Jiwanram Sheoduttrai Industries Ltd Directors Report

To,

The Members,

JIWANRAM SHEODUTTRAI INDUSTRIES LIMITED,

KOLKATA

Your Directors have pleasure in presenting their 28th Annual Report of the Company together with the Audited Financial Statements of Accounts for the Financial Year ended 31st March, 2025.

FINANCIAL STATEMENT

The Companys financial performance, for the year ended March 31, 2025 is summarized below:

The Boards Report is prepared based on the standalone financial statements of the company.

Particulars	Financial Year 2024-25	Financial Year 2023-24
	(Amount INR in lakhs)	(Amount INR in lakhs)
Revenue from operations	5390.06	4304.69
Other income	183.26	90.81
Gross Income	5573.32	4395.50
Less: Total Expenses	5287.70	4170.57
Profit before Exceptional and Extra-ordinary items and Tax	285.63	224.93
EXCEPTIONAL ITEM	(55.88)	-
Profit before Extra-ordinary items and Tax	229.74	224.93
Extra-ordinary items	-	-
Profit/(Loss) Before Tax (PBT)	229.74	224.93
Less: Tax expenses	1.24	49.72
Profit/(Loss) for the period	228.50	175.20
Earnings per share (Basic & Diluted)	1.07	0.82

FINANCIAL PERFORMANCE

During the year the Company has generated revenue from operations of Rs. 5,390.06 lakhs and earned net profit after tax Rs. 228.50 lakhs as compared with the corresponding figures in the previous year of Rs. 4304.69 lakhs and Rs. 175.20 lakhs respectively.

STATE OF COMPANIES AFFAIRS

Jiwanram Sheoduttrai Industries Limited is a listed public company engaged in the Business of manufacturing of Leather Gloves, Coats & other safety Items. The company is mostly engaged in export sales which constitutes more than 95% (Approx) the total turnover of the Company.

There has been no change in business of the Company during the financial year ended 31st March 2025. Further, there has been no change in the name of the Company during the financial year ended 31st March, 2025.

DIVIDEND AND RESERVES

Your Directors do not recommend any dividend for the financial year 2024-25. During the year under review no transfer to any reserve was proposed.

DEPOSITS

The Company did not accept any deposit from the public within the meaning of Section 73 of the Companies Act, 2013, read with the Companies (Acceptance of Deposits) Rules, 2014 during the financial year 2024-25 and as such, no amount of principal, interest, unpaid or unclaimed deposit remained unpaid or unclaimed or was outstanding as on the Balance Sheet date.

SHARE CAPITAL

The authorised share capital of your Company as on 31st March, 2025 is Rs. 25,00,00,000 divided into 2,50,00,000 equity shares of Rs. 10/- each. The Issued, Subscribed and Paid-up Share Capital of your Company as on 31st March, 2025 is Rs. 24,74,82,250/- divided into 2,47,48,225 equity shares of Rs. 10/- each. During the financial year ended 31st March, 2025 your Company issued shares to public and got listed on SME Emerge platform of National Stock Exchange of India Limited. The company issued and listed 74,22,000 equity shares of Rs. 10/- each at a premium of Rs. 13/- per share.

MAJOR EVENTS DURING THE FINANCIAL YEAR 2024-25

There was no major event in the company during the financial year apart from the erstwhile Statutory Auditor of the Company M/s S.K. Bhalotia & Co., Chartered Accountants resigned from the office of the Statutory Auditor of the Company with effect from 30th September, 2024. Further, to fill in the causal vacancy caused in the office of the Statutory Auditor of the Company, M/s. Jain Sonu & Associates, Chartered Accountants have been appointed as the Statutory Auditor of the Company.

MANAGEMENT DISCUSSION AND ANALYSIS REPORT

As required under the SEBI (Listing Obligations and Disclosures Requirements) Regulations, 2015 (“Listing Regulation”) Management Discussion and Analysis Report is presented in the separate section and forms an integral part of the Directors Report and is appended as ANNEXURE-A to this Report.

TRANSFER OF UNCLAIMED DIVIDEND TO INVESTOR EDUCATION AND PROTECTION FUND

The provisions of Section 125(2) of the Companies Act, 2013 do not apply as there was no dividend declared and paid last year.

DIRECTORS AND KEY MANAGERIAL PERSONNEL

The Board is properly constituted as per the provisions of the Companies Act, 2013 and Listing Regulations. The Board at present comprises of:

SL.NO.	NAME	DESIGNATION
1	ALOK PRAKASH	MANAGING DIRECTOR
2	APURVA KUMAR SINHA	INDEPENDENT DIRECTOR
3	SUDEEP GARG	INDEPENDENT DIRECTOR
4	MADHURIMA DATTA	NON-EXECUTIVE DIRECTOR
5	AMITAVA MAJUMDER	NON-EXECUTIVE DIRECTOR
6	ANUPAMA PRAKASH	CHIEF FINANCIAL OFFICER
7	KARISHMA AGARWAL	COMPANY SECRETARY AND COMPLIANCE OFFICER

NUMBER OF BOARD MEETINGS

During the year under reference, 8 (eight) Board meetings were dated, 10/04/2024, 30/05/2024, 27/08/2024, 14/11/2024, 12/12/2024, 10/01/2025, 27/01/2025, and 19/03/2025 properly convened and held physically at the registered office of the Company. The gap between any two Board Meeting was less than 120 days. The number of Board Meeting and their attendance at the Board Meeting are as under:

Director	No. of Board Meetings entitled to attend	No. of Board Meetings attended	Percentage (%)
ALOK PRAKASH	8	8	100
APURVA KUMAR SINHA SUDEEP GARG	8 8	8 8	100 100
MADHURIMA DATTA	8	8	100
AMITAVA MAJUMDER	8	8	100

AUDITORS & REPORT OF THE AUDITORS

At the Annual General Meeting held on 30th September, 2022, M/s. S. K Bhalotia & Co. (FRN: 324923E), Chartered Accountants, were appointed as statutory auditors of the Company for the term of 5 years to hold office till the conclusion of the Annual General Meeting to be held in the calendar year 2026-2027. That M/s S.K. Bhalotia & Co., Chartered Accountants resigned from the office of the Statutory Auditor of the Company with effect from 30th September, 2024. Further, to fill in the causal vacancy caused in the office of the Statutory Auditor of the Company, M/s. Jain Sonu & Associates, Chartered Accountants have been appointed as the Statutory Auditor of the Company for the financial year 2024-2025 till the conclusion of the 28th Annual General Meeting of the Company.

There are no qualifications, reservations or adverse remarks or disclaimers made by M/s Jain Sonu & Associates, Chartered Accountants (FRN: 324386E), Statutory Auditors, in their Report on the accounts of the Company for the year under reference. The observations made by them in their Report are self-explanatory and do not call for any further clarifications from the Board.

SECRETARIAL AUDIT

The Board has appointed M/s. Gyanendra Nahar & Co., Practising Company Secretaries, Kolkata as the Secretarial Auditor of your Company to conduct Secretarial Audit for the financial year 20242025. Secretarial audit report is annexed herewith as ANNEXURE-B.

The Secretarial Audit Report for the financial year 2024-2025 contains the following observation:

i) Levy of fine of Rs. 31,000 (Rupees Thirty-One Thousand Only) plus 18% GST by National Stock Exchange of India Limited-Emerge Platform (NSE Emerge), the Stock Exchange where the Companys equity shares are listed for a delay of 31 days in appointing a Compliance Officer as per Regulation 6 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015. However, the Company has paid the fine. The Company could not appoint a competent and qualified Company

Secretary within the stipulated time period hence there was a delay of 31 days in appointing a Compliance Officer;

ii) Mr. Sudeep Garg (DIN: 09570215) and Mr. Apurva Kumar Sinha (DIN: 03140789) the NonExecutive Independent Directors of the Company are not registered with the Independent Directors databank as mandated under Rule 6 of the Companies (Appointment and Qualifications of Directors) Rules, 2014. The Company is ensuring necessary steps to be taken for complying with Rule 6 of the Companies (Appointment and Qualifications of Directors) Rules, 2014.

The Company is taking adequate steps so that no such non-compliance occur in future.

ANNUAL EVALUATION OF PERFORMANCE OF THE BOARD

Pursuant to the provisions of the Companies Act, 2013, the Board has carried out an annual evaluation of its own performance, the directors individually, as well as the evaluation of the working of its Committees.

The Company has devised a questionnaire to evaluate the performances of each of Executive and Independent Directors. Such questions are prepared considering the business of the Company and the expectations that the Board have from each of the Directors. The evaluation framework for assessing the performance of Directors comprises of the following key areas:

i. Attendance of Board Meetings and Committee Meetings;

ii. Quality of contribution to Board Deliberations;

iii. Strategic perspectives or inputs regarding future growth of the Company and its performance;

iv. Providing perspectives and feedback going beyond information provided by the management. REMUNERATION AND NOMINATION POLICY

The Board has framed a policy for selection and appointment of Directors, Senior Management and their remuneration. The details of this Policy are given in ANNEXURE-C to this Report.

COMMITTEES OF THE BOARD

There are currently three Committees of the Board, as follows:

I. Audit Committee

II. Stakeholders Relationship Committee

III. Nomination and Remuneration Committee

I. AUDIT COMMITTEE

Committee constitution is as follows:

Name of the Director	Designation	Nature of Directorship
APURVA KUMAR SINHA	CHAIRPERSON	INDEPENDENT DIRECTOR
SUDEEP GARG	MEMBER	INDEPENDENT DIRECTOR
AMITAVA MAJUMDER	MEMBER	NON-EXECUTIVE DIRECTOR

Company Secretary and Compliance Officer of your company would act as the Secretary to the Audit Committee.

During the year under reference, 7 (seven) Audit Committee meetings were dated, 10/04/2024, 30/05/2024, 27/08/2024, 14/11/2024, 12/12/2024, 27/01/2025, and 19/03/2025 properly convened and held physically at the registered office of the Company.

Terms & Scope of Work of Committee:

a) Oversight of our Companys financial reporting process and the disclosure of its financial information to ensure that the financial statement is correct, sufficient and credible;

b) Recommendation for appointment, re-appointment and replacement, remuneration and terms of appointment of auditors of our Company;

c) Reviewing and monitoring the auditors independence and performance and the effectiveness of audit process;

d) Approval of payment to statutory auditors for any other services rendered by the statutory auditors;

e) Reviewing the financial statements with respect to its unlisted Subsidiary(ies), in particular investments made by such Subsidiary(ies);

f) Reviewing, with the management, the annual financial statements and auditors report thereon before submission to the board for approval, with particular reference to:

• Matters required to be included in the Directors Responsibility Statement to be included in the Boards report in terms of clause (c) of sub-section 3 of section 134 of the Companies Act, 2013;

• Changes, if any, in accounting policies and practices and reasons for the same; accounting entries involving estimates based on the exercise of judgment by management;

• Significant adjustments made in the financial statements arising out of audit findings;

• Compliance with listing and other legal requirements relating to financial statements;

• Disclosure of any related party transactions; and

• Modified opinion(s) in the draft audit report.

g) Reviewing, the quarterly financial statements with the management before submission to the Board for approval;

h) Reviewing, with the management, the statement of uses / application of funds raised through an issue (public issue, rights issue, preferential issue, etc.), the statement of funds utilized for purposes other than those stated in the offer document / prospectus / notice and the report submitted by the monitoring agency monitoring the utilization of proceeds of a public or rights issue, and making appropriate recommendations to the Board to take up steps in this matter;

i) Approval or any subsequent modification of transactions of our Company with related parties;

j) Scrutiny of inter-corporate loans and investments;

k) Valuation of undertakings or assets of our Company, wherever it is necessary;

l) Evaluation of internal financial controls and risk management systems;

m) Monitoring the end use of funds raised through public offers and related matters;

n) Reviewing, with the management, performance of statutory and internal auditors, adequacy of the internal control systems;

o) Reviewing the adequacy of internal audit function, if any, including the structure of the internal audit department, staffing and seniority of the official heading the department, reporting structure coverage and frequency of internal audit;

p) Discussion with internal auditors of any significant findings and follow up thereon;

q) Reviewing the findings of any internal investigations by the internal auditors into matters where there is suspected fraud or irregularity or a failure of internal control systems of a material nature and reporting the matter to the Board;

r) Discussion with statutory auditors before the commencement of the audit, about the nature and scope of audit as well as post-audit discussion to ascertain any area of concern;

s) To look into the reasons for substantial defaults in the payment to the depositors, debenture holders, shareholders (in case of non-payment of declared dividends) and creditors;

t) To establish and review the functioning of the whistle blower mechanism;

u) Establishing and over viewing a vigil mechanism for directors and employees to report their genuine concerns or grievances;

v) Approval of appointment of the chief financial officer (i.e., the whole-time finance director or any other person heading the finance function or discharging that function) after assessing the qualifications, experience and background, etc. of the candidate;

w) Carrying out any other terms of reference as may be decided by the Board or specified/ provided under the Companies Act, 2013 or the SEBI Listing Regulations or by any other regulatory authority; and

x) Review of (1) management discussion and analysis of financial condition and results of operations;

(2) statement of significant related party transactions (as defined by the audit committee), submitted by management;

(3) management letters / letters of internal control weaknesses issued by the statutory auditors;

(4) internal audit reports relating to internal control weaknesses; (5) the appointment, removal and terms of remuneration of the chief internal auditor shall be subject to review by the audit committee;

(6) statement of deviations including (a) quarterly statement of deviation(s) including report of monitoring agency, if applicable, submitted to stock exchange(s) in terms of Regulation 32(1) of the SEBI Listing Regulations; (b) annual statement of funds utilized for purposes other than those stated in the offer document/prospectus/notice in terms of Regulation 32(7) of the SEBI Listing Regulations.

II. STAKEHOLDERS RELATIONSHIP COMMITTEE

Committee constitution is as follows:

Name of the Director	Designation	Nature of Directorship
APURVA KUMAR SINHA	CHAIRMAN	INDEPENDENT DIRECTOR
ALOK PRAKASH	MEMBER	MANAGING DIRECTOR
AMITAVA MAJUMDER	MEMBER	NON-EXECUTIVE NON-INDEPENDENT DIRECTOR

During the year under reference, 4 (four) Stakeholders Relationship Committee meetings were dated, 21/06/2024, 27/08/2024, 14/11/2024, and 27/01/2025 properly convened and held physically at the registered office of the Company.

Terms & Scope of Work of Committee:

The terms of reference of the Stakeholders Relationship Committee include the following:

(a) consider and resolve the grievance of security holders of the Company;

(b) such other functions / activities as may be assigned / delegated from time to time by the Board of Directors of the Company and/or pursuant to the provisions of the Companies Act, 2013 read with the Companies (Meetings of Board and its Powers) Rules, 2014 (as amended) and the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015, to the extent applicable from time to time to the Company

III. NOMINATION AND REMUNERATION COMMITTEE

Committee constitution is as follows:

Name of the Director	Designation	Nature of Directorship
MADHURIMA DATTA	CHAIRPERSON	NON-EXECUTIVE NON-INDEPENDENT DIRECTOR
SUDEEP GARG	MEMBER	INDEPENDENT DIRECTOR
APURVA KUMAR SINHA	MEMBER	INDEPENDENT DIRECTOR

During the year under reference, 5 (five) Nomination & Remuneration Committee meetings were dated, 30/05/2024, 27/08/2024, 14/11/2024, 27/01/2025, and 19/03/2025 properly convened and held physically at the registered office of the Company.

Terms & Scope of Work of Committee:

The terms of reference of the Nomination and Remuneration Committee are:

a) identify persons who are qualified to become directors and who may be appointed in senior management in accordance with the criteria laid down, recommend to the Board their appointment and removal and shall carry out evaluation of every directors performance;

b) formulate the criteria for determining qualifications, positive attributes and independence of a director and recommend to the Board a policy, relating to the remuneration for the directors, key managerial personnel and other employees

c) while formulating the policy under (b) above, ensure that

• the level and composition of remuneration is reasonable and sufficient to attract, retain and motivate directors of the quality required to run the Company successfully;

• Relationship of remuneration to performance is clear and meets appropriate performance benchmarks; and

• remuneration to directors, key managerial personnel and senior management involves a balance between fixed and incentive pay reflecting short and long-term performance objectives appropriate to the working of the company and its goals:

d) such other functions / activities as may be assigned / delegated from time to time by the Board of Directors of the Company and/or pursuant to the provisions of the Companies Act, 2013 read with the Companies (Meetings of Board and its Powers) Rules, 2014 (as amended) and the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015, to the extent applicable from time to time to the Company.

FAMILIARIZATION PROGRAMME FOR INDEPENDENT DIRECTORS

The Company has practice of conducting familiarization Programme for Independent Directors of the Company.

Every new independent director of the Board attended an orientation program. To familiarize the new inductees with the strategy, operations and functions of our Company, the executive directors/senior managerial personnel make presentations to the inductees about the Companys strategy, operations, product and service offerings, markets, software delivery, organization structure, finance, human resources, technology, quality, facilities and risk management.

The Company has organized the following workshops for the benefit of Directors and Independent Directors:

(a) a program on how to review, verify and study the financial reports;

(b) a program on Corporate Governance;

(c) provisions under the Companies Act,2013; and

(d) SEBI (Prohibition of Insider Trading) Regulations, 2015.

Further, at the time of appointment of an independent director, the Company issues a formal letter of appointment outlining his/her role, functions, duties and responsibilities as a director.

DECLARATION BY INDEPENDENT DIRECTORS

The Independent Directors of your Company have submitted the declaration of Independence as required under Section 149(7) of the Companies Act, 2013 confirming that they meet the criteria of independence under Section 149(6) of the Companies Act, 2013.

DIRECTORS RESPONSIBILTY STATEMENT

Pursuant to Section 134(3)(c) read with Section 134(5) of the Act, on the basis of information placed before them, the Directors state that:

i. in the preparation of the annual accounts, the applicable accounting standards have been followed along with proper explanation relating to material departures, if any;

ii. appropriate accounting policies have been selected and applied consistently, and the judgments and estimates that have been made are reasonable and prudent so as to give a true and fair view of the state of affairs of the Company as at 31st March, 2021 and of the Loss of the Company for the said period;

iii. proper and sufficient care has been taken 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 fraud and other irregularities;

iv. the annual accounts have been prepared on a going concern basis;

v. the internal financial controls to be followed by the Company and that such internal financial controls are adequate and were operating effectively; and

vi. There is a proper system to ensure compliance with the provisions of all applicable laws and that such systems were adequate and operating effectively.

INSTANCES OF FRAUD, IF ANY REPORTED BY THE AUDITORS

There have been no instances of fraud reported by the Auditors under Section 143(12) of the Companies Act, 2013.

PARTICULARS OF LOANS, GUARANTEES, OR INVESTMENTS

The details of Loans given, Investments made and guarantees given and securities provided under the Section 186 of the Companies Act, 2013 have been provided in the notes to the Financial Statements.

PARTICULARS OF CONTRACTS OR ARRANGEMENTS WITH RELATED PARTIES

All contracts / arrangements / transactions entered by the Company during the financial year with related parties were in the ordinary course of business and on an arms length basis. During the year, the Company had not entered into any contract / arrangement / transaction with related parties which could be considered material in accordance with the policy of the Company on materiality of related party transactions. Accordingly, the disclosure of Related Party Transactions as required under Section 134(3) of the Companies Act in Form AOC-2 is not applicable. Attention of the members is drawn to the disclosures of transactions with the related parties is set out in Notes to Accounts forming part of the financial statement.

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

The details of conservation of energy, technology, absorption, foreign exchange earnings and outgo are provided in Annexure-D.

RISKS MANAGEMENT AND AREA OF CONCERN

The Company has laid down a well-defined Risk Management Policy covering the risk mapping, trend analysis, risk exposure, potential impact and risk mitigation process. A detailed exercise is being carried out to identify, evaluate, manage and monitoring of both business and non- business risk. The Board periodically reviews the risks and suggests steps to be taken to control and mitigate the same through a properly defined framework. The Company has the risk management and internal control framework in place commensurate with the size of the Company. However, Company is trying to strengthen the same. Risk Management Policy of the Company can be accessed on the website of the Company at-https://www.jiwanramgroup.com/investor-relation.

CORPORATE SOCIAL RESPONSIBILITY

The Company has not developed or implemented any CSR initiatives. The provisions contained in section 135 of the Companies Act, 2013, as well as the Companies (Corporate Social Responsibility Policy) Rules, 2014 are not applicable to your Company for the year under reference.

CHANGE IN THE NATURE OF BUSINESS

During the year under review there is no change in the nature of Business of the Company. SUBSIDIARIES, JOINT VENTURES AND ASSOCIATE COMPANIES

The Company does not have any subsidiary Joint Venture, Associate Company or LLPs during the year under review.

SIGNIFICANT AND MATERIAL ORDERS PASSED BY THE REGULATORS OR COURTS OR TRIBUNALS

There are no significant material orders passed by the Regulators/Courts which would impact the going concern status of the Company and its future operations.

INTERNAL FINANCIAL CONTROL SYSTEM AND INTERNAL AUDIT

Your Company has an internal financial control system commensurate with the size, scale and complexity of its operations. The Audit Committee has in place a mechanism to identify, assess, monitor and mitigate various risks to key business objectives. The Audit Committee has a process for timely check for compliance with the operating systems, accounting procedures and policies. Major risks identified by the businesses and functions are systematically addressed through mitigating action on continuing basis.

The Company has appointed M/s. Nahata Nahata & Associates, Chartered Accountants, as the Internal Auditor of the Company for the fiscal 2024-2025 to check the adequacy of the internal controls, internal financial controls, compliance with applicable laws and regulations.

RELATED PARTY TRANSACTIONS

The Particulars of contract or arrangements with related parties referred to in sub section (1) of Section 188 entered by the Company during the financial year ended 31st March 2025 is annexed hereto as Annexure-E in prescribed Form AOC-2 and forms part of this report and also detailed in the financial statements and notes to financial statements which forms part of the annual report.

COST AUDITORS

According to the provisions of the Companies Act, 2013 and Rules made thereunder, the Company is not required to get Cost Audit for the financial year 2024-2025.

POLICY/VIGIL MECHANISM/CODE OF CONDUCT

The Company has a Whistle Blower Policy in line with the provisions of the Section 177 of the Companies Act, 2013. This policy establishes a vigil mechanism for directors and employees to report their genuine concerns actual or suspected fraud or violation of the Companys code of conduct. The said mechanism also provides for adequate safeguards against victimisation of the persons who use such mechanism and makes provision for direct access to the chairperson of the Audit Committee.

We confirm that during the financial year 2024-25, no employee of the Company was denied access to the Audit Committee. The said Whistle Blower Policy is available on the website of the Company at https://www.jiwanramgroup.com/investor-relation/.

The Board of Directors has approved a Code of Conduct which is applicable to the Members of the Board and all employees in the course of day to day business operations of the company. The Company believes in “Zero Tolerance” against bribery, corruption and unethical dealings/ behaviours of any form and the Board has laid down the directives to counter such acts. The Code has been posted on the Companys website at https://www.jiwanramgroup.com/investor-relation/.

The Code lays down the standard procedure of business conduct which is expected to be followed by the Directors and the designated employees in their business dealings and in particular on matters relating to integrity in the work place, in business practices and in dealing with stakeholders. The Code gives guidance through examples on the expected behaviour from an employee in a given situation and the reporting structure.

All the Board Members and the Senior Management personnel have confirmed compliance with the Code. All Management Staff were given appropriate training in this regard.

DISCLOSURES UNDER SEXUAL HARASSMENTOF WOMEN AT WORKPLACE (PREVENTION, PROHIBITION & REDRESSAL) ACT, 2013

Your Company is committed to creating and maintaining an atmosphere in which employees can work together, without fear of sexual harassment, exploitation and intimidation. Accordingly, the Company has in place an Anti-Sexual Harassment Policy in line with the requirements of The Sexual Harassment of Women at the Workplace (Prevention, Prohibition & Redressal) Act, 2013. Internal Complaints Committee (ICC) was set up to redress complaints received regarding sexual harassment. All employees (Permanent, Contractual, temporary, trainees) are covered under this policy.

The following is a summary of sexual harassment complaints received and disposed off during the year:

No. of Complaints received	NIL
No. of Complaints disposed off	NIL

Our policy on The Sexual Harassment of Women at the Workplace (Prevention, Prohibition & Redressal) Act, 2013 can be accessed at- https://www.iiwanramgroup.com/investor-relation.

Further, the Company has complied with the provisions of the Maternity Benefit Act, 1961.

PARTICULARS OF EMPLOYEES

During the period under review, no employee of the Company drew remuneration in excess of the limits specified under the provisions of Section 197(12) of the Companies Act, read with Rules 5(2) and 5(3) of the Companies (Appointment and board of Managerial Personnel) Rules, 2014. Further, disclosures applicable on a listed entity as per Rules 5(2) and 5(3) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 is annexed herewith as ANNEXURE-F.

CORPORATE GOVERNANCE

The Company adheres to the Corporate Governance requirements as mandated by the Companies Act, 2013 and SEBI (LODR) Regulations, 2015 and other laws as applicable on the SME listed companies.

MEETING OF INDEPENDENT DIRECTORS

During the year under review, one Independent Director Meeting held on 05/02/2025 for the F. Y. 2024-25.

The object of Independent Meeting was to review the performance of Non- independent Director and the Board as a whole including the Chairperson of the Company. The Company assures to held the Separate Meeting of Independent Director of the Company as earliest possible.

POSTAL BALLOT AND EXTRA-ORDINARY GENERAL MEETING

During the year 2024-2025, no Extra-Ordinary General Meeting was called, convened, and held. Further, during the year 2024-2025 one Postal Ballot was conducted for appointment of M/s Jain Sonu & Associates, Chartered Accountants (FRN: 324386E) as the Statutory Auditors of the Company for the financial year 2024-2025 till the conclusion of the 28th Annual General Meeting.

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 preclearance for dealing in the Companys shares and prohibits the purchase or sale of Company 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 of Directors and the designated employees have confirmed compliance with the Code.

LISTING FEES

The Equity Shares of the Company is listed on NSE Emerge Platform and the Company has paid the applicable listing fees to the Stock Exchange till date.

CFO CERTIFICATION

The Chief Executive Officer and Chief Financial Officer Certification as required under Regulation 17(8) read with Part B of Schedule II of the SEBI(LODR) Regulation, 2015 is not applicable on the Company since the Company is listed on SME Emerge platform of National Stock Exchange of India Limited.

SECRETARIAL STANDARDS

The Company complies with the Secretarial Standards, issued by the Institute of Company Secretaries of India, which are mandatorily applicable to the Company.

PRESERVATION OF DOCUMENTS

All the documents as required under the Act, has been properly kept at the Corporate Office of the Company. Further, our policy on preservation of documents can be accessed at: https://www.jiwanramgroup.com/investor-relation/.

ANNUAL RETURN

Annual return in Form MGT-7 of the Company for the financial year 2024-2025 can be accessed at- https://www.jiwanramgroup.com/investor-relation/.

INSOLVENCY AND BANKRUPTCY CODE, 2016

During the period 2024-2025, no application was made by the Company under the Insolvency and Bankruptcy Code, 2016 and no application is pending under the Insolvency and Bankruptcy Code, 2016 in respect of the Company.

ONE TIME SETTLEMENT WITH BANKS

During the fiscal 2024-2025, no one time settlement has been done with any Bank by the Company and as such there is no details of 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.

ACKNOWLEDGEMENT

Your Directors wish to place on record their appreciation and sincere thanks to the State Governments, Government agencies, Banks & Financial Institutions, customers, shareholders, vendors and other related organizations, who through their continued support and co-operation have helped, as partners in your Companys progress. Your Directors, also acknowledge the hard work, dedication and Commitment of the employees.

	For and behalf of the Board
	Jiwanram Sheoduttrai Industries Limited
Place: Kolkata	Alok Prakash	Amitava Majumder
Date: 20/08/2025	Managing Director	Director
	DIN:00375634	DIN: 09689719