To, The Members, Betala Global Securities Limited

Your Directors are pleased to present the Thirty Second (32^nd) Annual Report of the Company together with the Audited Standalone Financial Statements for the financial year ended 31st March, 2026.

The financial performance of the Company for the financial year ended 31st March, 2026 is summarized below:

The Company is primarily engaged in investment activities, granting of loans and allied financial services in accordance with its Memorandum of Association and applicable laws.

During the year, the Company continued its efforts towards recommencing and expanding its business activities and actively pursued opportunities in the field of investments and financial services.

The Company incurred a net loss of 441.50 Thousands during the financial year ended 31st March, 2026, as compared to a net loss of 2,693.39 Thousands during the previous financial year.

Although the Company continued to incur a loss during the financial year, the loss has significantly reduced as compared to the previous financial year. The loss during the year was primarily attributable to expenditure incurred towards strengthening the Company's statutory and regulatory compliance framework, professional and legal expenses, listing and revocation-related expenses and other administrative costs. The Board believes that these initiatives will support the Company's future growth and business expansion.

Despite these challenges, the Board believes that the measures undertaken during the year have strengthened the Company's governance framework and positioned it for future growth.

The equity shares of the Company are listed on BSE Limited. Trading in the equity shares of the Company continues to remain under suspension. During the financial year under review, the Company continued to undertake necessary measures in connection with its application for revocation of suspension of trading before BSE Limited. The Company has complied with the observations communicated by BSE Limited from time to time and submitted the requisite documents and information as required by the Stock Exchange.

The Company has complied with the observations communicated by BSE Limited from time to time and submitted all requisite documents and information in connection with the revocation process. The application for revocation of suspension of trading of the equity shares is presently under consideration by BSE Limited.

During the financial year under review, the Company continued to strengthen its compliance framework and undertook various corrective measures to ensure compliance with the applicable provisions of the Companies Act, 2013, SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 and other applicable laws.

The application for revocation continues to be under consideration by BSE Limited. The Company remains committed to complying with all applicable statutory and regulatory requirements. Any revocation of suspension and restoration of trading of the Company's equity shares shall be subject to the approval of BSE Limited and compliance with the applicable regulatory requirements.

In view of the loss incurred during the financial year under review and with a view to conserving the financial resources of the Company, your Directors do not recommend any dividend for the financial year ended 31st March, 2026.

In view of the loss incurred during the financial year under review, no amount has been transferred to the General Reserve.

There was no change in the nature of the business of the Company during the financial year under review.

During the financial year under review, there was no change in the authorised, issued, subscribed and paid-up share capital of the Company.

Pursuant to the provisions of Section 92(3) read with Section 134(3)(a) of the Companies Act, 2013, the Annual Return of the Company as on 31st March, 2026 is available on the website of the Company at: www.betala.net

During the financial year under review, the Company has neither accepted nor renewed any deposits within the meaning of Sections 73 to 76 of the Companies Act, 2013 read with the Companies (Acceptance of Deposits) Rules, 2014.

Accordingly, there were no deposits outstanding, unpaid or unclaimed as on 31st March, 2026.

No material changes or commitments affecting the financial position of the Company have occurred between the end of the financial year i.e. 31st March, 2026 and the date of this Report, except the proposals relating to the re-appointment of an Independent Director and shifting of the Registered Office of the Company from the State of Tamil Nadu to the State of Maharashtra, which are placed before the Members for their approval at the ensuing Annual General Meeting.

The Company does not have any subsidiary, associate or joint venture within the meaning of the Companies Act, 2013.

Accordingly, the requirement to prepare Consolidated Financial Statements under the provisions of the Companies Act, 2013 does not arise.

During the financial year under review, there was no amount required to be transferred to the Investor Education and Protection Fund in accordance with the provisions of Section 125 of the Companies Act, 2013.

Pursuant to Regulation 34(2)(e) read with Schedule V of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, the Management Discussion and Analysis Report forms Annexure I to this Report and forms an integral part hereof.

As on 31st March, 2026, the Board of Directors comprised the following Directors:

- Mr. Roop Chand Betala Managing Director

- Mrs. Purvi Amit Thapar Independent Director

- Mr. Manoj Cherian Samuel Independent Director

- Mr. Vikul Chander Independent Director

During the financial year under review, there was no change in the composition of the Board of Directors.

Subsequent to the close of the financial year, Ms. Seema Birla resigned from the office of Company Secretary & Compliance Officer of the Company with effect from 31^st July 2026. The Board places on record its sincere appreciation for the valuable services rendered by her during her tenure.

Further, Ms. Kinjal Nirmal Vyas was appointed as the Company Secretary & Compliance Officer (Key Managerial Personnel) of the Company with effect from 1^st August 2026, in accordance with the applicable provisions of the Companies Act, 2013 and the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015.

The Board places on record its sincere appreciation for the valuable services rendered by Ms. Seema Birla during her tenure as the Company Secretary & Compliance Officer and extends a warm welcome to Ms. Kinjal Nirmal Vyas on her appointment. The Board looks forward to her valuable contribution towards strengthening the Company's compliance framework and corporate governance practices.

The first term of office of Mrs. Purvi Amit Thapar (DIN: 08808563) as an Independent Director concluded on 31st March, 2026.

Based on the recommendation of the Nomination and Remuneration Committee and considering her integrity, qualifications, expertise, experience and valuable contribution to the deliberations of the Board, the Board of Directors, at its Meeting held on 1^st April, 2026, approved her reappointment for a second consecutive term of five (5) years commencing from 1st April, 2026 up to 31st March, 2031, subject to the approval of the Members by way of a Special Resolution at the ensuing Annual General Meeting.

The Board is of the opinion that Mrs. Purvi Amit Thapar fulfils the conditions specified under the Companies Act, 2013 and the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 for her re-appointment as an Independent Director and that she continues to be independent of the Management.

The Company has received declarations from all the Independent Directors confirming that they meet the criteria of independence as prescribed under Section 149(6) of the Companies Act, 2013 and Regulation 16(1)(b) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015.

The Independent Directors have also confirmed compliance with the provisions of Section 150 of the Companies Act, 2013, wherever applicable, and have affirmed compliance with the Code for Independent Directors prescribed under Schedule IV to the Companies Act, 2013. In the opinion of the Board, all the Independent Directors possess the requisite integrity, expertise and experience, including proficiency, required to effectively discharge their duties.

Although the provisions relating to Corporate Governance under Regulation 15(2) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 are not applicable to the Company, the Board believes in maintaining high standards of corporate governance and transparency. Accordingly, the Board has constituted the Committees prescribed under the Companies Act, 2013 and continues to follow sound governance practices.

Board of Directors

As on 31^st March, 2026, the Board of Directors comprised four (4) Directors, one Chief Financial Officer and one Company Secretary.

The composition of the Board as on 31st March, 2026 was as under:

- 20th May, 2025

- 17th June, 2025

- 17th July, 2025

- 28th October, 2025

- 21st January, 2026

The intervening gap between any two consecutive Board Meetings did not exceed one hundred and twenty days, as prescribed under the Companies Act, 2013 and Secretarial Standard-1 on Meetings of the Board of Directors.

The attendance of the Directors at the Board Meetings is given below:

The details of attendance of the Directors at the Thirty First (31st) Annual General Meeting of the Company are given below:

The Board has reviewed the declarations and confirmations received from the Directors and is satisfied that none of the Directors is disqualified from being appointed or continuing as a Director under the provisions of the Companies Act, 2013.

The Audit Committee has been constituted in accordance with the provisions of Section 177 of the Companies Act, 2013.

The Committee assists the Board in overseeing the integrity of the Company's financial statements, internal financial controls, audit process, statutory compliance, risk management framework and other matters entrusted to it by the Board.

During the Financial Year 2025-26, Five (5) meetings of the Audit Committee were held on:

- 20th May, 2025

- 17th June, 2025

- 17th July, 2025

- 28th October, 2025

- 21st January, 2026

The composition of the Audit Committee and attendance of its Members are as follows:

All recommendations made by the Audit Committee during the financial year were accepted by the Board.

The Nomination and Remuneration Committee has been constituted pursuant to the provisions of Section 178 of the Companies Act, 2013.

The Committee is responsible for identifying persons qualified to become Directors and Key Managerial Personnel, recommending their appointment and remuneration, formulating the criteria for determining qualifications, positive attributes and independence of Directors and carrying out the annual performance evaluation of the Board, its Committees and individual Directors. During the financial year, the Committee also considered and recommended the reappointment of Mrs. Purvi Amit Thapar as an Independent Director of the Company for a second consecutive term of five years commencing from 1st April, 2026, subject to the approval of the Members.

During the Financial Year 2025-26, One (1) meeting of the Committee was held on: 20^th May, 2025

The Nomination and Remuneration Policy formulated by the Company is available on the website of the Company.

Pursuant to the provisions of the Companies Act, 2013, the Board has carried out an annual evaluation of its own performance, the performance of the Board Committees and individual Directors.

The evaluation was carried out having regard to various parameters including the composition of the Board, effectiveness of deliberations, strategic guidance, governance practices, participation in meetings, professional expertise, integrity, independence and contribution towards the growth of the Company.

The Independent Directors also reviewed the performance of the Non-Independent Directors, the Chairman and the Board as a whole at their separate meeting.

The Board is satisfied with the performance of the Board, its Committees and individual Directors.

The Stakeholders' Relationship Committee has been constituted pursuant to the provisions of Section 178 of the Companies Act, 2013.

The Committee oversees transfer and transmission of securities, issue of duplicate share certificates, dematerialisation and rematerialisation of securities, redressal of investor grievances, monitoring of investor services rendered by the Registrar and Share Transfer Agent and such other matters relating to shareholders and investors.

During the Financial Year 2025-26, Five (5) meetings of the Committee were held on:

- 20th May, 2025

- 17th June, 2025

- 17th July, 2025

- 28th October, 2025

- 21st January, 2026

During the financial year under review, no investor complaints were received, resolved or remained pending as on 31st March, 2026.

Pursuant to Schedule IV of the Companies Act, 2013, a separate meeting of the Independent Directors was held on 20^th May, 2025, without the attendance of the Managing Director and members of the management.

The Independent Directors reviewed:

- the performance of the Non-Independent Directors and the Board as a whole; - the performance of the Chairperson of the Company; and

- the quality, quantity and timeliness of the flow of information between the management and the Board.

The Independent Directors expressed satisfaction with the performance of the Board, its

The Company has complied with the applicable provisions of Secretarial Standard-1 (Meetings of the Board of Directors) and Secretarial Standard-2 (General Meetings) issued by the Institute of Company Secretaries of India and approved by the Central Government.

Pursuant to Regulation 15(2) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, the provisions relating to Corporate Governance specified under Regulations 17 to 27 and clauses (b) to (i) and (t) of Regulation 46(2) and Paras C, D and E of Schedule V are not applicable to the Company, as the Company's paid-up equity share capital and net worth were below the prescribed thresholds as on the last day of the previous financial year.

Accordingly, a separate Report on Corporate Governance is not required to be annexed to this Annual Report.

The Company believes that an effective Familiarisation Programme enables the Independent Directors to understand the Company's business, industry dynamics, regulatory environment and their roles, rights and responsibilities as Directors.

The Independent Directors are periodically updated on changes in the legal and regulatory framework, business operations, financial performance, risk management practices and significant developments affecting the Company through presentations, Board discussions and periodic updates. This enables them to effectively contribute to the deliberations of the Board and discharge their responsibilities efficiently.

Pursuant to Section 134(5) of the Companies Act, 2013, your Directors confirm that:

(a) in the preparation of the annual financial statements, the applicable Indian Accounting Standards and other applicable accounting standards have been followed and there are no material departures; (b) appropriate accounting policies have been selected and applied consistently, and judgments and estimates have been made that are reasonable and prudent so as to give a true and fair view of the state of affairs of the Company as at 31st March, 2026 and of the loss of the Company for the financial year ended on that date; (c) proper and sufficient care has been taken 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 annual financial statements have been prepared on a going concern basis; (e) the Directors have laid down internal financial controls to be followed by the Company and such internal financial controls are adequate and were operating effectively; and applicable laws and such systems were adequate and operating effectively.

M/s. CRBS & Associates LLP, Chartered Accountants (Firm Registration No. 002957S), continue as the Statutory Auditors of the Company and hold office in accordance with the provisions of Section 139 of the Companies Act, 2013.

The Statutory Auditors have audited the Standalone Financial Statements of the Company for the financial year ended 31st March, 2026.

The Statutory Auditors' Report on the Standalone Financial Statements forms part of this Annual Report.

The Statutory Auditors have issued an unmodified opinion on the Standalone Financial Statements of the Company for the financial year ended 31st March, 2026. The Auditors have included an Emphasis of Matter regarding the Company's ability to continue as a going concern and have also made certain observations in Annexure 'A' to their Report.

The Board's comments on the observations are as under:

Pursuant to the provisions of Section 204 of the Companies Act, 2013 read with Rule 9 of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 and Regulation 24A of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, the Board of Directors, based on the recommendation of the Audit Committee, has appointed M/s. Priya Shah & Associates, Practising Company Secretaries (Firm Registration No. S2019MH668500), a Peer Reviewed Firm, as the Secretarial Auditors of the Company for a period of five consecutive years commencing from 1st April, 2025 to 31st March, 2030, subject to the approval of the Members at the ensuing Annual General Meeting.

The Secretarial Audit Report for the financial year ended 31st March, 2026 forms part of this Annual Report as Annexure 3.

The observations made by the Secretarial Auditor, wherever applicable, together with the Board's comments thereon are provided below:

The Board is committed to ensuring full compliance with the applicable provisions of the Companies Act, 2013, the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 and other applicable laws.

The appointment of an Internal Auditor is applicable to the Company in terms of Section 138 of the Companies Act, 2013 read with the Companies (Accounts) Rules, 2014.

The Company could not appoint an Internal Auditor during the financial year. The Board has taken note of the observation made by the Secretarial Auditor and shall ensure compliance with the provisions of Section 138 of the Companies Act, 2013.

The maintenance of cost records as specified under Section 148(1) of the Companies Act, 2013 is not applicable to the Company considering the nature of its business activities.

Accordingly, the requirement for appointment of a Cost Auditor does not arise.

The Company has in place adequate internal financial controls commensurate with the size, nature and complexity of its business. The internal control framework is designed to ensure the orderly and efficient conduct of business, safeguarding of assets, prevention and detection of frauds and errors, accuracy and completeness of accounting records and timely preparation of reliable financial information.

The Board periodically reviews the adequacy and effectiveness of the internal financial controls and is satisfied that the internal financial controls were adequate and operating effectively during the financial year under review.

The Company has established appropriate processes for identification, assessment, monitoring and mitigation of various business risks.

The Board periodically reviews the Company's risk management framework to identify, evaluate and mitigate strategic, operational, financial, legal and regulatory risks. The Directors are satisfied that appropriate systems have been established for effective risk management and internal control.

Pursuant to the provisions of Section 177 of the Companies Act, 2013, the Company has established a Vigil Mechanism / Whistle Blower Policy for Directors and employees to report genuine concerns regarding unethical behaviour, actual or suspected fraud or violation of the Company's Code of Conduct.

The Policy provides adequate safeguards against victimisation of persons who use the mechanism. During the financial year under review, no complaint was received under the Vigil Mechanism.

The Company has adopted a Nomination and Remuneration Policy in accordance with Section 178 of the Companies Act, 2013.

The Policy lays down the criteria for appointment of Directors, Key Managerial Personnel and Senior Management Personnel and also provides for remuneration based on qualifications, experience, performance, integrity and other applicable criteria.

The Policy is reviewed periodically by the Nomination and Remuneration Committee and is available on the website of the Company.

Particulars of loans, guarantees and investments covered under Section 186 of the Companies Act, 2013 form part of the Notes to the Standalone Financial Statements forming part of this Annual Report.

All Related Party Transactions entered into during the financial year under review were in the ordinary course of business and on an arm's length basis and were in compliance with the applicable provisions of the Companies Act, 2013 and the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015.

There were no material Related Party Transactions entered into during the financial year requiring approval of the Members under the Companies Act, 2013 or the SEBI Listing Regulations.

Accordingly, the disclosure in Form AOC-2 prescribed under Section 134(3)(h) of the Companies Act, 2013 read with Rule 8(2) of the Companies (Accounts) Rules, 2014 is not applicable to the Company.

The Policy on Related Party Transactions is available on the website of the Company at www.betala.net.

The information required pursuant to Section 197(12) of the Companies Act, 2013 read with Rule 5 of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 forms Annexure 2 to this Report.

None of the employees of the Company was in receipt of remuneration in excess of the limits prescribed under Rule 5(2) and Rule 5(3) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014.

The provisions of Section 135 of the Companies Act, 2013 relating to Corporate Social Responsibility were not applicable to the Company during the financial year under review. Accordingly, the Company was not required to constitute a Corporate Social Responsibility Committee or formulate a CSR Policy.

The Company has in place an appropriate policy for prevention, prohibition and redressal of sexual harassment at the workplace in accordance with the provisions of the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013. The Company has constituted an Internal Committee in compliance with the provisions of the said Act.

During the financial year under review:

- Number of complaints received: Nil

- Number of complaints disposed of: Nil

- Number of complaints pending as on 31st March, 2026: Nil

The requirement relating to submission of the Business Responsibility and Sustainability Report (BRSR) under Regulation 34 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 was not applicable to the Company during the financial year under review.

During the financial year under review, no significant or material orders were passed by any Regulator, Court or Tribunal which would impact the going concern status of the Company or its future operations.

During the financial year under review, no fraud has been reported by the Statutory Auditors under Section 143(12) of the Companies Act, 2013.

The Company has complied with the applicable Secretarial Standards issued by the Institute of Company Secretaries of India relating to Meetings of the Board of Directors and General Meetings.

The maintenance of cost records as specified under Section 148(1) of the Companies Act, 2013 is not applicable to the Company considering the nature of its business.

During the financial year under review, no application was made or any proceeding was pending against the Company under the Insolvency and Bankruptcy Code, 2016.

During the financial year under review, the Company did not enter into any one-time settlement with any Bank or Financial Institution. Accordingly, disclosure under Rule 8(5)(xii) of the Companies (Accounts) Rules, 2014 is not applicable.

Your Directors place on record their sincere appreciation for the continued support and confidence reposed by the Members, customers, bankers, financial institutions, business associates, regulatory authorities, BSE Limited and various Government authorities. The Directors also acknowledge the dedication, commitment and valuable contribution made by the employees of the Company during the financial year and look forward to their continued support in the years ahead.