To,
The Members
TIAAN CONSUMER LIMITED
The Directors have pleasure in presenting before you the 33rd Annual Report on the
business and operations of the Company along with the Audited Financial Statement for the
financial year ended 31st March, 2025.
1. FINANCIAL SUMMARY HIGHLIGHTS:
|
|
In (Rs. INR) |
| Particulars |
31.03.2025 |
31.03.2024 |
Total Income |
31,19,128 |
29,03,186 |
Total Expenses |
2774252.75 |
60,93,797.19 |
Profit/(Loss ) before Tax |
3,44,875.25 |
(31,90,611.19) |
Tax Expense: |
|
|
Current Tax |
- |
- |
Deferred Tax |
- |
- |
| Net Profit/Loss After Tax |
3,44,875.25 |
(31,90,611.19) |
2. STATE OF COMPANY AFFAIRS
The Financial Result of the Company shows that it has Net Profit INR 3,44,875.25 /- as
compared to Loss INR (31,90,611)/- Your Directors are optimistic about company's business
and hopeful of better performance.
3. WEB ADDRESS OF ANNUAL RETURN
The Annual Return of the Company for the Financial Year 2024-25 referred in sub-section
(3) of Section 92 has been placed at the web address of the company which is as mentioned
below: www.tiaanstore.com
4. DIVIDEND
During the financial year 2024-25, the company does not declare any Dividend.
5. DEPOSITS
The Company has not accepted any deposits from the members and general public as on
31stMarch, 2025. There are no small depositors in the company.
6. CHANGE IN NATURE OF BUSINESS
There was no change in the nature of business of company.
7. TRANSFER TO RESERVES
The Company did not transfer any amount to the General Reserves.
8. SHARE CAPITAL
During the year ended 31st March, 2025, Authorized Share Capital of the Company is
13,20,00,000/-. The Paid-up Equity Share Capital as on 31st March, 2025 was
10,26,90,000/-. There has been no change in the Paid-up Equity Share Capital of the
company during the year.
9. HOLDING, SUBSIDIARIES, JOINT VENTURES AND ASSOCIATE COMPANIES
During the Financial Year 2024-2025, The Company is not having any holding,
subsidiaries, joint ventures and associate companies. Accordingly, AOC-1 is not applicable
on the company.
10. MATERIAL CHANGES AND COMMITMENT IF ANY AFFECTING THE FINANCIAL
POSITION OF THE COMPANY OCCURRED BETWEEN THE ENDOF THE FINANCIAL YEAR TO WHICH THIS
FINANCIAL STATEMENTS RELATE AND THE DATE OF THE REPORT
No material changes and commitments affecting the financial position of the Company
occurred between the ends of the financial year to which these financial statements relate
on the date of this report.
11. ADEQUACY OF INTERNAL FINANCIAL CONTROLS WITH REFERENCE TO
FINANCIAL STATEMENTS
The Company has in place adequate internal financial controls with reference to
financial statements. During the year under review, such controls were tested and no
reportable material weaknesses in the design or operation were observed.
12. MAINTENANCE OF COST RECORDS BY COMPANY
The provisions of maintenance of cost records by company has been mandated under
Companies (Cost Records and Audit) Rules, 2014 does not apply to company as company is not
engaged in manufacturing Industry.
13. DIRECTORS' RESPONSIBILITY STATEMENT
In accordance with the provisions of Section-134(5) the Board confirms and submits the
Directors Responsibility statements:-
(a) In the preparation of the annual accounts, the applicable accounting standards have
been followed.
(b) The Director have selected such accounting policies and applied them consistently
and made judgments and estimates that are reasonable and prudent so as to give a true and
(c) Fair view of the state of affairs of the company as on 31st March, 2025 and Profit
& Loss of the Company for the year ended 31st March, 2025.
(d) The Director have taken proper and sufficient care for the maintenance of adequate
accounting records in accordance with the provision of the Companies Act, 2013 for
safeguarding the assets of the company and preventing and detecting fraud and other
irregularities.
(e) The annual accounts are prepared on a Going Concern Basis.
(f) The Directors have devised proper system to ensure compliance with the Provision of
all applicable Laws and that such system were adequate and operating effectively.
14. EXPLANATION OR COMMENTS ON QUALIFICATIONS, RESERVATIONS OR
ADVERSE REMARKS OR DISCLAIMERS MADE BY THE AUDITORS AND THE PRACTICING COMPANY
SECRETARY IN THEIR REPORTS
There are qualifications, reservations or adverse remarks made by the Auditors in their
report. The provisions relating to submission of Secretarial Audit Report is applicable to
the Company.
15. BOARD OF THE DIRECTORS
A. Composition of Board of Directors
| S. No. Name of Director |
Designation |
| 1. Mr. Bharat Bhushan |
Managing Director |
| 2. Mr. Narender |
Independent Director |
| 3. Mrs. Geeta Devi |
Independent Director |
| 4. Mr. Ajay Kumar |
Non-Independent Director |
Cessation of Director
Mr. Raghav Gujral, Managing Director of the Company has resigned from their
directorship of the Company with effect from 29/01/2025. Mr. Munesh Kumar, Independent
Director of the company has resigned from their directorship of the company with effect
from 29/01/2025. Mr. Sanchit Malhotra, Independent Director of the company has resigned
from their directorship of the company with effect from 11/12/2024.
Key Managerial Personnel
The following employees act as whole-time key managerial personnel by the Board of
Directors under review: Mr. Bharat Bhushan, Managing Director Mr. Ajay Khanna, Chief
Financial officer
A. BOARD MEETINGS:
The Board of Directors duly met Ten (10) times during the financial year from 1st
April, 2024 to 31st March 2025. After the approval of Resolution Plan NCLT Order dated 9th
October, 2024. The dates on which meetings were held are 26/11/2024, 29/11/2024,
04/12/2024, 11/12/2024, 16/12/2024, 24/01/2025, 29/01/2025, 30/01/2025, 13/02/2025 and
14/02/2025.
The periodicity between two Board Meetings was within the maximum time gap as
prescribed in the Companies Act, 2013 & SEBI (Listing Obligations and Disclosure
Requirements) Regulations 2015.
The Composition of the Board of Directors, their attendance at Board Meetings and last
Annual General Meeting is as under:
| Name of Director |
Designation |
No of Board Meetings entitle to attend during the Year |
No of Board Meetings Attended during the Year |
Attended of Last AGM |
Mr. Raghav Gujral* |
Managing Director |
7 |
7 |
Yes |
Mr. Munesh Kumar** |
Director |
7 |
7 |
Yes |
Mr. Sanchit Malhotra *** |
Director |
4 |
4 |
Yes |
Ms. Iroda Alloyorovna Ochilova**** |
Woman Director |
4 |
4 |
Yes |
Mr. Narender |
Director |
6 |
6 |
Yes |
Mr. Bharat Bhushan |
Managing Director |
4 |
4 |
No |
Mr. Parmanand Chaubey***** |
Director |
3 |
3 |
No |
Mr. Ajay Kumar ****** |
Director |
3 |
3 |
No |
Ms. Geeta Devi |
Woman Director |
6 |
6 |
No |
*Mr. Ajay Kumar, Non-Independent Director of the company has resigned from their
directorship of the company with effect from 26/04/2025. **Mr. Raghav Gujral, Managing
Director of the Company has resigned from their directorship of the Company with effect
from 29/01/2025. ***Mr. Munesh Kumar, Independent Director of the company has resigned
from their directorship of the company with effect from 29/01/2025 ****Mr. Sanchit
Malhotra, Independent Director of the company has resigned from their directorship of the
company with effect from 11/12/2024
*****Mr. Iroda Alloyorovna Ochilova, Non- Independent Director of the company has
resigned from their directorship of the company with effect from 11/12/2024
B. Meeting of Board of Directors
During the financial year ten (10) Board Meetings were held on 26/11/2024, 29/11/2024,
04/12/2024, 11/12/2024, 16/12/2024, 24/01/2025, 29/01/2025, 30/01/2025, 13/02/2025 and
14/02/2025.
C. Appointment of Director
During the Financial Year 2024-25 the Company has appointed on and as Additional
Director.
1. Mr. Bharat Bhushan, has been appointed as Managing Director of the company with
effect from 24/01/2025.
2. Mr. Narender, has been appointed as Non-Executive Independent Director of the
company with effect from 11/12/2024.
3. Mrs. Geeta Devi, has been appointed as Non-Executive Independent Director of the
company with effect from 11/12/2024.
D. Appointment of Company Secretary
New Company Secretary has been appointed namely Ms. APRA SHARMA w.e.f. 26/06/2025
16. DIRECTOR RETIRE BY ROTATION
No director is laible to retire by rotation in the 33rd Annual General Meeting of the
Company.
17. INDEPENDENT DIRECTORS
The Independent Directors hold office for a fixed term of five years subject to
reappointment and are not liable to retire by rotation. The Independent Directors have
submitted their disclosure to the Board that they fulfill all the requirements as to
qualify for their appointment as an Independent Director under the provisions of the
Companies Act, 2013 as well as SEBI (Listing Obligations and Disclosure Requirements)
Regulations, 2015.
The policy for Familiarization of Independent Director is also placed on Website of the
company i.e. www.tiaanstore.in in respectively.
During the Year, One meeting of Independent Directors was held on February 13, 2025.
18. DECLARATIONS FROM INDEPENDENT DIRECTORS
In terms of Section 149 of the Act, Independent Directors of the Company has given
declaration w.r.t. independence as laid down under Section 149(6) of the Companies Act,
2013 and the rules framed thereunder, read with Regulation 16(1)(b) of the SEBI (Listing
Obligations and Disclosure Requirements) Regulations, 2015 as amended upto date
("Listing Regulations"). They have got themselves registered in the data bank
for Independent Directors being maintained by the Indian Institute of Corporate Affairs
(IICA), of the Ministry of Corporate Affairs, Government of India and their names are
included in the data bank maintained by IICA. They are not aware of any circumstance or
situation, existing or anticipated which may impact or impair their ability to discharge
duties. That they have complied with the Code for Independent Director prescribed in
Schedule IV to the Companies Act, 2013 which forms a part of the Company's Code of Conduct
for Directors and Senior Management Personnel, to which as well, they affirm their
compliance.
As required under Regulation 25(7) of SEBI (LODR) Regulations, the Company has
programmers for Familiarization for the Independent Directors about the nature of the
Industry, Business model, roles, rights and responsibilities of Independent Directors and
other relevant information. The details of the Familiarization Program for Independent
Directors are available on the website of the Company.
19. COMPANY'S POLICY ON APPOINTMENT AND REMUNERATION OF DIRECTORS
The Company's Policy for the appointment of Directors and Key and Senior Managerial
Personnel and their Remuneration policy can be accessed on the Company's website at the
web-link www.tiaanstore.in
In seeking to select individuals for induction as directors on the Board of Directors
of the Company, the criteria such as qualifications, positive attributes, independence as
set out in the aforementioned policy, are strictly adhered to. Additionally, the
knowledge, experience and expertise of the incumbent and their relevance to the Company,
are other aspects covered by the policy, which are considered.
Remuneration packages for directors, key and senior management personnel, are drawn up
in consonance with the tenets as laid down in the Remuneration Policy. Depending upon the
nature, quantum, importance and intricacies of the responsibilities and functions being
discharged as also the standards prevailing in the industry the concerned individuals get
the best possible remuneration packages permissible under the applicable laws, so that the
Company gets to retain the best of quality and talent.
20. BOARD EVALUATION
In compliance with the requirements of the Companies Act, 2013 and the SEBI (LODR)
Regulations, 2015, the Board of Directors has carried out an annual evaluation of its own
performance, board committees and individual directors.
Pursuant to Schedule II, Part D of LODR, the Nomination and Remuneration Committee has
laid down evaluation criteria for performance evaluation of Independent Directors, which
is based on attendance, expertise and contribution brought in by the Independent Director
at the Board and Committee Meetings, which shall be taken into account at the time of
reappointment of Independent Director.
The performance of the Independent Directors was reviewed and evaluated by the entire
Board and in such exercise, the director concerned whose performance was being evaluated,
did not participate.
Pursuant to Section 134(3) (p) of the Companies Act, 2013, and Regulation 25(4) of
LODR, Independent Directors have evaluated the quality, quantity and timeliness of the
flow of information between the Management and the Board, Performance of the Board as a
whole and its Members and other required matters.
The performance of the committees was evaluated by the Board after seeking inputs from
the committee members based on criteria such as the composition of committees,
effectiveness of committee meetings, etc.
The performance of Non Executive Directors, the Board as a whole and the Chairman of
the Company was evaluated by Independent Directors, after taking into account the views of
the Executive Director and NEDs.
The Board and the Nomination and Remuneration Committee reviewed the performance of
individual directors based on criteria such as the contribution of the individual director
to the Board and committee meetings like preparedness on the issues to be discussed,
meaningful and constructive contribution and inputs in meetings, etc.
The above criteria are broadly based on the Guidance Note on Board Evaluation issued by
the Securities and Exchange Board of India on January 5, 2017.
A. AUDIT COMMITTEE
The Audit Committee comprises Three Members during the year and the (04) Audit
Committee meetings were convened and held.
Meetings of the Committee:
The Committee met 04 times dated on 26/11/2024, 29/11/2024, 10/12/2024 and 14/02/2025.
The Composition of audit committee and their attendance at the meeting are as under:
| Name of Members |
Category/Designation |
No. of Meetings Members entitled to attend |
Members attended |
| Mr. Narendra |
Chairperson |
1 |
1 |
| Mrs. Geeta Devi |
Member |
1 |
1 |
| Mr. Parmanand Chaubey |
Member |
1 |
1 |
*Mr. Sanchit Malhotra, Independent Director of the company has resigned from their
directorship of the company with effect from 11/12/2024. **Mr. Iroda Alloyorovna Ochilova,
Non- Independent Director of the company has resigned from their directorship of the
company with effect from 11/12/2024
The amended/ updated policy of nomination policy is also placed on website of the
company i.e. www.tiaanstore.in
B. NOMINATION &REMUNERATION COMMITTEE
The Nomination & Remuneration Committee comprises three members, all are
Non-Executive Directors. During the year One Meeting of Nomination & Remuneration
Committee Meetings was held.
Meetings of the Committee:
The Committee met 3 times during the Financial Year- 2024-25 dated on 11/12/2024,
23/01/2025 and 28/01/2025. The Composition of Nomination & Remuneration Committee and
their attendance are mentioned asunder: -
| Name of Members |
Category/Designation |
No. of Meetings Members entitled to attend |
Members attended |
| Mrs. Geeta Devi |
Chairperson |
2 |
2 |
| Mr. Narendra |
Member |
2 |
2 |
| Mr. Parmanand Chaubey |
Member |
2 |
2 |
*Mr. Munesh Kumar, Independent Director of the company has resigned from their
directorship of the company with effect from 29/01/2025 **Mr. Sanchit Malhotra,
Independent Director of the company has resigned from their directorship of the company
with effect from 11/12/2024 ***Mr. Raghav Gujral, Managing Director of the Company has
resigned from their directorship of the Company with effect from 10/12/2024. ****Mr. Iroda
Alloyorovna Ochilova, Non- Independent Director of the company has resigned from their
directorship of the company with effect from 11/12/2024 The amended/ updated policy of
nomination policy is also placed on website of the company i.e www.tiaanstore.in
C. STAKEHOLDERS' RELATIONSHIP COMMITTEE:
The Stakeholders Relationship Committee comprises three members. During the year, One
(01) Stakeholders Relationship Committee Meetings was convened and held.
Meetings of the Committee:
The Committee met 1 time on 13/12/2024, during the F.Y.-2024-25. The Composition
Stakeholders' Relationship committee and their attendance at the meeting are as under:-
| Name of Members |
Category/Designation |
No. of Meetings Members entitled to attend |
Members attended |
| Mr. Parmanand Chaubey |
Chairperson |
1 |
1 |
| Mr. Geeta Devi |
Member |
1 |
1 |
| Mr. Narender |
Member |
1 |
1 |
The amended/ updated policy of nomination policy is also placed on website of the
company i.e. www.tiaanstore.com respectively.
21. SHAREHOLDERS MEETING:
There is only one Share Holders Meeting i.e. 32nd AGM (Annual General Meeting) has been
held on 10th Day of January, 2025 for the F.Y. 2023-2024 through Video Conferencing
("VC") / Other
Audio-Visual Means ("OAVM").
22. INTERNAL FINANCIAL CONTROL SYSTEM
Internal financial controls of the Company are commensurate with the nature and size of
business operations. Your Directors are of the view that there are adequate policies and
procedures in place in the Company so as to ensure:
(1) The maintenance of records that, in reasonable detail, accurately and fairly
reflect the transactions and dispositions of the assets of the company;
(2) Provide reasonable assurance that transactions are recorded as necessary to permit
preparation of financial statements in accordance with generally accepted accounting
principles, and that receipts and expenditures of the company are being made only in
accordance with authorizations of management and directors of the company; and (3) Provide
reasonable assurance regarding prevention or timely detection of unauthorized acquisition,
use, or disposition of the company's assets that could have a material effect on the
financial statements.
23. DETAILS OF ESTABLISHMENT OF VIGIL MECHANISM
Pursuant to Section 177(9) and (10) of the Companies Act, 2013 and Regulation 22 of
SEBI (LODR) Regulations, 2015, Company has established a vigil mechanism and has a whistle
blower policy. The policy provides the mechanism for the receipt, retention and treatment
of complaints and to protect the confidentiality and anonymity of the stakeholders.
The Vigil Mechanism provides a mechanism for employees of the Company to approach the
Chairman of the Audit Committee for Redressal. No person has been denied access to the
Chairman of the Audit Committee.
The amended/updated Whistle Blower Policy is available on the website of the Company
i.ewww.tiaanstore.com
24. CORPORATE GOVERNANCE
As per Regulation 15(2) of SEBI (Listing Obligation and Disclosures requirements)
Regulation, 2015, Report on Corporate Governance is applicable to the Company as the
Company cross the prescribed limit prescribed limit that the Paid-up Share Capital of the
Company is INR 10,26,90,150/- (Ten Crore Twenty-Six Lakh Ninety Thousand One Hundred fifty
Only) and Net worth is INR 6,98,11,064/- (Rupees Six Crore Ninety-Eight Lakhs Eleven
Thousand Sixty Four Rupess only) as on 31st March, 2025.
Corporate Governance Report has been attached as Annexure-II
25. MANAGEMENT DISCUSSION ANALYSIS REPORT
The Management Discussion and Analysis Report is applicable to the company as per the
Regulation 34 under SEBI (Listing Obligation and Disclosures requirements) Regulation,
2015and annexed herewith marked as Annexure-I.
26. AUDITORS
(a) STATUTORY AUDITORS
Statutory auditors:
1. At the Board Meeting of the company held on Thursday, 29th May, 2025,
Board has appointed M/S V R S K & ASSOCIATES, Chartered Accountants (Firm
Registration No. (011199N) as Statutory Auditors of the Company under casual vacancy
in place of M/S N K BHAT & ASSOCIATES., Chartered Accountants (Firm
Registration No. (011556N) who tender his resignation on 21st May 2025, to hold
the office till the conclusion of Ensuing AGM.
Re-Appointment of M/S V R S K & ASSOCIATES, Chartered Accountants (Firm
Registration No. (011199N), as Statutory Auditors of the Company would be
tabled at the meeting of Members, to be appointed as a Statutory Auditor of the Company
Subject to the approval of Shareholders at General Meeting.
2. At the Board Meeting of the company held on Thursday, 13th February, 2025,
Board has appointed M/S N K BHAT & ASSOCIATES, Chartered Accountants (Firm
Registration No. (011556N),) as Statutory Auditors of the Company under casual vacancy
in place of GSA & ASSOCIATES LLP., (06.02.2025) Chartered Accountants (ICAI
Registration No. AAS-8863) to hold the office till the conclusion of Ensuing AGM.
However, A Certificate from the Auditors has been received from the Statutory to the
effect that their appointment, if made, would be within the limits prescribed under
section 141(3)(g) of the Companies Act, 2013 and that they are not disqualified to be
appointed as statutory auditors in terms of the provisions of the proviso to section
139(1), section 141(2) and section 141(3) of the companies Act, 2013, and the provisions
of Companies (Audit and Auditors) Rules, 2014.
The Notes on financial statement referred to in the Auditors' Report are self
explanatory and do not call for any further comments.
No frauds has been reported by the Statutory Auditor, details of which are required to
be disclosed u/s 143(12) of the Act.
However, A Certificate from the Auditors has been received from the Statutory to the
effect that their appointment, if made, would be within the limits prescribed under
section 141(3)(g) of the Companies Act, 2013 and that they are not disqualified to be
appointed as statutory auditors in terms of the provisions of the proviso to section
139(1), section 141(2) and section 141(3) of the companies Act, 2013, and the provisions
of Companies (Audit and Auditors) Rules, 2014.
Statutory Auditor's Report
The Auditor has given an audit report on the financial statements for the Financial
Year 2024-2025 and annexed herewith marked as Annexure-II.
Statutory Auditor's Observations
There is no observations made by Auditors with reference to notes to account are
Self-explanatory and need no comments. The Board of Directors considered the matter and
seeking to resolve the matter, if any.
(b) SECRETARIAL AUDITORS
The Company has appointed M/s. Parul Agrawal & Associates, Company Secretaries,
Delhi (Practicing Company Secretaries) as Secretarial Auditor to conduct the Secretarial
Audit for the year 2024-25.
Secretarial Auditor's Report
The Secretarial Audit Report is annexed herewith as Annexure-III to this report
in Form No.MR-3.
Secretarial Auditor's Observations
The observations made by Auditors with reference to compliance are mentioned in the
MR-3.
(c) INTERNAL AUDITOR
The Company has appointed Mr. Mukesh Sah as an Internal Auditor of the Company.
Internal Auditor's Observations
Internal Audit Report is Self-explanatory and need no comments.
27. MAINTENANCE OF COST RECORDS
Maintenance of Cost Audit Records as specified by the Central Government under
sub-section (1) of Section 148 of the Companies Act, 2013 is not applicable to the Company
and accordingly such accounts and records are not required to be made and maintained. Also
Cost Audit is not applicable to the Company.
28. DISCLOSURE OF FRAUDS IN THE BOARD'S REPORT UNDER SECTION 143 OF THE
COMPANIES ACT, 2013
During the year under review, your directors do not observe any transactions which
could result in a fraud. Your Directors hereby declares that the Company has not been
encountered with any fraud or fraudulent activity during the Financial Year 2024-25.
29. SECRETARIAL STANDARDS OF ICSI:
Pursuant to the approval by the Central Government to the Secretarial Standards
specified by the Institute of Company Secretaries of India on April 10, 2015, the
Secretarial Standards on Meetings of the Board of Directors (SS-1) and General Meetings
(SS-2) came into effect from July 01, 2015. Thereafter, Secretarial Standards were revised
with effect from October 01, 2017. The Company is in compliance with the Secretarial
Standards.
30. CARO
The provisions of CARO are applicable to company and Auditors report is prepared in
same manner.
31. DETAILS OF POLICY DEVELOPED AND IMPLEMENTED BY THE COMPANY ON ITS
CORPORATE SOCIAL RESPONSIBILITY INITIATIVES
The provisions of CSR as per the provisions of Companies Act, 2013 and rules made there
under are not applicable to the company as per.
32. REMUNERATION OR ANY KIND OF PAYMENT TO DIRECTORS
The Company or its associates did not pay any remuneration/commission/any peculiar
payment to any of its directors in the financial year under review.
33. REMUNERATION OR SALARY TO EMPLOYEES
None of the employees was drawing in excess of the limits by the Companies Act, 2013
read with the Companies (Appointment & Remuneration of Managerial Personnel) Rules,
2014 which needs to be disclosed in the directors' report.
34. EMPLOYEES BENEFIT
The Company presently does not give any kind of benefits to their employees or
employers.
35. CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION AND FOREIGN
EXCHANGE EARNING AND OUTGO
The company does not fall under any of the industries covered by the companies
(Accounts) rules, 2014. Hence, the requirement of disclosure in relation to the
conservation of Energy, Technology Absorption & foreign Exchange Earning & outgo
are not applicable to it.
36. GREEN INITIATIVES:
This year too, Annual Report and the notice of the 33rd Annual General Meeting of the
Company are being sent to all members electronically, at their registered e-mail ids as
made available to the Company or its Registrar and Transfer Agent, Bigshare Services Pvt
Ltd.
The e-voting facility is being provided to the members to enable them to cast their
votes electronically on all resolutions sent forth in the notice, pursuant to Section 108
of the Companies
Act, 2013 read with Rule 20 of the Companies (Management and Administration) Rules,
2014. The instructions for e-voting are provided in the notice.
Furthermore, in compliance with the conditions and the related procedure laid down in
the MCA Circulars, the meeting and the voting thereat shall take place in the manner so
laid down.
37. CAUTIONARY STATEMENT
Statements in the Board's Report and the Management Discussion and Analysis given to
this report describing the Company's objectives, projections, estimates, expectations, or
predictions may be "forward looking statements" within the meaning of applicable
securities laws and regulations. Actual results could differ materially from those
expressed or implied. Important factors that could make a difference to your Company's
operations include global and Indian demand supply conditions, finished goods prices, feed
stock availability and prices, cyclical demand and pricing in your Company's principal
markets, changes in Government regulations, tax regimes, economic developments within
India and the countries within which your Company conducts business and other factors such
as litigation and labour negotiations. Your Company is not obliged to publicly amend,
modify, or revise any forward-looking statements, based on any subsequent development,
information, or events or otherwise.
38. PARTICULARS OF LOAN, GUARANTEES OR INVESTMENTS UNDER SECTION 186
There were no loans, guarantees or investments made by the Company under section-186 of
the Companies Act, 2013 during the year under review and hence the said provision is not
applicable.
39. PARTICULARS OF CONTRACTS OR ARRANGEMENTS WITH RELATED PARTIES
There is no contract or arrangements entered into by the company with related parties
referred to in sub-section (1) of section 188 of the Companies Act, 2013 including certain
arm's length transactions under third proviso thereto shall be disclosed in Form No. AOC-2
is not required.
40. EXTRACT OF THE ANNUAL RETURN
The Extract of the Annual Return pursuant to the provisions of Section 92 read with
Rule 12 of the Companies (Management and Administration) Rules, 2014 and MCA notification
is required to be specified.
41. ANNUAL RETURN CERTIFICATION
The provisions for certification of the Annual Return of the Company in Form MGT-8 in
accordance with Companies Act, 2013 and rules made their under for the time being in force
for the Financial year 2024-25 are applicable to Company.
42. CODE OF CONUCT ON SEBI (PIT)
The Company has laid down a code of conduct for all Board members and senior management
personnel. The Code of Conduct is available at company's website www.tiaanstore.in
43. COMPLIANCE
The Company has complied and continues to comply with all the applicable Rules,
Regulations, circulars, and guidelines issued by the Ministry of Corporate Affairs (MCA),
Stock Exchange(s), Securities and Exchange Board of India (SEBI) etc. from time to time.
The Company has complied with all applicable provisions of the Companies Act, 2013,
Listing Agreement executed with the Stock Exchange(s), SEBI (Listing Obligations and
Disclosure Requirements) Regulations, 2015 and other applicable rules/ regulations/
guidelines issued from time to time.
44. Maternity Benefits
The policy related to Maternity Benefits is uploaded on the website of the company.
45. OBLIGATION OF COMPANY UNDER THE SEXUAL HARASSMENT OF WOMEN AT
WORKPLACE (PREVENTION, PROHIBITION AND REDRESSAL) ACT, 2013
In order to prevent sexual harassment of women at work place a new act the Sexual
Harassment of Women at Workplace (prevention, prohibition and redressal) act, 2013 has
been notified on 9th December, 2013. Under the said Act every company is required to set
up an Internal Complaints Committee to look into complaints relating to sexual harassment
at work place of any women employee. Such committee could not be constituted for their
beings less than ten employee in the Company nor has the Company received any complaint of
harassment during the year.
The following is a summary of sexual harassment complaints received and disposed -off
during the financial year 2024-25.
No of complaints received : NIL No of complaints disposed of : N.A.
46. OTHER DISCLOSURE
Your Directors state that during the financial year 2024-25:-
1. The Company did not issue any equity shares with differential rights as to dividend,
voting or otherwise.
2. The Company did not issue any Sweat Equity shares.
3. The Company does not have any scheme of provision of money for the purchase of its
own shares by employees or by trustees for the benefit of employees.
ACKNOWLEDGEMENT
The Board of Directors wish to place on record their sincere appreciation acknowledge
with gratitude the support and consideration extended by the bankers, shareholders and
employee and look forward for their continued support & Cooperation.
The Directors wish to place on record their appreciation of the commendable work done,
dedication and sincerity by all the employees of the Company at all levels during the year
under review. The Company will make every effort to meet the aspirations of its
shareholders and wish to sincerely thank them for their whole hearted co-operation and
support at all times
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By order of Board of Directors of Tiaan Consumer Limited |
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SD/- |
SD/- |
Date: 24.07.2025 |
Parmanand Chaubey |
Bharat Bhushan |
Place: Delhi |
Additional Director |
Managing Director |
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DIN: 10413009 |
DIN: 00538006 |
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(Dubaldhan Ghikan(133), jhajjar, Haryana- 124202) |
(Flat no -511, pocket -6 sector b/4, narela, north west delhi 110040) |
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