The Directors take pleasure in presenting the 42^nd Annual Report together with Audited accounts of
the company for the year ended on 31^st March, 2024 which they trust, will meet with your approval.

2. Operations:

The total revenue (Revenue from Operations & Other Incomes) during the year have been Rs. Zero
compared to Rs. 53.13 lakhs in the previous financial year. The Company’s Profit for the year before
depreciation, interest and taxation has been Rs. 0.38 lakhs (P.Y. Rs. 1.30 lakhs) and the Net Profit
after interest, depreciation, prior period adjustments & taxes are Rs. 3.19 lakhs (P.Y. Rs. 1.15 lakhs).

3. Transfer to Reserve:

The Board of Directors of your company has decided not to transfer any amount to the Reserves for
the year under review.

4. Dividend:

Your Directors do not recommend payment of any Dividend for the Financial year ended 31st March,
2024, in order to conserve the resources of the Company, The Company will retain the earning for use
in the future operations & Projects and strive to increase the net worth of stakeholders of the
Company.

5. Finance:

During the year, the Company has not taken any Term Loan nor was any outstanding term loan there.

6. Share capital:

The Authorised Share Capital as at 31st March, 2024 stood at Rs. 3,50,00,000 i.e. 35,00,000 equity
shares of Rs. 10/- each and paid up equity share capital is stood at Rs. 2,09,08,340/- divided into
20,90,834 equity shares of Rs. 10 each fully paid up, further company neither made any other issue of
equity shares with differential voting rights nor has granted any stock options or sweat equity.

7. Listing:

The Equity Shares of the Company are listed on BSE Limited. The Company is regular in payment of
all kind of fees to the exchange for the year 2023-24.

The ISIN and Scrip Code of the Company is as under:

ISIN: INE342U01016

Scrip Code: 542524

Further, members are requested to convert their physical shares into Demat form as physical shares
can’t be transferred because SEBI has recently amended relevant provisions of SEBI (Listing
Obligations and Disclosure Requirements) Regulations, 2015 to disallow listed companies from
accepting request for transfer of securities which are held in physical form, with effect from April 1,
2019. The shareholders who continue to hold shares and other types of securities of listed companies
in physical form even after this date, will not be able to lodge the shares with company / its RTA for
further transfer. They will need to convert them to demat form compulsorily if they wish to effect any
transfer. Only the requests for transmission and transposition of securities in physical form, will be
accepted by the listed companies / their RTAs.

8. Disclosure under Rule 8 (5) Of Companies (Accounts) Rules, 2014:

Change in Nature of Company Business:

During the year under review, the business of the company has not been changed.

Details of Holding / Subsidiary Companies / Joint Ventures / Associate Companies:

During the year under review, there was no holding / Subsidiary Company / Joint Ventures/ Associate
Companies.

Event Subsequent to the Date of Financial Statement:

There were no material changes and commitments affecting the financial position of the Company
subsequent to the end of the financial year.

Denosit:

The Company has not invited any deposit other than the exempted deposit as prescribed under the
provision of the Companies Act, 2013 and the rules framed there under, as amended from time to time.
Hence there are no particulars to report about the deposit falling under Rule 8 (5) (v) and (vi) of
Companies (Accounts) Rules, 2014.

Details of Significant and Material Orders passed hv Regulators or Courts or Tribunals:

During the year under review there were no significant and material orders passed by any Regulators or
Court or Tribunals which may have impact on the going concern status. No order has been passed by
any Regulators or Court or Tribunals which may have impact on the Company’s operation in future.

Internal Financial Controls:

The Board has adopted policies and procedures for ensuring the orderly and efficient conduct of its
business, including the adherence to the 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 disclosure.

Vigil Mechanism:

The Company has set up a whistleblower policy which can be viewed on the Company's website
www.ambassadorintra.com. In terms of the said policy the Directors and employees are given direct
access to the Managing Director as well as Chairman of the Audit Committee to report on alleged
wrongdoings. The said policy has been made available at the Registered Office of the Company at
conspicuous places to enable the employees to report concerns, if any, directly to the Managing
Director as well as Chairman of the Audit Committee. Employees who join the Company newly are
apprised of the availability of the said policy as a part of their induction schedule. The above is in
compliance of Section 177 (9) & (10) of the Companies Act, 2013 and in terms of Regulation 22 of
the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015.

9. Director’s Responsibility Statement:

As required under the provisions of Section 134(3) (c) of the Act, your Directors report that:

(a) In the preparation of the annual accounts for the financial year ended 31^st March, 2024 the applicable
accounting standards have been followed.

(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 this 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 for the year ended 31^st March, 2023 on a going
concern basis.

(e) The Directors have laid down internal financial controls to be followed by the Company and that such
internal financial controls are adequate and are operating effectively.

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

10. Details of Meetings of the Board and its Committees:-

The Board of Directors met Five (5) times during the financial year 2023-24, and the details of the
meeting are as follows:-

The intervening gap between the meetings was within the period prescribed under the CompaniesAct,
2013.

As per Schedule IV of the Companies Act, 2013, a Separate meeting of Independent Directors
without the attendance of Non-Independent Directors was held on February 14, 2024 to discuss the
agenda items as required under the Companies Act, 2013 and Securities and Exchange Board of India

(Listing Obligations and Disclosure Requirements) Regulations 2015. The independent directors
reviewed the performance of non-independent directors and the Board as whole, reviewed the
performance of the chairperson of the company taking into account the views of executive and non¬
executive directors and assessed the quality, quantity and timeliness flow of information between the
Company Management and the Board that is necessary for the Board to effectively and reasonably
perform their duties. The Independent Directors expressed their satisfaction with overall functioning
and implementations of their suggestions.

Committee’s Meetings:

The Audit Committee met Five (5) times during the financial year 2023-24, and the details of the
meeting are as follows:

The Nomination & Remuneration Committee met Five (5) times during the financial year 2023-24,
and the details of the meeting are as follows.

The Stakeholder grievances Committee met Five (5) times during the financial year 2023-24, and the
details of the meeting are as follows.

Committee’s Composition:

The Compositions of Audit Committee, Stakeholder Relationship Committee & Nomination &
Remuneration Committee as on 31^st March, 2024 are as follows:

11. Corporate Governance and Management Discussion and Analysis Report:

Corporate Governance:-

Pursuant to Regulations 15 of SEBI (LODR) Regulations, 2015, Corporate Governance provisions as
specified is not applicable to the Company, since the paid up share capital of the Company and the Net
worth is below the threshold limits prescribed under SEBI (LODR).

Management Discussion and Analysis Report:-

In terms of the Regulations 34(e) of SEBI (LODR) Regulations, 2015, Management Discussion and
Analysis is set out in the Annual Report as “Annexure -I”

12. Related Party Transactions:

All related party transactions that were entered into during the year under report were on an arm’s
length basis and in the ordinary course of business. There are no materially significant related party
transactions made by the Company during the year. No advance is / was paid for entering into related
party transactions. The prices paid to the related party transactions are based on the ruling market rate
at the relevant point of time. The requisite details in form AOC - 2 is attached herewith as
“Annexure -II” which forms part of the Directors Report.

13. Extract of The Annual Return:

In accordance with Sections 134(3)(a) & 92(3) of the Companies Act, 2013 read with Rule 12(1) of
the Companies (Management and Administration) Rules, 2014, The annual return in Form No. MGT-
7 for the financial year 2023-24 will be available on the website of the Company. The due date for
filing annual return for the financial year 2023-24 is within a period of sixty days from the date of
annual general meeting. Accordingly, the Company shall file the same with the Ministry of Corporate
Affairs within prescribed time and a copy of the same shall be made available on the website of the
Company as is required in terms of Section 92(3) of the Companies Act, 2013

14. Particulars of Employees:

Disclosures with respect to the remuneration of Directors and employees as required under Section
197(12) of Companies Act, 2013 and Rule 5(1) of Companies (Appointment and Remuneration of
Managerial Personnel) Rules, 2014 are given. There was no employee drawing remuneration
requiring disclosure under the Rule 5 (2) of Companies (Appointment and Remuneration of
Managerial Personnel) Rules, 2014.

15. Auditors and Auditors Report:

Statutory Auditors: -

The Board of Directors of the Company at its meeting held on 30/05/2024 that M/s. M A A R K &
ASSOCIATES, Chartered Accountants (Firm Registration No. 145153W), appointed as the Statutory
Auditors of the Company to fill the casual vacancy caused by the resignation of M/s. A S R V & Co.,
Chartered Accountants and for that the company had obtained the approval of members/shareholders
in Extra Ordinary General Meeting of company held on Tuesday, 02^nd July, 2024.

M/s. M A A R K & ASSOCIATES, Chartered Accountants (Firm Registration No. 145153W),
Ahmadabad, Gujarat, are acting as Statutory Auditors of the Company and they shall hold the office
from the conclusion of this Annual General Meeting until the conclusion of 47^th Annual General
Meeting of the Company at such remuneration as may be agreed upon between the Auditor and the
Board of Directors of the Company.

There are no qualifications, reservations or adverse remarks made in the Audit Report by Statutory
Auditors of the Company

Secretarial Auditors and their Report-

Pursuant to provisions of Section 204 (1) of the Companies Act, 2013 and the Companies
(Appointment and Remuneration of Managerial Personnel) Rules, 2014, the company has appointed
CS Jaykumar Deepakbhai Khatnani, Practicing Company Secretary, Ahmedabad. A Company Secretary
in whole time Practice to undertake the Secretarial Audit of the Company for the financial year 2023¬
2024. The Secretarial Audit Report in the form MR-3 is annexed herewith as “Annexure -III”

16. Cost Audit Renort:

As per provision of section 148(3) of Companies Act, 2013 and rule 6(2) of Companies (Cost records
and audit) Rules, 2014, the company is not required to appoint cost auditor to audit the cost records of
the company for cost audit report.

17. Explanations or Comments by the Board on Qualifications. Reservations or Adverse Remark or
Disclaimers:-

The Notes on Financial Statements referred to in the Auditor’s Report are Self-explanatory and do not
call for any further comments. There is no qualification, reservation or adverse remarks made in the
statutory auditor’s report.

18. Conservation Of Energy, Technology Absorption and Foreign Exchange Earnings and Outgo:

A. Conservation of Energy:

The Company consumes minor power and hence no details are required to be disclosed.

B. Research & Development:

The Company has no specific Research & Development Department.

C. Foreign Exchange Earnings and Expenditure:

Nil

19. D-Materialization of Shares:

The ISIN for the equity shares is INE342U01016. Members of the Company are requested members tod-
materialize their shares.

20. Particulars of Loans / Guarantees / Investment:

The Company has not given any loan / guarantee or provided any Security or made any investment to
any person (except those required for business purpose).

21. Risk Management Policy

The Company has a structured risk management policy. The Risk management process is designed to
safeguard the organization from various risks through adequate and timely actions. It is designed to
anticipate, evaluate and mitigate risks in order to minimize its impact on the business. The potential
risks are inventoried and integrated with the management process such that they receive the necessary
consideration during decision making. It is dealt with in greater details in the management discussion
and analysis section. The Risk Management Policy is also available on the Company's website.

22. Declaration by Independent Directors:

The following Directors are independent in terms of Section 149(6) of the Companies Act, 2013 and
Regulation of SEBI (Listing obligations and Disclosure Requirements) Regulations 2015:

(a) Mr. Azhar Ali

(b) Ms. Pooj a Ram Bahadur

(c) Mr. Sanjay Kumar

The Company has received requisite declarations/ confirmations from all the above Independent
Directors confirming their independence.

23. Material Changes and Commitments:

There are no material changes and commitments, if any, affecting the financial position of the

Company subsequent to the date of the Balance sheet and up to the date of the report.

24. Corporate Social Responsibility:

The Company is not covered under the criteria of the provision of Section 135 of the Companies Act,
2013 read with the Companies (Corporate Social Responsibility Policy) Rules, 2014, and therefore it is
not mandatory for the Company to have the Corporate Social Responsibility.

25. Formal Annual Evaluation:

As required under Section 134 (p) of the Companies Act, 2013 and Regulation 17 of the SEBI (Listing
Obligations and Disclosure Requirements) Regulations, 2015, the Board of Directors had already approved
the evaluation criteria for evaluating the performance of the Board of Directors, its committees and the
performance of Independent Directors.

Accordingly, as required under Schedule IV of the Companies Act, 2013 and Regulation 17 of the SEBI
(Listing Obligations and Disclosure Requirements) Regulations, 2015, the Independent Directors at their
separate meeting held on January 27, 2023 evaluated the performance of the non-independent Directors
and the Board as a whole. They also reviewed the performance of the Managing Director of the Company
and also assessed the quality, quantity and timeliness of flow of information between the Company
Management and the Board that was necessary for the Board to effectively and reasonably perform their
duties.

Also as required under Regulation 17 (10) of SEBI (Listing Obligations and Disclosure Requirements)
Regulations, 2015, the Board assessed the performance of the Independent Directors as per the criteria laid
down and has recommended their continuation on the Board of the Company at its meeting.

The Board of Directors assessed the performance of the individual directors on the Board based on
parameters such as, relevant experience and skills, ability and willingness to speak up, focus on
shareholder value creation, high governance standards, knowledge of business, processes and procedures
followed, openness of discussion / integrity, relationship with management, impact on key management
decisions etc. The Members of the Committee of audit, nomination & remuneration, stakeholder’s
relationship and corporate social responsibility committee were also assessed on the above parameters and
also in the context of the committee's effectiveness vis-a-vis the Act and the listing regulations.

26. Disclosure under the Sexual Harassment of Women at Workplace (Prevention. Prohibition and
Redressal) Act, 2013:

The Company has in place an Anti-harassment policy in line with the requirements of the Sexual
Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013. Internal
Complaint Committee are set up at shop floor level to redress complaints received regularly and are
monitored by women line supervisors who directly report to the Chairman. All employees (permanent,
contractual, temporary, trainees) are covered under the policy. There was no compliant received from
any employee during the Financial Year 2023-24 and hence no complaint is outstanding as on
31.03.2024 for redressal.

27. Other Regulatory Reouirement:

The Company has complied with all regulatory and legal requirements of central government and
state government and there were no significant and material orders passed by the Regulators or Courts
or Tribunals during the year impacting the going concern status and the Company’s operations in
future.

28. Insolvency and Bankruptcy Code:

There is no application made or any proceeding pending under the Insolvency and Bankruptcy Code,
2016 (31 of 2016) during the year.

The details of difference between amount of the valuation done at the time of onetime settlement and
the valuation done while taking loan from the Banks or Financial Institutions along with the reasons
thereof is not applicable to the Company.

29. Environment. Health and Safety:

The Company continued its commitment to industrial safety and environment protection. Periodical
audits are done by external and internal agencies to assess the continued levels of EHS efficiency of
plant.

30. Annual Performance Evaluation:

In compliance with the provisions of the Act and Regulation of SEBI (Listing obligations and
Disclosure Requirements) Regulations 2015, the performance evaluation was carried out as under:

Board:

In accordance with the criteria suggested by The Nomination and Remuneration Committee, the Board

of Directors evaluated the performance of the Board, having regard to various criteria such as Board
composition, Board processes, Board dynamics etc. The Independent Directors, at their separate
meetings, also evaluated the performance of the Board as a whole based on various criteria. The Board
and the Independent Directors were of the unanimous view that performance of the Board of Directors
as a whole was satisfactory.

Committees of the Board:

The performance of the Audit Committee, the Nomination and Remuneration Committee and the
Stakeholders Relationship Committee was evaluated by the Board having regard to various criteria
such as committee composition, committee processes, committee dynamics etc. The Board was of the
unanimous view that all the committees were performing their functions satisfactorily and according
to the mandate prescribed by the Board under the regulatory requirements including the provisions of
the Act, the Rules framed there under and the Listing Agreement.

Directors:

(a) Independent Directors: In accordance with the criteria suggested by The Nomination and
Remuneration Committee, the performance of each independent director was evaluated by the entire
Board of Directors (excluding the director being evaluated) on various parameters like engagement,
leadership, analysis, decision making, communication, governance and interest of stakeholders. The
Board was of the unanimous view that each independent director was a reputed professional and
brought his/her rich experience to the deliberations of the Board. The Board also appreciated the
contribution made by all the independent directors in guiding the management in achieving higher
growth and concluded that continuance of each independent director on the Board will be in the interest
of the Company.

(b) Non-Independent Directors: The performance of the non-independent director (including the chair
person) was evaluated by the Independent Directors at their separate meeting. Further, their