To,

The Members

Algoquant Fintech Limited

(Formerly Hindustan Everest Tools Limited)

Yours directors have pleasure in presenting this Integrated Annual Report of Algoquant Fintech Limited (herein after referred to as "the Company") along with the audited financial statements for the financial year ended on 31st March 2022.

Pursuant to the circulars issued by Ministry of Corporate Affairs' ('MCA') dated 8 April 2020, 13 April 2020, 5 May 2022, read with Securities & Exchange Board of India ('SEBI')circulars dated 12 May 2020, 15 January 2021, and 13 May 2022, relaxation has been granted to the Companies in respect of sending physical copies of annual report to shareholders till 31 December 2022.

However, in compliance to the SEBI circular SEBI/HO/CFD/CMD2/CIR/P/2022/62 dated 13 May2022, notice of 59th Annual General Meeting of the Company published by advertisementing terms of Regulation 47 of SEBI (Listing Obligations & Disclosure Regulations, 2015) ('SEBI LODR Regulations'), provide for link to the Annual Report and in compliance to the regulation 36(1)(c) of SEBI LODR Regulations, the Company shall send hard copy of full Annual Report to those shareholders who request for the same.

1. FINANCIAL PERFORMANCE / SUMMARY OR HIGHLIGHTS

The highlights of the Company's financial performance are summarized below:

2. OPERATIONAL PERFORMANCE OF THE COMPANY DURING THE YEAR

The performance of the Company during the year under consideration was satisfactory. During the year under review, the Company has earned a total revenue of Rs.1,710.33 Lakh for the financial year ended on 31st March 2022 in comparison to Rs. 553.85 Lakhs in the previous financial year ended on 31st March 2022. During the year under review, the Company has earned a profit after tax of Rs. 1342.75 Lakh in for the financial year ended 31stMarch,2022 as against profit after tax of Rs. 372.98 Lakh in previous financial year ended 31st March, 2021.

3. CAPITAL STRUCTURE

During the year under review, 16,07,200 equity shares of the face value of Rs. 10 each were divided into 80,36,000 Equity Shares of the face value of Rs. 2 each pursuant to sub-division of the equity shares of the Company in the ratio of 1:5 vide passing of ordinary resolution in its members' meeting held on 27 October 2021.

Consequently, as on 31st March 2022, the authorized share capital of the Company is Rs. 2,50,00,000/-(Rupees Two Crore Fifty Lakh Only)comprising of 1,15,00,000 Equity Shares of Rs.2/- (Two) each and 20,000 Preference Shares of Rs. 100/- (One hundred only) each out of which the total issued, subscribed and paid-up share capital of the Company stood at Rs 1,60,72,000 (Rupees One Crore Sixty Lakh Seventy-Two Thousand only)divided into 80,36,000 Equity Shares at a face value of Rs.2 (Two) each.

Your Company has not issued equity shares with differential voting rights and it has neither issued ESOP nor sweat equity shares and doesn't have any scheme to fund its employees to purchase its shares of the Company.

4. DIVIDEND

In view of the planned business growth for the Company, your directors deem it proper to preserve the resources of the Company for its activities and therefore, do not propose any dividend for the financial year ended 31st March 2022.

5. AMOUNTS PROPOSED TO BE CARRIED TO RESERVES

During the financial year under review, the Company does not propose any transfer of profits to reserves.

6. MANAGEMENT DISCUSSION AND ANALYSIS / STATE OF AFFAIRS OF THE COMPANY

The state of affairs of the Company are broadly covered under Management Discussion and Analysis report which form part of 59th Annual Report of the Company attached as an Annexure-A with the Directors' Report.

7. MATERIAL CHANGES AND COMMITMENTS, IF ANY AFFECTING FINANCIAL POSITION OF THE COMPANY

During the period under review, the Company 's has changed its objects from "Manufacturing of Tools "to" Trading in Financial Instruments".

Except as mentioned above, there are no other material changes and commitment which affects the financial position of Company after the closure of financial year 2021-22 till the date of the report.

8. INDIAN ACCOUNTING STANDARDS (IND-AS)

Financial Statements of your Company for the financial year ended 31st March 2022, are prepared in accordance with provisions of Indian Accounting Standards (Ind-AS), as notified under Section 133 of the Companies Act, 2013 read with the Companies (Indian Accounting Standards) Rules, 2015, as amended from time to time.

9. PUBLIC DEPOSITS

During the year under review, the Company has neither invited nor accepted any deposits from public within the meaning of Section 73 of the Companies Act, 2013 read with Companies (Acceptance of Deposits) Rules 2014 during the financial year ended 31st March 2022. Therefore, requirements for providing the details as required under Rule 8(5)(v) and 8(5)(vi) are not applicable, hence not provided.

10. DETAILS OF AMOUNT RECEIVED FROM DIRECTORS OR RELATIVE OF DIRECTORS PURSUANT TO COMPANIES (ACCEPTANCE OF DEPOSITS) RULES, 2014

During the financial year under review, the Company has received an unsecured loan from Mr. Devansh Gupta, Managing Director of the Company for an amount of Rs. 197 Lakh/-.

11. DETAILS OF APPOINTMENT AND RESIGNATION OF DIRECTORS AND KEY MANAGERIAL PERSONNEL

During the year under review, following changes took place:-

1. Mrs. Preeti Arora (DIN:00094055), Independent Director of the Company resigned from the post of Independent Director and subsequently resigned from the post of membership from Audit Committee, Nomination and Remuneration Committee and Stakeholder's Relationship Committee w.e.f. 10th January 2022.

2. *Mrs. Purnima Sharma (DIN:07622730), was appointed as an Additional Independent director of the Company and subsequently nominated on the post of membership of Audit Committee, Nomination and Remuneration Committee and Stakeholder's Relationship Committee w.e.f. 14th February 2022.

Further, Mrs. Purnima Sharma tendered her resignation from the post of Additional Independent Director and from the post of membership from Audit Committee, Nomination and Remuneration Committee and Stakeholder's Relationship Committee w.e.f. 02ndMay 2022.

3. Ms. Ayushi Jain (PAN:CBCPJ1533L) was appointed as a Company Secretary and Compliance Officer of the Company with effect from 14th August 2021.

4. Mr. Yogesh Gusain (PAN:BGGPG8044R) was appointed as a Chief Financial Officer of the Company with effect from 30th June 2021.

5. The designation of Mr. Devansh Gupta (DIN:06920376) changed from Additional director to Managing Director of the Company with effect from 30thJune2021.

As on the financial year ended 31st March 2022, the board and KMP comprises the following member as mentioned below:

Mr. Devansh Gupta, Managing Director

Mr. Dhruv Gupta, Non-executive Director

Mr. Yogesh Gusain, Chief Financial Officer

Mr. Amit Gupta, Independent Director

Mrs. Purnima Sharma, Additional Independent Director*

Ms. Ayushi Jain, Company Secretary & Compliance Officer

*Mrs. Purnima Sharma resigned with effect from 02nd May 2022.

12. DIRECTORS' RESPONSIBILITY STATEMENT

In compliance to the Provisions of Section 134(5) of the Companies Act, 2013, with respect to Directors'

responsibility statement, it is hereby confirmed:-

i. That in the preparation of the annual accounts for the financial year ended 31st March 2022, the applicable Indian Accounting Standards (Ind-AS) read with requirements set out under Schedule III to the Companies Act, 2013 have been followed.

ii. That the Directors have selected such accounting policies and applied them consistently and made judgments and estimates that were reasonable and prudents as to give a true and fair view of the state of affairs of the Company at the end of the financial year and of the Profit of the Company for the year under review.

iii. That the Directors have taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of the Companies Act, 2013 for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities.

iv. That the Directors have prepared the financial statements for the financial year ended 31st March 2022 on a "going concern" basis.

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

vi. That 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.

13. INTERNAL FINANCIAL CONTROLS SYSTEMS AND THEIR ADEQUACY

The Internal Financial Controls with reference to financial statements as designed and implemented

by the Company are proper, adequate and operating effectively. The Company's internal control system commensurate with its size, scale and complexities of its operations. The Board has appointed Internal Auditors to strengthen the internal financial controls. Internal Auditors directly reports to the Audit Committee and Board of Directors of the Company. The Audit Committee of the Board actively reviews the adequacy and effectiveness of the internal control systems and suggests improvements to strengthen the same.

During the year under review, no material or serious observation has been received from the Internal Auditors of the Company for inefficiency or in adequacy of such controls.

14. RISK MANAGEMENT POLICY

A risk management policy duly approved by the Board is in place as required under Section 134(3) (n) of the Companies Act,2013 which defines the risk assessment and minimization procedures. The Company's Risk Management Policy is well defined to identify and evaluate business risks across all businesses. It assesses all risks at both pre and post-mitigation levels and looks at the actual or potential impact that a risk may have on the business together with an evaluation of the probability of the same occurring. Risk mapping exercises are carried out with a view to regularly monitor and review the risks, identity ownership of the risk, assessing monetary value of such risk and methods to mitigate the same.

15. WEB LINK OF ANNUAL RETURN

Pursuant to the provisions of Section 92(3) of the Companies Act, 2013 read with Rule 12(1) of the Companies (Management and Administration) Rules, 2014, as amended from time to time, the Annual Return of the Company for the financial year 2021-22 shall be placed on the website of the Company under head "Investors column"under sub-head column "Annual Return"and may be accessed on the Company's website www.algoquantfintech.com

16. NUMBER OF MEETINGS OF THE BOARD AND ITS COMMITTEE

During the financial year ended o n 31st March 2022, the Board of Directors met 07(Seven) times, Members of Audit Committee met 04 (Four) times, Members of Nomination and Remuneration Committee met 02(Two) times and Members of Stakeholders Relationship Committee met 03(Three) times.

However, Independent Directors met 01 (one) time, during the financial year 2021-22.

Further, details with respect to the Meetings of the Board of directors and its committee thereof and their detailed briefs are given in the Corporate Governance Report as attached and annexed as an Annexure-"E" to the Directors 'Report forming part of the Annual Report.

17. STATEMENT ON DECLARATION BY THE INDEPENDENT DIRECTORS

The Independent Directors of the Company have given their declarations stating that they meet the criteria of Independence as laid down under Section 149 (6) of the Companies Act, 2013 and they continue to confirm the criteria set out for Independent Directors under Section 149(6) and 149(7)of the Companies Act, 2013 and Regulation 16 of SEBI LODR Regulations.

18. STATEMENT REGARDING OPINION OF THE BOARD WITH REGARD TO INTEGRITY, EXPERTISE AND EXPERIENCE (INCLUDING THE PROFICIENCY) OF THE INDEPENDENT DIRECTORS APPOINTED DURING THE YEAR

During the financial year 2021-22, Ms. Purnima Sharma was appointed as an Additional Independent Director with effect from 14th February2022 and in the opinion of Board of Directors of the Company, she has a relevant expertise and experience in her field and fulfils the criteria as mentioned under Section 149(6) and Section 150 of the Companies Act, 2013 read with the rules made there under.

19. FAMILIARISATION PROGRAMME AND TRAINING OF INDEPENDENT DIRECTORS

The details of familarisation programmes conducted during the year 2021-22 for familiarization of Independent Directors with the Company, their roles, rights, responsibilities in the Company, nature of the industry in which the Company operates, business model of the Company and related matters are put up on the website of the Company at www.algoquantfintech.com

20. NOMINATION AND REMUNERATION POLICY

The Board based on the recommendation of the Nomination and Remuneration Committee framed a policy for directors' appointment and remuneration including criteria for determining qualifications,positive attributes, independence of a director and other relevant matters. A copy of relevant policy is placed on the website of the Company at www.algoquantfintech.com

There has been no material change in the Remuneration Policy of the Company.

The composition, role, functions and powers of the Nomination and Remuneration Committee are in accordance with the Provisions of the Companies Act 2013 and the SEBI (Listing Obligations & Disclosure Requirements) Regulations,2015.

21. ANNUAL EVALUATION OF BOARD PERFORMANCE AND PERFORMANCE OF ITS COMMITTEES AND INDIVIDUAL DIRECTORS

Pursuant to applicable provisions of the Companies Act, 2013 the Board, in consultation with its Nomination & Remuneration Committee, has formulated a framework containing, inter-alia, the process, format, attributes and criteria for performance evaluation of the entire Board of the Company, its committees and individual Directors, including Independent Directors. The framework is monitored, reviewed and updated by the Board, in consultation with the Nomination and Remuneration Committee, based on need and new compliance requirements.

Evaluation of the Board and its Committees is based on various aspects of their functioning, such as,adequacy of the constitution and composition of the Board and its Committees, matters addressed in the meetings, processes followed at the meeting, Board's focus, regulatory compliances and Corporate Governance, etc., are in place. Similarly, for evaluation of individual Director's performance, various parameters like Director's profile, contribution in Board and Committee meetings, execution and performance of specific duties, obligations, regulatory compliances and governance, etc., are considered.

Accordingly, the annual performance evaluation of the Board, its Committees and each Director was carried out for the financial year 2021-2022 by Nomination and Remuneration Committee in consultation with the Board.

The performance evaluation of all the Independent Directors have been done by the entire Board,excluding the Director being evaluated. On the basis of performance evaluation done by the Board, it determine whether to extend or continue their term of appointment, whenever their respective term expires. The Directors expressed their satisfaction with the evaluation process.

22. PARTICULARS OF LOANS, GUARANTEES OR INVESTMENTS UNDER SECTION 186 OF THE COMPANIES ACT,2013

The Company has not provided any guarantee or security or granted any loans or advances in the nature of loans, secured or unsecured to Companies, firms, Limited Liability Partnerships (LLPs) or any other parties during the year. However, the Company has made an investment in quoted securities. Members are instructed to refer the notes to balance sheet for further information and explanation.

23. CONTRACT OR ARRANGEMENT WITH RELATED PARTY TRANSACTIONS

Pursuant to the provisions of Section 188 of the Companies Act, 2013 read with Rule 8(2) of the Companies (Accounts) Rules, 2014, the particulars of contracts or arrangements entered into by the Company with Related parties have been done at arm's length and are in the ordinary course of business. There is no material significant transaction entered into with any of the related parties that may have conflict with the interest of the Company. All related party transactions are placed before the Audit Committee and board for their approval respectively.

Details of all related party transactions have been disclosed in notes to the financial statements. Attention of the members is drawn to the disclosures of transactions with related parties set out in NoteNo.30 of the financial statements forming part of this Report.

Pursuant to Clause(h) of sub-section(3) of Section 134 of the Companies Act, 2013 and Rule 8(2) of the Companies (Accounts) Rules, 2014, the particulars of contracts or arrangements or transactions entered into by the Company with related parties has been disclosed in Form No. AOC- 2 which is attached and annexed as Annexure "B" to the Directors' Report. The policy on materiality of related party transactions is approved by the Board and placed on the Company's website at www.algoquantfintech.com

24. COST RECORDS

In terms of the provisions of Section 148 of the Companies Act, 2013 read with the Companies (Cost Records and Audit) Rules 2014, maintenance of cost records and appointment of cost auditors are not applicable on the Company.

25. CORPORATE SOCIAL RESPONSIBILITY

Pursuant to provisions of Section 135 of Companies Act, 2013 and rules made there under, every Company 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 during immediately preceding financial year shall constitute Corporate Social Responsibility Committee of the Board.

Thus, the provisions of CSR are not applicable on the Company.

26. CHANGE IN THE NATURE OF BUSINESS

During the financial year under review, the Company has changed its objects from "Manufacturing in Tools" to "Trading in financial instruments".

27. AUDITORS AND AUDITOR'S REPORT OF STATUTORY AUDITOR

M/s. SSRA & Co., Chartered Accountants, (Firm Registration No. 014266N) were appointed inthe year 2017 as Statutory Auditors of the Company, for a period of five (5) years from the conclusion of 54th AGM till the conclusion of the 59th AGM. They have audited the financial statements of the Company for the financial year 2021-22.

However, it is proposed to appoint M/s O P Bagla & Co LLP, Chartered Accountants (FRN: 000018N/ N500091) as the Statutory Auditors of the Company at ensuing 59th Annual General Meeting ("AGM") subject to approval of members of the Company.

The observations of Statutory Auditors in their Report read with relevant Notes to Accounts to the financial statements are self- explanatory and therefore, do not require any further explanation. Further the Auditors' Report does not contain any qualification, reservation or adverse remark or disclaimer.

28. SECRETARIAL AUDITOR

Pursuant to the provisions of Section 204 of the Act and the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, the Board of Directors have appointed M/s Parth P Shah, Practicing Company Secretaries as a Secretarial Auditor of the Company w.e.f. 30th May 2022 for the financial year 2021-22.

The Secretarial Audit Report is annexed herewith as Annexure "C" to the Directors' Report.

The Secretarial Auditor's Report for the financial year 2021-22 provided by the Secretarial Auditor, does not contain any qualification, observation or adverse remarks and therefore, in the opinion of the Directors, do not call for any further explanation.

29. COMPLIANCE WITH SECRETARIAL STANDARDS

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

30. CONSERVATION OF ENERGY, RESEARCH & DEVELOPMENT, TECHNOLOGY ABSORPTION FOREIGN EXCHANGE EARNINGS & OUTGO

Relating to conservation of energy, technology absorption and foreign exchange earnings and outgo, asrequired to be disclosed under Section 134(3)(m) of the Companies Act,2013 read with Rule 8(3) of the Companies (Accounts) Rules, 2014, as amended from time to time, are not applicable on the Company, hence not required to be provided for.

31. NAME OF THE COMPANIES WHICH HAVE BECOME/CEASED TO SUBSIDARIES, JOINT VENTURES OR ASSOCIATE COMPANIES DURING THE YEAR

During the financial year under review, the Company did not have any subsidiaries, associates or Joint ventures.

32. DISCLOSURE OF CODE, STANDARDS, POLICIES IN INSIDER TRADING CODE

In compliance with the Securities and Exchange Board ofIndia (Prohibition of Insider Trading) Regulations, 2015 ('SEBI PIT Regulations') on prevention of insider trading, your Company has revised its Code of Conduct for regulating, monitoring and reporting of trading by designated persons in line with the recent amendments brought by SEBI in the PIT Regulations. The said Code lays down guidelines, which advise designated persons on the procedures to be followed and disclosures to be made in dealing with the shares of the Company and cautions them on consequences of non-compliances.

Your Company has also updated its Code of practices and procedures of fair disclosures of unpublished price sensitive information by including a policy for determination of legitimate purposes. Further, your Company has put in place adequate & effective system of internal controls and standard processes have been set to ensure compliance with the requirements given in these regulations to prevent insider trading. The same can be accessed on the website of the Company at www.algoquantfintech.com.

33. CONSTITUTION OF INTERNAL COMPLAINTS COMMITTEE REQUIRED UNDER SEXUAL HARASSMENT OF WOMEN AT WORKPLACE (PREVENTION, PROHIBITION AND REDrEsSAL) ACT, 2013

The Company has complied with the provisions relating to the constitution of Internal Committee under the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013.

34. WHISTLE BLOWER POLICY/VIGIL MECHANISM POLICY

The Board of Directors has adopted the Whistle Blower Policy. The Policy has provided a mechanism for Directors, Employees and other persons dealing with the Company to report to the Chairman of the Audit Committee, any instance of unethical behavior, actual or suspected fraud or violation of the Code of Conduct of the Company.

35. DETAILS OF ESTABLISHMENT OF VIGIL MECHANISM POLICY

The vigil mechanism policy can be accessed on the website of the Company at www.algoquantfintech.com

36. PARTICULARS OF EMPLOYEES AND RELATED DISCLOSURES

The details of employees as per provisions of Section 197(12) of the Companies Act, 2013 read with Rules 5(2) and 5(3) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 and disclosure pertaining to remuneration and other details as required under Section 197(12) of the Companies Act, 2013, read with rule 5(1) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 is attached and annexed herewith as Annexure "D" forms part to the Directors' Report.

Further, in 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, there are no employees of the Company who draw remuneration in excess of the limits set out in the said rules.

The total no. of employees as on 31st March 2022 was 193.

37. CORPORATE GOVERNANCE

The Company has complied with the corporate governance requirements as stipulated under the

SEBI LODR Regulations and the Companies Act, 2013, as amended from time to time. A report on the Corporate Governance along with certificate on its compliance is attached andannexed as Annexure"EM and form's part to the Directors' Report.

(i) all elements of remuneration package such as salary, benefits, bonuses, stock options, pension, etc., of all the directors.

The details of the remuneration of all the directors are mentioned under Clause (c) of Point no. 06 of the Corporate Governance Report forms part of the annual report as attached.

(ii) details of fixed component. and performance linked incentives along with the performance criteria

The proposed remuneration to be paid is a fixed component, however, there is no performance linked incentives.

(iii) service contracts, notice period, severance fees; and

Not applicable

(iv) stock option details, if any, and whether the same has been issued at a discount as well as the period over which accrued and over which exercisable.

Not applicable

38. ADDITIONAL DISCLOSURE AS PER SCHEDULE V READ WITH REGULATION 34 (E) OF THE SEBI (LISTING OBLIGATIONS & DISCLOSURE REQUIREMENTS) REGULATIONS, 2015

a) Related Party Disclosure

The Company is in Compliance with IND AS-24 on related party disclosures. For further details, please refer Note No. 30 forming part of the financial statements.

b) Management Discussion and Analysis Report

The Management Discussion and Analysis Report ('MDAR') as required is presented as forming part of this Report as Annexure- "A".

c) Corporate Governance Report

The Corporate Governance Report as required is presented as forming part of this Report as Annexure-"E".

d) Declaration by Chief Executive Office/ Chief Financial Officer

A declaration duly signed by Chief Financial Officer stating that the members of Board of Directors and Senior Management Personnel have affirmed compliance with the code of conduct of Boardof Directors and Senior Management is annexed to the Corporate Governance Report. Kindly refer Corporate Governance Report for more details.

e) Compliance Certificate

The copy of the Compliance certificate is attached with the Corporate Governance Report.

f) Disclosures with respect to Demat Suspense Account/ Unclaimed Suspense Account There were no such shares unclaimed in the year under review.

39. GENERAL

Your director states that no disclosure or reporting is required in respect of the following items as there were no transactions on these items during the year under review: -

a) Issue of the equity shares with differential rights as to dividend, voting or otherwise.

b) Issue of shares (including sweat equity shares) to employees of the Company.

c) Algoquant Investment Private Limited (Formerly known as Mandelia Investments Private Limited) is the holding Company and there is no subsidiary of your Company.

d) No significant or material orders were passed by the regulators or courts or tribunals, which impact the going concern status and Company's operations in future.

e) The Company does not have any scheme of provision of money for the purchase of its own shares by employees or by trustees for the benefit of employees.

f) There is no subsidiary of Company, so no policy on material subsidiary is required to be adopted.

g) No fraud has been reported by the Auditors to the Audit Committee or the Board which were committed against the Company by officers or employees of the Company.

h) Issue of Employee Stock Option Scheme to employees of the Company.

i) Neither any application made nor any proceeding pending under the Insolvency and Bankruptcy Code,2016.

j) the details of difference between amount of the valuation done at the time of one time settlement and the valuation done while taking loan from the Banks or Financial Institutions along with the reasons thereto.

40. ACKNOWLEDGEMENT

Your directors would like to place on record their sincere appreciation for assistance and co-operation received from the bankers, vendors, government authorities, customers and members during the year under review. Your directors also wish to place on record their deep sense of appreciation for committed services by the executive staff & workers of the Company and gratitude to the members for their continued support and confidence.