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Deepak Builders & Engineers India Ltd Directors Report

172.37
(-0.65%)
Oct 7, 2025|12:00:00 AM

Deepak Builders & Engineers India Ltd Share Price directors Report

To the Members,

The Board of Directors have pleasure in presenting the 8th Annual Report on the business and operations of the company, together with the Audited financial Statements for the financial year ended 31st March, 2025.

FINANCIAL PERFORMANCE

The Audited financial Statements for the financial year ended 31st March, 2025 have been prepared in accordance with the Indian Accounting Standard (hereinafter referred to as ?Ind AS ) prescribed under Section 133 of the Companies Act, 2013 and other recognized accounting practices and policies to the extent applicable. The company‘s performance during the financial year as compared to the previous financial year is summarized below:

(Rs. in lacs)

Particulars Financial Year ended 31st March, 2025 Financial Year ended 31st March, 2024
Revenue from Operations 58179.38 51140.20
Other Income 485.83 534.07
Total Income 58665.21 51674.27
Profit before Finance Cost, Depreciation and Tax 11555.44 11754.18
Finance Cost 2772.12 2858.39
Depreciation 679.53 717.16
Profit before Tax (PBT) 8103.79 8178.63
Current Tax 2101.13 2157.20
Deferred Tax (57.55) (26.55)
Pr. Yr. Tax Adjustment 385.23 6.82
Net Profit Tax (PAT) 5674.98 6041.16
Other Comprehensive Income (63.07) (85.23)
Total Comprehensive Income for the year 5611.91 5955.93
Earning per equity shares 14.04 16.84

During the year under review, the revenue from Operations and Other Income stood at Rs. 58665.21 as compared to the last year‘s of Rs, 51674.27. The company has achieved profit after Tax of Rs. 5674.98 as compared to the last year‘s of Rs, 6041.16.

DIVIDEND

The Board of directors of your Company has decided to recommend final dividend @10% i.e. Rs. 1/- per share of face value of Rs. 10/-each fully paid for the financial year 2024-25, subject to the approval of the shareholders in the ensuing Annual General Meeting and shall be subject to deduction of income tax at source. The dividend will be paid to those members whose names appear in the register of members as on record date and in respect of shares held in dematerialized form.

As per Regulation 43A of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, the company has formulated Dividend Distribution Policy in accordance with the said regulations. The Dividend Distribution Policy is available on the company‘s website at https://www.deepakbuilders.co.in/policies/.

TRANSFER TO RESERVES

The Board of Directors has decided to retain the entire amount of profit and loss account and not to transfer any amount to general reserve.

CHANGE IN NATURE OF BUSINESS, IF ANY

No change occurred in the nature of the business carried on by the Company during the financial year under review. Currently, the Company is engaged in the business of Construction & Infrastructure.

SHARE CAPITAL a) Authorised Share Capital

During the year under review, there is no change in the Authorised Share Capital of the company. As on 31st March, 2025, the Authorised Share Capital of the company is 5,50,00,000 equity shares of Rs. 10/- each amounting to Rs. 55,00,00,000/- (Rs. Fifty Five Crores). b) Issued, subscribed and paid-up share capital During the year under review, the paid-up share capital has increased from 3,58,80,860 shares of Rs. 10/- each to 4,65,80,860 shares of Rs. 10/- each of the company, consequent to Initial Public Offer (IPO) which happen during the year. The total offer size of the Initial Public Offer (IPO) was 1,28,10, 000 equity shares of face value of Rs. 10/- each out of which 1,07,00,000 equity shares was fresh issue and 21,10,000 shares for offer for sale. As on 31st March, 2025, the issued, subscribed and paid-up share capital of the company is 4,65,80,860 shares of Rs. 10/- each amounting to Rs. 46,58,08,600/- (Rs. forty six crores fifty eight lacs eight thousand and six hundred).

INITIAL PUBLIC OFFER AND LISTING

During the period under review, the company has successfully completed its Initial Public Offer (IPO) of total size of 1,28,10,000 equity shares out of which 1,07,00,000 equity shares were fresh issue and 21,10,000 shares for offer for sale. The equity shares having face value of Rs. 10/- each was issued at a price of Rs. 203/- (including share premium of Rs. 193/- per equity shares) aggregating to Rs. 26004.30 lacs. The equity shares of the company got listed on BSE Limited and National Stock Exchange of India Limited on 28th October, 2024.

The proceeds from Initial Public Offer was earmarked for repayment of borrowings availed by the Company from the Banks, working capital requirements and General Corporate Purposes.

The Initial Public Offer was open to the public from 21st October, 2024 and closed on 23rd October, 2024 and received overwhelming response and was over-subscribed by 41.54 times.

UTILISATION OF PROCEEDS OF IPO

The proceeds of IPO were utilized for the objects as disclosed in the Prospectus. The details as of utilization of IPO proceeds as on 31st March, 2025, as under:

Name of the Object Amount as proposed in Offer Document (In lacs) Modified allocation amount, if any (In lacs) Amount after modified allocation amount, if any (In lacs) Amount utilized (In lacs) Total unutilized Amount (In lacs)**
1. Repayment/prepayment, in full or part, of certain borrowings availed of by our Company 3000.00 -- 3000.00 2410.20 589.80
2. Funding of working capital requirements of the Company 1,1195.60 -- 1,1195.60 1,1195.60 0.00
3. General Corporate Purposes* 4977.00 5396.80* 5396.80 5016.70 380.10
Total 19172.40 -- 19592.40 18622.50 969.90
4. Issue Expenses 2128.60 -- 2128.60 2057.90 70.70
Gross Proceeds 21301.20 5396.80 21721.00 20680.40 1040.60

Note:-

*Amount to be utilized as per prospectus w.r.t. General Corporate Purposes has been revised from Rs. 4977.00 lacs to Rs. 5396.80 lacs. The increase of Rs. 419.80 lacs is on account of IPO expenses in relation to Offer for Sale which were deducted at the time of calculation of Net Proceeds from IPO as per the Prospectus submitted. **Net unutilized proceeds as on 31st March, 2025, have been temporarily invested in deposits with schedule banks, monitoring agency bank account and Current/ Cash Credit account.

STATEMENT OF DEVIATION AND VARIATION

Your Company has appointed CRISIL Ratings Limited as Monitoring Agency in terms of Regulation 41 of the Securities and Exchange Board of India (Issue of Capital and Disclosure Requirements)

Regulations, 2018 (?ICDR Regulations ), as amended from time to time, to monitor the utilization of IPO proceeds. The Company has obtained monitoring reports from the Monitoring Agency from time to time confirming no deviation or variation in the utilization of proceeds of the IPO from the objects stated in the Prospectus dated 23rd October, 2024. The Company has submitted the statement(s) and report as required under Regulation 32 of the Listing Regulations to both the stock exchanges where the shares of the Company are listed, i.e. National Stock Exchange of India Limited and BSE Limited, on timely basis.

MATERIAL CHANGES AND COMMITMENTS, IF ANY

No material changes and commitments affecting the financial position of the Company occurred between the ends of the financial year to which these financial statements relate as on the date of this report.

CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION, FOREIGN EXCHANGE EARNINGS AND OUTGO

Information on conservation of energy, technology absorption and foreign exchange earnings and outgo as stipulated in Section 134(3)(m) of the Companies Act, 2013 read with Rule 8 of the Companies (Accounts) Rules, 2014, for year ended 31st March, 2025, is annexed as Annexure-A to this Report.

PARTICULARS OF EMPLOYEES

During the financial year under review, no employee was in receipt of remuneration exceeding the limits as prescribed under provisions of Rule 5(2) and 5(3) of Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014. The disclosure 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 as Annexure-B to this Report.

DIRECTORS RESPONSIBILITY STATEMENT

In accordance with the provisions of Section 134(5) of the Companies Act 2013, the Directors, based on the representation of the management, confirm that: (i) in the preparation of the Annual Accounts for the year ended 31st March, 2025, the applicable accounting standards have been followed and there are no material departures from the same; (ii) they 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 state of affairs of the Company as at 31st March, 2025 and of the profit of the Company for the year ended on that day; (iii) they have taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of the Act for safeguarding the assets of the Company and for preventing and detecting frauds and other irregularities;

(iv) the Annual Accounts for the year ended 31st March, 2025 have been prepared on a ?going concern basis; (v) they have laid down internal financial controls to be followed by the Company and that such internal financial controls are adequate and were operating effectively throughout the financial year. (vi) they have devised proper systems to ensure compliance with the provisions of all applicable laws and that such systems are adequate and operating effectively throughout the financial year.

DIRECTORS & KEY MANAGERIAL PERSONNEL Directors

None of the Director of the Company is disqualified from being appointed as Director in term of Section 164(1) and (2) of the Companies Act, 2013 and is not debarred from holding the office of Director by virtue of any SEBI order or any other authority. Your Company has also obtained a certificate from M/s Lal Ghai & Associates, Practicing Company Secretaries confirming that none of the Director on the Board of the Company have been debarred or disqualified from being appointed or continuing as Director of the companies by Securities Exchange

Board of India (?SEBI )/Ministry of Corporate Affairs (?MCA ) or any such statutory authority. The aforementioned certificate forms part of this Annual Report as Annexure-1 with Corporate Governance Report.

Directors retiring by rotation

Mr. Deepak Kumar Singal (DIN:01562688) will be retiring by rotation at the ensuing annual general meeting and being eligible, offer himself for re-appointment in accordance with the provisions of Section 152 of the Companies Act, 2013. The necessary approval of the members for re-appointment of Mr. Deepak Kumar Singal has been incorporated in the notice of the annual general meeting of the company. The Board recommends the re-appointment of Mr. Deepak Kumar Singal (DIN:01562688) as Director, for your approval. Brief details, as required under Secretarial Standard-2 and Regulation 36(3) of SEBI, Listing Regulations, is provided in the Notice of the ensuing AGM.

Change in Board of Directors

During the year under review, on the recommendation of Nomination & Remuneration Committee, the Board of Directors in its meeting held on 14th February, 2025, has appointed Mr. Harnam Singh Khosa (DIN: 01945692) as additional director (Executive Director & Non Independent Director) subject to the approval of the members of the company. Further, the members of the company though Postal Ballot on 9th May, 2025, has approved the appointment of Mr. Harnam Singh Khosa (DIN: 01945692) as Executive Director.

Resignation/Cessation:

During the year under review, there has been no cessation or resignation of any Director of the company.

Key Managerial Personnel

As on 31st March, 2025, the following persons have been designated as Key Managerial Personnel (?KMP ) of the Company, pursuant to the provisions of Sections 2(51) and Section 203 of the Companies Act, 2013 read with the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014:

Name Designation
1 Sh. Deepak Kumar Singal Chairman cum Managing Director
2 Smt. Sunita Singal Whole Time Director
3 Sh. Rishabh Gupta* Chief Financial Officer
4 Sh, Anil Kumar Company Secretary & Compliance Officer

* Mr. Rishabh Gupta has resigned from the post of Chief Financial Officer of the company with effect from 30th June, 2025.

DECLARATION BY INDEPENDENT DIRECTORS

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 Act and Regulation 16(1)(b) & 25 of SEBI (LODR) Regulations, 2015. The Independent Directors have also submitted a declaration confirming that they have registered their names in the databank of Independent Directors as being maintained by the Indian Institute of Corporate Affairs (IICA) in terms of Rule 6 of the Companies (Appointment and Qualification of Directors) Rules, 2014. None of the Director has any pecuniary relationship or transactions with the Company.

COMPANY S POLICY ON APPOINTMENT AND REMUNERATION OF DIRECTORS, KEY

MANAGERIAL PERSONNEL, SMP AND OTHER EMPLOYEES

The Company has in place a Policy on Nomination & Remuneration for Directors, Key Managerial

Personnel (KMP) and Senior Management, which, inter-alia, lays down the criteria for identifying the persons who are qualified to be appointed as Directors and/or Senior Management Personnel of the Company, along with the criteria for determination of remuneration of Directors, KMPs, Senior Management Personnel and their evaluation and includes other matters, as prescribed under the provisions of Section 178 of the Companies Act, 2013 and Regulation 19 of SEBI(LODR) Regulations, 2015. The Remuneration paid to the Directors is in line with the Remuneration Policy of the Company. The Nomination and Remuneration policy is available on the website of the Company at https://www.deepakbuilders.co.in/policies/.

BOARD EVALUATION

The annual evaluation process of the Board of Directors, Individual Directors and Committees was conducted in accordance with the provisions of the Companies Act, 2013 and the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015. The Board evaluated its performance after seeking inputs from all the Directors on the basis of criteria such as the Board composition and structure, effectiveness of Board processes, information and functioning etc. The performance of the Committees was evaluated by the Board after seeking inputs from the committee members on the basis of criteria such as the composition of committees, effectiveness of committee meetings, etc. The above criteria are broadly based on the Guidance Note on Board Evaluation issued by the Securities and Exchange Board of India. In a separate meeting of Independent Directors, performance of Non-Independent Directors and the Board as a whole was evaluated. Additionally, they also evaluated the Chairman of the Board, after taking into account the views of Executive and Non-Executive Directors in the aforesaid Meeting. The Board also assessed the quality, quantity and timeliness of flow of information between the Company Management and the Board that is necessary for the Board to effectively and reasonably perform their duties.

SUBSIDIARIES, JOINT VENTURES AND ASSOCIATE COMPANIES

The Company does not have any Subsidiary /Joint Venture/ Associate Company, during the financial year 2024-25.

PUBLIC DEPOSITS

During the year under review, your company has not accepted deposits from the public, pursuant to the provisions of Section 73 of the Companies Act, 2013, read together with the Companies (Acceptance of Deposits) Rules, 2014. However, the company has accepted loans from persons who at the time of the receipt of amount, were directors of the company and details of the same has been disclosed in notes of financial statement of the company.

MEETINGS OF THE BOARD

During the year under review, the Board of Directors met 12 (Twelve) times i.e. 9th April, 2024, 24th May, 2024, 24th May, 2024, 19th August, 2024, 20th August, 2024, 9th September, 2024, 12th October, 2024, 23rd October, 2024, 24th October, 2024, 16th November, 2024, 16th December, 2024 and 14th February, 2025 with a predefined agenda circulated well in advance. The intervening gap between the meetings did not exceed 120 days, as prescribed under the Act and the SEBI Listing Regulations.

INDEPENDENT DIRECTORS MEETING

During the year under review, a separate meeting of the Independent Directors of the company was held on 14th October, 2024, without the presence of Non-Independent Directors and members of Management. The Independent Directors reviewed the performance of Non-Independent Directors and the Board as a whole, performance of Chairperson and assessed the quality, quantity and timeliness of flow of information between the company management and the Board.

COMMITTEES OF THE BOARD

The Company has constituted the following committees as per the requirement of the provisions of the Companies Act, 2013 and Listing Regulations:

1. Audit Committee

2. Nomination & Remuneration Committee

3. Corporate Social Responsibility Committee

4. The Stakeholders‘ Relationship Committee

5. Internal Management Committee

6. IPO Committee

A detailed note on the composition of the Board and its committees, including its terms of reference, provided in the Corporate Governance Report, which forms part of this Annual Report. The composition and terms of reference of all the above mentioned Committee(s) is in line with the provisions of the Act and SEBI Listing Regulations.

PARTICULARS OF LOANS, GUARANTEES OR INVESTMENTS

The loans, guarantees given or security provided or investments made by the company under Section 186 of the Companies Act, 2013, during the financial year 2024-25, have been specifically disclosed in the Notes of Financial Statement of the Company.

PARTICULARS OF CONTRACTS OR ARRANGEMENTS WITH RELATED PARTIES

All the transactions between the Company and its related parties were reviewed and approved by Audit Committee and are in accordance with the Policy on Related Party Transactions, formulated and adopted by the Board of Directors. In compliance with the requirements of the Companies Act, 2013 and SEBI Listing Regulations, your Company has formulated a Policy on Related Party

Transactions, which is also available on Company‘s website at https://www.deepakbuilders.co.in/policies/. The Policy intends to ensure that proper reporting, approval and disclosure processes are in place for all transactions between the Company and its Related Parties. All Related Party Transactions were placed before the Audit Committee for review and approval. Prior omnibus approval is obtained for Related Party Transactions which are of repetitive nature and/or entered in the ordinary course of business and are at arm‘s length basis.

Further, the Company has not entered into any contracts/ arrangements/transactions with related parties which are material in nature and not entered into any transaction that has any potential conflict with the interest of the Company. In view of the above, the requirement of giving particulars of contracts / arrangements made with related parties in Form AOC-2 is not applicable for the year under review.

CORPORATE SOCIAL RESPONSIBILITY

In terms of the provisions of Section 135 of the Companies Act, 2013 read with Companies (Corporate Social Responsibility Policy) Rules, 2014, (as amended), the Board has constituted a

Corporate Social Responsibility (?CSR ) Committee. The details of the CSR Committee are provided in the Corporate Governance Report, which forms part of this Annual Report. The CSR policy is available on the website of your Company at https://www.deepakbuilders.co.in/policies/. The CSR committee met once during the year under review, on 9th September, 2024. The company has spent amount of Rs. 90,80,623/- towards the CSR obligation for the financial year 2024-25. The brief outline of the CSR Policy of the Company and the initiatives undertaken by the Company during the financial year 2024-25, in accordance with the provisions of Section 135 of the Act and Companies (Corporate Social Responsibility Policy) Rules, 2014 is set out in ?Annexure-C to this report.

ANNUAL RETURN

Pursuant to the provisions of Section 134(3)(a) and Section 92(3) of the Act, read with Rule 12 of the Companies (Management and Administration) Rules, 2014, the Annual Returns of the Company are available on the website of the Company at https://www.deepakbuilders.co.in/annual-reports/ & https://www.deepakbuilders.co.in/annual-return/

MANAGEMENT DISCUSSION AND ANALYSIS REPORT

In terms of Regulation 34(2)(e) read with Part B of Schedule V of the SEBI Listing Regulations, the Management Discussion and Analysis Report (?MD&A ), is presented in a separate section forming part of this Annual Report.

STATUTORY AUDITOR S AND AUDITOR S REPORT

As per the provisions of Section 139 of the Companies Act, 2013 read with Companies (Audit and Auditors) Rules, 2014, M/s Parmod G Gupta & Associates, Chartered Accountants, having Firm Registration No. 018870N, was appointed as Statutory Auditors of the Company by the members in the Annual General Meeting held on 30th September, 2023, for a term of five consecutive years to hold office from the conclusion of 6th Annual General Meeting till the conclusion of the 11th Annual General Meeting of the Company. M/s Parmod G Gupta & Associates, hold a valid Peer Review certificate as per the requirement of Regulation 33 of the Listing Regulations, issued by the board of The Institute of Chartered Accountants of India. M/s Parmod G Gupta & Associates, Chartered Accountants, (FRN:018870N) have audited the financial statements of the Company for the financial year ended March 31, 2025 and issued the

Auditor‘s Report thereon. There are no qualifications or actions or adverse remarks or disclaimers in the said report. Further, the Auditor‘s Report read with the notes on financial statements are self-explanatory and hence does not call for any further comments.

INTERNAL AUDITORS

Pursuant to the provisions of Section 138 of the Act read with Companies (Accounts) Rules, 2014, the Board has appointed M/s. KR Aggarwal & Associates, Chartered Accountants, as Internal Auditor of the Company. The Internal Auditor monitors and evaluates the effectiveness and adequacy of internal control systems in the Company, its compliances with the operating systems, accounting procedure and policies at all locations of the Company and reports to the Audit Committee.

COST AUDITOR S

Pursuant to the provisions of Section 148 of the Companies Act, 2013, read with the Companies (Cost Records and Audit) Amendment Rules, 2014, your Company is required to maintain cost records as specified by the Central Government. M/s Gurvinder Chopra and Co., Cost Accountants (Firm Registration No. 100260) were re-appointed as Cost Auditors to conduct audit of the cost records of the Company for the financial year 2024-25.

SECRETARIAL AUDITOR S

M/s Lal Ghai & Associates, Practicing Company Secretaries were appointed as Secretarial Auditors, to conduct Secretarial Audit of the Company for financial year 2024-25. The Secretarial Audit Report is annexed herewith forming part to this Report as Annexure-D. The Secretarial Audit report being self explanatory and hence does not call for any further comments.

REPORTING OF FRAUD BY AUDITORS

During the year under review, there were no frauds reported by the Auditors, to the Audit Committee or the Board of the company as required under Section 143(12) of the Companies Act, 2013.

CODE FOR PREVENTION OF INSIDER TRADING

The Company has complied and formulated a Code of Conduct for Prevention of Insider Trading Policy, which prohibits trading in shares of the Company by insiders while in possession of unpublished price sensitive information in relation to the Company and can be accessed on the

Company‘s website through the following link https://www.deepakbuilders.co.in/policies/.

The objective of this Code is to protect the interest of shareholders at large, to prevent misuse of any price sensitive information and to prevent any insider trading activity by way of dealing in securities of the Company by its Designated Persons. The code is applicable to all directors, designated persons and their immediate relatives and connected persons who have access to unpublished price sensitive information. Further, the Company has maintained a Structural Digital Database (SDD) pursuant to Regulations 3(5) and (6) of Securities and Exchange Board of India (Prohibition of Insider Trading) Regulations, 2015.

CORPORATE GOVERNANCE REPORT

The Company has complied with the requirements of Corporate Governance as stipulated under Regulation 34 read with Schedule V of the SEBI Listing Regulations. Accordingly, the Corporate Governance Report and requisite certificate from M/s Lal Ghai & Associates, Practicing Company Secretaries, regarding compliance with the conditions of Corporate Governance forms a part of this Report. Your Company has also been enlisted in the new SEBI compliant redressal system (SCORES) enabling the investors to register their complaints, if any, for speedy redressal.

RISK MANAGEMENT

The Company has a defined Risk Management framework to identify, assess, monitor and mitigate various risks to key business objectives. Major risks identified by the businesses and functions are systematically addressed through mitigating actions on a continuing basis. The framework provides for identification of risk, its assessment and procedures to minimize risk and is being periodically reviewed and control by the management.

INTERNAL CONTROL SYSTEMS

Your Company has in place, an adequate of internal control systems, commensurate with its size and nature of its operations. The Company has comprehensive Internal Control Systems to ensure reliability of financial reporting, timely feedback on achievement of operational and strategic goals, compliance with policies, procedures, safeguarding of assets, prevention and detection of frauds.

The Audit Committee of the Board of Directors actively reviews the adequacy and effectiveness of the internal control systems and suggests improvements to strengthen the same. The details in respect of internal controls and their adequacy are included in the Management Discussion and Analysis Report, which forms part of this Annual Report.

PREVENTION OF SEXUAL HARASSMENT AT WORKPLACE

In accordance with the requirements of the Sexual Harassment of Women at Workplace (Prevention, Prohibition & Redressal) Act, 2013 (?POSH Act ) along with the Rules made thereunder, the Company has mandates no tolerance against any conduct amounting to sexual harassment of women at workplace. Internal Complaints Committee (ICC) has been set up to redress any complaints received regarding sexual harassment for all its employees covering permanent, contractual, temporary & trainees. The management of the company is complying the Sexual Harassment of Women at Workplace (Prevention, Prohibition & Redressal) Act, 2013 not only in letter but in spirit as well.

The following are the summary of sexual harassment complaints received and disposed of during the year:

(a) Number of complaints of sexual harassment received in the year 2024-25: NIL (b) Number of complaints disposed off during the year 2024-25: NIL (c) Number of cases pending for more than 90 days: NIL

MATERNITY BENEFIT COMPLIANCE

The Company continues to maintain an internal policy framework that is compliant with the applicable provisions of the Maternity Benefit Act, 1961, and remains committed to implementing all statutory benefits as and when the circumstances so require. The Company further affirms its commitment to uphold the principles of equality, non-discrimination, and employee welfare, and shall continue to ensure compliance with all applicable labour laws, including those concerning maternity benefits, in both letter and spirit.

VIGIL MECHANISM/ WHISTLE BLOWER POLICY

In Compliance with the provisions of Section 177 of the Companies Act, 2013 and Regulation 22 of SEBI, Listing Regulations, the Company has in place the Whistle Blower Policy and Vigil Mechanism for directors, employees and other stakeholders which provides a platform to them for raising their voice about any breach of code of conduct, financial irregularities, illegal or unethical practices, unethical behaviour, actual or suspected fraud. Adequate safeguards are provided against victimization to those who use such mechanism and direct access to the Chairman of the Audit Committee in appropriate cases is provided. The Whistle Blower

Policy and Vigil Mechanism is available on the Company‘s website at https://www.deepakbuilders.co.in/policies/.

HUMAN RESOURCES

Employees are the most valuable and indispensable asset of the Company. Your Company has cordial relations with the workers and employees at all levels in the organization. A section on Human Resources is provided in the Management Discussion and Analysis Report, which forms part of the Annual Report.

COMPLIANCE WITH SECRETARIAL STANDARDS ON BOARD MEETINGS AND GENERAL MEETINGS

During the financial year 2024-25, the Company has complied with all the relevant provisions of the applicable mandatory Secretarial Standards i.e. SS-1 and SS-2, relating to ?Meetings of the Board of Directors and ?General Meetings , respectively issued by the Institute of Company Secretaries of India and notified by Ministry of Corporate Affairs.

GENERAL DISCLOSURES Your Directors state that:

1. No material changes and commitments affecting the financial position of the company have occurred from the close of the financial year ended 31st March, 2025, till the date of this report.

2. During the year, no significant or material orders were passed by the Regulators or Courts or

Tribunals which impact the going concern status and Company‘s operation.

3. During the financial year under review, there was no issue of equity shares with differential rights as to dividend, voting or otherwise.

4. During the Financial Year under review, the Company neither made any application nor any proceeding is pending under the Insolvency and Bankruptcy Code, 2016 (31 of 2016). 5. The Company serviced all the debts & financial commitments as and when they became due with the Bankers or Financial Institutions. 6. There was no instance of one-time settlement with any Bank or Financial Institution. 7. The Company does not have any share in unclaimed suspense demat account.

ACKNOWLEDGEMENT

Your Directors would like to express their appreciation for the co-operation and assistance received from the Government authorities, Banks and other financial institutions, vendors, suppliers, customers, shareholders and all other stakeholders during the year under review. Your Directors also wish to place on record their deep sense of appreciation for the committed services of all the employees.

By the order of the Board,
For Deepak Builders & Engineers India Limited,
Date: 14-08-2025 Place: Ludhiana Deepak Kumar Singal Sunita Singal
Managing Director Whole Time Director
(DIN: 01562688) (DIN: 01534585)

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