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DIRECTORS' REPORT

Ashoka Metcast Ltd.

GO
Market Cap. ( ₹ in Cr. ) 42.99 P/BV 0.34 Book Value ( ₹ ) 50.09
52 Week High/Low ( ₹ ) 21/12 FV/ML 10/1 P/E(X) 3.98
Book Closure 12/09/2024 EPS ( ₹ ) 4.32 Div Yield (%) 0.00
Year End :2025-03 

Your Directors have pleasure in presenting their 16th Annual Report on the business and operations of the Company
and the Audited Accounts for the Financial Year ended 31st March, 2025.

1. FINANCIAL SUMMARY/ HIGHLIGHTS OF PERFORMANCE OF THE COMPANY:

Financial Results

(Rs. in Lakhs)

Standalone

Consolidated

Particulars

Year ended
31/03/2025

Year ended
31/03/2024

Year ended
31/03/2025

Year ended
31/03/2024

Total Revenue

479.74

278.85

4,353.66

6800.21

Expenditure

209.65

154.95

3,742.87

6151.24

Profit/(Loss) before Depreciation

277.02

126.60

766.83

723.18

Depreciation

6.92

2.70

65.76

74.21

Profit/(Loss) before Tax

270.09

123.90

610.79

648.97

Extraordinary/Exceptional items

-

-

-

-

Provision for Taxation

-

-

-

-

Current Tax

31.07

31.55

89.26

152.19

Deferred Tax

0.01

0.03

-26.98

17.41

MAT Credit Entitlement

-

-

-

-

Less: Minority Interest in subsidiary profit

-

-

-

-

Add: Share in Associate

-

-

-

-

Profit/(Loss) after Tax

239.01

92.32

548.52

479.37

2. OVERVIEW OF COMPANY'S PERFORMANCE:

The Company is into the business of trading of steel, trading of goods and others. The standalone revenue
from operations was Rs. 179.78 Lakhs as compared to the Rs. 148.29 Lakhs revenue from operations during
the previous year. The standalone profit after tax was Rs. 239.01 Lakhs as compared to the standalone profit
after tax was Rs. 92.32 Lakhs in the previous year.

The consolidated revenue from operations was Rs. 3,896.26 Lakhs in the reporting financial year as compared
to Rs. 6624.91 Lakhs in the previous financial year. The consolidated profit after tax was Rs. 548.52 Lakhs in the
current financial year compared to Rs. 479.37 Lakhs in the previous financial year.

Profit for the year under review has shown an increase over the previous year, indicating a positive trend in
the Company's financial performance.

3. DIVIDEND:

With a strategic focus on long-term sustainability and a careful assessment of the prevailing circumstances, the
Board of Directors has decided that no dividend will be recommended for the year under review.

4. TRANSFER TO RESERVES:

Reserves & Surplus at the end of the year stood at Rs. 1,385.00 Lakhs as compared to Rs. 1145.98 Lakhs at the
beginning of the year.

5. SHARE CAPITAL:

At present, the Company has only one class of shares - equity shares with face value of Rs. 10/- each.

The Authorized Share Capital of the Company is Rs. 95,00,00,000/- divided into 9,50,00,000 Equity Shares of Rs.
10/- each.

During the year under review, the members of the Company at their Extra-Ordinary General Meeting held on
26/09/2024 approved increase in Authorized Share Capital from Rs. 25,00,00,000/- (Rupees Twenty Five Crore
only) divided into 2,50,00,000 (Two Crore Fifty Lakh) Equity Shares of Rs. 10/- (Rupees Ten) each to Rs.

75.00. 00.000/- (Rupees Seventy Five Crore only) divided into 7,50,00,000 (Seven Crore Fifty Lakhs) Equity
Shares of Rs. 10/- (Rupees Ten) each.

Subsequently the members of the Company by Postal Ballot through remote e-voting on 06/08/2025 (last date
of postal ballot), approved increase in Authorized Share Capital from Rs. 75,00,00,000/- (Rupees Seventy Five
Crore only), divided into 7,50,00,000 (Seven Crore Fifty Lakh) Equity Shares of Rs. 10/- (Rupees Ten) each to Rs.

95.00. 00.000/- (Rupees Ninety Five Crore only) divided into 9,50,00,000 (Nine Crore Fifty Lakh) Equity Shares of
Rs. 10/- (Rupees Ten) each.

The issued, subscribed and paid up equity capital is Rs. 24,99,60,000/- (Twenty Four Crore Ninety Nine Lakh
Sixty Thousand only) divided into 2,49,96,000 (Two Crore Forty Nine Lakh Ninety Six Thousand) equity shares of
face value of Rs. 10/- (Rupees Ten) each.

6. CHANGE IN NATURE OF BUSINESS:

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

7. MAINTAINANCE OF COST RECORDS:

The Company is not required to maintain cost records as specified by the Central Government under Section
148(1) of the Companies Act, 2013.

8. STATE OF COMPANY AFFAIRS:

The state of your Company's affairs is given under the heading 'Financial Summary/ Highlights', Overview of
Company's Performance' and various other headings in this Report and the Management Discussion and
Analysis Report, which forms part of the Annual Report.

9. DEPOSITS:

Your Company has not accepted any deposits within the meaning of Section 73 of the Companies Act, 2013
and the Companies (Acceptance of Deposits) Rules, 2014.

10. ENERGY, TECHNOLOGY AND FOREIGN EXCHANGE:

The activities carried out by the Company are not power intensive and the cost of the energy is insignificant.
The Company has not imported any technology during the year and there are no plans to import any kind of
technology in near future and hence information regarding its absorption is not applicable. There was no
research activities carried out during the year as well as no foreign exchange income or outgo during the year.

11. MATERIAL CHANGES AND COMMITMENTS AFFECTING THE FINANCIAL POSITION OF THE COMPANY:

There were no such material changes occurred subsequent to the close of the financial year of the Company to
which the balance sheet relates and the date of the report which can affect the financial position of the
Company.

12. DETAILS OF SIGNIFICANT AND MATERIAL ORDERS:

No material order has been passed by the Regulators/Court or Tribunals which can impact the going concern
status and Company's operation in future.

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

Rhetan TMT Limited is the Subsidiary of the Company. Vivanza Biosciences Limited ceased as an associate
Company of the Company during the financial year 2023-24 by sale of shares.

There are no any joint venture and associate companies of the Company. There has been no material change in
the nature of the business of the subsidiary.

In accordance with third proviso of Section 136(1) of the Companies Act, 2013, the Annual Report of the
Company, containing therein its standalone and the consolidated financial statements shall be placed on the
website of the Company at www.ashokametcast.in.

Pursuant to the provisions of Section 129(3) of the Companies Act, 2013 read with Rule 8(1) of the Companies
(Accounts) Rules, 2014, a statement containing salient features of the Financial Statements of the Company's
subsidiary in Form AOC-1 is attached herewith as
ANNEXURE-I.

14. PARTICULARS OF LOANS, GUARANTEES OR INVESTMENT BY THE COMPANY:

Details of Loans, Guarantees and Investments, if any covered under the provisions of Section 186 of the Act are
given in the notes to the Financial Statements.

15. MEETING OF BOARD OF DIRECTORS:

The Board meeting dates are finalized in consultation with all directors and agenda papers backed up by
comprehensive notes and detailed background information are circulated well in advance before the date of
the meeting thereby enabling the Board to take informed decisions.

During the year under the review, the Board met 8 (Eight) times during the year on 23/04/2024, 28/05/2024,
15/06/2024, 12/08/2024, 31/08/2024, 10/10/2024, 02/01/2025 and 13/02/2025 with gap between Meetings
not exceeding the period prescribed under the Companies Act, 2013 and Rules made there under.

For details of meetings of the Board, please refer to the Corporate Governance Report, which is a part of this
report.

16. MEETING OF MEMBERS:

15th Annual General Meeting of the members of the Company was held on 12th September, 2024.

During the year under review, Extra Ordinary General Meeting was held on 26th September, 2024.

17. COMMITTEES OF THE BOARD:

The Company had constituted its committees to comply with section 177 and 178 of the Companies Act, 2013
and as per regulation 18, 19 and 20 of SEBI Listing Regulations. There are currently three committees of the
Board, as follows:

1. Audit Committee

2. Nomination and Remuneration Committee

3. Stakeholders' Relationship Committee

Details of all the committees such as terms of reference, composition, and meetings held during the year
under review are disclosed in the Corporate Governance Report, which forms part of this Annual Report.

18. EXTRACTS OF ANNUAL RETURN:

Pursuant to Section 92(3) read with section 134(3)(a) of the Companies Act, 2013, copies of the Annual Returns
of the Company prepared in accordance with Section 92(1) of the Companies Act, 2013 read with Rule 11 of
the Companies (Management and Administration) Rules, 2014 are placed on the website of the Company and
is accessible at the web link:
http://www.ashokametcast.in/Investor%20Desk.html

19. INSURANCE:

All the Properties of the Company are adequately insured.

20. RELATED PARTY TRANSACTIONS:

There was related party transactions entered between the Company, Directors, management, or their
relatives. Hence, disclosure in Form AOC-2 is provided as
ANNEXURE-II.

All the contracts/arrangements/transactions entered into by the Company with the related parties during the
financial year 2024-25 were in the ordinary course of business and on an arm's length basis as disclosed in the
financial statements and were reviewed and approved by the Audit Committee. The details of related party
disclosure form a part of the notes to the financial statements provided in the annual report.

In terms of Regulation 23 of the SEBI Listing Regulations, your Company submits details of related party
transactions as per the format specified in the relevant accounting standards to the stock exchanges on a half¬
yearly basis.

Related Party disclosure under regulation 34(3) read with schedule V of SEBI (Listing Obligations and Disclosure
Requirements) Regulations, 2015 is as under:

Sr.

No.

Disclosure of loans / advances / investments /
Outstanding during the year

As at 31st March,
2025 (Rs. in Lakhs)

Maximum amount
during the year (Rs.
in Lakhs)

1

Loans and advances in the nature of loans to
subsidiary

0.00

0.00

2

Loans and advances in the nature of loans to associate

0.00

0.00

3

Loans and advances in the nature of loans to
firms/companies in which directors are interested

707.20

707.20

Further, transactions if any of the Company with any person or entity belonging to the promoter/promoter
group which hold(s) 10% or more shareholding in the listed entity are given in the notes to the Financial
Statements.

21. DIRECTORATE AND KEY MANAGERIAL PERSONNEL:

The Board of Directors of the Company has various executive and non-executive directors including
Independent Directors who have wide and varied experience in different disciplines of corporate functioning.

Following changes took place in the Board of Directors and Key Managerial Personnel of the Company:

> Mrs. Manjusha Rahul Salunke (DIN: 10666478) was appointed as an Additional (Independent) Director
by the Board of Directors w.e.f. 15th June, 2024. Further, her appointment was approved by the
members of the Company at their Annual General Meeting held on 12th September, 2024.

Further, she resigned from the office of Director w.e.f. 15th February, 2025, citing personal reasons. The
Company had received a confirmation from her that there are no material reasons for her resignation
other than the reasons provided by her.

> Mr. Umangkumar Hirabhai Patel (DIN: 11104737) was appointed as an Additional (Independent)
Director by the Board of Directors w.e.f. 14th May, 2025. Further, his appointment was regularized by
the members of the Company by way of postal ballot through e-voting on 26th June, 2025.

> Mrs. Deepak Pandit Nikam was appointed as the Chief Financial Officer of the Company w.e.f.
23rd April, 2024, by the Board of Directors in their meeting held on 23rd April, 2024.

Further, he resigned from the post of Chief Financial Officer w.e.f. 1st January, 2025 due to personal
reasons.

> Subsequently, Mr. Harshil Vyas was appointed as the Chief Financial Officer of the Company w.e.f. 1st
April, 2025.

> Mrs. Anchal Singhal (Anchal Bansal), Company Secretary & Compliance Officer of the Company resigned
w.e.f. 14th June, 2024 due to Personal Commitments.

> Mrs. Payal Punit Pandya was appointed as the Company Secretary & Compliance Officer of the Company
w.e.f. 15th June, 2024, by the Board of Directors in their meeting held on 15th June, 2024.

Further, due to pre-occupancy elsewhere she resigned w.e.f. 29th April, 2025.

> Subsequently, Mrs. Riddhi Mit Shah, was appointed as the Company Secretary & Compliance Officer of
the Company by the Board of Directors of the Company in their meeting held on 23rd May, 2025 w.e.f.
23rd May, 2025.

> Mrs. Leena Ashok Shah (DIN: 02629934), was appointed as the Managing Director of the Company for
continuous period of 5 years, i.e. 10th October, 2024 to 9th October, 2029, subject to approval of
members at the General meeting.

However, she tendered her resignation w.e.f. 30th December, 2024, due to pre-occupancy elsewhere.

> Mrs. Payal Shalin Shah (DIN: 07071877), was appointed as an Additional Non-Executive Director of the
Company w.e.f. 10th October, 2024.

Subsequently, she resigned w.e.f. 30th December, 2024 due to personal reasons.

> In accordance with the provisions of Section 152 of the Companies Act, 2013 and Articles of Association
of the Company, Mr. Hiteshkumar Donga (DIN: 03393396) retires by rotation at the ensuing Annual
General Meeting and being eligible in terms of Section 164 of the Act offers himself for re-appointment.

All Independent Directors have given declarations that they meet the criteria of independence as laid down
under Section 149(6) of the Companies Act, 2013.

Further, the Independent Directors have also submitted their declaration in compliance with the provisions of
Rule 6(3) of Companies (Appointment and Qualification of Directors) Rules, 2014, as amended from time to
time, which mandated the inclusion of an Independent Director's name in the data bank of Indian Institute of
Corporate Affairs ("IICA") for a period of one year or five years or life time till they continues to hold the
office of an independent director.

Further, in the opinion of the Board of Directors of the Company, all the Independent Directors are persons
having high standards of integrity and they possess requisite knowledge, qualifications, experience (including
proficiency) and expertise in their respective fields.

22. ANNUAL PERFORMANCE EVALUATION OF BOARD, COMMITTEES AND DIRECTORS:

Pursuant to the provisions of the Act and the corporate governance requirements as prescribed by Securities
and Exchange Board of India (Listing Obligations and Disclosure Requirements), Regulations, 2015, the Board
had carried out performance evaluation of its own, the Board Committees and of the Independent directors.
Independent Directors at a separate meeting evaluated performance of the Non-Independent Directors, Board
as a whole and of the Chairman of the Board.

The following were the Evaluation Criteria:

(a) For Independent Directors:

- Knowledge and Skills

- Professional conduct

- Duties, Role and functions

(b) For Executive Directors:

- Performance as Team Leader/Member.

- Evaluating Business Opportunity and analysis of Risk Reward Scenarios

- Key set Goals and achievements

- Professional Conduct, Integrity

- Sharing of Information with the Board

The Directors expressed their satisfaction with the evaluation process.

23. PARTICULARS OF EMPLOYEES AND RELATED DISCLOSURES :

Disclosures pertaining to remuneration and other details as required under Section 197 (12) of the Act read
with Rule 5 (1) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 is
annexed herewith as
ANNEXURE-III.

24. MANAGEMENT DISCUSSION AND ANALYSIS REPORT:

In terms of the Regulation 34(e) read with Schedule V of SEBI (Listing Obligations and Disclosure Requirements)
Regulations, 2015, Management Discussion and Analysis Report forms part of this Report as
ANNEXURE-IV.

25. CEO AND CFO CERTIFICATION:

Mr. Ashok Shah, Managing Director and Mr. Harshil Vyas, CFO have given certificate to the board as
contemplated in SEBI Listing Regulations. The said certificate is attached as
ANNEXURE-V.

26. LISTING OF SHARES:

The Equity Shares of the Company are listed on the BSE Limited (BSE) and National Stock Exchange of India
Limited (NSE) with scrip code 540923 & with security Symbol ASHOKAMET. The Company confirms that the
annual listing fee to the stock exchange for the financial year 2025-26 has been paid.

27. POLICY ON APPOINTMENT AND REMUNERATION OF DIRECTORS:

The Board has on the recommendation of the Nomination & Remuneration Committee, formulated criteria for
determining Qualifications, Positive Attributes and Independence of a Director. No remuneration is paid to any
of the Directors of the Company including Managing Director during the year 2024-25.

28. MANAGERIAL REMUNERATION:

The Company had not paid any remuneration to the Managing Director or any sitting fees to Non-Executive
Directors for attending any meetings during the financial year ended 31st March, 2025.

29. INDEPENDENT DIRECTORS' MEETING:

Independent Directors of the Company had met during the year under the review on 13th March, 2025. The
Independent Directors' in its meeting reviewed and considered:

• The performance of Non-Independent Directors and the Board of Directors;

• The performance of the Chairperson of the Company;

• Assess the quality, quantity and timeliness of flow of information between the management of the
Company and the Board of Directors that is necessary for the Board of Directors to effectively and
reasonably perform their duties.

30. AUDITORS:

A. Statutory Auditors

Pursuant to provisions of Section 139 of the Companies Act, 2013 and the rules framed there under, M/s.
GMCA & Co., Chartered Accountants, Ahmedabad (FRN: 109850W), were appointed as Statutory Auditors of
the company from the conclusion of 13th Annual General Meeting of the company till the conclusion of
18th Annual General Meeting of the Company.

The Notes to the financial statements referred in the Auditors Report are self-explanatory and therefore do
not call for any comments under Section 134 of the Companies Act, 2013.

The Report given by the Auditors on the financial statements of the Company is a part of the Annual Report.
The notes to the accounts referred to in the Auditors' Report are self-explanatory and therefore do not call for
any further comments.

There has been no qualification, reservation, adverse remark or disclaimer given by the Auditors in their
Report.

The Board at its meeting held on 12th August, 2024 had appointed Mr. Chintan K. Patel, Practicing Company
Secretary, Ahmedabad, to conduct the Secretarial Audit for the FY 2024-25. The Secretarial Audit Report in
Form MR-3 for the financial year under review, as received from Mr. Chintan K. Patel, Practicing Company
Secretary is attached as
ANNEXURE-VI to the Board's Report. The observations of the Secretarial Auditor in the
Secretarial Audit Report are self-explanatory and therefore do not call for any further comments.

Further, in terms of Section 204 of the Companies Act, 2013 read with Rule 9 of the Companies (Appointment
and Managerial Personnel) Rules, 2014, and Regulation 24A of the SEBI (Listing and Disclosure Requirements)
Regulations, 2015, the Board recommended appointment of Mr. Chintan K. Patel, Practicing Company
Secretary, Ahmedabad (having COP No. 11959 and Peer review No. 2175/2022), as the Secretarial Auditor of
the company for a term of 5 (five) consecutive years from F.Y. 2025-26 till F.Y. 2029-30, to hold office from the
conclusion of this Annual General Meeting (AGM) till the conclusion of AGM to be held in the year 2030.
Accordingly, the resolution seeking approval for the appointment of Secretarial Auditor by the members of the
company is included in the Notice of the ensuing Annual General Meeting.

31. SECRETARIAL STANDARDS:

The Company duly complies with the applicable Secretarial Standards issued by the Institute of Company
Secretaries of India.

32. INSTANCES OF FRAUD, IF ANY REPORTED BY THE AUDITORS:

Pursuant to provisions of Section 143(12) of the Companies Act, 2013, as amended from time to time, the
Statutory Auditors have not reported any incident of fraud to the Company during the year under review.

33. INTERNAL FINANCIAL CONTROL SYSTEM AND COMPLIANCE FRAMEWORK:

The Company has an Internal Financial Control System, appropriate considering the size and complexity of its
operations. The internal financial controls are adequate and are operating effectively so as to ensure orderly
and efficient conduct of business operations. The Audit Committee in consultation with the internal auditors
formulates the scope, functioning, periodicity and methodology for conducting the internal audit. Based on the
internal audit report and review by the Audit committee, process owners undertake necessary actions in their
respective areas. The internal auditors have expressed that the internal control system in the Company is
robust and effective. The Board has also put in place requisite legal compliance framework to ensure
compliance of all the applicable laws and that such systems are adequate and operating effectively.

34. RISK MANAGEMENT:

Company has implemented an integrated risk management approach through which it reviews and assesses
significant risks on a regular basis to help ensure that there is a robust system of risk controls and mitigation in
place. Senior management periodically reviews this risk management framework to keep updated and address
emerging challenges. Major risks identified by the businesses and functions are systematically addressed
through mitigating actions on a continuing basis.

35. PREVENTION OF SEXUAL HARASSMENT AT WORKPLACE:

As per the requirement of The Sexual Harassment of Women at Workplace (Prevention, Prohibition &
Redressal) Act, 2013 ('Act') and Rules made thereunder, your Company has assigned the responsibilities to
Audit Committee The details of Complaint pertaining to sexual harassment are provided as under:

Number of complaints of sexual harassment received in the year

NIL

Number of complaints disposed off during the year

NIL

Number of cases pending for more than ninety days

NIL

During the year under review, your Company has not received any complaint pertaining to sexual harassment.

36. COMPLIANCE WITH THE MATERNITY BENEFIT ACT, 1961:

The Company affirms that it is in full compliance with the provisions of the Maternity Benefit Act, 1961, as
amended from time to time. The Company is committed to fostering a supportive and inclusive work
environment, and ensures that all relevant policies and practices are regularly reviewed and aligned with the
applicable statutory requirements.

37. DETAILS OF CORPORATE INSOLVENCY RESOLUTION PROCESS INITIATED UNDER THE INSOLVENCY AND
BANKRUPTCY CODE, 2016 (IBC):

During the year under review, no Corporate Insolvency Resolution Process/ proceedings were initiated by /
against the company under Insolvency and Bankruptcy Code, 2016.

38. 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 THEREOF:

The disclosure is not applicable as the Company has not undertaken any one-time settlement with the banks
or financial institutions during the year.

39. AGREEMENTS AFFECTING THE CONTROL OF THE COMPANY:

No agreements have been entered / executed by the parties as mentioned under clause 5A of paragraph A of
Part A of Schedule III of SEBI (Listing Obligation and Disclosures Requirements) Regulations, 2015 which, either
directly or indirectly effect / impact the Management or Control of the Company or impose any restriction or
create any liability upon the Company.

40. VIGIL MECHANISM AND WHISTLE BLOWER POLICY:

In accordance with Section 177 of the Companies Act, 2013 and Regulation 22 of Securities and Exchange
Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015, the Company has
constituted a Whistle Blower Policy/ Vigil Mechanism to establish a vigil mechanism for the directors and
employees to report genuine concerns in such manner as may be prescribed and to report to the management
instances of unethical behaviour, actual or suspected fraud or violation of the Company's code of conduct. Vigil
Mechanism policy is available on the website of the Company at
http://ashokametcast.in/Reports/Policy/whistle-blower-policy.pdf

During the year under review, Company has not received any complaint under the vigil mechanism.

41. 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's shares by the Directors and
the designated employees while in possession of unpublished price sensitive information in relation to the
Company and during the period when the trading window is closed. The Board is responsible for

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

42. DIRECTORS' RESPONSIBILITY STATEMENT:

In accordance with Section 134(5) of the Companies Act, 2013 and to the best of their knowledge and belief
and according to the information and explanations obtained by them, your Directors state that-

i. In the preparation of the annual accounts, the applicable accounting standards had been followed along
with proper explanation relating to material departures;

ii. The directors had 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 at the end of the financial year 31st March, 2025 and of the profit and loss of the company
for that period;

iii. The directors had taken proper and sufficient care for the maintenance of adequate accounting records in
accordance with the provisions of Companies Act, 2013 and Rules made thereunder for safeguarding the
assets of the company and for preventing and detecting fraud and other irregularities;

iv. The directors had prepared the annual accounts on a going concern basis;

v. The directors had laid down internal financial controls to be followed by the company and that such
internal financial controls are adequate and were operating effectively, and

vi. The directors had devised proper systems to ensure compliance with the provisions of all applicable laws
and that such systems were adequate and operating effectively.

43. CORPORATE GOVERNANCE:

As required by the SEBI Listing Regulations, a detailed report on Corporate Governance is given as a part of the
Annual Report. Report on Corporate Governance is attached as
ANNEXURE-VII.

The Practicing Company Secretary's Certificate of the compliance with Corporate Governance requirements by
the Company is attached to the Report on Corporate Governance as
ANNEXURE-VIII.

44. CORPORATE SOCIAL RESPONSIBILITY:

The Company is not covered under section 135 of Companies Act, 2013 hence details regarding policy on
Corporate Social Responsibility is not applicable to the Company.

45. DISCLOSURE OF FINES/PENALTIES LEVIED:

No fines/penalties have been levied by regulatory authority during the year.

Your Directors take this opportunity to express their gratitude for the generous commitment, dedication, hard
work and significant contribution made by employees at all levels for the development of the Company.

Your Directors also sincerely thank to all the stakeholders, customers, vendors, bankers, business associates,
government, other statutory bodies and look forward to their continued assistance, co-operation and support.

Place: Ahmedabad For and on behalf of the Board

Date: 30th August, 2025

g ' Sd/- Sd/-

Ashok Shah Shalin Shah

Managing Director Director
DIN: 02467830 DIN: 00297447

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