Directors of the Companies are continuously trying their best
to generate more sources of revenue.

DIVIDEND AND TRANSFER TO RESERVES;

• DIVIDEND:

During the Financial Year i.e 2024-25 the Board of Directors does not recommend payment
of dividend for the Financial Year ended 31^st March 2025.

• TRANSFER TO RESERVE:

The Company does not propose to transfer any amount to General Reserve for the period
ended 31^st March 2025.

CHANGE IN NATURE OF BUSINESS:

There has been no material change in the nature of business of the Company during the
Financial Year 2024-25.

CAPITAL STRUCTURE:

• AUTHORISED SHARE CAPITAL:

As on 1^st April 2024 the Authorized Share Capital of the Company was increase from INR
5,00,00,000 (Rupees Five Crore Only) comprising of 50,00,000 Equity Shares of INR 10/-
each to INR10,00,00,000 (Rupees Ten Crore Only) Comprising of 1,00,00,000 equity Shares
of INR 10/- each in a duly convened Extra-Ordinary General Meeting held on 1^st April 2024.

During the Financial Year 2024-25 the following changes occurred in the Authorised share
capital pursuant to following transactions:

> Increase in Authorised Share Capital of the Company from INR 10,00,00,000 (Rupees
Ten Crore Only) consisting of 1,00,00,000 (One Crore Only) Equity Shares of INR
10/- each to 15,00,00,000 (Rupees Fifteen Crore Only) consisting of 1,50,00,000 (One
Crore Fifty Lakhs Only) Equity Shares of INR 10/- each in a duly convened Annual
General Meeting held on 29^th August 2024.

> Increase in Authorised Share Capital of the Company from INR 15,00,00,000 (Rupees
Fifteen Crore Only) consisting of 1,50,00,000 (One Crore Fifty Lakhs Only) Equity
Shares of INR 10/- each to 20,00,00,000 (Rupees Twenty Crore Only) consisting of
2,00,00,000 (Two Crore Only) Equity Shares of INR 10/- each in a duly convened
Extra-Ordinary General Meeting held on 20^th February 2025.

• ISSUED, SUBSCRIBED AND PAID-UP SHARE CAPITAL:

As on 1^st April 2024 the Issued, Subscribed and Paid-up Share Capital of the Company was
INR 3,21,49,020/- (Three Crore Twenty-One Lakhs Forty-Nine Thousand and Twenty Only)
comprising of 32,14,902 (Thirty-Two Lakhs Fourteen Thousand Nine Hundred and Two
Only) Equity Shares of INR 10/- each.

During the Financial Year 2024-25 the following changes (through allotment) occurred in the
issued, subscribed and paid-up share capital pursuant to following transactions:

tM

• 23^rd April 2024: Allotment of 70,966 Equity Shares of INR 305/- each (Including INR 295/-
Share Premium) by way of Private Placement (01/2024-25).

• 13^th September 2024: Allotment of 1,14,500 Equity Shares of INR 335/- each (Including INR
325/- Share Premium) by way of Private Placement (02/2024-25).

• 25^th September 2024: Bonus Issue of 1,02,40,365 (One Crore Two Lakhs Forty Thousand
Three Hundred and Sixty-Five Only) Equity Shares.

• 17^th February 2025: Allotment of 9,70,000 Equity Shares of INR 85/- each (Including INR
75/- Share Premium) by way of Private Placement (03/2024-25).

As on 31^st March 2025 the Issued, Subscribed and Paid-up Share Capital of the Company
stands at INR 14,62,38,200/- (Forten Crore Sixty-Two Lakhs Thirty-Eight Thousand Two
Hundred Only) comprising of 1,46,23,820 (One Crore Forty-Six Lakhs Twenty-Three
Thousand Eight Hundred and Twenty Only) Equity Shares of INR 10/- each.

BOARD OF DIRECTORS AND KEY MANAGERIAL PERSONNEL:

As on date of this report there are Six (06) Directors.

The details of Directors and Key Managerial Personnels (KMPs) of the Company are given
below:

NAME OF DIRECTOR/KMP	DIN	CATEGORY
DIRECTOR
Amandeep Panwar	07483508	Executive Director and Chairman
Rishabh Choudhary	07585659	Executive Director
Vijay Nadiminti	09224837	Non-Executive Director
Sarita Bahl	08832351	Independent Director
Alka J Dangash	08018896	Independent Director
Rajamani Shankar	10773674	Independent Director
KEY MANAGERIAL PERSONNEL
Amandeep Panwar	07483508	Managing Director
Rishabh Choudhary	07585659	Whole Time Director
Aakansha Singh	—	Company Secretary & Compliance Officer
Ved Prakash Goel	—	Chief Financial Officer

During the Financial Year 2024-25 following changes have occurred in the Composition of
Board of Directors and Key Managerial Personnel:

• Mr. Vijay Nadiminti (DIN:09224837) was appointed as Non-Executive Director wef
12^th September 2024.

• Ms. Alka J Dangash (DIN:08018896) was appointed as Independent Director wef 12^th
September 2024.

• Mrs. Sarita Bahl (DIN:08832351) was appointed as Independent Director wef 12^th
September 2024.

• Mr. Rajamani Shankar (DIN: 10773674) was appointed as Independent Director wef
12^th September 2024.

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• Mr. Amandeep Panwar (DIN:0748308) was redesignated and appointed as CEO,
Managing Director and Chairman of the company wef 12^th September 2024.

• Mr. Rishabh Choudhary (DIN:07585659) was redesignated and appointed as Whole
Time Director of the Company wef 12^th September 2024.

• Mr. Chandra Sekhar Ande (Chartered Accountant having Membership No: 271622 and
Cost Management Accountant having Membership No: 54330) was appointed as Chief
Financial Officer of the company wef 12^th September 2024.

• Mr. Mukesh Panwar (DIN:01872914) resigned from his position of Directorship of
the company wef 24^th September 2024.

• Mr. Chandra Sekhar Ande (Chartered Accountant having Membership No: 271622 and
Cost Management Accountant having Membership No: 54330) resigned from his
position of Chief Financial Officer wef 18^th January 2024

• Mr. Yed Prakash Goel was appointed as Chief Financial Officer of the Company wef
1^st April 2025

DECLARATION BY INDEPENDENT DIRECTORS:

All Independent Directors have confirmed that they meet the independence criteria in
accordance with Section 149(6) of the Companies Act, 2013 and the rules framed thereunder.

In the opinion of the Board, Independent Directors fulfil the conditions specified in the Act,
Rules made thereunder.

MEETINGS:

• BOARD MEETINGS:

During the Financial Year ended 31^st March 2025, (10^th) Ten Board Meetings were held and
the Maximum time gap between the two-board meeting was not more than 120 Days. Details
of which is mentioned hereunder:

S. NO	DATE OF MEETING	TOTAL NO	NO OF DIRECTORS
		OF	PRESENT AT THE
		DIRECTORS	MEETING
1	23 April 2024	3	3
2	10 June 2024	3	2
3	22 July 2024	3	2
4	5 August 2024	3	2
5	5 September 2024	3	2
6	20 September 2024	6	6
7	20 December 2024	6	5
8	11 January 2025	6	6
9	10 February 2025	6	5
10	24 March 2025	6	6

• GENERAL MEETINGS:

During the Financial Year ended 31^st March 2025, (06^th) Six Extra-Ordinary General
Meeting were convened and (01) One Annual General Meeting was convened. Details of
which is mentioned hereunder:

S.NO	DATE OF MEETING	TYPE OF MEETING	NO OF SHAREHOLD ERS	NO OF SHAREHOLDE RS WHO WERE PRESENT AT THE MEETING (AGM/EGM)
1	01st April 2024	Extra Ordinary General Meeting	74	4
2	26th July 2024	Extra Ordinary General Meeting	77	3
3	29th August 2024	Annual General Meeting	77	5
4	6th September 2024	Extra Ordinary General Meeting	78	4
5	23rd September 2024	Extra Ordinary General Meeting	87	4
6	6 th February 2025	Extra Ordinary General Meeting	110	5
7	6th March 2025	Extra Ordinary General Meeting	114	7

CORPORATE GOVERNANCE:

The Company believes in the philosophy of conducting business through fair and ethical
means and has set in the best corporate governance practices in its day-to-day operations
aimed at building trust with all stakeholders.

DIRECTOR’S RESPONSIBILITY STATEMENT:

The Directors would like to inform the Members that the Audited Accounts for the financial
year ended 31^st March, 2025, are in full conformity with the requirement of the Companies
Act, 2013. The Financial Accounts are audited by the Statutory Auditors, M/s. Keyur Shah
& Associates (FRN: 333288W). The Directors further confirm that: -

• In the preparation of the annual accounts for the year ended 31^st March, 2025 the applicable
accounting standards read with requirements set out under Schedule III to the Act, have been
followed and there are no material departures from the same.

• The Directors 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 as at 31^st March, 2025 and of the profit of the Company
for the year ended on that date.

• 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.

M

• The Directors have prepared the annual accounts on a ''going concern'' basis.

• The Company being unlisted, sub clause (e) of section 134(3) of the Companies Act, 2013
pertaining to laying down internal financial controls is not applicable to the Company.

• The Directors had devised proper systems to ensure compliance with the provisions of all
applicable laws and that such systems were adequate and operating effectively.

DETAILS OF SUBSIDIARY. JOINT VENTURE OR ASSOCIATE COMPANIES:

The details of Subsidiary as on 31^st March 2025 are provided in Annexure-I annexed with
this Report.

STATEMENT CONTAINING THE SALIENT FEATURES OF FINANCIAL
STATEMENTS OF SUBSIDIARIES:

In terms of Rule 8 (1) of the Companies (Accounts) Rules, 2014, this Board Report has been
prepared on the basis of Standalone Financial Statements of the Company for FY 2024-25.

In compliance with provisions of Section 129 (3) of the Companies Act, 2013 read with
Companies (Accounts) Rules, 2014, the Consolidated Financial Statements of the Company
and the subsidiaries are prepared in the same form and manner as that of its own and in
accordance with the applicable Generally Accepted Accounting Principles (GAAP) and
relevant provisions of the Act and Rules made thereunder, which shall also be laid before the
Annual General Meeting ("AGM") of the Company along with the laying of its Financial
Statement under Section 129(2) of the Companies Act, 2013.

Pursuant to the provisions of section 129(3) of the Companies Act, 2013, a statement
containing the salient features of the financial statements of the Company''s subsidiaries in
Form AOC-1 is annexed as Annexure-II.

Further, pursuant to Section 129(3) of the Companies Act, 2013 read with rule 5 of Companies
(Accounts) Rules, 2014, Consolidated Financial Statements presented by the Company
includes the Financial Statements of its subsidiaries, and joint venture Companies.

DEPOSITS:

During the Financial Year 2024-25, the Company has not further accepted any deposits from
the public in contravention of Chapter V of the Companies Act, 2013.

As per Section 73(2) of the Companies Act 2013 Company has repaid Loan accepted from
member amounting to INR 89,00,000/- (Rupees Eighty-Nine Lakhs Only) which was
accepted by the company in last Financial Year.

PARTICULARS OF LOANS. GUARANTEE AND INVESTMENT:

The Company has not made any Investment, given guarantee and securities during the
financial year under review. There for no need to comply provisions of section 186 of
Companies Act, 2013.

PARTICULARS OF CONTRACTS OR ARRANGEMENTS WITH RELATED
PARTIES:

The particulars of contracts or arrangements with related parties referred to in Section 188(1)
of the Companies Act 2013 entered by the Company during the year is appended as
Annexure-HI, in the prescribed Form AOC-2 and forms part of this Report

CORPORATE SOCIAL RESPONSIBILITY:

The brief outline of the Corporate Social Responsibility (CSR) Policy of the Company as
adopted by the Board of Directors and the initiatives undertaken by the Company on CSR
activities during the year under review are set out in Annexure-IV of this report in the format
prescribed under the Companies (Corporate Social Responsibility Policy) Rules, 2014 as
amended from time to time.

Your Directors are pleased to inform that Profit calculated as per Section 198 of the
Companies Act 2013; the company has actively utilised this amount as prescribed under
Schedule VII of the Act in association with various NGO’s.

The Company is exempted from the formation of CSR Committee as per Section 135(9) of
the Companies Act 2013 and hence all the CSR related obligations will be managed by the
Board itself till Company has to mandatory constitute CSR Committee.

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

Information on Conservation of Energy, Technology Absorption, Foreign Exchange Earnings
and Outgo required to be given pursuant to Section 134(3)(m) of the Companies Act, 2013
are given in Annexure-V to this report.

RISK MANAGEMENT POLICY:

The Company has developed and implemented a Risk Management Policy to manage risks
inherent in various aspects of the business. The focus of Risk Management is to access the
risks and deploy mitigation measures.

INTERNAL FINANCIAL CONTROL:

The Company, being unlisted, is exempt from sub-clause (e) of section 134(3) of the
Companies Act, 2013, which pertains to laying down internal financial controls. However, the
Company has established adequate internal financial controls with respect to its financial
statements. These controls were tested during the period, and no reportable material weakness
in their design or operation was observed.

DETAILS OF SIGNIFICANT AND MATERIAL ORDERS PASSED BY THE
REGULATORS. COURTS AND TRIBUNALS:

No significant and material order has been passed by the regulators, courts, tribunals
impacting the going concern status and Company’s operations in future.

STATUTORY AUDITORS AND THEIR REPORT:

As per the provisions of Section 139, 141 of the Companies Act, 2013 and rules made
thereunder (hereinafter referred to as “The Act”), the Company at its Extra-Ordinary General
Meeting held on 6^th March 2025 have appointed M/s. Keyur Shah & Associates (Firm

w ¹

Registration No: 333288W) on account of casual vacancy caused due to resignation of the
previous auditor and they shall hold the office till the conclusion of Nineth Annual General
Meeting to be held for the Financial Year ending 31^st March 2025.

M/s. Keyur Shah & Associates (Firm Registration No: 333288W), Chartered Accountants,
have audited the financial statements of the Company for the Financial Year 2024-25. The
Statutory Auditors report read along with relevant notes to accounts are self-explanatory and
therefore, do not require further explanation. There are no qualifications or reservations or
adverse remarks or disclaimers given by Statutory Auditors of the Company and therefore do
not call for any comments under Section 134 of the Companies Act, 2013. There were no
incidents of fraud.

Also, the Statutory Auditors have made a statement (Annexure 1 to Clauses 1 of the
Consolidate Auditors Report under the head of “Report on Other Legal and Regulatory
Requirements”) under Companies (Auditors Report) Order (CARO), which is self-
explanatory and only related to the subsidiaries and joint venture companies, which have no
significant impact on the Company’s Financial for the year ended 31^st March 2025.

DETAILS IN RESPECT OF FRAUD:

The Auditor’s Report doesn’t contain any information in relation to fraud.

AUDITOR’S OBSERVATION:

The Directors have examined the Auditors’ Report on accounts for the period ended 31^st
March, 2025. The observations of the Statutory Auditors in their report, read with the relevant
notes to the financial statement are self-explanatory and it has no qualification or adverse
remark.

BOARD’S COMMENT ON THE AUDITORS’ REPORT:

The observations of the Statutory Auditors, when read together with the relevant notes to the
accounts and accounting policies are self-explanatory and do not call for any further comment.

ANNUAL RETURN

In terms of Sections 92(3) and 134(3)(a) of the Act, annual return is available under the
“Investor Relations” section of the Company’s website, https://bharatrohan.in/

COMPLIANCE WITH SECRETARIAL STANDARD:

The Company has Complied with the applicable Secretarial Standards (as amended from time
to time) on meetings of the Board of Directors issued by The Institute of Company Secretaries
of India and approved by Central Government under section 118(10) of the Companies Act,
2013.

PREVENTION OF SEXUAL HARASSMENT OF WOMEN AT WORKPLACE
l“POSH”l;

Company always endeavours to create and provide an environment that is free from any
discrimination and harassment.

The policy on prevention of sexual harassment at workplace aims at prevention of harassment
of employees (whether permanent, temporary, ad-hoc, consultants, interns or contract workers
irrespective of gender) and lays down the guidelines for identification, reporting and

prevention of undesired behaviour. The Company has duly constituted internal complaints
committee as per the said Act.

During the financial year ended 31^st March, 2025, there were nil complaints recorded
pertaining to sexual harassment.

MATERIAL CHANGES AND COMMITMENTS:

During the Financial Year there’s no Material Change and Commitments which will impact
financial position of the company.

GENERAL:

Your Directors state that no disclosure or reporting is required in respect of the following
items as there were no transactions falling under the purview of these provisions, during the
year under review or the respective provisions are not applicable to the Company:

• The Provisions of Section 134(3)(d) of the Companies Act, 2013 pertaining to the
appointment of independent directors and obtaining declaration by them, are not
applicable to the Company.

• The provisions of Section 134(3)(p) of the Companies Act, 2013 read with Rule 8 (4)
of Companies (Accounts) Rules, 2014, pertaining to formal evaluation of the Board
are not applicable to the Company

• The provisions of Rule 8(5)(ix) of Companies (Accounts) Rules, 2014 read with
Section 148(1), pertaining to maintenance of cost records are not applicable to the
Company and accordingly, cost records are not maintained by the Company.

• The provisions of Section 177 of the Companies Act, 2013 read with Rule 6 and 7 of
the Companies (Meetings of the Board and its Powers) rules, 2013, pertaining to
constitution of committees and establishment of Vigil Mechanism, are not applicable
to the Company.

• The Provisions of Section 204 read with Section 134(3) of the Companies Act, 2013,
pertaining to Secretarial audit are not applicable to the Company during the period
under review.

• Disclosure relating to employees drawing remuneration in excess of the limits
specified, in accordance with the provisions of Rules 5(2) and 5(3) of the Companies
(Appointment and Remuneration of Managerial Personnel) Rules, 2014, is not
applicable to the Company. ¹

''^ACKNOWLEDGMENT:

The Directors express their sincere appreciation to the valued shareholders, bankers,
employees and clients for their support and also various Central and State Government
Departments, Organizations and Agencies for the continued help and co-operation extended
by them.

FOR AND BEHALF OF BOARD

BHARATROHAN AIRBORNE INNOVATIONS LIMITED

(Formerly Known as BharatRohan Airborne Innovations Private Limited)

SD/- SD/-

Amandeep Panwar Rishabh Choudhary

Place: New Delhi DIN: 07483508 DIN: 07585659

Date:08/06/2025 Managing Director Whole Time Director

SD/- SD/-

Aakansha Singh Ved Prakash Goel

Company Secretary & Chief Financial Officer

Compliance Officer

1

Disclosure about issue of shares (including sweat equity shares) to employees of the
Company under any scheme is not applicable to the Company.

• During the period under review no proceedings have been initiated against the
Company under Insolvency and Bankruptcy Code, 2016 and no proceedings under the
Insolvency and Bankruptcy Code, 2016 were pending at the end of the year. Further
during the year under review the Company has not made any one-time settlement.

---

Mar 31, 2024

The Board of Directors hereby presents their 8th (Eighth) report of Bharat Rohan Airborne
Innovations Private Limited ("the Company") together with Audited Financial Statements for
the Financial Year ended on 31^st March, 2024 (“During the year”).

FINANCIAL SUMMARY:

The highlight of company’s financial performance for the financial year ended 31^st March,
2024:

(All figures are in Lakhs)

Particulars	Year Ended 31st Mar 2024	Year Ended 31st Mar 2023
Revenue from Operations	1895.48	646.84
Profit Before Tax	516.68	149.95
Less: Current Tax	111.06	-
Deferred Tax	16.29	34.64
Income Tax earlier years	-	-
Profit For the Year	511.61	184.59

STATE OF COMPANY’S AFFAIRS/ HIGHLIGHTS:

a) The Company is dedicated to empowering fanners by mitigating crop losses through
the prediction of pest attacks and disease outbreaks. Their team comprises aeronautical
engineers, UAV system engineers, and hyperspectral imaging experts, who leverage
affordable UAVs/drones, hyperspectral imaging, data analytics, artificial
intelligence, and machine learning technologies to address specific farm
challenges. Through their technological intervention, farmers are enabled to cultivate
crops using Integrated Pest Management (IPM) techniques, resulting in a significant
reduction in chemical usage during cultivation. Additionally, the company provides
agri-inputs to partner farmers and facilitates better market access by procuring their
farm produce and supplying it to domestic and international markets. Bharat Rohan has
established itself as a leading vertically integrated player in the agritech
sector, delivering sustainable farming solutions for farmers while ensuring the
availability of safe food for consumers.

b) Turnkey project for IIT Madras: Bharat Rohan successfully completed a turnkey
project for IIT Madras, delivering and installing hyperspectral imagers, ensuring their
functionality through rigorous testing, and enhancing their usability by integrating a
Python API. The project also included a comprehensive equipment demonstration
covering key functionalities for efficient research utilization.

c) Initiated project with SVM in Meghalaya: Bharat Rohan has partnered with the
Smart Village Movement to provide drone-based crop monitoring through the
Crop Assure® Package, specifically targeting ginger & paddy crops in Meghalaya. This
collaboration aims to reduce crop losses and improve farmer income using UAV
drones equipped with hyperspectral, multispectral, and thermal sensors for precision
agriculture. The initiative promotes sustainable, residue-free ginger & paddy
production, creating better export market linkages for premium prices. Services are
being piloted in 19 villages within Bhoirymbong, Ri Bhoi District, in collaboration
with the Meghalaya State Rural Livelihood Society.

d) Development of Software Platforms for Farmer Management and Carbon Credit
Monitoring: Bharat Rohan is developing a comprehensive software platform for
managing farmer information and facilitating carbon farming project. The platform
streamlines farmer on-boarding and data collection, capturing detailed segments such
as general information, KYC, crop data, and survey responses. It enhances efficiency
in managing farmer interactions, generating reports, and securely sharing data with
partnered organizations to support collaborative efforts and improve decision-making.

e) Co-Innovation Program with AgHub: Company has formed a co-innovation
partnership with AgHub, the agri-innovation hub of Professor Jayashankar Telangana
State Agricultural University (PJTSAU). This collaborative effort aims to promote a
culture of co-innovation, collaboration, and co-creation, facilitating advancements
through synergies between BharatRohan and agricultural scientists. The partnership
leverages Bharat Rohan''s expertise in hyperspectral imaging for agricultural crops,
focusing on developing a spectral library to enhance pest and disease detection in
paddy and cotton crops. The libraries will be used to create Spectral Vegetation Indices
(SVIs) for early diagnosis of specific pests and diseases. The initiative is expected to
significantly benefit farmers by potentially increasing yields through a reduction in
losses from pests like the brown plant hopper and pink boll worm, as well as diseases
such as rice blast and boll rot, by 20-30%.

f) Pilot Project in collaboration with Government of Uttar Pradesh and IFC: In

collaboration with the Government of Uttar Pradesh and IFC, a pilot project in
Gorakhpur aims to introduce drone technology in agriculture. Through the
Crop Assure® service, the project provides drone-based crop monitoring to offer
farmers precise, actionable insights into crop health. This allows for early detection of
pests and diseases, reducing chemical usage and promoting sustainable farming
practices. Surveys have been conducted for Kharif paddy and Rabi wheat, covering
832 acres and 658 farmers in Baraipur, Bela, Govindhpur, Islampur, Hem Chhapar,
and Nathuwa.

g) Drone based Crop Monitoring Services at scale: Over the years, we have
successfully partnered with over 50,000 farmers, providing Drone based crop
monitoring services under the Crop Assure® service offering for more than 2,00,000
acres of land. This marks a significant growth compared to previous financial years,

showcasing our commitment to supporting the agricultural community through new
age technology.

h) AWD (Alternate Wetting and Drying) Project: We have introduced the AWD
Project, which includes the installation of pipes, data collection, and recording using
drone services. AWD is a simple and cost-effective method to reduce water
consumption in rice production by 30%, helping farmers lower production costs
without compromising yield. Additionally, AWD technology has proven effective in
mitigating greenhouse gas (GHG) emissions, specifically methane (CH4), by 30-70%
without yield reduction. Currently, we are targeting the implementation of these
services in Barabanki, Uttar Pradesh, covering an area of 12,000 acres. India.
BharatRohan drone-based imaging technology validates drying cycles and PVC pipe
installation. Hyperspectral imaging monitors soil moisture, detects drought stress, and
ensures efficient water use, enhancing crop health. The practice of Alternate Wetting
and Drying (AWD) not only offers environmental benefits but also empowers farmers
by increasing soil nutrient availability, by promoting better root growth, and boosting
crop yields through more efficient nutrient uptake. Additionally, the project facilitates
the generation of approximately 10,000 carbon credits in its inaugural year, following
the successful completion of two drying cycles. This not only underscores the project''s
environmental impact but also augments the farmers'' incomes through carbon credit
revenues.

i) Expansion of IPM (Integrated Pest Management): We are committed to expanding
our Integrated Pest Management (IPM) approach, a sustainable and effective pest
management strategy that minimizes environmental impact. IPM leverages a
combination of practical knowledge and in-depth understanding of pest behavior and
their interaction with the ecosystem to manage pest damage cost-effectively and with
minimal risk to human health, property, and the environment. To enhance our IPM
implementation and provide farmers with even more precise and timely insights into
crop health and pest pressures, we deploy drone-based crop monitoring into our
services. This technology allows us to efficiently survey large areas, identify early
signs of pest infestations or disease outbreaks, and enable targeted
interventions, optimizing pest control efforts while minimizing the use of chemical
pesticides.

Currently, we are actively working to provide our advanced IPM services, including
drone-based monitoring, in the following regions:

• Jodhpur, Barmer and Jaisalmer districts of Rajasthan: Focusing on cumin
production.

• Kota, Rajasthan: Assisting with coriander production.

• Guntur, Andhra Pradesh: Supporting chili production.

• Maharashtra: Contributing to turmeric production.

a) During the Financial Year ended 31^st March 2024 there has been no change in the
business of the company.

b) BharatRohan and NASSCOM Collaboration: BharatRohan, in partnership with
NASSCOM (Gurugtam Center of Excellence-IoT, collaborated with several farmers
in Kaithal, Haryana, engaging in a project covering 500 acres of paddy fields. The

initiative aimed to implement an advanced agri-tech solution, BharatRohan®
Crop Assure®, to address critical challenges faced by paddy farmers in the region.

c) During the Financial Year company has generated revenue of Rs. 1895.48 Lakhs
Compared to Revenue of Rs. 646.84 Lakhs generated last year. Company has earned
the Profit after Tax of Rs. 511.61 Lakhs. The Directors of the Companies are
continuously trying their best to generate more sources of revenue.

AWARDS AND RECOGNITIONS

We are delighted to share some significant achievements and recognitions our company
received last year, which underscore our commitment to innovation and excellence in the field
of agriculture

• Participation in India International Crop Protection Expo (IICP Expo): We had

the honor of participating in the prestigious IICP Expo, a grand event dedicated to crop
protection. This expo addresses critical challenges such as pest and disease
management, biotic and abiotic stress, climate change, and nutritional requirements.
Our participation underscored our dedication to advancing crop protection solutions
and addressing the multifaceted challenges faced by the agricultural sector.

• Participated in ASEAN Inclusive Business Summit:

BharatRohan was invited by The Ministry
of Cooperatives and SMEs of the Republic
of Indonesia to participate in the Sixth
ASEAN Inclusive Business
Summit organised by the Ministry of
Cooperatives and SMEs, Indonesia with
the support of the ASEAN Secretariat,
United Nations ESCAP and the OECD
that took place on 23-25 August 2023 in
Bali, Indonesia. This has been helpful in
laying foundation to BharatRohan’s
expansion to the ASEAN Markets with its

aim to revolutionize agriculture with Drone based crop monitoring services.

• Partnership with United Nation ESCAP to advance drone technology for
smallholder farmers:

The Company has entered into a
partnership with the United Nations
Economic and Social Commission
for Asia and the Pacific (ESCAPE This
collaboration focuses primarily on
transforming agricultural methods in
Telangana and Haryana, two states
poised to promote sustainable crops, and
forms part of the ‘Regional Inclusive
Business Models in Agriculture and

Food Systems’ initiative funded by the Bill & Melinda Gates Foundation.

The Company is aiming to empower smallholder farmers, improve export
opportunities, and promote sustainable agricultural practices. With the support of
ESCAP, BharatRohan aims to incorporate inclusive business practices and expand its
reach and mission in the states of Telangana and Haryana.

• Finalist at the 14th Aegis Graham Bell Award:

We were thrilled to be named a finalist under I
the nomination title “BharatRohan® Crop
Assure®” in the category of Innovation in I
Agriculture at the 14th Aegis Graham Bell
Awards. This recognition is a testament to our
innovative approach and commitment to
fostering a culture of innovation. The Aegis
Graham Bell Awards have been instrumental
in promoting innovation across various
sectors, with leaders from ministries,
academic institutions, venture capital firms,
and industry experts evaluating and
acknowledging the most deserving innovations.

• Recognized on National Startup Day 2024 in Haryana:

BharatRohan has been recognized
during the momentous celebration of
National Startup Day 2024 in
Haryana. The event, held at Raj
Bhavan, brought together distinguished
dignitaries, state officials, industry
experts, startups, and the media to
commemorate the achievements of
Haryana’s thriving startup ecosystem

DIVIDEND AND TRANSFER TO RESERVES:

• DIVIDEND:

During the Financial Year i.e 2023-2024 the Board of Director does not recommend payment
of dividend for the Financial Year ended 31^st March 2024.

• TRANSFER TO RESERVE:

The Company does not propose to transfer any amount to General Reserve for the period
ended 31^st March 2024.

CHANGE IN NATURE OF BUSINESS:

There has been no material change in the nature of business of the Company during the
Financial Year 2023-24.

CAPITAL STRUCTURE:

• AUTHORISED SHARE CAPITAL:

As on 1^st April 2023 the Authorized Share Capital of the Company was ENR 15,00,000/-
(Rupees Fifteen Lakhs Only) Comprising of 1,50,000 Equity Shares of ENR 10/- each.

During the Financial Year 2023-24 Company has increased it’s Authorized Share Capital from
ENR 15,00,000/- (Rupees Fifteen Lakhs Only) to INR 5,00,00,000/- (Rupees Five Crore Only)
divided into 50,00,000 (Fifty Lakhs) Equity Shares of INR 10/- each in an Extra Ordinary
General meeting held on 23^rd August 2023.

• ISSUED, SUBSCRIBED AND PAID-UP SHARE CAPITAL:

As on 1^st April 2023 the Issued, Subscribed and Paid up Share Capital of the Company was
INR 1,57,180 (Rupees One Lakh Fifty Seven Thousand One Hundred and Eighty) divided
into 15,718 (Fifteen Thousand Seven hundred and Eighteen Only) Equity Shares of INR 10/-
each.

During the Financial Year 2023-24 the following changes (through allotment) occurred in the
issued, subscribed and paid-up share capital pursuant to following transactions:

• 04^th November 2023: Bonus Allotment of 29,86,420 Equity Shares (Twenty Nine
Lakhs Eighty Six Thousand Four Hundred and Twenty Only).

• 26^th December 2023: Allotment of75,149 Equity Shares of INR 260/- each (Including
INR 250/- Share Premium) by way of Private Placement (01/2023-24).

• 06^th January 2024: Allotment of 9,615 Equity Shares of ENR 260/- each (Including
INR 250/- Share Premium) by way of Private Placement (02/2023-24).

• 12^th March 2024: Allotment of 1,28,000 Equity Shares of INR 305/- each (Including
INR 295/- Share Premium) by way of Private Placement (03/2023-24).

As on 31^st March 2024 the Issued, Subscribed and Paid up Share Capital of the Company
stands at INR 3,21,49,020/- (Three Crore Twenty One Lakhs Forty Nine Thousand and
Twenty Only) comprising of 32,14,902 (Thirty Two Lakhs Fourteen Thousand Nine Hundred
and Two Only) Equity Shares of INR 10/- each.

BOARD OF DIRECTORS AND KEY MANAGERIAL PERSONNEL:

As on date of this report there are Three (03) Directors.

The details of Directors and Key Managerial Personnels (KMPs) of the Company are given
below:

NAME	DIN	CATEGORY
DIRECTOR
Amandeep Panwar	07483508	Executive Director

Rishabh Choudhary	07585659	Executive Director
Mukesh Panwar	01872914	Non-Executive Director

During the Financial Year 2023-24 following changes have occurred in the Composition of
Board of Directors and Key Managerial Personnel:

• Ms. Aakansha Singh (Membership No: A57105) was appointed as Company Secretary
w.e.f 1^st October 2023

• Mr. Amandeep Panwar (DIN: 07483508) is redesignated as Executive Director w.e.f
1^st February 2024

• Mr. Rishabh Choudhary (DIN: 07585659) is redesignated as Executive Director w.e.f
1^st February 2024

MEETINGS:

• BOARD MEETINGS:

During the Financial Year ended 31^st March 2024, (17^th) Seventeenth Board Meetings were
held and the Maximum time gap between the two-board meeting was not more than 120 Days.
Details of which is mentioned hereunder:

S. NO	DATE OF MEETING	TOTAL NO OF DIRECTORS	NO OF DIRECTORS PRESENT AT THE MEETING
1	06 April 2023	3	3
2	26 April 2023	3	3
3	16 August 2023	3	3
	31 August 2023	3	3
5	22 September 2023	3	3
6	28 October 2023	3	3
7	04 November 2023	3	3
8	09 November 2023	3	3
9	14 December 2023	3	3
10	03 January 2024	3	3
11	06 January 2024	3	3
12	15 January 2024	3	3
13	22 January 2024	3	3
14	10 February 2024	3	3
15	19 February 2024	3	3
16	12 March 2024	3	3
17	28 March 2024	3	3

• GENERAL MEETINGS:

During the Financial Year ended 31^st March 2024, (09^th) Nine Extra-Ordinary General
Meeting were convened and (01) One Annual General Meeting was convened. Details of
which is mentioned hereunder:

S.NO	DATE OF MEETING	TYPE OF MEETING	NO OF SHAREHOL DERS	NO OF SHAREHOLDERS WHO WERE PRESENT AT THE MEETING (AGM/EGM)
1	23 August 2023	Extra Ordinary General Meeting	4	3
2	2 September 2023	Extra Ordinary General Meeting	4	3
3	29 September 2023	Annual General Meeting	4	4
4	1 November 2023	Extra Ordinary General Meeting	4	4
5	13 November 2023	Extra Ordinary General Meeting	4	4
6	20 December 2023	Extra Ordinary General Meeting	24	4
7	03 January 2024	Extra Ordinary General Meeting	24	4
8	19 January 2024	Extra Ordinary General Meeting	24	4
9	24 January 2024	Extra Ordinary General Meeting	69	5
10	13 February 2024	Extra Ordinary General Meeting	69	4

CORPORATE GOVERNANCE:

The Company believes in the philosophy of conducting business through fair and ethical
means and has set in the best corporate governance practices in its day-to-day operations
aimed at building trust with all stakeholders.

DIRECTOR’S RESPONSIBIITTY STATEMENT:

The Directors would like to inform the Members that the Audited Accounts for the financial
year ended 31^st March, 2024, are in full conformity with the requirement of the Companies
Act, 2013. The Financial Accounts are audited by the Statutory Auditors, M/s. S S Kothari
Mehta & Company (FRN: 022150N). The Directors further confirm that: -

• In the preparation of the annual accounts for the year ended 31^st March, 2024 the
applicable accounting standards read with requirements set out under Schedule III to
the Act, have been followed and there are no material departures from the same.

• The Directors 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 as at 31^st March, 2024 and of the
profit of the Company for the year ended on that date.

• 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.

• The Directors have prepared the annual accounts on a ''going concern'' basis.

• The Company being unlisted, sub clause (e) of section 134(3) of the Companies Act,
2013 pertaining to laying down internal financial controls is not applicable to the
Company.

• The Directors had devised proper systems to ensure compliance with the provisions
of all applicable laws and that such systems were adequate and operating effectively.

DETAILS OF SUBSIDIARY. JOINT VENTURE OR ASSOCIATE COMPANIES:

As on 31^st March, 2024, Company doesn’t have any Subsidiary & Joint Venture and Associate
Companies at the end of the year.

DEPOSITS;

During the Financial Year 2023-24, the Company has not accepted any deposits from the
public in contravention of Chapter V of the Companies Act, 2013.

As per Section 73(2) of the Companies Act 2013 Company has accepted Loan from Member
amounting to INR 89,00,000/- (Eighty Nine Lakhs Only) as approved by the Shareholders of
the Company in an Extra-Ordinary General Meeting held on 2^nd September 2023.

PARTICULARS OF LOANS. GUARANTEE AND INVESTMENT:

The Company has not made any Investment, given guarantee and securities during the
financial year under review. There for no need to comply provisions of section 186 of
Companies Act, 2013.

PARTICULARS OF CONTRACTS OR ARRANGEMENTS WITH RELATED
PARTIES;

The particulars of contracts or arrangements with related parties referred to in Section 188(1)
of the Companies Act 2013 entered by the Company during the year is appended as
Annexure-I, in the prescribed Form AOC-2 and forms part of this Report

CORPORATE SOCIAL RESPONSIBILITY:

The Company is not required to constitute a Corporate Social Responsibility Committee as it
does not fall within purview of Section 135(1) of the Companies Act, 2013 and hence it is not
required to formulate policy on corporate social responsibility.

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

Information on Conservation of Energy, Technology Absorption, Foreign Exchange Earnings
and Outgo required to be given pursuant to Section 134(3)(m) of the Companies Act, 2013
are given in Annexure II to this report.

RISK MANAGEMENT POLICY:

The Company has developed and implemented a Risk Management Policy to manage risks
inherent in various aspects of the business. The focus of Risk Management is to access the
risks and deploy mitigation measures.

INTERNAL FINANCIAL CONTROL:

The Company, being unlisted, is exempt from sub-clause (e) of section 134(3) of the
Companies Act, 2013, which pertains to laying down internal financial controls. However, the
Company has established adequate internal financial controls with respect to its financial
statements. These controls were tested during the period, and no reportable material weakness
in their design or operation was observed.

DETAILS OF SIGNIFICANT AND MATERIAL ORDERS PASSED BY THE.
REGULATORS. COURTS AND TRIBUNALS;

No significant and material order has been passed by the regulators, courts, tribunals
impacting the going concern status and Company’s operations in future.

STATUTORY AUDITOR:

As per the provisions of Section 139, 141 of the Companies Act, 2013 and rules made
thereunder (hereinafter referred to as “The Act”), the Company at its (06^th) Sixth Annual
General Meeting (‘AGM’) held on 30^th Day of September 2022 approved the appointment
of M/s. S S Kothari Mehta & Company (FRN: 022150N) as Statutory Auditor for a period of
5 years commencing from the conclusion of Sixth AGM till the conclusion of the Tenth to be
held in the year 2027.

DETAILS IN RESPECT OF FRAUD:

The Auditor’s Report doesn’t contain any information in relation to fraud.

AUDITOR’S OBSERVATION:

The Directors have examined the Auditors’ Report on accounts for the period ended 31^st
March, 2024. The observations of the Statutory Auditors in their report, read with the relevant
notes to the financial statement are self-explanatory and it has no qualification or adverse
remark.

BOARD’S COMMENT ON THE AUDITORS’ REPORT:

The observations of the Statutory Auditors, when read together with the relevant notes to the
accounts and accounting policies are self-explanatory and do not call for any further comment.

COMPLIANCE WITH SECRETARIAL STANDARD:

The Company has Complied with the applicable Secretarial Standards (as amended from time
to time) on meetings of the Board of Directors issued by The Institute of Company Secretaries
of India and approved by Central Government under section 118(10) of the Companies Act,
2013.

PREVENTION OF SEXUAL HARASSMENT OF WOMEN AT WORKPLACE
f“POSH”l:

Company always endeavours to create and provide an environment that is free from any
discrimination and harassment.

The policy on prevention of sexual harassment at workplace aims at prevention of harassment
of employees (whether permanent, temporary, ad-hoc, consultants, interns or contract workers
irrespective of gender) and lays down the guidelines for identification, reporting and
prevention of undesired behaviour. The Company has duly constituted internal complaints
committee as per the said Act.

During the financial year ended 31^st March, 2024, there were nil complaints recorded
pertaining to sexual harassment.

MATERIAL CHANGES AND COMMITMENTS:

During the Financial Year there’s no Material Change and Commitments which will impact
financial position of the company.

GENERAL:

Your directors state that no disclosure or reporting is required in respect of the following items
as there were no transactions falling under the purview of these provisions, during the year
under review or the respective provisions are not applicable to the Company:

• The Provisions of Section 134(3)(d) of the Companies Act, 2013 pertaining to the
appointment of independent directors and obtaining declaration by them, are not
applicable to the Company.

• The provisions of Section 134(3)(p) of the Companies Act, 2013 read with Rule 8 (4)
of Companies (Accounts) Rules, 2014, pertaining to formal evaluation of the Board
are not applicable to the Company

• The provisions of Rule 8(5)(ix) of Companies (Accounts) Rules, 2014 read with
Section 148(1), pertaining to maintenance of cost records are not applicable to the
Company and accordingly, cost records are not maintained by the Company.

• The provisions of Section 177 of the Companies Act, 2013 read with Rule 6 and 7 of
the Companies (Meetings of the Board and its Powers) rules, 2013, pertaining to
constitution of committees and establishment of Vigil Mechanism, are not applicable
to the Company.

• The Provisions of Section 204 read with Section 134(3) of the Companies Act, 2013,
pertaining to Secretarial audit are not applicable to the Company during the period
under review.

• Disclosure relating to employees drawing remuneration in excess of the limits
specified, in accordance with the provisions of Rules 5(2) and 5(3) of the Companies
(Appointment and Remuneration of Managerial Personnel) Rules, 2014, is not
applicable to the Company.

• Disclosure about issue of shares (including sweat equity shares) to employees of the
Company under any scheme is not applicable to the Company.

• During the period under review no proceedings have been initiated against the
Company under Insolvency and Bankruptcy Code, 2016 and no proceedings under the
Insolvency and Bankruptcy Code, 2016 were pending at the end of the year. Further
during the year under review the Company has not made any one-time settlement.

ACKNOWLEDGMENT:

The Directors express their sincere appreciation to the valued shareholders, bankers,
employees and clients for their support and also various Central and State Government
Departments, Organizations and Agencies for the continued help and co-operation extended
by them.

FOR AND BEHALF OF BOARD

B11ARATROHAN AIRBORNE INNOVATIONS PRIVATE LIMITED

SD/- SD/-

Amandeep Panwar Rishabh Choudhary

Place: New Delhi DIN: 07483508 DIN: 07585659

Date:05/08/2024 Director Director