Everest Organics Ltd Directors Report

Dear Shareholders,

Your Directors are pleased to present the 32nd Annual Report on the business and operations of the Company together with the Audited Financial Statement for the financial year ended March 31, 2025.

1. FINANCIAL RESULTS AND OPERATIONS: i. Financial Results:

The Financial performance of your Company for the year ended March 31, 2025 as compared with the previous year is summarized below:

(Rs. in Lakhs)

S. No.	Particulars	2024-25	2023-24
I	Total Revenue	16,016.59	19,812.74
II	Profit before Financial Cost, Depreciation, and Tax	790.98	1,187.26
III	Less: Financial Cost	518.99	546.65
IV	Less: Depreciation	596.24	579.58
V	Profit Before Tax	(324.26)	61.04
VI	Less: Provision for Income Tax	0	10.00
VII	Less: Deferred Tax	(195.22)	37.12
VIII	Profit After Tax	(129.03)	13.92
IX	Other Comprehensive Income	(159.84)	-
X	Total Comprehensive Income for the period	(288.87)	13.92
XI	Add: Brought forward from Previous Year	3,783.99	3,821.49
XII	Closing Balance of Reserves & Surplus	6,023.64	3,783.99

ii. Operations:

During the year under review, your Company has registered a total revenue of Rs. 16016.59 Lakhs as against Rs. 19812.74 Lakhs for the previous corresponding year.

Whereas the Net loss of the Company was Rs. (129.03) lakhs as against Net profit of Rs. 13.92 lakhs for the previous year. Earnings per share for the year was Rs. (2.97).

2. DIVIDEND:

The Board of Directors of the Company did not recommend any dividend for the FY 2024-25.

3. TRANSFER TO RESERVES:

The Company has transferred an amount of Rs. 2428.95 lakhs to the general reserves during the financial year ending March 31, 2025.

4. SHARE CAPITAL:

1. Authorized Share Capital: During the year under review, there was no change in Authorised Share Capital of the Company.

2. Paid up Share Capital: During the year under review there was a change in the paid-up share capital of the Company. The Company issued 17,10,526 equity shares and 2,63,157 warrants convertible into 2,63,157 equity shares of Rs. 10/- each at a price of Rs. 152/ each to promoter and non-promoters on a preferential basis.

Issue was approved by Shareholders of the Company at its Extra Ordinary General Meeting held on January 08, 2025. Allotment was made at Board Meeting dated January 13, 2025.

Post allotment of Equity Shares, paid up share capital increased from Rs. 80,000,000/- (Rupees Eight Crore Only) to Rs. 9,71,05,260/- (Rupees Nine Crore Seventy-one Lakh Five Thousand Two Hundred and Sixty only).

Apart from the above, there have been no changes in the Share Capital during the year under review.

5. DEPOSITS FROM PUBLIC:

During the year under review, your Company has not accepted any deposits from public pursuant to the provision of Section 73 and 76 of the Companies Act, 2013 read with Companies (Acceptance of Deposits) Rules, 2014 and as such, no amount on account of principal or interest on deposits from public was outstanding as on the date of the balance sheet.

6. CHANGE IN THE NATURE OF BUSINESS, IF ANY:

During the year under review, there has been no change in the nature of the business of the Company.

7. SUBSIDIARY / JOINT VENTURE / ASSOCIATE COMPANIES:

The Company does not have any subsidiary / joint venture / associate companies during the year under review.

8. MANAGEMENT DISCUSSION AND ANALYSIS REPORT:

The detailed report on the Management Discussion and Analysis for the year under review as stipulated under Regulation 34 (3) read with Schedule V (B) of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 is presented in a separate section and forms part of this Annual Report.

9. CORPORATE GOVERNANCE REPORT:

Your directors reaffirm their continued commitment to adhere to the highest standards of Corporate Governance. In compliance with the Regulation 34 (3) read with Schedule V (C) of Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 and Companies Act, 2013, the Corporate Governance Report as on March 31, 2025 as stipulated under the Listing Regulations forms part of this Annual Report. The requisite certificate from the Secretarial Auditors of the Company confirming compliance with the conditions of Corporate Governance is annexed to the Corporate Governance Report and forms part of this Annual Report.

10. BOARD OF DIRECTORS AND KEY MANAGERIAL PERSONNEL:

The Board of Directors of the Company has an optimum combination of Executive, Non-Executive and Independent Directors. Relevant information on composition of the Board and number of meetings is provided in Board of Directors section of Corporate Governance Report which forms part of this Annual Report.

a) Statement of Declaration given by Independent Directors:

In compliance with the provisions of Section 149 (7) of the Companies Act, 2013 and Regulation 25 (8) of the Listing Regulations, all the Independent Directors have submitted the Declaration of Independence, stating that they meet the criteria of Independence as laid down in Section 149(6) of the Act and Regulation 16(1) (b) of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 ("Listing Regulations").

b) Directors Retiring by Rotation:

In compliance with the requirements of the Companies Act, 2013 and Article of Association of the Company Mr. Srikakarlapudi Harikrishna Executive Director, retires by rotation at the ensuing Annual General Meeting and being eligible, offered himself for re-appointment. Your Board of Directors recommends his re-appointment His brief profile has been provided in the notice and forms part of this Annual Report.

c) Appointment and Cessation of Directors:

During the year under review:

Appointments

a. Mr. Venkata Satyanarayana Murthy Vadali, Non-Executive - Independent Director (DIN:01568277) was appointed w.e.f. November 13, 2024.

b. Mr. Kirankumar Rampally, Non-Executive - Non-Independent Director, (DIN: 07621817) was appointed w.e.f. January 13, 2025.

Resignations

a. Mr. Akella Parvathisem, Executive Director (DIN:00910224), resigned w.e.f. November 13, 2024.

b. Mr. Ramakrishnamraju Kounparaju, Independent Director (DIN: 01735481), retired by completion of tenure w.e.f. September 27, 2024.

c. Mr. Kakarlapudi Sitarama Raju, Non-Executive Non-Independent Director (DIN: 02955723), demised on September 07, 2024.

d. Mr. Venkatasatyanarayana Murthy Chayaly, Non-Executive - Independent Director (DIN: 01460761) resigned w.e.f November 13, 2024.

d) Key Managerial Personnel:

Pursuant to the provisions of Section 203 of the Companies Act, 2013 read with the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, there were following changes in the Key Managerial Personnel of the Company during the year under review:

(i) Resignation of Mr. Abdur Rahman from the position of Company Secretary and Compliance Officer of the Company w.e.f June 07, 2024.

(ii) Appointment of Mr. Tanmay Kumar Jena as the Company Secretary and Compliance officer of the Company w.e.f. November 13, 2024.

(iii) Resignation of Mr. Tanmay Kumar Jena from the position of Company Secretary and Compliance Officer of the Company w.e.f March 26, 2025.

(iv) Appointment of Ms. Shweta Singh as the Company Secretary and Compliance officer of the Company w.e.f. August 05, 2025.

As on the date of this report, the Company has the following Key Managerial Personnel:

S. NO.	NAME OF KMP	DESIGNATION
1	Dr. Sri Kakarlapudi Sirisha	Managing Director & Chief Executive Officer
2	Mr. Srikakarlapudi Harikrishna	Whole- Time Director
3	Mr. Ramakrishna Peruri	Chief Financial Officer
4	Ms. Shweta Singh	Company Secretary & Compliance Officer. *

Note:

*Ms. Shweta Singh, Company Secretary and Compliance officer, w.e.f August 05, 2025.

Remuneration and other matters provided in Section 178(3) of the Act have been disclosed in the Corporate Governance Report, which forms part of this Annual report.

e) Meetings of the Board:

During the year under review, six (6) meetings of the Board of Directors were convened and held. The intervening gap between the meetings was within the period prescribed under the Act and the SEBI Listing Regulations. For details of Board meetings, please refer the Corporate Governance Report, forming part of this Annual Report.

f) Committee of Board and details of meetings:

The various Board constituted Committees as stipulated under the Companies Act and Listing Regulations are as follows:

(i) Audit Committee;

(ii) Nomination and Remuneration Committee;

(iii) Stakeholders Relationship Committee; and

All the recommendations made by the Committees of Board including the Audit Committee were accepted and approved by the Board.

During the year under review, four (4) meetings of the Audit Committee, two (2) meeting of Nomination and Remuneration Committee, one (1) meeting of Stakeholders Relationship Committee and no meeting of Corporate Social Responsibility (CSR) Committee were convened and held. Brief details pertaining to composition, terms of reference, meetings held and attendance thereat of these Committees during the year has been enumerated in the Corporate Governance Report, which forms part of this Annual Report.

g) Board Evaluation:

In compliance with the provisions of Section 134 (3) (p) of the Companies Act, 2013 read with Rule 8(4) of the Companies (Accounts) Rules, 2014 and Regulation 17 (10) of the Listing Regulations, an evaluation of the performance of the Board, its committees and members were undertaken. For details, please refer to the Corporate Governance Report, forming part of this Annual Report.

h) Appointment of Directors and Remuneration Policy:

The assessment and appointment of members to the Board are based on a combination of criterion that includes ethics, personal and professional stature, domain expertise, gender diversity and specific qualification required for the position. The potential independent Board member is also assessed on the basis of independence criteria defined in Section 149(6) of the Companies Act, 2013 and Regulation 16(1) (b) of the Listing Regulations.

In accordance with Section 178(3) of the Companies Act, 2013, and on recommendations of Nomination and Remuneration Committee, the Board has formulated and adopted a remuneration policy for Directors, Key Management Personnel (KMPs) and Senior Management that outlines the guidelines related to performance evaluation of Directors, remuneration principles and Board diversity, the policy is available on the website of the Company;http://www.everestorganicsltd.com/ investors/Corporate%20Governance/Policies/Policy%20on%20Nomination%20_%20Remunerati on.pdf.

i) Board Diversity:

Your Company recognises and embraces the importance of a diverse board in its success. The Board has adopted the Board Diversity Policy, which sets out the approach to the diversity of the Board of Directors. The said Policy is available on the website of the Company https://everestorganicsltd.com/investors/Corporate%20Governance/Policies/Policy%20of%20Bo ard%20Diversity.pdf

j) Compliance with Secretarial Standards:

During the year under review, the Company continues to complies with the various provisions of all Secretarial Standards, including amendments thereto, as issued by the Institute of Company Secretaries of India (‘ICSI).

11. ADEQUACY OF INTERNAL FINANCIAL CONTROL SYSTEMS:

The Company has in place proper and adequate Internal Financial Control systems commensurate with the nature of its business, size and complexity of its operations with reference to financial statements. Internal control systems comprising of policies and procedures designed to ensure reliability of financial reporting timely feedback on achievement of operational and strategic goals, compliance with policies, procedure, applicable laws and regulations, and that all assets and resources as acquired are used economically.

12. BOARD POLICIES:

The various policies that the Board has approved and adopted in accordance with the requirements set forth by the Act and the SEBI Listing Regulations can be accessed at our website at https://everestorganicsltd.com/Policies.html.

13. DIRECTORS RESPONSIBILITY STATEMENT:

In compliance with the provisions of Section 134(3) (c) read with Section 134(5) of the Companies Act, 2013, to the best of their knowledge and belief your Directors state that:

a. In the preparation of the annual accounts for the financial year ended March 31, 2025, the applicable accounting standards have been followed along with proper explanation relating to material departures, if any;

b. They had selected such accounting policies and applied them consistently and made judgments and estimates that were 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 and of the profit of the Company for the year under review;

c. They had taken proper and sufficient care 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. They had prepared the annual accounts for the financial year ended March, 31, 2025 on a ‘going concern basis;

e. They had laid down proper internal financial controls to be followed by the Company and that such internal financial controls are adequate and were operating effectively; and

f. They had devised proper systems to ensure compliance with the provisions of all applicable laws and that such systems were adequate and operating effectively;

Based on the framework of internal financial controls and compliance systems established and maintained by the Company, work performed by the internal, statutory auditors and external consultants and the reviews performed by management and the relevant board committees, including the audit committee, the board is of the opinion that the Companys Internal Financial Controls were adequate and effective during the financial year 2024-25.

14. RELATED PARTY TRANSACTIONS:

All Related Party Transactions are in compliance of the Companies Act, 2013 and the SEBI (LODR) Regulations, 2015. There are no materially significant related party transactions made by the Company with Promoters, Directors or Key Managerial Personnel etc., which may have potential conflict with the interest of the Company at large.

All Related Party Transactions entered into by the Company were in the Ordinary Course of Business and at an Arms Length basis and were reviewed and approved by the Audit Committee and the Board. Omnibus approval is obtained for transactions which are foreseeable and repetitive in nature. A statement of all Related Party Transactions is presented before the Audit Committee on quarterly basis, specifying the nature, value and terms and conditions of the transactions. Complete details of Related Party Transactions are given in the Notes to Financial Statements forming part of this Annual Report.

The Policy on Materiality of Related Party Transactions and on dealing with Related Party Transaction as approved by the Board may be accessed on the Companys website: http://www.everestorganicsltd.com/investors/Corporate%20Governance/Policies/Policy%20on%20Re lated%20Party%20Transaction.pdf.

Information on transactions with Related Parties pursuant to Section 134(3)(h) of the Companies Act, 2013 read with Rule 8(2) of the Companies (Accounts) Rules, 2014, are given in Form AOC-2 and is attached as "BR_Annexure - I" to this Annual Report.

15. VIGIL MECHANISM / WHISTLE BLOWER POLICY:

The Company believes in upholding professional integrity and ethical behaviour in the conduct of its business. To uphold and promote these standards, the Company has a Vigil Mechanism / Whistle Blower Policy which serves as a mechanism for its Directors and employees to report genuine concerns about unethical behaviour, actual or suspected fraud or violation of the Code of Conduct without fear of reprisal. The policy also provides access to the Chairperson of the Audit Committee under certain circumstances. The details of establishment of such mechanism are available on the website of the Company: http://www.everestorganicsltd.com/investors/Corporate%20Governance/Policies/Vigil%20Mechanism _Whistle%20Blower%20Policy.pdf.

Whistle Blower Policy and affirmation that none of the personnel have been denied access to the Audit Committee. The Company has in place a Whistle Blower Policy for Vigil mechanism for Directors and employees to report to the management about the unethical behavior, fraud, violation of Companys Code of Conduct.

16. AUDITORS AND AUDIT REPORT:

a) Statutory Auditors:

Pursuant to the provisions of Section 139, 142 and other applicable provisions of the Companies Act, 2013 read with the Companies (Audit and Auditors) Rules, 2014 as amended from time to time, M/s. P.S.N. Ravishanker & Associates, Chartered Accountants, Hyderabad (Firm Registration No. 003228S) were appointed as the Statutory Auditors of the Company for a term of five consecutive years from the conclusion of the 29 Annual General Meeting held on September 24, 2022 till the conclusion of the 34 Annual General Meeting.

Pursuant to the provisions of Section 141 of the Act, the auditors have confirmed that their appointment is in compliance with the conditions prescribed by the said section and hold valid certificate issued by the Peer Review Board of the Institute of Chartered Accountants of India and are eligible to continue to hold the office for rest of their tenure.

b) Boards response on Auditors Qualifications, Reservations or Adverse Remarks:

The qualifications made by the Statutory Auditors in the Independent Auditors Report for the financial year ended March 31, 2025 read with explanatory notes therein are self-explanatory and therefore do not call for any further explanation or comments from the Board under Section 134 (3) of the Companies Act, 2013, other than those mentioned below:

The Auditors Report contains one qualification which was re-produced below:

The revocation order of Telangana State Pollution Control Board (TSPCB) dated 4th February, 2022 in connection with the closure order dated 22nd Dec 2020, stipulates that, the company cannot exceed its production capacity indicated in its order No. TSPCB/RCP/SRD/CFO& HWA/HO/ 2017-2714, Dt. 22-11-2017. However, the company is operating at a substantially enhanced level of actual production without necessary approvals from TSPCB in the form of Consent for Establishment (CFE) for starting the establishment, followed by the consequent Consent for Operation (CFO). Such non-compliance could impact the going concern status of the company in the form of Closure Order from TSPCB. According to the explanations given to us, the management of the Company is in the process of addressing the issue and the Company made application for Consent for Establishment for the enhancement in capacities and the application is pending approval and the company also obtained Environmental Clearance Certificate for the proposed enhanced capacity.

The management reply for the said qualification in the Auditors Report was given below:

Management has already applied for CFE and awaiting approvals by TSPCB. Environmental clearance certificate has already been received by the company.

c) Report:

Pursuant to the 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 Audit Committee during the year under review.

d) Internal Auditors:

The Board of Directors based on the recommendation of the Audit Committee has re-appointed M/s. Harikrishna & Associates, Chartered Accountants, as an Internal Auditors of your Company pursuant to the provisions of Section 138 of the Companies Act, 2013 for the FY 2025-26. M/s. Harikrishna & Associates have confirmed their willingness to be re-appointed as an Internal Auditors of the Company and are submitting their reports on quarterly basis.

e) Cost Auditors:

The Board of Directors based on the recommendation of Audit Committee has re-appointed M/s. PKR & Associates, LLP, Cost Accountants, Hyderabad as the Cost Auditors of the Company pursuant to the provisions of Section 148 of the Companies Act, 2013 for the FY 2025-26. The provisions also require that the remuneration of the cost auditors be ratified by the shareholders and accordingly the same is put forward to the shareholders in the notice convening 32 Annual General Meeting for their ratification.

f) Cost Audit Report for the year ended March 31, 2025:

The Cost Audit Report for the financial year 2024-25 issued by M/s. PKR & Associates, LLP, Cost Accountants, are self-explanatory and therefore do not call for any further explanation or comments from the Board. The same will be filed with the Central Government within the stipulated timeline.

g) Maintenance of Cost Records:

The provisions of Cost Records are applicable to the Company and the Company has made and maintained the cost records as specified by the Central Government under sub-section (1) Section 148 of the Companies Act, 2013.

h) Secretarial Auditors:

In compliance with the provisions of Section 204 of the Companies Act, 2013 read with the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, M/s. D. Hanumanta Raju & Co., Practicing Company Secretaries, were re-appointed as the Secretarial Auditors of the Company to carry out the Secretarial Audit for the year ending March 31, 2025.

i) Annual Secretarial Audit Report:

In terms of Section 204 of the Companies Act, 2013 and Regulation 24A of SEBI (Listing Obligation and Disclosure Requirements) Regulations, 2015, a Secretarial Audit Report given by the Secretarial Auditors, along with the management response to the observations/ qualifications, in form no. MR-3 is annexed as "BR_Annexure - II" to this Annual Report.

j) Annual Secretarial Compliance Report:

An Annual Secretarial Compliance Report for the financial year ended March 31, 2025 on compliance of all applicable SEBI Regulations and circulars / guidelines issued thereunder, was obtained from M/s. D. Hanumanta Raju & Co., Secretarial Auditors and submitted to the stock exchange.

17. RISK MANAGEMENT POLICY:

The Company has instituted a proper mechanism for identifying and establishing controls to effectively manage different kinds of risks. At present the threats, risks and concerns being felt are stiff competition in the market, consolidation of manufacturers, who have branded products, fluctuations in prices as well as availability of raw materials, decline in sales volume and the huge increase in logistics prices.

18. DECLARATION ABOUT COMPLIANCE WITH CODE OF CONDUCT BY MEMBERS OF THE BOARD

AND SENIOR MANAGEMENT PERSONNEL:

The Company has a comprehensive Code of Conduct (the Code) in place pursuant to Regulation 17 (5) of Listing Regulations, applicable to all the senior management personnel and Directors including Independent Directors to such extent as may be applicable to them depending on their roles and responsibilities. Declaration on compliance with Code of Conduct by the Managing Director is annexed as "BR_Annexure III" and forms part of this Annual Report.

19. DISCLOSURE UNDER THE SEXUAL HARASSMENT OF WOMEN AT WORKPLACE

(PREVENTION, PROHIBITION AND REDRESSAL) ACT, 2013:

The Company has always believed in proving a safe and harassment free workplace for every individual working in its premises through various policies and practices. The Company always endeavours to create and provide an environment that is free from discrimination and harassment including sexual harassment.

The Company has adopted a policy on Prevention of Sexual Harassment at Workplace which aims at prevention of harassment of employees and lays down the guidelines for identification, reporting and prevention of undesired behaviour. An Internal Complaints Committee ("ICC") has been constituted and re-constituted by the senior management (with women employees constituting the majority). The ICC is responsible for redressal of complaints related to sexual harassment and follows the guidelines provided in the Policy.

During the year ended March 31, 2025, no complaints pertaining to sexual harassment have been reported.

20. PROHIBITION OF INSIDER TRADING-

The Company has established a Code of Conduct for Prohibition of Insider Training ("Code") to govern, monitor, and report trading in the Companys shares by designated persons and their immediate relatives, in accordance with the Securities and Exchange Board of India (Prohibition of Insider Trading) Regulations, 2015.

The Code outlines the procedures that designated persons must follow when trading or dealing in the Companys shares and sharing Unpublished Price Sensitive Information ("UPSI").

The Companys compliance team sends bi-weekly communications to inform the designated person about the compliance dos and donts related to Insider Trading Regulations, ensuring understanding and adherence to the Code. The Code can be accessed at the Companys website at https://everestorganicsltd.com/investors/Corporate%20Governance/Code%20of%20Conduct/Code% 20of%20Conduct_Insider%20Trading%20Policy.pdf

21. OTHER DISCLOSURES:

a) Annual Return:

Pursuant to the provisions of Sections 92(3) and 134(3)(a) of the Companies Act, 2013 read with Rule 12 of the Companies (Management and Administration) Rule, 2014, the Annual Return of the Company for the year ended March 31, 2025, has been hosted on the Companys website, http://www.everestorganicsltd.com/investors/Financial%20Info/Annual%20Reports/Annual%20R eturns/Annual%20Return_2024-25.pdf.

b) Conservation of Energy, Technology Absorption, Foreign Exchange Earning and Outgo:

Particulars pertaining to conservation of energy, technology absorption and foreign exchange earnings and outgo, pursuant to the provisions of Section 134 (3) (m) of the Companies Act, 2013 read with Rule 8 of the Companies (Accounts) Rules, 2014, as amended from time to time are annexed as "BR_Annexure - IV" to this Annual Report.

c) Loans/ Guarantees/ Investments under Section 186 of the Companies Act, 2013:

Pursuant to the provisions of Section 186 (3) and all other applicable provisions of the Companies Act, 2013, the Company has not granted any Loans and Guarantees or made any Investments and Securities provided during the year under review.

d) Disclosure regarding Employee Stock Option Scheme:

Pursuant to the provision of Sections 62 (1) (b) of the Companies Act, 2013 read with Rule 12 (9) of the Companies (Share Capital and Debentures) Rules, 2014, the Company has not issued any equity shares under Employee Stock Option Scheme, during the year under review.

e) Disclosure regarding Unclaimed Shares:

Pursuant to the provisions of SEBI (LODR) Regulations 2015, during the year the Company had transferred 360 (Three hundred and sixty) unclaimed Equity Shares to the Everest Organics Limited Unclaimed Suspense Account. 180686 (One Lakh Eighty Thousand Six Hundred and Eighty-Six) Equity Shares i.e. 1.86% were still lying under "Everest Organics Limited Unclaimed Suspense Account" as on March 31, 2025.

22. SIGNIFICANT AND MATERIAL ORDERS PASSED BY REGULATORS OR COURTS:

No significant and / or material orders, passed by any Court or Regulator or Tribunal, which may impact the going concern status or the Companys operations in future.

23. MATERIAL CHANGES AND COMMITMENTS AFFECTING THE FINANCIAL POSITION OF THE COMPANY AFTER THE CLOSE OF THE YEAR TILL THE DATE OF THIS REPORT:

During the year under review, there was no change in Authorised Share Capital of the Company.

During the year under review there was a change in the paid-up share capital of the Company. The Company issued 17,10,526 equity shares and 2,63,157 warrants convertible into 2,63,157 equity shares of Rs_ 10/- each at a price Rs. 152/- each to promoter and non-promoters on a preferential basis.

Issue was approved by Shareholders of the Company at its Extra Ordinary General Meeting held on January 08, 2025. Allotment was made at Board Meeting dated January 13, 2025.

Post allotment of Equity Shares, paid up share capital increased from Rs. 80,000,000/- (Rupees Eight Crore Only) to Rs. 9,71,05,260/- (Rupees Nine Crore Seventy-one Lakh Five Thousand Two Hundred and Sixty only).

Apart from above, there were no material changes and commitments affecting the financial position of the Company after the balance sheet date till the date of the Report.

24. CORPORATE SOCIAL RESPONSIBILITY:

The Corporate Social Responsibility (CSR) Committee of the Company is in compliance with the provisions of Section 135 of the Companies Act, 2013 which consists of three directors including one executive director, one non-executive director and one non-executive independent director. The Chairman of the committee is a Non-Executive Independent Director. The CSR Committee has formulated and recommended to the Board, a Corporate Social Responsibility Policy (CSR Policy) indicating the activities to be undertaken by the Company, as approved by the Board.

The Company has Corporate Social Responsibility Policy in place and is made available on Companys website, and can be accessed through the weblink: http://www.everestorganicsltd.com/investors/ Corporate%20Governance/Policies/Corporate%20Social%20Responsibility%20Policy.pdf.

Since there are no profits in the Company during the immediately preceding financial year, the company was not required to spend the amount towards Corporate Social Responsibility. However, the Company had voluntarily contributed to Aroor Village Welfare, Gopularam Village welfare and Konapur Village Welfare amount aggregating to Rs. 3.44 lakhs.

25. PARTICULARS OF EMPLOYEES AND REMUNERATION:

In compliance with the requirement of Section 197 (12) of the Companies Act, 2013 read with Rule 5 of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, a statement containing the remuneration details of Directors and employees are annexed herewith as "BR_Annexure - V and forms part of this Annual Report.

26. HUMAN RESOURCE:

Your Company considers its Human Resources as the key to achieve its objectives. Keeping this in view, your Company takes utmost care to attract and retain quality employees. The employees are sufficiently empowered and such work environment propels them to achieve higher levels of performance. The unflinching commitment of employees is the driving force behind the Companys vision. Your Company appreciates the spirit of its dedicated employees.

27. OTHER DISCLOSURES:

During the year under review:

1. The Company has not issued any equity shares with differential voting rights as to dividend, voting or otherwise;

2. The Company has not issued any sweat equity shares to employees of the Company under any scheme; and

3. The Company has not bought back any of its securities during the year under review.

4. There are no proceedings initiated/pending against your Company under the Insolvency and Bankruptcy Code, 2016, and there is no instance of one-time settlement with any Bank or Financial Institution.

5. During the year under review, the Company has not made any one-time settlement.

28. ACKNOWLEDGMENT:

Your Directors place on record their sincere appreciation for the significant contribution made by its employees through their dedication, hard work and commitment at all levels. The board of directors also acknowledge the support extended by the analysts, bankers, government agencies, media, customers, suppliers, shareholders and investors at large. The Board look forward to your continued support in the Future.

		For and on behalf of the Board of Directors of
		Everest Organics Limited
Date: 05.08.2025
Place: Hyderabad
	Sd/-		Sd/-
	Venkata Satyanarayana Murthy Vadali		Srikakarlapudi Sirisha
	Director		Managing Director
	DIN:01568277		DIN: 06921012