Dear Shareholders,

Ganesh Housing Corporation Limited,

Your directors take pleasure in presenting the Thirty First (31st) Annual Report and the Audited Accounts for the Financial Year ended 31st March, 2022.

1. FINANCIAL SUMMARY (CONSOLIDATED AND STANDALONE)

2. FINANCIAL PERFORMANCE AND STATE OF COMPANIES AFFAIRS: Operating Results:

The Standalone and Consolidated Financial Statements for the financial year ended 31st March, 2022, forming part of this Annual Report, have been prepared in accordance with the Indian Accounting Standards (IND AS) as notified by the Ministry of Corporate Affairs.

During the financial year 2021-2022, revenue from operations on consolidated basis has increased from Rs 17156.71 Lakh in previous year to Rs 38361.03 Lakh. Further, during the year under review the Company booked other income of

Rs 125.01 Lakh.

Total Expenditure (excluding interest & financial charges and depreciation) of the Company has increased from Rs 21976.88 Lakh to Rs 24937.18 Lakh. After providing for interest and financial charges of Rs 3629.68 Lakh and depreciation of Rs 196.14 Lakh, the Profit before Tax stood at Rs 9723.05 Lakh and Net Profit after Tax at Rs 7055.33 Lakh.

Project Launch:

During the year under review, the Company had launched Residential Project called Malabar Exotica situated at village Tragad, B/h Nirma University, Ahmedabad. The said project comprises of 224 residential units with a total area of 220962 sq. ft. [ 20535.52 sq. mtrs. RERA carpet].

Material changes and commitments:

Issue of Equity Shares on Preferential Basis to Persons belonging to Promoter Group: The Board of Directors at its meeting held on 2nd April, 2021 considered about increase in Authorised Share Capital from Rs 50,00,00,000/- (Rupees Fifty Crores Only) to Rs 70,00,00,000/- (Rupees Seventy Crores Only) and consequent amendment in Clause V of Memorandum of Association of the Company. Further, Board had also approved the proposal for issue and allotment of Equity Shares on Preferential basis to the persons belonging to promoter group of the Company subject to the approval of members by way of Postal Ballot through remote e-voting.

Thereafter, members of the Company accorded their approval and resolutions were passed by way of Postal Ballot on 4th May, 2021.

The Board of Directors at their meeting held on 17th May, 2021, allotted 2460000 (Twenty Four Lakh Sixty Thousand) Equity Shares of Rs 10/- (Ten Only) each at a premium of Rs 48/- (Rupees Forty Eight Only) each, to the persons belonging to Promoter Group for total consideration of Rs 14,26,80,000 (Rupees Fourteen Crores Twenty Six Lakh Eighty Thousand Only). Consequently issued, subscribed and paid up share capital of the Company has been increased from Rs 49,22,70,900/- (Rupees Forty Nine Crore Twenty Two Lakh Seventy Thousand Nine Hundred Only) to Rs 51,68,70,900 (Rupees Fifty One Crore Sixty Eight Lakh Seventy Thousand Nine Hundred Only).

The Equity Shares of the Company were listed and admitted for dealing on stock exchanges w.e.f 4th June, 2021.

Status of the Scheme of Amalgamation:

During the year under review, the Hon'ble National Company Law Tribunal, Bench at Ahmedabad (‘NCLT') had, vide its order dated 24th January, 2022 sanctioned the arrangement embodied in the Scheme of Amalgamation of Sulabh Realty Private Limited (First Transferor Company), Malvika Estate Private Limited (Second Transferor Company) and Gitanjali Infrastructure Private Limited (Third Transferor Company) (together referred to as "Transferor Companies") with Ganesh Housing Corporation Limited ("the Company" or "Transferee Company"). The scheme was approved by the Equity shareholders (including public shareholders), Secured Creditors (including secured debenture holders) and unsecured creditors of the Company with requisite majority on 2nd November, 2021. The Scheme inter-alia provided for amalgamation of the Transferor Companies with the Transferee Company with effect from the Appointed Date i.e. 01.04.2021, pursuant to the provisions of Sections 230 – 232 and/or other applicable provisions of the Act.

In terms of the above Scheme, the Company was required to issue and allot to each member of the Transferor Companies in the following share swap ratio: (i) 761 (Seven Hundred Sixty One) Transferee Company Shares, credited as fully paid-up, for every 1 (One) equity share of the face value of Rs 10/- (Rupees Ten only) each fully paid-up held by such member in the First Transferor Company; (ii) 1344 (One Thousand Three Hundred Forty Four) Transferee Company Shares, credited as fully paid-up, for every 1 (One) equity share of the face value of

Rs 10/- (Rupees Ten only) each fully paid-up held by such member in the Second Transferor Company; and (iii) 1065 (One Thousand Sixty Five) Transferee Company Shares, credited as fully paid-up, for every 1 (One) equity share of the face value of Rs 10/- (Rupees Ten only) each fully paid-up held by such member in the Third Transferor Company.

Accordingly, authorised Share Capital of the Company has been increased from Rs 70,03,00,000/ (Rupees Seventy Crores Three Lakh Only) divided into 7,00,30,000 (Seven Crores Thirty Thousand) equity shares of Rs 10/- (Rupees Ten Only) each to

Rs 100,03,00,000/- (Rupees Hundred Crores Three Lakh Only) divided into 10,00,30,000 (Ten Crores Thirty Thousand) equity shares of Rs 10/- (Rupees Ten Only) by creating additional 3,00,00,000 (Three Crores) equity shares of Rs 10/- (Rupees Ten Only) each ranking pari-passu in all respects with the existing equity shares of the Company and consequent change in Clause No. V i.e. Capital Clause of the Memorandum of Association of the Company has been altered.

Thereafter, the Board of Directors at its meeting held on 9th February, 2022 allotted 31700000 (Three Crores Seventeen Lakh) equity shares of Rs 10/- (Ten Only) each at a premium of Rs 54.01/- (Rupees Fifty Four and One Paisa Only) each to shareholders of the transferor companies. Consequently issued, subscribed and paid up share capital of the Company has been increased from Rs 51,68,70,900/- (Rupees Fifty One Crores Sixty Eight Lakh Seventy Thousand Nine Hundred Only) to 83,38,70,900/- (Rupees Eighty Three Crores Thirty Eight Lakh Seventy Thousand Nine Hundred Only).

The Equity Shares of the Company were listed and admitted for dealing on stock exchanges w.e.f 25th February, 2022. There were no material changes and commitments affecting the financial position of the Company which have occurred between the end of the financial year 2021-2022 and the date of this report, other than those disclosed in this report.

3. TRANSFER TO RESERVES

The Company has not transferred any amount to the General Reserve during the financial year 2021-2022.

4. DIVIDEND AND BOOK CLOSURE

During the year under review, Board has not recommended any dividend. Further, pursuant to Section 91 of Companies Act, 2013 ("the Act") read with Regulation 42 of Securities and

Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015, ("SEBI LODR"), the Register of Members and Share Transfer Books will remain closed from Friday, 29th July, 2022 to Thursday, 4th August, 2022 (both days inclusive) for the purpose of 31st Annual General Meeting ("AGM").

5. FUTURE OUTLOOK

The economic outlook of the country seems positive. However, backdrop of Russia – Ukraine war has raised concerns of inflation and increase in input material cost which is fall out of increased fuel prices.

The board is focusing on master plan of SEZ project which is likely to be rolled out in a phased manner soon.

The Ganesh group is having a land reserve exceeding 500 acres at strategic locations across Ahmedabad which is having a potential of 36 msf of development.

Your directors are expecting to launch a slew of residential and commercial projects in the financial year 2022-23.

6. FIXED DEPOSITS

Your Company has not accepted any public deposits during the financial year under review and, as such, no amount of principal or interest was outstanding as of the Balance Sheet date.

7. SUBSIDIARIES, JOINT VENTURES AND ASSOCIATE COMPANIES

The Company has Three (3) Subsidiaries viz. Madhukamal Infrastructure Private Limited (formerly known as Essem Infra Private Limited), Gatil Properties Private Limited and Million Minds Techspace Private Limited as on 31st March, 2022. Out of the said Companies, Madhukamal Infrastructure Private Limited (formerly known as Essem Infra Private Limited), Gatil Properties Private Limited are material unlisted subsidiary companies in terms of SEBI LODR. Further, Million Minds Techspace Private Limited became subsidiary w.e.f 25th October, 2021. There are no associate companies or joint venture companies within the meaning of Section 2(6) of the Act.

Madhukamal Infrastructure Private Limited (formerly known as Essem Infra Private Limited) ("MIPL") completed schemes called "Maple Tree" and "Maple Trade Centre" and liquidated majority of inventory. During the financial year 2021-2022 the income from operations increased from 16742.56 lakhs to 25884.29 lakhs. MIPL has earned a net profit of Rs 7082.13 lakhs during the financial year 2021-2022. During the corresponding period of the previous year MIPL had incurred a loss of

Rs (5827.43) lakhs.

Gatil Properties Private Limited ("Gatil") is in the process of setting up an integrated township near village Godhavi near Ahmedabad. Million Minds Techspace Private Limited is planning to carry out business relating to SEZ project and other related activities.

During the year, the Board of Directors reviewed the performance of the subsidiaries. In accordance with Section 129(3) of the Act, Consolidated Financial Statements of the Company and all its subsidiaries in accordance with the relevant accounting standards have been prepared which forms part of the Annual Report. Further, a statement containing the salient features of the financial statements of its respective subsidiaries in the prescribed format i.e. AOC-1 also forms part of Annual Report.

In accordance with Section 136 of the Act, the audited financial statements, including the consolidated financial statements and related information of the Company and audited accounts of each of its subsidiaries, are available on the website of your Company viz. www.ganeshhousing.com.

8. DIRECTORS AND KEY MANAGERIAL PERSONNEL

Appointment/Re-appointment:

As per the provisions of sub-section (6) of Section 152 of the Act, Mr. Shekhar G. Patel, Managing Director of the Company, retires by rotation and being eligible has offered himself for re-appointment. The Board recommends his re-appointment. On the recommendation of Nomination and Remuneration Committee, the Board of Directors at its meeting held on 12th May, 2022, re-appointed Mr. Dipakkumar G. Patel as a Whole-time Director w.e.f. 1st October, 2022, subject to approval of members at the ensuing Annual General Meeting. During the year under review, there has been change in Key Managerial Personnel. Ms. Priti Kapadia has resigned as Company Secretary and Compliance Officer w.e.f 20th July, 2021. The Board places on record its appreciation for Ms. Kapadia for her invaluable contribution and guidance during her tenure as Company Secretary and Compliance Officer. Ms. Jasmin Jani has been appointed as Company Secretary and Compliance Officer w.e.f 21st July, 2021.

Other:

The Company has received declarations from the Independent Directors of the Company under Section 149(7) of the Act confirming that they meet criteria of Independence as per relevant provisions of the Act and SEBI LODR. At the first meeting of Board held for financial year 2022-2023, the Board of Directors of the Company has taken on record the said declarations and confirmation as submitted by the Independent Directors.

In the opinion of the Board, the Independent Directors possess the requisite expertise and experience and are persons of high integrity and repute. They fulfill the conditions specified in Act as well as the Rules made thereunder and are independent of the management.

The Company has received confirmation from all the existing Independent Directors of their registration on the Independent Directors Database maintained by the Indian Institute of Corporate Affairs pursuant to Rule 6 of the Companies (Appointment and Qualifications of Directors) Rules, 2014.

In terms of sub-regulation (3) of Regulation 36 of SEBI LODR, brief resume in respect of the Director who is retiring by rotation and proposed to be re-appointed, is provided in the Notice convening the 31st AGM of the Company.

9. DIRECTORS' RESPONSIBILITY STATEMENT

Pursuant to Section 134(5) of the Act, your Directors state that:- (i) In the preparation of the annual accounts for the financial year ended 31st March, 2022, the applicable accounting standards had been followed to the extent applicable to the Company. There are no material departures in the adoption of the applicable Accounting Standards. (ii) 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 31st March, 2022 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) The Directors have prepared the annual accounts on a going concern basis; (v) The directors have laid down internal financial control to be followed by the Company and that such internal financial control are adequate and were operating effectively; and (vi) The directors have devised proper systems to ensure compliance with the provisions of all applicable laws and that such systems were adequate and operating effectively.

10. UNCLAIMED AND UNPAID DIVIDENDS AND SHARES TRANSFERRED TO INVESTOR EDUCATION AND PROTECTION FUND

In accordance with the provisions of sections 124 and 125 of the Act read with Investor Education and Protection Fund (Accounting, Audit, Transfer and Refund) Rules, 2016 ("IEPF Rules") dividends which remain unpaid or unclaimed for a period of seven years from the date of transfer to the Unpaid Dividend Account shall be transferred by the Company to the Investor Education and Protection Fund ("IEPF").

The detail of dividend remitted to IEPF during the financial year 2021-2022 is as follows:

The IEPF Rules mandate companies to transfer all shares in respect of which dividend has not been paid or claimed for seven consecutive years or more in the name of IEPF. The Members whose dividend and/or shares are transferred to the IEPF Authority can claim their shares and/or dividend from the IEPF Authority following the procedure prescribed in the IEPF Rules.

Accordingly, following shares whose dividend has remained unpaid/ unclaimed for a period of seven (7) consecutive years were transferred to IEPF Authority during the financial year 2021-2022:

In accordance with the said IEPF Rules and amendment thereof, the Company will sent notices to all the proposed Shareholders whose shares will become due for transfer to the IEPF Authority on 29th October, 2022 and simultaneously publish newspaper advertisements.

The Company has appointed a Nodal Officer and three Deputy Nodal Officers under the provisions of IEPF, the details of which are available on the website of the Company https://ganeshhousing.com/dividend

11. STATUTORY DISCLOSURES Particulars of Employees

Disclosures pertaining to remuneration and other details as required under Section 197(12) of the Act read with Rule 5(1) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 are given below: a) The ratio of the remuneration of each director to the median remuneration of the employees of the Company and %age increase in the remuneration of each Director, Chief Financial Officer and Company Secretary in the financial year 2021 - 2022:

$The said Directors waived remuneration (except perquisites) in the financial year 2020-21 and up to December, 2021 in the financial year 2021-22.

#Appointed as Company Secretary & Compliance Officer w.e.f. 21st July, 2021.

## Relinquished the office of Company Secretary and Compliance Officer w.e.f. 20th July, 2021.

@Since the remuneration is only for part of the year, the %age increase in remuneration is not comparable and hence, not stated. *The said amount is sitting fees paid to non-executive and Independent Directors. There has been no change in the amount paid per meeting in financial year 2021-22 as compared to previous financial year 2020-21, hence, the increase/decrease is only due to fluctuation in number of meetings.

b) The %age increase/ (decrease) in the median remuneration of employees in the financial year: (0.24)%; c) The number of permanent employees on the rolls of Company as on 31st March, 2022: 114; d) Average percentile increase/(decrease) made in the salaries of employees other than the managerial personnel in the financial year i.e. 2021-2022 was (3.24)% whereas the increase/ decrease in the managerial remuneration (which includes remuneration of CFO) for the same financial year was 517.83%^.

^ Mr. Dipakkumar G. Patel, Whole time Director and Mr. Shekhar G. Patel, Managing Director waived remuneration (except perquisites) in the financial year 2020-21 and up to December, 2021 in the financial year 2021-22. e) It is hereby afirmed that the remuneration paid is as per the Remuneration Policy for Directors, Key Managerial Personnel, and Senior Management Personnel. f ) A statement containing top ten employees in terms of remuneration drawn and the particulars of employees as required under Section 197(12) of the Act read with Rule

5(2) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, is provided in a separate annexure forming part of this report. Further, the report and the accounts are being sent to members excluding this annexure. In terms of Section 136 of the Act, the said annexure is open for inspection at the Registered Office of the Company. Any shareholder who is interested in obtaining a copy of the same may write to Company Secretary.

Conservation 0f Energy, Technology Absorption And Foreign Exchange Earnings And Outgo

The particulars relating to conservation of energy, technology absorption, foreign exchange earnings and outgo, as prescribed under Section 134(3)(m) of the Act read with Rule 8 of the Companies (Accounts) Rules, 2014 are given in Annexure – A annexed hereto and forms part of this Report.

Management Discussion & Analysis Report

Management Discussion & Analysis report for the year under review as stipulated under Regulation 34(2)(e) of the SEBI LODR is annexed as Annexure – B hereto and forms part of this Report.

Corporate Governance Report

Your Directors adhere to the requirements set out in Regulation 34(3) read with Schedule V of the SEBI LODR. Corporate Governance Report as stipulated in the SEBI LODR is annexed as Annexure – C hereto and forms part of this Report along with Certificate from the Practising Company Secretary, Ahmedabad confirming compliance of conditions of Corporate Governance.

12. AUDITORS AND AUDITORS' REPORT Statutory Auditor and Audit Report:

As per the provisions of the Act, the period of office of M/s. Purnesh R. Mehta & Co., Chartered Accountants, Ahmedabad (Firm Registration No. 142830W) were appointed as Statutory Auditors of the Company, expires at the conclusion of the ensuing AGM.

It is proposed to appoint M/s J.M. Parikh & Associates, Chartered Accountants, Ahmedabad (Firm Registration No. 118007W) as Statutory Auditors of the Company for a term of 5 (five) consecutive years from the conclusion of 31st AGM to the conclusion of 36th AGM. M/s J. M. Parikh & Associates, Chartered Accountants have confirmed their eligibility and qualification required under the Act for holding the office, as Statutory Auditors of the Company.

The Notes on financial statement referred to in Auditors' Report are self-explanatory and do not call for any further comments. The Auditors' Report does not contain any qualification, reservation, adverse remark or disclaimer.

Secretarial Auditor and Audit Report:

The Board of Directors of the Company appointed Mr. Anand Lavingia (COP No. 11410), Practicing Company Secretary, to conduct the Secretarial Audit of the Company for the financial year 2021-2022 under Section 204 of the Act.

The Secretarial Audit Report for the financial year 31st March, 2022, under the Act, read with Rules made thereunder and in accordance with Regulation 24A of the SEBI LODR read with Circular no. CIR/CFD/CMD1/27/2019 dated 8th February, 2019 (including any statutory modification(s) or re-enactment(s) thereof for the time being in force) is set out in the Annexure - D to this report. Further, in compliance of Regulation 24A of the SEBI LODR the Secretarial Audit Reports of material unlisted subsidiaries are available on the website of the Company viz. https://ganeshhousing.com/financial-information.

The Secretarial Audit Report does not contain any qualification, reservation, adverse remark or disclaimer.

Cost Auditor and Cost Records:

The Board had appointed M/s J. B. Mistri & Co., Cost Accountants, Ahmedabad (Firm Registration Number 101067), as Cost Auditor for conducting the audit of cost records of the Company for the Financial Year ended 2021-2022.

Further, the Board of Directors on the recommendation of the Audit Committee, appointed M/s J. B. Mistri & Co., Cost Accountants, Ahmedabad (Firm Registration Number 101067), as the Cost Auditors of the Company for the Financial Year 2022-2023 under Section 148 of the Act.

M/s J. B. Mistri & Co. have confirmed that their appointment is within the limits of Section 141(3)(g) of the Act and have also certified that they are not disqualified under Section 141(3) and proviso to Section 148(3) read with Section 141(4) of the Act.

In accordance with the provisions of Section 148 of the Act read with the Companies (Audit and Auditors) Rules, 2014, the remuneration payable to the Cost Auditors as recommended by the Audit Committee and approved by the Board, has to be rati_ed by the Members of the Company. Accordingly, rati_cation by the Members is sought for the remuneration payable to the Cost Auditors for the financial year ending 31st March, 2023 by passing an Ordinary Resolution as set out at Item No. 4 of the Notice.

As per Section 148 of the Act, read with the Companies (Cost Records and Audit) Rules, 2014, your Company is required to maintain cost records and accordingly, such accounts and records are maintained.

Reporting of Frauds by Auditors:

Pursuant to Section 134 (3) (ca) of the Act, the Statutory Auditor, Cost Auditor and Secretarial Auditor have not reported any instances of frauds committed in the Company during the year under review by its Officers or Employees to the Audit Committee or Board under section 143(12) of the Act, details of which needs to be mentioned in this Report.

13. COMMITTEES OF BOARD OF DIRECTORS

The Company has the following Committees of the Board:

The composition of each of the above Committees, their respective role and responsibility is as detailed in the Corporate Governance Report.

The Nomination and Remuneration Policy framed by the Company as per the provisions of section 178(4) of the Act, is available on the website of the Company (https://ganeshhousing.com/assets/main/pdf/corporate-governance/policies/nomination-and-remuneration-policy. pdf ).

14. ANNUAL RETURN

In accordance with the provisions enshrined in the Act, annual return in the prescribed format is available at web-link viz. https://ganeshhousing.com/financial-information pursuant to the provisions of clause (a) of sub-section (3) of Section 134 of the Act.

15. MEETINGS OF BOARD

During the financial year 2021-2022, the Board of Directors met for Thirteen (13) times viz. 2nd April, 2021, 17th May, 2021, 31st May, 2021, 22nd June, 2021, 15th July, 2021, 21st September, 2021, 14th October, 2021, 28th October, 2021, 11th January, 2022, 3rd February, 2022, 9th February, 2022, 5th March, 2022 and 25th March, 2022. During the said financial year, the maximum interval between any two meetings did not exceed 120 days, as prescribed by the Companies Act, 2013.

16. PARTICULARS OF CONTRACTS OR ARRANGEMENT WITH RELATED PARTIES REFERRED IN SECTION 188_1_ OF THE COMPANIES ACT, 2013

In line with the requirements of the Act and the SEBI LODR, the Company has formulated a policy on Related Party Transactions. During the year under review, SEBI LODR requirements were incorporated in the revised Policy on Related Party Transactions. The updated policy can be accessed on the Company's website at https://ganeshhousing.com/ assets/main/pdf/corporate-governance/policies/policy-on-related-party-transaction.pdf During the year under review, all related party transactions entered into by the Company, were approved by the Audit Committee and were arm's length and in the ordinary course of business. Prior omnibus approval has been obtained for related party transactions which are of repetitive nature and entered in the ordinary course of business. The Company has entered into contracts or arrangements in terms of Section 188 (1) of the Act which do not fall under the category of material related party transactions during the year under review. Accordingly, the disclosure of Related Party Transactions as required under Section 134 (3) (h) of the Act in Form AOC - 2 is not applicable. The members of The Company at their duly convened meeting held on 31st March, 2022 have rati_ed / approved Related Party Transactions with various parties.

Details of related party transactions entered into by the Company in terms of Ind AS – 24 have been disclosed in the notes to the standalone/consolidated financial statements forming part of this Annual Report.

17. PARTICULARS OF LOANS, INVESTMENTS AND GUARANTEES UNDER SECTION 186 OF COMPANIES ACT, 2013

Disclosure on details of loans, guarantees and investments pursuant to the provisions of Section 186 of the Act and SEBI LODR, are provided in the financial statements.

18. RISK MANAGEMENT

As per Regulation 21 of the SEBI LODR your Company falls under the category of top 1000 listed companies based on the market capitalisation [(BSE Limited: 691) (National Stock Exchange of India Limited: 672)] as on 31st March, 2022. Accordingly, your Company has formed Risk Management Committee on 12th May, 2022 and adopted Risk Management Policy.

The Board of Directors of the Company has formed a Risk Management Committee to frame, implement and monitor the risk management plan for the Company.

The Committee is responsible for ensuring that the Company maintains effective risk management and internal control systems and processes, and provides regular reports to the Audit Committee on the effectiveness of the risk management program in identifying and addressing material business risks. The Audit Committee has additional oversight in the area of financial risks and controls.

19. CORPORATE SOCIAL RESPONSIBILITY

Pursuant to Section 135 of the Act, the Company has formed Corporate Social Responsibility Committee (CSR Committee) comprising of following members:

The CSR Committee has formulated and recommended to the Board, a Corporate Social Responsibility Policy (CSR Policy) indicating the activities to be undertaken by the Company as specified under Schedule VII of the Act, which has been approved by the Board. The CSR Policy may be accessed on the Company's website at the link: https://ganeshhousing. com/assets/main/pdf/corporate-governance/policies/ corporate-social-responsibility-policy.pdf The annual report on CSR showing initiatives undertaken by the Company during the year under review containing particulars as specified under Rule 8 of the Companies (Corporate Social Responsibility Policy) Rules, 2014 is as per Annexure – E to the Report.

20. ANNUAL EVALUATION MADE BY THE BOARD OF ITS OWN PERFORMANCE AND THAT OF ITS COMMITTEE AND INDIVIDUAL DIRECTORS

During the year under review, the Company conducted Board Evaluation as part of its efforts to evaluate, identify, improve and thereby enhancing the effectiveness of the Board of Directors (Board), its Committees and individual directors. This was in line with the requirements mentioned in the Act and the SEBI LODR.

The Company has also devised a policy for performance evaluation of the Board, Committees and other individual directors (including Independent Directors) which includes criteria such as the composition of committees, effectiveness of committee meetings, attendance of directors, active participation at various meetings, compliances of various laws/codes and policies, etc.

The Board of Directors of the Company has carried out an annual evaluation of its own performance, board committees and individual directors. The performance of the Board was evaluated by the Board after seeking inputs from all the directors on the basis of the criteria such as the board composition, its structure, effectiveness of board processes, information flow and functioning, etc. The performance of the committees was evaluated by the Board after seeking inputs from the committee members on the basis of the criteria such as the composition of committees, effectiveness of committee meetings, etc.

Further, the Board reviewed the performance of the individual directors on the basis of the criteria such as regular attendance in meeting, the contribution of the individual director to the Board and committee meetings like preparedness on the issues/ matters to be discussed, meaningful and constructive contribution and inputs in meetings, etc. In addition, the Chairman was also evaluated on the key aspects of his role.

In a separate meeting of Independent Directors held on 31st March, 2022, performance of non-independent directors, performance of the Board as a whole and performance of the Chairman was evaluated.

21. SIGNIFICANT AND MATERIAL ORDERS

During the year under review, there were no significant or material orders passed by the regulators or courts or tribunals impacting the going concern status and company's operations in future.

22. INTERNAL FINANCIAL CONTROLS

With reference to financial statements, the Company has put in place adequate financial controls in form of policies and procedures 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.

23. AUDIT COMMITTEE

The Audit Committee comprises of total Four (4) members out of which three are Independent and Non-executive Directors viz. Mr. Ashish H. Modi (Chairman), Dr. Bharat J. Patel (Member) & Dr. Tarang M. Desai (Member) and fourth member is Managing Director viz. Mr. Shekhar G. Patel. All the recommendations made by the Audit Committee were accepted by the Board during the year under review.

24. VIGIL MECHANISM

Pursuant to regulation 22 of SEBI LODR your Board has adopted the whistle blower mechanism for directors and employees to report concern about unethical behaviour, actual or suspected fraud, or violation of Company's Code of Conduct and Ethics. The whistle blower policy is available on the website of the Company. The web link of the same viz. https://ganeshhousing.com/assets/main/pdf/corporate-governance/policies/vigil-mechanism.pdf

25. DISCLOSURE AS REQUIRED UNDER SECTION 22 OF SEXUAL HARASSMENT OF WOMEN AT WORKPLACE _PREVENTION, PROHIBITION AND REDRESSAL_ ACT, 2013

The Company has zero tolerance for sexual harassment at workplace and has adopted a policy on prevention, prohibition and redressal of sexual harassment at workplace in line with the provisions of the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013 and the rules framed thereunder for prevention and redressal of complaints of sexual harassment at workplace.

The Company has setup an Internal Complaints Committee (ICC) for redressal of Complaints.

During the financial year 2021-2022, the Company has received Nil complaints on sexual harassment, out of which Nil complaints have been disposed of and Nil complaints remained pending as of 31st March, 2022.

26. COMPLIANCE WITH THE PROVISIONS OF SECRETARIAL STANDARDS:

The applicable Secretarial Standards, i.e. SS-1 and SS-2, relating to ‘Meetings of the Board of Directors' and ‘General Meetings', respectively, have been duly complied by your Company.

27. ACKNOWLEDGEMENTS

Your Directors thank Company's employees, customers, vendors and investors for their unstinted support. Further, your Directors also express a deep sense of gratitude for guidance, assistance and cooperation received from Central Government, State Government and concerned Government department and agencies and various bankers viz. Tamilnad Mercantile Bank Limited, ICICI Bank, HDFC Bank, Axis Bank, Punjab National Bank and AU Small Finance Bank as well as various NBFC Lenders.