Directors Report of Ecoline Exim Ltd.

Mar 31, 2024

The Members of ECOLINE EXIM PRIVATE LIMITED

Your Directors have the pleasure in presenting its Annual Report along with the Audited Statement of Accounts of the Company for the year ended 31st March, 2024
FINANCIAL RESULTS:

Particulars	Year ended 31st March, 2024	Year ended 31st March, 2023
	Rs	Rs
Total Revenue Total Expenses Profit Before Interest, Depreciation and Taxes Interest Paid Depreciation Profit Before Tax Current Tax Deferred Tax Income Tax of Earlier Years Total Tax	28,048.72	31,066.90
	24,674.16	28,160.16
	3,374.56	2,906.74
	200.34	180.17
	312.98	312.69
	2,861.24	2,413.88
	712.55	647.20
	(34.00)	(42.22)
	(0.18)	73.66
	678.37	678.64
Profit After Tax	2,182.87	1,735.24
Balance brought forward from Previous Year
Add : Security Premium
Balance Available for Appropriation	2,182.87	1,735.24
Balance Carried Forward	2,182.87	1,735.24

Note - The Company has reported Gross Profit of Rs. 53,80,84,124 for the current year as compared to Gross profit of Rs. 33,83,86,980 in the previous year.

Share Capital

The Authorised Share Capital of the Company as on 31st March, 2024 was Rs 1,30,00,000/- comprising of 13,00,000 equity shares of Rs. 10/- each.

The Issued and paid-up Capital of the Company as on 31st, March,2024 was Rs. 1,15,53,840/- comprising of 11,55,384 equity shares of face value of Rs.10/- each.

Web Link of Company

www.ecoline.net.in

TRANSFER TO RESERVE:

The Company usually transfers its Net Profit/Loss to Reserves and Surplus. During the year under consideration the company earned a net profit after tax of Rs.
DIVIDEND:

Your Directors have decided that it would be prudent not to recommend any dividend on equity shares during the year in order to conserve resources for operational
purposes.

STATE OF AFFAIRS

The Company is engaged in the Export business of manufacturing & produces Jute/Cotton Shopping bags & made-ups.

There has been no change in the business of the Company during the financial year ended 31st March, 2024.

There have been no material changes and commitments till the date of this report that will lead to change in the financial position of the Company.

CAPITAL AND DEBT STRUCTURE

There has been no changes in the Capital Structure or the Debt structure of the Company during the year.

• The Company has not issued any shares or other convertible securities.

• The Company has not issued any Equity Shares with differential rights as per section 43(a)(ii) of the Act.

• The Company has not issued any Sweat Equity Shares as per section 54(1 )(d) of the Act.

• The Company has not provided for any Employee Stock Options Scheme as per section 62(1)(b) of the Act.

• The Company is not holding any shares in trust for the benefit of the employees.

• The Company has not issued Debentures, Bonds or any Non - Convertible securities.

• The Company has not issued any warrants.

CREDIT RATING OF SECURITIES

The Company is not Compulsorily required to obtain Credit Rating for Securities under the Act.

INVESTOR EDUCATION AND PROTECTION FUND

Your Company did not have any funds lying unpaid or unclaimed for a period of seven years. Therefore there were no funds which were required to be
transferred to Investor Education and Protection Fund (IEPF).

MANAGEMENT

DIRECTORS AND KEY MANAGERIAL PERSONNEL

The Board of Directors of the Company as on 31.03.2024 are:

1. Sudarshan Saraogi (DIN: 01149829)

2. Saurabh Saraogi (DIN:01572950)

Disclosure of Particulars of Employees as required under Rule 5(2) of The companies (Appointment and Remuneration of Managerial
Personnel) Rules 2014

Being an unlisted company, provisions of Rule 5 of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 are not
applicable to your Company.

INDEPENDENT DIRECTORS:

There are no Independent Directors in the Company.

DECLARATION BY INDEPENDENT DIRECTOR

As there are no Independent Directors in the Company, Declaration required to be obtained by them was not applicable on the Company.

BOARD MEETINGS

Nine Board Meetings were held during the Financial Year ended March 31, 2024. The maximum gap between any two Board Meetings was less than
one Hundred and Twenty days. The dates of the Board Meetings held are as follows :

	Date of Board	Directors Present in the Meeting
	Meeting	Sudarshan Saraogi	Saurabh Saraogi
1	03.04.2023	Yes	Yes
2	18.04.2023	Yes	Yes
3	08.07.2023	Yes	Yes
4	25.07.2023	Yes	Yes
5	02.09.2023	Yes	Yes
6	06.09.2023	Yes	Yes
7	16.10.2023	Yes	Yes
8	21.12.2023	Yes	Yes
9	15.02.2024	Yes	Yes

COMMITTEES

The provisions are not applicable to the company so the company does not have Audit Committee and Nomination & Remuneration Committee.

REMUNERATION OF DIRECTORS AND EMPLOYEES

The Company has provided for the Remuneration of the Directors within the applicable limits, and as there are no subsidiaries or Holding Companies

None of the employee has received remuneration exceeding the limit as stated in rule 5(2) of the Companies (Appointment and Remuneration of

DIRECTOR’S RESPONSIBILITY:

Pursuant to Section 134(3) (c) of the Companies Act, 2013 the Board of Directors of the Company confirms that-

i In the preparation of the annual accounts for the year ended March 31, 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.

ii Appropriate accounting policies have been selected and applied consistently, and have 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 year
ended 31.03.2024.

iii Proper and sufficient care has been taken for the maintenance of adequate accounting record in accordance with the provisions of the Company
Act, 2013 for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities.

iv The annual account has been prepared on a going concern basis.

v The Company being unlisted, sub clause (e) of section 134(3) of the Companies Act, 2013 pertaining to laying down internal financial controls

vi The Directors have devised proper systems to ensure compliance with the provisions of all applicable laws and that such system are adequate

Internal Financial Control with reference to Financial Statements pursuant to Rule 8(5) (viii) of Companies (Accounts) Rules, 2014;_

The Company has in place adequate internal financial controls with reference to financial statements. During the year, such controls were tested and no
FRAUDS REPORTED BY AUDITOR

No frauds were reported by the Statutory Auditor of the Company for the year in review as per Section 143(12) of the Act.

DETAILS OF SUBS1D1ARY/JOINT VENTURES/ASSOCIATE COMPANIES:

The company has two Associates, whose details are as follows :

SI No.	Name of Company	Type	Remarks
1	Eco-Source Exim Private Limited	Associate	The Company holds 45.21% shares of the
1	Eco Infra Estate Private Limited	Associate	The Company holds 44.67% shares of the

DEPOSITS

The Company has not accepted any Deposit from public during the year covered under Section 73 of Chapter V of the Companies Act, 2013.
PARTICULARS OF LOANS. GUARANTEE OR INVESTMENT :

Particulars of Loan given, Guarantee given and Investments made which are covered under section 185 and 186 of the Companies Act, 2013 form part
of the notes to the financial statements provided in the Annual Report.

PARTICULARS OF CONTRACTS OR ARRANGEMENTS WITH RELATED PARTIES:

The company has transactions with the related parties which are in compliance with sections 177 and 188 of the Act where applicable and details of such
transactions have been disclosed in the financial statements as required by the applicable accounting standards. Details are:

• Name of the related party:

Relationship Name

I. Associate Company Eco-Source Exim Pvt. Ltd.

Eco Infra Estates Pvt. Ltd

II. Key Managerial Personnel Mr. Sudarshan Saraogi (Director)

Mr. Saurabh Saraogi (Director)

III. Relatives of Key Managerial Personnel''s Mrs. Shradha Saraogi (Director''s Wife)

Mrs. Gunjal Saraogi (Director''s Wife)

Late Binoy Kumar Saraogi (Director''s Father)

Late Shankar Lai Saraogi (Director''s Father)

Smt. Chanda Devi Saraogi (Director''s Mother)

Smt. Alka Ganeriwala (Director''s Sister)

IV. Enterprises owned/influenced by Key Aadya Saraogi Benefit Trust

Managerial Personnel or their relatives Aryashi Saraogi Benefit Trust

Binoy Kumar Saurabh Saraogi (HUF)

Shaurya Vardhan Saraogi Benefit Trust
Jhunjhunu Commerce Private Limited
S L Commercial Pvt Ltd
Sriya Saraogi Benefit Trust
Sudarshan Saraogi (HUF)

Saurabh Saraogi (HUF)

(b) Transaction during the Period: ( in Lakhs)

SI. No.	Nature of Transaction	Associate Company	Key Management Personnel	Relatives of Key Management Personnel	Enterprises owned/ influenced by Key Managerial Personnel or their relatives
		2023-24	2023-24	2023-24	2023-24
1	Rent Paid	300.00	149.79	89.68	144.00
2	Directors Remuneration Paid	-	120.00	-	-
3	Salary Paid	-	-	82.80	-
4	Interest	2.65	-	-	12.50
5	Loan Taken	11.00	-	-	36.77
6	Loan Repaid	22.00	-	-	169.14
7	Security Deposit given against rent	-	21.30	-	-

Consolidated Financial Statements

In accordance with Section 129(3) of the Act, Consolidated Financial Statements of the Company along with its associates companies i.) Eco- Source
Exim Private Limited(CIN: U1729WB2013PTC195246) having shareholding of 45.21% of the Company and ii.) Eco Infra Estates Private Limited

CORPORATE SOCIAL RESPONSIBILITY (CSRI :

As per the provisions of section 135 of the Companies Act, 2013 the mandated spend on CSR activities for the financial year 2023-24 is 25.20 lacs.
During the year under review, your Company has spent 58.73 lacs on CSR activities. The surplus amount of 33.53 lacs spent during the financial year

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

A. Conservation of Energy, Technology Absorption
Conservation of Energy

Steps taken for conservation Steps taken for utilizing alternate sources of energy Capital Investment on energy conservation equipments	N.A
Technology Absorption
Efforts made for technology absorption	N.A
Benefits derived	-
Expenditure on Research & Development	N.A
Details of Technology imported	N.A
Year of import	N.A
Whether imported technology fully absorbed	N.A
Areas where absorption of imported technology has not taken place	N.A
B. Foreign Exchange earnings and Outgo
Earnings	3,68,90,290.00
Outgo
a) Raw Material Purchased	0.00
b) Capital Goods Purchased	51,18.000.00
c) Commission Expenses	38,56,000.00
d) Trade Fair Expenses	23,83,000.00
e) Travelling Expenses	15,79,000.00

RISK MANAGEMENT POLICY:

The Company has laid down a risk management framework commensurate with its size and nature of business, which acts as an enabler for growth for

Disclosure for maintenance of Cost Records as specified by the Central Government under sub- section (I) of section 148 of the Companies Act

The Provisions of section 148(1) are not applicable to the company, Hence the company is not required to maintain cost accounts and records.

VIGIL MECHANISM :

The provision of section 177 of the Companies Act, 2013 read with rule 6 & 7 of the Companies (Meetings of the Board and its Powers) Rules, 2013 is
not applicable to the company.

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

There are no significant and material order has been passed by the regulators, courts, tribunals impacting the going concern status and Company’s

AUDITORS:

Pursuant to the provision of section 139 of the Act, and the rules framed thereunder M/s DAS & PRASAD., Chartered Accountant having FRN
0303054E,was appointed as Statutory Auditor of the company from the conclusion of the Extra Ordinary general meeting of the company till the
conclusion of the ensuing annual general meeting.

Secretarial Standards

The Directors state that applicable Secretarial Standards, i.e SS-1 relating to ’ Meetings of the Board of Directors'' and SS-2, relating to '' General
meetings'', have been duly followed by the Company during the year under review.

SECRETARIAL AUDIT REPORT :

The requirement of having Secretarial Audit is not applicable to the Company.

EXPLANATIONS IN RESPONSE TO AUDITORS'' QUALIFICATIONS

There are no Qualifications, reservations or adverse remarks by the Statutory Auditors in the Audit 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.

Awards & Accolades

The Company had not received any awards and accolades during the year but our company was awarded by Export Promotional Council for Handicraft
for Outstanding Regional Export Performance in Eastern Region on 28-02-2022.

CORPORATE INSOLVENCY RESOLUTION PROCESS INITIATED UNDER THE INSOLVENCY AND BANKRUPTCY CODE. 2016

There is no Corporate Insolvency Resolution filed by any Company against the Company under the Insolvency and Bankruptcy Code, 2016

FAILURE TO IMPLEMENT ANY CORPORATE ACTION

The Company complied with all the corporate actions required to be followed by the same.

ANNUAL RETURN

As required pursuant to section 92(3) of the Companies Act, 2013 and rule 12(1) of the Companies (Management and Administration) Rules, 2014, an
extract of annual return in MGT 9 as a part of this Annual Report as ANNEXURE I.

PREVENTION OF SEXUAL HARASSMENT AT WORKPLACE

The Company is committed to provide a safe and conducive work environment to its employees during the year under review.

Your Directors further state that during the year under review, there were no cases fded pursuant to the Sexual Harassment of Women at Workplace

DISCLOSURE FOR INSOLVENCY & BANKRUPTCY CODE, 2016

There are no proceedings of Company pending under Insolvency and Bankruptcy Code, 2016 during the year.

DISCLOSURE REGARDING ONE TIME SETTLEMENT OF LOAN

During the year, the Company did not make One Time Settlement of any loan taken from any bank or Financial Institution.

ACKNOWLEDGEMENT:

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

FOR AND ON BEHALF OF THE BOARD OF DIRECTORS
SUDARSHAN SARAOGI SAURABH SARAOGI

DIRECTOR DIRECTOR^

Director

PLACE: KOLKATA
DATE: 9/7/2024