L.K.Mehta Polymers Ltd Directors Report

To, The Members,

Your Directors have great pleasure in presenting to you the 30 Annual Report on the affairs of the Company together with theAudited Accounts for the Financial year ended 31 March, 2025.

1. Financial Highlights:

Our Company was incorporated with the Registrar of Companies, Gwalior, Madhya Pradesh, India on January 02 , 1995 with the Corporate Identity No. U25206MP1995PLC008901.

The Company was listed on the SME platform of Bombay Stock Exchange on 21 February, 2025.

The Financial results of the Company for Financial year have been summarized herein below for the reference of the members: (Amount in Lakhs)

		(Amount in Lakhs)
Particulars		Standalone
	Year ended 31 March, 2025	Year ended 31 March, 2024
Net Revenue From Operations	1896.58	1852.50
Other Income	19.25	30.30
Total Income	1915.83	1882.80
Total Expenses Excluding Depreciation, Interest, Tax & Amortization	1759.03	1714.85
Profit/(Loss) Before Depreciation, Interest, Tax & Amortization	156.80	167.95
Less: Interest & Financial Charges	64.42	87.64
Depreciation & Amortization	12.35	5.32
Profit /(Loss) Before Tax and Exceptional Items	80.03	74.99
Exceptional Item
Profit/(Loss) Before Tax	80.03	74.99
Less: Provision For Tax	4.37	4.29
- Current Tax	21.65	13.32
- Deferred Tax Liabilities/ (Assets)	-6.42	-1.08
Net Profit/(Loss) After Tax	60.43	58.46

1. Highlights of Performance & State of the Companys Affairs:

The Company has recorded a total turnover of Rs. 1915.83 Lakh as compared to Rs. 1882.80 Lakhs in the previous year. The Company was also able to record a net profit of Rs.60.43 Lakhs for the Financial year closed.

Your Directors are committed to achieve higher revenues and profits for its stakeholders in the coming year and hence are in the continuous process of developing new products and tailor made services for its customers.

2. Significant Events during the Financial Year:

During the Year the company has altered its Memorandum and Articles of Association by adopting new set of the same in accordance with the provisions of the Companies Act, 2013 in the meeting of the members in the Extra OrdinaryGeneral Meeting held on 04 April, 2024.

INITIAL PUBLIC OFFER (IPO) AND LISTING AT THE BSE SME PLATFORM:

We are pleased to inform you that during the year under review, the Company has made an Initial Public Offer (IPO) of 10,40,000 Equity Shares of Face Value of Rs.10/- each at a price of Rs.71/- per Equity Share (including a share premium of Rs.61/- per Equity Share). With your valuable support and confidence in the Company and its Management, the IPO was subscribed and the entire capital of Rs. 3,84,00,000/- was successfully listed on the SME Platform of BSE Limited on 21 February, 2025. We have paid the Annual Listing Fees for the Year 2024-25 to BSE Limited, ensuring our continued listing and trading.

Other than above there are no significant events during the financial year

3. Change in the nature of business:

During the year, there has not been any change in the nature of the Business.

4. Dividend:

In order to retain the profit of the Company and in light of the financial performance for FY 2024-25, the company has decided not to declare a dividend this year. This decision reflects companys commitment to strengthening its financial position and addressing the challenges faced. The focus remains on improving profitability and ensuring long-term value for shareholders.

5. Amount Transferred to Reserve:

During the year, the Board of your Company has transferred amount of Rs. 8004256/- to General Reserve.

6. Public Deposits:

During the year under review, the Company did not accept any deposits within the meaning of provisions of Section 73 of the Companies Act, 2013 read with the Companies (Acceptance of Deposits) Rules, 2014. Further, the Company has not accepted any deposit or loans in contravention of the provisions of the Chapter V of the Companies Act, 2013 and the Rules made there under.

7. Share Capital:

1. Authorized Share Capital

During the year, there was change in the Authorised Share Capital of the Company. The Authorised Share Capital of the Company increase from Rs. 65,00,000/- (Rupees Sixty Five Lakhs only) divided into 6,50,000 (Six Lakhs Fifty Thousand) equity shares of Rs.10/- each to Rs. 5,00,00,000/- (Rupees Five Crores only) divided into 50,00,000 (Fifty Lakhs) equity shares of Rs. 10/- (Rupees Ten only) each at the Extra Ordinary General Meeting of the company held on04 April, 2024.

2. Paid up Share Capital

During the year, there was change in the paid up Share Capital of the Company

Right Issue: The company has made allotment of 300000 (Three Lakhs) Equity shares of Rs. 10 each amounting to Rs. 30,00,000/- (Rupees Thirty Lakhs only) on Right Issue basis to the existing shareholder of the company and the approvalof which was obtained in the meeting of the board of directors held on 08 July, 2024.

Bonus Issue: The Company has made allotment of 3:1 of 18,75,000 (Eighteen Lakh Seventy Five Thousand) Equity Shares of Rs. 10/- each amounting to Rs. 1,87,50,000/- (Rupees One Crore Eighty Seven Lakhs Fifty Thousand only)through Bonus Issue in the Board Meeting held on 29 May, 2024. Further the consent of the members was received inthe Extra Ordinary General Meeting of the company held on 23 May, 2024 for issue of bonus shares to the eligible members of the company holding equity shares of Rs. 10/- each.

Initial Public Offer: Further the Company has made allotment of 10,40,000 Equity Shares of Face Value of Rs.10/- each at a price of Rs.71/- per Equity Share (including a share premium of Rs.61/- per Equity Share) through an InitialPublic Offer (IPO) in the Board Meeting held on 18 February, 2025. The approval of which was obtained in the meetingof the Board of Directors held on 12 July, 2024 and approval of shareholders was received in the Extra OrdinaryGeneral Meeting held on 06 August, 2024.

Total Paid-up Capital of Rs. 3,84,00,000/- (Three Crore Eighty Four Lakhs only) listed on the SME Platform ofBSE Limited on 21 February, 2025.

Utilization of IPO Proceeds:

The Company raised funds of Rs. 7,38,40,000/-through Initial Public Offering (IPO). Out of which the amount of Rs. 2,35,97,952/- has been utilized up to 31.03.2025 in the manner as proposed in the Offer Document, the details of which are hereunder:

sOriginal Object	Modified Object, if any	Original Allocation	Modified allocation, if any	Funds Utilised	Amount of Deviation/ Variation for the quarter according to applicable object	Remarks if any
Funding Working Capital Requirement of the Company	Not Applicable	7,38,40,000/-	Not Applicable	2,35,97,952	Not Applicable	No Deviation or Variation
General Corporate
Purposes
Issue Related Expenses

Further, there is no deviation/variation in the utilization of the proceeds raised through IPO.

3. Issue of Equity Share with Differential Rights

The Company has not issued any Equity Shares with differential rights during the year under review.

4. Sweat Equity

The Company has not issued any Sweat Equity Shares during the year under review.

5. Employee Stock Option

During the year there is no employee stock option scheme approved.

8. Transfer of Shares and Unpaid/ Unclaimed Dividend to Investor Education and Protection Fund:

During the Year under review, the Company was not required to transfer the equity shares/unclaimed dividend to Investor Education and Protection Fund (IEPF) pursuant to provisions of Section 124 and 125 of the Act.

9. Demat Suspense Account/ Unclaimed Suspense Account:

There were no outstanding shares lying in the demat suspense account/ unclaimed suspense account and therefore, disclosure relating to the same is not applicable.

10. Subsidiary/Joint Venture/ Associate Company:

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

11. Conservation of Energy, Technology Absorption, Foreign Exchange Earnings and Outgo:

The information on conservation of energy technology absorption and foreign exchange earnings and outgo stipulated under Section 134(3)(m) of the Act read with Rule 8(3) of the Companies (Accounts) Rules, 2014, is annexed to this Report as Annexure- A.

12. Management Discussion and Analysis Report:

The Management Discussion and Analysis Report, as required under Regulation 34 read with Schedule V to the Listing Regulations, forms part of this Report as Annexure-B.

13. Particulars of Employees:

A statement containing the names and other particulars of employees in accordance with the provisions of Section 197(12) of the Act read with Rule 5(1) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 is appended as Annexure-C to this Report.

No employee has received remuneration in excess of the limits set out in Rules 5(2) and 5(3) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 during FY 2024-25.

14. Directors and Key Managerial Personnel (KMPS):

Details of Directors and Key Managerial Personnel (KMPs) as on 31 March, 2025 are as follows:

S.No. DIN/PAN	NAME	DESIGNATION
01 00223360	Mr. Kamlesh Mehta	Managing Director
02. 09553312	Mrs. Rina Mehta	Whole Time Director
03. 09577144	Mr. Chetan Moonat	Non-Executive Director
04. 08149472	Mr. Deepak Mehta	Non-Executive-Independent Director
05. 07989428	Mr. Nitesh Kumar Barbeta	Non-Executive-Independent Director
06 DYFPM6040C	Ms. Aashi Mehta	Chief Financial Officer (CFO)- KMP
07 CAZPR2337A	Mr. Akash Rajput*	Company Secretary & Compliance Officer (CS)- KMP

* Mr. Akash Rajput was appointed as Company Secretary & Compliance Officer of the Company with effect from20 June, 2025

In the opinion of the Board, all the Independent Directors possess requisite qualifications, experience, expertise including the proficiency and hold high standards of integrity for the purpose of Rule 8(5)(iiia) of the Companies (Accounts) Rules, 2014.

Changes in Board of Directors and KMPs:

During the Year under review, following were the changes took place the Board composition and KMPs:

Mr. Kamlesh Mehta was appointed as an Executive Director with effect from. 30 September, 2023, later his designation waschanged to Managing Director Appointed for 5 years with effect from 23 May, 2024.

Mrs. Rina Mehta was appointed as a Non-Executive Director on 30 September, 2022, and later her designation was changedto Whole Time Director appointed for 5 years with effect from 23 May, 2024.

Mr. Deepak Mehta was appointed as an Additional Director of the company with effect from 23 March, 2024 after that he was regularized as an Independent Director of the company, not liable to retire by rotation, for the period of 5 (Five) years witheffect from 04 April, 2024 till 21 February, 2029.

Mr. Nitesh Kumar Barbeta was appointed as an Additional Director of the company with effect from 29th April, 2024 after that he was regularized as an Independent Director of the company, not liable to retire by rotation, for the period of 5 (Five) yearswith effect from 23 May, 2024 till 22 May, 2029.

Mr. Baboo Lal Mehta was appointed as Executive Director of the Company with effect from 29th April, 2024 and he resigned from the post of Executive Director of the Company with effect from 04th June, 2024.

Ms. Pooja Wadhwani was appointed as Company Secretary and Compliance Officer of the Company with effect from23 March, 2024 and she resigned from the post of Company Secretary & Compliance Officer of the Company with effectfrom. 01 April, 2025.

Mr. Akash Rajput was appointed

Retired by Rotation:

Pursuant to the provisions of Section 152 of the Companies Act, 2013 read with the Companies (Appointment and Qualification of Directors) Rules, 2014 and the Articles of Association of your Company, Mr. Chetan Moonat (DIN: 09577144), Non-Executive director, retires by rotation at the ensuing AGM and being eligible, offers himself for reappointment.

Appropriate resolution for his re-appointment is being placed for your approval at the ensuing Annual General Meeting. The brief profile of Mr. Chetan Moonat (DIN: 09577144), Non-Executive director and other related information has been detailed in the Annual Report.

The Board recommends the re-appointment of Mr. Chetan Moonat (DIN: 09577144), in the ensuing AGM.

Declaration by the Independent Directors:

All Independent Directors of the Company have furnished a declaration pursuant to Section 149(7) of the Companies Act, 2013 affirming compliance to the criteria of Independence as laid down under Section 149(6) of the Companies Act, 2013 and Regulation 16(1)(b) of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 and there has been no change in the circumstances which may affect their status as Independent Director during the year. Independent Directors have also submitted declaration that they have registered themselves on the online data bank of Indian Institute of Corporate Affairs (IICA) in accordance with the Companies (Appointment and Qualification of Directors) Fifth Amendment Rules, 2019.

Based on the declaration(s) of Independent Directors, the Board of Directors recorded its opinion that all Independent Directors are independent of the Management and have fulfilled the conditions as specified in the Companies Act, 2013 and the Rules made there under and as per Regulation 25 of SEBI (LODR) Regulations, 2015.

Independent Directors are not liable to retire by rotation, in terms of Section 149(13) of the Act..

Disclosure by Directors: -

During the year declarations received from the Directors of the Company pursuant to Section 164 of the Companies Act, 2013. The Board appraised the same and found that none of the director is disqualified for holding office as director.

15. Meetings of the Board of Directors:

During the Year under review, 15 (Fifteenth) Board Meetings were held. The intervening gap between 2 Meetings was not more than 120 days. The details of Meetings and attendance of each Director at those Meetings during the year are as under:

Sr. No. Date on which Meetings of Board of Directors were held	Total Strength of the Board	No. of Directors Present
01. 04.04.2024	4	4
02. 29.04.2024	4	4
03. 23.05.2024	6	6
04. 29.05.2024	6	6
05. 04.06.2024	6	6
06. 10.06.2024	5	5
07. 23.06.2024	5	5
08. 29.06.2024	5	5
09. 04.07.2024	5	5
10. 08.07.2024	5	5
11. 12.07.2024	5	5
12. 24.10.2024	5	5
13. 01.01.2025	5	5
14. 30.01.2025	5	5
15. 18.02.2025	5	5

Attendance of Directors at the Board Meetings: -

Sr. No. Name of Director	No. of Meetings Held	No. of Meetings Attended
01. Mr. Kamlesh Mehta	15	15
02. Mrs. Rina Mehta	15	15
03. Mr. Chetan Moonat	15	15
04. Mr. Deepak Mehta	15	15
05. Mr. Nitesh Kumar Barbeta	15	13
06. Mr. Baboo Lal Mehta	15	03

Committees of The Board of Directors:

The Board has three committees which have been constituted in compliance with the requirements of the relevant provisions of applicable laws and statutes. The following are the details of the Board Committees during the Financial Year 2024-2025:

The following Statutory Committees have been constituted by the Board of Directors of the Company: 1. Audit Committee 2. Nomination and Remuneration Committee 3. Stakeholders Relationship Committee

Audit Committee: -

The Board of Directors of our Company has, in pursuance to provisions of Section 177 of the Companies Act, 2013, or any subsequent modification(s) or amendment(s) thereof in its Meeting held on 04th June, 2024, constituted Audit Committee.

The constitution of the Audit Committee is as follows:

Name of the Directors	Designation	Nature of Directorship
Mr. Deepak Mehta	Chairman	Independent Director
Mr. Nitesh Kumar Barbeta	Member	Independent Director
Mr. Kamlesh Mehta	Member	Managing Director

Our Company Secretary and Compliance officer will act as the secretary of the Committee.

The Role of Audit Committee not limited to but includes: -

i. The recommendation for the appointment, re-appointment and, if required, the replacement or removal of the auditor, their remuneration and fixation of terms of appointment of the Auditors of the Company;

ii. Review and monitor the auditors independence and performance, and effectiveness of audit process;

iii. Examination of financial statement and auditors report thereon including interim financial result before submission to the Board of Directors for approval;

a. Changes, if any, in accounting policies and practices and reasons for the same; b. Major accounting entries involving estimates based on the exercise of judgment by management; c. Significant adjustments made in the financial statements arising out of audit findings; d. Compliance with listing and other legal requirements relating to financial statements; e. Disclosure of any related party transactions. f. Qualifications in the draft audit report.

iv. Approval or any subsequent modification of transactions of the Company with related party; Provided that the Audit Committee may make omnibus approval for related party transactions proposed to be entered into by the company subject to such conditions as may be prescribed under the Companies Act, 2013 or any subsequent modification(s) or amendment(s) thereof;

Provided further that in case of transaction, other than transactions referred to in section 188 of Companies Act 2013 or any subsequent modification(s) or amendment(s) thereof, and where Audit Committee does not approve the transaction, it shall make its recommendations to the Board;

Provided also that in case any transaction involving any amount not exceeding one crore rupees is entered into by a director or officer of the company without obtaining the approval of the Audit Committee and it is not ratified by the Audit Committee within three months from the date of the transaction, such transaction shall be voidable at the option of the Audit Committee;

v. Reviewing, with the management, and monitoring 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;

vi. Scrutiny of Inter-corporate loans and investments;

vii. Reviewing and discussing 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;

viii. To review the functioning of the Whistle Blower mechanism, in case the same is existing;

ix. Valuation of undertakings or assets of the company, where ever it is necessary;

x. Evaluation of internal financial controls and risk management systems and reviewing, with the management, performance of internal auditors, and adequacy of the internal control systems; and

xi. 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;

xii. Approval of appointment of CFO (i.e., the whole-time Finance Director or any other person heading the finance function or discharging that function) after assessing the qualifications, experience & background, etc. of the candidate; and

xiii. Carrying out any other function as assigned by the Board of Directors from time to time.

Review of Information

i. Management discussion and analysis of financial condition and results of operations;

ii. Statement of significant related party transactions (as defined by the audit committee), submitted by management; iii. Management letters / letters of internal control weaknesses issued by the statutory auditors; iv. Internal audit reports relating to internal control weaknesses; and v. The appointment, removal and terms of remuneration of the Internal Auditor.

Powers of Committee

i. To investigate any activity within its terms of reference; ii. To seek information from any employees; iii. To obtain outside legal or other professional advice; and iv. To secure attendance of outsiders with relevant expertise, if it considers necessary.

Quorum and Meetings

The audit committee shall meet as and when required to discuss and approve the items included in its role. The quorum of the meeting of the Audit Committee shall be one third of total members of the Audit Committee or 2, whichever is higher, subject to minimum two Independent Director shall present at the Meeting.

Meetings and Attendance of the Audit Committee: -

Sr. No. Date on which Meetings were held	Total Strength of the Committee	No. of Members Present	Meetings Attended by
01. 23.06.2024	3	3	3
02. 06.08.2024	3	3	3
03. 24.10.2024	3	3	3
04. 18.02.2025	3	3	3

Stakeholders Relationship Committee: -

The Board of Directors of our Company has, in pursuance to provisions of Section 178 of the Companies Act, 2013, or any subsequent modification(s) or amendment(s) thereof in its Meeting held on 04 June, 2024, constituted Stakeholders Relationship Committee.

The constitution of the Stakeholders Relationship Committee is as follows:

Name of the Directors	Designation	Nature of Directorship
Mr. Deepak Mehta	Chairman	Independent Director
Mr. Nitesh Kumar Barbeta	Member	Independent Director
Mr. Kamlesh Mehta	Member	Managing Director

Our Company Secretary and Compliance officer will act as the secretary of the Committee.

Terms of Reference

Role of Stakeholder Relationship Committee not limited to but includes:

i. Efficient transfer of shares; including review of cases for refusal of transfer / transmission of shares;

ii. Redressal of shareholder and investor complaints like transfer of Shares, non-receipt of balance sheet, non-receipt of declared dividends etc.;

iii. Issue duplicate/split/consolidated share certificates; iv. Dematerialization/Rematerialization of Share; v. Review of cases for refusal of transfer / transmission of shares and debentures;

vi. Reference to statutory and regulatory authorities regarding investor grievances and to otherwise ensure proper and timely attendance and redressal of investor queries and grievances; Provided that inability to resolve or consider any grievance by the Stakeholders Relationship Committee in good faith shall not constitute a contravention of Section 178 of Companies Act, 2013 or any subsequent modification(s) or amendment(s) thereof.

vii. Such other matters as may be required by any statutory, contractual or other regulatory requirements to be attended to by such committee from time to time.

Quorum and Meetings

The Stakeholders Relationship Committee shall meet as and when require to discuss and approve the items included in its role. The quorum shall be one third of total members of the Stakeholders Relationship Committee or 2 members, whichever is higher.

Meetings and Attendance of the Stakeholders Relationship Committee:-

Sr. No. Date on which Meetings were held	Total Strength of the Committee	No. of Members Present	Meetings Attended by
01. 04.06.2024	3	3	3
02. 18.02.2024	3	3	3

Nomination and Remuneration Committee:-

The Board of Directors of our Company has, in pursuance to provisions of Section 178 of the Companies Act, 2013, or anysubsequent modification(s) or amendment(s) thereof in its Meeting held on 04 June, 2024, constituted Nomination and Remuneration Committee.

The constitution of the Nomination and Remuneration Committee is as follows:

Name of the Directors	Designation	Nature of Directorship
Mr. Nitesh Kumar Barbeta	Chairman	Independent Director
Mr. Deepak Mehta	Member	Independent Director
Mr. Chetan Moonat	Member	Non-Executive Director

Our Company Secretary and Compliance officer will act as the secretary of the Committee.

Terms of Reference

Role of Nomination and Remuneration Committee not limited to but includes:

i. Formulation of the criteria for determining qualifications, positive attributes and independence of a director and recommend to the Board a policy, relating to the remuneration of the directors, key managerial personnel and other employees;

ii. Formulation of criteria for evaluation of Independent Directors and the Board;

iii. To ensure that the relationship of remuneration to performance is clear and meets appropriate performance benchmarks; and

iv. Identifying persons who are qualified to become directors and who may be appointed in senior management in accordance with the criteria laid down, and recommend to the Board of Directors their appointment and removal and shall carry out evaluation of every director‘s performance.

Quorum and Meetings

The Committee is required to meet at least once a year. The quorum necessary for a meeting of the Nomination and Remuneration Committee is one third of total members of the Nomination and Remuneration Committee or 2 members, whichever is higher.

Meetings and Attendance of the Nomination and Remuneration Committee: -

Sr. No. Date on which Meetings were held	Total Strength of the Committee	No. of Members Present	Meetings Attended by
01. 04.06.2024	3	3	3
02. 18.02.2024	3	3	3

Separate Meeting of the Independent Directors:

The Independent Directors of your Company, in a separate meeting held on 18th February, 2025, inter alia, discussed the following:

O Reviewed the performance of Non-Independent Directors of the Company and the Board as a whole;

O Reviewed the performance of the Chairman of the Company taking into account the views of Executive Directors and Non- Executive Directors; and

O Assessed the quality, quantity and timelines of flow of information between the Company, management and the Board that is necessary for the Board to effectively and reasonable perform their duties.

All Independent Directors of the Company were present at the Meeting.

General Meetings:

During the year under review, the following General Meetings were held, the details of which are given as under:

Sr.No. Type of General Meeting	Date of General Meeting
01. Extraordinary General Meeting	04.04.2024
02. Extraordinary General Meeting	23.05.2024
03. Annual General Meeting	06.08.2024

16. Formal Evaluation of the Performance of the Board, Committee and Individual Directors:

In terms of the provisions of Section 134(3)(p) of the Act read with Rule 8(4) of the Companies (Accounts) Rules, 2014, the Nomination and Remuneration Committee has carried out the annual evaluation of Individual Directors of the Company; and the Board of Directors has carried out the annual evaluation of the performance of the Board and its Committees and Independent Directors. Further, Independent Directors also reviewed the performance of the Non-Independent Director and Board as a Whole and performance of the Chairman. The evaluation sheet for evaluation of Board, Committees and Directors/Chairman were circulated to the respective meetings of the Board, Nomination and Remuneration Committee and Independent Directors Separate Meeting.

The performance of the Board is evaluated based on composition of the Board, its Committees, performance of duties and obligations, governance issues etc. The performance of the Committees is evaluated based on adequacy of terms of reference of the Committee, fulfilment of key responsibilities, frequency and effectiveness of meetings etc. The performance of individual Directors and Chairman was also carried out in terms of adherence to code of conduct, participation in board meetings, implementing corporate governance practices etc.

The Independent Directors are evaluated based on their participation and contribution, commitment, effective deployment of knowledge and expertise, effective management of relationship with stakeholders, integrity and maintenance of confidentiality and independence of behaviour and judgement.

17. Auditors:

1. Statutory Auditors & its Audit Report:-

At the Annual General Meeting ("AGM") of the Company held on 06 August, 2024, M/S DCJ AND ASSOCIATES, Chartered Accountants, having FRN: 015039C, was appointed as the Statutory Auditors of the Company for a term of5 years, to hold office from 06 August, 2024 till the conclusion of AGM of year 2029.

The Notes to the Financial Statements referred in the Auditors Report are self-explanatory and therefore do not call for any comments under Section 134 of the Act. The Report given by the Statutory Auditors on the Financial Statements of the Company is a part of this Annual Report. There were no qualifications, reservations, and adverse remark or disclaimer given by the Statutory Auditors in their Report.

Reporting of Fraud by Statutory Auditors:-

During the year under review, the Statutory Auditors have not reported any instance of fraud in respect of the Company, its officers or employees under Section 143(12) of the Act.

2. Secretarial Auditors & its Report: -

M/s. NPG & Co., Practicing Company Secretaries, was appointed to conduct the Secretarial Audit of the Company for the Financial Year 2024-25, as required under Section 204 of the Act and Rules made thereunder. The SecretarialAudit Report in Form MR-3 for the Year ended 31 March, 2025 forms part of this Report as Annexure-D.

There are no qualifications or reservations or adverse remarks or disclaimer in the said Secretarial Audit Report.

3. Cost Auditor: -

The provisions of Section 148 of the Act and rules thereof are not applicable to the Company. Hence, the appointment of the Cost Auditor is not required.

18. Dematerialisation of Shares:

The Promoters and Promoter group have dematerialized 100% of their shareholding as on the date of this report.

19. Particulars of Loans, Guarantees, Securities and Investments under section 186:

The particulars of loans, guarantees or investments, if any, made during the Financial Year 2024-25, are disclosed in the notes attached to and forming part of the Financial Statements of the Company, prepared for the Financial Year ended31 March, 2025.

20. Material changes between the dates of the end of Financial Year and the Directors Report:

There have been no material changes and commitments, affecting the financial position of the Company between the end of the Financial Year of the Company to which the Financial Statements relate and the date of the Report.

21. Internal Financial Control System and their Adequacy:

The Company has in place proper system of internal financial control which is commensurate with size and nature of business. The Company has an Audit Committee headed by the Independent Director, inter-alia, to oversee companys financial reporting process, disclosure of financial information, and reviewing the performance of statutory and internal auditors with management.

22. Annual Return as per section 92(3) of the Act:

Pursuant to provisions of Section 134(3)(a) and Section 92(3) of the Companies Act, 2013 read with Rule 12(1) of the Companies (Management and Administration) Rules, 2014 as amended from time to time, the Annual Return of the Company for Financial Year 2024-25 is available on the Companys website at web link https://lkmehtapolymersltd.com/annual-reports/.

23. Related Party Transactions:

During the financial year 2024-2025, all contracts/ arrangements/ transactions entered into by the Company with its related parties were reviewed and approved by the Audit Committee and the Board. Prior omnibus approvals were obtained from the Audit Committee for related party transactions which were of repetitive nature, entered in the ordinary course of business and on an arms length basis. No transaction with any related party was in conflict with the interest of the Company.

All Related Party Transactions that were entered into during the financial year were on an arms length basis, in the ordinary course of business and were in compliance with the applicable provisions of the Companies Act, 2013 (‘the Act) and the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015

In compliance with the Act and the Listing Regulations, the Company has formulated a Policy on Related Party Transactions (RPTs) and manner of dealing with RPTs. The updated Policy can be accessed on the Companys https://lkmehtapolymersltd.com/policy-conduct/.

24. Disclosures as required under Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013 and Constitution of Internal Complaints Committee:

The Company has zero tolerance for sexual harassment at workplace and has adopted a Policy on Prevention, Prohibition and Redressal of Sexual Harassment at the Workplace, in line with the provisions of the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013 and the Rules made there under. The Policy aims to provide protection to employees at the workplace and prevent and redress complaints of sexual harassment and for matters connected or incidental thereto, with the objective of providing a safe working environment, where employees feel secure.

Pursuant to Section 4 of The Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013, the Directors has constituted Internal Complaints Committee in the Company for the purpose of redressal of the complaints of the women employees and for rendering all assistance to the woman employee making the complaint.

The details of complaints during the financial year are as follows:

Number of complaints of Sexual harassments received during the year : Nil Number of complaints disposed of during the year : Nil Number of cases pending for more than 90 days : Nil Number of awareness programmes conducted : Nil

During the year under review, the Company has not received any grievance/complaint from any women employee.

26. Risk Management:

The Company has established a well-defined process of risk management, wherein the identification, analysis and assessment of the various risks, measuring of the probable impact of such risks, formulation of risk mitigation strategy and implementation of the same takes place in a structured manner. Though the various risks associated with the business cannot be eliminated completely, all efforts are made to minimize the impact of such risks on the operations of the Company. Necessary internal control systems are also put in place by the Company on various activities across the board to ensure that business operations are directed towards attaining the stated organizational objectives with optimum utilization of the resources. The company has developed and implemented risk management policy. Company has an effective risk management system to keep track of business and operational hazards. All major functions and divisions are responsible for independently monitoring risks in their respective areas of operations. The risk management process is overseen by the Companys board of directors.

The Company, through its risk management process, aims to contain the risks within its appetite. There are no risks which in the opinion of the Board threaten the existence of the Company.

27. Vigil Mechanism/Whistle Blower Policy:

Your Company is committed to highest standards of ethical, moral and legal business conduct. Accordingly, the Board of Directors have formulated a Whistle Blower Policy which is in compliance with the provisions of Section 177(10) of the Act and the applicable provisions of the Listing Regulations. Employees can raise any suspected or actual violations to the Code of Conduct. Specifically, employees can raise concerns regarding any discrimination, harassment, victimization, any other unfair practice being adopted against them or any instances of fraud by or against your Company. The Company has also provided direct access to the Chairman of the Audit Committee on reporting issues concerning the interests of employees and the Company. The Board has approved the Policy for Vigil Mechanism which is available on the website of the Company at https://lkmehtapolymersltd.com/policy-conduct/

During the year under review, there was no incidence/case reported under the above provisions.

28. Corporate Governance:

The Company adheres to the best Corporate Governance practices and always works in the best interest of its stakeholders. The Company has incorporated the appropriate standards for corporate governance.

Further, the Company is listed on SME Platform of BSE Limited and as such pursuant to Regulation 15(2) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, the Regulations 17 to 27 (Corporate Governance Provisions) of the Listing Regulations are not applicable to the Company.

Your Company also undertakes that whenever these regulations become applicable to our Company at a later date, the Company will comply with the requirements of the above regulations within the timelines prescribed under these regulations.

29. Significant and Material Orders Passed by the Regulators or Courts or Tribunals:

There was no material order passed by Regulators/ Courts/ Tribunals during the year under review impacting the going concern status and companys operations in future.

30. Corporate Social Responsibility (CSR):

The provisions of section 135 of the Companies Act, 2013 is not applicable to your Company as the Company does not fall under the criteria/ limits mentioned in the said Section of the Act.

31. Secretarial Standard Compliance:

During the year under review, the Company has complied with all applicable Secretarial Standards issued by Institute of Company Secretaries of India (ICSI) and approved by the Central Government pursuant to Section 118 of the Act.

32. Code of Conduct for Prevention of Insider Trading:

Pursuant to the SEBI (Prohibition of Insider Trading) Regulations, 2015, as amended from time to time, the Company has adopted the Code of Conduct for Prevention of Insider Trading to regulate the dealing in securities by the directors and employees of the Company. The Code requires pre-clearance from the authorised person of the Company for dealing in the Companys shares and prohibits the purchase or sale of the Companys shares by the directors and employees while in possession of unpublished price sensitive information in relation to the Company or its securities.

The Company has appointed the Company Secretary as the Compliance Officer to ensure compliance of the said Code by all the directors and employees likely to have access to unpublished price sensitive information.

33. Subsidiaries/ Associates and Joint Venture of the Company:

As on March 31, 2025, the Company does not have any subsidiary or joint venture or associate Company also our company is not a subsidiary to any other company, therefore your company is not required to any compliances as such.

34. Proceedings Initiated/ Pending against the Company under the Insolvency and Bankruptcy Code, 2016:

There are no proceedings initiated/ pending against the Company under the Insolvency and Bankruptcy Code, 2016 which materially impact the business of the Company.

35. Details of difference between amount of the Valuation done at the time of One Time Settlement and the Valuation done while taking loans from the Banks or Financial Institution along with the reasons thereof:

There are no such events occurred during the period from April 01, 2024 to March 31, 2025, thus no valuation is carried out for the one-time settlement with the Banks or Financial Institutions.

36. A statement by the company with respect to the Compliance to the Provisions Relating to the Maternity Benefits Act, 1961.

The company has complied with the applicable provisions of the Maternity Benefit Act, 1961. It has ensured that all eligible female employees are extended the benefits mandated under the act, including paid maternity leave, nursing breaks, and protection from dismissal during the maternity leave.

The company remains committed to provide a safe, supportive and inclusive work environment and continues to implement policies that support the health and well being of women employees, especially during maternity and post maternity periods.

37. Directors Responsibility Statement:

Pursuant to the requirement under section 134(5) of the Companies Act, 2013 with respect to Directors Responsibility Statement, it is hereby confirmed that:

(i) In the preparation of the annual accounts for the Financial year ended 31st March, 2025, the applicable accounting standards had been followed along with proper explanation relating to material departures;

(ii) The Directors had 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 31st March, 2025 and of the Profit and Loss of the Company for that period;

(iii) The Directors 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;

(iv) The Directors had prepared the annual accounts on a going concern basis;

(v) The Directors had laid down Internal Financial Controls to be followed by the Company and that such Internal Financial Controls are adequate and were operating effectively;

(vi) The Directors had devised proper systems to ensure compliance with the provisions of all applicable laws and that such systems were adequate and operating effectively.

38. Acknowledgments:

Your Directors wish to place on record their sincere appreciation for significant contributions made by the employees at all levels through their dedication, hard work and commitment, enabling the Company to achieve good performance during the year under review.

Your Directors also take this opportunity to place on record the valuable co-operation and support extended by the banks, government, business associates and the shareholders for their continued confidence reposed in the Company and look forward to having the same support in all future endeavors.

Registered office:	For, L.K.MEHTA POLYMERS LIMITED
1103/2, Mhow-Neemuch Road, Ratlam
Madhya Pradesh, India,457001
	Kamlesh Mehta	Rina Mehta
Place: Ratlam	Chairman & Managing Director	Whole Time Director
Date: 02.09.2025	DIN: 00223360	DIN: 09553312