Your Directors have pleasure in presenting the 11^th Annual Report on the business and operations of your Company along with
the Audited Financial Statements and the Auditors' Report thereon for the financial year ended 31^st March, 2025.

Financial summary or highlights/Performance of the Company (Standalone)

The financial performance of the Company (on a standalone basis) for the financial year 2024-25 is as follows:

Results of operations and state of affairs for financial year 2024-25

During the financial year 2024-25, your Company's revenue from operations stood at Rs. 10,312.75 lakhs as against Rs. 4,329.71
lakhs in the previous year, recording a growth of about 138.19% over previous year. On standalone basis, the Company has
registered positive EBITDA of Rs. 2,073.07 lakhs during the financial year 2024-25 as compared to positive EBITDA of Rs. 962.96
lakhs during previous financial year. During the year under review, your Company has registered profit after tax of Rs. 1,047.44
lakhs as against profit of Rs. 422.98 lakhs in the previous year, on standalone basis.

Conversion of Company from Private Limited to Public Limited

Your Company was originally incorporated as ‘Purple United Sales Private Limited' as Private Limited Company under the
provisions of Companies Act, 2013 vide Certificate of Incorporation dated 16^th September, 2014 bearing Corporate Identification
Number U51909DL2014PTC271636 issued by the Registrar of Companies, Central Registration Centre, Ministry of Corporate
Affairs, Govt. of India. Subsequently, the name of your company has changed from ‘Purple United Sales Private Limited' to
‘Purple United Sales Limited' vide Fresh Certificate of Incorporation dated 20^th June, 2024 bearing Corporate Identification
Number U51909DL2014PLC271636. Further, your Company was converted into a public limited Company pursuant to a special
resolution passed by your shareholders at the EGM held on 11^th May, 2024.

The detailed information on the business operations of the Company and other relevant information is given in the Management
Discussion and Analysis Report forming part of the Annual Report.

Initial Public Offer (IPO) and Listing at SME Platform of National Stock Exchange of India Limited (“NSE Emerge”)

During the financial year 2024-25, the Company initiated the process of Initial Public Offer (IPO) for 26,04,000 Equity shares
of Rs. 10/- each at an issue price of Rs. 126/- (including a premium of ? 116) having an issue size of Rs. 3,281 lakhs. With your
valuable support and confidence in the Company and its management, the IPO was subscribed 160.08 times, and the Equity
shares of the Company were successfully listed on NSE Emerge on 18^th December, 2024.

Nature of Business

The Company is engaged in the fashion business of design, development, sourcing, marketing, and distribution of Kids Apparel
and Footwear. There are 60 Retail Stores/Exclusive Brand Outlet as on the date of this report. The products are sold directly to
consumers as well as through distribution channels.

During the financial year under review, there has been no change in the nature of Company's business.

Details of Lock-in of Shares

In accordance with the Securities and Exchange Board of India (Issue of Capital and Disclosure Requirements) Regulations, 2018,
the shares held by your esteemed Promoters and Public Shareholders (who held shares before your Initial Public Offering) are
subject to and held in lock-in state as mandated by the SEBI regulations.

Dividend

With a view to strengthening the Company's financial position and ensuring sustainable growth, the Board of Directors has not
recommended any dividend on the Equity Shares of the Company for the financial year 2024-25.

Transfer to Reserves

During the financial year, the Board of your Company has not appropriated/ transferred any amount to the reserves. The profit
earned during the financial year has been carried to the balance sheet of the Company as part of the Profit and Loss Account.

Share Capital structure of the Company

A. Authorized Capital and Changes thereon if any

During the year under review, the Company has increased its authorized share capital from Rs. 7,00,00,000 /- (Rupees Seven
Crores) to Rs. 11,00 ,00 ,000 /- (Rupees Eleven Crores) by addition of 40,00,000 (Forty Lakhs Only) Equity Shares of Rs. 10/-
(Rupee Ten Only) each aggregating to Rs. 4,00,00,000/- (Four Crores Only) in the Extraordinary General Meeting held on
11^th May 2024.

B. Paid up Capital and Changes thereon, if any:

The Issued, Subscribed and Paid-up capital is Rs. 9,60,98,000/- (Rupees Nine crores Sixty Lakhs and Ninety-Eight Thousand
Only) divided into 96,09,800 (Ninety-Six Lakhs Nine Thousand and Eight Hundred) equity shares of Rs. 10/-.

At the beginning of financial year 2024-25, the paid up share capital of the company was Rs. 6,63,30,000 comprising of
66,33,000 equity shares of Rs. 10 each. On 23^rd May, 2024, the Company allotted 3,72,800 Equity Shares of Face Value
of Rs. 10/- each at a premium of Rs. 72/- each amounting to Rs. 3,05,69,600/- to Public on Preferential Allotment basis
through Resolution passed at the Extra Ordinary General Meeting held on 11^th May, 2024 Consequently, the Paid-up share
capital increased to 7,00,58,000 comprised of 70,05,800 equity shares of Rs. 10 each. Further, pursuant to the IPO, and the
allotment of equity shares on 16^th December, 2024, the Paid-up Share Capital was increased to Rs. 9,60,98,000 comprised of
96,09,800 equity shares of Rs. 10 each.

Therefore, the issued, subscribed, and Paid-up capital of the company is increased from Rs. 6,63,30,000 /- to Rs. 9,60,98,000 /-.
Allotment details and changes in share capital during the year are summarized in the table above.

Other than above-mentioned alterations there has been no change in the Issued, Paid-up and Subscribed Capital of the
company during the financial year under review.

During the financial year under review, the Company has not issued any equity shares with differential rights / sweat equity
shares under Rule 4 and Rule 8 of the Companies (Share Capital and Debentures) Rules, 2014.

Employee Stock Option Plan (ESOP)

During the financial year under review, no shares have been offered by the Company pursuant to the SEBI (Share Based Employee
Benefits) Regulations, 2014 and as per the provisions of section 62(1)(b) of the Companies Act, 2013 (“the Act”) read with Rule
12(9) of the Companies (Share Capital and Debenture) Rules, 2014.

Further, during the current year, with a view to motivate the employees seeking their contribution to the corporate growth, to
create a sense of ownership and participation amongst them, to attract new talents and to retain them for ensuring sustained
growth, the Board of Directors of the Company, had at its meeting held on 27^th August, 2025, proposed implementation of
‘Purple United Sales Limited Employees Stock Option Scheme - 2025' to cover eligible employees of the Company, subject to the
shareholders' approval.

Deviation or Variation from proceeds or utilization of funds raised from Public Issue

Your Company got listed on NSE Emerge on 18^th December, 2024, and and as of the date of this Director's Report, the funds
raised from the public have been utilized for the purposes stated in the offer document, with no deviations or variations in their
use.

Transfer to Investor Education and Protection Fund

There was no amount lying with regard to unpaid and unclaimed dividend of earlier years which was required to be transferred or
is due to be transferred to the Investor Education and Protection Fund (IEPF) during the financial year 2024-25, in terms of the
applicable provisions of the Act read with the IEPF Authority (Accounting, Audit, Transfer and Refund) Rules, 2016 (‘IEPF Rules'),
as amended time to time.

There were no shares which were required to be transferred or are due to be transferred to the IEPF, during the FY 2024-25.

Significant and material orders impacting the going concern status and Company’s operations in future

During the financial year under review, no significant and material orders were passed by any regulator, tribunal or court which
may impact the going concern status of the Company or its future operations.

Further, during the financial year under review, there was no instance of one time settlement with any bank or financial institution.
Details of Subsidiary/Joint Ventures/Associate Companies

During the financial year under review, no Company became or ceased to be subsidiaries, joint ventures or associates of the
Company.

There are no subsidiaries, joint ventures or associates of the Company.

Directors and Key Managerial Personnel

i. Appointment of Executive Director: The Board of Directors has in its meeting held on 26^th February, 2024, approved the
appointment of Mr. Jatinder Dev Seth (DIN: 06944942) as the Managing Director and Ms. Bhawna Seth as the Whole- time
Director for a period of three (3) years w.e.f. 01^st April 2024, subject to approval of shareholders of the Company and the same
were subsequently approved by the shareholders at the Extra Ordinary General Meeting held on 01^st March, 2024.

ii. Appointment of Non-Executive Independent Directors: During the financial year under review, the appointment of Mr. Pankaj
Lal Gupta (DIN: 07537290), Mr. Vishal Sharma (DIN: 10604586), Mr. Tarun Anand (DIN: 10617975) who were appointed as
Non-Executive Independent Director by the Board of Directors, w.e.f. 08^th May, 2024 was approved by the shareholders at
the Extra Ordinary General Meeting held on 11^th May, 2024.

iii. Director retiring by rotation: In accordance with the provisions of Section 152 of the Act and the Articles of Association of
the Company, Mr. Jatinder Dev Seth (DIN: 06944942), Managing Director of the Company is liable to retire by rotation at the
ensuing AGM and being eligible, has offered himself for re-appointment as director.

Your Directors recommend re-appointment of the above said director in the ensuing AGM.

iv. Profile of Director seeking re-appointment: The brief resume of the Director seeking re-appointment along with other details
as stipulated under Regulation 36(3) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (“SEBI
Listing Regulations”) and Secretarial Standards issued by The Institute of Company Secretaries of India, are provided in the
Notice convening the ensuing AGM of the Company.

v. Declaration by Independent Directors: Your Company has received declarations from all the Independent Directors of the
Company confirming that they meet the criteria of independence provided in Section 149(6) of the Act and Regulation 16 of
the SEBI Listing Regulations and there has been no change in the circumstances which may affect their status as independent
director during the year under review. The Independent Directors have also confirmed that they have complied with the
Company's Code of Conduct for Board of Directors and Senior Managerial Personnel. Further, all the Directors have also
confirmed that they are not debarred to act as a Director by virtue of any SEBI order or any other authority.

vi. Statement regarding opinion of the Board with regard to integrity, expertise and experience (including the proficiency) of
the Independent Directors appointed during the year: In the opinion of the Board, the Independent Directors possess the
attributes of integrity, expertise and experience as required to be disclosed under Rule 8(5)(iiia) of the Companies (Accounts)
Rules, 2014 (as amended).

vii. Meeting of Independent Directors: In accordance with the provisions of Schedule IV of the Act read with the Rules thereunder
and Regulation 25 of the SEBI Listing Regulations, a separate meeting of the Independent Directors was held on 13^th December,
2024 without the attendance of Non-Independent Directors and members of the management. All the Independent Directors
were present at the said meeting. The Independent Directors, inter-alia, reviewed the performance of Non-Independent
Directors, Chairman and the Board of Directors as a whole, taking into account the views of the Executive and Non-Executive
Directors. The Independent Directors also evaluated the quality, quantity and timeliness of flow of information between the
Company's management and the Board that is necessary for the Board to effectively and reasonably perform their duties. The
Chairman of the said meeting also provided the feedback to the Board about the key elements that emerge out of the meeting.

viii. Registration in Independent Directors' Data Bank: The Company has received confirmation from all the Independent Directors
that they have registered themselves in the Independent Director's Data Bank of Indian Institute of Corporate Affairs at
Manesar in compliance with the provisions of sub-rule (1) of rule 6 of Companies (Appointment and Qualification of Directors)
Rules, 2014.

ix. Cessation and appointment of Key Managerial Personnel: During the financial year under review, The Board of Directors
appointed Mr. Naresh Kumar as the Chief Financial Officer of the Company w.e.f. 01^st May, 2024 and Mr. Vishnu Kumar as
the Company Secretary and Compliance Officer of the Company w.e.f. 20^th May, 2024. Mr. Vishnu Kumar resigned from the
services of the Company w.e.f. close of business hours of 21^st May, 2025.

Further, during the current year the Board of Directors on the recommendation of NRC has appointed Ms. Ayati Gupta as the
Company Secretary and Compliance Officer of the Company w.e.f. 24^th May 2025.

Apart from the above, there is no other change in the directors and Key Managerial Personnel during the financial year under
review and thereafter.

Board Evaluation

In compliance with the applicable provisions of the Act and SEBI Listing Regulations, the Board of Directors on recommendation
of the NRC had approved and adopted the Evaluation Policy setting out the process, format, attributes and criteria for the
performance evaluation of the Board, Board Committees and Individual Directors.

An annual performance evaluation of all Directors, the Committees of the Board and the Board as a whole was carried out during
the year under review. For the purpose of carrying out performance evaluation, assessment questionnaires were circulated to
all Directors and their feedback was obtained and recorded. The Board of Directors has expressed its satisfaction with the
evaluation process.

Public Deposits

During the financial year under review, your Company has not invited or accepted any deposits from the public or members
pursuant to the provisions of Sections 73 and 76 of the Act read with Companies (Acceptance of Deposits) Rules, 2014 and
therefore, no amount of principal or interest was outstanding in respect of deposits from the Public as at the beginning or end of
the financial year 2024-25.

Energy Conservation, Technology Absorption and Foreign Exchange Earnings & Outgo

The Company does not have any manufacturing activity. Thus, the provisions related to conservation of energy and technology
absorption are not applicable on the Company.

The Company continues to adopt sustainable business practices and strives to minimize its environmental impact by promoting
resource conservation and safe operations across all its activities

The particulars regarding conservation of energy, technology absorption and foreign exchange earnings & outgo, as required
under Section 134 of the Act read with Rule 8 of the Companies (Accounts) Rules, 2014 (“Accounts Rules”) are given below:

Conservation of Energy:

Steps taken for conservation : Not Applicable

Steps taken for utilizing alternate sources of energy : Not Applicable

Capital investment on energy conservation equipments : Not Applicable

Technology Absorption:

Efforts made for technology absorption : NIL

Benefits derived : NIL

Expenditure on Research &Development, if any : NIL

Details of technology imported, if any : NIL

Year of import : NIL

Whether imported technology fully absorbed : NIL

Areas where absorption of imported technology has not taken place, if any : NIL

Foreign Exchange Earnings/ Outgo (in Rs.):

Auditors and Audit Reports

i) Statutory Auditors and Audit Report:

During the financial year under review, M/s. Naresh Agrawal & Associates, Chartered Accountants (Firm Registration
Number: 9401N), who were appointed by the members at the 6^th Annual General Meeting (“AGM”) of the Company held on
30^th December, 2020, as Statutory Auditors of the Company, for a period of five (5) consecutive years till the conclusion of
the 11^th AGM of the Company, tendered their resignation as the Statutory Auditors of the Company w.e.f. 05^th April, 2024,
due to some personal reasons.

In order to fill the casual vacancy consequent to the resignation of M/s. Naresh Agrawal & Associates, Chartered Accountants,
the Board of Directors of the Company at their meeting held on 09^th April, 2024, after obtaining the consent and eligibility
certificate under Section 139(1) of the Companies Act, 2013, appointed M/s. NGMKS & Associates, Chartered Accountants
(Firm Regn. No. 024492N), as the Statutory Auditors of the Company w.e.f. 09^th April, 2024 till the conclusion of 10^th AGM of
the Company, subject to the approval and ratification by the Members and the same was approved by the shareholders at the
Extra Ordinary General Meeting of the Company held on 11^th May, 2024.

Further, during the financial year under review, on the recommendation of the Board of Directors of the Company, the
appointment of M/s. NGMKS & Associates, Chartered Accountants (Firm Regn. No. 024492N) as the Statutory Auditors of
the Company to hold office for a period of five (5) consecutive years from the conclusion of the 10^th AGM of the Company
held on 08^th July, 2024 till the conclusion of the 15^th AGM of the Company, on a remuneration, out-of-pocket expenses, etc.
incurred in connection with the audit as may be decided by the Board in consultation with the auditors from year to year, was
approved by the shareholders at the AGM of the Company held on 08^th July, 2024.

M/s. NGMKS & Associates has confirmed that they are not disqualified from continuing as Statutory Auditors of the Company.

The Auditors' Report does not contain any qualification, reservation or adverse remark on the financial statements for the year
ended 31^st March, 2025.

The Notes to financial statements and other observations, if any, in the Auditors' Report are self-explanatory and therefore,
do not call for any further comments.

The Statutory Auditors' Report for the financial year ended 31^st March, 2025 forms part of this Annual Report.

During the financial year 2024-25, the Statutory Auditors have not reported any incident related to fraud to the Audit
Committee or the Board under Section 143(12) of the Act, therefore no detail is required to be disclosed under Section 134(3)
(ca) of the Act.

ii) Secretarial Auditors and Secretarial Audit Report: Pursuant to the provisions of Section 204 of the Act read with Rule 9 of
the Managerial Personnel Rules, the Board of Directors had appointed M/s. Brajesh Kumar & Associates, Practicing Company
Secretaries to conduct Secretarial Audit of the Company for the financial year 2024-25. The Secretarial Audit Report issued
by them is annexed as Annexure - I to this Report. The Secretarial Audit Report does not contain any qualification, reservation
or adverse remark. During the financial year 2024-25, the Secretarial Auditors have not reported any matter under Section
143(12) of the Act, therefore no detail is required to be disclosed under Section 134(3)(ca) of the Act.

The Board of Directors, upon the recommendation of the Audit Committee, at their meeting held on 27^th August, 2025
has appointed M/s. Mohit Singh Kharayat & Co., Practicing Company Secretaries, as Secretarial Auditors, for conducting
Secretarial Audit of the Company for the financial year 2025-26. Your Company has received written consent from M/s. Mohit
Singh Kharayat & Co. to act as Secretarial Auditors of the Company for the FY 2025-26.

iii) Internal Auditors and Internal Audit Report: Pursuant to Section 138 of the Companies Act, 2013 read with the Companies
(Accounts) Rules, 2014 (as amended), the Board of Directors of the Company, has appointed M/s. Vikas Bansal & Associates,
Chartered Accountants, [ICAI Firm Registration No.- 032441N], as the Internal Auditors of the Company for the financial year
2024-25.

The Internal Audit Findings and Report submitted by the said Internal Auditors, during the financial year, to the Audit
Committee and Board of Directors of the Company, do not contain any adverse remarks and qualifications hence do not call
for any further explanation by the Company.

Further, pursuant to the provisions of Section 138 of the Act read with the Companies (Accounts) Rules, 2014 and on the
recommendation of the Audit Committee, the Board of Directors appointed M/s. Vikas Bansal & Associates to conduct an
Internal Audit of the Company for the FY 2025-26. Your Company has received written consent from M/s. Vikas Bansal &
Associates to act as Internal Auditor of the Company for the FY 2025-26.

Risk Management

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

There are no risks identified by the Board which may threaten the existence of the Company. The detailed Risk Review is provided
in the Management Discussion and Analysis Report, forming integral part of Annual Report.

Internal Financial Controls

Your Company has in place adequate internal financial controls commensurate to the size and nature of its business. The Company

has policies and procedures in place for ensuring orderly and efficient conduct of its business and operations including adherence to
the Company's policies, safeguarding of its assets, prevention and detection of frauds and errors, accuracy and completeness of the
accounting records and timely preparation of reliable financial information. The internal financial controls operate effectively and
no material weakness exists. The Company has a process in place to continuously monitor the same and identify gaps, if any, and
implement new and / or improved controls whenever the effect of such gaps have a material effect on the Company's operations.

Board Meetings

During the financial year 2024-25, thirty-two (32) Board meetings dated 09^th April 2024, 29^th April 2024, 01^st May 2024,
08^th May 2024, 10^th May 2024, 14^th May 2024, 17^th May 2024, 23^rd May 2024, 18^th June 2024, 21^st June 2024, 13^th July 2024,
23^rd July 2024, 29^th July 2024, 10^th August 2024, 29^th August, 2024, 07^th September 2024, 25^th September 2024, 28^th September
2024, 29^th September 2024, 30^th September 2024, 01^st October 2024, 04^th October 2024, 15^th October 2024, 25^th October 2024,
23^rd November 2024, 30^th November 2024, 10^th December 2024, 13^th December 2024, 16^th December 2024, 17^th December
2024, 06^th March 2025 and 28^th March 2025 were held. The intervening gap between two meetings was not more than 120 days.
The details of attendance of each Director at the Board Meetings during the year are as under:

*Mr. Pankaj Lal Gupta, Mr. Tarun Anand and Mr. Vishal Sharma were appointed as Non-Executive Independent Director w.e.f.
08^th May, 2024.

The Company, being listed under SME segment, the provisions relating to Corporate Governance and number of memberships in
committees are not applicable.

None of the Directors of the Company are related to each other as per section 2(77) of the Companies Act, 2013, except
Mr. Jatinder Dev Seth and Ms. Bhawna Seth are spouse.

Committees of The Board of Directors

To ensure timely and effective functioning of the Board of Directors and the Company, in addition to compliance with the
provisions of the Companies Act, 2013, Rules framed thereunder, SEBI Listing Regulations and other applicable regulations,
guidelines, circulars and notifications of the Securities and Exchange Board of India (“SEBI”), the Board of Directors has constituted
various Committees with specific terms of reference, which include Audit Committee, Nomination and Remuneration Committee
and Stakeholders' Relationship Committee. The Committees meet as often as required. The Board is updated on the discussions
held at the Committee meetings and the recommendations made by the various Committees. The minutes of meetings of these
Committees are placed at the Board meetings. All the recommendations made by the Committees to the Board of Directors
during the financial year 2024-25 were accepted by the Board of Directors.

A. Audit Committee

The Company has constituted the Audit Committee vide resolution passed in the meeting of Board of Directors held on
21^st June, 2024 as per the applicable provisions of the Section 177 of the Companies Act, 2013 read with Rule 6 of the
Companies (Meetings of Board and its Powers) Rules, 2014 and all applicable clauses of SEBI Listing Regulations (as amended).

The detail of the composition of the Audit Committee along with their meetings held/attended is as follows:

The Company Secretary of the Company shall act as a Secretary to the Audit Committee. The Chairman of the Audit Committee
shall attend the Annual General Meeting of your Company to answer shareholder queries, if any.

All the members of the Committee are financially literate persons having vast experience in the area of finance, accounts,
strategy & management. The Chairperson of the Audit Committee is an Independent Director.

The Audit Committee shall continue to be in function as a committee of the Board until otherwise resolved by the Board in
accordance with its powers as Part C of Schedule II of SEBI Listing Regulation, 2015 as amended and the Companies Act,
2013 or any other power and responsibilities as may be designated by the board of directors from time to time.

Terms of reference: The terms of reference and scope of the Audit Committee, inter-alia, include the following:

• The recommendation for appointment, remuneration and terms of appointment of auditors of the Company;

• Review and monitor the auditor's independence and performance, and effectiveness of audit process;

• Examination and reviewing of the financial statement and the auditors' report thereon before submission to the board for
approval, with particular reference to:

i. Matters required to be included in the Directors' Responsibility Statement to be included in the Board's report in terms
of clause of Sub-Section (3) of Section 134 of the Act;

ii. Changes, if any, in accounting policies and practices and reasons for the same;

iii. Major accounting entries involving estimates based on the exercise of judgment by management;

iv. Significant adjustments made in the financial statements arising out of audit findings;

v. Compliance with listing and other legal requirements relating to financial statements;

vi. Disclosure of any related party transactions;

vii. Qualifications in the draft audit report

• Examination and reviewing, with the management, the quarterly financial statements before submission to the board for
approval;

• Approval or any subsequent modification of transactions of the Company with related parties;

• Scrutiny of inter-corporate loans and investments;

• Valuation of undertakings or assets of the Company, wherever it is necessary;

• Evaluation of internal financial controls and risk management systems;

• Monitoring the end use of funds raised through public offers and related matters;

• Oversight of the Company's financial reporting process and the disclosure of its financial information to ensure that the
financial statement is correct, sufficient and credible;

• Reviewing, with the management, performance of statutory and internal auditors, adequacy of the internal control systems;

• Reviewing the adequacy of internal audit function, if any, including the structure of the internal audit department, staffing
and seniority of the official heading the department, reporting structure coverage and frequency of internal audit;

• Discussion with internal auditors of any significant findings and follow up thereon;

• Reviewing the findings of any internal investigations by the internal auditors into matters where there is suspected fraud
or irregularity or a failure of internal control systems of a material nature and reporting the matter to the board;

• Review, with the management, the statement of uses / application of funds raised through an issue (public issue, rights
issue, preferential issue, etc.), the statement of funds utilized for purposes other than those stated in the issue document
/ prospectus / notice and the report submitted by the monitoring agency monitoring the utilisation of proceeds of a public
or rights issue, and making appropriate recommendations to the board to take up steps in this matter;

• Discussion with statutory auditors before the audit commences, about the nature and scope of audit as well as post-audit
discussion to ascertain any area of concern;

• Approve payment to statutory auditors for any other services rendered by the statutory auditors;

• Look into the reasons for substantial defaults in the payment to the depositors, debenture holders, shareholders (in case
of nonpayment of declared dividends) and creditors;

• Approval of appointment of Chief Financial Officer (i.e., the Whole-time Finance Director or any other person heading the
finance function or discharging that function) after assessing the qualifications, experience and background, etc. Of the
candidate;

• Oversee the procedures and processes established to attend to issues relating to the maintenance of books of accounts,
administrations procedures, transactions and other matters having a bearing on the financial position of your company,
whether raised by the auditors or by any other person;

• Act as a compliance committee to discuss the level of compliance in your Company and any associated risks and to monitor
and report to the Board on any significant compliance breaches;

• (Reviewing the Management discussion and analysis of financial position and results of operations;

• Reviewing the Management letters / letters of internal control weaknesses issued by the statutory auditors;

• Reviewing the Internal audit reports relating to internal control weaknesses;

• Reviewing the appointment, removal and terms of remuneration of the chief internal auditor shall be subject to review by
the Audit Committee;

• Reviewing the functioning of the Whistle Blower mechanism;

• Reviewing/ redressal of complaint/s under the Sexual Harassment of Women at Workplace (Prohibition, Prevention &
Redressal) Act, 2013;

• Subject to and conditional upon approval of your Board, approval of related party transactions or subsequent
modifications thereto. Such approval can be in the form of omnibus approval of related party transactions, subject
to conditions not inconsistent with the conditions specified in Regulation 23(2) and Regulation 23(3) of the SEBI
LODR Regulations;

• Establishment of a vigil mechanism for directors and employees to report genuine concerns about unethical behavior,
actual or suspected fraud or violation of the Company's code of conduct or ethics policy in such manner as may be
prescribed, which shall also provide for adequate safeguards against victimization of persons who use such mechanism
and make provision for direct access to the chairperson of the Audit Committee in appropriate or exceptional cases;

• Review the utilization of loans and/ or advances from/investment by the holding company in the subsidiary
exceeding rupees 100 crore or 10% of the asset size of the subsidiary, whichever is lower including existing loans /
advances / investments existing as on the date of coming into force of this provision;

• Such other functions/ activities as may be assigned/ delegated from time to time by the Board of Directors of the
Company and/ or pursuant to the provisions of the Companies Act, 2013 read with the Companies (Meetings of
Board and its Powers) Rules, 2014 (as amended) and SEBI Listing Regulations.

Meetings:

During the financial year 2024-25, two meetings of the Committee were held.

B. Nomination and Remuneration Committee

The Company has constituted the Nomination and Remuneration Committee vide resolution passed in the meeting of Board

of Directors held on 21^st June, 2024 as per the applicable provisions of the Section 178 of the Companies Act, 2013, Schedule

V and other applicable provisions of Companies Act, 2013 read with rule 6 of the Companies (Meetings of Board and its

Powers) Rules, 2014 and applicable clauses of SEBI Listing Regulations (as amended).

The detail of the composition of the Nomination and Remuneration Committee along with their meetings held/attended is as

follows:

The Committee comprises of non-executive directors with majority of independent directors. The Chairman of the Committee

is an independent director.

The Company Secretary of your Company shall act as a Secretary to the Nomination and Remuneration Committee.

Terms of reference : The terms of reference of the Nomination and Remuneration Committee, inter-alia, include the following:

• Formulation of the criteria for determining qualifications, positive attributes and independence of a director and recommend
to the Board a policy, relating to the remuneration of the directors, key managerial personnel and other employees;

• Formulation of criteria for evaluation of performace of Independent Directors and the Board;

• Devising a policy on Board diversity;

• Identifying persons who are qualified to become directors and who may be appointed in senior management in accordance
with the criteria laid down, and recommend to the Board of Directors their appointment and removal and shall carry out
evaluation of every director's performance;

• Determining, reviewing and recommending to the Board, the remuneration of the Company's Managing/ Joint Managing/
Deputy Managing/ Whole time/ Executive Director(s), including all elements of remuneration package;

• To ensure that the relationship of remuneration to perform is clear and meets appropriate performance benchmarks.

• Formulating, implementing, supervising and administering the terms and conditions of the Employee Stock Option Scheme,
Employee Stock Purchase Scheme, whether present or prospective, pursuant to the applicable statutory/regulatory guidelines;

• Carrying out any other functions as authorized by the Board from time to time or as enforced by statutory/ regulatory
authorities;

• Formulating and recommending to the Board of Directors for its approval and also to review from time to time, a nomination
and remuneration policy or processes, as may be required pursuant to the provisions of the Companies; and

• Engaging the services of any consultant/professional or other agency for the purpose of recommending compensation
structure / policy.

• Whether to extend or continue the term of appointment of the independent director, on the basis of the report of
performance evaluation of independent directors.

• Recommend to the board, all remuneration, in whatever form, payable to senior management.

Meetings:

During the financial year 2024-25, one meeting of the Committee was held.

C. Stakeholders Relationship Committee

The Company has constituted the Stakeholders Relationship Committee vide resolution passed in the meeting of Board of

Directors held on 21^st June, 2024 as per the applicable provisions of the Section 178 sub section (5) of the Companies Act,

2013 read with rule 6 of the Companies (Meetings of Board and its Powers) Rules, 2014 and applicable clauses of SEBI Listing

Regulations (as amended).

The detail of the composition of the Stakeholders Relationship Committee along with their meetings held/attended is as

follows:

The Company Secretary of your Company shall act as a Secretary to the Stakeholders Relationship Committee.
The details of the investor's complaints received and resolved during the financial year 2024-25 are as follows:

Terms of reference: The terms of reference of the Stakeholders' Relationship Committee, inter-alia, include the following:

• The Stakeholders Relationship Committee shall oversee all matters pertaining to investors of your Company.

• Considering and resolving the grievance of security holders of the Company including complaints related to transfer of
shares, non-receipt of annual report and non-receipt of declared dividends;

• Monitoring transfers, transmissions, dematerialization, remateralization, splitting and consolidation of Equity Shares and other
securities issued by your Company, including review of cases for refusal of transfer / transmission of shares and debentures;

• Reference to statutory and regulatory authorities regarding investor grievances;

• To otherwise ensure proper and timely attendance and redressal of investor queries and grievances;

• Such other functions / activities as may be assigned / delegated from time to time by the Board of Directors of the
Company and/or pursuant to the provisions of the Act read with SEBI Listing Regulations.

• Review of measures taken for effective exercise of voting rights by shareholders.

• Review of adherence to the service standards adopted by the listed entity in respect of various services being
rendered by the Registrar & Share Transfer Agent.

• Review of the various measures and initiatives taken by the listed entity for reducing the quantum of unclaimed
dividends and ensuring timely receipt of dividend warrants/annual reports/statutory notices by the shareholders of the
company.

Meetings:

During the financial year 2024-25, one meeting of the Committee was held.

General Meeting / Postal Ballot

During the financial year ended 31^st March, 2025, apart from AGM of the Company held on 08^th July, 2024, the Company had
sought approval of the shareholders through the following Extra Ordinary General Meeting:

a. Extra Ordinary General Meeting dated 11^th May, 2024 for seeking approval of the shareholders for -

i. Increase in Authorized Share Capital and Alteration of Memorandum of Association

ii. Approval for Issue and Allotment of Equity Shares on Preferential Basis through Private Placement

iii. Appointment of Statutory Auditor in Casual Vacancy

iv. Appointment of Mr. Pankaj Lal Gupta as an Independent Director

v. Appointment of Mr. Tarun Anand as an Independent Director

vi. Appointment of Mr. Vishal Sharma as an Independent Director

vii. Conversion from Private Limited Company into Public Limited Company

viii. Modification in the Memorandum of Association

ix. Adoption of a new set of Articles of Association

b. No postal ballot was conducted during the financial year 2024-25.

Nomination and Remuneration Policy

Pursuant to the provisions of Section 178(3) of the Act, Regulation 19(4) of SEBI Listing Regulations and as per the recommendations
of NRC, the Board has adopted a policy for appointment and remuneration of the Directors, Key Managerial Personnel, Senior
Management Personnel and other employees of the Company. The compensation and packages of the aforesaid persons are
designed in terms of remuneration policy framed by the NRC. The remuneration policy of your Company may be accessed on the
Company's website at the link: https://purpleunited.in/media/wysiwyg/investor/policy_for_nomination.pdf.

Weblink of Annual Return

As required pursuant to Section 134 and 92(3) of the Act, the Annual Return of the Company for the financial year ended on
31^st March, 2025 is available on the Company's website and can be viewed at: https://purpleunited.in/investors#financials.

Related Party Transactions

All contracts / arrangements / transactions entered by the Company with Related Parties during the year under review were in
ordinary course of Business and at arm's length basis. As per the provisions of Section 177 of the Act and Rules made thereunder
read with Regulation 23 of the SEBI Listing Regulations, your Company had obtained approval of the Audit Committee under
omnibus approval route and / or under specific agenda items for entering into such transactions.

All the related parties transaction are in compliance with the Accounting Standards issued by ICAI and further details are
mentioned in the notes of the Financial Statements.

The Company has not entered into any 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 read with Rule 8(2) of the Companies (Accounts)
Rules, 2014 in the prescribed Form AOC-2 is not applicable.

Your Directors draw attention of the members to notes to the financial statements which inter-alia set out related party disclosures
as required under Accounting Standard - 18 (AS-18) ‘'Related Party Disclosures” notified under Rule 7 of the Companies (Accounts)
Rules, 2014 have been provided in the Notes forming part of the Financial Statements. As per the provisions of the Section 188
of the Act and Regulation 23 of SEBI Listing Regulations, your Company has formulated a policy on Related Party Transactions
which is available on Company's website at the link https://purpleunited.in/media/wysiwyg/investor/policy_on_materiality.pdf.
The policy intends to ensure that proper reporting, approval and disclosure processes are in place for all transactions between
the Company and the Related Parties.

Particulars of Employees and Related disclosures

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 (“Managerial Personnel Rules”) are provided
in the prescribed format and annexed herewith as Annexure - II to this Report.

During the financial year under review, there was no employee whose remuneration was in excess of the limits prescribed under
Rules 5(2) & (3) of the Companies (Appointment & Remuneration of Managerial Personnel) Rules, 2014.

Particulars of Loans, Guarantees or Investments

The particulars of loans and guarantees given, security provided and investments made, if any, covered under the provisions of
Section 186 of the Act have been disclosed in the notes to the Financial Statements forming part of the Annual Report.

Material changes and commitments, if any, affecting the financial position of the Company

As required under Section 134(3) of the Act, the Board of Directors inform the members that during the financial year under
review, there have been no material changes, except as disclosed elsewhere in the Annual Report:

• in the nature of Company's business;

• in the Company's subsidiaries or in the nature of business carried out by them; and

• in the classes of business in which the Company has an interest.

Further, except as disclosed elsewhere in the Annual Report, there have been no material changes and commitments which can
affect the financial position of the Company between the end of the financial year and the date of this Report.

Secretarial Standards

The Directors state that applicable Secretarial Standards, i.e., SS-1 and SS-2, issued by The Institute of Company Secretaries
of India relating to ‘Meetings of the Board of Directors' and ‘General Meetings', respectively have been duly followed by the
Company, during the year under review.

Directors’ Responsibility Statement

Pursuant to the requirement under Section 134(5) of the Act with respect to directors' responsibility statement, it is hereby
confirmed that:

a. in the preparation of the annual accounts for the financial year ended 31^st March, 2025, the applicable accounting standards
have been followed along with proper explanation relating to material departures;

b. the directors have selected such accounting policies and applied them consistently and made judgments and estimates that
are reasonable and prudent so as to give a true and fair view of the state of affairs of the Company as at 31^st March, 2025 and
of the profit /loss of the Company for the year ended 31^st March, 2025;

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

d. the directors have prepared the annual accounts on a going concern basis;

e. the directors have laid down internal financial controls to be followed by the Company and that such internal financial controls
are adequate and were operating effectively; and

f. 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.

Listing and Depository Fees

The Equity Shares of the Company were listed on National Stock Exchange SME platform “NSE EMERGE” on 18^th December
2024. The requisite annual listing fees for the financial year 2024-25 have been paid to the National Stock Exchange of India
Limited (“NSE”) according to the prescribed norms and regulations. The Company has also paid Annual Custody / Issuer fee to
both Depositories based on invoices received from the Depositories and there is no outstanding payment as on date.

Dematerialisation of Shares

During the financial year under review, the Company has entered into tripartite agreement for dematerialization of equity shares
with the KFin Technologies Limited, National Securities Depository Limited and Central Depository Services (India) Limited. As
on 31^st March, 2025, the share of the Company held in demat form represents 100% of the total Issued and Paid up Capital of
the Company

The Equity Shares of the Company has the electronic connectivity under ISIN No. INE0P5R01014 and M/s. KFin Technologies
Limited act as the Registrar and Share Transfer Agent of the Company.

Report on Corporate Governance

Your Company is committed to upholding the highest standards of corporate governance, ensuring compliance with the principles
of good governance, and maintaining a robust framework that promotes transparency, accountability, and integrity in all the
operations. Board's commitment to these principles reinforces their dedication to acting in the best interest of the stakeholders.

In accordance with Regulation 15(2) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, the
compliance with the corporate governance provisions as specified in Regulations 17 to 27 and clauses (b) to (i) of sub-regulation(2)
of Regulation 46, as well as Para C, D, and E of Schedule V, is not applicable to listed entities that have their specified securities
listed on the SME Exchange.

Therefore, the requirement to file a Corporate Governance Report with the Stock Exchange does not apply to the Company for
the financial year 2024-25.

Non-Applicability of the Indian Accounting Standards

As per Provision to regulation Rule 4(1) of the companies (Indian Accounting Standards) Rules, 2015 notified vide Notification No.
G.S.R 111 (E) on 16^th February, 2015, Companies whose shares are listed on SME exchange as referred to in Chapter XB of SEBI
(Issue of Capital and Disclosure Requirements) Regulations,2009, are exempted from the compulsory requirements of adoption
of IND-AS w.e.f. 01^st April, 2017.

As your Company is also listed on Emerge Platform of NSE Limited, is covered under the exempted category and is not required
to comply with IND-AS for preparation of financial statements beginning with period on or after 01^st April, 2017.

Reporting Period

The Financial Information is reported for the period 01^st April, 2024 to 31^st March, 2025. Some parts of the Non-Financial
Information included in this Board's Report are provided as of the date of this Report.

Management Discussion and Analysis Report

Management Discussion and Analysis Report for the financial year 2024-25, as required pursuant to Regulation 34, is presented
in a separate section and forms an integral part of the Annual Report. It speaks about the overall industry structure, global and
domestic economic scenarios, developments in business operations / performance of the Company, internal controls and their
adequacy, risk management systems and other material developments during the financial year 2024-25.

Business Responsibility and Sustainability Report

In accordance with provisions of Regulation 34(2) (f) of SEBI Listing Regulations the Company being SME listed, requirement of
Business Responsibility and Sustainability Report is not applicable to the Company.

Corporate Social Responsibility (“CSR”)

Pursuant to the provisions of Section 135(1) of the Companies Act, 2013, the provisions related to Corporate Social Responsibility
(CSR) are applicable on companies having net worth of rupees five hundred crore or more; or turnover of rupees one thousand
crore or more; or a net profit of rupees five crore or more.

Based on the financial statements of the Company for the Financial Year ended 31^st March, 2025, the provisions of Section 135
of the Companies Act, 2013, have become applicable to the Company for the first time.

In compliance with the said provisions, the Board of Directors at its meeting held on 27^th August, 2025, has duly constituted the
Corporate Social Responsibility (CSR) Committee. The composition of the CSR Committee is as follows:

The Company adopted CSR Policy on 27^th August, 2025, identifying suitable projects for implementation in compliance with
applicable legal provisions. The required CSR expenditure shall be incurred in the Financial Year 2025-26, based on the average
net profits of the three immediately preceding financial years.

Cost Audit / Cost Records

The company is not required to maintain Cost Records as specified u/s 148(1) of the Companies Act, 2013 read with the applicable
rules thereon for the Financial Year 2024-25. Hence the clause is not applicable to the Company.

Vigil Mechanism / Whistle Blower Policy

Pursuant to the provisions of Section 177(9) of the Act read with Rule 7 of the Companies (Meetings of Board and its Powers)
Rules, 2014, and Regulation 9A of Securities and Exchange Board of India (Prohibition of Insider Trading) Regulations, 2015,
your Company has a Vigil Mechanism / Whistle Blower Policy for directors, employees and business associates to report
genuine concerns regarding any unethical behavior or wrongful conduct and to enable employees to report instances of leak
of unpublished price sensitive information. This Policy is available on the website of the Company and can be accessed at
https://purpleunited.in/media/wysiwyg/investor/policy_for_vigil.pdf.

The Policy provides for adequate safeguards against victimization of whistle blower who avail of the mechanism and also provides
for direct access to the Chairman of the Audit Committee in exceptional cases.

Your Company hereby affirms that no director / employee has been denied access to the Chairman of the Audit Committee and
that no complaint has been received during the year under review.

Policy on Prevention of Sexual Harassment at Workplace

To foster a positive workplace environment free from harassment of any nature, your Company has in place a Policy on prevention
of sexual harassment at workplace in line with the requirements of The Sexual Harassment of Women at the Workplace
(Prevention, Prohibition and Redressal) Act, 2013 (“POSH Act”). The Policy aims at prevention of harassment of women employees
and guarantees non-retaliation to complainants. Your Company has constituted an Internal Compliance Committee under the
POSH Act for dealing with the complaint, if any, relating to sexual harassment of women at workplace.

Further, in terms of the provisions of the SEBI Listing Regulations, the details in relation to the POSH Act, for the financial year
ended on 31^st March, 2025 are as under:

a. Number of complaints pertaining to sexual harassment filed during the financial year: NIL

b. Number of complaints pertaining to sexual harassment disposed off during the financial year: NIL

c. Number of complaints pertaining to sexual harassment pending as at the end of the financial year: NIL

Compliance with Maternity Benefit Act, 1961

In compliance with Rule 8(5)(xiii) of the Companies (Accounts) Rules, 2014, as inserted by the Companies (Accounts) Second
Amendment Rules, 2025, notified by the Ministry of Corporate Affairs on 30^th May, 2025 and effective from 14^th July, 2025, the
Board of Directors confirms that the Company has duly complied with the provisions of the Maternity Benefit Act, 1961 during
the financial year under review.

Insolvency and Bankruptcy Code, 2016

During the financial year under review, no application has been admitted against the Company under Insolvency and Bankruptcy
Code, 2016.

Policy for Prevention of Insider Trading:

The Securities and Exchange Board of India (Prohibition of Insider Trading) Regulations, 2015 came into effect from 15^th January,
2015 to put in place a framework for prohibition of insider trading in securities and to strengthen the legal framework thereof.
Pursuant to Regulation 8 of Securities and Exchange Board of India (Prohibition of Insider Trading) Regulations, 2015, the
Company has formulated and adopted the Code of Practices and Procedures for Fair Disclosure of Unpublished Price Sensitive
Information (“Code of Fair Disclosure”) of the Company. The Code of Fair Disclosure is available on the website of the Company
https://purpleunited.in/media/wysiwyg/investor/code_of_practices.pdf .

Further, pursuant to Regulation 9 of Securities and Exchange Board of India (Prohibition of Insider Trading) Regulations, 2015,
the Company has formulated and adopted a Policy for Code of Conduct to Regulate, Monitor & Report the Trading by Designated
Persons and their Immediate Relatives. The Policy lays down guidelines and procedures to be followed and disclosures to be
made while dealing with the shares of the Company and cautioning them on the consequence of non-compliance. The Company
Secretary has been appointed as a Compliance Officer and is responsible for monitoring adherence to the Code. The code of
conduct to Regulate, Monitor and Report Trading by Designated Persons and their Immediate Relatives is also available on the
website of the Company https://purpleunited.in/media/wysiwyg/investor/code_of_conduct.pdf.

Green Initiatives

Electronic copies of the Annual Report 2024-25 and the notice of the 11^th AGM are being sent to all members whose email
addresses are registered with the Company / Depository Participant(s). The Members holding shares who have not registered
their email addresses with the Company and who wish to receive the Annual Report for the year 2024-25 can now register
their e-mail addresses with the Company. For this purpose, they can send scanned copy of signed request letter mentioning
folio number, complete address and the email address to be registered along with self-attested copy of the PAN Card and any
document supporting the registered address of the Member, by email to the Company cs@purpleunited.in.

Acknowledgements

Your Directors wish to express their grateful appreciation for the valuable support and co-operation received from the
shareholders, investors, financial institutions, banks / other lenders, customers, vendors and other business associates during
the financial year. Your Directors also place on record their appreciation for the contribution made by the employees at all levels.
Continuous operation has been made possible due to their hard work, solidarity, cooperation and support. Your Directors would
also like to express their gratitude to the Government of India and government agencies for their support and look forward to
their continued support in the future.

For and on behalf of the Board of Directors

Place: Noida Jatinder Dev Seth Bhawna Seth

Date: 27^th August, 2025 Managing Director Whole-time Director

DIN: 06944942 DIN: 07385656