GlobalSpace Technologies Ltd. ನಿರ್ದೇಶಕರ ವರದಿ

Mar 31, 2025

Your directors take pleasure in presenting the 15^th Annual Report of the Company together with the Audited
Statement of Accounts for the year ended March 31, 2025.

1. FINANCIAL SUMMARY & OPERATIONAL HIGHLIGHTS:

a. Financial Results

The Company''s performance during the year ended March 31, 2025, as compared to the previous
financial year, is summarized below:

Particulars	Standalone		Consolidated
	2024-2025	2023-2024	2024-2025	2023-2024
Income	2,933.03	2,917.20	4309.17	Not Applicable
Less: Expenses	2878.83	2,912.77	4276.00
Profit / (Loss) before Tax	(221.46)	(381.23)	(242.48)
Less: Provision for Tax	(37.75)	(28.13)	(42.57)
Current Tax	-	-	2.59
Deferred Tax	(37.75)	(28.13)	(45.15)
Income Tax of earlier years w/off	Nil	Nil	Nil
Exceptional Income	Nil	Nil	Nil
Exceptional Expenditure	Nil	Nil	Nil
Profit After Tax	(183.71)	(353.11)	(199.92)
Total Comprehensive Income	(190.12)	(352.59)	(214.48)

APPROPRIATION:

Interim Dividend	Nil
Final Dividend	Nil
Tax on distribution of dividend	Nil
Transfer of General Reserve	Nil
Balance carried to Balance sheet	(190.12)

b. Company''s Performance Review:

During the Financial Year ended March 31, 2025, the Company''s total Revenue from operations is INR
2,932.48 Lakhs as against INR 2904.80 Lakhs in the corresponding previous Financial Year ended
March 31, 2024.

The Profit/(Loss) after tax for the Financial Year ended March 31, 2025, is INR (183.71 Lakhs) as
against Profit of INR (353.11 Lakhs) in the corresponding previous Financial Year ended March 31,
2024.

c. Operations and change in nature of business, if any:

The Company continues to be engaged in the activities pertaining to Information Technology and

Communication industry, including providing customized software solutions and other support services to
enterprises.

The Company''s business activity is that of providing technology enabled business enhancement solutions.
There was no change in the nature of the business of the Company during the year under review.

d. Share Capital:

During the financial year under review, there has been no change in the Authorized, Issued, Subscribed,
and Paid-up Share Capital of the Company.

As of March 31, 2025, the Authorized Share Capital of the Company is INR 35,00,00,000/- divided into

3,50,00,000/- equity shares of INR 10/- each.

Further, the Issued, Subscribed, and Paid-up Share Capital of the Company as of March 31, 2025, is INR
34,36,98,030/- divided into 3,43,69,803/- equity shares of INR 10/- each.

e. Dividend:

Owing to loss during the year under review, your directors have thought it prudent not to recommend
any dividend for the financial year 2024-2025.

f. Unpaid Dividend and IEPF:

During the year under review, neither the Company was liable to, nor the Company has transferred
any amount or shares to the Investor Education & Protection Fund (IEPF) and an amount of INR.
28,722.80/ is lying in Unpaid dividend A/c of the Company.

g. Transfer to Reserves:

The Company has not transferred any amount to General Reserve Account during the financial year
under review.

h. Report on performance of Subsidiaries, Associates and loint Venture:

During the year under review, the Company has 2 Subsidiary Company. Further the Company did not have
any associate and joint venture Company

The Details of the Subsidiaries are given below:

SUBSIDIARY COMPANIES:

1. Innopharm Healthcare Private Limited (CIN: U74999MH2015PTC267088), is a Private Limited
Company incorporated on 03/08/2015. The authorized Share Capital of the Company is INR

10,00,000/- divided into 1,00,000 equity shares of INR 10/- each.

Issued, Subscribed, and Paid-up Share Capital of the Company INR 10,00,000/- divided into

1,00,000 equity shares of INR 10/- each.

The Company has a 51 % equity stake in Innopharm Healthcare Private Limited and has thus become
a subsidiary of the Company under Section 2(87) of the Companies Act, 2013.

2. Miljon Medi App Private Limited (CIN: U46497MH2025PTC444146), being converted from LLP
into Private Limited Company w.e.f March 29, 2025 in which the Company was holding an
investment. Consequent to such conversion, M/s Miljon Medi App Private Limited has become
subsidiary of the Company in accordance with applicable provisions of the Companies Act, 2013.

The authorized Share Capital of the Company is INR 100,000/- divided into 10,000 equity shares

of INR 10/- each.

Issued, Subscribed, and Paid-up Share Capital of the Company INR 100,000/- divided into 10,000
equity shares of INR 10/- each.

The Company has a 95 % equity stake in Miljon Medi App Private Limited and has thus become a
subsidiary of the Company under Section 2(87) of the Companies Act, 2013.

Further, a statement containing salient features of the financial statements of the Company''s
subsidiaries as required in Form AOC 1 is appended as Annexure I to this Report.

i. Deposits:

The Company has not accepted or renewed any amount falling within the purview of provisions of
Section 73 of the Companies Act 2013 (“the Act”) read with the Companies (Acceptance of Deposit)
Rules, 2014 during the year under review.

Hence, the requirement for furnishing details relating to deposits covered under Chapter V of the Act
or the details of deposits that are not in compliance with Chapter V of the Act is not applicable.

j. Loan from Directors or Director''s Relative:

During the year under review company has not taken loans from Directors or Director''s Relative.

k. Corporate Social responsibility f‘CSR''):

During the financial year 2024-2025, the provisions of Secon 135 of the Companies Act, 2013 were not
applicable to the Company i.e., the Company was not liable to / obligated to spent the amount towards CSR
for the period under review and hence disclosures related to the same are not applicable.

l. Particulars of Contracts or Arrangements with Related Parties:

All the related party transactions/contracts/arrangements that were entered into by the Company
during the year under review were on an arm''s length basis and were in compliance with the applicable
provisions of the Act and the Listing Regulations.

There are no materially significant related party transactions entered into by the Company with its
Promoters, Directors, KMP''s, or Senior Management Personnel that may have a potential conflict with
the interest of the Company at large.

All related party transactions as required under AS-18 are reported in the notes to the financial
statement of the Company.

All related party transactions were placed before the Audit Committee for its approval and noting on
a quarterly basis. Prior omnibus approval of the Audit Committee is obtained for the transactions
which are foreseen and of a repetitive nature.

The Company has also adopted a related party transaction policy.

The policy was approved by the Board and the same was uploaded on the company''s website at
https://www.globalspace.in/uploads/Policies/RPT POLICY.pdf

m. Conservation of energy, technology absorption and foreign exchange earnings outgo:

The particulars as required under the provisions of Section 134(3) (m) of the Companies Act, 2013 read
along with Rule 8 of the Companies (Accounts) Rules, 2014 in respect of conservation of energy, technology
absorption, foreign exchange earnings and outgo etc. are as mentioned below:

A) Conservation of energy:

Steps taken or impact on conservation of energy.	The operations of the Company do not involve high energy consumption. However, the Company has for many years now been laying great emphasis on the Conservation of Energy and has taken several measures including regular monitoring of consumption, implementation of viable energy saving proposals, improved maintenance of systems etc.
Steps taken by the company for utilizing alternate sources of energy.	None
Capital investment on energy conservation Equipment''s	Nil

(B) Technology absorption:

Efforts made towards technology absorption	None
Benefits derived like product improvement, cost reduction, product development or import substitution
In case of imported technology (imported during the last three years reckoned from the beginning of the financial year):
• Details of technology imported	None
• Year of import	Not Applicable
• Whether the technology has been fully absorbed	Not Applicable
• If not fully absorbed, areas where absorption has not taken place, and the reasons thereof	Not Applicable
Expenditure incurred on Research and Development	Nil

(C) Foreign exchange earnings and Outgo:

	April 01, 2024, to March 31, 2025 [2024-2025]	April 01, 2023, to March 31, 2024 [2023-2024]
	Amount in INR	Amount in INR
Actual Foreign Exchange earnings	NIL	NIL
Actual Foreign Exchange outgo	NIL	NIL

n. Annual Return:

Pursuant to the provisions of Section 92(3) read with Section 134(3)(a) of Companies Act, 2013, the Annual
Return as on March 31, 2025, is available on Company''s website at

https://www.globalspace.in/investors.php

o. Particulars of Loans granted, Guarantees given, or Investments made, or security provided under
Section 186 of the Companies Act, 2013:

Details of Loans granted, Guarantees given, and Investments made during the year under review, covered
under the provisions of Section 186 of the Act, are given in Note to the standalone financial statements in
the Annual Report.

p. Disclosure under Section 134(3)fi) of the Companies Act, 2013:

There are no material changes or commitments affecting the financial position of the Company, subsequent
to the close of the Financial Year 2024-2025 till the date of this Report.

q. Internal Financial Control Systems and their adequacy:

The Company has its internal financial control systems commensurate with the size and complexity of its
operations, to ensure proper recording of financials and monitoring of operational effectiveness and
compliance of various regulatory and statutory requirements. The management regularly monitors the
safeguarding of its assets, prevention and detection of frauds and errors, accuracy and completeness of the
accounting records including timely preparation of reliable financial information.

The internal auditor consults and reviews the effectiveness and efficiency of the internal financial control
systems and procedure to ensure that all the assets are protected against loss and that the financial and
operational information is accurate and complete in all respects. Significant audit observations and
corrective actions thereon are presented to the Audit Committee of the Company.

r. Details of Utilization of funds raised through Preferential Allotment or Qualified Institutions
Placement as Specified under Regulation 32(7A) :

During the year under review the Company has not raised any funds through preferential allotment or
Qualified Institution Placements or any other means.

2. MATTERS RELATED TO DIRECTORS AND KEY MANAGERIAL PERSONNEL:

a. Board of Directors & Key Managerial Personnel (KMP):

i. Appointment:

There are no appointments of Directors or KMPs during the Financial Year ended March 31, 2025.

However, after the end of Financial Year 2024-2025, Company has appointed Mr. Pulkit K Chowdhary (DIN:
11198535) appointed as an Additional Independent Director of the company w.e.f August 12, 2025.

ii. Details of the Directors and KMP''s resigned during the year:

There were 1 resignation of Directors or KMPs during the Financial Year under review:

• Mr. Amit Verma, (DIN: 07046152) Executive Director of the Company , resigned w.e.f. April 02, 2024.

However, after the end of Financial Year 2024-25, Mrs. Asha Sampath, (DIN: 02160962) Independent
Director of the Company, resigned w.e.f. August 07, 2025.

Further, the composition of the Board of Directors is in due compliance of the Companies Act, 2013 (the
''Act'') and SEBI Listing Regulations.

As of March 31, 2025, the Board of the Company comprises of 5 Directors out of which 1 is Managing
Director, 1 is Non-Executive Director Non-Independent Director, and 3 are Independent Directors which
are provided below:

Sr. No.

Name of Directors & KMP''s

Designation

DIN/PAN

1.	Mr. Krishna Murari Singh	Chairman and Managing Director	03160366
2.	Mrs. Beauty Krishnamurari Singh	Non-Executive Director Non¬ Independent Director	03481024
4.	Mr. Girish Kasaragode Mallya	Independent Director	09533336
5.	Mrs. Asha Sampath*	Independent Director	02160962
6.	Ms. Lucky Bansal	Independent Director	09298816
7.	Ms. Ankita Omprakash Kyal	Company Secretary & Compliance Officer	AVXPK1852A
8.	Mr. Rajesh Vishwanath Chorasia	Chief Financial Officer	ADBPC0955C

* Resigned w.e.f. August 07,2025

b. Retirement by Rotation

In accordance with the provisions of the Act, none of the Independent Directors are liable to retire by
rotation.

A proposal for re-appointment of Mr. Krishna Murari Singh, the Managing Director the retiring director of
the Company shall be placed before the shareholders of the Company at the ensuing Annual General
Meeting as per the provisions of Section 152(6) of the Companies Act, 2013 read with the Companies
(Appointment and Qualification of Directors) Rules, 2014.

Your directors recommend their approval.

c. Declaration by Independent Directors:

The Company has duly complied with the definition of ''Independence'' according to the provisions of Section
149(6) of, read along with Schedule IV to the Companies Act, 2013 i.e., Code of Independent Directors and
Regulation 16 (1) (b) and Regulation 25 of the SEBI (Listing Obligations and Disclosure Requirements)
Regulations 2015 (as amended).

All the Independent Director/s have submitted a declaration that he/she meets the criteria of
independence and submits the declaration regarding the status of holding other directorship and
membership as provided under law.

The Independent Directors have also confirmed that they have complied with the Company''s code of
conduct for Board and Senior Management as per Regulation 26(3) of SEBI (Listing Obligations &
Disclosure Requirements) Regulations, 2015.

The Independent Directors affirmed that none of them were aware of any circumstance or situation which
could impair their ability to discharge their duties in an independent manner.

d. Evaluation by Independent Director

In a separate meeting of Independent Directors held on February 11, 2025, performance of non¬
independent directors, performance of the Board as a whole and performance of the Chairman was
evaluated, considering the views of executive director.

e. Disqualification of Directors:

During the financial year 2024-2025 under review, the Company has received Form DIR-8 from all
Directors as required under the provisions of Section 164(2) of the Companies Act, 2013 read with
Companies (Appointment and Qualification of Directors) Rules, 2014.

Further the Company has also taken a certificate of non-disqualificaon of directors pursuant to Regulation
34(3) and Schedule V Para C clause (10)(i) of the SEBI (Listing Obligation and Disclosure Requirements)
Regulation, 2015) which is enclosed with the annual report.

3. DISCLOSURE RELATED TO BOARD, COMMITTEES AND POLICIES

a) Board Meetings:

During the year under review the Board of Directors met 7 times at their meeting held on May 04, 2 024;
May 28, 2024; May 30, 2024; August 12, 2024; November 14, 2024; December 09, 2024; February 11,
2025;

Gap between two Board meetings during the year under review did not exceed one hundred and twenty
days. A requisite quorum was present for all the meetings.

The attendance of the Board members at the Board meetings held during the year is as follows:

Name of the Directors	Designation	No. of Meetings held	No. of Meetings Attended
Mr. Krishna Murari Singh	Managing Director	7	7
Mrs. Beauty Krishnamurari Singh	Non-Executive Director	7	3
Mrs. Asha Sampath*	Non-Executive Independent Director	7	7
Ms. Lucky Bansal	Non-Executive Independent Director	7	7
Mr. Girish Kasaragode Mallya	Non-Executive Independent Director	7	7

* Mrs. Asha Sampath resigned w.e.f August 07,2025
b) Audit Committee:

The Audit Committee of Board of Directors is constituted pursuant to the provisions of Section 177 of the
Companies Act, 2013 and Regulation 18 of Securities Exchange and Board of India (Listing Obligation and
Disclosure Requirements) Regulations, 2015. The composition of the Audit Committee is in conformity
with the provisions of the said section and Regulation and there was no change in the composition of the
audit committee during the financial year under review.

The Audit Committee Comprises of:

Name of Members	Designation
Mr. Girish Kasaragode Mallya	Non-Executive Independent Director (Chairperson)
Mr. Krishna Murari Singh	Managing Director (Member)
Mrs. Asha Sampath*	Non-Executive Independent Director (Member)

* Mrs. Asha Sampath resigned w.e.f August 07,2025

All members of the Audit Committee have the requisite qualification for appointment on the Committee
and possess sound knowledge of finance, accounting practices and internal controls.

The Company Secretary of the Company acts as a secretary to the Committee.

The Audit Committee met 7 times during the financial year ended on May 04, 2024; May 28, 2024; May
30, 2024; August 12, 2024; November 14, 2024; December 09, 2024; February 11, 2025.

The attendance of the members at the Audit committee meetings held during the year is as follows:

Name of Members	Designation	No. of Meetings held	No. of Meetings Attended
Mr. Girish Kasaragode Mallya	Chairman	7	7
Mr. Krishna Murari Singh	Member	7	7
Mrs. Asha Sampath*	Member	7	7
Mrs. Lucky Bansal	Member	7	7

* Mrs. Asha Sampath resigned w.e.f August 07,2025

During the financial year under review, the Board of Directors of the Company accepted all the
recommendations of the Audit Committee.

c) Nomination & Remuneration Committee:

The Nomination and Remuneration Committee of the Board of Directors is constituted pursuant to the
provisions of Section 178 of the Companies Act, 2013 and Regulation 19 of Securities Exchange and Board
of India (Listing Obligation and Disclosure Requirements) Regulations, 2015. The composition of the
Nomination & Remuneration Committee is in conformity with the provisions of the said section and
Regulation and there was no change in the composition of the nomination & remuneration committee
during the financial year under review.

The Nomination & Remuneration Committee comprises of:

Name of Members	Designation
Mr. Girish Kasaragode Mallya	Chairman (Independent Director)
Mrs. Beauty Krishna Murari Singh	Member (Independent Director)
Mrs. Asha Sampath*	Member (Non-Executive Director)

* Mrs. Asha Sampath resigned w.e.f August 07,2025

The Board has in accordance with the provisions of sub-section (3) of Section 178 of the Companies Act,
2013, formulated the policy setting out the criteria for determining qualifications, positive attributes,
independence of a Director, and policy relating to selection and remuneration for Directors, Key
Managerial Personnel and Senior Management Employees.

Major criteria/gist defined in the policy framed for appointment of and payment of remuneration to the
Directors of the Company, are as under:

Minimum Qualification
Positive Attributes
Independence
Experience

The Nomination and Remuneration Policy of the Company pursuant to provisions of Section 178 (3) and
(4) of the Companies Act, 2013 is published on the website of the Company at
https://www.globalspace.in/uploads/Policies/NRC POLICY.pdf

The Nomination & Remuneration Committee met 1 time during the financial year ended on March 31,
2025, at their meeting held on August 12, 2024.

The attendance of the members at the Nomination & Remuneration committee meetings held during the
year is as follows:

Name of Members	Designation	No. of Meetings held	No. of Meetings Attended
Mr. Girish Kasaragode Mallya	Chairman	1	1
Mrs. Beauty Krishna Murari Singh	Member	1	1
Mrs. Asha Sampath*	Member	1	1

* Mrs. Asha Sampath resigned w.e.f August 07,2025

The Stakeholder & Relationship Committee of Directors was constituted pursuant to the provisions of
Section 178(5) of the Companies Act, 2013 and Regulation 20 of Securities Exchange and Board of India
(Listing Obligation and Disclosure Requirements) Regulations, 2015. The composition of the Stakeholder
Relationship Committee is in conformity with the provisions of the said section and Regulation and there
was no change in the composition of the Stakeholder Relationship Committee during the financial year
under review.

The Stakeholder & Relationship Committee comprises of:

Name of Members	Designation
Mrs. Beauty Krishna Murari Singh	Chairman (Non-Executive Non-Independent Director)
Mr. Krishna Murari Singh	Member (Managing Director)
Mr. Girish Kasaragode Mallya	Member (Non-Executive Independent Director)

The Company Secretary of the Company acts as the Secretary of the Stakeholders'' Relationship
Committee.

The Stakeholders'' Relationship Committee met 1 times during the financial year ended on March 31,
2025, at their meeting held on November 14, 2024.

The attendance of the members at the Stakeholders'' Relationship Committee meetings held during the
year is as follows:

Name of Members	Designation	No. of Meetings held	No. of Meetings Attended
Mrs. Beauty Krishna Murari Singh	Chairman	1	1
Mr. Krishna Murari Singh	Member	1	1
Mr. Girish Kasaragode Mallya	Member	1	1

e) Meeting of Independent Directors

In compliance with Schedule IV to the Companies Act, 2013 and Regulation 25 of the SEBI (Listing
Obligation and Disclosure Requirements) Regulations, 2015, the Independent Directors held their
separate meeting on February 11, 2025, without the attendance of non-independent directors and
members of management, inter alia, to discuss the following:

• Review the performance of non-independent directors and the Board as a whole.

• Review the performance of the Chairperson of the Company, considering the views of executive
directors and non-executive directors; and assess the quality, quantity, and timeliness of flow of
information between the Company Management and the Board that is necessary for the Board to
perform their duties effectively and reasonably.

All independent directors were present at the meeting, deliberated on the above and expressed their
satisfaction.

f) Vigil Mechanism for the Directors and Employees:

The Board of Directors of the Company have, pursuant to the provisions of Section 177(9) of the
Companies Act, 2013 read with Rule 7 of the Companies (Meetings of Board and its Powers) Rules, 2014,
framed “Vigil Mechanism Policy” for Directors and employees of the Company to provide a mechanism
which ensures adequate safeguards to employees and Directors from any victimization on the raising of
concerns of any violations of legal or regulatory requirements, incorrect or misrepresentation of any,
financial statements and reports, etc.

The employees of the Company have the right/option to report their concerns/grievances to the
Chairman of the Board of Directors and it also It provides direct access to the employees of the Company
to approach the Compliance Officer or the Chairman of the Audit Committee, where necessary. The

Company ensures that genuine whistle-blowers are accorded complete protection from any kind of unfair
treatment or victimization.

The Company is committed to adhering to the highest standards of ethical, moral, and legal conduct of
business operations.

The said policy is also available on the website of the Company
https://www.globalspace.in/uploads/Policies/WHISTLE BLOWER POLICY.pdf

g) Annual Evaluation of Directors. Committee and Board as a whole:

Pursuant to the provisions of the Section 134(3)(p) of the Companies Act, 2013 read with Rule 8(5)(iiia)
of Companies (the Board has carried out the formal annual performance evaluation of its own
performance, the Directors individually as well as the evaluation of the working of its various Committees
and the working of the Board as whole. The evaluation exercise was carried out on various aspects of the
Boards functioning such as composition of the Board & committees, experience & competencies,
performance of the duties and obligations, governance issues, etc.

The manner in which the evaluation has been carried out has been explained below:

• Performance Evaluation criteria: Separate exercise was carried out to evaluate the performance of
individual Directors including the Chairman by the Nomination and Remuneration committee as per
the structured mechanism who were evaluated on following parameters / criteria:

• Participation and contribution by a director,

• Commitment (including guidance provided to senior management outside of Board / Committee
meetings),

• Effective deployment of knowledge and expertise,

• Effective management of relationship with stakeholders,

• Integrity and maintenance of confidentiality,

• Independence of behavior and judgment,

• Observance of Code of Conduct, and

• Impact and influence

In the opinion of the Board, Independent Directors of the Company possess necessary expertise, integrity,
experience, and proficiency in their respective fields. Further, all Independent Directors have confirmed that
they have registered with the data bank of Independent Directors maintained by; and are either exempt or
have completed the online proficiency self -assessment test conducted by; the Indian Institute of Corporate
Affairs the in accordance with the provisions of Section 150 of the Act.

4. AUDITORS OF THE COMPANY:

a) Statutory Auditors:

Pursuant to the provisions of Secon 139 of the Companies Act, 2013 and the Companies (Audit and
Auditors) Rules, 2014, M/s. Bansi Lal Shah & Co., Chartered Accountants (Firm Reg. No.000384W), was
appointed as the Statutory auditors of the Company for the period commencing from the conclusion of the
AGM held on September 29, 2023, till the conclusion of AGM to be held in the F.Y. 2025-2 6.Accordingly, it
remains the Statutory auditor of the company during the year under review.

The Company proposes re-appointment of M/s. Bansi Lal Shah & Co, Chartered Accountants in the ensuing
Annual General Meeting for a second term of two years commencing from the conclusion of this Annual
General Meeting till the conclusion of the 17th Annual General Meeting of the Company to be held in the
financial year 2029-30.

The Company has received written consent and certificate of eligibility in accordance with Sections 139,
141 and other applicable provisions of the Companies Act, 2013 and Rules issued thereunder (including
any statutory modification(s) or re-enactment(s) for the me being in force), from M/s. Bansi Lal Shah & Co.,
Chartered Accountants. Further, they have confirmed that they hold a valid certificate issued by the Peer
Review Board of the Institute of Chartered Accountants of India (ICAI) as required under the Listing

b) Observations of Statutory auditors on accounts for the year ended March 31, 2025:

The observations / qualifications / disclaimers made by the Statutory Auditors in their report for the
financial year ended 31st March 2025 read with the explanatory notes therein are self-explanatory and
therefore, do not call for any further explanation or comments from the Board under Section 134(3) of the
Companies Act, 2013.

c) Reporting of frauds by statutory auditors under Section 143(12):

There were no incidents of reporting of frauds by Statutory Auditors of the Company under Section 143(12)
of the Act read with Companies (Accounts) Rules, 2014.

d) Secretarial Auditor:

Provisions of Section 204 read with Section 134(3) of the Companies Act, 2013, mandates to obtain
Secretarial Audit Report from a Practicing Company Secretary.

Accordingly, M/s. AJP & Associates, Practicing Company Secretaries had been appointed to issue Secretarial
Audit Report by the board on May 28, 2024, to issue Secretarial Audit Report for the financial year 2024¬
2025.

Secretarial Audit Report issued by M/s. AJP & Associates in Form MR-3 for the financial year 2024-2025
forms part of this report as Annexure-II.

Observations of Secretarial auditors for the year ended March 31, 2025:

The replies to the comments of Secretarial Auditors in Auditors Report are as follows:

Sr. No.	Observation Remark	Management Response
1.	The Company has failed to appoint a common Independent Director on the Board of the listed entity and its material subsidiary M/s. Innopharm Healthcare Private Limited for the period from May 04, 2024 to March 03, 2025 as per Reg. 24(1) of SEBI LODR.	M/s. Innopharm Healthcare Private Limited became a material subsidiary w.e.f. May 4, 2024, under Regulation 16(1)(c) of SEBI LODR. As required under Regulation 24(1), a common Independent Director was to be appointed on its Board. However, due to inadvertent oversight, the Company appointed the Independent Director of the Company as a Non-Executive Director of the material subsidiary on March 10, 2025, for complying with this requirement. The Company has since appointed the required Independent Director and has strengthened internal compliance mechanisms to prevent such delays in the future.
2.	The Company has not submitted the Cash flow statements for consolidated financial results within the period prescribed for the quarter ended September 30, 2024 as per Reg. 33 of SEBI LODR.	The Consolidated Cash Flow Statement for the quarter ended September 30, 2024, was submitted on December 21, 2024. However, financials of the subsidiary were not prepared for the said quarter timely. Therefore, consolidated financial result was submitted in delay.

Further, in compliance to Regulation 24A of Listing Regulations, M/s Innopharm Healthcare Private
Limited; the material unlisted subsidiaries of the Company have undertaken the secretarial audit for the
financial year 2024-2025.

The Secretarial audit reports of the material unlisted subsidiary is appended with the annual report of the
Company

e) Cost Auditors:

Pursuant to the provisions of Section 148 of the Companies Act, 2013 read with Notifications/Circulars
issued by the Ministry of Corporate Affairs from time to time, the Company is not required to appoint Cost
Auditor.

f) Maintenance of Cost records:

Pursuant to the provisions of Section 148 of the Companies Act, 2013 read with the Companies (Cost
Records and Audit) Rules, 2014, as amended from time to time, the Company is not required to maintain
Cost Records under said Rules.

g) Internal auditor:

In accordance with the provisions of Section 138 of the Companies Act, 2013 and Rules framed thereunder,
the Board has appointed M/s. Maheshwari and Maheshwari, Chartered Accountants as Internal Auditors to
conduct the Internal Audit of the Company for the Financial Year 2024-2025.

5. OTHER DISCLOSURES

Other disclosures as per provisions of Section 134 of the Act read with Companies (Accounts) Rules, 2014 are
furnished as under:

a. Details of significant and material orders passed by the Regulator or Court or Tribunal:

There were no significant and material orders issued against the Company by a regulating authority or
court or tribunal that could affect the going concern status and company''s operation in future.

b. Risk Management Policy:

The Company has a risk management framework in place for identification and management of risks
including to identify, assess, monitor, and mitigate various nones to key business objectives. Major risks
identified by the businesses and functions are systematically addressed through mitigating actions on a
continuing basis. These are discussed at the meetings of the Audit Committee and the Board of Directors of
the Company.

c. Director''s Responsibility Statement:

In terms of Section 134(5) of the Companies Act, 2013, in relation to the audited financial statements of the
Company for the year ended March 31, 2025, the Board of Directors hereby confirms 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. such accounting policies have been selected and applied consistently and the Directors made judgments
and estimates that are reasonable and prudent so as to give a true and fair view of the state of affairs of
the Company as March 31, 2025, and of the profit/loss of the Company for that year,

c. proper and sufficient care was taken 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 annual accounts of the Company have been prepared on a going concern basis,

e. They have laid down Internal financial controls for ensuring the orderly and efficient conduct of its
business, including adherence to Company''s policies, the safeguarding of its assets, the prevention and
detection of frauds and errors, the accuracy and completeness of the accounting records, and the timely
preparation of reliable financial information and,

f. proper systems have been devised to ensure compliance with the provisions of all applicable laws and
that such systems were adequate and operating effectively,

d. Disclosure regarding Internal Complaints Committee under the sexual harassment of women at
workplace (Prevention. Prohibition and Redressal) Act, 2013:

In accordance with the Sexual Harassment of Women at Workplace (Prevention, Prohibition, and
Redressal) Act, 2013 the Company has complied with the provisions relating to the constitution of the
Internal Complaints Committee and also framed and adopted the policy for the Prevention of Sexual
Harassment at Workplace.

The following is the summary of Sexual Harassment complaints received and disposed of during the year
2024-2025.

Particulars	Number
Number of cases pending as on the beginning of the financial year	NIL
Number of complaints filed during the year	NIL
Number of cases pending as on the end of the financial year	NIL
Number of cases pending for a period exceeding 90 days	NIL

The Company has submitted its Annual Report on the cases of Sexual Harassment of Women at Workplace
to the District Officer, Mumbai pursuant to section 21 of the aforesaid Act and Rules framed thereunder.

e. Statement on Compliance with Maternity Benefit Act. 1961:

During the year under review the Company has complied with the applicable provisions of
Maternity Benefit Act, 1961.

f. Disclosure under Section 43(a)(ii) of the Companies Act. 2013:

The Company has not issued any shares with differential rights and hence no information as per provisions
of Section 43 (a)(ii) of the Act read with Rule 4(4) of the Companies (Share Capital and Debenture) Rules,
2014 is furnished.

g. Disclosure under Section 54(1)(d) of the Companies Act. 2013:

The Company has not issued any sweat equity shares during the year under review and hence no
information as per provisions of Section 54(1)(d) of the Act read with Rule 8(13) of the Companies (Share
Capital and Debenture) Rules, 2014 is furnished.

h. Disclosure under Section 62(1)(b) of the Companies Act. 2013:

The Company has not issued any equity shares under Employees Stock Option Scheme during the year
under review and hence no information as per provisions of Section 62(1)(b) of the Act read with Rule
12(9) of the Companies (Share Capital and Debenture) Rules, 2014 is furnished.

i. Disclosure under Section 67(3) of the Companies Act. 2013:

During the year under review, there were no instances of non-exercising of voting rights in respect of shares
purchased directly by employees under a scheme pursuant to Section 67 (3) of the Act read with Rule 16(4)
of Companies (Share Capital and Debentures) Rules, 2014 is furnished.

j. Disclosure of proceedings pending. or application made under Insolvency and Bankruptcy Code.
2016:

No application was filed for corporate insolvency resolution process, by a financial or operational creditor
or by the company itself under the IBC before the NCLT.

k. Disclosure of reason for difference between valuation done at the time of taking loan from Bank and
at the time of One Time Settlement:

There was no instance of a one-time settlement with any Bank or Financial Institution.

l. Compliances of Secretarial Standards:

The Company is in compliance with all the applicable secretarial standards issued by the Institute of
Company Secretaries of India.

m. Particulars of Employees:

The particulars of remuneration to directors and employees and other related information required to be
disclosed under Section 197 (12) and sub rule 1 of rule 5 of the Companies (Appointment and
Remuneration of Managerial Personnel) Rules, 2014the Companies Act, 2013 and the Rules made
thereunder are given in Annexure III to this Report.

As per the provisions of Section 197(12) of the Act read with Rule 5(2) and 5(3) of the Companies
(Appointment and Remuneration of Managerial Personnel) Rules, 2014, a statement containing names of
top ten employees in terms of remuneration drawn and the particulars of employees are provided in the
prescribed format and appended as Annexure III to this report.

Further the Company has no employee who is in receipt of remuneration of either:

1. INR. 8,50,000/ per month or INR 1,02,00,000/ per annum or

2. Who receives in aggregate in excess of that drawn by the Managing Director or Whole Time Director of
the Company and holds by himself/herself along with his spouse and dependent children not less than
2% of the equity shares of the Company

n. Management Discussion and Analysis:

Management Discussion and Analysis Report as required under Regulation 34 and Schedule V of SEBI
(Listing Obligations and Disclosure Requirements) Regulations, 2015 is furnished as Annexure IV.

o. SEBI Complaints Redress System (SCORES):

The investor complaints are processed in a centralized web-based complaints redress system. The salient
features of this system are a centralized database of all complaints, online upload of Action Taken Reports
(ATRs) by the concerned companies, and online viewing by investors of actions taken on the complaint and
its current status. Your Company has been registered on SCORES and makes every effort to resolve all
investor complaints received through SCORES or otherwise within the statutory time limit from the receipt
of the complaint.

The Company has not received any complaint on the SCORES during the financial year 2024-2025.

p. Criteria for making payments to Non-Executive Directors:

Pursuant to Regulation 46(2)(f) the Board has framed the policy containing the criteria for making the
payments to non-executive directors.

The policy is available on the website at

https://www.globalspace.in/document/upload 20 feb/Criteira%20for%20Making%20payment%2 0to%
20NED/Criteria%20for%20payment%20to%20NED.pdf

q. Corporate Governance:

Your Company is committed to maintaining the highest standards of corporate governance. We believe
sound corporate governance is critical to enhance and retain investor trust. Our disclosures seek to attain
the best practices in corporate governance. The Board considers itself as trustee of its shareholders and
acknowledges its responsibilities towards them for the creation and safeguarding of their wealth. In order
to conduct business with these principles the company has created a corporate structure based on business
needs and maintains a high degree of transparency through regular disclosures with a focus on adequate
control systems.

As per provisions of Regulation 15 of SEBI (Listing Obligation and Disclosure Requirements) Regulations,
2015, the Corporate Governance Report for the financial year 2024-2025 is presented as "Annexure V to
this Report.

r. Code of Conduct:

The Board has laid down a specific code of Conduct for all Board Members and Senior Management of the
Company. All the Board Members and Senior Management Personnel have affirmed compliance with the
Code on an annual basis. A declaration by the Managing Director stating that the Code of Conduct of the
Board of Directors and Senior Management is in Compliance is attached as Annexure VI to this report.

s. Insider Trading:

The Board has in consultation with the Stakeholder''s Relationship Committee laid down the policy to
regulate and monitor Insider Trading in the Company. The Committee regularly analyses the transactions
and monitors them to prevent Insider Trading.

The Company has also adopted a Prohibition of Insider Trading Policy.

t. Means of Communication:

The Board believes that effective communication of information is an essential component of Corporate
Governance. The Company regularly interacts with its shareholders through multiple channels of
communication such as the Company''s Website and stipulated communications to the Stock Exchange
where the Company''s shares are listed for the announcement of Financial Results, Annual Report, Notices,
Outcome of Meetings, and Company''s Policies etc.

u. Human Resources:

Your Company treats its “Human Resources” as one of its most important assets. Your Company
continuously invests in the attraction, retention, and development of talent on an ongoing basis. A number
of programs that provide focused people''s attention are currently underway. Your Company''s thrust is on
the promotion of talent internally through job rotation and job enlargement.

As on March 31, 2025, there were a total of 25 employees. The Company has all the required policies under
the Indian laws for the time being in force and as required under the Companies Act, 2013 and SEBI LODR
Regulations, 2015 to protect and safeguard the interest of the employees.

v. Website:

The Company has a website addressed as https://www.globalspace.in/investors.php .Website contains the
basic information about the Company - details of its Business, Financial Information, Shareholding Pattern,
Contact Information of the Designated Official of the Company who is responsible for assisting and handling
investors grievances and such other details as may be required under sub regulation (2) of Regulation 46
of the Listing Regulations, 2015. The Company ensures that the contents of this website are periodically
updated.

w. Disclosure pursuant to Section 67(3) of Companies Act, 2013:

Disclosure in respect of voting rights not exercised directly by the employees in respect of shares to which
the scheme relates is not applicable to the Company during the financial year 2023-2024 pursuant to
Section 67(3) of the Companies Act, 2013 and rule 16(4) of Companies (Share Capital and Debenture)
Rules, 2014.

x. Disclosure pursuant to Schedule V Part II Section II of Companies Act, 2013:

The disclosure pursuant to Schedule V Part II Section II of Companies Act,2013 forms part of the Corporate
Governance report.

y. Indian Accounting Standards- IFRS Converge Standards:

The Ministry of Corporate Affairs vide its notification dated 16th February 2015 notified under Section 133
of the Companies Act 2013 read with Companies (Indian Accounting Standards) Rules, 2015. In pursuance
of the said notification your Company has prepared the financial statements to comply in all material
respects in accordance with the applicability of Indian Accounting Standards.

z. Listing on Stock Exchange:

The Equity shares of the Company listed on the Main Board of Bombay Stock Exchange Limited (BSE).
aa. Depository System:

Your Company''s equity shares are in Demat form. The Company has appointed Central Depository Services
India Limited (CDSL) as designated depository to the Company.

bb. Awards and Achievements:

Your Company has received no awards during F.Y 2024-2025.
cc. Annual Listing Fees to the Stock Exchanges:

Globalspace Technologies Limited have listed its equity shares on the Main Board of Bombay Stock
Exchange Limited. The listing fees have been duly paid to the exchange and annual custodial fees have been
paid to CDSL and NSDL for F.Y. 2024-2025.

6. ACKNOWLEDGEMENTS AND APPRECIATION:

Your directors take this opportunity to thank the customers, shareholders, suppliers, bankers, business
partners/associates, financial institutions and Central and State Governments for their consistent support and
encouragement to the Company.

For and on behalf of the Board

For and on behalf of Globalspace Technologies Limited
SD/- SD/-

Krishna Murari Singh Beauty Krishna Murari Singh

Managing Director Non-Executive Director

DIN: 03160366 DIN: 03481024

Date: August 12, 2025 Date: August 12, 2025

Place: Mumbai Place: Mumbai

---

Mar 31, 2024

Your Directors have pleasure in presenting the 14th Annual Report of the Company together with the Audited Statement of Accounts for the year ended March 31, 2024.

1. FINANCIAL STATEMENTS & RESULTS:

a. Financial Results

The Company''s performance during the year ended March 31, 2024 as compared to the previous financial year, is summarized below:

(Amount in Rupees Lakhs)

Particulars	Standalone
	2023-2024	2022-2023
Income	2,917.20	1933.75
Less: Expenses	2,912.77	1899.49
Profit / (Loss) before Tax	(381.23)	49.68
Less: Provision for Tax	(28.13)	-
Current Tax	-	-
Deferred Tax	(28.13)	(14.36)
Income Tax of earlier years w/off	Nil	Nil
Exceptional Income	Nil	Nil
Exceptional Expenditure	Nil	Nil
Profit After Tax	(353.11)	51.95
Total Comprehensive Income	(352.59)	53.20

APPROPRIATION:

Interim Dividend	Nil	Nil
Final Dividend	Nil	Nil
Tax on distribution of dividend	Nil	Nil
Transfer of General Reserve	Nil	Nil
Balance carried to Balance sheet	(352.59)	53.20

b. Company''s Performance Review:

During the Financial Year ended March 31, 2024, the Company''s total Revenue from operations is INR 2,904.80 Lakhs as against INR 1926.85 lakhs in the corresponding previous Financial Year ended March 31, 2023.

The Profit/(Loss) after tax for the Financial Year ended March 31, 2024, is INR (353.11 Lakhs) as against Profit of INR 51.95 Lakhs in the corresponding previous Financial Year ended March 31, 2023.

c. Operations and change in nature of business, if any:

The Company continues to be engaged in the activities pertaining to Information Technology and Communication industry, including providing customized software solutions and other support services to enterprises.

The Company''s business activity is that of providing technology enabled business enhancement solutions.

There was no change in the nature of the business of the Company during the year under review.

d. Share Capital:

During the financial year under review, there has been change in the Authorized, Issued, Subscribed, and Paid-up Share Capital of the Company as the Company has issued equity shares through right issue, therefore the company had increased its authorized share capital from Rs. 25,00,00,000/- (Rupees Twenty-Five Crores only) divided into 2,50,00,000 (Two Crores and Fifty Lakhs) Equity Shares of Rs. 10/- (Rupees Ten only) each to Rs. 35,00,00,000/- (Rupees Thirty-Five Crores only) divided into 3,50,00,000 (Three Crores and Fifty Lakhs) Equity Shares of Rs. 10/-(Rupees Ten only) each at the previous Annual General meeting held on September 29, 2023, and Consequently, amended its Clause V of Memorandum of Association and during the year under review, the issued, subscribed and paid-up capital of the Company increased from INR 11,45,66,010/- to INR 34,36,98,030/-

As of March 31, 2024, the Authorized Share Capital of the Company is INR 35,00,00,000/- divided into 3,50,00,000/-equity shares of INR 10/- each.

Further, the Issued, Subscribed, and Paid-up Share Capital of the Company as of March 31, 2024, is INR 34,36,98,030/-divided into 3,43,69,803/- equity shares of INR 10/- each.

e. Dividend:

Owing to loss during the year under review, your directors thought it prudent not to recommend any dividend for the financial year 2023-2024.

f. Unpaid Dividend and IEPF:

During the year under review, neither the Company was liable to, nor the Company has transferred any amount or shares to the Investor Education & Protection Fund (IEPF) and an amount of INR. 28,722.80/- is lying in Unpaid dividend A/c of the Company.

g. Transfer to Reserves:

The Company has not transferred any amount to General Reserve Account during the financial year under review.

h. Report on performance of Subsidiaries, Associates and Joint Venture:

During the year under review, the Company did not have any subsidiary, Associate of Joint Venture.

i. Deposits:

The Company has not accepted or renewed any amount falling within the purview of provisions of Section 73 of the Companies Act 2013 ("the Act") read with the Companies (Acceptance of Deposit) Rules, 2014 during the year under review.

Hence, the requirement for furnishing details relating to deposits covered under Chapter V of the Act or the details of deposits that are not in compliance with Chapter V of the Act is not applicable.

j. Loan from Directors or Director''s Relative:

During the financial year 2023-2024, the Company has borrowed an unsecured loan from Mr. Krishna Murari Singh, the Managing Director of the Company. The details of which are as mentioned below:

Opening Balance:

Loan taken during the year:

Loan repaid during the year:

Loan converted into Shares (Right Issue):

Loan outstanding at the end of the year:

The respective director has given a declaration in writing to the Company to the effect that the amount is not being given out of funds acquired by him by borrowing or accepting loans or deposits from others.

k. Corporate Social responsibility (''CSR''):

During the financial year 2023-2024, the provisions of Section 135 of the Companies Act, 2013 were not applicable to the Company i.e., the Company was not liable to / obligated to spent the amount towards CSR for the period under review and hence disclosures related to the same are not applicable.

l. Particulars of Contracts or Arrangements with Related Parties:

All the related party transactions/contracts/arrangements that were entered into by the Company during the year under review were on an arm''s length basis and were in compliance with the applicable provisions of the Act and were in the ordinary course of business.

However, the Company inadvertently failed to get approval from the shareholders of the company for certain material transactions. The Company as a remedial measure will be placing these transactions with the shareholders for their ratification

The details of the same are furnished in Form AOC-2 and is attached as Annexure I and forms part of this report.

There are no materially significant related party transactions entered into by the Company with its Promoters, Directors, KMP''s, or Senior Management Personnel that may have a potential conflict with the interest of the Company at large.

All related party transactions as required under AS-18 are reported in the notes to the financial statement of the Company.

All related party transactions were placed before the Audit Committee for its approval and noting on a quarterly basis. Prior omnibus approval of the Audit Committee is obtained for the transactions which are foreseen and of a repetitive nature.

The Company has also adopted a related party transaction policy.

The policy was approved by the Board and the same was uploaded on the company''s website at https://www.globalspace.in/uploads/Policies/RPT_POLICY.pdf

m. Conservation of energy, technology absorption and foreign exchange earnings outgo:

The particulars as required under the provisions of Section 134(3) (m) of the Companies Act, 2013 read along with Rule 8 of the Companies (Accounts) Rules, 2014 in respect of conservation of energy, technology absorption, foreign exchange earnings and outgo etc. are as mentioned below:

A) Conservation of energy

Steps taken or impact on conservation of energy.	The operations of the Company do not involve high energy consumption. However, the Company has for many years now been laying great emphasis on the Conservation of Energy and has taken several measures including regular monitoring of consumption, implementation of viable energy saving proposals, improved maintenance of systems etc.
Steps taken by the company for utilizing	None
alternate sources of energy.
Capital investment on energy conservation	Nil
Equipment''s

(B) Technology absorption:

Efforts made towards technology absorption	None
Benefits derived like product improvement, cost reduction, product development or import substitution
In case of imported technology (imported during the last three years reckoned from the beginning of the financial year):
• Details of technology imported	None
• Year of import	Not Applicable
• Whether the technology has been fully absorbed	Not Applicable
• If not fully absorbed, areas where absorption has not taken place, and the reasons thereof	Not Applicable
• Expenditure incurred on Research and Development	Nil

(C) Foreign exchange earnings and Outgo:

Particulars	April 01, 2023, to	April 01, 2022, to
	March 31, 2024[2023-2024]	March 31, 2023[2022-2023]
	Amount in INR	Amount in INR
Actual Foreign Exchange earnings	Nil	Nil
Actual Foreign Exchange outgo	Nil	Nil

n. Annual Return:

Pursuant to the provisions of Section 92(3) read with Section 134(3)(a) of Companies Act, 2013, the Annual Return as on March 31, 2024, is available on Company''s website at https://www.globalspace.in/investors.php

o. Particulars of Loans granted, Guarantees given, or Investments made, or security provided under Section 186 of the Companies Act, 2013:

Details of Loans granted, Guarantees given, and Investments made during the year under review, covered under the provisions of Section 186 of the Act, are given in notes to the financial statements in the Annual Report.

p. Disclosure under Section 134(3)(i) of the Companies Act, 2013:

There are no material changes or commitments affecting the financial position of the Company, subsequent to the close of the Financial Year 2023-2024 till the date of this Report.

q. Internal Financial Control Systems and their adequacy:

The Company has its internal financial control systems commensurate with the size and complexity of its operations, to ensure proper recording of financials and monitoring of operational effectiveness and compliance of various regulatory and statutory requirements. The management regularly monitors the safeguarding of its assets, prevention and detection of frauds and errors, accuracy and completeness of the accounting records including timely preparation of reliable financial information.

The internal auditor consults and reviews the effectiveness and efficiency of the internal financial control systems and procedure to ensure that all the assets are protected against loss and that the financial and operational information is accurate and complete in all respects. Significant audit observations and corrective actions thereon are presented to the Audit Committee of the Company.

r. Details of utilization of funds raised through right issue as specified under Regulation 32(7A) of the Listing Regulations:

During the financial year ended March 31, 2023, the Company had issued and allotted 2,29,13,202 equity shares of INR. 10/- each at an issue price of INR. 12.00/- per equity share, aggregating to INR. 27,49,58,424 (including premium of INR. 02.00/- Per Share) on December 01, 2023,

The aforesaid issuance of equity shares was made in terms of the Securities and Exchange Board of India (Issue of Capital and Disclosure Requirements) Regulations, 2018 as amended, Section 42, Section 62, and other relevant provisions of the Companies Act, 2023.

The aforementioned funds were raised to Adjust the of Unsecured Loan against entitlement of promoters, Working Capital Requirements and to meet expenses related to Generate Corporate Purpose and to reduce finance cost of the Company and the funds were utilized for the said object only although there was some deviation(s) or variation(s) in the use of proceeds which is mentioned below:

Original object	Modified object if any	Original allocation	Modified allocation if any	Funds utilized	Amount of deviation/ variation for the quarter according to applicable object (in Rs. Crore and in %)	Remarks, if any
Adjustment of Unsecured Loan against entitlement of promoters	NA	15.443 Crores	NA	15.442 Crores	NA	NA
Working Capital Requirements	NA	7.000Crores	NA	7.196Crores	-0.196	NA
General Corporate Purpose	NA	4.752 Crores	NA	4.556 Crores	0.1967	NA

The said funds were fully utilized during the financial year under review.

2. MATTERS RELATED TO DIRECTORS AND KEY MANAGERIAL PERSONNEL:

a. Board of Directors & Key Managerial Personnel (KMP):

i. Appointment:

There were 3 appointments of Directors or KMPs during the Financial Year under review:

• • The Company appointed Mr. Rajesh Vishwanath Chorasia as the Chief Financial Officer of the Company

w.e.f. May 10, 2023.

• The Company appointed Ms. Lucky Bansal as a Non-Executive Independent director on the Board of Directors of the Company w.e.f. May 29, 05,2024.

• The Company appointed Ms. Ankita Kyal as the Company secretary and Compliance officer of the Company w.e.f. March 08, 2024.

Apart from the above appointment, there was no other change in Directors and KMP during the year under review.

ii. Details of the Directors and KMP''s resigned during the year:

There were 3 resignations of Directors or KMPs during the Financial Year under review:

•• Mr. Ratan Deep Rajan, Additional Independent Director of the Company, resigned w.e.f. May 30, 2023.

• Ms. Swati Arora, the Company Secretary and compliance Officer of the Company resigned w.e.f. January 31, 2024.

• Mr. Pradyot Bhattacharya, Chief Financial Officer and KMP of the Company, resigned w.e.f. April 19, 2023.

Further, the composition of the Board of Directors is in due compliance of the Companies Act, 2013 (the ''Act'') and SEBI Listing Regulations.

As of March 31, 2024, the Board of the Company comprises of 6 Directors out of which 1 is Managing Director, 1 is Executive Director, 1 is Non-Executive Director Non-Independent Director, and 3 are Independent Directors which are provided below:

Sr. No.	Name of Directors & KMP''s	Designation	DIN/PAN
1.	Mr. Krishna Murari Singh	Chairman and Managing Director	03160366
2.	Mrs. Beauty Krishnamurari Singh	Non-Executive Non-Independent Director	03481024
3.	Mr. Amit Verma*	Executive Director	07046152
4.	Mr. Girish Kasaragode Mallya	Independent Director	09533336
5.	Mrs. Asha Sampath	Independent Director	02160962
6.	Ms. Lucky Bansal	Independent Director	09298816
7.	Ms. Ankita Omprakash Kyal	Company Secretary & Compliance Officer	AVXPK1852A
8.	Mr. Rajesh Vishwanath Chorasia	Chief Financial Officer	ADBPC0955C

b. Retirement by Rotation

In accordance with the provisions of the Act, none of the Independent Directors are liable to retire by rotation.

A proposal for re-appointment of Mrs. Beauty Krishna Murari Singh, the Non-Executive Non-Independent Director the retiring director of the Company shall be placed before the shareholders of the Company at the ensuing Annual General Meeting as per the provisions of Section 152(6) of the Companies Act, 2013 read with the Companies (Appointment and Qualification of Directors) Rules, 2014.

Your directors recommend their approval.

c. Declaration by Independent Directors:

The Company has duly complied with the definition of ''Independence'' according to the provisions of Section 149(6) of, read along with Schedule IV to the Companies Act, 2013 i.e., Code of Independent Directors and Regulation 16 (1) (b) and Regulation 25 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations 2015 (as amended).

All the Independent Director/s have submitted a declaration that he/she meets the criteria of independence and submits the declaration regarding the status of holding other directorship and membership as provided under law.

The Independent Directors have also confirmed that they have complied with the Company''s code of conduct for Board and Senior Management as per Regulation 26(3) of SEBI (Listing Obligations & Disclosure Requirements) Regulations, 2015.

The Independent Directors affirmed that none of them were aware of any circumstance or situation which could impair their ability to discharge their duties in an independent manner.

d. Evaluation by Independent Director

In a separate meeting of Independent Directors held on March 08, 2024, performance of non-independent directors, performance of the Board as a whole and performance of the Chairman was evaluated, considering the views of executive director.

e. Disqualification of Directors:

During the financial year 2023-2024 under review, the Company has received Form DIR-8 from all Directors as required under the provisions of Section 164(2) of the Companies Act, 2013 read with Companies (Appointment and Qualification of Directors) Rules, 2014.

Further the Company has also taken a certificate of non-disqualification of directors pursuant to Regulation 34(3) and Schedule V Para C clause (10)(i) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015) which is enclosed with the annual report.

3. DISCLOSURE RELATED TO BOARD, COMMITTEES AND POLICIES

a) Board Meetings:

During the year under review the Board of Directors met 10 times at their meeting held on May 10, 2023; May 29, 2023; July 27, 2023; August 11, 2023; September 04, 2023; October 30, 2023; November 03, 2023; December 01, 2023; February 12, 2024; March 08, 2024.

Gap between two Board meetings during the year under review did not exceed one hundred and twenty days. A requisite quorum was present for all the meetings.

The attendance of the Board members at the Board meetings held during the year is as follows

Name of the Directors	Designation	No. of Meetings held	No. of Meetings Attended
Mr. Krishna Murari Singh	Managing Director	10	10
Mrs. Beauty Krishnamurari Singh	Non-Executive Director	10	4
Mr. Amit Verma	Executive Director	10	5
Mrs. Asha Sampath	Executive Director	10	10
Ms. Lucky Bansal	Non-Executive Independent Director	8	8
Mr. Girish Kasaragode Mallya	Non-Executive Independent Director	10	10
Mr. Ratna Deep Ranjan	Additional Independent Director	2	2

b) Audit Committee:

The Audit Committee of Board of Directors is constituted pursuant to the provisions of Section 177 of the Companies Act, 2013 and Regulation 18 of Securities Exchange and Board of India (Listing Obligation and Disclosure Requirements) Regulations, 2015. The composition of the Audit Committee is in conformity with the provisions of the said section and Regulation and there was no change in the composition of the audit committee during the financial year under review.

The Audit Committee Comprises of:

Name of Members	Designation
Mr. Girish Kasaragode Mallya	Non-Executive Independent Director (Chairperson)
Mr. Krishna Murari Singh	Managing Director (Member)
Mrs. Asha Sampath	Non-Executive Independent Director (Member)

All members of the Audit Committee have the requisite qualification for appointment on the Committee and possess sound knowledge of finance, accounting practices and internal controls.

The Company Secretary of the Company acts as a secretary to the Committee.

The Audit Committee met 9 times during the financial year ended on May 10, 2023; May 29, 2023; July 27, 2023; August 11, 2023; September 04, 2023; October 10, 2023; November 03, 2023; February 12, 2024; March 08, 2024.

Name of Members	Designation	No. of Meetings held	No. of Meetings Attended
Mr. Girish Kasaragode Mallya	Chairman	9	9
Mr. Krishna Murari Singh	Member	9	9
Mrs. Asha Sampath	Member	9	9

During the financial year under review, the Board of Directors of the Company accepted all the recommendations of the Audit Committee.

c) Nomination & Remuneration Committee:

The Nomination and Remuneration Committee of the Board of Directors is constituted pursuant to the provisions of Section 178 of the Companies Act, 2013 and Regulation 19 of Securities Exchange and Board of India (Listing Obligation and Disclosure Requirements) Regulations, 2015. The composition of the Nomination & Remuneration Committee is in conformity with the provisions of the said section and Regulation and there was no change in the composition of the nomination & remuneration committee during the financial year under review.

The Nomination & Remuneration Committee comprises of:

Name of Members	Designation
Mr. Girish Kasaragode Mallya	Chairman (Independent Director)
Mrs. Beauty Krishna Murari Singh	Member (Independent Director)
Mrs. Asha Sampath	Member (Non-Executive Director)

The Board has in accordance with the provisions of sub-section (3) of Section 178 of the Companies Act, 2013, formulated the policy settng out the criteria for determining qualifications, positive attributes, independence of a Director, and policy relating to selection and remuneration for Directors, Key Managerial Personnel and Senior Management Employees.

Major criteria/gist defined in the policy framed for appointment of and payment of remuneration to the Directors of the Company, are as under:

Minimum Qualification Positive Attributes Independence Experience

The Nomination and Remuneration Policy of the Company pursuant to provisions of Section 178 (3) and (4) of the Companies Act, 2013 is published on the website of the Company at https://www.glohalspace.in/uploads/Policies/ NRC_POLICY.pdf

The Nomination & Remuneration Committee met 6 times during the financial year ended on March 31, 2023, at their meeting held on May 10, 2023; May 29, 2023; July 27, 2023; September 04, 2023; February 12, 2024, and March 08, 2024.

The attendance of the members at the Nomination & Remuneration committee meetings held during the year is as follows:

Name of Members	Designation	No. of Meetings held	No. of Meetings Attended
Mr. Girish Kasaragode Mallya	Chairman	6	6
Mrs. Beauty Krishna Murari Singh	Member	6	2
Mrs. Asha Sampath	Member	6	6

d) Stakeholder Relationship Committee:

The Stakeholder & Relationship Committee of Directors was constituted pursuant to the provisions of Section 178(5) of the Companies Act, 2013 and Regulation 20 of Securities Exchange and Board of India (Listing Obligation and Disclosure Requirements) Regulations, 2015. The composition of the Stakeholder Relationship Committee is in conformity with the provisions of the said section and Regulation and there was no change in the composition of the Stakeholder Relationship Committee during the financial year under review.

The Stakeholder & Relationship Committee comprises of:

Name of Members	Designation
Mrs. Beauty Krishna Murari Singh	Chairman (Non-Executive Non-Independent Director)
Mr. Krishna Murari Singh	Member (Managing Director)
Mr. Girish Kasaragode Mallya	Member (Non-Executive Independent Director)

The Company Secretary of the Company acts as the Secretary of the Stakeholders'' Relationship Committee.

The Stakeholders'' Relationship Committee met 2 times during the financial year ended on March 31, 2024, at their meeting held on February 12, 2024 and March 08, 2024.

The attendance of the members at the Stakeholders'' Relationship Committee meetings held during the year is as

follo\A/C‘

Name of Members	Designation	No. of Meetings held	No. of Meetings Attended
Mrs. Beauty Krishna Murari Singh	Chairman	2	2
Mr. Krishna Murari Singh	Member	2	2
Mr. Girish Kasaragode Mallya	Member	2	2

e) Meeting of Independent Directors

In compliance with Schedule IV to the Companies Act, 2013 and Regulation 25 of the SEBI (Listing Obligation and Disclosure Requirements) Regulations, 2015, the Independent Directors held their separate meeting on February 12, 2024, without the attendance of non-independent directors and members of management, inter alia, to discuss the following:

• Review the performance of non-independent directors and the Board as a whole.

• Review the performance of the Chairperson of the Company, considering the views of executive directors and non-executive directors; and assess the quality, quantity, and timeliness of flow of information between the Company Management and the Board that is necessary for the Board to perform their duties effectively and reasonably.

All independent directors were present at the meeting, deliberated on the above and expressed their satisfaction.

f) Vigil Mechanism for the Directors and Employees:

The Board of Directors of the Company have, pursuant to the provisions of Section 177(9) of the Companies Act, 2013 read with Rule 7 of the Companies (Meetings of Board and its Powers) Rules, 2014, framed "Vigil Mechanism Policy" for Directors and employees of the Company to provide a mechanism which ensures adequate safeguards to employees and Directors from any victimization on the raising of concerns of any violations of legal or regulatory requirements, incorrect or misrepresentation of any, financial statements and reports, etc.

The employees of the Company have the right/opti''on to report their concerns/grievances to the Chairman of the Board of Directors and it also It provides direct access to the employees of the Company to approach the Compliance Officer or the Chairman of the Audit Committee, where necessary. The Company ensures that genuine whistle-blowers are accorded complete protection from any kind of unfair treatment or victimization.

The Company is committed to adhering to the highest standards of ethical, moral, and legal conduct of business operations.

The said policy is also available on the website of the Company https://www.globalspace.in/uploads/Policies/WHISTLE_BLOWER_POLICY.pdf

g) Annual Evaluation of Directors, Committee and Board as a whole:

Pursuant to the provisions of the Section 134(3)(p) of the Companies Act, 2013 read with Rule 8(5)(iiia) of Companies ( the Board has carried out the formal annual performance evaluation of its own performance, the Directors individually as well as the evaluation of the working of its various Committees and the working of the Board as whole. The evaluation exercise was carried out on various aspects of the Boards functioning such as composition of the Board & committees, experience & competencies, performance of the duties and obligations, governance issues, etc.

The manner in which the evaluation has been carried out has been explained below:

• Performance Evaluation criteria: Separate exercise was carried out to evaluate the performance of individual Directors including the Chairman by the Nomination and Remuneration committee as per the structured

mechanism who were evaluated on following parameters / criteria:

• Participation and contribution by a director,

• Commitment (including guidance provided to senior management outside of Board / Committee meetings),

• Effective deployment of knowledge and expertise,

• Effective management of relationship with stakeholders,

• Integrity and maintenance of confidentiality,

• Independence of behavior and judgment,

• Observance of Code of Conduct, and

• Impact and influence

In the opinion of the Board, Independent Directors of the Company possess necessary expertise, integrity, experience, and proficiency in their respective fields. Further, all Independent Directors have confirmed that they have registered with the data bank of Independent Directors maintained by; and are either exempt or have completed the online proficiency self -assessment test conducted by; the Indian Institute of Corporate Affairs the in accordance with the provisions of Section 150 of the Act.

4. AUDITORS OF THE COMPANY:

a) Statutory Auditors:

Pursuant to the provisions of Section 140 of the Companies Act, 2013 and the Companies (Audit and Auditors) Rules, 2014; M/s. Bansi Lal Shah & Co., Chartered Accountants (Firm Reg. No.000384W), were appointed as the statutory auditor of the Company vide resolution passed by the shareholders at the 13th annual general meeting of the Company, held on September 29, 2023 for a term of 2 years to hold office for the financial year 2023-2024 and 20242025 (i.e., from the conclusion of 13th Annual General Meeting till the conclusion of 15th Annual General Meeting). They continue to be the auditors of the Company.

b) Observations of Statutory auditors on accounts for the year ended March 31, 2024:

The observations / qualifications / disclaimers made by the Statutory Auditors in their report for the financial year ended 31st March 2024 read with the explanatory notes therein are self-explanatory and therefore, do not call for any further explanation or comments from the Board under Section 134(3) of the Companies Act, 2013.

c) Reporting of frauds by statutory auditors under Section 143(12):

There were no incidents of reporting of frauds by Statutory Auditors of the Company under Section 143(12) of the Act read with Companies (Accounts) Rules, 2014.

d) Secretarial Auditor:

Provisions of Section 204 read with Section 134(3) of the Companies Act, 2013, mandates the Company to obtain Secretarial Audit Report from a Practicing Company Secretary.

M/s. AJP & Associates, Practicing Company Secretaries had been appointed to issue Secretarial Audit Report for the financial year 2023-2024.

Secretarial Audit Report issued by M/s. AJP & Associates in Form M R-3 for the financial year 2023-2024 forms part of this report as Annexure-II.

Observations of Secretarial auditors for the year ended March 31, 2024:

The replies to the comments of Secretarial Auditors in Auditors Report are as follows:

Sr. No.	Observation Remark	Management Response
1.	The Company has entered into certain material Related Party Transactions but failed to be obtained mandatory prior shareholders'' approval for material related party transactions under regulation 23(4) of the SEBI LODR.	It was inadvertently missed by the Company that the few related party transactions which the Company has entered into are crossing the materiality thresholds provided under LODR.As a remedial measure the Company will place these transactions before the shareholders for their ratification.

e) Cost Auditors:

Pursuant to the provisions of Section 148 of the Companies Act, 2013 read with Noti''ficati''ons/Circulars issued by the Ministry of Corporate Affairs from time to time, the Company is not required to appoint Cost Auditor.

f) Maintenance of Cost records:

Pursuant to the provisions of Section 148 of the Companies Act, 2013 read with the Companies (Cost Records and Audit) Rules, 2014, as amended from time to time, the Company is not required to maintain Cost Records under said Rules.

g) Internal auditor:

In accordance with the provisions of Section 138 of the Companies Act, 2013 and Rules framed thereunder, the Board has appointed M/s. Udit Gopal Ji Agarwal & Co., Chartered Accountants as Internal Auditors to conduct the Internal Audit of the Company for the Financial Year 2023-2024.

5. OTHER DISCLOSURES

Other disclosures as per provisions of Section 134 of the Act read with Companies (Accounts) Rules, 2014 are furnished as under:

a. Details of significant and material orders passed by the Regulator or Court or Tribunal:

There were no significant and material orders issued against the Company by a regulating authority or court or tribunal that could affect the going concern status and company''s operation in future.

b. Risk Management Policy:

The Company has a risk management framework in place for identification and management of risks including identifying, assessing, monitor, and mitigate various nones to key business objectives. Major risks identified by the businesses and functions are systematically addressed through mitigating actions on a continuing basis. These are discussed at the meetings of the Audit Committee and the Board of Directors of the Company.

c. Director''s Responsibility Statement:

In terms of Section 134(5) of the Companies Act, 2013, in relation to the audited financial statements of the Company for the year ended March 31, 2024, the Board of Directors hereby confirms 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. such accounting policies have been selected and applied consistently and the Directors made judgments and estimates that are reasonable and prudent so as to give a true and fair view of the state of affairs of the Company as March 31, 2024, and of the profit/loss of the Company for that year,

c. proper and sufficient care was taken 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 annual accounts of the Company have been prepared on a going concern basis,

e. They have laid down Internal financial controls for ensuring the orderly and efficient conduct of its business, including adherence to Company''s policies, the safeguarding of its assets, the prevention and detection of frauds and errors, the accuracy and completeness of the accounting records, and the timely preparation of reliable financial information and,

f. proper systems have been devised to ensure compliance with the provisions of all applicable laws and that such systems were adequate and operating effectively,

d. Disclosure regarding Internal Complaints Committee under the sexual harassment of women at workplace (Prevention, Prohibition and Redressal) Act, 2013:

In accordance with the Sexual Harassment of Women at Workplace (Prevention, Prohibition, and Redressal) Act, 2013 the Company has complied with the provisions relating to the constitution of the Internal Complaints Committee and also framed and adopted the policy for the Prevention of Sexual Harassment at Workplace.

The following is the summary of Sexual Harassment complaints received and disposed of during the year 2023-2024.

• No. of Complaints Received: Nil

• No. of Complaints Disposed of: Nil

The Company has submitted its Annual Report on the cases of Sexual Harassment of Women at Workplace to the District Officer, Mumbai pursuant to section 21 of the aforesaid Act and Rules framed thereunder.

e. Disclosure under Section 43(a)(ii) of the Companies Act, 2013:

The Company has not issued any shares with differential rights and hence no information as per provisions of Section 43(a)(ii) of the Act read with Rule 4(4) of the Companies (Share Capital and Debenture) Rules, 2014 is furnished.

f. Disclosure under Section 54(1)(d) of the Companies Act, 2013:

The Company has not issued any sweat equity shares during the year under review and hence no information as per provisions of Section 54(1)(d) of the Act read with Rule 8(13) of the Companies (Share Capital and Debenture) Rules, 2014 is furnished.

g. Disclosure under Section 62(1)(b) of the Companies Act, 2013:

The Company has not issued any equity shares under Employees Stock Option Scheme during the year under review and hence no information as per provisions of Section 62(1)(b) of the Act read with Rule 12(9) of the Companies (Share Capital and Debenture) Rules, 2014 is furnished.

h. Disclosure under Section 67(3) of the Companies Act, 2013:

During the year under review, there were no instances of non-exercising of voting rights in respect of shares purchased directly by employees under a scheme pursuant to Section 67(3) of the Act read with Rule 16(4) of Companies (Share Capital and Debentures) Rules, 2014 is furnished.

i. Disclosure of proceedings pending, or application made under Insolvency and Bankruptcy Code, 2016:

No application was filed for corporate insolvency resolution process, by a financial or operational creditor or by the company itself under the IBC before the NCLT.

j. Disclosure of reason for difference between valuation done at the time of taking loan from Bank and at the time of One Time Settlement:

There was no instance of a one-time settlement with any Bank or Financial Institution.

k. Compliances of Secretarial Standards:

The Company is in compliance with all the applicable secretarial standards issued by the Institute of Company Secretaries of India.

l. Particulars of Employees:

The particulars of remuneration to directors and employees and other related information required to be disclosed under Section 197 (12) and sub rule 1 of rule 5 of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014the Companies Act, 2013 and the Rules made thereunder are given in Annexure III to this Report.

As per the provisions of Section 197(12) of the Act read with Rule 5(2) and 5(3) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, a statement containing names of top ten employees in terms of remuneration drawn and the particulars of employees are provided in the prescribed format and appended as Annexure III to this report.

Further the Company has no employee who is in receipt of remuneration of either:

1. INR. 8,50,000/- per month or INR 1,02,00,000/- per annum or

2. Who receives in aggregate in excess of that drawn by the Managing Director or Whole Time Director of the Company and holds by himself/herself along with his spouse and dependent children not less than 2% of the equity shares of the Company

m. Management Discussion and Analysis:

Management Discussion and Analysis Report as required under Regulation 34 and Schedule V of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 is furnished as Annexure IV.

n. SEBI Complaints Redress System (SCORES):

The investor complaints are processed in a centralized web-based complaints redress system. The salient features of this system are a centralized database of all complaints, online upload of Action Taken Reports (ATRs) by the concerned companies, and online viewing by investors of actions taken on the complaint and its current status. Your Company has been registered on SCORES and makes every effort to resolve all investor complaints received through SCORES or otherwise within the statutory time limit from the receipt of the complaint.

The Company has not received any complaint on the SCORES during the financial year 2023-2024.

o. Criteria for making payments to Non-Executive Directors:

Pursuant to Regulation 46(2)(f) the Board has framed the policy containing the criteria for making the payments to nonexecutive directors.

The policy is available on the website at

https://www.globalspace.in/document/upload_20_feb/Criteira%20for%20Making%20payment%20to%20NED/Crit

eria%20for%20payment%20to%20NED.pdf

p. Corporate Governance:

Your Company is committed to maintaining the highest standards of corporate governance. We believe sound corporate governance is critical to enhance and retain investor trust. Our disclosures seek to attain the best practices in corporate governance. The Board considers itself a trustee of its shareholders and acknowledges its responsibilities towards them for the creation and safeguarding of their wealth. In order to conduct business with these principles the company has created a corporate structure based on business needs and maintains a high degree of transparency through regular disclosures with a focus on adequate control systems.

As per provisions of Regulation 15 of SEBI (Listing Obligation and Disclosure Requirements) Regulations, 2015, the Corporate Governance Report for the financial year 2023-2024 is presented as Annexure V to this Report.

q. Insider Trading:

The Board has in consultation with the Stakeholder''s Relationship Committee laid down the policy to regulate and monitor Insider Trading in the Company. The Committee regularly analyses the transactions and monitors them to prevent Insider Trading.

The Company has also adopted a Prohibition of Insider Trading Policy.

r. Means of Communication:

The Board believes that effective communication of information is an essential component of Corporate Governance. The Company regularly interacts with its shareholders through multiple channels of communication such as the Company''s Website and stipulated communications to the Stock Exchange where the Company''s shares are listed for the announcement of Financial Results, Annual Report, Notices, Outcome of Meetings, and Company''s Policies etc.

s. Human Resources:

Your Company treats its "Human Resources" as one of its most important assets. Your Company continuously invests in the attraction, retention, and development of talent on an ongoing basis. A number of programs that provide focused people''s attention are currently underway. Your Company''s thrust is on the promotion of talent internally through job rotation and job enlargement.

As on March 31, 2024, there were a total of 31 employees. The Company has all the required policies under the Indian laws for the time being in force and as required under the Companies Act, 2013 and SEBI LODR Regulations, 2015 to protect and safeguard the interest of the employees.

t. Website:

The Company has a website addressed as https://www.globalspace.in/investors.php .Website contains the basic information about the Company - details of its Business, Financial Information, Shareholding Pattern, Contact Information of the Designated Official of the Company who is responsible for assisting and handling investors grievances and such other details as may be required under sub regulation (2) of Regulation 46 of the Listing Regulations, 2015. The Company ensures that the contents of this website are periodically updated.

u. Disclosure pursuant to Section 67(3) of Companies Act, 2013:

Disclosure in respect of voting rights not exercised directly by the employees in respect of shares to which the scheme relates is not applicable to the Company during the financial year 2023-2024 pursuant to Section 67(3) of the Companies Act, 2013 and rule 16(4) of Companies (Share Capital and Debenture) Rules, 2014.

v. Disclosure pursuant to Schedule V Part II Section II of Companies Act, 2013:

The disclosure pursuant to Schedule V Part II Section II of Companies Act,2013 forms part of the Corporate Governance report.

w. Indian Accounting Standards- IFRS Converge Standards:

The Ministry of Corporate Affairs vide its notification dated 16th February 2015 notified under Section 133 of the Companies Act 2013 read with Companies (Indian Accounting Standards) Rules, 2015. In pursuance of the said notification your Company has prepared the financial statements to comply in all material respects in accordance with the applicability of Indian Accounting Standards.

x. Listing on Stock Exchange:

The Equity shares of the Company are listed on the Main Board of BSE Limited.

y. Depository System:

Your Company''s equity shares are in Demat form. The Company has appointed Central Depository Services India Limited (CDSL) as designated depository to the Company.

z. Awards and Achievements:

Your Company has received no awards during F.Y 2023-2024. aa. Annual Listing Fees to the Stock Exchanges:

Globalspace Technologies Limited have listed its equity shares on the Main Board of Bombay Stock Exchange Limited. The listing fees have been duly paid to the exchange and annual custodial fees have been paid to CDSL and NSDL for F.Y. 2023-2024 and F.Y. 2024-2025.

6. ACKNOWLEDGEMENTS AND APPRECIATION:

Your directors take this opportunity to thank the customers, shareholders, suppliers, bankers, business partners/associates, financial institutions and Central and State Governments for their consistent support and encouragement to the Company.

For and on behalf of the Board

For and on behalf of Globalspace Technologies Limited SD/- SD/-

Mr. Krishna Murari Singh Mrs. Beauty Krishna Murari Singh

Managing Director Non-Executive Director

DIN:03160366 DIN:03481024

Date: August 12, 2024 Date: August 12, 2024

Place: Mumbai Place: Mumbai

---

Mar 31, 2023

Your Directors have pleasure in presenting the 13th Annual Report of the Company together with the Audited Statement of Accounts for the year ended 31st March, 2023.

1. FINANCIAL STATEMENTS & RESULTS:

a. Financial Results (Standalone and Consolidated):

The Company''s performance during the year ended 31st March, 2023 as compared to the previous financial year, is summarized below:

Standalone Balance Sheet:

(Amount in Rupees Lakhs)

Particulars	For the financial year ended31st March, 2023	For the financial year ended31st March, 2022
Income	19.33	911.05
Less: Expenses	1899.49	902.21
Profit/ (Loss) before tax	49.68	13.18
Less: Provision for tax	Nil	Nil
Current Tax	12.08	8.68
Deferred Tax	(14.36)	3.80
Income Tax of earlier years w/off	Nil	Nil
Exceptional Income	15.42	Nil
Exceptional expenditure	Nil	Nil
Profit after Tax	51.95	0.70
Total Comprehensive Income	53.20	3.95

APPROPRIATION:

Interim Dividend	Nil	Nil
Final Dividend	Nil	Nil
Tax on distribution of dividend	Nil	Nil
Transfer of General Reserve	Nil	Nil
Balance carried to Balance sheet	53.20	3.95

b. OPERATIONS :

During the year under review, the Company has reported a Profit before tax at Rs. 49.68 lakhs as compared to a profit of Rs 13.18 lakhs in the previous year.

The Company continues to be engaged in the activities pertaining to Information Technology and Communication industry, including providing customized software solutions and other support services to enterprises.

There was no change in the nature of the business of the Company, during the year under review.

c. DIVIDEND:

With a view to conserve the resources, your company have decided not to declare any dividend during the year.

d. UNPAID DIVIDEND & IEPF:

The Company has not transferred any amount to the Investor Education & Protection Fund (IEPF) and no amount is lying in Unpaid Dividend A/c of the Company.

e. TRANSFER TO RESERVES:

The Company has not transferred any amount to the General Reserve.

f. REPORT ON PERFORMANCE OF SUBSIDIARIES, ASSOCIATES AND JOINT VENTURE COMPANIES:

The performance and financial position / salient features of the Financial Statement of each of the subsidiaries, associates and joint venture companies, if applicable, for the year ended 31st March 2023, and also the details of companies which have become or ceased as subsidiary, associates and joint ventures, during the year under review is given in Form AOC-1 and is attached and marked as Annexure I and forms part of this Report.

g. DEPOSITS:

The Company has not accepted or renewed any amount falling within the purview of provisions of Section 73 of the Companies Act 2013 ("the Act") read with the Companies (Acceptance of Deposit) Rules, 2014 during the year under review. Hence, the requirement for furnishing of details relating to deposits covered under Chapter V of the Act or the details of deposits which are not in compliance with Chapter V of the Act is not applicable.

h. LOANS FROM DIRECTORS OR DIRECTORS'' RELATIVES:

During the financial year under review, the Company has borrowed Rs. 5,31,14,000/- from Mr. Krishna Murari Singh, Managing Director and Mrs. Beauty Singh, Director of the company. Details of the same are provided in the Standalone Financial statements attached to this report.

i. PARTICULAR OF CONTRACTS OR ARRANGEMENT WITH RELATED PARTIES:

The details of transactions/contracts/arrangements referred to in Section 188(1) of Companies act 2013 entered by the Company with related party(ies) as defined under the provisions of Section 2(76) of the Companies Act, 2013, during the financial year under review were in ordinary course of business and on an arm''s length basis, the same are furnished in Form AOC-2 and is attached as Annexure II and forms part of this report.

j. CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE EARNINGS AND OUTGO:

The particulars as required under the provisions of Section 134(3) (m) of the Companies Act, 2013 read with Rule 8 of the Companies (Accounts) Rules, 2014 in respect of conservation of energy, technology absorption, foreign exchange earnings and outgo etc. are furnished in Annexure III which forms part of this Report.

k. CORPORATE GOVERNANCE AND MANAGEMENT DISCUSSION AND ANALAYSIS REPORT:

Pursuant to Regulation 17 to 27, clause (b) to (i) of Regulation 46 and Para C, D & E of Schedule V of SEBI (Listing Obligations and Disclosures Requirements), 2015, the corporate governance report together with Auditor certificate on compliance of the same is annexed hereto and marked as Annexure V and Management Discussion and Analysis report as Annexure IV.

l. ANNUAL RETURN:

Pursuant to the provisions of Section 134(3)(a) of the Companies Act, 2013, extract of the Annual Return for the financial year ended 31st March, 2023 as referred in Section 92(3) in MGT-7 format on the below mentioned web-address:-www.globalspace.in

m. DISCLOSURE OF REASON FOR DIFFERENCE BETWEEN VALUATION DONE AT THE TIME OF TAKING LOAN FROM BANK AND AT THE TIME OF ONE TIME SETTLEMENT.

There was no instance of one-time settlement with any Bank or Financial Institution.

n. DISCLOSURE OF PROCEEDINGS PENDING OR APPLICATION MADE UNDER INSOLVENCY AND BANKRUPTCY CODE, 2016 (if applicable).

No application was filed for corporate insolvency resolution process, by a financial or operational creditor or by the company itself under the IBC before the NCLT.

o. PARTICULARS OF INVESTMENTS, LOANS, GUARANTEES AND SECURITIES:

Details of Loans, investment and guarantees covered under section 186 of Companies Act, 2013, forms part of the notes to the financial statement of the company.

p. DISCLOSURES UNDER SECTION 134(3)(l) OF THE COMPANIES ACT, 2013:

Except as disclosed elsewhere in this report, no material changes and commitments which could affect the Company''s financial position have occurred between the end of the financial year of the Company and date of this report.

q. DISCLOSURE OF INTERNAL FINANCIAL CONTROLS:

The Internal Financial Controls with reference to financial statements as designed and implemented by the Company are adequate. During the year under review, no material or serious observation has been received from the Statutory Auditors of the Company for inefficiency or inadequacy of such controls.

r. MATERIAL CHANGES AND COMMITMENTS, IF ANY:

During the Financial Year 2022-23, there was dilution in the stake held by the Company in Makebot Robotic Solutions Private Limited (MRSPL) owing to which MRSPL has ceased to be material subsidiary of the Company w.e.f December 27,2022. The consent of shareholders of the company was duly taken through postal ballot dated July 4,2022.

2. MATTERS RELATED TO DIRECTORS, KEY MANAGERIAL PERSONNEL (KMP) AND SENIOR MANAGERIAL PERSONNEL (SMP):

a. BOARD OF DIRECTORS & KEY MANAGERIAL PERSONNEL

I Appointment

• Mr. Girish Kasaragode Mallya (DIN 09533336) appointed as Additional Executive Director w.e.f March 10, 2022, whose appointment was regularized on June 07, 2022.

• Mr. Amit Verma appointed as Additional Executive Director w.e.f March 29, 2022, whose appointment was regularized on June 07, 2022

• Ms. Asha Sampath was appointed as Additional Non-executive Independent Director w.e.f August 20, 2022, whose appointment was regularized on September 30,2022.

• Mr. Ratna Deep Ranjan appointed as Independent Director w.e.f , March 03, 2023.

• Mr. Rajesh Chorasia appointed as Chief Financial officer (CFO) w.e.f., May 10, 2023.

• Ms. Lucky Bansal appointed as an Additional Independent Director w.e.f., May 29, 2023.

II Resignation

• Ms. Radhika Jhawar resigned as an Independent Director of the company w.e.f. May 21,2022.

• Mr. Prodyot Bhattacharya resigned from the post of Chief Financial officer (CFO) w.e.f., April 19, 2023.

• Mr. Ratna Deep Ranjan resigned as Additional Independent Director w.e.f., May 30, 2023, whose appointment was regularised on 27th August, 2023

III Retirement

• Mr. M.V Subramanian (DIN: 07628898) ) retired as an Independent Director of the company w.e.f., September 26, 2022

b. SENIOR MANAGERIAL PERSONNEL (SMP)

Mr. Venkatesh Vastare was appointed as president w.e.f. February 2022 and resigned w.e.f. April 2023.

3. RETIREMENT BY ROTATION

In accordance with the provisions of the Act, none of the Independent Directors were liable to retire by rotation.

As per the provisions of Section 152 of the Companies Act, 2013, Mr. Amit Verma (DIN: 07046152) is liable to retire by rotation at the ensuing Annual General Meeting and being eligible, has ouered himself for re-appointment. The Board of Directors recommends the re-appointment of Mr. Amit Verma (DIN: 07046152) as a Director of the Company. The detailed profile of Mr. Amit Verma (DIN: 07046152), recommended for re-appointment is mentioned in the Notice for the AGM in pursuance to Secretarial Standards- 2 and Regulation 36 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015.

a. DECLARATIONS BY INDEPENDENT DIRECTORS:

The Company has received the following declarations from all the Independent Directors confirming that:

• They meet the criteria of independence as prescribed under the provisions of the Act, read with the Schedules and Rules issued thereunder, as well as of Regulation 16 of the Listing Regulations.

• In terms of Rule 6(3) of the Companies (Appointment and Qualification of Directors) Rules, 2014, they have registered themselves with the Independent Director''s database maintained by the Indian Institute of Corporate Affairs, Manesar.

• In terms of Regulation 25(8) of the Listing Regulations, they are not aware of any circumstance or situation, which exist or may be reasonably anticipated, that could impair or impact their ability to discharge their duties.

• In terms of Regulation 25(9) of the Listing Regulations, the Board of Directors has ensured the veracity of the disclosures made under Regulation 25(8) of the Listing Regulations by the Independent Directors of the Company.

• None of the Directors of the Company are disqualified for being appointed as Directors as specified in Section 164(2) of the Companies Act, 2013 and Rule 14(1) of the Companies (Appointment and Qualification of Directors) Rules, 2014.

4. DISCLOSURES RELATED TO BOARD, COMMITTEES AND POLICIES:

a. BOARD MEETINGS

The Board of Directors met 9 times during the financial year ended 31st March, 2023 in accordance with the provisions of the Companies Act, 2013 and rules made thereunder.

The details the meetings of the Board and its Committees held during the year under review are stated in the Corporate Governance Report Annexure IV

The Company has complied with the applicable Secretarial Standards in respect of all the above Board meetings.

b. AUDIT COMMITTEE

The Audit Committee of Directors was constituted pursuant to the provisions of Section 177 of the Companies Act, 2013 are as follows:

Mr. Girish Kasargode Mallya Chairperson

Ms. Asha Sampath Member

Mr. Krishna Murari Singh Member

For details of the Audit Committee meetings held for the financial year 2022-23 and Terms of reference along with powers & role of the Audit Committee are included in the Corporate Governance Report Annexure IV.

During the year under review, all the recommendations made by the Audit Committee were accepted by the Board.

c. NOMINATION AND REMUNERATION COMMITTEE

The Nomination & Remuneration Committee of Directors was constituted pursuant to the provisions of Section 178 of the Companies Act, 2013 are as follows:

Mr. Girish Kasargode Mallya Chairperson

Ms. Asha Sampath Member

Mrs. Beauty Krishna Murari Singh Member

For details of the Nomination & Remuneration committee meetings held for the financial year 2022-23 and powers & role of the Nomination & Remuneration Committee are included in the Corporate Governance Report Annexure IV.

In terms of the applicable provisions of the act, read with the rules framed thereunder and the SEBI Regulations, the Board has placed a policy for appointment, removal and remuneration of Directors, Key Managerial Personnel and Senior Managerial personnel and also on Board diversity, succession planning and Evaluation of Directors. The remuneration paid to Directors and KMP of the company are as per the terms laid down under NRC Policy of the company.

The Remuneration Policy is available on Company''s website and can be accessed in the link provided herein below: www.globalspace.in

d. STAKEHOLDERS RELATIONSHIP COMMITTEE:

The Stakeholders Relationship Committee of Directors was constituted pursuant to the provisions of Section 178 of the Companies Act, 2013 are as follows:

Mrs. Beauty Krishnamurari Singh Chairman

Mr. Krishna Murari Singh Member

Mr. Girish Kasaragode Mallaya Member

For details of the meetings held for the financial year 2022-23, please refer to the Corporate Governance Report, which forms part of this report in Annexure IV.

e. VIGIL MECHANISM POLICY FOR THE DIRECTORS AND EMPLOYEES:

The Board of Directors of the Company has, pursuant to the provisions of Section 177(9) of the Companies Act, 2013 read with Rule 7 of the Companies (Meetings of Board and its Powers) Rules, 2014, framed "Vigil Mechanism Policy" for Directors and employees of the Company to provide a mechanism which ensures adequate safeguards to employees and Directors from any victimization on raising of concerns of any violations of legal or regulatory requirements, incorrect or misrepresentation of any, financial statements and reports, etc.

The employees of the Company have the right/option to report their concern/grievance to the Chairman of the Board of Directors.

The Company is committed to adhere to the highest standards of ethical, moral and legal conduct of business operations.

f. RISK MANAGEMENT POLICY:

The Board of Directors of the Company has designed Risk Management Policy and Guidelines to avoid events, situations or circumstances which may lead to negative consequences on the Company''s businesses, and define a structured approach to manage uncertainty and to make use of these in their decision-making pertaining to all business divisions and corporate functions. The key business risks and their mitigation are considered in the annual/ strategic business plans and in periodic management reviews.

g. ANNUAL EVALUATION OF DIRECTORS, COMMITTEE AND BOARD:

The Board has carried out an annual performance evaluation of its own performance, and of the directors individually, as well as the evaluation of all the committees i.e., Audit, Nomination and Remuneration, Stakeholders Relationship Committee of Directors.

The Board adopted a formal evaluation mechanism for evaluating its performance and as well as that of its committees and individual directors, including the Chairman of the Board the exercise was carried out by feedback survey from each directors covering Board functioning such as composition of Board and its Committees, experience and competencies, governance issues etc. The separate exercise was carried out to evaluate the performance of individual directors including the Chairman of the Board who were evaluated on parameters such as attendance, contribution at the meeting etc.

Performance evaluation of independent directors was done by the entire board, excluding the independent director. In a separate meeting of Independent directors held on February 14, 2023 performance of non-independent directors, performance of the Board as a whole and performance of the Chairman was reviewed and evaluated, taking into account the views of executive directors and non-executive directors. The same was discussed in the board meeting that followed the meeting of the independent directors.

h. CORPORATE SOCIAL RESPONSIBILITY:

During the year under review, pursuant to Section 135 of the Companies Act, 2013 read with MCA notification dated September 2022 and consequent amendments to the Companies (Corporate Social Responsibility Policy) Rules, 2014, the company does not fall under the threshold mentioned in the said section.

AUDITORS AND REPORTS :

The matters related to Auditors and their Reports are as under:

i. OBSERVATIONS OF STATUTORY AUDITORS ON ACCOUNTS FOR THE YEAR ENDED 31st MARCH 2023:

The observations / qualifications / disclaimers made by the Statutory Auditors in their report for the financial year ended 31st March, 2023 read with the explanatory notes therein are self-explanatory and therefore, do not call for any further explanation or comments from the Board under Section 134(3) of the Companies Act, 2013.

j. SECRETARIAL AUDIT REPORT FOR THE YEAR ENDED 31ST MARCH 2023, [only if securities are listed OR the unlisted public company has paid up capital of Rs. 50 crores or more as on 31.03.2023 or the unlisted public company has turnover of Rs. 250 crores or more during the financial year 2022-23]:

Provisions of Section 204 read with Section 134(3) of the Companies Act, 2013, mandates to obtain Secretarial Audit Report from Practicing Company Secretary. M/s. AJP & Associates, had been appointed to issue Secretarial Audit Report for the financial year 2022-23.

The Secretarial Audit Report issued by M/s. AJP & Associates Practicing Company Secretaries in For Secretarial Audit for the financial year 2022-23 forms part of this report. The reply to the observation or qualification requiring explanation or comments from the Board under Section 134(3) of the Companies Act, 2013 are as below:

Compliance Requirement (Regulations/ circulars / guidelines including specific clause)	Deviations	Explanation or comments from the Board
Reg 17(1) (c) of SEBI (Listing Obligation & Disclosure requirement)2015	During the year the number of directors reduced from six to five, due to resignation of directors.	The company has now complied with the provision of Reg 17(1) (c) of SEBI(LODR) 2015.
Reg 24(1) of SEBI (Listing Obligation & Disclosure requirement) 2015	The company has not appointed common independent director on the board of material subsidiary and listed entity.	The company has ceased to have material subsidiary w.e.f.,27/12/2022 thus it is not required to appoint common independent director.

k. STATUTORY AUDITORS:

Pursuant to the provisions of Section 139 of the Companies Act, 2013 and the Companies (Audit and Auditors) Rules, 2014, M/s. Shweta Jain & Co, Chartered Accountants, was appointed as the Statutory auditors of the Company for the period commencing from the conclusion of the AGM held on November 26, 2021, till the conclusion of AGM to be held in the F.Y. 2023-24.

The Company proposes appointment of M/s. Bansi Lal Shah & Co, Chartered Accountants in the ensuing Annual General Meeting for a second term of two years commencing from the conclusion of this Annual General Meeting till the conclusion of the 15th Annual General Meeting of the Company to be held in the financial year 2025-26.

The Company has received written consent and certificate of eligibility in accordance with Sections 139, 141 and other applicable provisions of the Companies Act, 2013 and Rules issued thereunder (including any statutory modificati''on(s) or re-enactment(s) for the time being in force), from M/s. Bansi Lal Shah & Co., Chartered Accountants. Further, they have confirmed that they hold a valid certificate issued by the Peer Review Board of the Institute of Chartered Accountants of India (ICAI) as required under the Listing Regulations.

INTERNAL AUDITOR-

M/s. Udit Gopal Ji Agarwal & Co. were appointed as the Internal Auditor of the Company for the financial year 2022-23 based on the recommendation of the Audit Committee of the Company.

l. MAINTENANCE OF COST RECORDS:

Pursuant to the provisions of Section 148 of the Companies Act, 2013 read with the Companies (Cost Records and Audit) Rules, 2014, as amended from time to time, the Company is not required to maintain Cost Records under said Rules.

m. REPORTING OF FRAUDS BY STATUTORY AUDITORS UNDER SECTION 143(12):

There were no incidences of reporting of frauds by Statutory Auditors of the Company under Section 143(12) of the Act read with Companies (Accounts) Rules, 2014, therefore no detail is required to be disclosed under Section 134 (3)(ca) of the Act.

5. OTHER DISCLOSURES:

Other disclosures as per provisions of Section 134 of the Act read with Companies (Accounts) Rules, 2014 are furnished as under:

a. DISCLOSURE OF ORDERS PASSED BY REGULATORS OR COURTS OR TRIBUNAL:

No orders have been passed by any Regulator or Court or Tribunal which can have impact on the going concern status and the Company''s operations in future.

b. DIRECTOR''S RESPONSIBILITY STATEMENT:

In terms of Section 134(5) of the Companies Act, 2013, in relation to the audited financial statements of the Company for the year ended 31st March, 2023, the Board of Directors hereby confirms that:

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

ii. such accounting policies have been selected and applied consistently and the Directors made judgments and estimates that are reasonable and prudent so as to give a true and fair view of the state of auairs of the Company as at 31st March, 2023 and of the profit/loss of the Company for that year;

iii. proper and sufficient care was taken 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;

iv. the annual accounts of the Company have been prepared on a going concern basis

v. the directors had laid down internal financial controls to be followed by the company and that such internal financial controls are adequate and were operating effectively.

vi. proper systems have been devised to ensure compliance with the provisions of all applicable laws and that such systems were adequate and operating effectively;

c. DISCLOSURE REGARDING INTERNAL COMPLAINTS COMMITTEE:

The Company has complied with the provisions relating to the constitution of Internal Complaints Committee under the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013.

Under the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013 the company has received Complaints which are enunciated below:

Sr. No.	Number of Complaints received	Date of receipt of Complaints
NA	NA	NA

d. DISCLOSURE UNDER SECTION 43(a)(ii) OF THE COMPANIES ACT, 2013:

The Company has not issued any shares with diuerenti''al rights and hence no information as per provisions of Section 43(a)(ii) of the Act read with Rule 4(4) of the Companies (Share Capital and Debenture) Rules, 2014 is furnished.

e. DISCLOSURE UNDER SECTION 54(1)(d) OF THE COMPANIES ACT, 2013:

The Company has not issued any sweat equity shares during the year under review and hence no information as per provisions of Section 54(1)(d) of the Act read with Rule 8(13) of the Companies (Share Capital and Debenture) Rules, 2014 is furnished.

f. DISCLOSURE UNDER SECTION 62(1)(b) OF THE COMPANIES ACT, 2013:

The Company has issued equity shares under Employees Stock Option Scheme during the year under review. The following is the information as per provisions of Section 62(1)(b) of the Act read with Rule 12(9) of the Companies (Share Capital and Debenture) Rules, 2014 is furnished:

(a)	options granted:	Nil
(b)	options vested:	Nil
(c)	options exercised:	Nil
(d)	the total number of shares arising as a result of exercise of option:	Nil
(e)	options lapsed:	Nil
(f)	the exercise price:	Nil
(g)	variation of terms of options:	Nil
(h)	money realized by exercise of options:	Nil
(i)	total number of options in force:	Nil
(j)	employee wise details of options granted to ;-
	(1) key managerial personnel:	Nil

(2) any other employee who receives a grant of options in any one year of option amounting to five percent or more of options granted during that year: Nil

(3) identified employees who were granted option, during any one year, equal to or exceeding one percent of the issued capital (excluding outstanding warrants and conversions) of the company at the time of grant: Nil

g. DISCLOSURE UNDER SECTION 67(3) OF THE COMPANIES ACT, 2013:

During the year under review, there were no instances of non-exercising of voting rights in respect of shares purchased directly by employees under a scheme pursuant to Section 67(3) of the Act read with Rule 16(4) of Companies (Share Capital and Debentures) Rules, 2014 is furnished.

Your Directors take this opportunity to thank the customers, shareholders, suppliers, bankers, business partners/ associates, financial institutions and Central and State Governments for their consistent support and encouragement to the Company

For and on behalf of the Globalspace Technologies Limited,

Sd/-

Krishna Murari Singh

Managing Director DIN : 03160366 Address : F/702, Hawre Panchwati Plaza,

Plot no. 92-96, Sector-5, Opp Police Station,

Ghansoli, Navi Mumbai - 400701.

Sd/-

Beauty Krishnamurari Singh

Director

DIN:03481024

Address : F/702, Hawre Panchwati Plaza,

Plot no. 92-96, Sector-5, Opp Police Station,

Ghansoli, Navi Mumbai - 400701.

Date : September 04, 2023 Place : Navi Mumbai

---

Mar 31, 2018

The Members,

GLOBALSPACE TECHNOLOGIES LIMITED

(Formerly known as “GlobalSpace Technologies Private Limited”)

(Formerly known as “GlobalSpace Tech Private Limited”)

The Directors take the pleasure of presenting the 8th Annual Report of your Company together with the Audited Statement of Accounts for the year ended 31st March, 2018.

1. FINANCIAL STATEMENTS & RESULTS:

Financial Results

The Company’s performance during the year ended 31st March, 2018 as compared to the previous financial year, is summarized below:

Particular	For the financial year ended 31st March, 2018 (in Rupees)	For the financial year ended 31st March, 2017 (in Rupees)
Revenue from Operation	291826060.00	172782420.00
Other Income	1433281.00	-
Total Revenue	293259341.00	172782420.00
Less: Expenses	(259372447.00)	(157029029.00)
Profit/ (Loss) before tax	33886894.00	15753391.00
Less: 1. Current Tax	8050000.00	6029062.00
2. Tax adjustment of earlier years (net)	343,630.00	512780.00
3. Deferred Tax	22,80,053.00	(1035482.00)
Profit after Tax	23213211.00	10247031.00
APPROPRIATION
Interim Dividend	NIL	NIL
Final Dividend	NIL	NIL
Tax on distribution of dividend	NIL	NIL
Transfer of General Reserve	NIL	NIL
Balance carried to Balance sheet	23213211	1,02,47,031

2. OPERATIONS

During the year under review, the Company has reported a Profit of Rs. 2,32,13,211/- as compared to a profit of Rs. 1,02,47,031/- .

The Company reported Profit before Tax at Rs. 3,38,86,894 /- as against Rs. 1,57,53,391 /-in the previous year.

The Company continues to be engaged in the activities pertaining to Information Technology and Communication industry, including providing of customized software solutions and other support services to enterprises.

There was no change in nature of the business of the Company, during the year under review.

3. TRANSFER TO RESERVES

The Company has not transferred any amount to General Reserve. However, the entire profit amount has retained by the Company in their Profit and Loss Account of the Company.

4. DIVIDEND

With a view to conserve resources, your Directors have thought it prudent not to recommend any dividend for the financial year under review.

5. REPORT ON PERFORMANCE OF SUBSIDIARIES, ASSOCIATES AND JOINT VENTURE COMPANIES

During the year under review, your Company did not have any subsidiary, associate and joint venture company.

6. INITIAL PUBLIC OFFER

During year 2017-18, Company went for Intial Public Offer (IPO) of its shares on SME Platform of BSE Limited (BSE Emerge) for listing its shares; pursuant to it shares of company were listed on 7th August, 2017.

7. DEPOSITS

The Company has not accepted or renewed any amount falling within the purview of provisions of Section 73 of the Companies Act 2013 (“the Act”) read with the Companies (Acceptance of Deposit) Rules, 2014 during the year under review. Hence, the requirement for furnishing of details relating to deposits covered under Chapter V of the Act or the details of deposits which are not in compliance with the Chapter V of the Act is not applicable.

8. LOAN FROM DIRECTOR

During the financial year under review, the Company has borrowed the following amount(s) from Directors and the respective director has given a declaration in writing to the Company to the effect that the amount is not being given out of funds acquired by him by borrowing or accepting loans or deposits from others. Accordingly, the following amount(s) is / are excluded from the definition of Deposit as per Rule 2(1)(c)(viii) of the Companies (Acceptance of Deposits) Rules, 2014:-

Name of Director giving loan	Amount borrowed during 2017-18	Amount Repaid During 2017-2018	Amount Oustanding
Krishna Murari Singh	57,80,000.00	86,30,000.00	37,50,000.00
Beauty Krishnamurari Singh	28,00,000.00	28,00,000.00	Nil

9. PARTICULAR OF CONTRACTS OR ARRANGEMENT WITH RELATED PARTIES

All transactions/contracts/arrangements entered into by the Company with related party (ies) as defined under the provisions of Section 2(76) of the Companies Act, 2013, during the financial year under review were in ordinary course of business and on an arm’s length basis. Further, none of these contracts / arrangements / transactions with related parties could be considered material in nature as per the thresholds given in Rule 15(3) of the Companies (Meetings of Board and its Powers) Rules, 2014 and hence no disclosure is required to be given in this regard.

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

The particulars as required under the provisions of Section 134(3)(m) of the Companies Act, 2013 read with Rule 8 of the Companies (Accounts) Rules, 2014 in respect of conservation of energy, technology absorption, foreign exchange earnings and outgo etc. are furnished in “Annexure I” which forms part of this Report.

11. EXTRACT OF ANNUAL RETURN

Pursuant to the provisions of Section 134(3)(a) of the Companies Act, 2013, Extract of the Annual Return for the financial year ended 31st March, 2018 made under the provisions of Section 92(3) of the Act is attached as “Annexure II” which forms part of this Report.

12. PARTICULARS OF INVESTMENTS, LOANS, GUARANTEES AND SECURITIES

The Company has not made any loans, guarantees, investment or securities covered under the provisions of Section 186 of the Companies Act, 2013.

13. MATERIAL CHANGES AND COMMITMENTS, IF ANY; AFFECTING THE FINANCIAL POSITION OF THE COMPANY

Except as disclosed elsewhere in this report, no material changes and commitments which could affect the Company’s financial position have occurred between the end of the financial year of the Company and date of this report.

14. DISCLOSURE OF INTERNAL FINANCIAL CONTROLS

The Internal Financial Controls with reference to financial statements as designed and implemented by the Company are adequate. During the year under review, no material or serious observation has been received from the Statutory Auditors of the Company for inefficiency or inadequacy of such controls.

15. CHANGE IN KEY MANAGERIAL PERSONNEL

During the year under review, pursuant to the provision of Section 203 of the Companies Act, 2013, read with Rule 8 of the Companies (Appointment and Remuneration of Managerial Personnel) Rule, 2014, and other application provisions, if any, of the Companies Act, 2013 (including any statutory modification or re-enactment thereof), Mr. Prodyot Bhattacharyya was appointed as Chief Financial Officer w.e.f. 10th November, 2017.

Further, Mr. Vishal Singh Raghuvanshi, Chief Financial Officer of the Company, resigned w.e.f. 21st August, 2017 due to other personnel commitments.

Further, Mr. Nurani Venkitakrishnan Kailasam, Chief Executive Officer of the Company, resigned w.e.f. 8th January, 2018 due to personal reason.

Pursuant to the provisions of Section 152 of the Companies Act, 2013, Ms. Beauty Krishnamurari Singh (DIN: 03481024), is liable to retire by rotation at the ensuing Annual General Meeting of the Company and being eligible, offers herself for re-appointment. The said Director is not disqualified from being re-appointed as a Director of a Company as per the disclosure received from her pursuant to Section 164(2) of the Companies Act, 2013.

16. DECLARATION BY INDEPENDENT DIRECTORS

During the financial year under review, declarations were received from all Independent Directors of the Company that they satisfy the “criteria of Independence” as defined under Regulation 16(b) of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 read with the provisions of Section 149(6) of the Companies Act, 2013, the Schedules and Rules framed there under.

17. NUMBER OF BOARD MEETINGS

The Board of Directors met 7 (Seven) times during the financial year ended 31st March, 2018 in accordance with the provisions of the Companies Act, 2013 and rules made thereunder.

Sr. No.	Date of meeting	Names of Directors as on the date of meeting	Directors Present	Directors Absent
1	24th May, 2017	1. Mr.Krishna Murari Singh 2. Ms.Beauty Krishnamurari Singh 3.Mr. Nurani Venkitakrishnan Kailasam 4.Mr. Yugal K. C. Sikri 5.Mr. M. V. Subramanian 6.Mr. Venkatesh Shamanna Vastare	1. Krishna Murari Singh 2. Beauty Krishnamurari Singh 3.Mr. Nurani Venkitakrishnan Kailasam 4.Mr. M. V. Subramanian	1.Mr. Venkatesh Shamanna Vastare 2.Mr. Yugal K. C. Sikri
2	21st June, 2017	1. Mr.Krishna Murari Singh 2. Ms.Beauty Krishnamurari Singh 3.Mr. Nurani Venkitakrishnan Kailasam 4.Mr. Yugal K. C. Sikri 5.Mr. M. V. Subramanian 6.Mr. Venkatesh Shamanna Vastare	1. Mr.Krishna Murari Singh 2.Mr. Nurani Venkitakrishnan Kailasam 3.Mr. Yugal K. C. Sikri	1.Mr. Venkatesh Shamanna Vastare 2.Mr. M. V. Subramanian 3. Ms.Beauty Krishnamurari Singh
3	13th July, 2017	1. Mr.Krishna Murari Singh 2. Ms.Beauty Krishnamurari Singh 3.Mr. Nurani Venkitakrishnan Kailasam 4.Mr. Yugal K. C. Sikri 5.Mr. M. V. Subramanian 6.Mr. Venkatesh Shamanna Vastare	1. Mr.Krishna Murari Singh 2.Mr. Nurani Venkitakrishnan Kailasam 3.Mr. M. V. Subramanian	1.Mr. Venkatesh Shamanna Vastare 2.Mr. Yugal K. C. Sikri 3. Ms.Beauty Krishnamurari Singh

4	3rd August, 2017	1. Mr.Krishna Murari Singh 2. Ms.Beauty Krishnamurari Singh 3.Mr. Nurani Venkitakrishnan Kailasam 4.Mr. Yugal K. C. Sikri 5.Mr. M. V. Subramanian 6.Mr. Venkatesh Shamanna Vastare	1. Mr.Krishna Murari Singh 2.Mr. Nurani Venkitakrishnan Kailasam 3.Mr. Yugal K. C. Sikri 4.Mr. M. V. Subramanian 5.Mr. Venkatesh Shamanna Vastare	1. Ms.Beauty Krishnamurari Singh
5	1st September, 2017	1. Mr.Krishna Murari Singh 2. Ms.Beauty Krishnamurari Singh 3.Mr. Nurani Venkitakrishnan Kailasam 4.Mr. Yugal K. C. Sikri 5.Mr. M. V. Subramanian 6.Mr. Venkatesh Shamanna Vastare	1. Mr.Krishna Murari Singh 2.Mr. Nurani Venkitakrishnan Kailasam 3.Mr. Yugal K. C. Sikri 4.Mr. M. V. Subramanian 5.Mr. Venkatesh Shamanna Vastare	1. Ms.Beauty Krishnamurari Singh
6	10th November, 2017	1. Mr.Krishna Murari Singh 2. Ms.Beauty Krishnamurari Singh 3.Mr. Nurani Venkitakrishnan Kailasam 4.Mr. Yugal K. C. Sikri 5.Mr. M. V. Subramanian 6.Mr. Venkatesh Shamanna Vastare	1. Mr.Krishna Murari Singh 2.Mr. Nurani Venkitakrishnan Kailasam 3.Mr. Yugal K. C. Sikri 4.Mr. M. V. Subramanian	1. Ms.Beauty Krishnamurari Singh 2.Mr. Venkatesh Shamanna Vastare

		1. Mr.Krishna Murari Singh	1. Mr.Krishna Murari Singh	1.Mr. Venkatesh Shamanna Vastare
		2. Ms.Beauty Krishnamurari	2. Ms.Beauty Krishnamurari
		Singh	Singh
7	27th February,	3.Mr. Nurani Venkitakrishnan Kailasam	3.Mr. Nurani Venkitakrishnan Kailasam
	2018	4.Mr. Yugal K. C. Sikri 5.Mr. M. V. Subramanian 6.Mr. Venkatesh Shamanna Vastare	4.Mr. Yugal K. C. Sikri 5.Mr. M. V. Subramanian

18. AUDIT COMMITTEE

The Audit Committee of Directors was constituted pursuant to the provisions of Section 177 of the Companies Act, 2013 (“the Act”). The composition of the Audit Committee is in conformity with the provisions of the said section.

The scope and terms of reference of the Audit Committee have been framed in accordance with the Act and the Listing Agreement entered into with the Stock Exchange read with the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015.

The Audit Committee was reconstituted vide a Circular Resolution passed on 16th June 2017. Mr. M. V. Subramanian (Non-Executive -Independent Director) was appointed as the Chairman of the Audit Committee w. e. f. 16th June, 2017, 2017. Mr. Krishna M. Singh (Executive Director) and Mr. Yugal Sikri (Non-Executive - Independent Director) are the other members of the Audit Committee.

Ms. Swati Arora, the Company Secretary of the Company acts as the Secretary of the Audit Committee.

During the year 2017-2018, 4 (Four) meetings of the Audit Committee were held on 21st June, 2017, 30th August, 2017, 10th November, 2017 and 27th February, 2018.

Sr. No.	Date of Board Meeting	Mr. M. V. Subramanian	Mr. Krishna M. Singh	Mr. Yugal Sikri
2.	21st June, 2017	N	Y	Y
3.	3rd August, 2017	Y	Y	Y
4.	10th November, 2017	Y	Y	Y
5.	27th February, 2018	Y	Y	Y

During the year under review, the Board of Directors of the Company had accepted all the recommendations of the Committee.

19. NOMINATION AND REMUNERATION COMMITTEE

The Nomination and Remuneration Committee of Directors as constituted by the Board of Directors of the Company in accordance with the requirements of Section 178 of the Act.

The Board has in accordance with the provisions of sub-section (3) of Section 178 of the Companies Act, 2013, formulated the policy setting out the criteria for determining qualifications, positive attributes, independence of a Director and policy relating to remuneration for Directors, Key Managerial Personnel and other employees.

Mr. Yugal Kishor Choturam Sikri (Non-Executive -Independent Director) was the Chairman of the Nomination and Remuneration Committee. Mr. Mundamuka V. Subramanian (Non-Executive -Independent Director) and Ms. Beauty Krishna Murari Singh (Non-Executive Director) are the other members of the Committee.

Ms. Swati Arora, the Company Secretary of the Company act as the Secretary of the Nomination and Remuneration Committee.

During the year 2017-2018, 4 (Four) meetings of the Nomination and Remuneration Committee were held on 24th May, 2017, 1st September, 2017, 10th November, 2017 & 27th February, 2018

Sr. No.	Date of Board Meeting	Mr. Yugal Kishor Choturam Sikri	Mr. Mundamuka V. Subramanian	Ms. Beauty Krishna Murari Singh
1.	24th May, 2017	N	Y	Y
2.	1st September, 2017	Y	Y	N
3.	10th November, 2017	Y	Y	N
4.	27th February, 2018	Y	Y	Y

The Remuneration Policy is attached as “Annexure III”

20. STAKEHOLDERS RELATIONSHIP COMMITTEE

Pursuant to Section 178 (5) of the Companies Act, 2013, the Board of Directors of the Company has constituted the Stakeholder’s Relationship Committee.

Ms. Beauty Krishna Murari Singh (Non-Executive Director), is the Chairman of the Committee. Mr. Krishna Murari Singh (Executive) and Mr. Nirani Venkitkrishnan Kailasam (Executive), are the other members of the Committee.

Ms. Swati Arora, the Company Secretary of the Company acts as the Secretary of the Stakeholders’ Relationship Committee.

During the year 2017-18, there were no meeting schedules of Stakeholders Relationship Committee.

The other relevant details are as under:

A.	Number of complaints received from shareholders from 1st April 2017 to 31st March 2018	Nil
A.	Number of complaints resolved	Nil
A.	Number of complaints not solved to the satisfaction of shareholders which were subsequently resolved post March 31st, 2018	Nil

21. VIGIL MECHANISM

Pursuant to the provisions of Section 177(9) of the Companies Act, 2013 read with Rule 7 of the Companies (Meetings of Board and its Powers) Rules, 2014, a listed Company and every such class of companies as prescribed thereunder are required to frame a Vigil Mechanism to provide a mechanism which ensures adequate safeguards to employees and Directors from any victimization on raising of concerns of any violations of legal or regulatory requirements, incorrect or misrepresentation of any, financial statements and reports, etc.

The Company has established a mechanism for directors and employees to report concerns about unethical behavior, actual or suspected fraud, or violation of our Code of Conduct and Ethics. It also provides for adequate safeguards against the victimization of employees who avail of the mechanism, and allows direct access to the chairperson of the audit committee in exceptional cases.

22. RISK MANAGEMENT POLICY

The Board of Directors of the Company has designed Risk Management Policy and Guidelines to avoid events, situations or circumstances which may lead to negative consequences on the Company’s businesses, and define a structured approach to manage uncertainty and to make use of these in their decision making pertaining to all business divisions and corporate functions. Key business risks and their mitigation are considered in the annual/strategic business plans and in periodic management reviews.

23. ANNUAL EVALUATION OF DIRECTORS, COMMITTEE AND BOARD

The Board has carried out an annual performance evaluation of its own performance, and of the Directors individually, as well as the evaluation of all the committees i.e. Audit, Nomination and Remuneration, Stakeholders Relationship, Committee of Directors.

The Board adopted a formal evaluation mechanism for evaluating its performance and as well as that of its Committees and individual directors, including the Chairman of the Board the exercise was carried out by feedback survey from each Directors covering Board functioning such as composition of Board and its Committees, experience and competencies, governance issues etc. Separate Exercise was carried out to evaluate the performance of individual directors including the Chairman of the Board who were evaluated on parameters such as attendance, contribution at the meeting etc.

24. MANAGEMENT DISCUSSION & ANALYSIS

A separate report on Management Discussion & Analysis is appended to this Annual Report as an “Annexure IV” and forms part of this Directors’ Report.

25. AUDITORS

At the 6th Annual General Meeting held on 26th September, 2016, the Members approved appointment of M/s. Tolia & Associates, Chartered Accountants (Firm Registration No.110017W) to hold office for a period of Five Years commencing from the conclusion of that Annual General Meeting (subject to ratification of the appointment by the Members, at every Annual General Meeting) on such remuneration as may be fixed by the Board in consultation with M/s. Tolia & Associates, Chartered Accountants, apart from reimbursement of out of pocket expenses as may be incurred by them for the purpose of audit.

However, on May 7th, 2018, Section 40 of the Companies Amendment Act, 2017 (amending Section 139 of the Companies Act, 2013) has been notified whereby ratification of Statutory Auditor’s appointment is not required at every Annual General Meeting.

26. AUDITORS REPORT

There are no qualifications, reservations or adverse remarks or disclaimers made by the Auditors in their report on the Financial Statements of the Company for the Financial Year ended March 31st, 2018.

27. SECRETARIAL AUDIT REPORT:

Pursuant to the provisions of Section 204 of the Companies Act, 2013, the Company appointed M/s Makarand M. Joshi & Co., Practising Company Secretaries to undertake the Secretarial Audit of the Company for the financial year ended 31st March 2018.

The Secretarial Audit Report is annexed herewith as “Annexure V”:

The replies to the comments of Secretarial Auditors in Auditors Report are as follows:

The Company has not filed Form MGT-14 for three resolutions passed in the Board Meeting held on September 1, 2017.

The Company failed to file the above mentioned forms due to inadvertence and to comply with the provisions of the Companies Act, 2013, the Company is in process to make an application to the concerned authority to condone the delay in filing of the form.

28. MAINTENANCE COST RECORDS

Pursuant to the provisions of Section 148 of the Companies Act, 2013 read with the Companies (Cost Records and Audit) Rules, 2014, as amended from time to time, the Company is not required to maintain Cost Records under said Rules.

29. DISCLOSURE OF ORDERS PASSED BY REGULATORS OR COURTS OR TRIBUNAL

No orders have been passed by any Regulator or Court or Tribunal which can have impact on the going concern status and the Company’s operations in future.

30. DIRECTORS’ RESPONSIBILITY STATEMENT

In terms of Section 134(5) of the Companies Act, 2013, in relation to the audited financial statements of the Company for the year ended 31st March, 2018, the Board of Directors hereby confirms that:

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

b) The Directors have selected such accounting policies and applied them consistently and made judgments and estimates that are reasonable and prudent so as to give a true and fair view of the state of affairs of the Company at the end of the financial year and of the profits of the Company for that period.

c) The Directors have taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of the Act for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities.

d) The Directors have prepared the annual accounts on a going concern basis.

e) The Directors have laid down internal financial controls (as required by Explanation to Section 134(5)(e) of the Act) to be followed by the Company and such internal financial controls are adequate and are operating effectively.

f) The Directors have devised proper systems to ensure compliance with the provisions of applicable laws and such systems are adequate and operating effectively.

31. DISCLOSURE UNDER SECTION 43(A)(II) OF THE COMPANIES ACT, 2013

The Company has not issued any shares with differential rights and hence no information as per provisions of Section 43(a)(ii) of the Act read with Rule 4(4) of the Companies (Share Capital and Debenture) Rules, 2014 is furnished.

32. CORPORATE SOCIAL RESPONSIBILITY

The provisions of Section 135 of the Act read with Companies (Corporate Social Responsibility Policy) Rules, 2014, is not applicable to Company for the financial year 2017-18.

33. DISCLOSURE UNDER SECTION 54(1)(D) OF THE COMPANIES ACT, 2013

The Company has not issued any sweat equity shares during the year under review and hence no information as per provisions of Section 54(1)(d) of the Act read with Rule 8(13) of the Companies (Share Capital and Debenture) Rules, 2014 is furnished.

34. DISCLOSURE UNDER SECTION 62(1)(B) OF THE COMPANIES ACT, 2013

The Company has not issued any equity shares under Employees Stock Option Scheme during the year under review and hence no information as per provisions of Section 62(1)(b) of the Act read with Rule 12(9) of the Companies (Share Capital and Debenture) Rules, 2014 is furnished.

35. DISCLOSURE UNDER SECTION 67(3) OF THE COMPANIES ACT, 2013

During the year under review, there were no instances of non-exercising of voting rights in respect of shares purchased directly by employees under a scheme pursuant to Section 67(3) of the Act read with Rule 16(4) of Companies (Share Capital and Debentures) Rules, 2014 is furnished.

36. POLICY ON SEXUAL HARASSMENT AT WORKPLACE

The Company is committed to create and maintain an atmosphere in which employees can work together without fear of sexual harassment and exploitation. Every employee is made aware that the Company is strongly opposed to sexual harassment and that such behavior is prohibited both by law and the Company. During the year under review, there was no complaint of any sexual harassment at work place. The Company has complied with the provisions relating to the constitution of Internal Complaints Committee under the Sexual Harassment of Women at Workplace (Prevention Prohibition and Redressal) Act, 2013.

37. DISCLOSURE UNDER SECTION 197(12) OF THE COMPANIES ACT, 2013 AND OTHER DISCLOSURES AS PER RULE 5 OF COMPANIES (APPOINTMENT & REMUNERATION) RULES, 2014

The disclosures as per Rule 5 of Companies (Appointment & Remuneration) Rules, 2014 have been marked as “Annexure VI”.

38. APPRECIATION

Your Directors express their sincere thanks to all customers, vendors, investors, shareholders, bankers, consultant and advisors, for their continued support throughout the year. Your Directors also sincerely acknowledge the significant contribution made by all the employees through their dedicated service to the Company. Your Directors look forward to their continued support.

FOR GLOBALSPACE TECHNOLOGIES LIMITED

Sd/- Sd/-

KRISHNA MURARI SINGH NURANI VENKITAKRISHNAN KAILASAM

MANAGING DIRECTOR WHOLETIME DIRECTOR

DIN : 03160366 DIN : 06672569

Address : F/702, Hawre Panchwati Plaza, Address : Flat No. 8, 3rd Floor, Mumba Devi CHS.,

Plot no. 92-96, Sector-5, Ltd, St. Anthony Rd, Sai Nagar Colony,

Opp Police Station, Ghansoli, Chembur, Mumbai-400071

Navi Mumbai - 400701.

Date : August 4th, 2018

Place : Navi Mumbai