Tirupati Sarjan Ltd — Others, 06-08-2025: AGM/EGM
Tirupati Sarjan Limited
Date: 06/08/2025
To,
The Department of Corporate Services,
BSE Limited
Phiroze Jeejeebhoy Towers,
Dalal Street, Fort, Mumbai-400 001
Scrip Code: 531814; ISIN: INE297J01023
Dear Sir/Madam,
SUB: SUBMISSION OF ANNUAL REPORT OF FINANCIAL YEAR 2024-25
Pursuant to Regulation 34 of the SEBI (Listing Obligations and Disclosure
Requirements) Regulations, 2015, please find enclosed herewith Annual Report for
30" Annual General Meeting of the Company scheduled to be held on Saturday, 30%
day of August, 2025 at 04.00 P.M. (IST) through Video Conferencing (“VC”)/Other Audio-
Visual Means (“OAVM”). The Notice and the Annual Report are also uploaded at the
Company’s website at: https://www.tirupatisarjan.com/
We request you to take the above on your records.
Thanking you,
Your Faithfully,
For Tirupati Sarjan Limited
Jitendrakumar I. Patel
Chairman & Managing Director
DIN: 00262902
Regi. Office : A-11,12,13, Satyamev Complex, Opp. Gujarat Highcourt, S. G. Highway, Ahmedabad-380060, Gujarat
Phone : 079 - 4891 3751 Email : info@tirupatisarjan.com Website : www.tirupatisarjan.com
CIN : L45100GJ1995PLC024091
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TIRUPATI
SARJAN LIMITED
ANNUAL REPORT
2024-25
----------------Page (1) Break----------------
TIRUPATI SARJAN LIMITED
30th Annual Report 2024-25
Mr. Jitendrakumar Ishvarlal Patel
Mr. Jashwantbhai Patel
Mr. Ruchir Rushikeshbhai Patel
Mr. Ankit Rajesh Shah
Mr. Pratikkumar Patel
Mr. Jayraj Purushottamdas Mehta
Ms. Shivangi Hitendrakumar Gor Mr. Dorikkumar Anilkumar Patel*
Mrs. Ishali Desai** Mr. Jaydeep Prajapati***
Chairman & Managing Director
Managing DirectorWhole-time Director Non-Executive Director Independent Director Independent DirectorIndependent Woman Director
Independent DirectorIndependent Woman Director
Independent Director
(*Mr. Dorikkumar Anilkumar Pate Resigned w.e.f. 14th August 2024 **Mrs. Ishali Desai has resigned as Independent Director of the Company
w.e.f.30th May 2025, ***Mr. Jaydeep Prajapati has been Appointed as Independent Director of the Company w.e.f. 6th June 2025)
CHIEF FINANCIAL OFFICER
Mr. Ruchir R. Patel
COMPANY SECRETARY & COMPLIANCE OFFICER
Mr. Arpit Jayantibhai Vyas
STATUTORY AUDITORS
M/S. MAAK & Associates
Chartered Accountants
Ahmedabad
SECRETARIAL AUDITOR
M/s. Chetan Patel & Associates
Practicing Company SecretariesAhmedabad
INTERNAL AUDITOR
Mr. Dilip Suthar
BANKERS
Bank of Baroda
Union Bank of IndiaMehsana Urban Co-operative Bank
REGISTERED OFFICE
A/11, 12, 13, Satyamev Complex,
Opp. Gujarat High Court, S.G.Highway,
Ahmedabad – 380060.
SHARE TRANSFER AGENT
BIGSHARE SERVICES PVT. LTD.
A/802, Samudra Complex,Near Klassic Gold Hotel,Girish Cold drink, Off. C.G. Road, Ahmedabad - 380009.
WEBSITE
www.tirupatisarjan.com
ISIN NUMBER
INE297J01023
INVESTOR SERVICES EMAIL ID
cs.tirupatisarjan@gmail.com Saturday, 30th August 2025 at
04:00 PM at the registered office of the Company situated at A-11,12,13,
SATYAMEV COMPLEX, OPP.
GUJARAT HIGH COURT, S.G.
HIGHWAY, AHMEDABAD – 380060
through VC/OVAM
DAY TIME AND VANUE OF AGM
BOARD OF DIRECTORS
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NDEX
Notice
Director's Report
Annexures to Directors Report:
A. Management Discussion and Analysis Report
B. Corporate Governance ReportC. Report on Corporate Social Responsibility Activities
D. Secretarial Auditor's Report
E. Particulars of Employees
Standalone Financial Statement
Notes to standalone Financial
Statement
01
11
19
51
57
16
33
38
39
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NOTICE
NOTICE is hereby given that the 30th ANNUAL GENERAL MEETING of the Members of TIRUPATI SARJAN LIMITED will be
held on Saturday, 30th August 2025 at 4:00 P.M. through Video Conferencing (VC) / Other Audio-Visual Means (OAVM), to
transact the following businesses:
ORDINARY BUSINESS:
1. To receive, consider and adopt the Audited Financial Statements of the Company for the financial year ending March 31,
2025, together with the reports of the Board of Directors and Statutory Auditors thereon.
2. To re-appoint Directors in place of Mr. Ankit Shah director of the Company (DIN: 02440347) who retire by rotation at this
Annual General Meeting and being eligible has offered himself for re-appointment.
SPECIAL BUSINESS
3. To Appoint Shri Jaydeep Prajapati (DIN: 11121076) as an Independent Director of the Company:
To consider and if thought fit, to pass, the following resolution as an Special Resolution:
“RESOLVED THAT pursuant to the provisions of Sections 149, 150, 152, 161 and any other applicable provisions of the
Companies Act, 2013 and the Companies (Appointment and Qualification of Directors) Rules, 2014 (including any
statutory modification(s) or re-enactment thereof for the time being in force) read with Schedule IV of the Companies Act,
2013 and SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 and as per the recommendation of
Nomination and Remuneration Committee, Shri Jaydeep Prajapati (DIN: 11121076) who was appointed as an Additional
Director of the Company by the Board of Directors (categorized as ‘Independent Director’) with effect from 6th June, 2025
and who holds office as an Additional Director upto the date of ensuing Annual General Meeting of the Company and in
respect of whom the Company has received a notice in writing from a Member under Section 160 of the Companies Act,
2013 proposing his candidature for the office of Director of the Company and who has submitted a declaration that he
meets the criteria of independence as provided in Section 149 (6) of the Act and Regulation 16(1)(b) of the Listing
Regulations, be and is hereby appointed as an Independent Director of the Company, not liable to retire by rotation, to
hold office for a term of five consecutive years with effect from 6th June, 2025.
RESOLVED FURTHER THAT the Board of the Directors of the company be and is hereby authorized to do all acts and
take all such steps as may be necessary, proper or expedient to give effect to this resolution.”
4. Appointment of Secretarial Auditor
To consider and, if thought fit, to pass the following resolution as an Ordinary Resolution:
“RESOLVED that pursuant to the provisions of Section 204 and other applicable provisions, if any, of the Companies Act,
2013, and Rule 9 of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 read with
Regulation 24A and other applicable regulations of the Securities and Exchange Board of India (Listing Obligations and
Disclosure Requirements) Regulations, 2015, (Listing Regulations), [including any statutory modification(s) or re-
enactment(s) thereof for the time being in force] and based on recommendation of Audit Committee of Directors and the
Board of Directors, M/s Chetan Patel & Associates., Practicing Company Secretaries, be and are hereby appointed as
Secretarial Auditor of the Company, to hold office for a term of 5 (five) consecutive years commencing from FY2025-26 to
FY2029-30 to undertake Secretarial Audit of the Company, on such remuneration plus applicable taxes, travel and actual
out-of-pocket expenses, as may be mutually agreed upon between the Board of Directors of the Company and the
Secretarial Auditor from time to time.
RESOLVED FURTHER that the Board of Directors of the Company (including its Committee thereof) be and is hereby
authorized to do all such acts, deeds, matters and things as may be necessary, expedient and desirable for the purpose
of giving effect to this resolution.”
BY ORDER OF THE BOARD
FOR TIRUPATI SARJAN LIMITED
Sd/-
JITENDRA ISHWARLAL PATEL
Chairman
DIN: 00262902
01
Annual Report 2024-25TIRUPATI SARJAN LIMITED
PlaFe AhPeGaEaG
Date 02025
Registered Office:
A/11, 12, 13, Satyamev Complex,
Opp. Gujarat High Court, S.G. Highway,
Ahmedabad – 380060, CIN: L45100GJ1995PLC024091Website: www.tirupatisarjan.com
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TIRUPATI SARJAN LIMITED Annual Report 2024-25
02
NOTES
1.
Pursuant to Circular No. 14/2020 dated April 08, 2020, Circular No.17/2020 dated April 13, 2020 issued by the Ministry
of Corporate Affairs followed by Circular No. 20/2020 dated May 05, 2020, General Circular No. 22/2020 dated June 15,
2020 , General Circular No. 33/2020 dated September 28, 2020, General Circular No. 39/2020 dated December 31,
2020, Circular No. 02/2021 dated January 13, 2021, Circular No. 21/2021 dated December 14, 2021, Circular No.
02/2022 dated May 05, 2022 and Circular No. 10/2022 dated December 28, 2022 and SEBI Circular No.
SEBI/HO/CFD/PoD-2/P/CIR/2023/4 dated January 5, 2023 and other SEBI Circulars and all other relevant circulars
issued from time to time, physical attendance of the Members to the AGM venue is not required and general meeting be
held through video conferencing (VC) or other audio visual means (OAVM). Hence, Members can attend and participate
in the ensuing AGM through VC/OAVM.
2.
Information required to be furnished as required under SS-2 and pursuant to Regulation 36 (3) of SEBI (Listing
Obligation and Disclosure Requirements) Regulations,2015, the particulars of Director who is proposed to be re-
appointed is given below:
Date
Name
Date of
Qualification
Share
Details of
Details of
No. of
of
of the
Appoin-
and Expertise
holding
Directorship
Membership /
board
Birth
Director
tment
in Functional
areas
in the
Comp-
any
held in other
Companies as
on 31.03.2025
Chairmanship of
Committee(s) held
in other
meetings
attended
during
along with
Companies as on
Financial
listed entities
31.3.2025 along
Year
from which
with listed
2024-
they have
entities from
2025
resigned in the
which they have
past three
resigned in the
years
past three
years. #
01/10/
*Mr.
29/11/
B. Tech (Civil) 5,11,849
NIL
NIL
9
1987
Ankit
Shah
2002
& M.S. in
Construction
Management
(U.S.A.)
19/12/
#Mr.
06/06/
Jaydeep
NIL
NIL
NIL
NIL
2001
Jaydeep
Prajapati
2025
Prajapati has
completed
his
Graduation
in B.com from
Gujarat
University
and has good
knowledge
regarding
Companies
Act, 2013.
----------------Page (5) Break----------------
* Relation of Re-appointed Director with other Directors: Mr. Ankit R Shah, and Jaydeep Prajapati are not related to any of
the directors.
# For the purpose of determining Details of Directorship held in other Companies and chairmanship of committees in
other companies exclude OPC and Private Company.
3. The attendance of the Members attending the AGM through VC/OAVM will be counted for the purpose of reckoning the
quorum under Section 103 of the Companies Act, 2013.
4. Pursuant to the General Circular No. 09/2024 dated September 19, 2024, issued by the Ministry of Corporate Affairs
(MCA) and circular issued by SEBI vide circular no. SEBI/ HO/ CFD/ CFDPoD-2/ P/ CIR/ 2024/ 133 dated October 3, 2024 (“SEBI Circular”) and other applicable circulars and notifications issued (including any statutory modifications or re-
enactment thereof for the time being in force and as amended from time to time, companies are allowed to hold
EGM/AGM through Video Conferencing (VC) or other audio visual means (OAVM), without the physical presence of
members at a common venue. In compliance with the said Circulars, EGM/AGM shall be conducted through VC / OAVM.
5. Pursuant to the Circular No. 14/2020 dated April 08, 2020, issued by the Ministry of Corporate Affairs, the facility to
appoint proxy to attend and cast vote for the members is not available for this EGM/AGM. However, the Body Corporates
are entitled to appoint authorised representatives to attend the EGM/AGM through VC/OAVM and participate there at
and cast their votes through e-voting.
6. The Members can join the EGM/AGM in the VC/OAVM mode 15 minutes before and after the scheduled time of the
commencement of the Meeting by following the procedure mentioned in the Notice. The facility of participation at the
EGM/AGM through VC/OAVM will be made available for 1000 members on first come first served basis. This will not
include large Shareholders (Shareholders holding 2% or more shareholding), Promoters, Institutional Investors,
Directors, Key Managerial Personnel, the Chairpersons of the Audit Committee, Nomination and Remuneration
Committee and Stakeholders Relationship Committee, Auditors etc. who are allowed to attend the EGM/AGM without
restriction on account of first come first served basis.
7. The attendance of the Members attending the EGM/AGM through VC/OAVM will be counted for the purpose of reckoning
the quorum under Section 103 of the Companies Act, 2013.
8. Pursuant to the provisions of Section 108 of the Companies Act, 2013 read with Rule 20 of the Companies (Management
and Administration) Rules, 2014 (as amended) the Secret arial Standard on General Meetings (SS-2) issued by the ICSI
and Regulation 44 of SEBI (Listing Obligations & Disclosure Requirements) Regulations 2015 (as amended), and the Circulars issued by the Ministry of Corporate Affairs from time to time the Company is providing facility of remote e-Voting
to its Members in respect of the business to be transacted at the EGM/AGM. For this purpose, the Company has entered
into an agreement with National Securities Depository Limited (NSDL) for facilitating voting through electronic means, as
the authorized agency. The facility of casting votes by a member using remote e-Voting system as well as e-voting on the
date of the EGM/AGM will be provided by NSDL.
9. In line with the Ministry of Corporate Affairs (MCA) Circular No. 17/2020 dated April 13, 2020, the Notice calling the
EGM/AGM has been uploaded on the website of the Company at https://www.tirupatisarjan.com/notice.html. The Notice
can also be accessed from the websites of the Stock Exchanges i.e. BSE Limited at www.bseindia.com respectively and
the EGM/AGM Notice is also available on the website of NSDL (agency for providing the Remote e-Voting facility) i.e.
www.evoting.nsdl.com.
10. EGM/AGM has been convened through VC/OAVM in compliance with applicable provisions of the Companies Act, 2013
read with MCA Circular issued from time to time
11. Pursuant to the provisions of Section 91 of the Companies Act, 2013, the Register of Members and Share Transfer Books
of the Company will remain closed from 23rd August 2025 to 29th August 2025 (both days inclusive) for the purpose of
30th AGM.
THE INSTRUCTIONS FOR MEMBERS FOR REMOTE E-VOTING AND JOINING GENERAL MEETING ARE AS UNDER:-
The remote e-voting period begins on 27th August, 2025 at 9:00 A.M. and ends on 29th August 2025 at 5:00 P.M. The
remote e-voting module shall be disabled by NSDL for voting thereafter. The Members, whose names appear in the
Register of Members / Beneficial Owners as on the record date (cut-off date) i.e. 22nd August, 2025, may cast their vote
electronically. The voting right of shareholders shall be in proportion to their share in the paid-up equity share capital of
the Company as on the cut-off date, being 22nd August, 2025.
How do I vote electronically using NSDL e-Voting system?
The way to vote electronically on NSDL e-Voting system consists of “Two Steps” which are mentioned below:
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Annual Report 2024-25TIRUPATI SARJAN LIMITED
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Step 1: Access to NSDL e-Voting system
A) Login method for e-Voting and joining virtual meeting for Individual shareholders holding securities in demat
mode
In terms of SEBI circular dated December 9, 2020, on e-Voting facility provided by Listed Companies, Individual
shareholders holding securities in demat mode are allowed to vote through their demat account maintained with
Depositories and Depository Participants. Shareholders are advised to update their mobile number and email Id in their
demat accounts in order to access e-Voting facility.
Login method for Individual shareholders holding securities in demat mode is given below:
Type of shareholdersLogin Method
Individual Shareholders
holding securities in demat
mode with NSDL.
1. For OTP based login you can click on https://eservices.nsdl.com/
SecureWeb/evoting/evotinglogin.jsp. You will have to enter your 8-digit
DP ID,8-digit Client Id, PAN No., Verification code and generate OTP.
Enter the OTP received on registered email id/mobile number and click on
login. After successful authentication, you will be redirected to NSDL
Depository site wherein you can see e-Voting page. Click on company
name or e-Voting service provider i.e. NSDL and you will be redirected to
e-Voting website of NSDL for casting your vote during the remote e-Voting
period or joining virtual meeting & voting during the meeting.
2. Existing IDeAS user can visit the e-Services website of NSDL Viz.
https://eservices.nsdl.com either on a Personal Computer or on a mobile.
On the e-Services home page click on the “Beneficial Owner” icon under
“Login” which is available under ‘IDeAS’ section , this will prompt you to
enter your existing User ID and Password. After successful authentication,
you will be able to see e-Voting services under Value added services. Click
on “Access to e-Voting” under e-Voting services and you will be able to see
e-Voting page. Click on company name or e-Voting service provider i.e.
NSDL and you will be re-directed to e-Voting website of NSDL for casting
your vote during the remote e-Voting period or joining virtual meeting &
voting during the meeting.
3. If you are not registered for IDeAS e-Services, option to register is
available at https://eservices.nsdl.com. Select “Register Online for IDeAS
Portal” or click at https://eservices.nsdl.com/ SecureWeb/ IdeasDirect
Reg.jsp
4. Visit the e-Voting website of NSDL. Open web browser by typing the
following URL: https://www.evoting.nsdl.com/ either on a Personal
Computer or on a mobile. Once the home page of e-Voting system is
launched, click on the icon “Login” which is available under
‘Shareholder/Member’ section. A new screen will open. You will have to
enter your User ID (i.e. your sixteen digit demat account number hold with
NSDL), Password/OTP and a Verification Code as shown on the screen.
After successful authentication, you will be redirected to NSDL Depository
site wherein you can see e-Voting page. Click on company name or e-
Voting service provider i.e. NSDL and you will be redirected to e-Voting
website of NSDL for casting your vote during the remote e-Voting period or
joining virtual meeting & voting during the meeting.
5. Shareholders/Members can also download NSDL Mobile App “NSDL
Speede” facility by scanning the QR code mentioned below for seamless
voting experience.
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Annual Report 2024-25TIRUPATI SARJAN LIMITED
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Type of shareholdersLogin Method
Individual Shareholders
holding securities in demat
mode with CDSL
1. Users who have opted for CDSL Easi / Easiest facility, can login through
their existing user id and password. Option will be made available to reach
e-Voting page without any further authentication. The users to login Easi
/Easiest are requested to visit CDSL website www.cdslindia.com and
click on login icon & New System Myeasi Tab and then user your existing
my easi username & password.
2. After successful login the Easi / Easiest user will be able to see the e-
Voting option for eligible companies where the evoting is in progress as
per the information provided by company. On clicking the evoting option,
the user will be able to see e-Voting page of the e-Voting service provider
for casting your vote during the remote e-Voting period or joining virtual
meeting & voting during the meeting. Additionally, there is also links
provided to access the system of all e-Voting Service Providers, so that
the user can visit the e-Voting service providers’ website directly.
3. If the user is not registered for Easi/Easiest, option to register is available
at CDSL website www.cdslindia.com and click on login & New System
Myeasi Tab and then click on registration option.
4. Alternatively, the user can directly access e-Voting page by providing
Demat Account Number and PAN No. from a e-Voting link available on
www.cdslindia.com home page. The system will authenticate the user by
sending OTP on registered Mobile & Email as recorded in the Demat
Account. After successful authentication, user will be able to see the e-
Voting option where the evoting is in progress and also able to directly
access the system of all e-Voting Service Providers.
Individual Shareholders
(holding securities in demat
mode) login through their
depository participants
You can also login using the login credentials of your demat account through your
Depository Participant registered with NSDL/CDSL for e-Voting facility. upon
logging in, you will be able to see e-Voting option. Click on e-Voting option, you will
be redirected to NSDL/CDSL Depository site after successful authentication,
wherein you can see e-Voting feature. Click on company name or e-Voting service
provider i.e. NSDL and you will be redirected to e-Voting website of NSDL for
casting your vote during the remote e-Voting period or joining virtual meeting &
voting during the meeting.
Important note: Members who are unable to retrieve User ID/ Password are advised to use Forget User ID and Forget
Password option available at abovementioned website.
Helpdesk for Individual Shareholders holding securities in demat mode for any technical issues related to login
through Depository i.e. NSDL and CDSL.
Login typeHelpdesk details
Individual Shareholders holding
securities in demat mode with NSDL
Members facing any technical issue in login can contact NSDL helpdesk by
sending a request at or call at 022 - 4886 7000evoting@nsdl.com
Individual Shareholders holding
securities in demat mode with CDSL
Members facing any technical issue in login can contact CDSL helpdesk by
sending a request at or contact at toll helpdesk.evoting@cdslindia.com
free no. 1800-21-09911
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Annual Report 2024-25TIRUPATI SARJAN LIMITED
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B. Login Method for e-Voting and joining virtual meeting for shareholders other than Individual shareholders
holding securities in demat mode and shareholders holding securities in physical mode.
How to Log-in to NSDL e-Voting website?
1. Visit the e-Voting website of NSDL. Open web browser by typing the following URL:
https://www.evoting.nsdl.com/ either on a Personal Computer or on a mobile.
2. Once the home page of e-Voting system is launched, click on the icon “Login” which is available under
‘Shareholder/Member’ section.
3. A new screen will open. You will have to enter your User ID, your Password/OTP and a Verification Code as
shown on the screen.
Alternatively, if you are registered for NSDL eservices i.e. IDEAS, you can log-in at https://eservices.nsdl.com/
with your existing IDEAS login. Once you log-in to NSDL eservices after using your log-in credentials, click on e-
Voting and you can proceed to Step 2 i.e. Cast your vote electronically.
4. Your User ID details are given below :
Manner of holding shares i.e. Demat
(NSDL or CDSL) or Physical
Your User ID is:
a) For Members who hold shares in demat
account with NSDL.
8 Character DP ID followed by 8 Digit Client ID
For example if your DP ID is IN300*** and Client ID is 12******
then your user ID is IN300***12******.
b) For Members who hold shares in demat
account with CDSL.
16 Digit Beneficiary ID
For example if your Beneficiary ID is 12************** then your
user ID is 12**************
EVEN Number followed by Folio Number registered with the
company
For example if folio number is 001*** and EVEN is 101456 then
user ID is 101456001***
c) For Members holding shares in Physical Form.
5. Password details for shareholders other than Individual shareholders are given below:
a) If you are already registered for e-Voting, then you can user your existing password to login and cast
your vote.
b) If you are using NSDL e-Voting system for the first time, you will need to retrieve the ‘initial password’
which was communicated to you. Once you retrieve your ‘initial password’, you need to enter the ‘initial
password’ and the system will force you to change your password.
c) How to retrieve your ‘initial password’?
(i) If your email ID is registered in your demat account or with the company, your ‘initial password’
is communicated to you on your email ID. Trace the email sent to you from NSDL from your
mailbox. Open the email and open the attachment i.e. a .pdf file. Open the .pdf file. The
password to open the .pdf file is your 8 digit client ID for NSDL account, last 8 digits of client ID
for CDSL account or folio number for shares held in physical form. The .pdf file contains your
‘User ID’ and your ‘initial password’.
(ii) If your email ID is not registered, please follow steps mentioned below in process for those
shareholders whose email ids are not registered.
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6. If you are unable to retrieve or have not received the “Initial password” or have forgotten your password:
a) Click on “Forgot User Details/Password?” (If you are holding shares in your demat account with NSDL or
CDSL) option available on www.evoting.nsdl.com.
b) Physical User Reset Password?” (If you are holding shares in physical mode) option available on
www.evoting.nsdl.com.
c) If you are still unable to get the password by aforesaid two options, you can send a request at evoting@nsdl.com
mentioning your demat account number/folio number, your PAN, your name and your registered address etc.
d) Members can also use the OTP (One Time Password) based login for casting the votes on the e-Voting system
of NSDL.
7. After entering your password, tick on Agree to “Terms and Conditions” by selecting on the check box.
8. Now, you will have to click on “Login” button.
9. After you click on the “Login” button, Home page of e-Voting will open.
Step 2: Cast your vote electronically and join General Meeting on NSDL e-Voting system.
How to cast your vote electronically and join General Meeting on NSDL e-Voting system?
1. After successful login at Step 1, you will be able to see all the companies “EVEN” in which you are holding shares and
whose voting cycle and General Meeting is in active status.
2. Select “EVEN” of company for which you wish to cast your vote during the remote e-Voting period and casting your vote
during the General Meeting. For joining virtual meeting, you need to click on “VC/OAVM” link placed under “Join
Meeting”.
3. Now you are ready for e-Voting as the Voting page opens.
4. Cast your vote by selecting appropriate options i.e. assent or dissent, verify/modify the number of shares for which you
wish to cast your vote and click on “Submit” and also “Confirm” when prompted.
5. Upon confirmation, the message “Vote cast successfully” will be displayed.
6. You can also take the printout of the votes cast by you by clicking on the print option on the confirmation page.
7. Once you confirm your vote on the resolution, you will not be allowed to modify your vote.
General Guidelines for shareholders
1. Institutional shareholders (i.e. other than individuals, HUF, NRI etc.) are required to send scanned copy (PDF/JPG
Format) of the relevant Board Resolution/ Authority letter etc. with attested specimen signature of the duly authorized
signatory(ies) who are authorized to vote, to the Scrutinizer by e-mail to chetanpatelcs@gmail.com with a copy marked
to evoting@nsdl.com. Institutional shareholders (i.e. other than individuals, HUF, NRI etc.) can also upload their Board
Resolution / Power of Attorney / Authority Letter etc. by clicking on "Upload Board Resolution / Authority Letter" displayed
under "e-Voting" tab in their login.
2. It is strongly recommended not to share your password with any other person and take utmost care to keep your
password confidential. Login to the e-voting website will be disabled upon five unsuccessful attempts to key in the correct
password. In such an event, you will need to go through the “Forgot User Details/Password?” or “Physical User Reset
Password?” option available on www.evoting.nsdl.com to reset the password.
3. In case of any queries, you may refer the Frequently Asked Questions (FAQs) for Shareholders and e-voting user manual
for Shareholders available at the download section of www.evoting.nsdl.com or call on.: 022 - 4886 7000 or send a
request to (Name of NSDL Official) at evoting@nsdl.com
Process for those shareholders whose email ids are not registered with the depositories for procuring user id and
password and registration of e mail ids for e-voting for the resolutions set out in this notice:
1. In case shares are held in physical mode please provide Folio No., Name of shareholder, scanned copy of the share
certificate (front and back), PAN (self attested scanned copy of PAN card), AADHAR (self attested scanned copy of
Aadhar Card) by email to .cs.tirupatisarjan@gmail.com
07
Annual Report 2024-25TIRUPATI SARJAN LIMITED
----------------Page (10) Break----------------
2. In case shares are held in demat mode, please provide DPID-CLID (16 digit DPID + CLID or 16 digit beneficiary ID),
Name, client master or copy of Consolidated Account statement, PAN (self attested scanned copy of PAN card),
AADHAR (self attested scanned copy of Aadhar Card) to . If you are an Individual cs.tirupatisarjan@gmail.com
shareholders holding securities in demat mode, you are requested to refer to the login method explained at step 1 (A) i.e.
Login method for e-Voting and joining virtual meeting for Individual shareholders holding securities in demat
mode.
3. Alternatively, shareholder/members may send a request to evoting@nsdl.com for procuring user id and password for e-
voting by providing above mentioned documents.
4. In terms of SEBI circular dated December 9, 2020 on e-Voting facility provided by Listed Companies, Individual
shareholders holding securities in demat mode are allowed to vote through their demat account maintained with
Depositories and Depository Participants. Shareholders are required to update their mobile number and email ID
correctly in their demat account in order to access e-Voting facility.
THE INSTRUCTIONS FOR MEMBERS FOR e-VOTING ON THE DAY OF THE EGM/AGM ARE AS UNDER: -
1. The procedure for e-Voting on the day of the EGM/AGM is same as the instructions mentioned above for remote e-voting.
2. Only those Members/ shareholders, who will be present in the EGM/AGM through VC/OAVM facility and have not casted
their vote on the Resolutions through remote e-Voting and are otherwise not barred from doing so, shall be eligible to vote
through e-Voting system in the EGM/AGM.
3. Members who have voted through Remote e-Voting will be eligible to attend the EGM/AGM. However, they will not be
eligible to vote at the EGM/AGM.
4. The details of the person who may be contacted for any grievances connected with the facility for e-Voting on the day of
the EGM/AGM shall be the same person mentioned for Remote e-voting.
INSTRUCTIONS FOR MEMBERS FOR ATTENDING THE EGM/AGM THROUGH VC/OAVM ARE AS UNDER:
1. Member will be provided with a facility to attend the EGM/AGM through VC/OAVM through the NSDL e-Voting system.
Members may access by following the steps mentioned above for Access to NSDL e-Voting system. After successful
login, you can see link of “VC/OAVM” placed under “Join meeting” menu against company name. You are requested to
click on VC/OAVM link placed under Join Meeting menu. The link for VC/OAVM will be available in Shareholder/Member
login where the EVEN of Company will be displayed. Please note that the members who do not have the User ID and Password for e-Voting or have forgotten the User ID and Password may retrieve the same by following the remote e-
Voting instructions mentioned in the notice to avoid last minute rush.
2. Members are encouraged to join the Meeting through Laptops for better experience.
3. Further Members will be required to allow Camera and use Internet with a good speed to avoid any disturbance during the
meeting.
4. Please note that Participants Connecting from Mobile Devices or Tablets or through Laptop connecting via Mobile
Hotspot may experience Audio/Video loss due to Fluctuation in their respective network. It is therefore recommended to
use Stable Wi-Fi or LAN Connection to mitigate any kind of aforesaid glitches.
5. Shareholders who would like to express their views/have questions may send their questions in advance mentioning
their name demat account number/folio number, email id, mobile number at cs.tirupatisarjan@gmail.com. The same will
be replied by the company suitably.
6. CS Chetan B. Patel of M/s. Chetan Patel & Associates Practicing Company Secretaries (ICSI Membership No.5188,
COP: 3986) will act as the Scrutinizer to scrutinize the voting during AGM and remote e-voting process in a fair and
transparent manner.
BY ORDER OF THE BOARD
FOR TIRUPATI SARJAN LIMITED
Sd/-
JITENDRA ISHWARLAL PATEL
Chairman
DIN: 00262902
Place: Ahmedabad
Date: 17/07/2025
08
Annual Report 2024-25TIRUPATI SARJAN LIMITED
----------------Page (11) Break----------------
ANNEXURE TO NOTICE
EXPLANATORY STATEMENT UNDER Section 102(1) OF THE COMPANIES ACT, 2013
ITEM NO. 3
Mr. Jaydeep Prajapati (DIN 11121076) has been appointed as an Additional Director (Categorized as Independent Director) of
the Company by the Board of Directors w.e.f. 6th June 2025 as recommended by the Nomination and Remuneration Committee
of the Board. He holds office up to the Ensuing AGM. The Company has received a notice in writing from a member proposing his
candidature for the office of Director of the Company.
The Company has received from him (i) Consent to act as Director (ii) Declaration of disqualification (iii) Declaration to the effect
that he meets the criteria of independence as provided in Section 149(6) of the Act read with Regulation 16 of the SEBI (LODR)
Regulations, 2015, as amended(iv) Confirmation in terms of Regulation 25(8) of the SEBI (LODR) Regulations, 2015that he is
not aware of any circumstance or situation which exists or may be reasonably anticipated that could impair or impact his ability to
discharge his duties and (v) Declaration that he has not been debarred from holding office of a Director by virtue of any order passed by Securities and Exchange Board of India or any other such authority (vi) Disclosure of Interest.
Jaydeep Prajapati has completed his Graduation in B.com from Gujarat University and is a Qualified Company Secretary and
has good knowledge regarding Companies Act, 2013. He along with his relative do not hold any equity shares in the Company.
Considering his expertise and competencies, your directors thought it desirable to avail his services. Therefore, the Board
recommends his appointment as an Independent Director for the term of 5 years, w.e.f. 6th June 2025 and passing of the
proposed Special Resolution. The terms and conditions of appointment of Independent Directors are available for inspection
without any fee payable by the Members. Members who wish to inspect the same can send a request to
cs.tirupatisarjan@gmail.com. Mr. Jaydeep Prajapati being an appointee, and his relatives are interested in the proposed
resolution. None of the other Directors, Key Managerial Personnel of the Company and/or their relatives are in any way
concerned or interested, financially or otherwise, in the proposed resolution.
The Board recommends the resolution at Item no. 3 to be passed with as a Special Resolution.
ITEM NO. 4
Pursuant to recent amendments to Regulation 24A of the SEBI (Listing Obligations and Disclosure Requirements) Regulations,
2015 (Listing Regulations), a listed entity is required to appoint a Secretarial Audit firm for up to two terms of five consecutive
years, subject to Members approval at the Annual General Meeting. In this regard, based on the recommendation of the Audit
Committee of Directors, the Board of Directors, at its meeting on July 17, 2025, approved the appointment of M/s. Chetan Patel
and Associates. Practicing Company Secretaries, as the Company’s Secretarial Auditor for five years commencing from
FY2025-26 to FY2029-30, subject to Members’ approval, after taking into account the eligibility of the firm’s qualification,
experience, independent assessment, competency and Company’s previous experience based on the evaluation of the quality
of audit work done by them in the past. The Company has received a consent letter from Chetan Patel and Associates, confirming
their willingness to undertake the Secretarial Audit and issue the Secretarial Audit Report in accordance with Section 204 of the
Act along with other applicable provisions, if any, under the Companies (Appointment and Remuneration of Managerial
Personnel) Rules, 2014, as amended. M/s Chetan Patel & Associates hereby affirms its compliance with Regulation 24A(1B) of
the Listing Regulations in providing services to the Company. Further, Chetan Patel and Associates confirms that they hold a
valid peer review certificate issued by ICSI and it fulfills all eligibility criteria and has not incurred any disqualifications for
appointment, as outlined in the SEBI circular dated December 31, 2024.
Chetan Patel and Associates is a leading firm of practicing Company Secretaries with over more than 7 years of experience in
delivering comprehensive professional services across Corporate Laws, SEBI Regulations and FEMA Regulations. Their
expertise includes conducting Secretarial Audits, Due Diligence Audits, Compliance Audits etc.
The Board of Directors has approved remuneration of and out of pocket expenses for FY26 and for subsequent years of the term,
such fee as determined by the Board on recommendation of Audit Committee of Directors in consultation with Chetan Patel and
Associates. Besides the audit services, the Company would also obtain permitted services which are to be mandatorily received
from the Secretarial Auditor under various statutory regulations from time to time, for which Chetan Patel and Associates will be
remunerated separately on mutually agreed terms. The Board of Directors, may alter and vary the terms and conditions of
appointment, including remuneration, in such manner and to such extent as may be mutually agreed with the Secretarial Auditor.
None of the Directors, Key Managerial Personnel (KMP) and their relatives are, in any way, concerned or interested in the
resolution at Item No. 4 of the accompanying Notice.
09
Annual Report 2024-25TIRUPATI SARJAN LIMITED
----------------Page (12) Break----------------
The Board recommends the Ordinary Resolution at Item No. 4 of the accompanying Notice for approval by the Members of the
Company.
The Board recommends the resolution at Item no. 4 to be passed as a Ordinary Resolution
BY ORDER OF THE BOARD
FOR TIRUPATI SARJAN LIMITED
Sd/-
JITENDRA ISHWARLAL PATEL
Chairman
DIN: 00262902
Place: Ahmedabad
Date: 17/07/2025
10
----------------Page (13) Break----------------
DIRECTOR’S REPORT
TO
THE MEMBERS,
Your Directors have great pleasure in presenting the 30th Annual Report on business and operations of the Company together
with the Audited statements of Accounts for the financial year ended on 31st March 2025.
Financial Results: [Amount in Lacs]
The summary of the financial results for the year is given below:
OPERATIONS REVIEW:
Income from Operations and Other Income during the financial year ended 31st March 2025 is Rs. 22,325.09 Lacs. Net Profit of
the Company for the year under review after considering Depreciation and Provision for Tax and others is Rs. 514.96 Lacs.
DIVIDEND:
Your directors do not recommend payment of any Dividend for the Financial year ended 31st March 2025 in order to conserve the
resources of the Company, The Company will retain the earning for use in the future operations & Projects and strive to increase
the net worth of stakeholders of the Company.
DEPOSIT:
During the period under review, Your Company has not accepted any deposits within the meaning of Section 73 of the Companies
Act, 2013 and the Companies (Acceptance of Deposits) Rules, 2014.
Details of deposits which are not in compliance with the requirements of Chapter V of the Act-NIL
INCREASING CAPITAL OF THE COMPANY:
During the year under review, there were no changes in the capital structure of the Company.
DIRECTORS & KEY MANAGERIAL PERSONNEL:
IIn accordance with Articles of Association of the Company Mr. Ankit Shah director of the Company (DIN: 02440347) will retire by
rotation at the ensuing Annual General Meeting and being eligible, offers himself for re-appointment. The Board recommends
their re-appointment for the consideration of the Members of the Company at the ensuing Annual General Meeting.
The following changes have been made to the Directors & Key Managerial Personnel of the Company during the year 2024-25.
PARTICILARS
Turnover and Other Income
Profit before Interest and DepreciationFinancial ExpensesDepreciationProfit before Tax
Provision for Taxation
(Including deferred tax)Net Profit after Tax & adjustments
22325.09
1377.86
520.85
112.02
744.99229.47
514.96
19525.86
1416.52
680.86130.73604.93210.08
394.85
Financial Year
2024-25
Financial Year
2023-24
Name
Dorikkumar Anilkumar Patel
Ishali j Desai
Ishali j DesaiJaydeep Prajapati
Resignation
Appointment
ResignationAppointment
14.08.2024
10.03.2025
30.05.202506.06.2025
Appointment or
Resignation
Appointment Date or
Resignation Date
Independent Director
Independent woman DirectorIndependent woman DirectorIndependent Director
1.
2.
3.4.
DesignationSr.No.
11
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AUDITORS AND AUDITORS’ REPORT:
As per the provisions of Sections 139, 142 and all other
applicable provisions of the Companies Act, 2013, (including
any statutory modification(s) or re-enactment thereof, for the
time being in force), at the 29th Annual General Meeting of the
Company held on 28th September, 2024, the Members of the
Company had appointed M/S. MAAK & Associates,
Chartered Accountant, Ahmedabad (FRN- 135024W), as
Statutory Auditors of the Company to hold the office for a term
of 5 (five) years from the conclusion of 29th (Twenty Nine)
Annual General Meeting till the conclusion of the 34th (Thirty
Four) Annual General Meeting.
The Statutory Auditors' Report on the financial statements of
the Company for the financial year ended on 31st March
2025, there is no Qualified/Adverse Opinion from Statutory
Auditor during the financial year under review.
COMMENT OF BOARD ON AUDITOR’S OBSERVATIONS:
There are no qualified/adverse remarks in the Auditors'
report, so no comments are required.
SECRETARIAL AUDITOR:
In terms of Section 204(1) of the Companies Act, 2013 and
Rule 9 of Companies (Appointment and Remuneration of
Managerial Personnel) Rules, 2014, the Board of Directors of
the Company has appointed CS Chetan B Patel, Partner of
M/s. Chetan Patel & Associates, Practicing Company
Secretary, Ahmedabad as Secretarial Auditor of the company,
for conducting Secretarial Audit of the company for the FY
2024-25.
Your Company has received consent from CS Chetan B
Patel-M/s. Chetan Patel & Associates, Practicing Company
Secretary, Ahmedabad, to act as the auditor for conducting
audit of the Secretarial records for the Financial Year ending
31st March 2025.
The Secretarial Audit Report in Form MR-3 furnished by Mr.
Chetan B Patel-M/s. Chetan Patel & Associates, Practicing
Company Secretaries for the Financial Year 2024-25 and it is
attached with the directors' report in Annexure D.
Reply to Observation of Secretarial Audit report
1. Regarding Non-composition of board of Director i.e.
delay in appointment of Independent director, the
management hereby filed the Clarification as per
Reg 17(1)(b) of SEBI (LODR)Regulation 2015 dated
12.03.2025 “The lapse in respect to the strength of
the Independent Director throughout the December
quarter was unavailability of candidate for the post of
Independent Director, The management was
rigorously searching but couldn't find appropriate
candidates for the post of Independent Director and
nothing has been done willfully or with malafide
intention. It is pertinent to note that company has now
appointed New independent director on 10th March 2025 which was intimated regarding the same to the
Stock exchange. It may be noted that the company
has now complied with the Regulation 17(1)(b) of
SEBI LODR Regulations, 2015
2. The amount of investment in shares of the Tirupati
Development (Uganda) Limited has been reported
as "Investment" in the Financial Statement as on
31/03/2025 because amount yet not received.
Further, due to non-availability of necessary
informations, the company is unable to file FLA
Returns. The company is continuously doing follow
up for the same from foreign entities in which
investments has been made by the company.
INTERNAL AUDITORS:
Pursuant to provisions of Section 138 and all other applicable
provisions of the Companies Act, 2013, read with the
Companies (Accounts) Rules, 2014, the Board of Directors
has re-appointed Mr. Dilip Suthar as an Internal Auditors of
the Company for the Financial Year 2024-25.
Issue of Equity Shares with Differential Rights, Sweat
Equity, ESOS, etc:
There is no issue of equity shares with/ without differential
Rights, sweat equity shares, Stock Option etc., hence there
was no change in the capital structure of the Company.
DETAILS IN RESPECT OF FRAUDS REPORTED BY
AUDITORS UNDER SUB-SECTION (12) OF SECTION 143:
There is no any offence of fraud that has been committed in
the company by its officers or employees of the company
during the year.
AMOUNT TRANSFER TO RESERVES:
During the financial year under review, the Company has not
transferred any amounts to reserves;
INTERNAL FINANCIAL CONTROL SYSTEM AND
COMPLIANCE FRAMEWORK:
The Company has an Internal Control System,
commensurate with the size, scale and complexity of its
operations. The internal financial controls are adequate and
are operating effectively so as to ensure the orderly and
efficient conduct of business operations. The Audit
Committee in consultation with the internal auditors
formulates the scope, functioning, periodicity and
methodology for conducting the internal audit. The internal
auditors carry out audit, covering inter alia, monitoring and
evaluating the efficiency & adequacy of internal control
systems in the Company, its compliance with operating
systems, accounting procedures and policies at all locations
and submit their periodical internal audit reports to the Audit
Committee. Based on the internal audit report and review by
the Audit committee, process owners undertake necessary
actions in their respective areas. The internal auditors have
expressed that the internal control system in the Company is
robust and effective. The Board has also put in place the
requisite legal compliance framework to ensure compliance
of all the applicable laws and that such systems are adequate
and operating effectively.
DETAILS OF SUBSIDIARY / ASSOCIATE COMPANIES:
There are no associate companies within the meaning of
Section 2(6) of the Companies Act, 2013 (“Act”). There was
one subsidiary company Tirupati Development (U) Ltd in
Uganda within the meaning of section 2(87) of the companies
Act, 2013.
During the year, no new companies have become
subsidiaries, JV or associate companies.
12
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MEETINGS OF THE BOARD OF DIRECTORS:
The Directors of the Company met at regular intervals, the
gap between any two meetings was within the period
prescribed by the Companies Act, 2013 and the SEBI (Listing
Obligations & Disclosure Requirements) Regulations, 2015
as amended from time to time. The Notices of the Board
Meetings are given well in advance to all the Directors of the
Company.
During the year under review, 9 (Nine) Board meetings were
held, with a gap between Meetings not exceeding the period
prescribed under the Companies Act, 2013 and Rules made
thereunder. Details of Board and Board committee meetings
held during the year are given in the Corporate Governance
Report.
During the year under review, the Company has complied
with applicable Secretarial Standards issued by the Institute
of Company Secretaries of India (ICSI).
COMMITTEES OF THE BOARD:
Composition of Audit Committee of Directors, Nomination
and Remuneration Committee of Directors, Corporate Social
Responsibility Committee of Directors and Stakeholders
Relationship/Grievance Committee of Directors, number of
meetings held of each Committee during the financial year
2024-25 and meetings attended by each member of the
Committee as required under the Companies Act, 2013 are
provided in Corporate Governance Report and forming part of
the report.
The recommendations of the Audit Committee, as and when
made to the Board, have been accepted by it.
COMPANY’S POLICY ON DIRECTORS’ APPOINTMENT
AND REMUNERATION INCLUDING CRITERIA FOR
DETERMINING QUALIFICATIONS, POSITIVE
ATTRIBUTES, INDEPENDENCE OF A DIRECTOR AND
OTHER MATTERS PROVIDED UNDER SUB-SECTION (3)
OF SECTION 178:
The Company has adopted above mentioned policy, and it is
available in details in the “Investor Zone” in the website of the
company at http://www.tirupatisarjan.com.
THE CHANGE IN THE NATURE OF BUSINESS, IF ANY:
During the year, there was no change in the nature of
business of the Company.
VIGIL MECHANISM AND WHISTLE BLOWER POLICY:
In accordance with Section 177 of the Companies Act, 2013
and Regulation 22 of SEBI (Listing Obligations and
Disclosures Requirements) Regulations, 2015, the Company
has constituted a Whistle Blower Policy/ Vigil Mechanism to
establish a vigil mechanism for the directors and employees to report genuine concerns in such manner as may be
prescribed and to report to the management instances of
unethical behavior, actual or suspected fraud or violation of
the Company's code of conduct.
EVALUATION OF BOARD, COMMITTEES AND
INDIVIDUAL DIRECTORS:
In compliance with the Companies Act, 2013 and Regulation
17(10) of SEBI (Listing Obligations and Disclosure
Requirements), Regulations, 2015, the performance
evaluation of board, committees and individual directors was
carried out during the year under review.
PARTICULARS OF LOANS, GUARANTEES OR
INVESTMENTS UNDER SECTION 186
The details of the loan provided, and investments made, if
any, are as mentioned in the notes to accounts. The Company
has not provided any guarantee or security falling under
purview of Section 186 of the Companies Act, 2013 during the
financial year under review. The Loans granted have been
utilized by Company for their business purpose
PARTICULARS OF CONTRACTS OR ARRANGEMENTS
WITH RELATED PARTIES
All related party transactions that were entered into during the
year under review were in the ordinary course of business
and on an arm’s length basis. The Company has not entered
into any contract/arrangement/transaction with related
parties which could be considered material in nature. All
Related Party Transactions are placed before the Audit
Committee and Board for approval. Prior omnibus approval of
the Audit Committee is obtained for the transactions which
are foreseen and repetitive in nature.
DIVIDEND DISTRIBUTION POLICY:
Pursuant to Regulation 43A of the SEBI (Listing Obligations
and Disclosure Requirements) Regulations, 2015, the top
five hundred listed entities based on market capitalization are
required to formulate the Dividend Distribution Policy.
Accordingly, your Company is not required to formulate the
Dividend Distribution Policy.
RISK MANAGEMENT POLICY:
The Company has laid down the procedures to inform the
Board about the risk assessment and minimization
procedures and the Board has formulated Risk Management
Policy to ensure that the Board, its Audit Committee and its
management should collectively identify the risks impacting
the Company’s business and document their process of risk
identification, risk minimization, risk optimization as a part of a
risk management policy/ strategy. At present there is no
identifiable risk which, in the opinion, of the Board may
threaten the existence of the Company.
COROPRATE SOCIAL RESPONSIBILITY:
Information on Corporate Social Responsibility (CSR) Policy
and initiative taken by the Company during the financial year
2024-25, pursuant to Section 135 of the Companies Act, 2013
read with Rule 8 of the Companies (Corporate Social
Responsibility Policy) Rules, 2014 is annexed herewith and
forming part of the report. (Annexure-C). The policy is
available on the website of the Company on the web link:
“http://www.tirupatisarjan.com/OurPolicies.php”
CORPORATE GOVERNANCE REPORT:
As required by the Regulation 27 of SEBI (Listing Obligations
and Disclosures Requirements) Regulations, 2015 entered
into with the Stock Exchanges, a detailed report on Corporate
Governance is given as a part of the Annual Report. The
Company is in full compliance with the requirements and
disclosures that have to be made in this regard. The Auditors'
Certificate of the compliance with Corporate Governance
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----------------Page (16) Break----------------
requirements by the Company is attached to the Report on
Corporate Governance. Report on Corporate Governance is
given in this Annual Report, herewith attached as Annexure-
B.
COMPLIANCE WITH THE PROVISIONS OF SEXUAL
HARASSMENT OF WOMEN AT WORKPLACE
(PREVENTION, PROHIBITION AND REDRESSAL) ACT,
2013
The Company is committed to uphold and maintain the dignity
of women employees and it has in place a policy which
provides for protection against sexual harassment of women
at work place and for prevention and redressal of such
complaints. The Company has also constituted an Internal
Compliance Committee in accordance with the provisions of
this Act. During the financial year under review, no complaints
pertaining to sexual harassment were received.
COST RECORD:
Pursuant to Rule 8 of the Companies (Accounts) Rules, 2014
read with Section 134 your Company has duly maintained the
cost records as per sub-section 1 of section 148 of
Companies Act, 2013.
MANAGEMENT DISCUSSION AND ANALYSIS REPORT:
As per Regulation 34 of SEBI (Listing Obligations and
Disclosure Requirements) Regulations 2015, a separate
section of management discussion and analysis out lining the
business of your Company forms part of this reports in
Annexure A.
CONSERVATION OF ENERGY, TECHNOLOGY
ABSORPTION AND FOREIGN EXCHANGE EARNING
AND OUTGO:
The information pursuant to Section 134(3)(m) of the
Companies Act, 2013, read with the Rule 8(3) of the
Companies (Accounts) Rules, 2014 as amended from time to
time relating the foregoing matter is given as under.
Your Company has taken necessary steps to conserve the
energy and to protect environment. Your Company is
continuously adapting to the new technology in the related
fields of business and thereby striving to optimize customer
satisfaction.
Foreign Exchange Earnings during the year:
Rs. NIL (C.Y.)
Rs. NIL (P.Y.)
Foreign Exchange Outgo during the year:
Rs. Nil (Same as Previous
Year)
STATEMENT OF BOARD OF DIRECTORS
Your directors confirm all the Independent Directors of the
Company during the year possess integrity, relevant
expertise and experience required to best serve the interests
of the Company. The Independent Directors have confirmed
compliance of relevant provisions of Rule 6 of the Companies
(Appointments and Qualifications of Directors) Rules, 2014.
THE DETAILS OF APPLICATION MADE OR ANY
PROCEEDING PENDING UNDER THE INSOLVENCY AND
BANKRUPTCY CODE, 2016 (31 OF 2016) DURING THE
YEAR ALONG WITH THEIR STATUS AS AT THE END OF
THE FINANCIAL YEAR.
No application made, or any proceeding is pending under the
Insolvency and Bankruptcy Code, 2016, during the financial
year ended March 31, 2025.
PARTICULARS OF EMPLOYEES:
Details Pertaining to remuneration and other details as
required under Section 197 (12) of the Companies Act read
with Rule 5 of the Companies (Appointment and
Remuneration of Managerial Personnel) Rules, 2014, is
attached as Annexure E of this report.
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 are no any material changes and commitments have
occurred during above mentioned time period which affect the
financial position of the company.
GENERAL:Directors state that no disclosure or reporting is required in
respect of the following items as there were no transactions
on these items during the year under review:
The details of difference between amount of the valuation
done at the time of one-time settlement and the valuation
done while taking loan from the Banks or Financial Institutions
along with the reasons thereof.
DIRECTORS’ RESPONSIBILITY STATEMENT:
In accordance with the provisions of clause (c) of sub-section
(3) of Section 134 of the Companies Act, 2013 and to the best
of their knowledge and belief and according to the information
obtained by them, your Directors 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 i.e. at 31st
March 2025 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:
(e) The directors had laid down internal financial
14
----------------Page (17) Break----------------
controls to be followed by the company and that such internal financial controls are adequate and were operating
effectively.
(f) 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.
DECLARATION OF INDEPENDENT DIRECTORS: -
The Company has received a declaration from the Independent Directors that they meet the criteria of independence as per
section 149 of the companies Act, 2013.
DETAILS OF SIGNIFICANT & MATERIAL ORDERS PASSED BY THE REGULATORS OR COURTS OR TRIBUNAL
There are no significant material orders passed by the Regulators / Courts which would impact the going concern status of the
Company and its future operations.
COMPLIANCE WITH SECRETARIAL STANDARDS:
Your directors confirm that the Secretarial Standards issued by the Institute of Companies Secretaries of India, as applicable to
the Company, have been duly complied with.
WEB ADDRESS OF ANNUAL RETURN
Pursuant to Section 92 of the Act read with the applicable Rules, the Annual Return for the year ended 31st March 2025 will be
accessed on the Company’s website at https://www.tirupatisarjan.com/annual-report.html.
APPRECIATION & ACKNOWLEDGEMENT:
Your Directors would like to express their sincere appreciation for the assistance and co-operation received from the Banks,
Government Authorities, Customers, and Shareholders during the year. Your directors also wish to take on record their deep
sense of appreciation for the committed services of the employees at all levels, which has made our Company successful in the
business.
BY ORDER OF THE BOARD
FOR TIRUPATI SARJAN LIMITED
Sd/-
JITENDRA ISHWARLAL PATEL
Chairman
DIN: 00262902
Place: Ahmedabad
Date: 17/07/2025
15
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Annexure -A
MANAGEMENT’S DISCUSSION AND ANALYSIS
WORLD ECONOMY
After enduring a prolonged and unprecedented series of shocks, the global economy appeared to have stabilized, with steady yet
underwhelming growth rates. However, the landscape has changed as governments around the world reorder policy priorities
and uncertainties have climbed to new highs. Forecasts for global growth have been revised markedly down compared with the
January 2025 World Economic Outlook (WEO) Update, reflecting effective tariff rates at levels not seen in a century and a highly
unpredictable environment. Global headline inflation is expected to decline at a slightly slower pace than what was expected in
January.
Intensifying downside risks dominate the outlook, amid escalating trade tensions and financial market adjustments. Divergent
and swiftly changing policy positions or deteriorating sentiment could lead to even tighter global financial conditions. Ratcheting
up a trade war and heightened trade policy uncertainty may further hinder both short-term and long-term growth prospects.
Scaling back international cooperation could jeopardize progress toward a more resilient global economy.
At this critical juncture, countries should work constructively to promote a stable and predictable trade environment and to
facilitate international cooperation, while addressing policy gaps and structural imbalances at home. This will help secure both
internal and external economic stability. To stimulate growth and ease fiscal pressures, policies that promote healthy aging and
enhance labor force participation among older individuals and women could be implemented.
INDIAN ECONOMY
India is poised to lead the global economy once again, with the International Monetary Fund (IMF) projecting it to remain the
fastest growing major economy over the next two years. According to the April 2025 edition of the IMF’s World Economic Outlook,
India’s economy is expected to grow by 6.2 per cent in 2025 and 6.3 per cent in 2026, maintaining a solid lead over global and
regional peers.
The April 2025 edition of the WEO shows a downward revision in the 2025 forecast compared to the January 2025 update,
reflecting the impact of heightened global trade tensions and growing uncertainty Despite this slight moderation, the overall
outlook remains strong. This consistency signals not only the strength of India’s macroeconomic fundamentals but also its
capacity to sustain momentum in a complex international environment. As the IMF reaffirms India’s economic resilience, the
country’s role as a key driver of global growth continues to gain prominence.
INDUSTRY OVERVIEW
The Indian construction market is highly competitive, owing to the presence of major local and international players. However, the
market holds opportunities for small and medium players due to increasing government investments in the sector. The Indian
construction market presents opportunities for growth during the forecast period, which is expected to further drive market
competition. Large players are competing with each other for a large share of the Indian construction market. This makes it hard to
see any consolidation in the market.
Source: https://www.mordorintelligence.com/industry-reports/india-construction-market.
INDUSTRY STRUCSTURE AND DEVELOPMENTS
Tirupati Sarjan Limited is among the most reputed & renowned real estate Company. Serving and fulfilling dreams of innumerable
customers in the various cities of Gujarat, since 4th January, 1995. Core objective of the Company is to provide preeminent
housing at affordable prices catering to the middle class families of North Gujarat. Company has executed over 100+ projects during its tenure from its inception till date.
Tirupati Sarjan Ltd is an ISO 9001:2008 certified Company. The equity shares of the Company are listed on BSE. The Company
has focused on residential and commercial projects in major cities of North Gujarat. Company has spread its wings to other parts
of Gujarat by launching high end luxurious residential project such as Tirupati Akruti Greenz in Ahmedabad located behind Nirma
University.
The Company formed an infra division in 2008-09 with mainly focusing on undertaking Government projects. With rich experience
of numerous projects, Company has been awarded Central Government and State Government project, our valuable
Government projects ongoing at Gujarat, Rajasthan, Goa, Maharashtra Diu and Tamil Nadu. Our expertise in mainly
construction/ expansion of Educational Campuses, Hospital & Medical Campuses, Commercial Complexes, Guest/ Circuit
House, Residential Bungalows & Apartments Institutional Buildings, Township & land Development and many more and we had
successfully completed many Government projects.
OPPORTUNITIES:With the current scenario economic volatility and imminent risks driven by socio-political factors makes it difficult to forecast the
future with any degree of certainty. While we are hopeful that FY 2025-26 will herald better economic and business activity in
terms of tendering, good liquidity and revival of labor and supply chains, it would be premature to predict the Company’s business
outcomes for FY 2025-26.
16
----------------Page (19) Break----------------
The infrastructure sector has normally been the government’s biggest focus area for economic growth and shall undoubtedly
continue to remain for years. The increased impetus for accelerating infrastructure development will further open up vast
opportunities for construction companies and we are hopeful that your Company will surely benefit with good project orders and
better financial returns. The company is putting enormous efforts to mitigate the impact of the pandemic.
With the Company’s core-competence in government projects, we are well-placed and look forward to strongly capitalize on the
opportunities in these segments. The Company will consistently ensure to see the growth is achieved in conjunction with
sustainable profitability by driving operational excellence to ensure our projects are delivered on time within the allocated
budgets.
THREATS/RISK:
1. Labor shortage, less- experienced or unskilled labor may impact on construction industries.
2. Uncertainty of seasons, Natural Disasters and threat of global warming on it.
3. Internal factors and government policies/ Regulatory Change , tough competition.
4. Price and availability of raw material as required by company, affected due to a gap in supply demand, intense
competition and changes in production level. Price fluctuations and inability to procure products on time might impact
profitability of the Company.
5. Economic slowdown and changes in regulatory environment may impact on Company’s operations.
SEGMENT WISE PERFORMANCE:
The business of the Company falls under a single segment.
OUTLOOKConsidering the fact that the Volatility of demand is high, Your Company expects to facilitate better living and infra-structural
solutions in innovative and affordable manner throughout India. To set benchmark in real estate industry for residential,
commercial and Infrastructure Projects by optimum utilization of resources and to develop splendid Infrastructure Company with
global Presence in coming 10 years, with an intention to benefit substantially all stake holders of the Company, i.e. minority
shareholders, employees, suppliers, distributors and society at large. To keep City, State & Country clean & Green.
RISKS AND CONCERNS
The Company recognize that every business has its inherent risks, and it is required to possess a proactive approach to identify
and mitigate them. Risk Management is an important business aspect in the current economic environment and its objective is to
identify, monitor and take mitigation measures on a timely basis in respect of events that may pose risks for the business.
The Company has a robust Risk Management Policy and Procedure in place for effective identification and monitoring of risks
and implementation of mitigation plans.
INTERNAL FINANCIAL CONTROL AND THEIR ADEQUACY
The Company has an internal control system, which provides protection to all its assets against loss from unauthorized use and
for correct reporting of transactions. The company has put in place Proper controls, which are reviewed at regular intervals to
ensure that transactions are properly authorized & correctly reported and assets are safeguarded. The internal control systems
are implemented to safeguard the Company’s assets from loss or damage. To keep constant check on cost structure and to
provide adequate financial and accounting controls and implement accounting standards.
FINANCIAL PERFORMANCE WITH RESPECT TO OPERATIONAL PERFORMANCE
PARTICILARS
Net Sales
Other IncomeTotal Income
PBDITPAT
22166.95
158.14
22325.09
1377.86
514.96
19375.43
150.43
19525.86
1416.52
394.85
Standalone
2024-252023-24
[Amount in Lacs]
17
----------------Page (20) Break----------------
Details of Key Financial Ratios are given below:
Note:1 Due to improvement in Profit before tax.
HUMAN RESOUCES AND INDUSTRIAL RELATIONS
Your Company’s biggest asset is its employees. The Company provides suitable environment for development of leadership
skills which enables it to recruit and retain quality professionals in all the fields. Your Company’s industrial relation continued to be
harmonious during the year under review.
CAUTIONARY STATEMENT
The report contains forward looking statements describing expectations, estimates, plans or words, with similar meaning. The
Company’s actual results may differ from those projected, important factors that could make the difference to the Company
operations include prices of raw material, energy and finished goods, changes in Government regulations, economic
developments globally and within India and labour negotiations. The Company cannot guarantee that the assumptions and
estimates in the ‘forward looking statements’ are accurate or will be realised.
18
Ratios
Debtors Turnover
Inventory Turnover
Interest Service Coverage RatioCurrent Ratio (In times)Debt Equity Ratio (In Times)
Net Profit Margin %Return on Net Worth %
4.66
2.521.911.520.71
2.05%4.70%
33.6
15.727.3
5.1
-25.6
13.922.9
Change %Details of
significant changes
6.23
2.912.431.620.53
2.34%5.77%
2024-25
Refer Note(iii)
NA
Refer Note(iv)
NA
Refer Note(i)
NANA
2023-24
----------------Page (21) Break----------------
Annexure - B
CORPORATE GOVERNANCE REPORT 2024-2025
(Pursuant to Schedule V of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015)
COMPANY’S PHILOSOPHY ON CORPORATE GOVERNANCE
Good Governance is an integral part of the Company's business practices based on the philosophy of Trusteeship. The core
value of the Company's business practices is derived from the four pillars of Trusteeship, i.e. transparency, adequate disclosure,
fairness to all and independent monitoring and supervision. The strong internal control systems and procedures, risk assessment
and mitigation procedures and code of conduct for observance by the Company's directors and employees are conducive in
achieving good Corporate Governance practices in the Company.
The Philosophy of the Company on Corporate Governance lies in its concern to protect interests of various stakeholders, fair
dealings with all and active contribution to the Society at large, while enhancing the wealth of shareholders.
Corporate Governance is not merely compliance. It is an ongoing measure of superior delivery of Company's objects with a view
to translating opportunities in reality. The Company places great emphasis on value such as empowerment and integrity of its
employees, safety of the employees, transparency in the decision-making process, fair and ethical dealing with all, pollution free
environment and accountability to all the stakeholders.
Your Company has complied with all applicable guidelines & regulations as stipulated by SEBI (Listing Obligations and
Disclosure Requirements) Regulations, 2015) pertaining to the Corporate Governance.
1. BOARD OF DIRECTORS
A. Composition:
The Company has an active and a balanced Board, with an optimum combination of Executive and Non-
Executive Directors comprising of 8 (Eight) directors out of 8(Eight) Directors on the Board, 5 (Five) are Non-Executive Directors and out of 5 (Five) Non-Executive Directors, 4 (Four) Directors are Independent Directors
and *one Director was Non independent Directors and out of 8 directors remaining 2 (Three) are Executive
Directors and out of 2 (Three) Executive Directors 2 (Two) One was Managing Director and rest of one is Whole
time Director,. The composition of the Board is in conformity with Regulation 17 of the Listing Regulations read
with Section 149 of the Companies Act, 2013.
None of the Directors held Directorship in more than 7 (seven) listed companies. Further, none of the IDs of the
Company served as an ID in more than 7 (seven) listed companies. None of the IDs serving as a whole-time director/managing director in any listed entity serves as an ID of more than 3 (three) listed entities. None of the
Directors held directorship in more than 20 (twenty) Indian companies, with not more than 10 (ten) public limited
companies.
None of the Directors is a member of more than ten committees or chairperson of more than five committees
across all the public limited companies in which he/she is a Director.
B. The names and categories of the Directors, their attendance at Board Meetings during the year and at
the last Annual General Meeting (AGM), Name of Listed Entity where Directorship is held including
category of directorship are given below:
Name of the Director Category of Director
Mr. Jitendrakumar Ishvarlal
PatelMr. Jashwantbhai Kantilal
PatelMr. Ruchir Rushikeshbhai
PatelMr. Ankit Rajesh Shah
Mr. Pratikkumar Patel
Name of Listed
Entity where
Directorship is
held (category
of directorship)
Attendance
at Last
Annual
General
Meeting
No. of
Board
MeetingsAttended
Managing Director/
ExecutiveManaging Director/ExecutiveWhole time director/Executive DirectorNon-Executive Independent DirectorNon-Executive Independent Director
9
9999
Yes
Yes
Yes
Yes
Yes
NA
NANANANA
19
----------------Page (22) Break----------------
Mrs. Ishali Desai
(Resigned from the company w.e.f 30th May,
2025).Mr. Jayraj Purushottamdas
Mehta Ms. Shivangi Hitendrakumar GorMr. Dorikkumar Anilkumar
Patel
Non-Executive
Independent Director
Non-Executive
Independent Director Non-ExecutiveIndependent DirectorNon-Executive Independent Director
-
9
93
NA
Yes
NAYes
NA
NA
NANA
* The details of member of the Board along with the number of Directorship(s)/Committee
Membership(s)/Chairmanship(s) are as given below:
Name of the Director No. of other
Listed companies in which Director (Excluded Tirupati
Sarjan Limited)
Mr. Jitendrakumar Ishvarlal Patel
Mr. Jashwantbhai Kantilal Patel
Mr. Ruchir Rushikeshbhai Patel
Mr. Ankit Rajesh Shah
Mr. Pratikkumar Patel
Mrs. Ishali Desai (Resigned from the company w.e.f 30th May,
2025 Mr. Jayraj Purushottamdas Mehta
Ms. Shivangi Hitendrakumar GorMr. Dorikkumar Anilkumar Patel
No. of
Committees
in which
Chairman
No. of
Committees
in which
member
NIL
NILNILNILNIL2
NIL
NILNIL
Sr.
No.
1.
2.3.4.5.6.
7.
8.9.
0
00001
0
00
NIL
NILNILNILNIL2
NIL
NILNIL
In accordance with Regulation 26 of the Listing Regulations, Membership(s)/ Chairmanship(s) of only Audit
Committees and Stakeholders’ Relationship Committees in all Listed Companies have been considered.
(Excluded Tirupati Sarjan Limited)
C. Number of Board Meetings held and the Dates on which held:
During the financial year 2024-25, 9 (Nine) Board Meetings were held on 30th April 2024 , 30th May 2024, 3rd
July 2024, 14th August 2024, 28th August 2024, 14th November 2024, 03rd December 2024, 13th February
2025, 10th March 2025.
Board meeting dates are finalized in consultation with all the directors and agenda papers with detailed notes
and other background information, which are essential for the Board to effectively and reasonably perform their
duties and functions, are circulated well in advance before the meeting thereby enabling the Board to take
informed decisions.
D. Familiarization Programme for Directors:
Pursuant to Regulation 25(7) of SEBI (LODR) Regulations, 2015, your Company has in place a structured
induction and familiarization programme for the Independent Directors. The programme was designed to
familiar the directors with their roles, rights, responsibilities in the company, nature of the industry in which the
company operates, business model of the company etc. Detailed presentations on the Company’s business
segments were made at the separate meetings of the Independent Directors held during the year.
A brief detail of the familiarization programme is displayed on the Company’s website viz:
“http://www.tirupatisarjan.com”
E. Meeting of Independent Directors and Attendance Record:
Independent Directors to meet at least once in a year to deal with matters listed out in Regulation 25 of the
Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015
and Schedule IV to the Companies Act, 2013 which inter-alia includes, review the performance of non-
independent directors, chairman and the Board as a whole and assess the quality, quantity and timeliness of
20
----------------Page (23) Break----------------
flow of information between the Management and the Board that is necessary to perform the duties by the
Board of Directors.
Attendance Record of Meetings of Independent Directors held on 20th April 2024.
Confirmation by the Board of Directors:
In the opinion of the Board of Directors, the Independent Directors of the Company fulfill the conditions specified
in Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations,
2015 and the Companies Act, 2013 (as amended from time to time) and are independent of the Management of
the Company.
F. Skills/expertise/competencies of the Board of Directors
The Board is satisfied that the current composition reflects a mix of knowledge, skills, experience, diversity and
independence. The Board provides leadership, strategic guidance, objective and an independent view to the
Company’s management while discharging its fiduciary responsibilities, thereby ensuring that the management
adheres to high standards of ethics, transparency and disclosure. The Board periodically evaluates the need for
change in its composition and size.
The Company requires skills/expertise/competencies in the areas of Strategy & Business, Industry Expertise,
Market Expertise, Technology Perspective, Diversity of Perspective etc. to efficiently carry on its core
businesses.
The Board has identified the following skills/expertise/competencies fundamental for the effective functioning of
the Company which are currently available with the Board:
*As per the provisions of Companies Act, 2013 the Independent Directors of the Company have registered
themselves on Independent Director database and will complete the online proficiency self-assessment test
conducted by the institute within the prescribed time.
2. BOARD COMMITTEES:
As per the requirement of the Companies Act, 2013 read with Rules and SEBI (Listing Obligation & Disclosure
Requirements) Regulations, 2015 , various Board committees have been formed for better governance and
accountability viz. Audit Committee, Nomination and Remuneration Committee, Stakeholders' Relationship Committee,
Corporate Social Responsibility Committee.
The terms of reference of each committee are determined by the Board as per the requirement of law and their relevance
is reviewed from time to time.
Name of the Director Strategy &
Business
Industry
Expertise
Mr. Jitendrakumar Ishvarlal Patel
Mr. Jashwantbhai Kantilal Patel
Mr. Ruchir Rushikeshbhai Patel
Mr. Ankit Rajesh Shah
Mr. Jayraj Purushottamdas Mehta
Mr. Pratikkumar Patel
Mrs. Ishali Desai (Resigned from the company w.e.f 30th May,2025).
Ms. Shivangi Hitendrakumar GorMr. Dorikkumar Anilkumar Patel
(Resigned from the company w.e.f.
14th August, 2024)
Mr. Jaydeep Prajapati
Market
Expertise
Technology
Perspective
Diversity of
Perspective
P
PPPPPP
P
P
P
P
PPPPPP
P
P
P
P
PPPPPP
P
P
P
o
P
PPPP
P
P
P
P
PPP
P
Name of the Director Number of
Meeting held
Number of
Meeting attended
Mr. Jayraj Purushottamdas Mehta
Mr. Dorik Patel
Mr. Pratikkumar Patel
Mrs. Shivangi Gor
1
111
1
111
21
----------------Page (24) Break----------------
A. AUDIT COMMITTEE: {Regulation 18 of SEBI (LODR) Regulations, 2015} :
The Board of Directors has constituted an Audit Committee of Directors and empowered the Committee to deal
with all such matters which it may consider appropriate to perform as audit committee including items specified
in Section 177(4) of the Companies Act, 2013 (as may be modified/amended from time to time), items specified
in Part C of Schedule II of Regulation 18(3) of the Securities and Exchange Board of India (Listing Obligations
and Disclosure Requirements) Regulations, 2015 under the head role of audit committee (as may be
modified/amended from time to time) and such matters as may be assigned from time to time by the Board of
Directors.
The Committee in addition to other business, reviews the quarterly (unaudited) financial results, annual financial
statements and auditors’ report thereon, compliance of listing and other legal requirements relating to financial
statement, cost audit statement before submitting to the Board of Directors, review internal financial control and
procedures, internal control system and procedure and their adequacy, risk management, related party
transaction, audit programme, nature and scope of audit programme, appointment, remuneration and terms of
appointment of auditors, approval of payment to statutory auditors for other services.
The Committee comprises of three Directors. All members of the Audit Committee are financially literate. In the
financial year 2024-25, Seven meetings were held on 30th April 2024, 30th May 2024; 14th August 2024; 14th
November 2024, 03rd December 2024; and 13th February 2025. The Committee met with necessary quorum
present for all Meetings:
Composition of committee as on 31st March 2025 and member's attendance at the meetings during the year are
as under:
B. NOMINATION AND REMUNERATION COMMITTEE: {Regulation 19 of SEBI (LODR) Regulations, 2015}:
The Board of Directors has constituted a Nomination and Remuneration Committee of Directors. The role of the
Committee is to perform all such matters as prescribed under the Companies Act, 2013 and Schedule II - Part D
of Regulation 19 of the Securities and Exchange Board of India (Listing Obligations and Disclosure
Requirements) Regulations, 2015, which inter alia includes - recommendation to Board of Directors, the
remuneration policy for the Company, formulation of criteria for performance evaluation of directors, Board and
Committee, appointment of Director, appointment and remuneration of Whole-time Director and Key
Managerial Personnel. The Committee will also deal with matters as may be assigned from time to time by the
Board of Directors.
The Committee has formulated a guiding policy on remuneration for its Directors, Key Managerial Personnel
and employees of the Company.
The Committee has devised uniform performance evaluation criteria for directors including independent
directors.
The Six meetings of the Nomination and Remuneration Committee were held on 30th April 2024, 30th May 2024;
14th August 2024; 28th August 2024, 3rd December 2024 and 10th March 2025. during the Financial Year 2024-
25. The Committee met with necessary quorum present for all Meetings:
The Committee consists of three Directors and attendance of each Committee Member is as under:
Name of Committee Member No. of Meetings
held during tenure
No. of Meetings
attended
Mr. Jayraj Purushottamdas Mehta
Independent DirectorMrs Ishali Desai - MemberIndependent Woman Director
(Resigned from Company w.e.f. 30/05/2023)
Pratik Kumar Patel - MemberIndependent Director Ms. Shivangi Gor - Member Independent Woman Director
(Included as member of the committee w.e.f. 30/05/2024)
Mr. Dorik Patel - Member - Independent Director
(Resigned w.e.f. 14/08/2024)
7
-
7
7
3
7
-
7
7
3
22
----------------Page (25) Break----------------
C. STAKEHOLDERS' RELATIONSHIP / GRIEVANCE COMMITTEE: {Regulation 20 of SEBI (LODR)
Regulations, 2015}:
The Board of Directors has constituted a Stakeholders' Relationship / Grievance Committee of Directors. The
role of the committee is to consider and resolve the grievances of security holders and perform such roles as
may require under the Companies Act, 2013 and the Securities and Exchange Board of India (Listing
Obligations and Disclosure Requirements) Regulations, 2015. Continuous efforts are made to ensure that
grievances are expeditiously redressed to the satisfaction of investors. A status report of shareholders'
complaints and redressal thereof is prepared and placed before the Stakeholders' Relationship/Grievance
Committee of Directors.
The Board has delegated the power of Share Transfer to the Registrar and Share Transfer Agent, M/s. Bigshare
Services Pvt. Ltd., who processes the transfers.
The Stakeholder's Relationship Committee met Four times dated 30th April 2024; 14th August 2024, 3rd
December 2024 and 13th February 2025; during the Financial Year 2024-25. The Committee met with
necessary quorum present for all Meetings.
The Committee consists of three Directors and the attendance of each committee member is as under:
Status of Shareholders'/Investors' Complaints for the period 01.04.2024 to 31.03.2025:
D. Corporate Social Responsibility Committee (CSR)
The Board of Directors has constituted Corporate Social Responsibility Committee of Directors pursuant to the
provisions of Section 135 of the Companies Act, 2013 and the Companies (Corporate Social Responsibility
Policy) Rules, 2014.The Role of the Committee is to formulate and recommend to the Board a corporate social
responsibility policy, recommend the amount of expenditure to be incurred on CSR Projects and ensuring
implementation of the projects / programmes / activities and monitor CSR policy.
The Company formulated CSR Policy, which is uploaded on the website of the Company-
http://www.tirupatisarjan.com/OurPolicies.php
The CSR Committee has been dissolved during the year 2023-24.
Name of Committee MemberNo. of Meetings
held during tenure
No. of Meetings
attended
Mr. Jayraj Purushottamdas Mehta –
ChairmanMrs. Shivangi GorMr. Pratikkumar Patel - Member
6
6
6
6
6
6
Name of Committee MemberNo. of Meetings
held during tenure
No. of Meetings
attended
Mr. Ruchir Rushikehbhai Patel – Member
Executive – Whole-time DirectorMrs. Shivangi Gor - Member Independent Director.
Mr. Jayraj Purushottamdas Mehta - Chairman
Independent DirectorMr. Dorik Patel - Member
(Included as member of the committee w.e.f. 10/11/2023)
4
242
4
242
Nature of complaintNo. of complaints
received
No. of pending
complaints
Exchange of Share Certificates
DividendRedemption of DebenturesOther – Non receipt of sharesTotal
2
0000
2
0000
No. of complaints
resolved
2
0000
23
----------------Page (26) Break----------------
3. General Body Meetings:
The last three Annual General Meetings of the Company were held as under:
Extra Ordinary General Meeting:
There was no Extra Ordinary General Meeting held during F.Y. 2024-25.
Postal Ballot
No Postal Ballot was conducted during the year. There is no resolution which is proposed to be passed
through Postal Ballot.
4. REMUNERATION OF DIRECTOR AND KEY MENEGERIAL PERSONNEL:
A. REMUNERATION TO MANAGING DIRECTOR, WHOLE TIME DIRECTOR AND/OR MANAGER:
Financial
Year
Location
2021-22
2022-232023-24
A-11,12,13, Satyamev Complex,
Opp. Gujarat High court,
S.G. Highway,
Ahmedabad – 380060
AGMDATETime
A.M./ P.M
27th
28th 29th
28.09.2022
29.09.202328.09.2024
04.00 P.M.
04.00 P.M.
04.00 P.M.
Date of AGM
28.09.2022
29.09.2023
28.09.2024
Summary of Special Resolution passed in previous three years at
the Annual General Meetings:
• No Special Resolution was passed in the 27th Annual General Meeting
• Re-Appointment of Mr. Jitendrakumar Ishvarlal Patel as Managing Director of the
Company:• Re-Appointment of Mr. Jashwantbhai Patel as Managing Director of the Company
• To re-appoint Mr. Ruchir Rushikeshbhai Patel (DIN: 03185133) as Whole-time
director of the Company• To re-appoint Mr. Pratikkumar Narendrabhai Patel (DIN 08856917) as an
Independent Director of the Company
Sr.
No.
Gross Salary
Particulars of
Remuneration
Name of the MD/WTD/ManagerTotal
Amount
JITENDRA
KUMAR ISHVARLAL
PATEL
MD
JASHWANT
BHAI PATEL
MD
ANKIT
RAJESH SHAHWTD
PATEL
RUCHIR RUSHIKESHBHAIWTD
1.
(a) Salary as per provisions
contained in section 17(1) of the Income Tax. 1961.
(b) Value of perquisites u/s
17(2) of the Income tax Act,
1961(c) Profits in lieu of salary under section 17(3) of theIncome Tax Act, 1961
Stock optionSweat EquityCommission as % of profit others (specify)Others, please specifyTOTAL(A)
2.
3.4.
5.
15.0
0.000.000.00
0.000.00
15.0
0.000.000.00
0.000.00
00.0
0.000.000.00
0.000.00
36.0
0.000.000.00
0.000.00
66.0
0.000.000.00
0.000.00
15.015.000.036.066.0
24
----------------Page (27) Break----------------
B. REMUNERATION TO OTHER DIRECTORS:
C. REMUNERATION TO KEY MANAGERIAL PERSONNEL:
Sr.
No.
Gross Salary
Particulars of
RemunerationKey Managerial PersonnelTotal
1.
(a) Salary as per provisions
contained in section 17(1) of the Income Tax Act, 1961.
(b) Value of perquisites u/s
17(2) of the Income Tax Act,
1961(c) Profits in lieu of salary under section 17(3) of the Income Tax Act, 1961
Stock OptionSweat EquityCommissionas % of profitothers, specifyOthers, please specifyTotal
2.
3.4.
5.
0.00
0.000.000.00
0.000.000.000.000.00
0.75
0.000.000.00
0.000.000.000.000.00
0.00
0.000.000.00
0.000.000.000.000.00
0.7500.00.75
CEOCompany SecretaryCFO
Mr. Arpit Vyas*
0.75
0.000.000.00
0.000.000.000.000.00
00.0
(a) Fee for
attending board committee meetings(b) Commission
00.0
00.0
00.000.000.000.00.00
00.0
0.0000.0
© Others, please
specify
Total (2)
Total (B)= (1+2)
00.0
00.0
00.0
00.0
00.0
00.0
00.0
0.00
00.0
0.00
1.0000.000.01.110.11
Other Non-
Executive Directors
2.
Sr.
No.
Independent
Director
Particulars of
RemunerationName of the MD/WTD/Manager
Total
Amount
Ishali
Desai
Shivangi
Gor
Jayraj
Mehta
Pratik
Patel
Dorik
Patel
1.
(a) Fee for
attending board committee meetings(b) Commission
1.00
00.0
00.000.000.000.01.11
00.0
0.11
00.0
00.000.0
© Others, please
specify
Total (1)
00.0
1.00
00.0
00.0
00.0
00.0
00.0
1.11
00.0
0.11
00.0
00.0
25
----------------Page (28) Break----------------
5. CODE OF CONDUCT:
The Company has always encouraged and supported ethical business practices in personal and corporate behavior by
its directors and employees. The Company has framed a Code of Conduct for the members of the Board of Directors and
Senior Management Personnel of the Company. All members of the Board of Directors and Senior Management
personnel affirm on an annual basis the compliance of the code of conduct. A declaration by the Chairman & Managing
Director affirming compliance with the said Code of Conduct by Board Members and Senior Management is annexed at
the end of the Report and forms part of this Report as annexure B1.
6. MEANS OF COMMUNICATION:
Quarterly, Half-Yearly and Annual Financial Results of the Company were published in leading English and vernacular
language newspaper, viz., Western Times (English & Gujarati) newspapers.
The Company’s website “www.tirupatisarjan.com” contains a separate Section “Investor Relations” where
shareholders’ information is available. The Company’s Annual Report is also available in downloadable form.
Official press release, if any, is placed on the Company’s Website and sent to Stock Exchanges for dissemination.
Management’s Discussion and Analysis Report forms a part of the Annual Report.
7. GENERAL SHARE-HOLDERS INFORMATION:
i) 30th Annual General Meeting:
Date : 30.08.2025
Time : 04:00 P.M.
Venue : At the registered office of the Company situated
at A-11,12,13, SATYAMEV COMPLEX,
OPP. GUJARAT HIGH COURT, S.G. HIGHWAY, AHMEDABAD - 380060
ii) Financial Year: Financial year of the Company Commence from 01stApril, 2024 and ends on 31stMarch,
2025.
iii) Book Closure Date : Saturday, 23rd August 2025 to Friday,
29th August 2025(Both days Inclusive)
iv) Dividend Payment Date : There is no dividend declared during the year.
v) Company’s Website : www .tirupatisarjan.com
vi) Registered Office : A-11,12,13, Satyamev Complex, Opp. Gujarat
High court, S.G. Highway, Ahmedabad - 380060
vii) a. Equity shares Listed on : (Bombay Stock Exchange Limited) BSE
Scrip Code:-531814(BSE),
Scrip ID: TIRSARJ
b. Demat ISIN Numbers in : INE297J01023
viii) Payment of Annual Listing Fees: The Annual Listing Fees for the year 2024-25 have been paid
ix) Stock Market Data
Monthly high and low prices of equity shares of the Company quoted at Bombay Stock Exchange during the
year 2024-25:
26
----------------Page (29) Break----------------
Category No. of Equity Shares Percentage (%)
Demat shares with NSDL
Demat shares with CDSLShares held in physical modeTotal
20512219
1205410643170032998025
62.16%
36.53%1.31%100
x) Registrars and Transfer Agents : BIGSHARE SERVICES PVT. LTD.
A/802, Samudra Complex, Near Klassic Gold, Hotel,
Girish Cold drink, Off. C.G. Road,Ahmedabad-380009
xi) Distribution of Shareholding as on 31st March 2025:
xii) Outstanding GDRs / ADRs / Warrants or any Convertible Instruments, Conversion Date and Likely
Impact on Equity:
The Company has not issued any GDRs/ADRs/Warrants or any convertible instruments during the year.
xiii) Registered Office & Correspondence Address:
Registered Office: A-11,12,13, Satyamev Complex, Opp. Gujrat High Court, S.G. Highway, Ahmedabad –
380060
xiv) Investors’ correspondence
For transfer / dematerialization of shares, Change of Address, Change in Status of investors, payment of
dividend on shares and other query relating to the shares of the Company:
BIGSHARE SERVICES PVT LTD.
A/802, Samudra Complex, Near Klassic Gold Hotel,
Girish Cold drinks, Off. C.G. Road, Ahmedabad-380009
Phone No. : 079-4002 4135
Email:- bssahd@bigshareonline.com
Contact Person:-Mr. Navin Mahavar
xv) SHARES HELD IN PHYSICAL AND DEMATERIALIZED FORM:
As on March 31, 2025, the break-up of share capital of the Company held in physical and dematerialized form is
as under:
xvi) Share Transfer System
The transfer of shares in physical form is processed and completed by Registrar & Transfer Agent within a
period of Fifteen days from the date of receipt thereof provided all the documents are in order. In case of shares
Month
April, 2024
May, 2024
June, 2024July, 2024
August, 2024September, 2024
Tirupati Sarjan Ltd.
HighLowMonthHighLow
15.90
18.2517.0216.1019.7021.00
12.25
14.2513.7013.1013.3116.25
October, 2024
Nov, 2024
December, 2024
January, 2025
February, 2025
March, 2025
20.45
19.0021.6219.9817.8415.68
14.34
15.0015.2215.5413.5011.32
27
SHAREHOLDING
OF NOMINAL
0001 – 500
501 – 1000
1001 – 2000
2001– 3000
3001 – 40004001 – 5000
5001 – 10000
10001 – 99999999999
Total
NUMBER OF
SHAREHOLDERS
SHARE
AMOUNT
PERCENTAGE
OF TOTAL
4808
529 410 158 102
64
128 244
6443
494492
445767
661312
406309
378652
305875
939204
29366414
32998025
1.4986
1.3509
2.0041
1.2313
1.1475
0.9269
2.8462
88.9945
100.0000
74.6236
8.2105 6.3635 2.4523 1.5831 0.9933 1.9867 3.7871
PERCENTAGE
OF TOTAL
----------------Page (30) Break----------------
in electronic form, the transfers are processed by NSDL/CDSL through respective Depository Participants.
Your Company obtains a half yearly compliance certificate from a Company Secretary in Practice and Registrar
& Transfer Agents as required under SEBI (LODR) Regulations,2015 (including any statutory modification(s) or
re-enactment(s) for the time being in force) and files a copy of the said certificate with BSE.
CERTIFICATE FROM A COMPANY SECRETARY IN PRACTICE THAT NONE OF THE DIRECTORS ON THE
BOARD OF THE COMPANY HAVE BEEN DEBARRED OR DISQUALIFIED FROM BEING APPOINTED OR
CONTINUING AS DIRECTORS OF COMPANIES BY THE BOARD/MINISTRY OF CORPORATE AFFAIRS
OR ANY SUCH STATUTORY AUTHORITY.
All the Directors of the Company have submitted a declaration stating that they are not debarred or disqualified,
by the virtue of any order issued by Securities and Exchange Board of India / Ministry of Corporate Affairs or any
other Competent or Statutory Authority, from being appointed or continuing as Directors of Companies. Shri
Chetan Patel, of M/s. Chetan Patel & Associates Practicing Company Secretaries (ICSI Membership No. 5188,
COP: 3986), has submitted a certificate to this effect, which being enclosed at the end of this Report as
Annexure B3.
MANAGING DIRECTOR & CFO CERTIFICATION:
In accordance with the requirements of Regulation 17(8) of Listing Regulation, a certificate from Managing Director and
Chief Financial Officer of the Company, on the financial statements of the Company was placed before the Board and
the same is annexed to this Annual Report as Annexure B4.
8. DISCLOSURE:-
a) There was no transaction of material nature between the company and its directors or management and their
relatives or promoters that may have potential conflict with the interest of the company. The details of the related
party transactions are disclosed in the financial section of this Annual Report.
b) There has been One non-compliance by the Company regarding Non appointment of Independent Director and
penalties for the same has been imposed by the BSE Limited against which Waiver application has been filed
and pending before the Stock Exchange.
c) The Company has a vigil mechanism/whistle blower policy. No personnel of the Company has been denied
access to the Audit committee and whistle blower mechanism enabling stakeholders, including individual
employees and their representative bodies, to freely communicate their concerns about illegal lor unethical
practices.
d) During the Financial Year ended 31st March 2025 the Company did not engage in commodity hedging activities.
e) During the Financial Year ended 31st March,2025, the Company did not raise any funds through preferential
allotment or qualified institutions placement as specified under Regulation 32(7A).
f) There have been no instances of non-acceptance of any recommendations of the any Committee by the Board
during the Financial Year under review.
g) For the details of total fees paid for all the services to the statutory auditors for the F.Y. 2024-25 is referred in
Notes of the financial statements.
h) Disclosure under the Sexual Harassment of Women at Workplace (prevention, Prohibition and Redressal) Act,
2013:
a. Number of complaints filed during the Financial Year - 0
b. Number of complaints disposed of during the Financial Year - 0
c. Number of complaints pending as on end of the Financial Year - 0
i) The Company has complied with all the requirements of the Corporate Governance Report of sub-paras (2) to
(10) of Para C to Schedule V of the Listing Regulations, to the extent applicable.
j) The Company has complied with corporate governance requirements specified in Regulations 17 to 27 and
46(2)(b) to (i) of the Listing Regulations, to the extent applicable.
BY ORDER OF THE BOARD
FOR TIRUPATI SARJAN LIMITED
Sd/-
JITENDRA ISHWARLAL PATEL
Chairman
DIN: 00262902
Place: Ahmedabad
Date: 17/07/2025
28
----------------Page (31) Break----------------
ANNEXURE B1
DECLARATION FOR COMPLIANCE OF CODE OF CONDUCT
To
The Shareholders,
Affirmation of Compliance with Code of Conduct
In accordance with the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, I hereby declare that the
Board of Directors of the Company has received affirmation on compliance with the Code of Conduct from all the Directors and
the Senior Management Personnel of the Company, as applicable to them, for the financial year ended 31st March 2025.
BY ORDER OF THE BOARD
FOR TIRUPATI SARJAN LIMITED
Sd/-
JITENDRA ISHWARLAL PATEL
Chairman
DIN: 00262902
Place: Ahmedabad
Date: 17/07/2025
29
----------------Page (32) Break----------------
ANNEXURE B2
Practicing Company Secretary’s Certificate Regarding Compliance of Conditions of Corporate Governance [Pursuant
to Regulation 34(3) read with Schedule V (E) of SEBI (Listing Obligations and Disclosure Requirements) Regulations,
2015
To
The Members
Tirupati Sarjan Limited,
A-11,12,13, Satyamev Complex,
Opp. Gujarat High Court, S.G. Highway,
Ahmedabad, Gujarat, India, 380060.
We have examined the compliance of the conditions of Corporate Governance by Tirupati Sarjan Limited (‘the Company’) for the
year ended on March 31, 2025, as stipulated under regulations 17 to 27, clauses (b) to (i) and (t) of sub regulation (2) of regulation
46 and para C, D & E of Schedule V of the Securities and Exchange Board of India (Listing Obligations and Disclosure
Requirements) Regulations, 2015 (‘The Listing Regulations’).
The compliance of the conditions of Corporate Governance is the responsibility of the Management. Our examination was limited
to the review of procedures and implementation thereof, as adopted by the Company for ensuring compliance with conditions of
Corporate Governance. It is neither an audit nor an expression of opinion on the financial statements of the Company.
In our opinion and to the best of our information and according to the explanations given to us and the representations made by
the Directors and the Management, we certify that the Company has complied with the conditions of Corporate Governance as
stipulated in the Listing Regulations for the year ended on March 31, 2025. except the following:
Mr. Dorik Patel, appointed by Board of Directors as an Independent Director of the company dated November 10, 2023, was not
eligible to be appointed as an Independent Director as he did not fulfill the criteria of Independence as specified in provisions of
Companies act, 2013.
Due to Improper composition of the Board as per Regulation 17 of SEBI (LODR) Regulation 2015 and in failure to fill the casual
vacancy of Independent Director arises as per Regulation 17(1) (a) (b) & 17(1E) SEBI has imposed fine on the Company.
We further state that such compliance is neither an assurance as to the future viability of the Company nor of the efficiency or
effectiveness with which the management has conducted the affairs of the Company.
The certificate is solely issued for the purpose of complying with the aforesaid Regulations and may not be suitable for any other
purpose
For Chetan Patel & Associates
Practicing Company Secretaries
Sd/-
CS Chetan B Patel
Partner
Membership No: 5188 CP No: 3986
Peer Review No. 6135 /2024
UDIN: F005188G000805042
Place: Ahmedabad
Date: 17/07/2025
30
----------------Page (33) Break----------------
ANNEXURE B3
CERTIFICATE OF NON-DISQUALIFICATION OF DIRECTORS
CERTIFICATE FROM COMPANY SECRETARY IN PRACTICE PURSUANT TO CLAUSE 10(I) OF PART C OF
SCHEDULE V OF SEBI (LISTING OBLIGATIONS AND DISCLOSURE REQUIREMENTS) REGULATIONS, 2015
To
The Members
Tirupati Sarjan Limited,
A-11,12,13, Satyamev Complex,
Opp. Gujarat High Court, S.G. Highway,
Ahmedabad, Gujarat, India, 380060.
We have examined the relevant records, forms, returns and disclosures received from the directors of TIRUPATI SARJAN
LIMITED, having CIN: L45100GJ1995PLC024091 and having registered office at Regd. Office: A-11,12,13, Satyamev Complex,
Opp. Gujarat High Court, S.G. Highway, Ahmedabad - 380060 (herein after referred to as ‘the Company’), produced before me
for the purpose of issuing this Certificate, in accordance with Regulation 34(3) read with Schedule V Para-C Sub-clause 10(i) of
the Securities and Exchange Board of India(Listing Obligations and Disclosure Requirements) Regulations, 2015.
In my opinion and best of my information and according to the verifications, We hereby certify that none of the directors on the
board of the company have been debarred or disqualified from being appointed or continuing as directors of companies by the
Securities and Exchange Board of lndia (SEBI), Ministry of Corporate Affairs (MCA) or any such statutory authority during the
year ended 31st March 2025, “except Mr. Dorik Patel, appointed by Board of Directors as an Independent Director of the
company dated November 10, 2023, was not eligible to appointed as an Independent Director as he did not fulfill the criteria of
Independence as specified in provisions of Companies act, 2013 and herein he tendered his resignation on 14.08.2024”.
Ensuring the eligibility for the appointment/continuity of every Director on the Board is the responsibility of the management of the
Company. Our responsibility is to express an opinion on the same based on our verification. This certificate is neither an
assurance as to the future viability of the Company nor of the efficiency or effectiveness with which the management has
conducted the affairs of the Company
Sr.
No
JITENDRAKUMAR ISHVARLAL PATEL
RUCHIR RUSHIKESHBHAI PATEL
JASHWANTBHAI PATEL
JAYRAJ PURUSHOTTAMDAS MEHTA
PRATIKKUMAR NARENDRABHAI PATEL
ANKIT RAJESH SHAH
SHIVANGI HITENDRAKUMAR GOR
ISHALI JIVANBHAI DESAI
Name of DirectorDINDate of appointment in
the Company
00262902
0318513301490261 072834990885691702440347
08148370
10738484
29/11/2002
29/10/2010
29/11/2002
30/09/2015 01/09/202018/10/2019 30/05/2023
10/03/2025
1.
2.3.4.5.6.7.8.
For Chetan Patel & Associates
Practicing Company Secretaries
Sd/-
CS Chetan B Patel
Partner
Membership No: 5188 CP No: 3986
Peer Review No. 6135 /2024
UDIN: F005188G000805020
Place: Ahmedabad
Date: 17/07/2025
31
----------------Page (34) Break----------------
ANNEXURE B4
CERTIFICATION BY
MANAGING DIRECTOR AND CHIEF FINANCIAL OFFICER COMPLIANCE CERTIFICATE
To
The Board of Directors,
TIRUPATI SARJAN LIMITED
We, Jitendrakumar Ishvarlal Patel, Managing Director and Ruchir Rushikeshbhai Patel, Chief Financial Officer of Tirupati Sarjan
Limited, to the best of our knowledge and believes certify that:
We have reviewed financial statements and the cash flow statement for the year ended March 31, 2025, and that to the best of
their knowledge and belief:
1. These statements do not contain any materially untrue statement or omit any material fact or contain statements that
might be misleading.
2. These statements together present a true and fair view of the listed entity's affairs and are in compliance with existing
accounting standards, applicable laws and regulations.
3. To the best of their knowledge and belief, no transactions entered into by the listed entity during the years which are
fraudulent, illegal or violative of the listed entity's code of conduct.
4. We accept responsibility for establishing and maintaining internal controls for financial reporting and that they have
evaluated the effectiveness of internal control systems of the listed entity pertaining to financial reporting and they have
disclosed to the auditors and the audit committee, deficiencies in the design or operation of such internal controls, if any,
of which they are aware and the steps they have taken or propose to take to rectify these deficiencies.
5. We further certify that we have indicated to the auditors and the Audit committee
(i) There have been no significant changes in internal control over financial reporting during the year;
(ii) There have been no significant changes in accounting policies during the year and that the same have been
disclosed in the notes to the financial statements; and
(iii) Instances of significant fraud, of which they have become aware, and the involvement therein, if any, of the
management or an employee having a significant role in the listed entity's internal control system over financial
reporting.
BY ORDER OF THE BOARD
FOR TIRUPATI SARJAN LIMITED
Ruchir Rushikeshbhai Patel
CFO & Whole Time Director
DIN: 03185133
Place: Ahmedabad
Date: 17/07/2025
JITENDRA ISHWARLAL PATEL
Chairman & Managing Director
DIN: 00262902
Sd/-Sd/-
32
----------------Page (35) Break----------------
ANNEXURE C TO THE DIRECTORS REPORT
ANNUAL REPORT ON CORPORATE SOCIAL RESPONSIBILITY (CSR) ACTIVITIES
FORMAT FOR CSR ACTIVITIES INCLUDED IN THE BOARD'S REPORT FOR FINANCIAL YEAR ENDED MARCH 31, 2025
1. A brief outline of the Company’s CSR Policy, including overview of projects or programs proposed to be
undertaken and a reference to the web-link to the CSR Policy and projects or programs:
CSR policy is stated herein below:
The Mission and philosophy of the CSR function of the Company is “To contribute positively to the development of the
society, by acting as a good neighbor, considerate of others, playing the role of a good corporate citizen with passion and
compassion.” Hence the CSR activities undertaken by the organization essentially focus on four core areas of
Environment, Health, Education and Community Development.
The focus of the Company is to contribute to various institutions and initiatives around the operating locations to provide
social services to the needy. The CSR vision of the Company is to strive to be a responsible corporate by proactively
partnering in the Environmental, Social and Economic development of the communities through the use of innovative technologies, products as well as through activities beyond normal business.
The Company endeavors to make a positive and significant contribution to society by targeting social and cultural issues,
maintaining a humanitarian approach and focusing on areas in and around its plants and where its establishments are
located. In particular, the Company will undertake CSR activities as specified in Schedule VII to the Companies Act, 2013
(including any amendments to Schedule VII and any other activities specified by the Government through its
notifications and circulars) but will not be limited to the following:
1. Promoting education, including special education and employment enhancing vocational skills especially
among children, women, elderly and the differently able and livelihood enhancement projects;
2. Eradicating hunger, poverty and malnutrition, promoting preventive health care and sanitation, including
contribution to the Swatch Bharat Kosh set up by the Central Government for the promotion of sanitation and
making available safe drinking water;
3. Promoting gender equality, empowering women, setting up homes and hostels for women and orphans, setting
up old age homes, day care centers and such other facilities for senior citizens and measures for reducing
inequalities faced by socially and economically backward groups;
4. Ensuring environmental sustainability, ecological balance, protection of flora and fauna, animal welfare,
agroforestry, conservation of natural resources and maintaining quality of soil, air and water including
contribution to the Clean Ganga Fund set up by the Central Government for rejuvenation of river Ganga;
5. Protection of national heritage, art and culture including restoration of buildings and sites of historical
importance and works of art; setting up public libraries; promotion and development of traditional art and
handicrafts;
6. Contribution to the Prime Minister's National Relief Fund or any other fund set up by the Central Government for
socio-economic development and relief and welfare of the scheduled castes, the scheduled tribes, other
backward classes, minorities and women;
7. Slum area development.
Disclosure:
CSR activities will be undertaken either by the Company itself or through a Trust/Section 8 Company to be
established by the Company or through any other Trust engaged in similar projects and activities.
2. Composition of CSR committee:
The board has ceased the CSR Committee December 2023 as it is not applicable to the company as per Section 135 of
Companies Act, 2013.
3. The web-link where Composition of CSR committee, CSR Policy and CSR projects approved by the board are
disclosed on the website of the Company:
The web links for Composition of CSR committee/ CSR Policy is: www.tirupatisarjan.com
CSR projects – Not applicable
33
----------------Page (36) Break----------------
4. Provide the details of Impact assessment of CSR projects carried out in pursuance of sub-rule (3) of Rule 8 of
the Companies (Corporate Social responsibility Policy) Rules, 2014, if applicable (attach the report):
Not Applicable
5. Details of the amount available for set off in pursuance of sub-rule (3) of Rule 7 of the Companies (Corporate
Social Responsibility Policy) Rules, 2014 and amount required for set off for the financial year, if any:
Not Applicable
6. Average net profit of the company as per Section 135(5): ₹NIL
7. (a) Two percent of average net profit of the Company as per Section 135(5): NIL
(b) Surplus arising out of the CSR projects or programmes or activities of the previous financial year- NIL
(c) Amount required to be set off for the financial year, if any: NIL
(d) Total CSR obligation for the financial year (7a+7b-7c).: ₹ NIL
8. (a) CSR amount spent or unspent for the financial year:
(b) Details of CSR amount spent against ongoing projects for the financial year:
Details of CSR amount spent against other than ongoing projects for the financial year:
(d) Amount spent in Administrative Overheads: Not Applicable.
(e) Amount spent on Impact Assessment, if applicable: Not Applicable.
(f) Total amount spent for the financial year (8b+8c+8d+8e): ₹ 8.20/-
(g) Excess amount for set off, if any: NA
Amount Unspent (Amt in Lakhs)
Total Amount
Spent for the
Financial Year.
(Amt in Lakhs)
Total Amount transferred to
Unspent CSR Account as per
Section 135(6).
Amount transferred to any fund specified
under Schedule VII as per second proviso to
section 135(5).
Amount. Date of
transfer.
Name of the
Fund
Amount. Date of
transfer.
₹ 8.20 NA NA NA
{ẁỘ No. bĂŦś Ųź the
Project
L⅞śŦ from the
list of activities
in Schedule
VII to the
Act.
[ŲľĂŎ area
(Yes/ No).
[ŲľĂ⅞īŲŧ Ųź the
Project
tẁŲŅśľ⅞ Duration. !ŦŲΡŧ⅞ allocated
for the project
(in Rs.).
!ŦŲΡŧ⅞ spent
in the current
financial Year
(in Rs.).
!ŦŲΡŧ⅞ transferred
to Unspent CSR
Account for the project
as per Section
135(6) (in Rs.).
aŲŕś Ųź Implementati
on - Direct
(Yes/No).
aŲŕś Ųź Implement
ation - Through
Implementing
Agency
