Directors Report of Svam Software Ltd.

Mar 31, 2024

Your Directors have pleasure in presenting the 32^nd Annual Report of the Company together with the Audited Accounts
for the financial year ended March 31^st, 2024.

FINANCIAL SUMMARY HIGHLIGHTS

PARTICULARS	F.Y. 2023-24	F.Y. 2022-23
Revenue	25,76,000	1,19,45,000
Other Income	23,64,110	1,15,47,110
Total Expenses	44,67,046	2,48,04,104
Profit/ (loss) before tax for the year	4,73,064.40	(13,11,994.45)
Less: Income tax and deferred tax expenses	3,71,721	(1,06,633.47)
Total Comprehensive Income(Loss) for the Year	8,44,785	(14,18,628)
Balance carried forward	8,44,785	(14,18,628)

(Amount in^'')

CHANGE IN NATURE OF BUSINESS

There was no change in nature of business of the company during the year 2023-24.

COMPANY''S STATE OF AFFAIRS

Your Company has delivered another year, during the year company''s performance fluctuated as bit however
management is working upon to advancement for future year, so that performance would be better.

DEPOSITS

During the year under review the Company has not accepted or remain unpaid or unclaimed any deposits covered
under chapter V of the Companies Act, 2013. Falling within the meaning of section 73 of the Companies Act, 2013 and
the Companies (Acceptance of Deposits) Rules, 2014.

There was none of case, which did not comply with the requirements of chapter V of Companies Act, 2013.

DETAILS OF DIRECTORS AND KMP

S.NO.	NAME	DESIGNATION
1.	Mr. Malikhan Singh Yadav	Non-Executive - Independent Director
2.	Mrs. Manisha Agarwal	Director-MD
3.	Mr. Rajesh Kumar Vaid	Non-Executive -Independent Director
4.	Mr. Ankit Garg	Director cum Chief Financial Officer
5.	Mr. Parul Kumar	Director

DETAIL OF DIRECTORS AND KMP WHO HAVE APPOINTED AND RESIGNED DURING THE YEAR

S.NO.	NAME	EVENT
1	Mr. Rajesh kumar vaid (Additional Director)	He was appointed as Additional Director w.e.f 30/10/2023
2	Mr. Adesh Kumar Agarwal	Mr. Adesh Kumar Agarwal (DIN 07966067) Director of the Company, has resigned due to his personal reasons, effective from October 30, 2023
3.	Mr. Sudhir Agarwal	Resigned due to their personal reasons, effective from August 02, 2023
4.	Mr. Daksh Agarwal	Resigned due to their personal reasons, effective from August 02, 2023
5.	Mr. Ankit Garg	He was appointed as Director w.e.f August 02, 2023
6.	Mr. Parul Kumar	He was appointed as Director w.e.f August 02, 2023

ROTATION OF DIRECTOR

In ensuing AGM no director is liable to retire by rotation.

SUBSIDIARY. IOINT-VENTURE & ASSOCIATE COMPANIES

As on 31st March 2024, the Company has no Subsidiary company, Joint-Venture or Associate companies.

SIGNIFICANT AND MATERIAL ORDERS PASSED BY THE REGULATORS

There were no significant and material orders passed by the regulators, courts, or tribunals that impact the going
concernstatus and company''s operations in future.

COMPANY''S PERFORMANCE

The company Profit has increased as compared to last year. Company has tried to enhance shareholder value
through sound business decisions, prudent to financial management and high standard of ethics throughout the
organization.

RESERVES

The Board of the company has earned profit of Rs. 844785.

DIVIDEND

The Board has not recommended any dividend for the year 2023-24.

STATE OF COMPANY''S AFFAIRS

There was no change in states of the company''s affairs during the year 2023-24.

MATERIAL CHANGES AND COMMITMENT THAT AFFECT THE COMPANY''S FINANCIAL POSITION

There was no material change during the year 2023-24 that affect the financial position of company and therefore no
requirement was raised to disclose remedial measures.

GENERAL INFORMATION OF COMPANY

Management has overviewed of the industry in respect of our company and observed that there was no important
changes in industry during the last year 2023-24 which had impacts on company''s performance.

CAPITAL AND DEBT STRECTURE

The Authorized Capital of the company is 30, 00, 00,000.00/- and paid up Equity Share Capital as on 31st March, 2024
was 16, 88, 90,000.00/-@ '' 10/- per share. There was no change in the capital structure of company and company has not
issued any new share or convertible securities during the year 2023-24. The Company not issued shares with differential
voting rights nor granted stock options nor sweat equity. Instead of above that the company was not issued any
debentures, bonds, warrants or any non-convertible securities during the year 2023-24.

The company has not held any shares in trust for the benefit of employees where the voting rights are not exercised
directlyby the employees.

MEETING OF BOARD OF DIRECTORS

The board of Directors meets time to time to discuss important matters in the interest of company. The intervening
gapbetween the Meetings was within the period prescribed under the Companies Act, 2013.

EXPLANATIONS OR COMMENTS BY THE BOARD ON QUALIFICATION. RESERVATION AND ADVERSE REMARK

There is a qualification in report of Statutory Auditor which is:-

"The company has used accounting software for maintaining its books of accounts for the financial year ended on
March 31, 2024 which does not have a feature of recording audit trails (edit log) facility and the same has been
operated throughout the year for all relevant transaction recorded in the software."

PARTICULARS OF LOANS. GUARANTEES OR INVESTMENTS

The detail of any loan or guarantees or securities and investment made during the year 2023-24 covered under
the provisions of section 186 of the Companies Act, 2013 given under note 26 to financial statement.

COMMITTEE OF BOARD

The Company''s Board has the following mandatory committees:

1) Audit Committee

2) Nomination and Remuneration Committee

3) Stakeholders Relationships Committee

Details of terms of reference of the Committees, Committee membership and attendance at meetings are
provided in theCorporate Governance Report, which forms part of this Annual Report.

COMPOSITION OF AUDIT COMMITTEE

The Audit Committee of the Company duly constituted by the following members:-

Mr. Malikhan Singh Yadav Chairman

Mr. Rajesh Kumar Vaid Member

Mr. Parul Kumar Member

The Audit committee has three (3) directors as members in the committee from which two third (2/3) of the members
were independent directors and all the members of audit committee were financially literate.

During the year F.Y.1^st April, 2023 to 31^st March, 2024, the Audit Committee met four (4) which are held on 29.05.2023,
14.08.2023, 09.11.2023 and 14.02.2024

NOMINATION AND REMUNERATION COMMITTEE

The Nomination and Remuneration Committee of the Company duly constituted by the following members:-

Mr. Raj esh Kumar Vaid Chairman

Mr. Malikhan Singh Yadav Member

Mr. Parul Kumar Member

During the year F.Y.1^st April, 2023 to 31^st March 2024, Nomination and Remuneration Committee met once (1)
time dated 02.08.2023.

STAKEHOLDERS'' RELATIONSHIP COMMITTEE

The Stakeholders’ Relationship Committee of the Company duly constituted by the following members:-

Mr. Raj esh Kumar Vaid Chairman

Mr. Malikhan Singh Yadav Member

Mr. Parul Kumar Member

During the year F.Y.1^st April, 2023 to 31^st March 2024, Stakeholders’ Relationship Committee met once (1) time
dated 26.07.2023.

BOARD EVALUATION

Pursuant to the provisions of the Companies Act, 2013, and SEBI (Listing Obligations and Disclosure Requirements)
Regulations, 2015, the Board has carried out an annual evaluation of its own performance, its Committees, as well as the
Directors individually.

The outcome of the Board evaluation was discussed by the Nomination & Remuneration Committee and at the Board
Meeting held on 02.08.2023 and improvement areas were discussed. Details regarding process and criteria for evaluation
aregiven in the Report on Corporate Governance, which forms a part of this Annual Report.

DETAILS OF DIRECTORS SEEKING APPOINTMENT/RE-APPOINTMENT IN ANNUAL GENERAL MEETING

No Director is liable to be retire by rotation.

Mr. Rajesh Kumar Vaid as an additional director w.e.f 30/10/2023. He is required to be regularized as Director
in ensuing 32^nd Annual General Meeting.

DIRECTORS RESPONSIBILITY STATEMENT

Pursuant to Section 134 (5) of the Companies Act, 2013, your Directors report as under:

• That in the preparation of the annual accounts, the applicable accounting standards have been followed.

• 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 the state of affairs of the company at the
end of the financial year and of the profit or loss of the company for that period.

• That 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.

• That the Directors have prepared the annual accounts on a going concern basis.

• That the Directors had laid down internal financial controls to be followed by the Company and that such internal
financial controls are adequate and operating effectively.

• That the directors had devised proper systems to ensure compliance with the provisions of all applicable laws and that
such systems were adequate and operating effectively.

• No proceedings are pending under the Insolvency and Bankruptcy Code, 2016 during the year.

• The details of difference between amount of the valuation done at the time of one time settlement and the valuation
done while taking loan from the Banks or Financial Institutions along with the reasons thereof, is not applicable on the
company.

INTERNAL FINANCIAL CONTROL SYSTEMS AND THEIR ADEQUACY

The details in respect of internal financial control and their adequacy are included in the Management Discussion
andAnalysis, which is a part of this report.

REPORTING OF FRAUDS

There have been no instances of fraud reported by the Statutory Auditors under Section 143 of the Act read with
relevantRules framed there under either to the Company or to the Central Government.

RELATED PARTIES TRANSACTIONS

During the financial year ended 31st March 2024, all contracts or arrangements or transactions entered into by the
Company with related parties were in the ordinary course of business and on an arm''s length basis and were in
compliance with the applicable provisions of the Companies Act, 2013, and the Securities and Exchange Board of India
(Listing Obligations and Disclosure Requirements) Regulations, 2015 (SEBI Listing Regulations), as applicable. Further,
the Company did not enter into any contract or arrangement or transaction with related parties that could be considered
material in accordance with the policy of the Company on materiality of related party transactions. In view of the above,
disclosure in FORM AOC-2 is not applicable. FORM AOC-2 annexed in "Annexure A" herewith and forming part of this
report.

CORPORATE SOCIAL RESPONSIBILITY INITIATIVES

The company needs not to comply with the provisions of Section 135 of Companies act, 2013, as the company does not fall
in eligibility ambit of Corporate Social Responsibility initiatives.

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

The information required to be furnished under section 134 (3)(m) of the Companies Act, 2013 read with the Companies
(Accounts) Rules, 2014 relating to Conservation of Energy, Technology absorption and Foreign Exchange earnings and
outgo is annexed in " Annexure B" herewith and forming part of this report.

BUSINESS RISK MANAGEMENT

The main objective of this policy is to ensure sustainable business growth with stability and to promote a pro-active
approach in reporting, evaluating and resolving risks associated with the business. In order to achieve the key objective,
the policy establishes a structured and disciplined approach to Risk Management, in order to guide decisions on risk
related issues.

In today''s challenging and competitive environment, strategies for mitigating inherent risks in accomplishing the growth
plans of the Company are imperative. The common risks inter alia are: Regulations, competition, Business risk,
Technology obsolescence, Investments, retention of talent and expansion of facilities. Business risk, inter-alia, further
includes financial risk, political risk, fidelity risk, legal risk. As a matter of policy, these risks are assessed and steps as
appropriate are taken to mitigate the same.

INDEPENDENT DIRECTORS

S no.	Name	Designation
1.	Malikhan Singh Yadav	Non-Executive (Independent Director)

2.

Mr. Rajesh Kumar Vaid

Non -Executive(Independent Director)

INDEPENDENT DIRECTOR MEETING

During F.Y. 2023-24, one (1) meeting of the Independent Directors was held on 02.08.2023. The Independent Directors,
inter-alia, reviewed the performance of Non-Independent Directors, Board as a whole and Chairman of the Company,
taking into account the views of executive directors and non-executive directors.

VIGIL MECHANISM / WHISTLE BLOWER POLICY

In order to ensure that the activities of the Company and its employees are conducted in a fair and transparent manner by
adoption of highest standards of professionalism, honesty, integrity and ethical behavior the company has adopted a vigil
mechanism policy and the same has been posted on our website..

DETAILS OF SIGNIFICANT AND MATERIAL ORDERS PASSED BY THE REGULATORS OR COURTS OR TRIBUNALS
IMPACTING THE GOING CONCERN STATUS AND COMPANY''S OPERATIONS IN FUTURE

During the year there was no significant and material order passed by any regulators or court or tribunal which would
impactthe going concern status and company''s operations in future.

AUDITORS REPORTS

G A M S & Associates LLP (FRN N500094) was the statutory auditor of the company for the FY 2023-24. The Independent
Auditor Report is annexed herewith.

SECRETARIAL AUDIT REPORTS

Pursuant to provisions of Section 204 of the Companies Act, 2013 and the Companies (Appointment and Remuneration of
Managerial Personnel) Rules, 2014 the Company has appointed M/S CS Divya Rani, Practising Company
Secretary(COP No. 26426) to to undertake the Secretarial Audit of the Company.

The Secretarial Audit Report is annexed herewith as "Annexure C" in the Form MR- 3.

EXPLANATIONS BY BOARD ON QUALIFICATIONS BY SECRETARIAL AUDITOR

There is no qualification or remarks by Secretarial Auditor, in their report.

COMPLIANCE WITH SECRETARIAL STANDARD

All the applicable Secretarial Standard were compiled by company during the year 2023-24. Applicable Secretarial
Standard-1 and Secretarial Standard-2 took in consideration while meeting of Board of Directors and General meetings
are conducted during the year. Secretarial Standard-4 was considered for preparation of Board Report of company during
the year 2023-24.

EXTRACT OF ANNUAL RETURN AS ON THE FINANCIAL YEAR ENDED ON 31^st MARCH, 2023

As required pursuant to section 92(3) of the Companies Act, 2013 and rule 12(1) of the Companies (Management and
Administration) Rules, 2014, the Annual Return is available on the website of the Company
http://svamsoftwareltd.in/corporate-announcements/.

DISCLOSURES PERTAINING TO THE SEXUAL HARASSMENT OF WOMEN AT THE WORKPLACE (PREVENTION,
PROHIBITION AND REDRESSAL) ACT, 2013

The company has complied with the provision relating to the constitution of Internal Complaints Committee under the
Sexual Harassment of Women at the Workplace (Prevention, Prohibition and Redressal) Act, 2013 and also SEBI (Listing
Obligations and Disclosure Requirements) Regulations, 2015, whose further details are given in Report on Corporate
Governance.

SECURITIES AND EXCHANGE BOARD OF INDIA (LISTING OBLIGATIONS AND DISCLOSURE REQUIREMENTS)
REGULATIONS. 2015

Your Company is committed to maintain the highest standards of Corporate Governance. Your Director adhere to the
stipulations set out in the Listing Regulations with the Stock Exchanges and have implemented all the prescribed
requirements.

Pursuant to Securities and Exchange Boards of India (Listing Obligations and Disclosure Requirements) Regulation, 2015
(''Listing Regulations'') the Corporate Governance Report and the certificate from Practicing Company Secretary regarding
compliance of conditions of Corporate Governance are part of this Annual Report.

CODE OF CONDUCT COMPLIANCE

The declaration signed by the Managing Director affirming compliance with the Code of Conduct by Directors and Senior
Management, for the financial year ended March 31, 2024 is given in Report on Corporate Governance, which forms a
part of this Annual Report.

INTERNAL FINANCIAL CONTROL SYSTEMS AND THEIR ADEQUACY

The Company has an Internal Control System, commensurate with the size, scale and complexity of its operations. The
internal Audit functions reports to the Chairman of the Audit Committee and to Chairman and Managing Director of the
Company.

The Internal Audit monitors and evaluates the efficiency and adequacy of internal control systems in the company. It''s
compliances with operating systems, accounting procedure and policies at all locations of the Company.

M/ Sandeep Kumar Singh & Co Chartered Accountants, (FRN No: 035528N) acts as an Internal Auditor of the Company.

Business Risk Assessment procedures have been set in place for self-assessment of business risks, operating controls and
compliance with Corporate Policies. There is an ongoing process to track the evolution of risks and delivery of mitigating
action plans.

LISTING WITH STOCK EXCHANGES

The Company has not paid the Annual Listing Fees so far for the year 2023-24 to BSE, where the Company''s Shares
arelisted

ACKNOWLEDGEMENT

Your Directors place on record their sincere appreciation of the services rendered by the employees of the Company. They
are grateful to shareholders, bankers, depositors, customers and vendors of the company for their continued valued
support. The Directors look forward to a bright future with confidence.

CAUTIONARY STATEMENT

The statements contained in the Board''s Report contain certain statements relating to the future and therefore are
forward looking within the meaning of applicable securities, laws and regulations various factors such as economic
conditions, changes in government regulations, tax regime, other statues, market forces and other associated and
incidental factors may however lead to variation in actual results.

For and on behalf of the Board
Svam Software Limited

SD/

Manisha Agarwal Ankit Garg

(Managing Director) (Director)

(DIN: 00025419) (DIN: 10154723)

Date: 05/09/2024
Place: Delhi

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Mar 31, 2014

Dear Members,

The Directors have pleasure in presenting the 22nd Annual Report on the business, operations and financial performance of the company during the financial year ended 31st March 2014. The profit after tax of the company is Rs. 1.11/- lacs during current financial year.

FINANCIAL RESULTS (Rs. In lacs)

Particulars For The Year Ended

31st March 2014 31st March, 2013

Sales/Operating Income 815.74 1484.61

Other Income 43.45 25.72

Expenses:-

Purchase of Stock in trade 786.81 1465.68

Changes in Inventory of Stock-in-Trade 18.70 (5.04)

Employee Benefit Expenses 16.67 20.89

Depreciation and Amortisation Expenses 7.84 0.50

Administrative & Other expenses 26.98 22.15

Profit Before Tax 2.19 6.15

Tax Expense:-

Current Tax 0.40 1.17

Deferred Tax 0.68 3.41

Profit/(Loss) After Tax 1.11 1.57

BUSINESS REVIEW

The turnover of the company during the year 2013-14 is Rs. 815.74 lacs as compared to Rs. 1484.62 lacs during the immediately preceding financial year. However, profit before tax is Rs. 2.19/- lacs during the current financial year as compared to Rs. 6.15/- lacs during the immediately preceding financial year.

FUTURE OUTLOOK

The outlook of the economic growth across the globe with positive vibrations will fuel a growth and demand recovery. At the present moment there is a lull in the market and the management is looking forward for changing situation in the global market. While optimism rears for new vigour and thrust like emphasis on colour ways and new designs, it is expected these changes will bring in positive response from the overseas buyers and will trigger growth and profitability in due course of time.

DIVIDEND

In order to augment reserves and to cater to the working capital requirements, no dividend is being recommended.

PUBLIC DEPOSIT SCHEME

During the year, your Company has not accepted any deposits. There are no outstanding deposits as on date.

CORPORATE GOVERNANCE

Your Company is committed to maintain the highest standards of Corporate Governance. Your Director adhere to the stipulations set out in the Listing Agreement with the Stock Exchanges and have implemented all the prescribed requirements.

A separate report on Corporate Governance as stipulated, under Clause 49 of the listing Agreement, with the Stock Exchanges and have implemented all the prescribed requirements.

A certificate from the auditors of the company M/s SNMG & Co; Chartered Accountants confirming compliance of conditions of Corporate Governance as stipulated in Clause 49 is annexed to this report.

BOARD OF DIRECTORS

Your board has an Executive Chairman and the number of Independent Directors is one half of the total strength of Directors. The composition of the board is in conformity of Clause 49 of the Listing Agreement.

Your board of directors consist of the following four directors:

1. Mr. Rajeev Garg (Managing Director & Executive);

2. Mr. Harshwardhan Koshal (Non Executive Independent) and;

3. Mr. Sudhir Kumar Agarwal (Non Executive); and

4. Mr. Neeraj Khetarpal (Non-Executive Independent)

5. Mrs. Manisha Agarwal (Non Executive)

DIRECTORS RESPONSIBILITY STATEMENT

Pursuant to section 217 (2AA) of the companies ACT, 1956, it is hereby confirmed:

1. That in the preparation of the accounts for the financial year ended 31st March, 2014 the applicable accounting standards have been followed along with proper explanation relating to material departures.

2. That the directors have selected such accounting policies and applied them consistently and made judgments and estimates that were 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 profit of the company for the year under review.

3. That the directors have taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of the Companies Act, 1956 for safeguarding the assets of the company and for preventing and detecting fraud and other irregularities.

4. That the Directors have prepared the accounts for the financial year ended 31st March, 2014 on a going concern basis.

AUDITORS AND THEIR REPORT

M/s SNMG & Co., Chartered Accountants, Chartered Accountants, who served as Statutory Auditors of the company since a long time, resigned from the position w.e.f. 30th September, 2014, expressing their inability to continue as the Statutory Auditors of the Company. In their replacement, M/s DEEPAK I P AGARWAL & CO., CHARTERED ACCOUNTANTS, will be appointed as Statutory Auditors of the Company with approval of shareholders of the company by way of ordinary resolution passed in its Annual General Meeting.

The board recommends their appointment as statutory auditors of the company.

SUBSIDIARIES

As on 31st March 2014, the Company has three Wholly Owned Subsidiary namely Deby Exim Limited , Apron Estates Limited and Phoebe Infotech Limited respectively.

Consolidated Accounts of its subsidiaries for the year under review has also been drawn in accordance with applicable accounting Standards.

CONSOLITED FINANCIAL STATEMENT

As required under the Listing Agreements with the Stock Exchanges Consolidated Financial Statements of the Company are attached. The consolidated Financial statements have been prepared in accordance with Accounting standard 21 ,Accounting standard 23 and Accounting standard 27 issued by The Institute of Chartered Accountants of India and showing the financial resources, assets, liabilities, income, profits and other details of the Company and its subsidiaries as a single entity, after elimination of minority interest.

MANAGEMENT DISCUSSION AND ANALYSIS REPORT

Management Discussion and Analysis Report as required under Clause 49 of the Listing Agreement with the Stock Exchanges is given in Annexure-A and forms an integral part of this report.

CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION, FOREIGN EXCHANGE EARN-INGS AND OUTGO

The information pertaining to conservation of energy, technology absorption, foreign exchange earnings & outgo, as required under the Companies Act, 2013, read with the Draft Companies Rules, 2014 is given as per Annexure of the Directors Report.

PARTICULARS OF EMPLOYEES

As required under section 217(2A) of the Companies Act, 1956 read with the Companies (Particulars of Employees) Rules, 1975 as amended time to time, no employee of the company was covered by these provisions during the year ended 31.03.2014.

APPRECIATION

The Company places on record its deep appreciation of the devoted services of executives and other staff of the company who have contributed in the performance and the Company''s inherent strength. Grateful thanks are also due to the investors, the bankers, business associates & all other stakeholders for their continued support to the company from time to time.

By the Order of the Board For SVAM SOFTWARE LIMITED

Sd/- Sd/- Rajeev Garg Sudhir Kumar Agarwal Place : Delhi (Managing Director) (Director) Dated : 14/08/2014 DIN: 02216829 DIN: 00024935

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Mar 31, 2013

To The Members Svam Software Ltd.

The Directors have pleasure in presenting the 21st Annual Report on the business, operations and financial performance of the company during the financial year ended 31st March 2013, The profit after tax of the company is Rs. 1.57/- lacs during current financial year.

FINANCIAL RESULTS (Rs. In lacs)

Particulars For The Year Ended

31st March 2013 31st March, 2012

Sales/Operating Income 1484.61 1627.36

Other Income 25.72 46.89 Expenses:-

Purchase of Stock in trade 1465.68 1631.76

Changes in Inventory of Stock-in-Trade (5.04) (19.42)

Employee Benefit Expenses 20.89 27.31

Depreciation and Amortisation Expenses 0.50 1.48

Administrative & Other expenses 22.15 26.17

Profit Before Tax 6.15 6.95

Less: Current Tax 1.17 1.32

Deferred Tax 3.41 (1.68)

Profit/(Loss) After Tax 1.57 7.31

BUSINESS REVIEW

The turnover of the company during the year 2012-13 is Rs. 1484.61 lacs as compared to Rs. 1627.36 lacs during the immediately preceding financial year. However, profit before tax is Rs. 6.15/- lacs during the current financial year as compared to Rs. 6.95/- lacs during the immediately preceding financial year.

DIVIDEND

In order to augment reserves and to cater to the working capital requirements, no dividend is being recommended. CORPORATE GOVERNANCE

Your Company is committed to maintain the highest standards of Corporate Governance. Your Director adhere to the stipulations set out in the Listing Agreement with the Stock Exchanges and have implemented all the prescribed requirements.

A separate report on Corporate Governance as stipulated, under Clause 49 of the listing Agreement, with the Stock Exchanges and have implemented all the prescribed requirements.

A certificate from the auditors of the company M/s SNMG & Co; Chartered Accountants confirming compliance of conditions of Corporate Governance as stipulated in Clause 49 is annexed to this report.

BOARD OF DIRECTORS

Your board has a Executive Chairman and the number of Independent Directors is one half of the total strength of Directors. The composition of the board is in conformity of Clause 49 of the Listing Agreement.

Your board of directors consist of the following three directors:

1. Mr. Rajeev Garg (Chairman, Managing Director & Executive);

2. Mr. Harshwardhan Koshal (Non Executive Independent) and;

3. Mr. Sudhir Kumar Agarwal (Non Executive); and

4. Mr. Neeraj Khetrapal (Non Executive Independent)



DIRECTORS RESPONSIBILITY STATEMENT

Pursuant to section 217 (2AA) of the Companies Act, 1956, it is hereby confirmed:

1. That in the preparation of the accounts for the financial year ended 31 st March, 2013 the applicable accounting standards have been followed along with proper explanation relating to material departures.

2. That the directors have selected such accounting policies and applied them consistently and made judgments and estimates that were 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 profit of the company for the year under review.

3. That the directors have taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of the Companies Act, 1956 for safeguarding the assets of the company and for preventing and detecting fraud and other irregularities.

4. That the Directors have prepared the accounts for the financial year ended 31 st March, 2013 on a going concern basis. ,

AUDITORS

M/s SNMG & Co., Chartered Accountants, holds office of the Statutory Auditors of the Company until the conclusion of the ensuing Annual General Meeting is eligible for re-appointment.

The Company has received certificate from them to the effect that their reappointment, if made, would be within the prescribed limits under Section 224 (IB) of the Companies Act, 1956 and they are not disqualified for such reappointment within the meaning of Section 226 of the said Act.

THE COMPANIES (DISCLOSURE OF PARTICULARS IN THE REPORT OF BOARD OF DIRECTORS) RULES, 1988

a. AUDIT COMMITTEE

As per the provisions of the Listing Agreement and pursuant to Section 292A of the Companies Act, 1956, the Audit Committee has been set up to review the internal audit reports and financial statements at periodic intervals.

The Audit Committee comprises following three members having strong background in financial management:-

Mr. Rajeev Garg Chairman (Non- Independent & Executive)

Mr. Neeraj Khetrapal Member (Independent & Non- Executive)

Mr. Harshwardhan Koshal Member (Independent & Non-Executive)

b. INVESTORS/SHAREHOLDERS'' GRIEVANCE COMMITTEE

In pursuance of the provisions of the Listing Agreement, the company has also set up a Shareholders/ Investor''s Grievance Committee to ensure maximum security to the concern of the shareholders. The committee consists of an Executive Chairman and other two members as mentioned below:

Mr. Rajeev Garg Chairman (Non- Independent & Executive)

Mr. Neeraj Khetrapal Member (Independent & Non- Executive)

Mr. Harshwardhan Koshal. Member (Independent & Non-Executive)

PARTICULARS OF EMPLOYEES

As required by the provisions of section 217(2A) of the Companies Act, 1956 read with the Companies (particulars of employees) Rules, 1975, as amended, no employee was in receipt of remuneration exceeding Rs. 60,00,000/- per annum or Rs. 5,00,000/- per month for any part thereof.

PUBLIC DEPOSITS

The company has not accepted any deposit from public within the meaning of section 58-A of the companies ACT, 1956 read with the companies (Acceptance of Deposits) rules, 1975.

ENERGY CONSERVATION, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE EARNINGS AND OUT GO

Particulars with respect to conservation of energy, Technology absorption, Foreign Exchange Earnings & outgo as required under section 217(1)(e) of the Companies Act, 1956 read with Companies (Disclosure of Particulars in the Report of Board of Directors) Rules, 1988 is given in the Annexure forming part of this report.

APPRECIATION

The Company places on record its deep appreciation of the devoted services of executives and other staff of the company who have contributed in the performance and the Company''s inherent strength. Grateful thanks are also due to the investors, the bankers, business associates & all other stakeholders for their continued support to the company from time to time.

By the Order of the Board

For SVAM SOFTWARE LIMITED

Place : Delhi Sd/- Sd/-

Dated : 02/09/2013 (MANAGING DIRECTOR) (DIRECTOR)

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Mar 31, 2010

To The Members Svam Software Ltd.

The Directors have pleasure in presenting the 18th Annual Report on the business, operations and financial performance of the company during the financial year ended 31st March 2010.

FINANCIAL RESULTS Rs. (In lacs)

Particulars For The Year Ended

31st March 2010 31st March 2009

Sales/Operating Income 1104.70 955.50

Gross Profit/ (Loss) after interest but before depreciation & taxation 1129.36 973.97

Less: Depreciation 5.26 23.17

Less: Income Tax/FBT 2.20 2.99

less: Decrease in Deferred tax assets during the year 4.36 9.15

Profit/(Loss) after tax 7.94 14.00

Transfer to General Reserve/ P & L 7.94 14.00

BUSINESS REVIEW

The performance of the company during the year under review has been encouraging. You will be pleased to note that during the year company has achieved turnover of Rs.1148.72 lacs and after tax profit of Rs. 7.94 lacs against turnover of Rs.1041.60 lacs and profit after tax of Rs.14.00 lacs in the corresponding previous year. The slowdown in the sales is due to recessionary conditions in market.

CORPORATE GOVERNANCE

Your Company is committed to maintain the highest standards of Corporate Governance. Your Director adhere to the stipulations set out in the Listing Agreement with the Stock Exchanges and have implemented all the prescribed requirements.

A separate report on Corporate Governance as stipulated, under Clause 49 of the listing Agreement, with the Stock Exchanges and have implemented all the prescribed requirements.

A certificate from the auditors of the company M/s Padam Dinesh & Co. confirming compliance of conditions of Corporate Governance as stipulated in Clause 49 is annexed to this report.

DIRECTORS

During the year the following directors have resigned from board :'-

1. Mr. Ghanshyam Das Binnani and;

2. Mr. Shalabh Mitlal.

Your board has a Non-Executive Chairman and the number of Independent Directors is half of the total strength of Directors. The composition of the board is in conformity of Clause 49 of the Listing Agreement. Your board of directors consist of the following four directors:

1. Mr. Harshwardhan Koshal (Chairman and Non-Executive Independent Director);

2. Mr. Rajeev Garg (Managing Director and Executive Director);

3. Mr. Sudhir Kumar Agarwal (Non Executive Director) and;

4. Mr. Neeraj Mishra (Non- Executive Independent Director).

DIRECTORS RESPONSIBILITY STATEMENT

Pursuant to section 217 (2AA) of the companies ACT, 1956, it is hereby confirmed:

1. That in the preparation of the accounts for the financial year ended 31st March, 2010 the applicable accounting standards have been followed along with proper explanation relating to material departures.

2. That the directors have selected such accounting policies and applied them consistently and made judgments and estimates that were 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 profit of the company for the year under review.

3. That the directors have taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of the Companies Act, 1956 for safeguarding the assets of the company and for preventing and detecting fraud and other irregularities.

4. That the Directors have prepared the accounts for the financial year ended 31st March, 2010 on a going concern basis.

AUDITORS

M/s Padam Dinesh & Co., Chartered Accountants the existing auditors of the company has conveyed their unwillingness to continue as the statutory auditors of the company and the Company proposes to appoint M/s SNMG & Co., Chartered Accountants as Auditors of the company till the conclusion of the next Annual General Meeting of the Company.

The company has received certificate from them to the effect that their appointment, if made, would be within the prescribed limits under Section 224 (IB) of the Companies Act, 1956 and they are not disqualified for such appointment within the meaning of Section 226 of the said Act. THE COMPANIES (DISCLOSURE OF PARTICULARS IN THE REPORT OF BOARD OF DIRECTORS) RULES, 1988

a. AUDIT COMMITTEE

As per the provisions of the Listing Agreement and pursuant to Section 292A of the Companies Act, 1956, the Audit Committee has been set up to review the internal audit reports and financial statements at periodic intervals.

The Audit Committee comprises following three members having strong background in financial management:-

Mr. Harshwardhan Koshal Chairman (Independent & Non-Executive)

Mr. Neeraj Mishra Member {Independent & Non- Executive)

Mr. Sudhir K. Agarwal. Member (Non-independent & Non-Executive)

b. INVESTORS/SHAREHOLDERS' GRIEVANCE COMMITTEE

In pursuance of the provisions of the Listing Agreement, the company has also set up a Shareholders/ Investor's Grievance Commit- tee to ensure maximum security to the concern of the shareholders. The committee consists of a Non Executive Chairman and other two members of the names as follows:

Mr. Neeraj Mishra Chairman (Independent & Non Executive)

Mr. Harshwardhan Koshal Member

Mr. Sudhir kumar Agarwal Member

PARTICULARS OF EMPLOYEES

As required by the provisions of section 217(2A) of the Companies Act, 1956 read with the Companies (particulars of employees) Rules, 1975, as amended, no employee was in receipt of remuneration exceeding Rs. 24,00,000/- per annum or Rs, 2,00,000/- per month for any part thereof.

PUBLIC DEPOSITS-

The company has not accepted any deposit from public within the meaning of section 58-A of the companies ACT, 1956 read with the companies (Acceptance of Deposits) rules, 1975.

ENERGY CONSERVATION, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE EARNINGS AND OUT GO

Particulars with respect to conservation of energy, Technology absorption, Foreign Exchange Earnings & outgo as required under section 217(1)(e) of the Companies Act, 1956 read with Companies (Disclosure of Particulars in the Report of Board of Directors) Rules, 1988 is given in the Annexure forming part of this report.

APPRECIATION

The Company places on record its deep appreciation of the devoted services of executives and other staff of the company who have contributed in the performance and the Company's inherent strength. Grateful thanks are also due to the investors, the bankers, business associates & all other stakeholders for their continued support to the company from time to time..

By the Order of the Board

For SVAM SOFTWARE LIMITED

Sd/- Sd/-

Place : Delhi RAJEEV GARG NEERAJ MISHRA

Dated : 30/08/2010 Managing Director Director