To,

The Members,

CIN: L01100GJ1985PLC144317

Your directors take pleasure in presenting the 39^th Annual Report on the business & operation of your Company together with Financial Statement for the year ended 31^st March, 2024

During the year Company has total revenue of Rs. 1383.04 Lakhs (Previous year Rs. 47.76 Lakhs) and Profit of Rs 113.75 Lakhs (Previous year Profit of Rs. 0.63 Lakhs)

With a view to conserve resource for the company's business activities, loss and requirement of the working capital, Director's regret to recommend any dividend on Equity Shares for the year.

No amount is proposed to be transferred to reserves during the year under review.

There are no material changes and commitments affecting the financial position of the Company which have occurred after March 31, 2024 till date of this report.

The Company is engaged in the Commercial Agriculture to deal in trading, export, import such agricultural products.

India is known as “Land of Villages”. Near about 67% of India's population live in villages. The occupation of villagers is agriculture. Agriculture is the dominant sector of our economy & contributes in various ways.

The improvement in the global economic situation coupled with protection given by Indian Government provides opportunity for growth and it is set to grow in Expected line Outlook. The company expects the pressure on Quality Customer to continue due to competition

The Company operates in single segment

There are no significant material orders passed by the Regulators / Courts which would impact the going concern status of the Company and its future operations.

This ensures orderly and efficient conduct of its business, including adherence to the Company's policies, safeguarding of its assets, prevention of errors, accuracy and completeness of the accounting records and the timely preparation of reliable financial information.

The internal financial controls with reference to the financial statements were adequate and operating effectively.

The financial performance of the Company for the year 2023-2024 is described in the Directors' Report under the head Financial Performance of the Company'

The Company has not accepted any deposits to which provisions of Section 73 and 76 of the Companies Act, 2013 and Rules made there under. There were no unclaimed or unpaid deposits as on 31^st March, 2024

In 38^th AGM, M/s. VS S B & Associates from the conclusion of 38th Annual General Meeting until the conclusion of the 43^rd Annual General Meeting (AGM) of the company to be held in the year 2028

Pursuant to the provision of Section 204 of the Companies Act, 2013 and the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, the Company had appointed M/s DHARTI PATEL & ASSOCIATES, Practicing Company Secretary to undertake the Secretarial Audit of the Company for the Financial Year 2023-2024 as required under provision of sub-section 1 of section 204 of the Companies Act, 2013. The Company has annexed with its Board's Report, Secretarial Audit Report given by the Secretarial Auditor as “Annexure 4”.

During the year under review, your Company has allotted New Shares through Right Issue Dated 28^th March,2024 amounting to Rs. 24,75,000 divided into 2,47,500 Equity Shares of face value of Rs. 10 each.

The Authorized Share Capital of the Company is Rs. 12,25,00,000/- comprising of 1,22,50,000 equity share of Rs.10/- each and the issued, subscribed and paid-up Share Capital of the Company is Rs. 2,72,25,000/- comprising of 27,22,500 equity share of Rs.10/- each fully paid up as at 31^st March, 2024.

Your director state that no disclosure or reporting is required in respect of the following items as there were no transaction/ events on these items during the year under review:

i) Issue of equity shares with differential rights as to dividend, voting or otherwise.

ii) Issue of sweat equity shares.

iii) Issue of employee stock options.

iv) Provision of money by company for purchase of its own shares by employees or by trustees for benefit of employees.

Your Company has obtained the ISIN INE319T01016 from both the depositories' i.e., CDSL and NSDL to facilities its shareholder to dematerialize their physical shares in to Demat Mode.

In accordance with the provisions of Section 152 of the Companies Act, 2013 and Articles of Association of the Company, Mr AASHRAY P LAKHANI (DIN 10367223) Director of the Company, retires by rotation at the ensuing Annual General Meeting and being eligible has offered himself for re-appointment.

The company has received necessary declaration from each Independent Directors under Section 149(7) of the Companies Act, 2013, state that he/she meets the criteria of independence as laid down in Section 149(6) of the Companies Act, 2013 and Regulation 25 of the Listing Regulations.

In accordance with the provisions of the Companies Act, 2013 and Regulations of SEB] (LODR) Regulations, 2015, the Board has carried out an annual performance evaluation of its own performance, the directors individually as well as the evaluation of the working of its Audit Committee, Nomination & Remuneration Committee and other Committees. The performance evaluation of Independent Director was carried out by the entire Board excluding the Director being evaluated.

The Nomination & Remuneration Committee of the Company leads the process for Board appointments in accordance with the requirements of the Companies Act, 2013, the Regulations of SEBI (Listing Obligation and Disclosure Requirements) Regulations, 2015 and other applicable regulations and guidelines. The Board has, on the recommendation of the Nomination & Remuneration committee, framed a policy for selection and appointment of Directors, Senior Management and their remuneration.

The Nomination & Remuneration policy is available on the company website www.mercurytradelinks.co.in. There has been no change in the policy since the last year.

During the year Sixteen (23) meetings of the board of directors were held on the following date's i. e. 24-04-2023, 28-04-2023, 29-05-2023, 22-06-2023, 25-07-2023, 26-07-2023, 10-08-2023, 22-082023, 26-08-2023, 31-08-2023, 22-09-2023, 13-10-2023, 25-10-2023, 30-10-2023, 02-11-2023, 1011-2023, 28-11-2023, 11-01-2024, 08-02-2024, 26-02-2024, 29-02-2024,01-03-2024,28-03-2024

The Company has adhered to the timeline of gap required to be maintained between each of the Board meetings as prescribed under the Companies Act, 2013.

None of the directors holds office as a director, including as alternate director, in more than twenty companies at the same time. None of them has directorships in more than ten public companies. For reckoning the limit of public companies, directorship of private companies that are either holding or subsidiary companies of a public company are included.

As per the declarations received, none of the directors serve as an independent director in more than seven listed companies and director in more than eight listed Companies.

None of the directors was a member in more than ten committees, nor a chairman in more than five committees across all companies, in which he was a director. For the purpose of considering the limit of the committees on which a director can serve, all public limited companies, whether listed or not, have been included and all other companies including private limited companies, foreign companies and companies under section 8 of the Companies Act, 2013 have been excluded.

As per Para VII (1) of Schedule IV to the Companies Act 2013, Independent Directors (IDs) are required to hold at least one meeting without the attendance of non-independent directors and members of management. During the FY 2023-24 Independent Directors duly met during the year under review

The Company has constituted an Audit Committee as required under Section 177 of the Companies Act, 2013 read with regulation 18 of the SEBI (Listing Obligation & Disclosure Requirements) Regulations, 2015 with Stock Exchange.

As on the end of Financial Year 2023-24 Audit Committee comprises of three Directors as under:

The Committee comprised of, Ms. Priyanka K Gola Chairman and Member and Mr. Aashray Lakhani Member of the Committee, Ms.Sweta Rasikbhai Panchal Member of the Committee.

During the year under review, the 5 Audit Committee was held during Financial Year 2023-2024.

The dates on which the said meetings were held are 29-05-2023,26-07-2023, 30-10-2023, 10-11-2023, 11-01-2024.

Minutes of meetings of the Audit Committee are circulated to members of the Committee and the Board is kept apprised.

Members of the Audit Committee have requisite financial and management expertise.

Audit Committee of the Board of Directors is entrusted with the responsibility to supervise the Company's internal financial controls and financial reporting process. The Composition and quorum are in accordance with Section 177(8) of the Companies Act, 2013. All members of the Audit Committee possess financial/accounting expertise/exposure.

The Audit Committee, while reviewing the Annual Financial Statement also review the applicability of various Accounting Standards (AS) referred to in Section 133 of the Companies Act, 2013. Compliance of the Accounting Standard as applicable to the Company has been ensured in the preparation of the Financial Statement for the year ended 31^st March, 2024.

The Audit Committee also oversees and reviews the functioning of Vigil Mechanism (implemented in the Company as a Risk Management Policy and Whistle Blower Policy) and review the finding of investigation in the cases of material nature and the action taken in respect thereof.

The Company has constituted a Nomination and Remuneration Committee as required under Section 178 of the Companies Act, 2013 read with regulation 19 of the SEBI (Listing Obligation & Disclosure Requirements) Regulations, 2015.

The Board of Directors has adopted policy which lays down a framework in relation to remuneration of Directors, Key Managerial Personnel and Senior Management of the Company. This policy also lays down criteria for selection and appointment of Board Members. The same can be accessed on the Company's Website at www.mercurytradelinks.co.in.

As on the end of Financial Year 2023-24 Nomination and Remuneration Committee comprises of three Directors as under:

The Committee comprised of, Ms. Priyanka K Gola Chairman and Member and Ms. Sweta Rasikbhai Panchal Member of the Committee, Mr Viren Makwana Member of the Committee.

The Nomination and Remuneration Committee met Ten times during the Financial Year 2023-24.

The dates on which the said meetings were held are 24-04-2023, 22-06-2023, 25-07-2023, 10-082023, 22-08-2023, 26-08-2023, 22-09-2023, 25-10-2023, 02-11-2023, 08-02-2024.

The Company has constituted a qualified Stakeholder Relationship Committee as required under Section 178 of the Companies Act, 2013 and applicable rules thereto and as per Regulation 20 of SEBI (LODR), Regulations, 2015.

The Committee comprised of, Ms Priyanka K Gola Chairman and Member and Ms. Sweta Rasikbhai Panchal Member of the Committee, Mr. Aashray Lakhani Member of the Committee.

The Stakeholder Relationship committee met one time during the Financial Year 2023-24. The Committee met on 29-02-2024. The necessary quorum was present for the Meeting.

The reporting relating to Corporate Governance is not mandatory for your Company as per the circular no.: CIR/CFD/POLICY CELL/7/2014 dated September 15, 2014 issued by the Securities and Exchange Board of India and circular no.: DCS/COMP/10/2014-15 September 16, 2014, issued by the BSE Limited and SEBI (Listing Obligation and Disclosure Requirement) Regulation, 2015. As the paid-up Share Capital of the Company is less than 10 crores and its Net Worth does not exceed 25 crores as on 31st March, 2024. Hence, the Corporate Governance Report is not included in this Report.

The Vigil Mechanism of the Company is incorporated under Whistle Blower Policy. Protected Disclosures can be made by a Whistle Blower through an e-mail or to the Chairman of the Audit Committee. The Policy on Vigil Mechanism and Whistle Blower Policy can be accessed on the Company's Website at www.mercurytradelinks.co.in.

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

The Company's internal control systems are commensurate with the nature of its business and the size and complexity of its operations. These are routinely tested and certified by Statutory as well as Internal Auditor. The Risk Management Policy of the Company is available on Company's website at www.mercurytradelinks.co.in.

Considering the lower turnover, net worth and net profit of the Company, provision of Section 135 of the Companies Act, 2013 is not applicable to your Company, hence it is not required to formulate Corporate Social Responsibility policy during the year 2023-24.

Pursuant to Regulation 30 of Securities and Exchange Board of India (Listing Obligation and Disclosure Requirements) Regulation, 2015, every listed entity shall frame a policy for determination of materiality based on criteria specified in Securities and Exchange Board of India (Listing Obligation and Disclosure Requirements) Regulation, 2015 duly approved by its board of directors. Accordingly, your Company has adopted the same and made available on Company's website at www.mercurvtradelinks.co.in

Pursuant to Regulation 9 of Securities and Exchange Board of India (Listing Obligation and Disclosure Requirements) Regulation, 2015, every listed entity shall have a policy for preservation of documents, duly approved by its board of directors. Accordingly, your Company has adopted the same. Policy is available on the website of the Company i.e., www.mercurytradelinks.co.in.

The Board of Directors has adopted the Insider Trading Policy in accordance with the requirements of the SEBI (Prohibition of Insider Trading) Regulation, 2015.The Insider Trading Policy lays down the guidelines and procedures to be followed, and disclosures to be made while dealing with the shares of the Company, as well as the consequences of violation. The policy has been formulated to regulate, monitor and ensure reporting of deals by employees and to maintain the highest ethical standards of dealing in Company securities.

The Insider Trading Policy of the Company covering code of practices and procedures for fair disclosure of unpublished price sensitive information and code of conduct for the prevention of Insider Trading is available on our website www.mercurytradelinks.co.in

As the Company is not engaged in any manufacturing activities and there was no technology absorption and no foreign exchange earnings or outgo, during the year under review. Hence, the information as required under Section 134(3) (m) of the Companies Act, 2013 read with The Companies (Accounts) Rules, 2014 is to be regarded as Nil.

All Related Party Transactions (RPTs) which were entered into during the financial year were on an arm's length basis and were in the ordinary course of business and did not attract provisions of section 188 of the Companies Act, 2013 and were also not material RPTs under regulation 23 of the SEBI Listing Regulations, 2015. During the year 2023-24 as required under section 177 of the Companies Act, 2013 and regulation 23 of the SEBI Listing Regulations, 2015, all RPTs were placed before the Audit Committee for approval.

There were no transactions entered into with related parties, during the period under review, which may have had any potential conflict with the interests of the Company. Accordingly, the disclosure of Related Party Transactions as required under Section 134(3) (h) of the Companies Act, 2013 in Form AOC-2 is not applicable.

As on March 31, 2024, the Company does not have any subsidiary.

However, the Company has not made/given loans, guarantees or provided securities to other bodies corporate or persons falling under the provisions of section 186 of the Act during the year 2023-24.

Your Company is committed to provide a safe & conducive work environment to its employees and has formulated ‘Policy for Prevention of Sexual Harassment' to prohibit, prevent or deter any acts of sexual harassment at workplace and to provide the procedure for the redressal of complaints pertaining to sexual harassment, thereby providing a safe and healthy work environment. During the year under review, no case of sexual harassment was reported. Policy is available on the website of the Company i.e., www.mercurytradelinks.co.in.

As required under Section 134(3) (c) of the Companies Act, 2013 with respect to the Director's Responsibility Statement, it is hereby confirmed:

i) That in preparation of Annual Accounts for the Year ended 31^st March, 2024, the applicable Accounting Standards have been followed along with proper explanation relating to material departures.

ii) That 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 state of affairs of the Company at the end of the Financial Year and of the profit of the Company for that period.

iii) The Directors have taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of the Companies Act, 2013 for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities.

iv) That the Directors have prepared the Annual Accounts on a going concern basis.

v) The Directors had laid down Internal Financial Control to be followed by the Company and such internal financial controls are adequate and were operating effectively.

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

Our company has adopted Indian Accounting Standard (Ind AS) notified by MCA and the relevant provision of the Companies Act, 2013 and the general circulars issued by the Ministry of Corporate Affairs from time to time. The significant accounting policies which are consistently applied have been set out in the notes to the Financial Statements.

Pursuant to the approval given on 10 April 2015 by the Central Government to the Secretarial Standards specified by the Institute of Company Secretaries of India, the Secretarial Standards on Meetings of the Board of Directors (SS-1) and General Meetings (SS-2) came into effect from 1 July 2015. The Company is in compliance with the same.

The Company has complied with the requirements of the Stock Exchanges, Securities and Exchange Board of India and other statutory authorities on all matters relating to capital markets during the last three years and no penalties or strictures have been imposed on the Company by any Stock Exchange, Securities and Exchange Board of India or other statutory authorities.

The Company has fully complied with the mandatory requirement of the SEBI Listing Regulations, 2015.

The quarterly and annual financial results are sent to the Stock Exchanges immediately after they are approved and taken on record by the Board of Directors. and are also made available on the website of the Company, ‘www.mercurytradelinks.co.in' and on BSE website (www.bseindia.com Scrip Code: 512415). The Company displays official news releases as and when situation arises. Email id: mercurvtradelinkslimited@gmail.com Annual Reports are dispatched to all the shareholders.

The maximum tenure of independent directors is in accordance with the Companies Act, 2013 and regulation 25(2) of the SEBI Listing Regulations, 2015.

Pursuant to the provisions of Section 178 of the Companies Act, 2013 and as per Regulation 17 of Securities Exchange Board of India (Listing obligations & Disclosure Requirements) Regulations, 2015, the Board has carried out annual performance evaluation of its own performance, the directors individually as well as evaluation of working of committees of Board of Directors.

Independent Directors, being evaluated by entire board except of Director being evaluated, on meeting their obligations connected with their independence criteria as well as adherence with the requirements of professional conduct, roles, functions and duties specifically applicable to Independent Directors as contained in Schedule IV to the Companies Act, 2013.

Chairman and other Non-Independent Directors were being evaluated by Independent Director, who also reviewed the performance of secretarial department. Performance evaluation of the Committees and that of its members in effectively discharging their duties, were also being carried out by board.

Details as required under the provisions of section 197(12) of the Companies Act, 2013, read with rule 5(1) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, are placed on the Company's website www.mercurytradelinks.co.in. A physical copy of the same will be made available to any shareholder on request.

Details as required under the provisions of section 197(12) of the Companies Act, 2013, read with rule 5(2) and 5(3) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, will be made available to any shareholder on request, as per provisions of section 136(1) of the said Act.

The Board of directors' places on record its sincere appreciation for the dedicated efforts put in by all employees, their commitment and contribution at all levels, in most difficult and challenging environment during the year. Your directors would like to record their sincere appreciation for the support and co-operation that your Company received from business associates and other strategic partners of the company.

Your directors wish to place on record their sincere appreciation and thanks for the valuable cooperation and support received from the Registrar of Companies,Ahmedabad Ministry of Company Affairs, Company's bankers, financial institutions, Regulatory Authorities, Stock Exchanges and shareholders at large and look forward to the same in greater measure in the coming years.

Your directors also wish to place on record their appreciation of the devoted services of the company's employee, which have in great way contributed to the Company's progress.

Sd/-