KJMC Financial Services Ltd Directors Report

On standalone basis, your Company earned the gross income of Rs. 522.41 lakhs as against Rs. 469.32 lakhs in the previous year. The total expenditure during the year under review was Rs. 402.62 lakhs as against Rs. 332.04 lakhs in the previous year. The Net Profit after tax before OCI was Rs. 81.23 lakhs as against Rs. 90.35 lakhs in the previous year. On consolidated basis, your Company earned the gross income of Rs 536.78 lakhs as against Rs 477.31 lakhs in the previous year. The total expenditure during the year under review was Rs 405.47 lakhs as against Rs 334.68 lakhs in the previous year. The Net Profit after tax before OCI was Rs 84.85 lakhs as against Rs 86.18 lakhs in the previous year. There was no change in the nature of business of the Company.

In accordance with the provisions of the Companies Act, 2013 (hereinafter referred to as "the Act"), read with Regulation 33 of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 (hereinafter referred to as "Listing Regulations") and applicable Accounting Standards, the Audited Consolidated Financial Statements of the Company for the financial year 2024-25, together with the Auditors Report forms part of this Annual Report.

Pursuant to Section 134 of the Companies Act, 2013 and Rule 8(1) of the Companies (Accounts) Rules, 2014, the report on performance and financial position of subsidiary company and associate company (to the extent of the shareholding of the Company) is included in the Consolidated Financial Statements (‘CFS) of the Company.

A statement containing the salient features of financial statements of subsidiary and associate company of the Company in the prescribed Form AOC–1, forming part of Consolidated Financial Statements of the Company is in compliance with Section 129 (3) and other applicable provisions, if any, of the Act read with Rule 5 of the Companies (Accounts) Rules, 2014 is attached.

KJMC Trading & Agency Limited, the wholly owned subsidiary of the Company earned gross income of Rs 16.01 lakhs as against Rs 12.24 lakhs in the previous year. The total expenditure during the year under review was Rs 2.88 lakhs as against Rs 6.87 lakhs in the previous year. The Net Profit after tax was Rs 13.13 lakhs as against Rs 5.37 lakhs in the previous year.

KJMC Platinum Builders Private Limited, an Associate Company earned gross income of Rs 31.09 lakhs as against Rs 13.20 lakhs in the previous year. The total expenditure during the year under review was Rs 52.84 lakhs as against Rs 39.08 lakhs in the previous year. The Net Loss after tax was Rs (21.76) lakhs as against Net Loss after tax of Rs 27.97 lakhs in the previous year.

The Authorised share capital of the Company as on March 31, 2025, was Rs 62,15,00,000 (Rupees Sixty Two Crores Fifteen lakhs Only). Further, the issued, subscribed and paid-up share capital of the Company as on March 31, 2025 was Rs 4,78,57,400 (Rupees Four Crores Seventy Eight Lakhs Fifty Seven Thousand Four Hundred Only) comprising of 47,85,740 equity shares of Rs 10/- each. There was no change in the Capital structure of the Company during the reporting period.

In order to conserve the resources for operations of the Company, your Directors regret their inability to recommend any dividend for the year under review

The Company proposes to transfer Rs 16.25 Lakhs to Special Reserves out of the amount available for appropriation and an amount of Rs 64.98 Lakhs is proposed to be retained in the profit and loss account

The Company being a Non-Deposit Accepting Non-Banking Finance Company, it has not accepted any deposits from the public during the year under review.

The Company has adopted Indian Accounting Standards (‘IND AS) and accordingly, the financial statements for the year 2024-25 have been prepared in accordance with IND-AS, prescribed under Section 133 of the Act, read with the relevant rules issued there under and the other recognised accounting practices and policies to the extent applicable.

The Company being Non-Banking Financial (Non- Deposit Accepting or Holding), capital adequacy requirement, under Companies Prudential Norms (Reserve Bank) Directions, 2007, are not applicable to the Company.

During the Financial Year 2024-25, 5 (five) meetings of the Board of Directors were held. The details of the Board Meetings and the attendance of the Directors are provided in the Report on Corporate Governance forming part of the Annual Report.

The Company has constituted committees in accordance with the requirements of the Companies Act, 2013, SEBI (LODR) Regulations, 2015, and Guidelines issued by the Reserve Bank of India for NBFC viz.: i. Audit Committee; ii. Nomination and Remuneration Committee; iii. Stakeholders Relationship Committee; iv. Credit and Investment Committee; v. Debenture Allotment Committee; vi. IT Strategy Committee;

The constitution of the Audit Committee is in compliance with the provisions of Section 177 of the Companies Act, 2013, read with Regulation 18 of SEBI LODR 2015 and provisions as applicable to NBFC Company. They possess sound knowledge on Accounts, Audit, Finance, Taxation, Internal Controls etc. During the year under review, 4 (four) Audit Committee meetings were held. The details pertaining to composition of Audit Committee and the attendance of the members of the Audit Committee are provided in the Corporate Governance Report and forms part of the annual report.

1. Mr. Shyam Khandelwal – Chairman (Non-Executive Independent Director)

2. Mr. Suhas Sahakari – Member (Non-Executive Independent Director)

3. Mr. Anil Sampat – Member (Non-Executive Independent Director)

4. Late Mr. Inderchand Jain – Member (Non-Executive Director) *The composition of the committee was re-constituted on August 16, 2024, and Mr. Shyam Khandelwal and Mr. Suhas Sahakari, Independent Directors of the Company were appointed as Chairman and Member of the Committee in place of Mr. Sureshchandra Chhanalal Aythora and Mr. Nitin Vasant Kulkarni respectively.

1. Mr. Shyam Khandelwal – Chairman (Non-Executive Independent Director)

2. Mr. Suhas Sahakari – Member (Non-Executive Independent Director)

3. Mr. Anil Sampat – Member (Non-Executive Independent Director)

4. Mr. Girish Jain – Member (Non-Executive Director)

** Due to sad demise of Shri. Inderchand Jain, Member of the Committee (Non-Executive Director), the composition of the committee was reconstituted on May 28, 2025 and Mr Girish Jain, Non-Executive Director of the Company was appointed in place of Late. Shri. Inderchand Jain as a Member of the Committee.

During the year under review 3 (three) Nomination and Remuneration Committee Meetings were held. The details pertaining to composition of Nomination and Remuneration Committee, details of meetings held during the year under review and the attendance of the members of the

Nomination and Remuneration Committee are provided in the Corporate Governance Report and forms part of the annual report.

1. Mr. Suhas Sahakari – Chairman (Non-Executive Independent Director)

2. Mr. Shyam Khandelwal– Member (Non-Executive Independent Director)

3. Mr. Girish Jain – Member (Non-Executive Independent Director) *The composition of the committee was re-constituted on August 16, 2024, and Mr. Suhas Sahakari and Mr. Shyam Khandelwal, Independent Directors of the Company were appointed as Chairman and Member of the Committee in place of Mr. Sureshchandra Chhanalal Aythora and Mr. Nitin Vasant Kulkarni respectively.

During the year under review 1 (one) Stakeholders Relationship Committee Meeting was held. Stakeholders Relationship Committee has been formed as per the provisions of Section 178 of the Companies Act, 2013 and SEBI Listing Regulations. The details pertaining to composition of Stakeholders Relationship Committee, details of meeting held during the year under review and the attendance of the members of the Stakeholders Relationship Committee are provided in the Corporate Governance Report forms part of the annual report.

*The composition of the Committee was re-constituted at Board meeting held on August 16, 2024, with the following members:

1. Late Mr. Inderchand Jain– Chairman (Non-Executive Director)

2. Mr. Girish Jain – Member (Non-Executive Director)

3. Mr. Rajnesh Jain – Member (Executive Director)

4. Mr. Shyam Khandelwal – Member (Non-Executive Independent Director) *The composition of the committee was re-constituted on August 16, 2024, and Mr. Shyam Khandelwal, Independent Director of the Company was appointed as Member of the Committee in place of Mr. Nitin Vasant Kulkarni.

1. Mr. Girish Jain – Chairman (Non-Executive Director)

2. Mr. Rajnesh Jain – Member (Executive Director)

3. Mr. Shyam Khandelwal – Member (Non-Executive Independent Director)

** Due to sad demise of Shri. Inderchand Jain, Chairman of the Committee (Non-Executive Director), the composition of the committee was re-constituted on May 28, 2025 and Mr Girish Jain, Non-Executive Director of the Company was appointed in place of Late. Shri. Inderchand Jain as a Chairman of the Committee.

The Board of Directors of the Company has, pursuant to the guidelines issued by Reserve Bank of India for NBFC, formed Credit and Investment

Committee to deal with the matters related to extending loans and making investments. During the year under review, no meetings were held. The details pertaining to composition of Credit and Investment Committee are provided in the Corporate Governance Report forms part of the annual report.

1. Mr. Girish Jain – Chairman (Non-Executive Director)

2. Mr. Rajnesh Jain – Member (Executive Director)

*Due to sad demise of Shri. Inderchand Jain, Chairman of the Committee (Non-Executive Director), the composition of the committee was reconstituted on May 28, 2025 and Mr Girish Jain, Non-Executive Director of the Company was appointed in place of Late. Shri. Inderchand Jain as a Chairman of the Committee.

During the year under review, no meeting was held. The details pertaining to composition of Debenture Allotment Committee are provided in the Corporate Governance Report forms part of the annual report.

1. Mr. Girish Jain – Chairman (Non-Executive Director)

2. Mr. Rajnesh Jain – Member (Executive Director)

*Due to sad demise of Shri. Inderchand Jain, Chairman of the Committee (Non-Executive Director), the composition of the committee was reconstituted on May 28, 2025 and Mr Girish Jain, Non-Executive Director of the Company was appointed in place of Late. Shri. Inderchand Jain as a Chairman of the Committee.

During the year under review, 1 (one) IT Strategy Committee Meeting was held. The details pertaining to composition of IT Strategy Committee and the attendance of the members of the IT Strategy Committee are provided in the Corporate Governance Report forms part of the annual report.

1. Mr. Rajnesh Jain- Chairman (Executive Director)

2. Mr. Sajjan Bawri- Member (Chief Financial Officer & Chief Information Officer)

3. Mr. Raj Randhawa-Member

*The composition of the committee was re-constituted on September 25, 2024, as Mr. Nitin Vasant Kulkarni, Independent Director of the Company has retired by completing his second term from the Board of the Company and appointed Mr. Rajnesh Jain, Executive Director of the Company as the Chairman of the Committee in place of Mr. Nitin Vasant Kulkarni.

1. Mr. Rajnesh Jain- Chairman (Executive Director)

2. Mr. Raj Randhawa-Member

3. Mr. Girish Jain – (Non-Executive Director)

**The composition of the committee was re-constituted on May 28, 2025, as Mr. Sajjan Bawri, Chief Financial Officer & Chief Information Officer of the Company has tendered his resignation from the Company.

Pursuant to Section 134 (5) of the Companies Act, 2013, the Board of Directors, to the best of their knowledge and ability, confirm that: a. in the preparation of the annual financial statements for the year ended March 31, 2025, the applicable accounting standards had been followed along with proper explanation relating to material departures, if any; b. the Directors 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 the state of affairs of the Company as at the end of the financial year and of the Profit of the Company for the year ended March 31, 2025; c. the Directors have taken proper and sufficient care to the best of their knowledge and ability 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. the Directors have prepared the annual accounts for the financial year ended March 31, 2025 on a going concern basis; e. the Directors have laid down internal financial controls to be followed by the Company and such internal financial controls are adequate and operating effectively; f. the Directors have devised proper systems to ensure compliance with the provisions of all applicable laws and that such systems were adequate and operating effectively.

The Members at the 32^nd Annual General Meeting (‘AGM) of the Company held on December 24, 2020, had approved the appointment of M/s. Batliboi & Purohit, Chartered Accountants (Firm Registration No. 101048W), as the Statutory Auditors of the Company to hold office from the conclusion of the 32^nd AGM till the conclusion of the 37^th AGM to be held in the year 2025.

Upon completion of their term, and after evaluating various parameters including industry experience, audit team competency, efficiency in audit execution, and independence, the Board of Directors of the Company (‘Board), based on the recommendation of the Audit Committee, has proposed the appointment of M/s. V P Thacker & Co., Chartered Accountants (Firm Registration No. 118696W), as the Statutory Auditors of the Company for a first term of five (5) consecutive years from the conclusion of the 37^th AGM till the conclusion of the 42^nd AGM to be held in the year 2030.

M/s. V P Thacker & Co., Chartered Accountants, established in 1999, along with its associate consulting entities, offers comprehensive services in audit, tax, corporate finance, risk, and business process advisory. The firm has consented to its appointment and confirmed that it meets the eligibility criteria under Sections 139, 141, and other applicable provisions of the Companies Act, 2013 and the rules framed thereunder, including confirmation that the appointment is within the limits specified under Section 141(3)(g) of the Act

Pursuant to the provisions of Section 204 and other applicable provisions, if any, of the Companies Act, 2013 and Rules framed thereunder (including any statutory modification(s) or re-enactment(s) thereof, for the time being in force) M/s Aabid & Co , Company Secretaries, are appointed as Secretarial Auditors of the Company to conduct secretarial audit of the Company for a term of 5 (Five) consecutive years with effect from April 01, 2025 until March 31, 2030, on such remuneration, as recommended by the Audit Committee and as may be mutually agreed between the Board of Directors of the Company and the Secretarial Auditors, from time to time.

The Report of the Secretarial Auditors issued by M/s Rathi & Associates, Company Secretaries for the FY 2024-25 forms part of the Annual Report. The Report of the Secretarial Auditor for FY 25 is annexed herewith as Annexure – C. The said Secretarial Audit Report does not contain any qualification, reservations, adverse remarks or disclaimer.

Pursuant to the provisions of Section 138 of the Companies Act, 2013 read with Companies (Accounts) Rules, 2014, the Company had reappointed M/s Sanjay Raja Jain & Co., as internal auditors of the Company to conduct internal audit for the financial year 2025-26. The Company has been receiving the reports on internal controls and systems implemented by the Company at a periodic interval and no lapse have been noticed during the period under review.

During the reporting period, no frauds were reported by Auditors under sub section (12) of section 143 of the Act, and no offence involving fraud was committed against the Company by officers or employees of the Company.

The Board members are provided with necessary documents / brochures, reports and internal policies to enable them to familiarize with the Companys business, procedures and practices.

Periodic presentations are made at the Board and Committee meetings on business and performance updates of the Company, global business environment, business strategy and risks involved. Detailed presentations on the Companys business segments are made at the separate meetings of the Independent Directors from time to time.

The Company has in place a comprehensive Code of Conduct (‘the code) for its directors and employees. The Code gives guidance and support needed for ethical conduct of business and compliance of law. The Code reflects the core values of the Company.

The Company being registered Non-Banking Finance Company, provisions of Section 186 of Companies Act, 2013, except sub-section

(1) is not applicable to the Company. However, the details of Loans, Guarantees and Investments made are disclosed in the Notes to the Financial Statements.

All transaction entered into by the Company with its related parties, during the financial year 2024-25, were in ordinary course of business and at arms length basis. The details of the Related Party Transactions are set out in the Notes to Financial Statements forming part of this Annual Report.

Further, the Related Party Transactions undertaken by the Company were in compliance with the provisions set out in the Companies Act, 2013, read with the Rules made there under and relevant provisions of Listing Regulations.

There are no material changes and commitments affecting the financial position of the Company occurred between the period from end of the financial year to which these financial statements relate and on the date of this report.

Disclosure pursuant to Section 134(3) (m) of the Companies Act, 2013 read with Rule 8 of the Companies (Accounts), Rules 2014:

(A) Conservation of Energy

Your Company being a Non-banking Finance Company, the provisions related to technologies absorption, adaptation and innovation are not applicable.

During the reporting period, there was no earnings and expenditure in foreign currency.

The Company has implemented a mechanism for risk assessment and management. It assists for identification of possible risks associated with the business of the Company, assessment of the same at regular intervals and taking appropriate measures. The key categories of risk jotted down while assessment are strategic risks, financial risks, operational risks and such other risk that may potentially affect the working of the Company.

The Company has not developed and implemented any Corporate Social Responsibility initiatives as the said provisions are not applicable to the Company.

TheNominationandRemunerationCommitteeoftheCompanyhaslaiddown the criteria for performance evaluation of the Board and individual directors including the Independent Directors and Chairperson covering various aspects of the Boards functioning such as adequacy of the composition of the Board and its committees, Board Culture,execution and performance of specific duties, obligations and governance.

The criteria include evaluation of the Board, its Committees, Independent Directors / Non-Executive Directors / Executive Directors and the Chairperson of the Company.

Annual evaluation of performance of Non-Independent Directors, the Board as a whole and the Chairperson of the Company was carried out, taking into account the views of Executive Directors and Non-Executive Directors.

The directors expressed satisfaction with the evaluation process.

As on March 31, 2025, the Board of Directors of the Company comprises of 7 (Seven) Directors consisting of a Whole-Time Director and 6 (Six) Non-Executive Directors, including 1 (one) woman director and 4 (Four) Independent Directors. The constitution of the Board of the Company is in accordance with Section 149 of the Act read with Regulation 17 of SEBI Listing Regulations.

On the basis of the written representations received from the Directors, none of the Directors of the Company were disqualified under Section 164 (2) of the Act to hold their respective offices.

In accordance with the provisions of the Act and the Articles of Association of the Company, Mr. Girish Jain (DIN: 00151673), Non-Executive Director of the Company will retire by rotation at the ensuing Annual General Meeting. The Board of Directors on the recommendation of the Nomination and Remuneration Committee and based on report of performance evaluation, has recommended re-appointment of Mr. Girish Jain (DIN: 00151673) as Director of the Company liable to retire by rotation. Mr. Girish Jain (DIN: 00151673) being eligible has offered himself for re-appointment. A resolution seeking shareholders approval for his re-appointment along with the required details forms part of the Notice of AGM.

The Board of Directors of the Company at its meeting held on August 10, 2024, basis the recommendation of the NRC and based on the evaluation of the balance of skills, knowledge, experience and expertise considered and approved the appointment of Mr. Suhas Sahakari (DIN: 08168414) and Mr, Shyam Ramsharan Khandelwal (DIN: 05147157) as Additional Directors (Non-Executive, Independent) for a period of 2 (Two consecutive years commencing from August 10, 2024, who is not liable to retire by rotation. The said appointment was subsequently approved by the Members at 36^th Annual General Meeting held on September 24, 2024.

During the year under review, the tenure of Mr. Nitin Kulkarni (DIN: 02297383) and Mr. Sureshchandra Aythora (DIN: 00085407), Non-Executive, Independent Directors ended on 25 September, 2024 after completion of their second term. The Board placed on records its appreciation towards Mr. Nitin Kulkarni (DIN: 02297383) and Mr. Sureshchandra Aythora (DIN: 00085407) for their valuable guidance and services rendered by them during their tenure as an Independent Directors of the Company.

Further, the Board, with profound grief, regretfully informs the the demise of Shri Inderchand Jain (DIN: 00178901), Chairman and Promoter (Non- Executive and Non-Independent Director), aged 85 years, on March 01, 2025. Shri Inderchand Jain, the founder of the Company, played a pivotal role in establishing and nurturing its growth, making it a distinguished name in the business of financial services..

The Board on the recommendation of NRC and in accordance with provisions Section 149, 152 of the Act read with Schedule IV and all other applicable provisions of the Companies Act, 2013 and Regulations 16(1)(b) and 17 of the Listing Regulations, has re-appointed Mr. Vijay Indukumar Joshi (DIN: 00151550), as a Non-Executive Independent Director for the second consecutive term 3(three) consecutive years with effect from September 07, 2025 up to the conclusion of the 40^th AGM of the Company to be held in respect of Financial Year ending 31^st March, 2028.

Further, Mr. Behla Tambawala ceased to be the Company Secretary and Compliance Officer (KMP) of the Company w.e.f April 19, 2024 and Ms. Khushbu Bohra , Associate Member of the Institute of Company Secretaries of India was appointed as the Company Secretary and Compliance Officer (KMP) of the Company w.e.f. May 13, 2024.

The Company has received declarations from all the Independent Directors of the Company confirming that they meet with the criteria of independence prescribed under the Act, and the Listing Regulations. The Independent Directors have confirmed that they have registered their names in the data bank maintained with the Indian Institute of Corporate Affairs.

In the opinion of the Board, there has been no change in the circumstances which may affect their status as Independent Director of the Company and the Board is satisfied of the integrity, expertise, and experience including proficiency in terms of Section 150(1) of the Act and applicable rules made thereunder.

No significant or material orders were passed by the Regulators or Courts or Tribunals which can have impact the going concern status and the Companys operations in future.

The Company has in place adequate financial controls commensurate with its size, scale and complexity of its operations. The Company has in place policies and procedures required and efficiently conduct its business, safeguard its assets, detect frauds and errors, maintain accuracy and completeness of accounting records in a timely and reliable manner.

The Company continues to have periodical internal audits conducted of all its functions and activities to ensure that system and processes are followed across all areas. During the year under review, no material or serious observation has been received from the Auditors of your Company citing inefficiency or inadequacy of such controls.

The Company has devised proper systems to ensure compliance with the applicable Secretarial Standards issued by the Institute of Company Secretaries of India (‘ICSI) and during the year under review, the Company has complied with all the applicable provisions of the standards.

The information required under Section 197 (12) of the Companies Act, 2013 read with rule 5(1) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 are given below: i. The ratio of the remuneration of each Director to the median remuneration of the employees of the Company for the financial year 2024-25;

*Sitting fees paid to all the Non-Executive Directors of the Company. The median remuneration is calculated based on the salary paid during the financial year to employees on payroll as on March 31, 2025.

ii. The percentage increase in remuneration of each Director, Chief

*entitled only for sitting fees iii. The percentage increase in the median remuneration of employees in the financial year: there wasno increase in the median remuneration of employees. iv. The number of permanent employees on the rolls of Company as on March 31, 2025: 6 (Six) v. Average percentile increase already made in the salaries of employees other than the managerial personnel in the last financial year and its comparison with the percentile increase in the managerial remuneration and justification thereof and point out if there are any exceptional circumstances for increase in the managerial remuneration:

There is no increase in Average percentile in salaries of employees other than managerial Personnel. vi. Affirmation that the remuneration policy of the Company:

The Company affirms remuneration is as per the remuneration policy of the Company.

The Company has adopted "Internal Code of Conduct to Regulate, Monitor and Report Trading by Designated Persons & Code of Practices and Procedures for Fair Disclosures of Unpublished Price Sensitive Information" ("Code") as amended from time to time with a view to regulate trading in securities by the Directors, designated persons of the Company including their immediate relatives. The Code requires pre-clearance for dealing in the shares of the Company for consideration more than the threshold limit provided therein and prohibits trading in shares of the Company by the Directors, designated persons including their immediate relatives while in possession of unpublished price sensitive information in relation to the Company and during the period when the Trading Window is closed.

The Company has adopted a Whistle Blower Policy and has established the necessary vigil mechanism for directors and employees in confirmation with Section 177(9) of the Act and Regulation 22 of SEBI Listing Regulations to report concerns about unethical behaviour, actual or suspected fraud or violation of the Companys Code of Conduct or Ethics Policy. The policy provides for adequate safeguards against victimization of employees under the mechanism and also provides for direct access by any employee to the Chairperson of the Audit Committee for such matters.

The Company is committed to adhere to the highest standards of ethical, moral and legal conduct of business operations. During the year under review, no person was denied access to the Chairperson of the Audit Committee.

Pursuant to the provisions of the Act, read with Investor Education Protection Fund Authority (Accounting, Audit, Transfer and Refund) Rules, 2016, as amended (‘Rules), underlying Shares pertaining to dividends remained unclaimed for a period of seven years from the date of transfer to the Unpaid Dividend Account of the Company are liable to be transferred to the IEPF.

Shareholders /claimants whose shares, unclaimed dividend, have been transferred to the aforesaid IEPF Account or the Fund, as the case may be, may claim the shares or apply for refund by making an application to the IEPF Authority in Form IEPF-5 (available on http://www.iepf.gov. in) along with requisite fee as decided by the IEPF Authority from time to time. asperthe remuneration POLICY ON PREVENTION OF SEXUAL HARASSMENT AT WORKPLACE

During the year under review, the Policy on Prevention of Sexual Harassment at work place is not applicable to the Company.

The Company confirms its compliance with the provisions of the Maternity Benefit Act, 1961 and the rules made thereunder. All applicable benefits, including paid maternity leave, nursing breaks, and other entitlements under the Act, are duly extended to eligible women employees. The Company remains committed to fostering a supportive and inclusive workplace in accordance with the statutory requirements and best practices.

A report on the Management Discussion and Analysis for the financial year under review is annexed and forms part of this report.

No application has been made under the Insolvency and Bankruptcy Code; hence the requirement to disclose the details of application made or any proceeding pending under the Insolvency and Bankruptcy Code, 2016, during the year along with their status as at the end of the financial year is not applicable.

The Company has not entered into one-time settlement for any loan or credit facilities from any Bank or Financial Institutions been made during the period under review.

During the year under review, provisions of Rule 8(5)(ix) of the Companies (Accounts) Rules, 2014 read with Section 148(1) and rule 3 and 4 of the Companies (Cost Records and Audit) Rules, 2014, were not applicable on the Company.

The Board of Directors confirm that no disclosure or reporting is required in respect of the following matters as there were no transactions on these matters during the financial year 2024-25: 1. issue of equity shares with differential rights as to dividend, voting or otherwise;

2. Issue of sweat equity shares to its directors or employees;

3. Non-exercising of voting rights in respect of shares purchased directly by employees under a scheme pursuant to Section 67(3) of the Act read with Rule 16(4) of Companies (Share Capital and Debentures) Rules, 2014; 4. revision of financial statements and Boards Report of the Company pertaining to previous financial years, during the year under review.

Your directors would like to express their gratitude to the shareholders for reposing unstinted trust and confidence in the management of the Company and will also like to place on record their sincere appreciation for the continued co-operation, guidance, support and assistance extended by our bankers, customers, Government & Non-Government Agencies & various other stakeholders.

Your directors also place on record their appreciation of the vital contribution made by employees at all levels and their unstinted support, hard work, solidarity, cooperation and stellar performance during the year under review.