To

The Members,

Blueblood Ventures Limited P-27, Malviya Nagar Main Market New Delhi, Delhi 110017

The Directors of the Company have pleasure in presenting the 17^th Standalone Annual Report and Audited Financial Statementfor the Financial Year Ended 31^st March, 2024.

The Board of Directors has not recommended any dividend on Equity Share Capital for the year under review with a view to conserve resources and to plough back the profits for the Financial Year ended 31^st March, 2024 and to strengthen the net working capital.

The operating income including other income during the financial year ended 31^st March, 2024 stood at Rs. 53,93,000/- as against the total operating income including other income of Rs. 19,80,000/- in the previous financial year ended 31st March, 2023. During the Year the Company has a Profit of Rs. 2,44,000/-. The Company was not able to take new business as there was considerable delay in getting the statutory approvals.

The Authorised share capital of the Company as on 31^st March 2024 was Rs 3,10,000,00/- (Rupees Three Crores Ten Lacs only) divided into 31,00,000 shares of Rs 10/- each.

The paid up capital of the Company as on 31^st March, 2024 was Rs. 3,00,10,800 (Rupees Three Crores

Ten Thousand Eight Hundred Only) divided into 30,01,080 Equity Shares of Rs. 10/- each. During the period under review, there was no change in the share capital of the Company.

A turbulent equity movement, dismal corporate earnings, sub normal monsoons, plunge in commodity and oil prices: It has not been a good year to remember for Indian markets. 'Year 2023-24 turned out to be a complicated year for investors with corporate performance failing markets expectation. Domestic politics have also eluded market expectations.

Low pace of global growth, low commodity prices and the government's inability to balance the fiscal deficit will be three key challenges to the markets. "While the developed economies are moving out of repair, growth across many emerging markets could moderate, given high dollar debt. Key long-term challenge for India remains ability to rein in the consolidated fiscal deficit. Government expenditure bill will increase, with the proposed revision in wages and likelihood of other measures to support rural income.

The Company has a well laid out internal control system. The internal control system is so designed to ensure that there is adequate safeguard, maintenance and usage of assets of the Company.

The Company currently has a strong team of less than 05 employees with experience in stock broking and finance and we would like to thank each and every member of the BLUEBLOOD family for their role and continuous contribution towards the Company's performance.

During the Financial Year 2023-24, your Company has not accepted any deposit within the meaning of Sections 73 and 74 the Companies Act, 2013 read together with the Companies (Acceptance of Deposits) Rules, 2014.

In accordance with Section 178 and other applicable provisions if any, of the Companies Act, 2013 read with the Rules issued there under and Regulation 19 of the LODR, the Board of Directors of the Company at their meeting has formulated the Remuneration Policy on the recommendations of the Nomination & Remuneration Committee. The salient features covered in the Remuneration Policy have been outlined in the Corporate Governance Report which forms part of this Report.

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The information required under Section 197 of the Companies Act, 2013 read with Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 in respect of Directors/employees of the Company is set out in "Annexure A” to this Report and is available on the website of the Company.

Pursuant to Section 152 of the Companies Act, 2013, Mr. Suresh Bohra, Director of the Company, retires by rotation at ensuing Annual General Meeting and being eligible, offers himself for re-appointment

Mr. Suresh Bohra, Managing Director & Chief Financial officer and Mr. Jatin Bhatia, Company Secretary & Compliance Officer are the Key Managerial Personnel in accordance with the provisions of the Companies Act, 2013 and Rules.

The details of programmes for familiarization of Independent Directors with the Company, their roles, rights, responsibilities in the Company and related matters are put up on the website of the Company.

In terms of the provisions of the Companies Act, 2013 read with Rules issued there under and LODR, the Board of Director on recommendation of Nominations & Remuneration Committee have evaluated the effectiveness of the Board/Director(s) for financial year 2023-24.

BVL is committed to creating and returning value to shareholders. Accordingly, the Company is dedicated to achieving high levels of operating performance, cost competitiveness, enhancing the productive asset and resource base and striving for excellence in all areas of operations. The Company firmly believes that its success in the marketplace and good reputation are among the primary determinants of shareholder value. Its close relationship with customers and a deep understanding of their challenges and expectations drive the development of new products and services. Anticipating customer requirements early and being able to address them effectively requires a strong commercial backbone. The Company is also committed to creating value for all its stakeholders by ensuring that its corporate actions positively impact the economic, societal and environmental dimensions of the triple bottom line.

The 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 does not apply in your Company.

The details of the number of Board and Committee meetings of the Company are set out in the Corporate Governance Report which forms part of this Report.

The Company has the following three (3) Board-level Committees, which have been established in compliance with the requirements of the business and relevant provisions of applicable laws and statutes:

1. Audit Committee

2. Nomination and Remuneration Committee

3. Stakeholders' Relationship Committee

The details with respect to the composition, terms of reference, number of meetings held, etc. of these Committees are included in the Report on Corporate Governance, which forms part of the Annual Report.

The Company has received declarations from all the Independent Directors confirming that they meet the criteria of independence as prescribed under the provisions of Companies Act, 2013 read with the Schedules and Rules issued there under as well as LODR.

The Board of Directors confirms that the Independent Directors also meet the criteria of expertise, experience, integrity and proficiency in terms of Rule 8 of the Companies (Accounts) Rules, 2014, as amended. The Board is of the opinion that the Independent Directors of the Company possess requisite qualifications, experience and expertise in the fields of technology, digitalization, human resources, strategy, auditing, tax and risk advisory services, financial services, corporate governance, etc. and that they hold highest standards of integrity.

In terms of Section 150 of the Act read with rule 6 of the Companies (Appointment & Qualification of Directors) Rules, 2014 as amended, the Independent Directors have confirmed that they have enrolled themselves in the Independent Directors Databank maintained with the Indian Institute of Corporate Affairs and they meet the criteria of exemption to undertake online proficiency self-assessment test conducted by the said Institute.

The Company has received Form DIR-8 from all Directors pursuant to Section 164(2) and rule 14(1) of Companies (Appointment and Qualification of Directors) Rules, 2014.The details of the Director being recommended for appointment / re-appointment have been given in the Explanatory Statement to the Notice of the forthcoming AGM.

The Company has in place a Risk Management policy, which lays down a robust and dynamic process for identification and mitigation of risks. The Board of Directors of the Company reviews the risk management and mitigation plan from time to time.

Pursuant to the requirements under Section 134(3)(c) of the Companies Act, 2013, the Directors confirm that:

(a) in the preparation of the annual accounts for the Financial Year ended 31^st March, 2024, the applicable accounting standards and Schedule III of the Companies Act, 2013, have been followed and there are no material departures from the same;

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(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, 2024 and of the profit of the Company for the financial year ended 31^st March, 2024;

(c) 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;

(d) the Directors have prepared the annual accounts on a ‘going concern' basis;

(e) the Directors have laid down proper internal financial controls to be followed by the Company and that such internal financial controls are adequate and are operating effectively; and

(f) The Directors have devised proper systems to ensure compliance with the provisions of all applicable laws and that such system are adequate and operating effectively.

KRA & Associates Chartered Accountants, New Delhi, Firm Registration number 002352N are appointed as the Statutory Auditors of the Company w.e.f. 13^th November, 2021. Further, M/s KRA & Associates has confirmed their eligibility under Section 141 of the Companies Act, 2013 and the Rules framed there under. The Qualification made by the Auditor has been replied by the Management and same has been annexed as Annexure B.

Pursuant to the provisions of Section 204 of the Companies Act, 2013 read with the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, your Company has appointed MZ & Associates, Company Secretaries to conduct the Secretarial Audit of your Company. The Secretarial Audit Report is annexed herewith as "Annexure - C" to this Report. The remark of the secretarial auditor is placed with the following observation and management reply to the same has been annexed with Annexure D to the report.

Pursuant to Section 138 of the Companies Act, 2013 read with The Companies (Accounts) Rules, 2014 the Company has not appointed any Internal Auditor in the Company for FY 2023-24.

Requirement of Cost Audit as stipulated under the provisions of Section 148 of the Act, are not applicable for the business activities carried out by the Company.

There are no applications made by or against company or any proceeding pending under the Insolvency and Bankruptcy Code, 2016 (31 of 2016) during the FY 2023-24.

The Annual Return of the Company as on 31^st March, 2023, in prescribed e-form MGT-7 in accordance with Section 92(3) of the Act, read with Section 134(3)(a) of the Act, is available on the Company's website atwww.bluebloodventure.com

Further the Annual Return (i.e. e-form MGT-7) for the FY 2023-24 shall be filed by the Company with the Registrar of Companies, within the stipulated period and the same can also be accessed thereafter on the Company's website at: www.bluebloodventure.com

The details of the related party transactions as required under Accounting Standard - 18 are set out in Note 25 to the standalone financial statements forming part of this Annual Report. The Policy on materiality of related party transactions and dealing with related party transactions as approved by the Board may be accessed on the Company's website.

The details of loans, guarantees and investments under Section 186 of the Companies Act, 2013 read with the Companies (Meetings of Board and its Powers) Rules, 2014 as on 31^st March, 2024.

• Company has made investments in Shares of Boiban Business Private Limited of Rs. 17 lacs.

• Company has made investments in Zero Coupon Fully Convertible Debentures of Devoted Construction limited of Rs. 4,149 Lacs.

• Company has made Investment in Black Fox Realty Fund I Account of Rs. 30 Lacs VIGIL MECHANISM/ WHISTLE BLOWER POLICY

The Board of Directors of the Company have formulated a Whistle Blower Policy which is in compliance with the provisions of Section 177(10] of the Companies Act, 2013 and Listing Obligations and Disclosure Requirements (LODR) Regulations, 2015. The Company, through this policy envisages encouraging the Directors and Employees of the Company to report to the appropriate authorities any unethical behaviour, improper, illegal or questionable acts, deeds, actual or suspected frauds or violation of the Company's Code of Conduct for Directors and Senior Management Personnel. The Policy on Vigil Mechanism / Whistle blower policy may be accessed on the Company's website.

The Company has no Subsidiary / Joint Ventures / Associate Companies as prescribed under the Companies Act, 2013.

The information on conservation of energy, technology absorption and foreign exchange earnings and outgo as stipulated under Section 134 of the Companies Act, 2013 read with the Companies (Accounts] Rules, 2014 is as under:

Part A and Part B relating to conservation of energy and technology absorption are not applicable to the Company as your Company is not a manufacturing company.

The 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 Workplace (Prevention, Prohibition & Redressal] Act, 2013 and the rules made thereunder.

Internal Complaints Committeefs] (ICCs] at each workplace of the Company have been set up to redress complaints, if any, received regarding sexual harassment. All employees (permanent, contractual, temporary, trainees] are covered under this Policy.

There was no complaint received from any employee of the Company during the FY 2023-24.

A. Change in nature of business

The Company has not undergone any change in the nature of the business during the FY 2023-24.

There are no material changes and commitments affecting the financial position of the Company, which have occurred between the end of the FY 2023-24 and the date of this Report.

Pursuant to Regulation 13(3) of the SEB1 (LODR) Regulations, 2015 the listed entity shall file with the recognized stock exchange(s) on a quarterly basis, within twenty one days from the end of each quarter, a statement giving the number of investor complaints pending at the beginning of the quarter, those received during the quarter, disposed of during the quarter and those remaining unresolved at the end of the quarter and pursuant to Regulation 31 of SEBI (LODR) Regulation^ 015 Listed Entity shall submit to Stock Exchange statement showing shareholding pattern and holding of security of each class of securities within twenty one days from the end of each half year. As a consequence of Non-compliance and SEBI vide its circular no. SEB1/HO/CFD/CMD/C1R/P/2020/12 dated January 22, 2020 (SEBI SOP Circular) has inter alia prescribed certain penal actions such as levy of financial fines, freezing of promoter demat accounts and transfer of shares to Z group (Trade for Trade) ending with suspension of trading in the securities of the listed entities which do not comply with critical regulations of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015. The Trading in securities of the company is suspended w.e.f November 21, 2022 on account of non-compliance with Regulation 76 of SEBI (Depositories and Participants) Regulations, 2018 for two consecutive quarters i.e. March 2022 & June 2022.

a) Your Company has not issued equity shares with differential rights as to dividend, voting or otherwise;

b) Your Company does not have anyESOP scheme for its employees/directors.

Trading in the Equity Shares of the Company is only permitted in the dematerialized form as per the Securities and Exchange Board of India (SEBI) circular dated May 29, 2000.

Trading in securities of the Company was suspended on 22^nd November, 2022 and the facility of trading the shares of the aforementioned non-complaint company for Trade Basis in Z Group on the first trading day of every week has been discontinued since 13th June, 2023. Since then the trading in securities of the

company has been suspended until as on date.

Pursuant to Regulation 27 of the SEBI (Listing Obligation and Disclosure Requirement) Regulations 2015, the Corporate Governance report together with a certificate on its compliance forms part of the Annual Report.

There are no instances of one time settlement during the financial year under review.

Statement in the management's discussions and analysis describing the Company's projections, estimates, expectations or predictions may be ‘forward looking statements' within the meaning of applicable securities laws and regulations. Actual results could differ materially from those expressed or implied. Important factors that would make a difference to the Company's operations include demand-supply conditions, changes in government regulations, tax regimes and economic developments within the country and abroad and such other factors.

The Directors of the Company are grateful to all the stakeholders including the customers, bankers, suppliers and employees of the Company for their co-operation and assistance.