Your Directors have pleasure in presenting their 23rd Annual Report on the business and operations of
the Company and the accounts for the Financial Year ended March 31, 2025.

1. FINANCIAL RESULTS (Rupees in Hundred)

2. Brief description of the Company's working during the year/State of Company's affair

During the yearincome from operations was ' 236898.55 hundred compared to income from
operations of ' 324314.87 Hundred during the previous financial year. The Loss was ' 5368.11
Hundred as compared to loss of ' 21939.08 Hundred during the previous financial year.

3. Dividend

The Directors do not recommend any Dividend for the Financial Year 2024-25.

4. Reserves

Company does not propose to transfer any amount to the General Reserve.

5. Share Capital

The paidup capital of the Company as on 31st March, 2025 was ' 13,58,732.08 hundred.During the
year under review, the Company has not issued shares with differential voting rights, sweat equity
shares and shares under Employees Stock Option Scheme

6. Directors and Key Managerial Personnel:

In accordance with the provisions of the Act and the Articles of Association of the Company Mr. Deepak
Mehta Managing Directorof the Company retire by rotation at the forthcoming Annual General Meeting
and being eligible, offer himself for reappointment.

The Company has received declarations from the Independent Directors of the Company confirming
that they meet criteria of independence as prescribed both under the act and SEBI (Listing Obligation
and Disclosure Requirements) Regulations, 2015.

Pursuant to the provisions of Section 2 (51) and 203 of the Act, the Key Managerial Personnel of
the Company are Mr. Deepak Mehta, Managing Director, Mr. Hiren Kothari, Chief Financial Officer
Ms. Meghha Trivedi, Company Secretary (Till 10th December, 2024) & Mr. Chetan Bohra, Company
Secretary (From 11th December, 2024).

7. 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 provided in the Annual Report is annexed as (Annexure-I)

None of the employee was drawing remuneration in excess of the limits set out in the terms of the
provisions of Section 197(12) of the Act read with Rules 5(2) and 5(3) of the Companies (Appointment
and Remuneration of Managerial Personnel) Rules, 2014.

Having regard to the provisions of the first proviso to Section 136(1) of the Act and as advised, the
Annual Report excluding the aforesaid information is being sent to the members of the Company.
The said information is available for inspection at the registered office of the Company during working
hours and any member interested in obtaining such information may write to the Company at the
registered office of the Company and the same will be furnished on request.

8. Meetings

During the year Eight Board Meetings and FourAudit Committee Meetings were convened and held.
The details of which are given in the Corporate Governance Report. The intervening gap between
the Meetings was within the period prescribed under the Companies Act, 2013.

9. Performance Evaluation

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

Pursuant to the provisions of the Companies Act, 2013 and SEBI (Listing Obligation and Disclosure
Requirements) Regulations, 2015, the Board has carried out an annual performance evaluation of
its own performance, the directors individually as well as the evaluation of the working of Audit,
Nomination & Remuneration Committees.

The manner in which the evaluation has been carried out is explained as follows:-

Pursuant to the provisions of the Act and the SEBI Listing Regulations, 2015, the Board has carried
out the annual performance evaluation of the Directors individually as well as evaluation of the working
of the Board and of the Committees of the Board, by way of individual and collective feedback from
Directors.

The following were the Evaluation Criteria:

a) For Independent Directors:

• Knowledge and Skills

• Professional Conduct

• Duties, Role and Functions

• Fulfillment of the Independence Criteria and their independence from the management

b) For Executive Directors:

• Performance as Team Leader/Member

• Evaluating Business Opportunity and analysis of Risk Reward Scenarios

• Set Key Goals and Achievements

• Professional Conduct and Integrity

• Sharing of Information with the Board

The Directors expressed their satisfaction with the evaluation process.

10. Remuneration Policy:

The policy of the Company on directors' appointment and remuneration, including the criteria for
determining qualifications, positive attributes, independence of a director and other matters, as
required under sub-section (3) of section 178 of the Companies Act,2013, is available on our website,
at http://www.triomercantile.com/Policy_Code.aspx/remuneration%20policy

There has been a changes in the policy in this period under review. We affirm that the remuneration
paid to the directors is as per the terms laid out in the Remuneration Policy of the Company.

11. AUDITOR AND AUDITORS' REPORT
STATUTORY AUDITORS

M/s Bilimoria Mehta & Co., Chartered Accountants (FRN 101490W) appointed as Auditor of the
Company, for a term of 5 (five) consecutive years, at the 18thAnnual General Meeting held on 26th
December, 2020 till the 23rdAnnual General Meeting.

Auditors' Report:

The auditor's Report does not contain any qualification. Notes to accounts Auditors remarks in their
report are self-explanatory and do not call for any further comments.

INTERNAL AUDITORS Pursuant to the provisions of Section 138 of the Companies Act, 2013 and
rules made there under, the Board has appointed MEENAKSHI MANISH JAIN & ASSOCIATES (Firm
Registration No. 145031 W) as Internal Auditors.

Secretarial Audit Report:

In terms of Section 204 of the Act and Rules made there under, Shreya Shah,Practicing Company
Secretary have been appointed Secretarial Auditors of the Company. The report of the Secretarial
Auditors is enclosed as Annexure II to thisreport. The Report is self explanatory and our replies to
comments are as follows:

12. Vigil Mechanism/Whistler Bowler Policy :

In pursuant to the provisions of section 177(9) & (10) of the Companies Act, 2013, and SEBI (Listing
Obligation and Disclosure Requirements) Regulations, 2015. Agreement a Vigil Mechanism/ Whistler
Bowler Policy for directors and employees to report genuine concerns has been established. The
Vigil Mechanism Policy/Whistler Bowler Policy has been uploaded on the website of the Company
http://www.tricomercantile.com/download%5CWhistle%20Blower%20Policy.pdf

13. Risk management policy

The Company has framed a Risk Management Policy to identify and access the key business risk
areas and a risk mitigation process.

A detailed excise is being carried out that the organization faces such as strategic, financial, credit,
market, liquidity, legal, regulatory and other risks. The Board periodically reviews the risks and
suggests steps to be taken to control and mitigate the same through a properly defined framework.

14. Extract of Annual Return:

The Annual Return as required under Section 92 and section 134 of the Companies Act, 2013 read
with Rule 12 of the Companies (Management and Administration) Rules, 2014 is available on the
website of the Company at www.triomercantile.com

15. Material changes and commitments, if any, affecting the financial position of the company
which have occurred between the end of the financial year of the company to which the
financial statements relate and the date of the report

There is no material changes and commitments, affecting the financial position of the Company which
have occurred between the end of Financial Year of the Company to whichthe Financial Statements
relate the date of the report.

16. Adequacy of Internal Financial Controls :

The Company has adequate internal financial controls in place with reference to financial statements.
These are continually reviewed by the Company to strengthen the same wherever required. The
internal control systems are supplemented by internal audit carried out by an Internal Auditor and
Statutory Auditor and periodical review by management. The Audit Committee of the Board addresses
issues if any, raised by both, the Internal Auditors and the Statutory Auditors.

17. Deposits

Your Company has neither accepted nor renewed any deposit within the meaning of Section 73 and
other applicable provisions, if any, of the Companies Act, 2013 and the necessary rules made there
under during the year ended 31st March, 2025.

18. Particulars of loans, guarantees or investments under section 186:

Details of Loans, Guarantees and Investments, if any covered under the provisions of Section 186
of the Act are given in the notes to the Financial Statements.

19. Particulars of contracts or arrangements with related parties:

All related party transactions done by the Company during the financial year were at arm's length
and in ordinary course of business. All related party transactions were placed in the meetings of Audit
Committeeand the Board of Directors for their necessary review and approval. During the financial
year your Company has not entered into any material transaction (as per SEBI (Listing Obligation
and Disclosure Requirements) Regulations, 2015) with any of its related parties which may have
potential conflict with the interest of the Company at large. Disclosure pursuant to Accounting
Standards on related party transactions have been made in the notes to the Financial Statements.
To identify and monitor significant related party transactions Company has also framed a policy on
the related party transactions and the same is available on the Company's websitehttp://http://
www.triomercantile.com/Policy_Code.aspx

20. Corporate Governance Certificate:

The Compliance certificate from the auditors regarding compliance of conditions of corporate
governance as stipulated in SEBI (Listing obligation and Disclosure Requirements) Regulation, 2015
annexed with the report.

21. Management Discussion and Analysis:

The Management Discussion and Analysis forms part of this Annual Report for the year ended 31st
March, 2025.

22. Disclosures:

Audit Committee:

During the year Audit Committee comprises of Three Directors, two of whom are Non Executive and
Independent Directors and one Director who is Promoter and Executive Director. All the Directors
possess knowledge of corporate finance, accounts and company law. An Independent, Non Executive
Director acts as Chairman of the Committee Meetings.

23. Conservation of energy, technology absorption and foreign exchange earnings and outgo

The information as prescribed under Section 134(3) (m) of the Companies Act, 2013, read with the
Companies (Accounts) Rules, 2014 is as follows:

A. Conservation Of Energy:

The operations of your Company are not energy-intensive. However, adequate measures have
been taken to ensure that there is optimum utilization of energy with no wastage, as far as
possible.

B. Technology Absorption And Research & Development:

Your Company takes efforts to adapt latest technology and techniques, which helps it to be in
competition.

C. Foreign exchange earnings and outgo - Nil

24. Human Resources

Your Company treats its "human resources" as one of its most important assets.

Your Company continuously invests in attraction, retention and development of talent on an ongoing
basis. A number of programs that provide for the motivation of the employees.

25. Directors' Responsibility Statement

The Directors' Responsibility Statement referred to in clause (c) of sub-section (3) of Section 134
of the Companies Act, 2013, shall state that-

(a) in the preparation of the annual accounts, the applicable accounting standards had been
followed along with proper explanation relating to material departures;

(b) the directors had 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 and loss
of the company for that period;

(c) the directors had taken proper and sufficient care for the maintenance of adequate accounting
records in accordance with the provisions of this Act for safeguarding the assets of the company
and for preventing and detecting fraud and other irregularities;

(d) the directors had prepared the annual accounts on a going concern basis; and

(e) the directors, in the case of a listed company, had laid down internal financial controls to be
followed by the company and that such internal financial controls are adequate and were
operating effectively.

(f) 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.

26. Obligation of Company under The Sexual Harassment of women at workplace (Prevention,
Prohibition and redressal) Act, 2013

There is no requirement of Committee as per the Sexual Harassment of Women at Workplace
(Prevention, Prohibition &Redressal) Act, 2013 ('Act') and Rules made there under as employees
are below the threshold limit.

27. Acknowledgements

An acknowledgement to all with whose help, cooperation and hard work the Company is able to
achieve the results.

By Order of the Board

DEEPAK MEHTA BHADRESH SHAH

MANAGING DIRECTOR DIRECTOR

Registered Office: (DIN : 00046696) (DIN : 08028036)

613/B, Mangal Aarambh,

Kora Kendra Road, Borivali (West),

Mumbai - 400 092.

CIN : L51909MH2002PLC136975
Place : Mumbai
Date : 02.09.2025