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Alexander Stamps and Coin Ltd.

Directors Report

BSE: 511463ISIN: INE191N01012INDUSTRY: Finance & Investments

BSE   Rs 11.92   Open: 11.97   Today's Range 11.67
12.21
-0.29 ( -2.43 %) Prev Close: 12.21 52 Week Range 10.50
19.50
You can view full text of the latest Director's Report for the company.
Market Cap. (Rs.) 11.10 Cr. P/BV 0.66 Book Value (Rs.) 18.03
52 Week High/Low (Rs.) 20/11 FV/ML 10/1 P/E(X) 0.00
Bookclosure 09/08/2024 EPS (Rs.) 0.00 Div Yield (%) 0.00
Year End :2025-03 

Your directors have the pleasure in presenting their 33rd Annual Report on the
business and operations of the Company and the accounts for the Financial
Year ended on March 31, 2025.

1. FINANCIAL SUMMARYOR HIGHLIGHTS (STANDALONE):

The Board's Report have been prepared based on the standalone financial
statements of the company.

(Rs. in Lakhs)

Particulars

2024-25

2023-24

Gross Turnover (including
Other Income)

44.47

36.25

Profit/ Loss before Interest and
Depreciation (EBIDTA)

(1.32)

(7.33)

Finance Charges

-

-

Depreciation and Amortization

2.50

2.52

Total Expenditure

48.30

46.10

Net Profit / (Loss) Before Tax
(PBT)

(3.82)

(9.85)

Less: Tax expense

-

-

Net Profit / (Loss) After Tax
(PAT)

(3.82)

(9.85)

Other Comprehensive Income

-

-

Total Comprehensive income

-

-

Balance of Profit / (Loss) brought
forward

-

-

Balance available for
appropriation (after adjusting
other
equity)

-

-

Surplus / (Deficit) carried to
Balance Sheet

(3.82)

(9.85)

2. BRIEF DESCRIPTION OF THE COMPANY'SWORKING DURING THE YEAR/STATE
OF COMPANY'S AFFAIRS:

The Company is in the business of philatelic and numismatic activities. The
Company is one of the leading organizations which is dealing in philatelic and
numismatic activity. The stamps possessed by the Company are rare
collections and collected by various Philatelists. People can also place order
from the website of the Company to purchase these precious assets at
predetermined prices fixed by the Company from time to time.

The department of Numismatics and Philately features remarkable collections
of coinsand stamps. These collectibles offer a visceral connection to the past
with their historical value and geographical aspects. Our collection is enriched
with rare antique pieces that are commemorative of fragments of time.
Collecting such keepsakes is like collecting pieces of time itself. Our
Numismatics division has curated rare vintage coins and currency notes that
have been long out of circulation from countries such as India, Mauritius,
Malaya, Pakistan, and others.

Alexander is an iconic brand with deeply rooted aspirational values in each of
its product offerings. Our endeavor would be to make our brand, products as
well as the overall experience, "Young, contemporary and ever-evolving" in the
eyes of our customer.

Besides strengthening our traditional core values of superior quality and
unapparelled product range for consumers cutting across different social
spectra, our focus will be to grow our consumer franchise.

In addition to this, the Company is also planning to have its own gallery
wherein the Company will place on exhibition, various stamps and other
related literature which includes exhibition on Mahatma Gandhi's Stamps
issued by the Government of India from time to time. Keeping in view the
above-mentioned requirements, the Company is in the process of
identification of a suitableplace in Vadodara city. However, the Company is
also in discussion with various Philatelists and other organizations to have
various exhibitions to promote philatelic activity in our nation.

Further, to promote digitalization, the Company has also purchased website
namely
www.indianstampghar.com which will in turn surely strengthen the
business of the Company.

During the year under review ended on March 31, 2025, your Company has
incurred a loss after tax amounting to Rs 3.82/- lakhs as compared to loss of
Rs. 9.85/- lakhs registered duringthe previous year ended on March 31, 2024.

The Company has taken several measures to ensure the well-being of its
employees including leveraging the power of technology to enable them to
work from home. Further, standing by its core commitment the Company is
navigating through these unprecedented times by building stronger and
deeper relationships with consumers and its partners.

The Board is in talks to have a collaboration in the field players like "Bombay
Auctions" where they are another significant player in the field of numismatics
and philately in India. Established in 1995, they have over two decades of
experience. They operate as numismatic and philatelic dealers, contributing to
market trends and creating value for collectors.

We will continue our efforts with zeal and enthusiasm to create a better future
and offer better value to all our stakeholders.

3. REPORT ON PERFORMANCE AND FINANCIAL POSITION OF SUBSIDIARIES,
ASSOCIATES AND JOINT VENTURE COMPANIES:

The Company does not have any Subsidiaries, Associate and Joint Venture
Companies. Hence, details for the same are not required to be mentioned in
the report.

4. MATERIAL CHANGES AND COMMITMENT IF ANY AFFECTING THE FINANCIAL
POSITION OF THE COMPANY OCCURRED BETWEEN THE END OF THE FINANCIAL
YEAR TO WHICHTHESE FINANCIAL STATEMENTS RELATE AND THE DATE OF THE
REPORT:

There have been no material changes and commitments, which affect the
financial position of the company which have occurred between the end of
the financial year to which the financial statements relate and the date of this
report.

5. DIVIDEND:

Considering the financial position of the Company, the Board of Directors have
not recommended dividend for the year 2024-25.

6. RESERVES:

The Company has not transferred any amount to general reserve for the year
ended on 31st March, 2025.

7. BORROWINGS:

The total borrowings of the Company including long-term loans, Unsecured
Loans and working capital facilities stood at Rs. 15,55,000/- (Rupees Fifteen
Lakhs Fifty-Five thousand) as on 31st March 2025.

8. ANNUAL RETURN:

The Annual Return of the Company for the FY 2024-25 in the prescribed form
MGT-7 as required under section 92(3) of the Act will be available on the
website of the Company i.e.
www.alexanderstamps.in.

9. CHANGE IN NATURE OF BUSINESS:

The Company did not change its nature of Business during the period under
review.

10. DIRECTORS AND KEY MANAGERIAL PERSONNEL:

a) Change in Directorship:

There is change in the constitution of the Board of the Directors during the
financial year. Ms. Divya Batra, Ms. Tanmaya Arora and Mr. Nikhil Kapoor are
appointed as an Additional Directors with effect from 20th August, 2024. Said
Directors are going to regularize in the ensuing Annual General Meeting
subject to the approval of Shareholders.

b) Cessation of Directors:

During the year under review, Mr. Vipulchandra Pravinchandra Thakkar, Ms.
Alka Sawhney and Ms. Diksha Kapur are ceased from the post of Director due
to prior commitments and limited availability with effect from 20th August,
2024.

Further, Mr. Kiran Prakash Shah also ceased to be a Director of the Company
after the end of the financial year due to his unfortunate demise. The Board
places on record its deep appreciation for the valuable contributions made by
him during his tenure and extends heartfelt condolences to his family.

c) Declaration by Independent Directors:

As per the requirement of Section 149 (7) of the Act, Ms. Divya Batra, Mr.
Jignesh Soni and Mr. Nikhil Kapoor, the Independent Directors of the Company,
have submitted their respective declarations that they fulfil the criteria of
independence under Section 149 of the Act, read with Regulation 25 of the SEBI
(Listing Obligations and Disclosure Requirements) Regulations, 2015.

d) Director retiring by rotation:

In accordance with the provisions of the Act and the Company's Articles of
Association, Mr. Anirudh Sethi (DIN: 06864789), retires by rotation and the
Board of Directors, on the recommendation of the Nomination and
Remuneration Committee, has recommended their re-appointment.

11. NUMBER OF MEETINGS OF THE BOARD: _

During the financial year, the Board met Eleven (11) times as tabled below. A
calendar of Meeting is prepared and circulated in advance to the Directors.

The gap between any two consecutive Board Meetings did not exceed One
Hundred and Twenty days. During the year under review, the following
meetings have been duly held-

• Board Meetings:

Sr. No.

Dates on which the
Board Meetings were held

Total Strength
of the Board

No. of
Directors
Present

01.

05-04-2024

6

6

02.

24-05-2024

6

6

03.

30-06-2024

6

6

04.

05-07-2024

6

6

05.

12-08-2024

6

6

06.

20-08-2024

6

6

07.

12-11-2024

6

6

08.

16-12-2024

6

6

09.

08-01-2025

6

6

10.

20-01-2025

6

6

11.

11-02-2025

6

6

Name of Director

Attendance at the Board Meetings held
on

Attendance at
the AGM held
on 10/08/2024

05-04-2024

24-05-2024

30-06-2024

05-07-2024

12-08-2024

20-08-2024

12-11-2024

16-12-2024

08-01-2025

20-01-2025

11-02-2025

Mr. Anirudh P. Sethi

Y

Y

Y

Y

Y

Y

Y

Y

Y

Y

Y

Y

Ms. Alka Sawhney

Y

Y

Y

Y

Y

Y

N

N

N

N

N

Y

Mr. Jignesh Soni

Y

Y

Y

Y

Y

Y

Y

Y

Y

Y

Y

Y

Mr. Kiran Prakash Shall

Y

Y

Y

Y

Y

Y

Y

Y

Y

Y

Y

Y

Ms. Diksha Kapur

Y

Y

Y

Y

Y

Y

N

N

N

N

N

Y

Mr.Vipulchandra

Thakkar

Y

Y

Y

Y

Y

Y

N

N

N

N

N

Y

Ms. Divya Batra

N

N

N

N

N

N

Y

Y

Y

Y

Y

N

Ms. Tanmaya Arora

N

N

N

N

N

N

Y

Y

Y

Y

Y

N

Mr. Nikhil Kapoor

N

N

N

N

N

N

Y

Y

Y

Y

Y

N

12. COMMITTEES OF THE BOARD:

(a) Audit Committee

The composition of the Committee is as per the requirements of the provisions
of Section 177 of the Act. Mr. Jignesh Soni is the Chairman of the committee
and Mr. Anirudh Sethi (Managing Director), Ms. Diksha Kapur (Independent
Director, resigned on 20-08-2024), Mr. Vipulchandra Thakkar (Independent
Director, resigned on 20-08-2024), Ms. Divya Batra(appointed as Independent
Director on 20-08-2024), and Mr. Nikhil Kapoor (appointed as Independent
Director on 20-08-2024) are the members.

The Committee was reconstituted during the year owing to the above-
mentioned resignations and new appointments.

Ms. Devanshi Shah initially acted as the Secretary to the Committee; following
her departure from the Company, Mr. Smit Agrawal is currently serving in that
role, the said committee met on four occasions with attendance of all the
members as mentioned in the table below:

The composition of the Audit Committee as at March 31, 2025 and details of
the Members participation at the Meetings of the Committee are as under:

Name of
Director

Designation

Attendance at the
Committee
Meetings held on

"if

M

®

PS

Ý4

®

4

®

n

®

r4

®

i

fO

M

ri

®

®

4

®

11-11-2024

10-02-2025

Mr. Jignesh Soiii

Independent Director

Y

Y

Y

Y

Y

Mr. Vipulchandra
Thakkar

Independent Director

Y

Y

Y

N

N

Mr. Anirudh Sethi

Managing Director

Y

Y

Y

Y

Y

Ms. Diksha Kapur

Independent Director

Y

Y

N

N

N

Ms. Divya Batra

Independent Director

N

N

N

Y

Y

Mr. Nikliil Kapoor

Independent Director

N

N

N

Y

Y

The Audit Committee continues to provide valuable advice and guidance in
the areas of costing, finance, and internal financial controls. The Committee is
governed by terms of reference, which are in line with the regulatory
requirements mandated by the Companies Act, 2013 and Listing Regulations.

The Committee is governed by a Charter which is in line with the regulatory
requirements mandated by the Companies Act, 2013 and SEBI (LODR), 2015.

All the Members on the Audit Committee have the requisite qualification for
appointment on the Committee and possess sound knowledge of finance,
accounting practices and internal controls.

During the year under review, the Audit Committeeheld a separate meeting
with the Statutory Auditors and theInternal Auditor to get their inputs on
significant matters relating to their areas of audit.

(b) Nomination and Remuneration Committee (NRC Committee)

In compliance with Section 178 of the Companies Act, 2013, the Board has
reconstituted the Nomination and Remuneration committee due to the
resignation and subsequent appointment of Independent Directors during the
year. Mr. Nikhil Kapoor has been appointed as a chairman in place of Mr.
Vipulchandra Thakkar and Ms. Divya Batra has been appointed as a member
in place of Ms. Diksha Kapur.

The Committee is governed by terms of reference, which are in line with the
regulatory requirements mandated by the Companies Act, 2013 and Listing
Regulations.

The terms of reference of the Committee, inter alia, include the following:

• Succession planning of the Board of Directors and Senior Management
Employees;

• Identifying and selection of candidates for appointment as Directors
/ Independent Directors based on certain laid down criteria;

• Identifying potential individuals for appointment as Key Managerial
Personnel and to other Senior Management positions;

• Formulate and review from time to time the policy for selection and
appointment of Directors, Key Managerial Personneland senior
management employees and their remuneration;

Review the performance of the Board of Directors and Senior Management
Employees based on certain criteria as approved by the Board.

The composition of the Remuneration Committee as at March 31, 2025 and
details of the Members participation at the Meetings of the Committee are as
under:

Name of Director

Designation

Attendance at the
Remuneration Meetings
held on

04-07-2024

19-08-2024

11-11 2024

25-03-2025

Mr. Yipuichandra
Thakkar

Chairman & Independent
Director

(Resigned on 20-08-2024)

Y

Y

N

N

Ms, Diksha Kapur

Member & Independent
Women Director
(Resigned on 20-08-2024)

Y

Y

N

N

Mr. Anirudh Sethi

Member & Managing
Director

Y

Y

Y

Y

Mr. Jignesk Soni

Member & Independent
Director

Y

Y

Y

Y

Ms, Divya Batra

Independent Director
(Appointed on 20-08-2024)

N

N

Y

Y

Mr, Nikhil Kapoor

Chairman & Independent Director
(Appointed on 20-08-2024)

N

N

Y

Y

(c) Stakeholders' Relationship Committee

In compliance with the provisions of Section 178 of the Companies Act, 2013
and the SEBI (LODR) Regulation, 2015, the Board has reconstituted the
"Stakeholders' Relationship Committee" due to the resignation and
subsequent appointment of Independent Directors during the year.

Ms. Divya Batra and Mr. Nikhil Kapoor has been appointed as a member in
place of Ms. Diksha Kapur and Mr. Vipulchandra Thakkar.

The composition of the Stakeholder and relationship Committee as at March
31, 2025 and details of the Members participation at the Meetings of the
Committee are as under:

Name of Director

Designation

Attendance at the Stake holder and
relationship Committee held on:

20-01-2025

Ms. Diksha Kapur

Independent Director

1ST

Mr. Vipulcliandra
Thakkar

Independent Director

N

Mr. Anirudh Setlii

Managing Director

Y

Ms. Divya Batra

Independent Director

Y

Mr. Nikhil Kapoor

Independent Director

Y

During the year, following complaints have been received and resolved:

Sr. No.

Name

Particulars

01.

Suman Joshi

Claim of equity shares based on forged share

certificates

(d) Independent Directors' Meeting

During the year under review, the Independent Directors had their meeting on
12th March, 2025 inter alia, to discuss:

• Evaluation of the performance of Non-independent Directors and the Board
of Directors as a whole.

• Evaluation of the performance of the chairman of the Company, taking into
account the views of the Executive and Non-executive Directors.

• Evaluation of the quality, content and timelines of flow of information
between the Management and the Board that is necessary for the Board to
effectively and reasonably perform its duties.

• All the Independent Directors were present at the Meeting.

13. ANNUAL EVALUATION:

Pursuant to the provisions of the Act and Regulation 25 of the Listing
Regulations, the Board has carried out an annual evaluation of its own
performance, performance of the Directors individually as well as the
evaluation of the working of the Committees.

The following process was adopted for Board evaluation: -

i. Feedback was sought from each Director about their views on the
performance of the Board covering various criteria such as degree of fulfilment
of key responsibilities, Board structure and composition, establishment, and
delineation of responsibilities to various Committees, effectiveness of Board
processes, information and functioning, Board culture and dynamics, qualityof
relationship between the Board and the Management and efficacy of
communication with external stakeholders.

ii. The feedback received from all the Directors was discussed at the Meeting of
Independent Directors and the NRC. The performance of the Non-Independent
Non-Executive Directors and Board Chairman was also reviewed by them.

iii. The collective feedback on the performance of the Board (as a whole) was
discussed by the Chairperson of the NRC with the Chairman of the Board. It
was also presented to the Board.

iv. Assessment of performance of every statutorily mandated Committee of
the Board was conducted and these assessments were presented to the Board
for consideration. Areas on which the Committees of the Board were assessed
included degree of fulfilment of key responsibilities, adequacy of Committee
composition and effectiveness of Meetings.

v. During the year under review, the recommendations made in the previous
year were satisfactorily implemented.

Based on the annual evaluation process and the overall engagement of the
Independent Directors in the affairs of the Company during the year, the Board
of Directors are of the opinion that the Independent Directors of the Company
possess, practice, and preach highest standards of integrity and have the
required experience and expertise in their respective areas which enable them
to provide guidance to the Management and adds value in the Company's
decision process.

Based on the framework of internal financial controls and compliance systems
established and maintained by the Company, the work performed by the
Internal, Statutory and Secretarial Auditorsand the reviews performed by the
Management and the relevant Board Committees, including the Audit
Committee, the Board believes that the Company's internal financial controls
were adequate and effective during the year ended 31st March 2025.

Accordingly, pursuant to Section 134(5) of the Act, based on the above and the
representations received from the Operating Management, the Board of
Directors, to the best of their knowledge and ability confirm that:

i. In the preparation of the annual accounts, the applicable accounting
standards have been followed and that there was no material departure there
from;

ii. They have, in the selection of the accounting policies, consulted the Statutory
Auditors and have applied their recommendations consistently and made
judgments and estimates that are reasonable and prudent to give a true and
fair view of the state of affairs of the Company as at 31st March 2025 and of the
loss of the Company for the year ended on that date;

iii. They 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
frauds and other irregularities;

iv. They have prepared the annual accountson a going concern basis;

v. They have laid down internal financial controls to be followed by the
Company and that such internal financial controls are adequate and were
operating effectively during the year ended 31st March 2025; and

vi. Proper systems have been devised to ensure compliance with the provisions
of all applicable laws and that such systems were adequate and operating
effectively during the year ended 31st March 2025.

15. REMUNERATION POLICY: _

Based on the recommendations of the NRC, the Board of Directors approved
and adopted a remuneration policy for Directors, Key Managerial Personnel,
and other employees of the Company as required under Section 178(3) of the
Act. The Company has adopted Governance Guidelines which inter alia covers
the composition and role of the Board, Board Appointment, Induction and
Development, Director's Remuneration, Code of Conduct, Board Effectiveness
Review, and mandates of the Board Committees. The remuneration policy is
placed on the websiteof the Company
www.alexanderstamps.in. for reference
and enclosed as "Annexure 1".

16. RISK MANAGEMENT POLICY:

The Company has adopted measures for risk management and mitigation
thereof. A formal risk reporting system has been devised by the Company.
Project Review Committee has been constituted comprising of Directors and
senior officials of the Company to review, assess and mitigate the risks,
conversion of risk into opportunities, problems/ irregularities related to
implementation and execution of projects (including project delay, change in
scope and estimation errors) and implementation of checks and balances for
proper execution of future work.

The key risk management and mitigation practices include those relating to
identification of key risks associated with the business objectives, impact
assessment, risk evaluation and reporting.

17. SHARE CAPITAL:

The paid-up Equity Share Capitalof the Company as on March 31, 2025 was Rs.
9,31,20,000/-. During the year under review,the company has not forfeited any
shares and has not made a bonus issue to the existing shareholders.

Issue of Equity Shares on Preferential basis:

The Company has not issued any equity shares.

Issue of Shares with Differential Rights:

During the year under review, the Company has not issued any shares with
differential voting rights.

Issue of Sweat Equity Share: -

During the year under review, the Company has not issued any sweat equity
shares.

Issue of Employee Stock Options:

During the year under review, the Company has not issued any sweat equity
shares.

Provision of Money by Company for purchase of Its Own Shares by
Employees or by Trustees for the Benefit of Employees:

The Company has no scheme of provision of money for purchase of its own
shares by employees or by trustees for the benefit of employees. Hence the
details under rule 16 (4) of Companies (Share Capital and Debentures) Rules,
2014 are not required to be disclosed.

18. TRANSFER OF UNCLAIMED DIVIDEND TO INVESTOR EDUCATION
AND PROTECTION FUND:

The provisions relating to transferring any amounts to the Investor Education
and Protection Fund is not applicable to the Company during the year under
review.

19. MANAGEMENT DISCUSSION AND ANALYSIS REPORT:

Management's Discussion and Analysis Report for the year under review, as
stipulated under Regulation 34 of SEBI (Listing Obligations & Disclosure
Requirements) Regulation 2015 with the Stock Exchanges in India, is presented
in a separate section forming part of the Annual Report as
"Annexure 2".

20. PARTICULARS OF EMPLOYEES:

Pursuant to the Companies (Appointment and Remuneration of Managerial
Personnel) Rules, 2014, statement of particulars of employees is annexed as
"Annexure-3".

21. DETAILS OF APPLICATION MADE OR ANY PROCEEDING PENDING UNDER THE
INSOLVENCY AND BANKRUPTCY CODE
, 2016 (31 OF 2016) DURING THE YEAR
ALONG WITH THEIR STATUS AS AT THE END OF THE FINANCIALYEAR: Not
Applicable

22. DETAILS OF DIFFERENCE BETWEEN AMOUNT OF THE VALUATION DONE AT THE
TIME OF ONE-TIME SETTLEMENT AND THE VALUATION DONE WHILE TAKING LOAN
FROM THE BANKS OR FINANCIAL INSTITUTIONS ALONG WITH THEREASONS
THEREOF: Not a
pplicable

23. INSURANCE:

All the properties including buildings, plant and machinery and stocks have
been adequately insured.

24. ENVIRONMENT AND SAFETY:

The company is conscious of the importance of environmentally clean and
safe operations. The Company's policy requires conduct of operations in such
a manner, so as to ensure safety of all concerned, compliances of
environmental regulations and preservation of natural resources.

25. DETAILS OF SIGNIFICANT AND MATERIAL ORDERS PASSED BY THE
REGULATORS
, COURTS AND TRIBUNALS:

No significant and material order has been passed by the regulators, courts,
tribunals impacting the going concern status and company's operations in
future.

26. THE DETAILS IN RESPECT OF ADEQUACY OF INTERNAL FINANCIAL CONTROLS
WITH REFERENCE TO THE FINANCIAL STATEMENTS:

The Company has formulated an Audit Committee which meets once in every
quarter to review the financial results, internal financial controls and risk
management system, auditor's independence, and performance etc. The
Company has also appointed Internal Auditors who perform their duty on the
basis of the scope of work allotted to them time to time.

27. COMPANY'S POLICY RELATING TO DIRECTOR'S APPOINTMENT. PAYMENT OF
REMUNERATION AND DISCHARGE OF THEIR DUTIES:

The Company's policy relating to appointment of Directors, payment of
Managerial remuneration, Director's qualifications, positive attributes,
independence of Directors & other related matters as provided under Section
178(3) and 178(4) of the Companies Act, 2013 is maintained by Company.

Nomination and Remuneration Committee has formulated a policy on
remuneration of Directors, Key Managerial Personnel and Senior Management
of the Company. The policy covers the appointment, including criteria for
determining qualification, positive attributes, independence and remuneration
of its Directors, Key Managerial Personnel and Senior Management Personnel.
The Nomination and Remuneration Policy is available on Company's Website
www.alexanderstamps.in.

28. DETAILS OF SUBSIDIARY/JOINT VENTURES/ASSOCIATE COMPANIES:

Pursuant to sub-section (3) of section 129 of the Act, the statement containing
the salient feature of the financial statement of a company's subsidiary or
subsidiaries, associate company or companies and joint venture or ventures is
not applicable to the Company as the Company does not have any
subsidiary/associate or joint venture companies.

29. CODE OF CONDUCT:

The Board of Directors has approved a Code of Business Conduct which is
applicable to the Members of the Board and all employees. The Company
believes in "Zero Tolerance" to bribery and corruption in any form and the
Board has laid down the "Anti-Bribery & Corruption Directive" which forms an
Appendix to the Code. The Code has been posted on the Company's website
www.alexanderstamps.in.

30. VIGIL MECHANISM/ WHISTLE BLOWER POLICY:

In pursuant to the provisions of section 177(9) & (10) of the Companies Act, 2013
and Regulation 22 of SEBI (Listing Obligations and Disclosure Requirements)
Regulations, 2015, a Vigil Mechanism for directors and employees to report
genuine concerns has been established. The Vigil Mechanism Policyhas been
uploadedon the website of the Company. The Audit Committee shall
overseethe vigil mechanism through the committee and if any ofthe members
of the committee have a conflict of interest in a given case, they should recuse
themselves and the others on the committee would deal with the matter on
hand.

The policy provides protection to the directors, employee and business
associates who report unethical practices and irregularities.

31. PREVENTION OF INSIDER TRADING:

The Company has adopted a Code of Conduct for Prevention of Insider
Trading with a view to regulate trading in securities by the Directors and
designated employees of the Company. The Code requires pre-clearance for
dealing in the Company's shares and prohibits the purchase or sale of
Company shares by the Directors and the designated employees while in
possession of unpublished price sensitive information in relationto the
Company and duringthe period when the Trading Window is closed.

The policy related to insider trading has been uploaded on the website of the
Company.

All Board of Directors and the designated employees have confirmed
compliance with the Code.

32. AUDITORS OF THE COMPANY:

(a) Statutory Auditors

Pursuant to the recommendation of the Audit Committee, the Board of
Directors and Members of the Company, at their respective meetings held and
had approved the appointment of M/s. M Sahu &Co., Chartered Accountants
(FRN- 130001W) as the Statutory Auditors of the Company for a term of 5 (five)
consecutive years ("First Term") commencing from the Financial Year 2022-23
till the conclusion of 35th Annual General Meeting to be held in the calendar
year 2027, at mutually agreed remuneration. Under Section 139 of the
Companies Act, 2013 and the Rules made thereunder, it is mandatory to
appoint Statutory Auditors by the Company.

The Auditor's Report does contain a disclaimer of opinion on the financial
statements for the period ended March 31, 2025. The statements made by the
Auditors in their Report are self-explanatory and do not call for any further
comments.

The auditors have also that they hold a valid certificate issuedby the Peer
Review Board of the Institute of Chartered Accountants of India.

The Auditors have issued unmodified audit opinion on the financial statements
for the financial year ended on March 31st, 2025. The Auditors' Report for the
financial year ended on 31st March, 2025 on the financial statement is the part
of this Annual Report. The report of the Statutory Auditors is enclosed as
"Annexure 6" to this report. Said report is self-explanatory and does not call
for any further comments.

(b) Secretarial Auditor

In terms of Section 204 of the Act, read with the Companies (Appointment and
Remuneration of Managerial Personnel) Rules, 2014, and based on the
recommendation of the Audit Committee, the Board of Directors at their
Meeting held on 5th July, 2024 had appointed M/s.

Kuldip Thakkar & Associates, Company Secretaries (COP No.: 22442), as the
Secretarial Auditors for the financial year 2024-25.The Secretarial Audit Report
for the financial year 2024- 25 in the prescribed form MR-3 on the audit carried
out by the said Auditor is enclosed to this Report as
"Annexure 4".

In compliance with Regulation 24A of the SEBI Listing Regulations and Section
204 of the Act, the Board at its meeting held on May 22, 2025, based on
recommendation of the Audit Committee, has approved the appointment of
Kuldip Thakkar & Associates, Practicing Company Secretaries, a peer reviewed
firm (COP No.: 22442) as Secretarial Auditors of the Company for a term of five
consecutive years commencing from FY 2025-26 till FY 2029- 30, subject to
approval of the Members at the ensuing AGM.

(c) Internal Auditor

M/s. Lookman Mansuri & Associates, Chartered Accountants, Vadodara had
conducted the internal audit and has submitted his report for the period
ended on 31.03.2025.

Explanation or Comments on Qualifications, Reservations or Adverse
Remarks or Disclaimers made by the Statutory Auditors:

St.

No.

Particulars

1.

Non-Current Investments:

Observation:

We draw attention to the Note No 30 to the Financial Statement
with respect to the Investments as stated in Non-Current
Investments amounting to ENTR. 113 67.'- Laos, the requisite
documents with respect to this investment are not available with the
Company, in the absence of sufficient information, the Management
has also not prowded for any Impairment for the same and in turn
we are unable to comment on the carrying value of Investment made
by the Company and the consequent impact thereof on Other
Comprehensive Income.

Comment of Board of Directors:

The Board is going to provide sufficient and relevant
documents-'data to the Auditor and keep in record for future
reference. As market conditions changed, the Board has decided to
invest into long term asset class for better returns. The management
is also looking for compliance with the stock register within six
months from the dare of this report.

2

Assessment of Income Tax Dept: -

Observation:

We draw7 attention to the Note No 27 to the Financial Statements, in
respect of the Outstanding Income Tax demand for the Assessment
Year 2017-2018, amounting to INR 357.63 Lakhs, for which the
Company has neither filed any appeal nor created any provision in
the books of accounts. Had the company has provided the same loss
wrould have been higher by INR. 3 57.63 Lakhs.

Comment of Board of Directors:

The Company has considered this outstanding demand of Income
Tax. For the same, the Board is gomg to take relevant action m
coming month.

3.

Inventory valuation:

Observation:

We draw attention to the Note No 29 to the Financial Statements,
the inventories as on 31.03.2025 amounting to Rs. 1643.84/- Lakh
valued as per Valuation report dated 8th May 2023, stating
valuation mentioned in this report as on the date of 31st March
2023. Consequently, we had relied upon the valuation of the
inventories as on 31st March 2025 on this valuation report and
hence we are unable to ascertain the impact due to deviation in
inventory valuation as per Ind AS 2 Inventories.

Comment of Board of Directors:

The said amount had been obtained by the Company from
Independent Chartered Accountant. Inventory Valuation Report has
also been submitted to Statutory Auditor within timeline for
then" reference and record. Said observ ation is totally baseless and
should not be part of Qualifications.

Explanation or Comments on Qualifications, Reservations or Adverse
Remarks or Disclaimers made by the Secretarial Auditor:

Sr. No.

Relevant
provision for
Compliance
Requirement

Observation

Explanation from
Board of Directors

L

Regulation 47 of
SEBI (LODR)
Regulations, 2015.
Advertisements in
Newspapers

The company has not
advertised the following
information:

1. Financial results;

2. Notices given to
shareholders by advertisement.

As the Company is small
scale and having no profits
or reserves in the Book of
Accounts. Due to lack of
financial budget and
administrative constraints,
the Board has not come out
with any advertisement.
However, the Board is
planning to fix this non¬
compliance at the earliest.

2.

Regulation 46 and 62 of

The Company was found to
have
inter alia not disseminated
the following on its website:

A. Annual reports

B. Policies

C. Code of Conducts

D. Financial Results

E. Corporate Governance

Related data

F. Investor’s Relation related

details

There was no willful default

WVWWW'

or intent to withhold
information, and all
disclosures had been duly
approved and filed with the
respective statutory
authorities within prescribed
timelines. However, the
simultaneous reflection on
the website was
inadvertently delayed.

Upon identification of the
issue, immediate corrective
actions were taken. Most of
the required disclosures
have already been uploaded,
and a system-driven
compliance protocol is now
in place to prevent such
instances in future.

SEBI (LODR)

Regulations 2015

33. COST RECORDS AND COST AUDIT:

Maintenance of cost records and requirement of cost audit as prescribed
under the provisions of Section 148 (l) of the Companies Act, 2013 are not
applicable for the business activities carried out by the Company.

34. CERTIFICATE ON CORPORATE GOVERNANCE:

The Company is committed to maintain the highest standards of Corporate
Governance and adheres to the Corporate Governance requirements set out
by the Securities and Exchange Board of India ("SEBI"). The Company has also
implemented several best governance practices.

The requirement to issue corporate governance report is not applicable to the
Company.

Regulation 15 (2) of the Listing Regulations states that:

"The compliance with the corporate governance provisions as specified in
regulations 17, 17A, 18, 19, 20, 21,22,23, 24, 24A, 25, 26, 27 and clauses (b) to (i) of
sub-regulation (2) of regulation 46 and Para C, D and E of ScheduleV shall not
apply, in respect of -

(a) the listed entity having paid up equity share capital not exceeding rupees
ten crore and net worth not exceeding rupeestwenty-five crore, as on the last
day of the previous financial year.

(b) the listed entity which has listed its specified securities on the SME
Exchange.

In case of your Company, the paid-up equity share capital of the ALEXANDER
STAMPS AND COIN LIMITED is Rs. 9,31,20,000/- and having total net worth of Rs.
16,79,27,582.50/- as on 31st March 2025. As per the companyfalls within the
ambit of the aforesaid exemption "a," compliance with the Corporate
Governance provisions specified in the aforesaid Regulations shall not be
applicable to the Company.

35. DISCLOSURE UNDER THE SEXUALHARASSMENT OF WOMEN AT WORKPLACE
(PREVENTION, PROHIBITION AND REDRESSAL) ACT, 2013:

As per the requirement of the Sexual Harassment of Woman at Workplace
(Prevention, Prohibition and Redressal) Act, 2013, the Company has formulated
a Policy on Prevention of Sexual Harassment of Woman at Workplace for
prevention, prohibition and redressal of sexual harassment at workplace and
Internal Complaint Committee has also been set up to redress any such
complaints received. Training/awareness programs are conductedthroughout
the year to create sensitivity towards ensuring respectable workplace.

The Company periodically sessions for employees across the organization to
build awareness about the policy and the provision of Sexual Harassment Act.

All employees (permanent, contractual, temporary, trainees) are covered
under the policy.

No sexual harassment complaint has been received by the Company during
the year 2024-25.

36. VIGIL MECHANISM/ WHISTLE BLOWERPOLICY:

Pursuant to Section 177 of the Companies Act, 2013 the rules made thereunder
and the Regulation 22 of SEBI (Listing Obligations and Disclosure
Requirements) Regulations, 2015, the Company has established a Vigil
Mechanism for directors and employees to report genuine concerns about any
instance of any irregularity, unethical practice, and/or misconduct.

37. INTERNAL CONTROL SYSTEMS AND THEIR ADEQUACY & RISK MANAGEMENT:

The Company has adopted adequate internal financial controls,
commensurate with the size and complexity of its operations. During the year,
such controls were tested and no reportable material weakness in the design
or operations was observed. The Companyhas policies and procedures in
place for ensuring proper and efficient conduct of its business,the
safeguarding of its assets,the prevention and detectionof frauds and errors,
the accuracy and completeness of accounting records and the timely
preparation of reliable financial information.

The Company has adopted accounting policies which are in line with the
Indian Accounting Standards (Ind-AS) and the Act. These are in accordance
with the generally accepted accounting principles in India. Changes in policies,
if required, are made in consultation with the Auditors and are approved by
the Audit Committee.

The Company's internal audit system is geared towards ensuring adequate
internal controls commensurate with the size and needs of the business, with
the objective of efficient conduct of operations throughadherence to the
Company's policies, identifying areas of improvement, evaluating the reliability
of financial statements, ensuring compliances with applicable laws and
Regulations, and safeguarding of assets from unauthorized use.

Based on the framework of internal financial controls and compliance systems
established and maintained by the Company, work performed by the Internal,
Statutory, and Secretarial Auditors, including audit of the internal financial
controls over financial reporting by the Statutory Auditors, and the reviews
performed by the Management and the relevant Board and Committees,
including the Audit Committee, the Board is of the opinion that the Company's
internal financial controlswere adequate and effective duringthe year 2024-25

38. SHARE REGISTRAR& TRANSFER AGENT:

MCS Share Transfer Agent Limited ("MCS"), a SEBI registered Registrar &
Transfer Agent ("RTA") has been appointed as the Company's RTA. The contact
detail of MCS is mentioned in the Notice of AGM.

39. CERTIFICATE BY CHIEF EXECUTIVE OFFICER AND CHIEF FINANCIAL OFFICER:

A compliance certificate by Chief Executive Officer and Chief Financial Officer
as required by Regulation 17(8) and Regulation 33 read with part B of schedule

11 of SEBI (Listing Obligations and Discloser Requirements) Regulations, 2015 has
been provided in "Annexure 5".

40. DEPOSIT:

Your Company has not accepted any deposits within the meaning of Section
73 ofthe Companies Act, 2013 and the Companies(Acceptance of Deposits)
Rules, 2014 and no deposits are subsisting as on date.

41. REPORTING OF FRAUD BY THE AUDITOR:

In terms of Section 134 (3) (ca) report by the Board of Directors is required to
include the detailsin respect of frauds reportedby auditors under sub-section

12 of section 143 other than those which are reportable to the Central
Government. No such fraud was reported by the auditor during the period
under review.

42. SECRETARIAL STANDARDS:

During the year under review, Company has complied with all the applicable
provisions of secretarial standards issued by the Institute of Company
Secretaries of India on Board Meetings, General Meetings and Report of the
Board of Directors.

43. CREDIT RATINGS:

Requirement to take Credit ratings is not applicable to the Company during
the year under review.

44. BUSINESS RESPONSIBILITY REPORT:

As per regulation 34(2) of SEBI Listing Regulations, 2015, inter alia, provides that
the annual report of the top 1000 listed entities based on market capitalization
(calculated as on 31st March of every financial year) shall includea Business
Responsibility Report (BRR).

Since your company does not fall under the ambit of the said provision
therefore the requirement of the said reporting does not arise for the year
under review.

45. INDIAN ACCOUNTING STANDARDS:

The standalone financial statements of the Company have been prepared in
accordance with the Indian Accounting Standards (the 'Ind AS') prescribed
under section 133 of the Companies Act, 2013 (the 'Act').

46. PARTICULARS OF LOANS, GUARANTEES OR INVESTMENTS UNDER SECTION
186:

The Company has neither given any loans or guarantee, nor provided any
security in connection with any loan to any Body Corporate or person, nor has
it acquired by subscription, purchase or otherwise, the securities of any Body
Corporate as provided under Section 186 of the Act.

47. PARTICULARS OF CONTRACTS OR ARRANGEMENTS WITH RELATED PARTIES:

During the year under review, the Company did not enter into any contracts,
arrangements, or transactions with related parties requiring disclosure.
Accordingly, the disclosure of particulars in Form AOC-2 is not applicable.

48. CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION, FOREIGN
EXCHANGE EARNINGS AND OUTGO CONSERVATION OF ENERGY:

The Company is in the field of buying and selling of rare stamps, coins, paper
money, medals, postcards, original photos, autographs, newspapers and more
of philately & numismatics collection. As per the objectof the Company the
above- mentioned clause is not applicable.

Hence, the disclosure required in Section134(3) (m) of the CompaniesAct, 2013
are not applicable to the Company.

49. CORPORATE SOCIAL RESPONSIBILITY:

The provisions of corporate social responsibility are not applicable to your
Company during the year under review.

50. ACKNOWLEDGEMENT:

Your directors would like to express their sincere appreciation for the
assistance and co-operation received from the Banks, Government Authorities,
Customers, and Shareholders during the year.

Your directors also wish to take on record their deep sense of appreciation for
the committed services of the employees at all levels. We place on record our
appreciation for the contribution made by our employees at all levels.

The Directors place on record their sincere appreciation to all the employees of
the Company for their unstinted commitment and continued contribution to
the Company.

Registered Office By Order of the Board

SF-7, Silver Rock Complex, For Alexander Stamps & Coin Limited

Near Dairy Teen Rasta,

Makarpura, Vadodara-390014.

Sd/-

Anirudh Sethi
Chairman
DIN: 06864789
Date: 22/07/2025
Place: Vadodara

 
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