Dekson Castings Ltd Directors Report

To The Members

Your Directors have pleasure in presenting the Annual Report of the Company together with the Audited Profit and Loss Account for the year ended 31%t March, 2025 and the Balance Sheet as on that date.

1. Financial Results:

Rs. In Lakhs

Particulars	2024-2025	2023 - 2024
Sales Turnover	3611.42	3200.03
EBIDTA	282.79	218.33
Interest	305.09	297.59
Profit/(Loss) before Depreciation and Tax	(22.30)	(79.26)
Less: Depreciation	314.59	265.78
Profit/ (loss) before tax	(336.90)	(345.04)
Less: Provision for tax	(6.37)	(2.82)
Profit / (Loss) after tax	(330.53)	(342.22)

2. Operating Results

The operations resulted in Loss of Rs. 330.53 after making provision of depreciation & taxes. In comparison to last years Loss Rs 342.22 lakhs.

3. Operational Review:

Your Company has done satisfactory performance keeping in mind aftereffect of market shortage during financial year of FY 24-25, two-wheeler sales drop due to its price increase.

4. Finance Changes

Since Last 3 years, your company was trying to balance tight rope by increasing revenue and reduce the debt. We expect this, will need capital investment, tough your company will try to utilize all the current capacity even for new customer / products. This would impact our goal of reducing debt immediately, but eventually in few years the Company is hoping to become debt free.

5. Prospects:

Your company has been working extensively on costing of the products and is confident of growth in Sales as well as Profit in the coming year. The Company would be able to sustain any competition from other countries, if the same arose. Your Company is in discussion with new customers (domestic as well as international) for FY 24-25, which would further help build the larger customer base.

6. Expansion:

We are focusing on capacity utilization and then adding new machines for new products only. We have developed alloy wheel with completely new concept (centrifugal casting) and the casting trial were successful beyond expectation. We have also undertaken installation of powder coating plant for our customers.

7. Dividends

The Board of Directors of your company does not recommend any dividend on the equity share of the company for the financial year 2024 - 2025.

8. Deposits

The Company has not invited/ accepted any deposits from the public during the year ended 31:t March, 2025. There were no unclaimed or unpaid deposits as on 31st March 2025.

9. Transfer to reserves

The company is having Loss of Rs. 330.53 for the financial year.

10.Material Changes between the date of the Board report and end of financial year There have been no material changes and commitments, affecting the financial position of the Company which have occurred between the end of the financial year of the Company to which the financial statements relate and the date of the report.

11.Significant and material orders passed by the regulators or courts or tribunals impacting the going concern status and companys operations in future

During the year under review there has been no such significant and material orders passed by the regulators or courts or tribunals impacting the going concern status and companys operations in future.

12. Subsidiary Company

As on 315t March, 2025 the Company does not have any subsidiary.

13.Change in the nature of business

There is no change in the nature of the business of the company done during the year.

14. Number of meeting of the Board:

During the year Six (6) Board Meetings were convened and held. The details of which are given below. The intervening gap between the Meetings was within the period prescribed under the Companies Act, 2013.The date of board meetings:

30/05/2024, 11/07/2024, 05/09/2024, 11/11/2024,10/01/2025,20/03/2025.

Details of the attendance of director at various Board Meetings during financial year as under:

S. No.	Name Of Director	No. of meetings attended
1	Mr. Vikram Ashok Dekate
2	Mr. Chetan Ashok Dekate	?
3	Mr. Prashant Chandresh Shukla	?
4	Mr. Durgadas Narayan Chavan	?
5	Mrs. Pallavi Dekate	?
		6

Composition of Audit Committee:

Name of Member	Designation	Category
Mr. Prashant Chandresh Shukla	Chairman	Independent Director
Mr. Durgadas Narayan Chavan	[Member	Independent Director Non-Independent Non _ Executive
Mr. Vikram Ashok Dekate	Member	Director

Composition of Stakeholder Relationship Committee:

Name of Member	Designation	Category
Mr. Prashant Chandresh Shukla	Chairman	Independent Director
Mr. Durgadas Narayan Chavan	[Member	Independent Director Non-Independent Non _ Executive
Mr. Chetan Ashok Dekate	Member	Director

Nomination and Remuneration committee:

Name of Member	Designation	Category
Mr. Prashant Chandresh Shukla	Chairman	Independent Director
Mr. Durgadas Narayan Chavan	[Member	Independent Director Non-Independent Non _ Executive
Mr. Chetan Ashok Dekate	Member	Director

15. The Conservation of Energy, Technology Absorption, Foreign Exchange Earnings and Outgo

a) Conservation of energy:

(1) Steps taken or impact on conservation of : Companys operation does not energy

(i)	Steps taken or impact on conservation of energy	Companys operation does not Consume significant amount of energy.
(ii)	Steps taken by the company for utilizing alternate sources of energy.	The company is exploring option of using solar energy for various day operation
	Capital investment on energy conservation equipments	Not applicable

b) Technology absorption:

(i) the effort made towards technology absorption	NIL
(ii) the benefits derived like product improvement cost reduction product development or import substitution	N.A.
(iii) in case of imported technology (important during the last three years reckoned from the beginning of the financial year)	N.A.
(a) the details of technology imported
(b) the year of import;
(c) whether the technology been fully absorbed
(d) if not fully absorbed, areas where absorption has not taken place, and the reasons thereof
(iv) the expenditure incurred on Research and Development	NIL

Foreign Exchange earnings and outgo during the year, the total foreign exchange used was Rs. Nil and the total foreign exchange earned was Rs. Nil.

16. Auditors

In accordance with the provisions of the Companies Act, 2013, the Board of Directors of Your Company has proposed the ratification of appointment of M/s. MKMM and Associates, Chartered Accountants, Aurangabad.

17. Auditors Report

The Notes on Financial Statements referred to in the Auditors“ Report are self- explanatory and therefore, in the opinion of the Directors, do not call for further comments.

18. Sexual harassment:

The Company has zero tolerance for Sexual Harassment at workplace and has adopted a Policy on prevention of Sexual Harassment in line with the provisions of Sexual Harassment of Woman at Workplace (Prevention, Prohibition and Redresssal) Act, 2013 and the Rules made thereunder. There was no complaint on sexual harassment during the year under review.

19. Particulars of Employees

As required by rule 5(2) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, the information is treated as NIL, as no employee is drawing salary equals to or above the limits mentioned in the said Rules.

20. Directors Responsibility Statement

Pursuant to the provisions of Section 134(3) (C) of Companies Act, 2013, the Board of Directors hereby confirms that,

i. In the preparation of the annual accounts, the applicable accounting standards have been followed and that there are no material departures. ii. It has in the selection of the accounting policies, consulted the Statutory Auditors and has applied them consistently and made judgments and estimates that are reasonable and prudent, so as to give a true and fair view of the state of affairs of the company as at 31*%t March, 2025 and of the profits of the company for that period. iii. It has taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of this Act for safeguarding the assets of the company and for preventing and detecting fraud and other irregularities, to the best of its knowledge and ability. There are however, inherent limitations, which should be recognized while relying on any system of internal control and records. iv. Ithas prepared the annual accounts on a going concern basis. v. 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.

21. Directors

Mr. Chetan Ashok Dekate, Director Cum CEO continue to hold the office and Mrs. Pallavi Dekate seek to appoint as director from additional director and Mr Vikram Dekate director , who retires by rotation and being eligible, offers Themselves for re- appointment.

22. SECRETARIAL AUDIT REPORT AND EXPLANATION:

Provisions relating to Secretarial Audit as per Section 204 read with Rule 9 of The Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, report attached herewith. 23. Changes in Share Capital

The Company has not issued any Equity Shares during the year 2024-2025. 24. Extract of Annual Return As per website of company the company i.e. https: //www.dekson.co.in 25. Particulars of loans, guarantees or investments under section 186:

During the year under review, the Company has not advanced any loans/ given guarantees/ made investments for further details refer Auditors Report

26. Risk Management Policy

The Company has developed and implemented a risk management policy which identifies major risks Which may threaten the existence of the Company. The same has also been adopted by your Board and is also subject to its review from time to time. Risk mitigation process and measures have been also formulated and clearly spelled out in the said policy.

27. Related Party Transactions:

No agreement was entered with related parties by the Company during the current year. All the related party transactions were entered by the Company in ordinary course of business and were in arms length basis.

The Company presents all related party transactions before the Board specifying the nature, value, and terms and conditions of the transaction. Transaction with related parties are conducted in a transparent manner with the interest of the Company and Stakeholders as utmost priority. Details of related party transactions during the period refer auditors report.

28. Significant and material orders passed by the regulators or courts or tribunals impacting the going concern status and companys operations in future

During the year under review there has been no such significant and material orders passed by the regulators or courts or tribunals impacting the going concern status and companys operations in future.

29. Corporate Social Responsibility

The Company is not required to constitute a Corporate Social Responsibility Committee as it does not fall within purview of Section 135(1) of the Companies Act, 2013 and hence it is not required to formulate policy on Corporate social responsibility.

30. Declaration by Independent Directors

Companies (Appointment and Qualification of Directors) Rules, 2014 hence declaration has been obtained.

31. Managerial remuneration policy :

Provisions relating to Managerial Remuneration as per Section 197 read with Rule 5 of The Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 The Board has onthe recommendation of the Nomination & Remuneration Committee framed a Policy for Selection andAppointment of Directors, Senior management and their Remuneration. 32. Acknowledgement

The employees in M/s Dekson Castings Limited continues to work with great dedication and commitment. The Board desires to place on record its appreciation to all the employees of the company during the year under review.

By order of the Board

SD/-

VikramDekate (Chairman) DIN: 00530296

Date: 5th September 2025 Place: Aurangabad