డైరెక్టర్ల నివేదిక Sat Kartar Life Ltd.

The Board of Directors ("Board") of the Company have pleasure in presenting the 14th Annual Report of Sat
Kartar Life Limited (Formerly known as Sat Kartar Shopping Limited) together with the Audited Financial
Statement for the financial year ended March 31,2026.

1. FINANCIAL SUMMARY OR HIGHLIGHTS/PERFORMANCE OF THE COMPANY (STANDALONE)

FINANCIAL SUMMARY OR HIGHLIGHTS/ PERFORMANCE OF THE COMPANY (CONSOLIDATED)

The Board''s Report has been prepared based on the financial statements ofthe company.

2. FINANCIAL PERFORMANCE AND BUSINESS REVIEW

• During the yean the net revenue from operations of your Company has increased from INR 16,368.36 (In
Lakhs) in financial year 2024-2025 to INR19,626.04 (In Lakhs) in the year 2025-2026.

• The Company''s profit after tax stood at INR. 1725.86 (In Lakhs) vis-a-vis INR. 981.50 (In Lakhs) in the previous
year.

The Board is continuously working for the better performance of the Company in the years to come. The
company will continue to pursue expansion in the domestic and International market, to achieve sustained and
profitable growth.

Any member intending to have a copy of Balance Sheet and other Financial Statement of these Companies shall
be made available on the website of the Company at www.satkartar.in.

It shall also be kept for inspection during business hours by any shareholder in the registered office of the
Company.

2. SHARE CAPITAL
AUTHORISED SHARE CAPITAL:

The Authorised Share Capital of the Company is Rs. 25,00,00,000/- (Rupees Twenty Five Crore Only) divided into

2,50,00,000 (Two Crores Fifty Lakhs only) eguity shares of Rs. 10/- each.

The authorized share capital has been increased during the financial year 2025-2026 from Rs. 18,00,00,000/-
(Rupees Eighteen Crore Only) divided into 1,80,00,000 ( One Crores Eighty Lakhs only) eguity shares of Rs. 10/-
each to Rs. 25,00,00,000/- (Rupees Twenty Five Crore Only) divided into 2,50,00,000 (Two Crores Fifty Lakhs only)
eguity shares of Rs. 10/- each by way of shareholders resolution passed via postal ballot dated 22nd March, 2026.

ISSUED, SUBSCRIBED AND PAID UP SHARE CAPITAL:

The total paid up eguity capital of the Company remain stood at Rs.15,74,48,760/- (Fifteen Crores Seventy Four
Lakh Forty Eight Thousand Seven Hundred and Sixty Only) comprising 1,57,44,876 (One Crore Fifty Seven Lakh
Forty Four Thousand Eight Hundred Seventy Six) eguity shares of Rs. 10/- each.

The Company has not issued any shares with differential voting rights or sweat eguity shares during the FY
2025-2026.

3. EMPLOYEES STOCK OPTION SCHEMES

Your Company believes in rewarding its employees and aligning their interests with the long-term objectives of
the organization. Employee Stock Option Schemes form an integral part of the Company''s retention and
compensation strategy, enabling wealth creation opportunities for employees while ensuring their commitment
towards sustained growth.

In line with this philosophy, the shareholders of the Company approved the following ESOP scheme(s):

a. Sat Kartar Employees Stock Option Scheme, 2025 approved by resolutions passed by Postal Ballot on
December 04, 2025:

Under the said Scheme, the Company grants stock options on an equity-settled basis, which entitle eligible
employees to purchase one equity share ofthe Company for each option granted, at a pre-determined exercise
price, upon completion of the vesting period. The ESOPs thus represent a call option providing a right, but not an
obligation, to the employees to exercise such options by paying the exercise price. During the financial year
2025-2026, the Company granted 1,39,600 options to its employees. The applicable disclosures pursuant to
Regulation 14 of the SEBI (Share Based Employee Benefits and Sweat Equity) Regulations, 2021 and Rule 12(9) of
the Companies (Share Capital and Debentures) Rules, 2014, for the year ended 31st March, 2026 are available on
the Company''s website at www.satkartar.in.

A certificate from the Secretarial Auditors of the Company confirming that the Scheme has been implemented in
accordance with SEBI (Share Based Employee Benefits and Sweat Equity) Regulations, 2021 and the resolutions
passed by the Members, is also available on the Company''s website at www.satkartar.in.

b. Sat Kartar- Employee Stock Option Plan Scheme -2026 approved by resolutions passed by Postal Ballot
on 22nd March, 2026:

Under the said Scheme, the Company has not yet granted any options to employees. The applicable disclosures
pursuant to Regulation 14 ofthe SEBI (Share Based Employee Benefits and Sweat Equity) Regulations, 2021 and
Rule 12(9) of the Companies (Share Capital and Debentures) Rules, 2014, for the year ended 31st March, 2026
are available on the Company''s website at www.satkartar.in.

The disclosures on the Schemes is uploaded on the website of the Company and can be accessed at the weblink:
www.satkartar.in.

4. DIVIDEND

Based on the Company''s performance during the financial year 2025-2026 and in line with the Dividend
Distribution Policy of the Company, your directors are pleased to recommend a Dividend of T 0.70/- per equity
share on the face value of T 10/- each, fully paid-up, for the financial year ended March 31,2026. The payment of
dividend is subject to the approval of the members at the ensuing Annual General Meeting ("AGM") and shall be
subject to deduction of tax at source, as applicable.

In compliance with Regulation 43A of the Securities and Exchange Board of India (Listing Obligations and
Disclosure Requirements) Regulations, 2015, The Dividend Distribution Policy, can be accessed on the Company''s
website at www.satkartar.in

5. TRANSFER OF UNCLAIMED DIVIDENDS/ SHARES TO INVESTOR EDUCATION & PROTECTION FUND
AUTHORITY

Pursuant to Section 124 of the Companies Act, 2013, read with Investors Education and Protection Fund
Authority (Accounting, Audit, Transfer and Refund) Rules, 2016, all unpaid or unclaimed dividends are required to
be transferred by the Company to the Investors Education and Protection Fund (IEPF) established by the Central
Government of India, after the completion of seven years. Further all shares in respect of which dividend has not
been paid or claimed for seven consecutive years or more shall also be required to be transferred by the
Company to the Account of the IEPF Authority.

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)

6. TRANSFER TO RESERVES

An amount ofvis INR. 1725.86 (In Lakhs) has been transferred to reserves.

7. MANAGEMENT DISCUSSION AND ANALYSIS

The Management Discussion and Analysis, as required in terms of the Securities and Exchange Board of India
(Listing Obligations and Disclosure Requirements) Regulations, 2015 (Listing Regulations), is annexed to this
Report as Annexure- A.

8. SUBSIDIARIES/JOINT VENTURES/ASSOCIATES:

As on March 31,2026, the Company had three subsidiaries (including 01 wholly owned subsidiaries), There has
been no material change in business of the subsidiaries.

Accordingly, the above said entities shall be considered as a Subsidiary of the Company for the financial year
2025-26 and necessary disclosures as required under Section 129(3) ofthe Companies Act, 2013 read with Rule
5 ofthe Companies (Accounts) Rules, 2014 is enclosed herewith.? Form AOC-1 is enclosed as Annexure -B
Further pursuant to the provisions of Section 136 of the Act, the financial statements of the Company,
consolidated financial statements along with relevant documents and separate audited financial statements in
respect of subsidiaries are available on the website of the Company at www.satkartarin

9. CHANGE IN THE NATURE OF BUSINESS, IF ANY

During the year under review, there was no change in the nature of the Company''s business. The Company
continued to operate in its existing line of business while strategically undertaking a horizontal expansion by
entering the hospital segment. This expansion is in line with the Company''s long-term vision of strengthening its
presence across the healthcare and wellness ecosystem and broadening its service offerings. The foray into
hospitals complements the Company''s existing business operations and is expected to create operational
synergies, enhance value for stakeholders, and support sustainable long-term growth.

10. DEPOSITS

During the year under review, the Company has not accepted or renewed any deposit from the public/members
falling within the ambit of section 73 or section 74 of the Companies Act, 2013 and the Companies (Acceptance
of Deposits) Rules, 2014.

11. EXTRACT OF ANNUAL RETURN

Pursuant to Section 92(3) read with Section 134(3) (a) of the Companies Act, 2013, and Companies (Management
and Administration) Rules, 2014, the Annual Return of the Company containing the particulars as prescribed
under Section 92 of the Companies Act, 2013, in Form MGT-7, is available on the Company''s website at
www.satkartar.in.

12. CORPORATE GOVERNANCE

The Company got listed on NSE Emerge platform on 17th January 2025. As the shares are listed on SME Platform
of NSE, by virtue of Regulation 15 of SEBI (Listing Obligations and Disclosure Reguirements) Regulations, 2015,
the compliance with the corporate governance provisions as specified in regulations 17to27 (except regulation
23) and clause (b) to (i) of sub-regulation (2) of regulation 46 and Para C, D and E of schedule V are not applicable
to the Company. Hence, the Corporate Governance Report does not form part of this Annual Report.

13. AUDITOR(S):

STAUTORY AUDITORS:

Pursuant to the provisions of Section 139 and other applicable provisions, if any, of the Companies Act, 2013 read
with the Companies (Audit and Auditors) Rules, 2014, M/s. Nidhi Bansal & Co. , Chartered Accountants (Firm
Registration No. 022073N), Statutory Auditors of the Company, retire at the ensuing Annual General Meeting
and, being eligible, have offered themselves for re-appointment. They have confirmed that their re-appointment,
if made, shall be in accordance with the provisions of the Companies Act, 2013 and that they satisfy the criteria
of independence and eligibility as prescribed under the Act.

Based on the recommendation of the Audit Committee, the Board of Directors at its meeting held on 31st July,
2026 has recommended the re-appointment of M/s. Nidhi Bansal & Co. , Chartered Accountants (Firm
Registration No. 022073N) as the Statutory Auditors of the Company, for a term of five consecutive years, from
the conclusion of this ensuing Annual General Meeting until the conclusion of the Annual General Meeting to be
held in the financial year 2030-2031, at such remuneration as may be determined by the Board of Directors in
consultation with the Statutory Auditors.

There are no gualifications, reservations or adverse remarks made by the M/s Nidhi Bansal & Co., Auditors of
Company in their Audit Report for the year under review.

SECRETARIAL AUDITOR

In terms of Section 204(1) of the Companies Act, 2013 read with rule 9 of the Companies (Appointment and
Remuneration of Managerial Personnel) Rules, 2014, Company has appointed M/S Rawal & Co (Firm Registration
no. S2020UP717200), holding a valid certificate issued by the Peer Review Board (Certificate No. of the Institute
of Companies Secretaries of India (ICSI), as the Secretarial Auditor of the Company for the Financial Year
2025-2026.

There are no qualifications, reservations or adverse remarks made by Secretarial Auditor of Company in their
Audit Report for the year under review which is attached as Annexure- C to this report.

INTERNAL AUDITOR

The Company has appointed M/s R.S. Goel & Co, Chartered Accountant as the internal auditor of the Company
under section 138 of the Companies Act, 2013 read with Rule 13 of the Companies (Accounts) Rules, 2014.

The internal auditor of the company checks and verifies the internal control and monitors them in accordance
with policy adopted by the company from time to time.

COST RECORDS AND COST AUDITORS

Appointment of Cost Auditor & Maintenance of cost records as prescribed under the provisions of Section 148(1)
of the Act, are not applicable for the business activities carried out by the Company.

14. DIRECTORS & KEY MANAGERIAL PERSONNEL

During the period under review, the Board of Directors of the Company duly constituted as per provisions of
Companies Act, 2013.

Composition of Board of Directors:

The Board of Directors comprises distinguished professionals of proven integrity and competence, who provide
strategic direction, guidance and leadership to the Company.

As on March 31,2026, the Board of Directors of the Company comprised of Eight (08) Directors with an optimum
balance of Executive and Non-Executive Directors, including 02 Women Directors. Out of these, 04 Directors were
Non-Executive Directors, 03 ofwhom were Independent Directors.

The Board of Directors of Sat Kartar Life Limited is an optimum combination of Executive, Non-Executive
Directors and Independent Directors as on 31st March, 2026,

Pursuant to the provisions of Section 203 of the Act, Mr. Devender Kumar Arora is (CFO) Chief Financial Officer
and Ms. Sonal Seth, Company Secretary and Compliance Officer are the Key Managerial Personnels ("KMPs") of
the Company as on March 31, 2026.

Key Managerial Persons (KMP''S)

The following changes have been made to the Board of Directors and Key Managerial personnel (KMP''S) of
the Company during the financial year 2025-2026:

*Mr. Ranjeet Kumar Verma was appointed as Independent Director by the Board of Directors at its meeting held
on 30th October 2025. The said appointment was subsequently approved by the shareholders by way of Postal
Ballot, on 4th December 2025.

*Mrs. Sonal Seth, appointed as Company Secretary & Compliance Officer as on 2nd July, 2025 and her
appointment was approved by the board of directors.

15. NUMBER OF MEETINGS OF THE BOARD OF DIRECTORS HELD DURING THE FINANCIAL YEAR 2025-2026

The boards of directors have met 17 times during the year. The intervening gap between the two consecutive
meetings was as prescribed under the provisions of the Companies Act 2013 and LODR (Regulations), 2015. The
details of Board meetings held are as under:

The necessary quorum was maintained in all the said meetings and proceedings during the meetings have been
duly recorded in minutes'' book maintained for the purpose.

16. NUMBER OF MEETINGS OF THE SHAREHOLDER(S) HELD DURING THE FINANCIAL YEAR 2025-2026

17. MATTER DECIDED WITH POSTAL BALLOT

Resolutions passed by Postal Ballot on 04.12.2025 are as follows:

• Approval of Sat Kartar Employees Stock Option Scheme, 2025 for Eligible Employee of the Company.

• Extension of the Sat Kartar Employee Stock Option Scheme 2025, to the Eligible Employees of the Group
Companies.

• Appointment of Mr. Ranjeet Kumar Verma (DIN: 02758995) as a Non-Executive Independent Director of the
Company.

• Variation in the Objects / terms of utilisation of the Initial Public Offering ("IPO") proceeds and extension of
time limit for utilisation of the IPO proceeds.

Resolution passed by Postal Ballot on 05.02.2026 is as follows:

• To approve change of name of the Company and consequent alteration in the Memorandum of Association
and Articles of Association of the Company.

Resolutions passed by Postal Ballot on 22.03.2026 are as follows:

• To consider and adopt Increase in Authorised Share Capital of the Company.

• To consider and approve Sat Kartar- Employee Stock Option Plan Scheme -2026 (Sat Kartar ESOP Scheme -
2026).

• To consider and approve grant of Options to the eligible employees of the Subsidiary Company(ies) or
associate company(ies)/ or group company(ies)or to its holding company(ies),if any of the Company under
Sat Kartar- Employee Stock Option Plan Scheme -2026 (Sat Kartar ESOP Scheme - 2026).

• To consider and approve secondary acquisition ofequity shares ofthe Companythrough Trust route forthe
implementation of"Sat Kartar- Employee StockOption Plan Scheme -2026 (Sat Kartar ESOP Scheme - 2026).

• To consider and approve provision to grant loan, provide guarantee or security in connection with the loan
by the Company for purchase of its own Shares by the Trust under the "Sat Kartar- Employee Stock Option
Plan Scheme -2026 (Sat Kartar ESOP Scheme - 2026).

18. DECLARATION UNDER SECTION 149(6) OF THE COMPANIES ACT, 2013 AND SEBI (LISTING OBLIGATIONS
AND DISCLOSURE REQUIREMENTS) REGULATIONS, 2015 FROM INDEPENDENT DIRECTORS

The Company has duly complied with the definition of ''Independence'' in according to the provisions of Section
149(6) of the Companies Act, 2013 read with Schedule IV- Code of Independent Directors to the Companies Act,
2013 and Regulation 16 (1) (b) and Regulation 25 ofthe SEBI (Listing Obligations and Disclosure Requirements)
Regulations 2015 (as amended). All the Independent Director/s, have submitted a declaration that he/she meets
the criteria of independence and submit the declaration regarding the status of holding other directorships and
memberships as provided under law. The Independent Directors have also confirmed that they have complied
with the Company''s code of conduct for Board and Senior Management as per Regulation 26(3) of SEBI (Listing
Obligations & Disclosure Requirements) Regulations, 2015. The Independent Directors affirmed that none of
them were aware of any circumstance or situation which could impair their ability to discharge their duties in an
independent manner

Opinion of the Board with regard to integrity, expertise and experience of the independent directors appointed
during the year:

The Directors are satisfied with the performance of all the independent directors appointed during the year and
are of the opinion that all the independent directors are persons of integrity and possess relevant experience
and expertise.

19. COMMITTEES OF THE BOARD

As on March 31,2026, the Board has following committees as required in accordance with the provisions ofthe
Companies Act, 2013 and SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015:

a. Audit Committee

b. Nomination and Remuneration Committee

c. Stakeholders'' Relationship Committee

d. Independent Directors Committee

The composition of each committee is mentioned below:

As per the provisions of Section 177 of the Companies Act, 2013 and Regulation 18 of the SEBI (Listing
Obligations and Disclosure Reguirements) Regulations, 2015 Audit Committee has been re- constituted by the
Board of Directors in its meeting on 30th October 2025.

The Committee reviews the adeguacy and effectiveness of internal audit function and control systems, and such
other items as may be prescribed by applicable laws or by the Board from time to time. As on date the Audit
Committee comprises of:

The Compliance Officer shall act as Secretary to the Audit Committee.

The policy of the Audit Committee is available on the website of the Company at: www.satkartar.in.
During the Financial year 2025-2026, following meetings ofthe audit committee were held:

THE NOMINATION AND REMUNERATION COMMITTEE:

As per the provisions of Section 178 ofthe Companies Act, 2013 (the "Act") and Regulation 19 ofthe SEBI (Listing
Obligations and Disclosure Reguirements) Regulations, 2015 Nomination and Remuneration Committee has
been re- constituted by the Board of Directors in its meeting on 30th October, 2025.

It shall review, acts on and reports to the Board with respect to various governance, nomination, compensation
and performance evaluation matters. The Committee works with full autonomy and is free of any managerial
interference. As on date the Nomination and Remuneration Committee comprises of:

The Compliance Officer shall act as Secretary to the Nomination and Remuneration Committee.

The policy of the Nomination and Remuneration Committee is available on the website of the Company at:
www.satkartar.in

During the Financial year 2025-2026, the following Nomination and Remuneration Committee meetings were
held:

THE STAKEHOLDER RELATIONSHIP COMMITTEE:

As per the provisions of Section 178 of the Companies Act, 2013 (the "Act") and Regulation 20 of the SEBI (Listing
Obligations and Disclosure Reguirements) Regulations, 2015 Stakeholder Relationship Committee has been
constituted by the Board of Directors in its meeting on 26th June 2024 and reviewed the constitution of the
committee on 30th October, 2025.

This Committee is responsible for redressing the grievances of shareholders, investors or other security holders
including complaints related to transfer or transmission of shares, non-receipt of dividends, annual reports and
such other grievances as may be raised by the security holders from time to time. As on date the Stakeholder
Relationship Committee comprises of:

The Compliance Officer and company secretary will act as Secretary to the Stakeholder Relationship Committee.

The policy of the Stakeholder Relationship Committee is available on the website of the Company at:
www.satkartar.in

During the Financial year 2025-2026, following Stakeholder Relationship Committee were held:

INDEPENDENT DIRECTOR COMMITTTEE

During the financial year under review, the Board of Directors re- constituted an Independent Directors''
Committee on 30th October 2025 comprising only the Independent Directors of the Company. The Committee
has been constituted to review and oversee matters specifically entrusted to it by the Board and applicable
regulatory reguirements, to ensure transparency, fairness, and protection of stakeholders'' interests. The
Committee functions in accordance with its terms of reference as approved by the Board and submits its
recommendations to the Board for its consideration, wherever applicable.

During the Financial year 2025-2026, Independent Directors meeting was held on 24th February, 2026.

20. RISK MANAGEMENT POLICY

The Company has in place a mechanism to identify, assess, monitor and mitigate various risks to key business
objectives. Major risks identified by the businesses and functions are systematically addressed through
mitigating actions on a continuing basis. Major elements of risk/threats for Ayurveda Industry are regulatory
concerns, consumer perceptions and competition. These are discussed at the meetings of the Audit Committee
and the Board of Directors of the Company. The Board of Directors has adopted a risk management policy for the
company outlining the parameters of identification, assessment, monitoring and mitigation of various risks
which is available on the website of the company.

21. PARTICULARS OF CONTRACTS OR ARRANGEMENTS MADE WITH RELATED PARTIES PURSUANT TO
SECTION 188 OF THE COMPANIES ACT 2013

During the year under review, all transactions entered by the Company with Related Parties as defined under the
Act were in the ordinary course of business and on an arm''s length pricing basis. All related party transactions
are presented to the Audit Committee and the Board. Omnibus approval is obtained before the commencement

of the new financial yean for the transactions which are repetitive in nature and also for the transactions which
are not foreseen.

The details of related party transactions as entered into by the Company are disclosed in the standalone financial
statements of the Company.

Further pursuant to the provisions of Section 188 of the Companies Act, 2013, read with rules framed thereunder
the disclosure of particulars of contracts/arrangements with related parties in Form AOC-2 is annexed to this
Report as Annexure - D

In line with the requirements of the applicable laws, the Company has formulated a policy on related party
transactions which is uploaded on the website of the Company at: www.satkartar.in.

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

No order affecting the going concern status and company''s operations in future has been passed by any
regulator or any court or other judicial bodies against the company.

23. INTERNAL FINANCIAL CONTROLS AND THEIR ADEQUACY

The Company has a proper and robust system of internal controls geared towards achieving efficiency of
business operations, safeguarding the Company''s assets and ensuring optimum utilization of resources. Such
controls also ensure accuracy and promptness offinancial reporting and compliance with statutory regulations.

In the opinion of the Statutory Auditors of the Company, as expressed by them in their report, the Company has
adequate internal control systems over financial reporting as at 31st March, 2026.

24. DISCLOSURE UNDER SEXUAL HARASSMENT OF WOMEN AT WORKPLACE (PREVENTION, PROHIBITION
AND REDRESSAL) ACT, 2013

Our Company has always believed in providing a safe and harassment free workplace for every individual working
in the Company premises. Company always endeavors to create and provide an environment that is free from
any discrimination and harassment. For this purpose, the Board of Directors has adopted a policy on "Prevention
of Sexual Harassment" in line with the Prevention of Sexual Harassment of Women at Workplace
(Prevention, Prohibition and Redressal) Act, 2013 and rules thereunder.

Further during the financial year ended March 31, 2026, there is no complaints received pertaining to sexual
harassment and the return for the same filled with the relevant statutory authority.

The Policy for Prevention of Sexual Harassment of the Company is available on the Company''s website at
www.satkartar.in.

25. PREVENTION OF INSIDER TRADING

In compliance with the provisions of the Securities and Exchange Board of India(SEBI) (Prohibition of Insider
Trading) Regulations, 2015, as amended, the Company has formulated and adopted the "Code of Conduct for
prohibition of Insider Trading". The object of the Insider Trading Code is to set framework, rules and procedures
which all concerned should follow, both in letter and spirit, while trading in the securities of the Company. The
Insider Trading Code is available at: https://www.satkartar.in/investors

26. ESTABLISHMENT OF VIGIL MECHANISM/WHISTLE BLOWER POLICY:

Pursuant to the provisions of section 177(9) & (10) of the Companies Act, 2013 read with Rule 7 of the Companies
(Meeting of Board and it powers) Rules, 2014 and the Listing Regulations, the Company has adopted Whistle
Blower Policy/Vigil Mechanism. The Policy provides for a channel to report genuine concerns about unethical
behavior actual or suspected fraud or violation of companies policies. The Whistle Blower Policy of the Company
is available at the following link: https://www.satkartar.in/investors.

The Policy is an extension of the Code of Conduct for Directors & Senior Management Personnel and covers any
unethical and improper actions or malpractices and events which have taken place/suspected to take place.

As per the policy all Protected Disclosures should be addressed to the Vigilance Officer/Company Secretary or to
the Chairman of the Audit Committee in exceptional cases.

27. COMPLIANCE WITH APPLICABLE SECRETARIAL STANDARDS

The Company complies with the applicable Secretarial Standards issued by the Institute of Company Secretaries
oflndia and approved bythe Central Government underSection 118(10) ofthe Companies Act, 2013.

28. PARTICULARS OF LOANS, GUARANTEES, OR INVESTMENTS MADE UNDER SECTION 186 OF THE
COMPANIES ACT, 2013

Loans, guarantees and investments covered under Section 186 ofthe Act have been disclosed in the financial
statements, which forms part of this Integrated Annual Report.

29. FAMILIARISATION PROGRAM FOR INDEPENDENT DIRECTORS

In compliance with the reguirements ofthe Listing Regulations, the Company has put in place a familiarization
programme for the Independent Directors to familiarize them with their roles, rights and responsibilities as
Directors, the working ofthe Company, nature ofthe industry in which the Company operates, business model
etc.

At the time of appointment/re-appointment of Independent Directors, a formal letter of appointment is given to
him/her which, interalia, explains the role, functions, duties and responsibilities expected from him/her as an
Independent Director ofthe Company. The Independent Director is also explained in detail the nature, business
model of the industry and compliances under the Act, the Listing Regulations and other relevant rules &
regulation. Details ofthe familiarization programme for Independent Directors are uploaded on the website of
the company at www.satkartar.in.

30. BOARD EVALUATION

The Companies Act, 2013 and SEBI Listing Regulations contain provisions for the evaluation ofthe performance
of:

i. the Board as a whole;

ii. various committees of the Board;

iii. and the individual directors (including independent directors and the Chairperson).

The Board of Directors carried out an annual evaluation of its own performance, Board Committees, and
individual directors pursuant to the provisions of the Companies Act, 2013, and SEBI Listing Regulations.

The performance of the Board was evaluated based on inputs from the board members, the Board''s
composition, the effectiveness of board processes, information and functioning, areas, and quality ofthe review,
and the establishment and delineation of responsibilities to committees.

The performance of the individual directors was reviewed based on inputs from the board members, including
input on the contribution of the individual directors to the board and committee meetings.

The performance of the Chairman was evaluated based on inputs from the board members regarding his
leadership, stakeholder management, vision, and strategy.

The performance of the committees was evaluated based on inputs received from the committee members,
covering the inputs on the composition of committees, effectiveness of committee meetings, degree of fulfilment
of key responsibilities, committee dynamics, and quality ofthe relationship ofthe committee with the board and
the management.

Pursuant to the reguirements of Schedule IV to the Companies Act, 2013, and the SEBI Listing Regulations, a
meeting ofthe Independent Directors ofthe Company was held on 24th February, 2026, without the presence of
non-independent directors and members ofthe management. At this meeting, the Independent Directors, inter
alia, reviewed the performance ofthe Non- Independent Directors, the Board as a whole, and the Chairman of
the Company, taking into consideration the views of both Executive and Non-Executive Directors.

31. COMPLIANCE WITH MATERNITY BENEFIT ACT, 1961

The Company has complied with the provisions of the Maternity Benefit Act, 1961, including all applicable
amendments and rules framed thereunder. The Company is committed to ensuring a safe, inclusive, and
supportive workplace for women employees. All eligible women employees are provided with maternity benefits
as prescribed under the Maternity Benefit Act, 1961, including paid maternity leave, nursing breaks, and
protection from dismissal during maternity leave.

The Company also ensures that no discrimination is made in recruitment or service conditions on the grounds of
maternity. Necessary internal systems and HR policies are in place to uphold the spirit and letter of the
legislation.

32. DOWNSTREAM INVESTMENT

During the financial year under review, the Company has not made any downstream investment as defined
under the Foreign Exchange Management Rules, 2019.(FEMA) Accordingly, the provisions relating to
downstream investment and associated compliance reguirements are not applicable to the Company for the
reporting period.

33. REPORTING OF FRAUD

During the year under review, the Statutory Auditor in their report have not reported any instances of frauds
committed in the Company by its Officers or Employees under section 143(12) ofthe Companies Act, 2013.

34. THE DETAILS OF APPLICATION MADE OR ANY PROCEEDING PENDING UNDER THE INSOLVENCY AND
BANKRUPTCY CODE, 2016 DURING THE YEAR ALONG WITH THEIR STATUS AS AT THE END OF THE
FINANCIAL YEAR

During the FY 2025-2026, no proceeding has been initiated under Insolvency and Bankruptcy Code for default in
payment of debt. Further, the Company has also not initiated any proceedings against the defaulting entities.
However, it had lodged its claim with the resolution professional/liguidator appointed for defaulting listed
companies.

35. DETAILS OF DIFFERENCE BETWEEN THE AMOUNT OF THE VALUATION DONE AT THE TIME OF ONE TIME
SETTLEMENT AND THE VALUATION DONE WHILE TAKING LOAN FROM THE BANK OR FINANCIAL
INSTITUTIONS ALONG WITH THE REASONS THEREF

During the period under review, there has been no one time settlement accordingly no valuation were done for
this purpose.

36. PARTICULAR OF EMPLOYEES

The information reguired pursuant to Section 197 read with Rule 5 of the Companies (Appointment and
Remuneration of Managerial Personnel) Amendment Rules, 2016 in respect of employees ofthe Company, is
enclosed as Annexure -E and forms part of this Report.

Further, as per the provisions specified in Chapter XIII of Companies (Appointment & Remuneration of
Managerial Personnel) Amendment Rules, 2016 no employees of the Company was in receipt of remuneration
exceeding Rs. 1,02,00,000/- per annum, if employed for whole ofthe year or Rs. 8,50,000/- per month if employed
for part of the year

37. CORPORATE SOCIAL RESPONSIBILITY

The Company comes under the criteria as mentioned in section 135 of the Companies Act, 2013 i.e., Corporate
Social Responsibility and accordingly the amount has been spent on CSR activities in the financial year 2025-2026
to comply with the reguirements of necessary social expenditure. The CSR Report is annexed as Annexure---F

The Company is not reguired to constitute a Corporate Social Responsibility Committee since the amount
reguired to be spent by the company on CSR activities for the financial year 2025-2026 does not exceed
Rs.50,00,000/- (Rupees Fifty lakhs).

The Board of Director of your Company has formulated and adopted a policy on CSR which can be accessed at
www.satkartar.in.

The CSR Policy of your Company outlines the Company''s philosophy for undertaking socially useful programs for
welfare and sustainable development of the community at large as part of its CSR Obligation.

38. DETAILS OF CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION, FOREIGN EXCHANGE EARNINGS
AND OUTGO

The details of conservation of energy, technology absorption, foreign exchange earnings and outgo are as
follows:

(A) CONSERVATION OF ENERGY:

Though energy does not form a significant portion of the cost of the company yet wherever possible and feasible,
continuous efforts are being put for conservation of energy and minimize power cost.

(B) TECHNOLOGY ABSORPTION:

The company does not have a separate in house research and development center and is relying on the outside
agencies for technology absorption, adoption and innovation.

(C) FOREIGN EXCHANGE EARNINGSAND OUTGO:

The Foreign Exchange outgo during the year in terms ofactual outflows: INR 10,37,53,577.35/-

39. DIRECTORS'' RESPONSIBILITY STATEMENT

The Directors'' Responsibility Statement referred to in clause (c) of sub-section (3) of Section 134 of the
Companies Act, 2013, shall state that—

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

b. The directors had 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 theend of the financial year and of the profit and loss of the company for that period;

c. The directors had taken proper and sufficient care for the maintenance of adeguate accounting records in
accordance with the provisions ofthe Companies Act, 2013 for safeguarding the assets ofthe company and
for preventing and detecting fraud and other irregularities;

d. The directors had prepared the annual accounts on a going concern basis; and

e. That they had laid down internal financial controls to be followed by the company and that such internal
financial controls are adeguate and were operating effectively;and

f. The directors had devised proper systems to ensure compliance with the provisions of all applicable laws and
that such systems were adeguate and operating effectively.

40.SEBI COMPLAINTS REDRESS SYSTEM (SCORES)

The investor complaints are processed in a centralized web-based complaints redressal system. The salient
features of this system are the centralized database of all complaints, online upload of Action Taken Reports
(ATRs) by the concerned companies and online viewing by investors of actions taken on the complaint and its
status. The Company has been registered on SCORES and makes every effort to resolve all investor complaints
received through SCORES or otherwise within the statutory time limit from the receipt of the complaint. The
Company has not received any complaints on the SCORES during the financial year 2025-2026.

41. APPRECIATION

Your Directors take this opportunity to express their sincere gratitude to the Company''s customers,
shareholders, suppliers, bankers, business partners, associates, stock exchanges, Registrar and Share Transfer
Agent (RTA), Central Depository Services (India) Limited (CDSL), National Securities Depository Limited (NSDL),
regulatory authorities, and the Central and State Governments for their continued support, guidance, and
encouragement extended to the Company.

The Board also places on record its deep appreciation for the dedication, commitment, and valuable
contributions of all employees at every level. The Company''s consistent growth and achievements have been
made possible through their hard work, professionalism, teamwork, and unwavering support. The Directors look
forward to their continued commitment in achieving the Company''s future goals and creating sustained value for
all stakeholders.

For and on Behalf of For and on Behalf of

Sat Kartar Life Limited Sat Kartar Life Limited

(Formerly known as Sat Kartar (Formerly known as Sat Kartar

Shopping Limited) Shopping Limited)

Sd/- Sd/-

Ved Prakash Sanjay Kumar

Managing Director Director

DIN:08591808 DIN: 08218434

Address: F-223 3rd Floor, Rishi Nagar Address: S/O Ram Lal, C 1/10 Ground

Rani Bagh, North West Delhi, Floor Bhagwati Garden Extention,

Saraswati Vihar, Delhi -110034 Near Dwarka Mor, Uttam Nagar, Mohan

Garden,West Delhi, Delhi - 110059

Place:-New Delhi
Date:- 31.07.2026

The Board of Directors ("Board”) of the Company have pleasure in presenting the 13^th Annual Report of Sat Kartar
Shopping Limited ("the Company”) together with the Audited Financial Statement for the financial year ended March
31, 2025.

1. Financial summary or highlights/Performance of the Company (Standalone)

The Board''s Report has been prepared based on the stand-alone financial statements of the company.

1. Operational Review:

¦ During the year, the net revenue from operations of your Company has increased tremendously from INR
12,810.96 (In Lakhs) in financial year 2023-2024 to INR 16,368.36 (In Lakhs) in the year 2024-2025.

¦ The Company''s profit after tax stood at INR. 630.55 (In Lakhs) vis-a-vis INR. 981.50 (In Lakhs) in the previous
year.

The Board is continuously working for the better performance of the Company in the years to come.

2. Dividend

During the year, the Board recommended and company paid final Dividend at ^0.175 per equity share of face
value ^ 10/- each. in accordance with the provisions of the Companies Act, 2013 and LODR (Regulations), 2015.

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).

3. Reserves

An amount of vis INR. 981.50 (In Lakhs) has been transferred to reserves.

a. Change in the nature of business, if any

During the year on 09^th April,2024 company passed Special Resolution for alteration of Memorandum of
Association of Company focuses on single line of business i.e. marketing & selling of Ayurveda products online
through any website, electronic media, social media, print media, online store and physical shop, showroom,
factory outlets on B2B and B2C methods & any other mode wherein earlier the company was into business of
Ayurveda products and spiritual offerings.

b. Material changes and commitments, if any, affecting the financial position of the company which have
occurred between the end of the financial year of the company to which the financial statements relate
and the date of the report.

There has been no material changes and commitments affecting the financial position of the company have
occurred between the end of financial year of the company to which the financial statements relate and the
date of report.

c. Listing of shares by way of Initial Public Offer (IPO) on NSE Emerge Platform

The shares of the Company were listed on the Small and Medium Enterprises (SME) Platform of the National
Stock Exchange of India Limited (NSE Emerge) on 17th January, 2025.

4. Share Capital
Authorised Share Capital:

The Authorised Share Capital of the Company is Rs. 18,00,00,000/- (Rupees Eighteen Crore Only) divided into
1,80,00,000 (One Crore Eighty Lacs) equity shares of Rs. 10/- each.

Issued, Subscribed and Paid up share capital:

On 16th May 2024, the Company has allotted 93,019 equity shares by way of private placement. As a result,
the paid up share capital of the Company has increased to Rs. 2,89,30,190 (Two Crore Eight Nine Lacs Thirty
Thousand One Hundred Ninety) divided into 2893019 (Twenty Eight Lakh Ninety Three Thousand Nineteen)
equity shares of Rs. 10/- each.

On 20^th June, 2024 the Company has also allotted 86,79,057/- Bonus shares of Rs. 10/- each in the ration of
03:01. As a result of which the paid up share capital of the Company stood increased to Rs. 11,57,20,760/- (Eleven
Crores Fifty Seven Lakh Twenty Thousand Seven Hundred Sixty) divided into 1,15,72,076 (One Crore Fifteen
Lakh Seventy Two Thousand Seventy Six) equity shares of Rs. 10/- each.

On 15^th January, 2025 the Company came out with an Initial Public Offer (IPO) of 41,72,800 equity shares having
face value of Rs. 10/- after which the total paid up equity capital of the Company stood at Rs. 15,74,48,760/-(Fifteen
Crores Seventy Four Lakh Forty Eight Thousand Seven Hundred Sixty) comprising 1,57,44,876 (One Crore Fifty
Seven Lakh Forty Four Thousand Eight Hundred Seventy Six) equity shares of Rs. 10/- each.

5. Details of Dematerialization of Equity Shares

All the equity shares of the Company are held in the dematerialized form. The ISIN allocated to the Company is
INE0NB801022. To provide service to the Shareholders, the Company has appointed Skyline Financial Services
Private Limited having office at D-153A, 1st Floor, Okhla Industrial Area, Phase-I, New Delhi -110020 as Registrar
and Share Transfer Agent (RTA) of the Company.

6. Details of significant and material orders passed by the regulators or courts or tribunals impacting
the going concern status and company''s operations in future.

No order affecting the going concern status and company''s operations in future has been passed by any
regulator or any court or other judicial bodies against the company.

7. Details in respect of adequacy of internal financial controls with reference to the Financial
Statements.

The company has an internal control system, commensurate with the size, scale and complexity of its operations
to ensure proper recording of financials and monitoring of operational effectiveness and compliance of various
regulatory and statutory requirements.

8. Internal Auditor

The Company has appointed Mr. Ankush Molpariya as the internal auditor of the Company under section 138
of the Companies Act, 2013 read with Rule 13 of the Companies (Accounts) Rules, 2014. The internal auditor of
the company checks and verifies the internal control and monitors them in accordance with policy adopted
by the company from time to time.

9. Details of Subsidiary/Joint Ventures/Associate Companies

As on March 31, 2025, Company doesn''t have any Subsidiary & Joint Venture and Associate Companies at the
end of the financial year.

10. Deposits

The deposit accepted by the company during the financial year are exempted deposits. Hence the provisions

of Section 73 and section 76 of the Companies Act 2013 and the Companies (acceptance of Deposit) Rule 2014
are considered as not applicable.

11. Extract of Annual Return

As per the amendment in Rule 12 of Companies (Management and Administration) Rules, 2014, a company
shall not be required to attach the extract of annual return with the Board''s Report in Form No. MGT-9, in case
the web link of such annual return has been disclosed in the Board''s report in accordance with sub-section (3)
of section 92 of the Companies Act, 2013. The Annual return will be placed on the website of the company at
the following link: https://www.satkartar.in/investors

12. Corporate Governance

The Company got listed on NSE Emerge platform on 17^th January 2025. As the shares are listed on SME Platform
of NSE, by virtue of Regulation 15 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015,
the compliance with the corporate governance provisions as specified in regulations 17 to 27 and clause (b) to
(i) of sub-regulation (2) of regulation 46 and Para C, D and E of schedule V are not applicable to the Company.
Hence, the Corporate Governance Report does not form part of this Board''s Report.

13. Auditor and Auditors'' Report

As per the provisions of Section 139 & 142 of the Act read with the Companies (Audit and Auditors) Rules,
2014, the members of the Company had appointed M/s Nidhi Bansal & Co., Chartered Accountants (Firm
Registration No. 022073N) as the Statutory Auditors to hold office till the conclusion of the Annual General
Meeting of the Company to be held in the year 2026.

There are no qualifications, reservations or adverse remarks made by the M/s Nidhi Bansal & Co., Auditors of
Company in their Audit Report for the year under review.

14. Secretarial Auditor and their Report

The Company has appointed Rawal & Co having office at B- Wing, 6^th Floor, GCS Tower, Near Delhi Jaipur
Expressway, Sector -30 Gurgaon - 122001 a firm of Practicing Company Secretaries as the secretarial auditor
of the Company under the provisions of Section 204 of the Companies Act, 2013 read with the Companies
(Appointment and Remuneration of Managerial Personnel) Rules, 2014.

There are no qualifications, reservations or adverse remarks made by Secretarial Auditor of Company in their
Audit Report for the year under review which is attached as Annexure- I to this report.

15. Directors & Key Managerial Personnel

During the period under review, the Board of Directors of the Company duly constituted as per provisions of
Companies Act, 2013.

Composition of Board of Directors:

The Board of Directors of Sat Kartar Shopping Limited is an optimum combination of Executive, Non-Executive
Directors and Independent Directors. As on 31st March, 2025, The Board of company consists of Eight (8)
Directors and Two KMP''S. The composition and category of Directors and KMP''s are as follows:

Directors

The following changes have been made to the Board of Directors and Key Managerial personnel of the
Cnmnanv durinn the financial year 7074-7075:

16. Number of meetings of the Board of Directors held during the financial year 2024-2025

The boards of directors have met 30 times during the year. The intervening gap between the two
consecutive meetings was as prescribed under the provisions of the Companies Act 2013 and LODR
(Regulations), 2015

The necessary quorum was maintained in all the said meetings and proceedings during the meetings have
been duly recorded in minutes'' book maintained for the purpose.

17. Number of meetings of the Shareholder(s) held during the financial year 2024-2025

18. Declaration under Section 149(6) of the Companies Act, 2013 and SEBI (Listing Obligations and
Disclosure Requirements) Regulations, 2015 from Independent Directors

The Company has duly complied with the definition of ‘Independence'' in according to the provisions of
Section 149(6) of the Companies Act, 2013 read with Schedule IV- Code of Independent Directors to the
Companies Act, 2013 and Regulation 16 (1) (b) and Regulation 25 of the SEBI (Listing Obligations and Disclosure
Requirements) Regulations 2015 (as amended). All the Independent Director/s, have submitted a declaration
that he/she meets the criteria of independence and submit the declaration regarding the status of holding
other directorships and memberships as provided under law. The Independent Directors have also confirmed
that they have complied with the Company''s code of conduct for Board and Senior Management as per
Regulation 26(3) of SEBI (Listing Obligations & Disclosure Requirements) Regulations, 2015. The Independent
Directors affirmed that none of them were aware of any circumstance or situation which could impair their
ability to discharge their duties in an independent manner.

Opinion of the Board with regard to integrity, expertise and experience of the independent directors
appointed during the year:

The Directors are satisfied with the performance of all the independent directors appointed during the
year and are of the opinion that all the independent directors are persons of integrity and possess relevant
experience and expertise.

19. Committees of the Board

As on March 31, 2025, the Board has constituted the following committees as required in accordance with
the provisions of the Companies Act, 2013 and SEBI (Listing Obligations and Disclosure Requirements)
Regulations, 2015:

a. Audit Committee

b. Nomination and Remuneration Committee

c. Stakeholders'' Relationship Committee

The composition of each committee is mentioned below:

Audit Committee:

As per the provisions of Section 177 of the Companies Act, 2013 and Regulation 18 of the SEBI (Listing
Obligations and Disclosure Requirements) Regulations, 2015 Audit Committee has been constituted by the
Board of Directors in its meeting on 26th June 2024.

The Committee reviews the adequacy and effectiveness of internal audit function and control systems, and
such other items as may be prescribed by applicable laws or by the Board from time to time. As on date the
Audit Committee comprises of:

The Compliance Officer shall act as Secretary to the Audit Committee.

The policy of the Audit Committee is available on the website of the Company at: https://www.satkartar.in/
investors

During the Financial year 2024-2025, three meetings of the Audit Committee were held on 14^th September
2024 & 3^rd January 2025 and 10^th February, 2025.

The Nomination and Remuneration Committee:

As per the provisions of Section 178 of the Companies Act, 2013 (the "Act”) and Regulation 19 of the SEBI (Listing
Obligations and Disclosure Requirements) Regulations, 2015 Nomination and Remuneration Committee has
been constituted by the Board of Directors in its meeting on 26th June 2024.

It shall review, acts on and reports to the Board with respect to various governance, nomination, compensation
and performance evaluation matters. The Committee works with full autonomy and is free of any managerial
interference. As on date the Nomination and Remuneration Committee comprises of:

The Compliance Officer shall act as Secretary to the Nomination and Remuneration Committee.

The policy of the Nomination and Remuneration Committee is available on the website of the Company at:
https://www.satkartar.in/investors

During the Financial year 2024-2025, one meeting of the Nomination and Remuneration Committee was held
on 1^st August 2024.

The Stakeholder Relationship Committee:

As per the provisions of Section 178 of the Companies Act, 2013 (the "Act”) and Regulation 20 of the SEBI
(Listing Obligations and Disclosure Requirements) Regulations, 2015 Stakeholder Relationship Committee
has been constituted by the Board of Directors in its meeting on 26th June 2024.

This Committee is responsible for redressing the grievances of shareholders, investors or other security
holders including complaints related to transfer or transmission of shares, non-receipt of dividends, annual
reports and such other grievances as may be raised by the security holders from time to time. As on date the
Stakeholder Relationship Committee comprises of:

The Compliance Officer and company secretary will act as Secretary to the Stakeholder Relationship
Committee.

The policy of the Stakeholder Relationship Committee is available on the website of the Company at: https://
www.satkartar.in/investors

During the Financial year 2024-2025, two meetings of the Stakeholder Relationship Committee were held on
3^rd July 2024 & 4^th March 2025.

20. Particulars of contracts or arrangements made with related parties pursuant to section 188 of the
Companies Act 2013

The details of the contracts or arrangements made with related parties as defined under section 188 of the
Companies Act 2013 during the financial year are detailed under "Annexure -II”

21. Disclosure under sexual harassment of women at workplace (Prevention, Prohibition and Redressal)
Act, 2013

Our Company has always believed in providing a safe and harassment free workplace for every individual
working in the Company premises. Company always endeavors to create and provide an environment that is
free from any discrimination and harassment. For this purpose, the Board of Directors has adopted a policy on
"Prevention of Sexual Harassment” in line with the Prevention of Sexual Harassment of Women at Workplace
(Prevention, Prohibition and Redressal) Act, 2013 and rules thereunder.

Further, during the financial year ended March 31, 2025, there is no complaints received pertaining to sexual
harassment.

22. 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 "Code of Conduct for
prohibition of Insider Trading”. The object of the Insider Trading Code is to set framework, rules and procedures
which all concerned should follow, both in letter and spirit, while trading in the securities of the Company. The
Insider Trading Code is available at: https: //www.satkartar.in/investors

23. Establishment of Vigil Mechanism/Whistle Blower Policy:

Pursuant to the provisions of section 177(9) of the Companies Act, 2013 read with Rule 7 of the Companies
(Meeting of Board and it powers) Rules, 2014 and the Listing Regulations, the Company has adopted Whistle
Blower Policy/Vigil Mechanism. The Policy provides for a channel to report genuine concerns about unethical
behaviour, actual or suspected fraud or violation of companies policies. The Whistle Blower Policy of the
Company is available at the following link: https://www.satkartar.in/investors

24. Compliance with Applicable Secretarial standards

The Company has devised proper systems to ensure compliance with the provisions of all applicable Secretarial
Standards issued by the Institute of Company Secretaries of India and that such systems are adequate and
operating effectively.

25. Maintenance of Cost Records

Maintenance of cost records and the requirement of Cost Audit as prescribed under the provisions of Section
148(1) of the Act, are not applicable for the business activities carried out by the Company.

26. Particulars of loans, guarantees, or Investments made under Section 186 of the Companies Act, 2013

The Loans, Guarantees and Investment made during the financial year was in accordance with the provisions
of the Companies Act, 2013 and rules made thereunder and the same has been discussed in the audited
financials enclosed.

27. Unsecured loan from Directors

During the financial Year 2024-2025, no unsecured loan were received from the directors of the Company.

28. Familiarisation Program For Independent Directors

Regular interactions are held between statutory and internal auditors and independent directors. Monthly /
quarterly updates on relevant statutory, regulatory changes are circulated to the Directors.

The Directors were also informed of key developments in the Company. Learning and development sessions
for Independent Directors are conducted, as may be required on relevant business topics. The internal
newsletters of the Company, the press releases, news in media about the Company are circulated to all the
Directors so that they are updated about the operations of the Company. Certain programmes / activities are
merged with the Board/Committee meetings to suit the convenience of Directors.

29. Board Evaluation

Pursuant to the provisions of the Companies Act, 2013 and applicable SEBI (Listing Obligations and
Disclosure Requirements) Regulations, the Board of Directors has carried out an annual evaluation of its own
performance, the performance of its Committees, and of individual Directors. The evaluation process was
conducted through a structured questionnaire covering various aspects such as board composition, diversity,
strategy, risk management, and the effectiveness of meetings. Feedback was also sought from the Directors
for the improvement of the overall functioning of the Board. The outcome of the evaluation reflected the
overall engagement and effectiveness of the Board and its Committees in discharging their responsibilities.

30. Compliance with Maternity benefit Act, 1961

The Company affirms that it has duly complied with all provisions of the Maternity Benefit Act, 1961, and has
extended all statutory benefits to eligible women employees during the year.

31. Downstream Investment

During the financial year under review, the Company has not made any downstream investment as defined
under the Foreign Exchange Management Rules, 2019.(FEMA) Accordingly, the provisions relating to
downstream investment and associated compliance requirements are not applicable to the Company for the
reporting period.

32. Reporting of Fraud

During the year under review, the Statutory Auditor in their report have not reported any instances of frauds
committed in the Company by its Officers or Employees under section 143(12) of the Companies Act, 2013.

33. The details of application made or any proceeding pending under the insolvency and bankruptcy
code, 2016 during the year along with their status as at the end of the financial year

During the FY 2024-25, no proceeding has been initiated under Insolvency and Bankruptcy Code for default in
payment of debt. Further, the Company has also not initiated any proceedings against the defaulting entities.
However, it had lodged its claim with the resolution professional/liquidator appointed for defaulting listed
companies.

34. Details of difference between the amount of the valuation done at the time of one time settlement
and the valuation done while taking loan from the bank or financial institutions along with the
reasons thereof

During the period under review,, there has been no one time settlement accordingly no valuation were
done for this purpose.

35. Particular of Employees

The information required pursuant to Section 197 read with Rule 5 of the Companies (Appointment and
Remuneration of Managerial Personnel) Amendment Rules, 2016 in respect of employees of the Company, is
enclosed as Annexure III and forms part of this Report.

Further, as per the provisions specified in Chapter XIII of Companies (Appointment & Remuneration
of Managerial Personnel) Amendment Rules, 2016 one of employees of the Company was in receipt of
remuneration exceeding Rs. 1,02,00,000/- per annum, if employed for whole of the year or Rs. 8,50,000/- per
month if employed for part of the year.

36. Corporate Social Responsibility

The Board approved a policy for Corporate Social Responsibility (CSR) in its meeting held on 26^th June, 2024.

The CSR policy of the Company is available at: https://www.satkartar.in/investors

The Company is not required to constitute a Corporate Social Responsibility Committee since the amount
required to be spent by the company on CSR activities for the financial year 2024-2025 does not exceed
Rs.50,00,000/- (Rupees Fifty lakhs).

The provision of CSR is applicable to the Company for the financial year 2024-2025 as the Company has
satisfied the criteria of Net profit to comply the CSR provisions under the Companies Act 2013 as on 31st
March 2024. Further, the information pursuant to Section 134(3)(O) of the Companies Act, 2013 and Rule 9 of
the Companies (Corporate Social Responsibility) Rules, 2014 are given in Annexure - IV outlining the main
initiatives during the year under review.

The projects that will be undertaken will be within the broad framework of Schedule VII of the Companies
Act, 2013.

37. Management Discussion and Analysis

The Management Discussion and Analysis as required in terms of the Listing Regulations is annexed to the
report as Annexure V and is incorporated herein by reference and forms an integral part of this report.

38. Details of conservation of energy, technology absorption, foreign exchange earnings and outgo

The details of conservation of energy, technology absorption, foreign exchange earnings and outgo are as
follows:

A. Conservation of energy:

Though energy does not form a significant portion of the cost of the company yet wherever possible and
feasible, continuous efforts are being put for conservation of energy and minimize power cost.

B. Technology absorption:

The company does not have a separate in house research and development center and is relying on the
outside agencies for technology absorption, adoption and innovation.

C. Foreign exchange earnings and Outgo:

During the year, the Company made foreign currency payments amounting to USD 557,158.28 (equivalent to
5,09,70,672.70) and AED 301.99 (equivalent to 7,169.86). These payments were made in the ordinary course of
business.

39. Directors'' Responsibility Statement

The Directors'' Responsibility Statement referred to in clause (c) of sub-section (3) of Section 134 of the
Companies Act, 2013, shall state that—

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

b. The directors had 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 and loss of the company for that period;

c. The directors had taken proper and sufficient care for the maintenance of adequate accounting records
in accordance with the provisions of this Act for safeguarding the assets of the company and for
preventing and detecting fraud and other irregularities;

d. The directors had prepared the annual accounts on a going concern basis; and

e. 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.

40. SEBI Complaints Redress System (SCORES)

The investor complaints are processed in a centralized web-based complaints redressal system. The salient

features of this system are the centralized database of all complaints, online upload of Action Taken Reports
(ATRs) by the concerned companies and online viewing by investors of actions taken on the complaint and its
status. The Company has been registered on SCORES and makes every effort to resolve all investor complaints
received through SCORES or otherwise within the statutory time limit from the receipt of the complaint. The
Company has received complaints on the SCORES during the financial year 2024-2025 which were successfully
resolved by the Company.

41. Acknowledgements

The Directors take this opportunity to place on record their sincere appreciation for the support received
during the year from the investors through their overwhelming response to the Company''s initial public
offering and the employees who put in significant efforts to ensure the success of the Company. The Directors
also take this opportunity to acknowledge the support received from all our external supporters such as the
Central and State government authorities, the National Stock Exchange of India Limited, Banks and financial
institutions, depositories, analysts, advisors, suppliers and other business partners for their support during the
year.

Sd/-

For and on behalf of the Company V^{ed Prakash}

Managing Director

For Sat Kartar Shopping Limited Din 08591808

Address: F -223, 3rd Floor,
Rishi Nagar, Rani Bagh,
North West Delhi, Saraswati Vihar

Place:-New Delhi

Delhi -110034

Date:- 04.08.2025

Sd/-

Sanjay Kumar

Director
DIN: 08218434
Address: S/O Ram Lal, C 1/10 Ground Floor
Bhagwati Garden Extention,
Near Dwarka Mor, Uttam Nagar,
Mohan Garden, West Delhi, Delhi -110059