ANNUAL REPORT FOR THE FINANCIAL YEAR 2024-25.

NEWEVER TRADE WINGS LTD CIN: L74999WB2012PLC181106 238B, A.J.C BOSE ROAD, UNIT 4B, FOURTH FLOOR, KOLKATA - 700020, WEST BENGAL, INDIA Email: newevertradewingsltd@gmail.com ----------------------------------------------------------------------------------------- NOTICE IS HEREBY GIVEN THAT THE 13TH ANNUAL GENERAL MEETING OF THE MEMBERS OF NEWEVER TARDE WINGS LIMITED WILL BE HELD ON, MONDAY, SEPTEMBER 29, 2025 AT 04:00 P.M. AT BHARTIYA BHASHA PARDHAD 36A, SHAKESPEARE SARANI, KOLKATA-700017, WEST BENGAL, INDIA: ------------------------------------------------------------------------------------------------------ ORDINARY BUSINESS: 1. To consider and adopt the audited financial statement of the Company for the financial year ended March 31, 2025 and the reports of the Board of Directors and Auditors thereon: In this regard, to consider and if thought fit, to pass, with or without modification(s), the following resolutions as Ordinary Resolutions: “RESOLVED THAT the audited financial statement of the Company for the financial year ended March 31, 2025 and the reports of the Board of Directors and Auditors thereon, as circulated to the members, be and are hereby considered and adopted.” 2. To appoint Mr. Vikrant Kayan (DIN: 00761044), who retires by rotation as a Director: In this regard, to consider and if thought fit, to pass, with or without modification(s), the following resolution as an Ordinary Resolution: “RESOLVED THAT in accordance with the provisions of Section 152 and other applicable provisions of the Companies Act, 2013, Mr. Vikrant Kayan (DIN: 00761044), who retires by rotation at this meeting be and is hereby appointed as a Director of the Company.” SPECIAL BUSINESS: 3. To Appointment of M/s. Suprabhat & Co, a peer reviewed firm of practicing Company Secretaries, as Secretarial Auditor of the Company:: In this regard, to consider and if thought fit, to pass, with or without modification(s), the following resolution as an Ordinary Resolution: “RESOLVED THAT pursuant to the provisions of Section 204 and other applicable provisions, if any, of the Companies Act, 2013 (hereinafter referred to as the “Act”), read with Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 (including any statutory modification or reenactment thereof for the time being in force) and Regulation 24A of Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 (“SEBI Listing Regulations”) and such other applicable provisions if any, and on the recommendation of Audit Committee and Board of Directors of the company, M/s. Suprabhat & Co., a peer reviewed firm of Practicing Company Secretaries, being eligible, be and is hereby appointed as Secretarial Auditor of the Company for a term of Three (3) consecutive financial years commencing from the conclusion of the ensuing 13th Annual General Meeting till the conclusion of 16TH Annual General Meeting to be held in the year 2028 (i.e. to conduct the Secretarial Audit for 3 financial year from 2025-26 to 2027-28), on such remuneration as recommended by the Audit Committee and as may be mutually agreed between the Board of Directors of the Company and Secretarial Auditors from time to time. “RESOLVED FURTHER THAT the Board be and is hereby authorized to delegate all or any of the powers to any committee of directors with power to further delegate to any other officer(s) / authorized representative(s) of the Company to do all acts, deeds and things and take all such steps as may be necessary, proper or expedient to give effect to this resolution.” By Order of the Board of Directors NEWEVER TRADE WINGS LTD Sd/- Date: 28.08.2025 Vikrant Kayan Place: Kolkata Director DIN: 00761044 NOTES: 1. Explanatory Statement in respect of special business to be transacted pursuant to Section 102 of the Companies Act, 2013 and/or Regulation 36(3) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 with respect to Item Nos. 3 is annexed hereto. 2. The relevant details, pursuant to Regulations 26(4) and 36(3) of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 (“SEBI Listing Regulations”) and Secretarial Standard on General Meetings issued by the Institute of Company Secretaries of India, in respect of Director retires by rotation and seeking appointment/reappointment at this Annual General Meeting (“AGM”) are annexed to the notice. 3. A member entitled to attend and vote at the meeting is entitled to appoint a proxy to attend and vote instead of himself / herself at the venue of the meeting and such proxy need not be a member of the company. The proxies to be effective should be deposited at the registered office of the Company not less than forty-eight (48) hours before the commencement of the meeting and in default, the instrument of proxy shall be treated as invalid. Proxies submitted on behalf of the companies, societies etc., must be supported by an appropriate resolution / authority, as applicable. A person can act as a proxy on behalf of members not exceeding 50 and holding in aggregate not more than 10% of the total share capital of the Company carrying voting rights. Accordingly, the facility for appointment of proxies by the Members will be available for the AGM and hence the Proxy Form and Attendance Slip are annexed to this Notice. 4. In the case of Corporate Member, it is requested to send a scanned copy of the Board Resolution/Authorization authorizing the representative to attend the AGM physically and vote on its behalf at the meeting. The said Resolution / Authorization shall be sent to the Company Secretary by email through its registered email address to newevertradewingsltd@gmail.com. 5. In compliance with the provisions of Section 108 of the Act, read with Rule 20 of the Companies (Management and Administration) Rules, 2014, as amended from time to time, and Regulation 44 of the LODR Regulations, the Company has extended remote e-voting facility for its members to enable them to cast their votes electronically on the resolutions set forth in this notice. The instructions for remote e-voting are provided in this notice. The remote e-voting commences on Friday 26th September 2025 at 9.00 a.m. to Sunday 28th September, 2025 at 5.00 p.m. (IST). The voting rights of the Shareholders shall be in proportion to their shares of the paid-up equity share capital of the Company as on the cut-off date, i.e., Monday 22nd September, 2025. 6. Any person who is not a member post cut-off date should be treated this notice for information purposes only. 7. Polling Paper, Proxy Form and Attendance Slip are the part of this notice. 8. A person, whose name is recorded in the Register of Members or in the Register of Beneficial Owners maintained by the depositories as on the cut-off date only shall be entitled to avail the facility of remote e-voting as well as voting (by poll) at the AGM. 9. Any person, who acquires shares and becomes a Member of the Company after sending the notice and holding shares as of the cut-off date, i.e., Monday 22nd September, 2025 may obtain the login ID and password by sending a request to the Registrar and Share Transfer Agent (RTA) Adroit Corporate Services Pvt. Ltd. at info@adroitcorporate.com or e-voting provider Purva Sharegistry (India) Private Limited at evoting@purvashare.com for casting the vote. 10. Appointed Suprabhat Chakraborty (Membership No. A41030 AND COP. 15878), Practicing Company Secretary as a Scrutinizer to scrutinize e-voting and submit their report as prescribed under Companies Act, 2013, vide Board Resolution dated 28th August, 2025 has been appointed as the Scrutinizer to scrutinize the voting and remote e-voting process in a fair and transparent manner. 11. The Scrutinizer shall within a period not exceeding 2 (Two) working days from the conclusion of the e-voting period unblock the votes in the presence of at least 2 (Two) witne [Showing first 8,000 characters — download PDF for full document]