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Pradhin Ltd			Industry : Trading


BSE Code:	530095	NSE Symbol:	Not Listed	P/E(TTM):	34.52

ISIN Demat:	INE656B01019	Div & Yield %:	0	EPS(TTM):	0.82

Book Value(Rs):	24.3644355	Market Cap ( Cr.):	65.08	Face Value(Rs):	10

Change Company

To the Members,

Your Directors are pleased to present the 42^nd Annual Report of the Company along with Audited Financial Statements for the financial year ended 31^st March, 2024.

Financial Results

The Company's financial performance, for the year ended March 31, 2024 is summarized below:

Particulars	Year ended on March 31, 2024 (Rs.in Lakhs)	Year ended on March 31, 2023 (Rs.in Lakhs)
Gross Income	460.62	1,706.41
Other Income	83.28	12.47
Total Income	543.90	1,718.88
Total Expenses	477.52	1,730.39
Profit before Exceptional and Extra Ordinary items and Taxation	66.38	(11.51)
Less: Exceptional items	-	-
Profit before Extra -Ordinary items and Taxation	66.38	(11.51)
Less: Extra -Ordinary items	-	-
Profit before Taxation	66.38	(11.51)
Less: Provision for Tax -	11.7	(1.32)
Current Tax Current tax		-
pertaining to earlier years		-
Less: MAT Credit Entitlement
Add: Provision for Tax - Deferred Tax (Net)	0.34	0.04
Profit for the year	54.34	(10.24)

Dividend

Considering the capital requirement for ongoing business expansion during the year 2023-24, the Board of Directors do not recommend any dividend on the Equity shares.

Company's Performance (Rs.in Thousands)

During the year under review, your company has achieved Revenue from Operation of Rs. 460.62 as against Rs. 1706.41 which recorded a decline of (26.99%). Other Income during FY 2023-24 was Rs. 83.28 as against Rs. 12.47 which recorded a increase of (14.97%). The Company recorded Profit before Tax of Rs. 66.38 as against Rs. (11.51) which recorded a increase of(576.71%).

Reserves

The Company has a Closing Balance of Rs. 297.90 (Rupees Two Hundred Ninety Seven and Ninety Only) (Rs.in Lakhs) as

Reserves and Surplus as on 31/03/2024.

Change in the Nature of Business

Currently, Company is engaged in the business of Agro based products. During FY 2023-24, there was no material changes in Business.

Annual Return

A copy of the annual return as provided under sub-section (3) of section 92 of the Companies Act, 2013 ('the Act'), in the prescribed form, which will be filed with Registrar of Companies/MCA, for the year ended as on 31st March, 2024 is hosted on the website of company and can be accessed at www.krettosysconltd.com Board Meetings conducted during the year under review

During the Financial year 2023-24, 7 (Seven) Board Meetings were convened and held. The intervening gap between the Meetings was within the period prescribed under the Companies Act, 2013. Meetings were conducted on 30^th May, 2023, 11^th August, 2023, 07^th September, 2023, 06^th November, 2023, 11^th December, 2023, 29^th January, 2024 and 12^th February,

2024.

Operations & Management Discussion and Analysis

The current year's operations are covered in the Management Discussion and Analysis Report. This Report, as stipulated under Schedule V to the SEBI (Listing Obligations & Disclosure Requirements) Regulations, 2015, is presented in a separate section forming part of this annual report.

Annual General Meeting

The 42^nd Annual General Meeting (AGM) of the Company will be held on 26^th September 2024.

Vigil Mechanism / Whistle Blower Policy

Directors' Responsibility Statement

Pursuant to section 134(5) of the Companies Act, 2013, Your Directors state that:

a) In the preparation of the annual accounts for the year ended March 31, 2024, the applicable accounting standards had been followed and there are no material departures from the same,

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 as at March 31, 2024 and of the profit of the Company for the year ended on that date,

c) The Directors had 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,

d) The Directors had prepared the annual accounts on a going concern basis,

e) The directors had laid down internal financial controls to be followed by the Company and that such internal financial controls are adequate and were operating effectively and

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

Directors and Key Managerial Personnel

Name of Director	DIN	Designation
1 JAY MANSUKHBHAI SAPARIYA	10683245	Additional Executive Director(Managing Director)
2 JAY RAJESHBHAI PATEL	10623714	Additional Executive Director
3 MOHITKUMAR SHAILESHKUMAR PATEL	10644334	Additional Executive Director
4 NILESH BIDE	06366702	Independent Non-Executive Director
5 ABHIJEET RAMESH DHANEGAONKAR	08395353	Independent Non-Executive Director
6 HARIPRIT NITIN THORAVE	10359981	Executive Director
7 TEJESH VILAS PATIL	09528338	Independent Non-Executive Director
8 JITENDRA PARMAR	09699769	Additional Independent Non-Executive Director

Declaration by Independent Directors

The following persons are on the board of the Company as on year end as an independent director in terms of Section 149(6) of the Companies Act 2013:

1. Mr. NILESH BIDE

2. Mr. ABHIJEET RAMESH DHANEGAONKAR

The Company has received requisite declarations/ confirmations from all the above Directors confirming their independence. The details of Programme for familiarization of Independent Directors with the Company, nature of the industry in which the Company operates and related matters are uploaded on the website of the Company.

Policy on Appointment and Remuneration for Directors, Key Managerial Personnel and Senior Management Employees

The NRC of the Board has devised a policy for selection, appointment and remuneration of Directors, Key Managerial Personnel and Senior Management Employees. The Committee has formulated the criteria for determining the qualifications, positive attributes and independence of Directors, which has been put up on the Company's website www.pradhin.com.

Annual Evaluation by the Board

Pursuant to the provisions of the Companies Act, 2013 and the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, the Board has carried out an annual evaluation of its own performance, the individual Directors (including the Chairman) as well as an evaluation of the Board Committees. The Nomination and Remuneration Committee (NRC) of the Company approved a checklist for evaluation of the performance of the Board, the Committees of the Board and the Individual Directors, including the Chairman of the Board.

The Board adopted the checklist for performance evaluation as approved by NRC. The performance of the Board and Committee was evaluated on the basis of the criteria approved. The Board and the NRC reviewed the performance of the individual Directors. In addition, the Chairman was also evaluated on the key aspects of his role.

In a separate meeting of Independent Directors, performance of Non-Independent Directors, performance of the Board as a whole and performance of the Chairman was evaluated. The same was discussed in the Board meeting that followed the meeting of the Independent Directors, at which the performance of the Board, its committees and the individual Directorswas discussed.

The Board of Directors expressed their satisfaction with the evaluation process.

Particulars of Contracts or Arrangements made with Related Parties

The Company presents all related party transactions before the Board specifying the nature, value, and terms and conditions of the transaction. Transactions with related parties are conducted in a transparent manner with the interest of the Company and Stakeholders as utmost priority.

Particulars of Contracts entered into with Related Parties referred to in Section 188(1) of the Companies Act, 2013, in prescribed Form AOC-2 is attached as an 'Annexure A' to this Report.

Financial Statements - Application of the Companies (Indian Accounting Standards) Rules, 2015

The audited financial statements of the Company drawn up on standalone basis, for the financial year ended March 31, 2024, are in accordance with the requirements of the Companies (Indian Accounting Standards) Rules, 2015 ("Ind AS Rules"). Auditor and Auditor's Report Statutory Auditors

M/s. S PARTH & CO., Chartered Accountant, having [FRN: 154463W]., Chartered Accountants, (Firm Registration No. 101708W) who have confirmed their eligibility to be appointed as Statutory Auditors of the Company in terms of Section 141 of the Act and applicable rules, be and is hereby appointed as the Statutory Auditors of the Company to fill the casual vacancy caused by the resignation of M/s. R. K Chapawat & Co, Chartered Accountants (Firm Registration No. 101708W) and M/s. S PARTH & CO., Chartered Accountant shall hold office till the conclusion of the ensuing Annual General Meeting to be held in the year 2024. Subject to ratification of their appointment by Members at every AGM, if so required under the Act. The requirement to place the matter relating to appointment of auditors for ratification by Members at every AGM has been done away by the Companies (Amendment) Act, 2017 with effect from May 7, 2018. Accordingly, no resolution is being proposed for ratification of appointment of statutory auditors at the ensuing AGM and a note in respect of same has been included in the Notice for this AGM.

Cost Auditors

Provision of Cost Audit is not applicable on your Company. Accordingly, your Company is not required to conduct the cost audit for the Financial Year ended March 31, 2024.

The Maintenance of Cost Records u/s 148(1) of the Companies Act, 2013 is not applicable to your Company

Secretarial Auditors

Pursuant to the provisions of Section 204 of the Companies Act, 2013 and The Companies (Appointment and Remunerationof Managerial Personnel) Rules, 2014, the Company has appointed M/s. H Togadiya & Associates., Practicing Company Secretaries, (CP No. 18233, ACS: 11822), to undertake the secretarial audit of the company for the financial year ended 31^st March 2024 (Financial Year 2023-2024). The Secretarial Audit Report is annexed herewith as 'Annexure B' Comment on Auditor's Report

The Auditors Report is annexed with the Annual Report of the Company. The observation made by Auditors in their Report, your Directors wish to state that the report is self - explanatory and do not require any further clarification from the Board. Annual Return

In accordance with the Companies Act, 2013, the annual return in the prescribed format is available at on the Company's website on www.pradhin.com.

Particulars of Loans, Guarantees or Investments made under Section 186 of the Companies Act, 2013

The particulars of loans, guarantees and investments as per Section 186 of the Companies Act, 2013 by the Company, have been disclosed in the financial statements

The State of Company's Affairs

During the year, Company served its reputed clients best of its services and ensure that in future also will do the same. Company is thankful towards stakeholders for being associate with it because without them growth of the Company is not easily possible.

Share Capital

The paid-up Equity Share Capital as on March 31, 2024 was Rs. 3,64,88,000. No additions and alterations to the capital were made during the financial year 2023-24.

Internal Financial Control and their adequacy

The information about internal financial control system and their adequacy is set out in the Management Discussion & Analysis report which is attached and forms part of this Report.

Corporate Governance

Since our company's paid up Equity capital and Net worth is less than Rs. 10 crores and Rs. 25 crores respectively, than as per regulation 15(2) of the SEBI (LODR) Regulations, 2015, the compliance with the corporate governance provisions as specified in regulations 17, 17A, 18, 19, 20, 21, 22, 23, 24,24A, 25, 26, 27 and clauses (b) to (i) of sub-regulation (2) of regulation 46 and para C, D and E of Schedule V shall not apply. Hence it is not applicable to the company.

Material changes and commitment if any affecting the financial position of the Company occurred between the end of the financial year to which these financial statements relate and the date of the Report:

During the year, no any material changes and commitments affecting the financial position of the Company have been occurred between the end of the financial year to which these financial statements relate to the date of the report.

Transfer to Investor Education and Protection Fund (IEPF)

The Company has Transferred Unpaid / Unclaimed Dividend for the FY 2010-11, 2011-12 and 2012-13 to the Investor Education and Protection Fund ("IEPF"), and the Members are requested to note that, dividends if not encashed for a period of 7 years from the date of transfer to Unpaid Dividend Account of the Company, are liable to be transferred to the Investor Education and Protection Fund ("IEPF"). Further, all the shares in respect of which dividend has remained unclaimed for 7 consecutive years or more from the date of transfer to unpaid dividend account shall also be transferred to IEPF Authority. In view of this, Members are requested to claim their dividends from the Company, within the stipulated timeline. The Members, whose unclaimed dividends / shares have been transferred to IEPF, may claim the same by making an online application to the IEPF Authority in web Form No. IEPF-5 available on www.iepf.gov.in.

Conservation of energy, Technology absorption, Foreign exchange earnings and outgo

The particulars relating to conservation of energy, technology absorption, foreign exchange earnings and outgo, as required to be disclosed under the Act pursuant to Section 134(3)(m) of the Companies Act, 2013 read with the Rule 8(3) of the Companies (Accounts) Rules, 2014 is given as an 'Annexure C' to this Report.

Statement concerning development and implementation of Risk Management Policy of the Company

The Risk Management is overseen by the Audit Committee of the Company on a continuous basis. The Committee oversees Company's process and policies for determining risk tolerance and review management's measurement and comparison of overall risk tolerance to established levels. Major risks identified by the businesses and functions are systematically addressed through mitigating actions on a continuous basis. For details, please refer to the Management Discussion and Analysis report which form part of the Board Report.

Corporate Social Responsibility

Your company is not mandatorily required to constitute CSR committee since it has not come within the purview of threshold limit specified in section 135 of the Companies Act 2013.

Subsidiaries, Joint Ventures and Associate Companies

Company does not have any Subsidiaries, Joint Ventures And Associate Companies.

Deposits

Your Company has neither accepted nor renewed any deposits during the year within the meaning of Section 73 of the Companies Act, 2013 and the Companies (Acceptance of Deposits) Rules, 2014.

Committees of the Board

As per applicable provisions of Companies Act, 2013 and SEBI (Listing and Obligation Disclosure Requirement), 2015, Presently, the board has Three (3) committees i.e. Audit Committee, Nomination and Remuneration Committees, Stakeholders Relationship Committee, constitution of which are given below.

Composition of Audit Committee:

The Board of Directors constituted an Audit Committee in compliance with the provision of Section 177 of the Companies Act, 2013.

During the year under review, Audit Committee met 4 (Four) times viz 30^th May, 2023, 11^th August, 2023, 7^th November, 2023 and 12^th February, 2024. The composition of the Committee is as under:

Name	Status
NILESH BIDE	Chairman
TEJESH VILAS PATIL	Member
JAY MANSUKHBHAI SAPARIYA	Member

Recommendations of Audit Committee, wherever/whenever given, have been accepted by the Board.

Composition of Nomination and Remuneration Committee:

The Board of Directors constituted Nomination and Remuneration Committee in compliance with the provision of Section 178 of the Companies Act, 2013.

During the year under review, Nomination and Remuneration Committee met 2 (Two) times viz 30^th May, 2023, 11^th August, 2023, 7^th November, 2023 and 12^th February, 2024. The composition of the Committee and the details of meetings attended by its members are given below:

Name	Status
NILESH BIDE	Chairman
TEJESH VILAS PATIL	Member
ABHIJEET RAMESH DHANEGAONKAR	Member

Composition of Stake Holder's Relationship Committee:

The Board of Directors constituted Stake Holder's Relationship Committee in compliance with the provision of Section 178 of the Companies Act, 2013.

During the year under review, Stake Holder's Relationship Committee met 4 (Four) times viz 30^th May, 2023, 11^th August, 2023, 7^th November, 2023 and 12^th February, 2024. The composition of the Committee and the details of meetings attended by its members are given below:

Name	Status
NILESH BIDE	Chairman
TEJESH VILAS PATIL	Member
ABHIJEET RAMESH DHANEGAONKAR	Member

During the year, the Company had not received any complaints from the Shareholders. There was no complaint pending as on March 31, 2024.

Significant and Material Orders Passed by the Regulators or Courts or Tribunals

There has been no significant and material order passed by any regulators or courts or tribunals, impacting the going concern status of the Company and its future operations.

Reporting of Fraud

The Auditors of the Company have not reported any fraud as specified under Section 143(12) of the Companies Act, 2013.

Vigil Mechanism / Whistle Blower Policy

The company has framed a whistle blower policy. Further, Directors and employees are having full access to the audit committee to report their genuine and serious concern if they observe any. The policy is available in the Company website. Disclosures under Sexual Harassment of women at workplace (Prevention, Prohibition & Redressal) Act, 2013 The Company has zero tolerance for sexual harassment at work place and has in place a policy on prevention, prohibition and redressal of sexual harassment at workplace in line with the provisions of Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013 and the rules framed there under. During the financial year 2023-24, the Company has not received any complaints on sexual harassment.

Particulars of Employees

Disclosures with respect to remuneration of employees as per Section 197 of the Companies Act, 2013, read with Rule 5(1) & 5(2) of Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 for the year ended 31st March, 2024 is given as an 'Annexure D' to this Report.

There are no employees who are posted outside India and in receipt of a remuneration of Rs. 60.00 lakh or more per annum or Rs. 5.00 lakh or more a month.

**During the year under review, there are no employees who received remuneration of Rs. 1,02,00,000/- per annum or Rs. 8,50,000/- per month during the year hence the Company is not require to give disclosure as per Rule 5(2) of Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, List of top ten employees and details thereof mentioned in the annexure.

Management Discussion and Analysis Report

Management and Discussion Analysis Report as an integral part of this Report required to give under Regulation 34 and Schedule V of the SEBI (Listing Obligation and Disclosure Requirements) Regulations, 2015 is mentioned as an 'Annexure E' to this report.

Industrial Relations

During the year under review, your Company enjoyed cordial relationship with workers and employees at all levels.

Policy on Director Appointment and Remuneration

As per provision of Section 178 of the Companies Act, 2013, Company prepared policy on Directors' appointment and remuneration including criteria for determining qualifications, positive attributes, independence of a Director and other matters provided under section 178(3) of the Companies Act, 2013.

The policy itself drives the remuneration criteria which depends upon performance and is reasonable and sufficient to attract, retain and motivate director for running company smoothly. The remuneration and sitting fees paid by the Company are within the salary scale approved by the Board and Shareholders.

Acknowledgement

Your Directors place on record their sincere thanks to bankers, business associates, consultants, and various Government Authorities for their continued support extended to your Company's activities during the year under review.

Registered Office:		By order of the Board
61, Sembudoss Street, Chennai,		For, Pradhin Limited
Tamil Nadu, India - 600 001
	Sd/-	Sd/-
	Jay Mansukhbhai Sapariya	HARIPRIT THORAVE
Date: 21^st August, 2024	Director	Director
Place: Ahmedabad	DIN: 10683245	DIN: 10359981