Shri Jagdamba Polymers Ltd Directors Report

Dear Members,

With an immense pleasure, the Board of Directors of your Company presents the 41^st Annual Report of the Company together with the Audited Financial Statements for the Financial Year ended March 31, 2025.

FINANCIAL HIGHLIGHTS

The financial statements of the Company have been prepared in accordance with the Indian Accounting Standards (Ind AS) notified under section 133 of the Companies Act, 2013 read with Rule 7 of the (Companies Accounts) Rules, 2014.

The financial performance of the Company, for the Financial Year ended on March 31, 2025, are summarized below:

(Rs. in Lakhs)

FINANCIAL RESULTS:	Standalone		Consolidated
	2024-25	2023-24	2024-25	2023-24
Operational Income	48147.81	36194.04	48147.81	-
Other Income	945.84	506.71	946.56	-
Total Income	49093.65	36700.75	49094.37	-
Profit/loss before depreciation, Finance, Costs, Exceptional items and Tax Expense	7872.62	6072.99	7870.36	-
Less: Depreciation	840.18	779.74	840.22	-
Profit/loss before Finance, Costs, Exceptional items and Tax Expense	7032.44	5293.25	7030.14	-
Less: Finance Cost	540.32	859.73	540.32	-
Profit/Loss before Exceptional Items and Tax Expense	6492.12	4433.52	6489.82	-
Less: Exceptional Items	-	-	-	-
Profit/ (Loss) before tax	6492.12	4433.52	6489.82	-
Current Tax Provision	1690.00	1131.91	1690.00	-
Deferred Tax Provision	-7.18	5.65	-7.76	-
Short/ (Excess) provision of tax for earlier years	-0.38	68.62	-0.38	-
Tax expenses	1682.44	1206.18	1681.88	-
Profit / (Loss) for the year	4809.68	3227.34	4807.94	-

OPERATIONS

Total Income

During the Financial Year ended on March 31, 2025, it is noted that the Standalone total income amounted to 49093.65 Lakhs, representing an increase of 33.76% compared to the total income of 36700.75 Lakhs for the previous Financial Year ended on March 31, 2024.

Profit Before Tax

The Standalone profit before tax for the Financial Year ended on March 31, 2025, amounted to 6492.12 Lakhs, representing an increase of 46.43% compared to the profit before tax of 4433.52 Lakhs for the previous Financial Year ended on March 31, 2024.

Profit After Tax

The Standalone profit after tax for the Financial Year ended on March 31, 2025, amounted to 4809.68 Lakhs, representing an increase of 49.02% compared to the profit after tax of 3227.34 Lakhs for the previous Financial Year ended on March 31, 2024.

The Companys Standalone Earnings Per Share (EPS) for the Financial Year 2024-2025 is 54.92 as compared to the EPS of the previous Financial Year 36.85.

BASIS OF PREPARATION OF STANDALONE AND CONSOLIDATED FINANCIAL STATEMENTS

The Annual Audited Standalone and Consolidated Financial Statements for the Financial Year 2024-2025, forming part of this Annual Report, have been prepared in accordance with Indian Accounting Standards (Ind-AS) notified under Section 133 of the Companies Act, 2013, read with Companies (Indian Accounting Standard) Rules, 2015 and requirements of Division II of Schedule III of Companies Act, 2013, and applicable Rules (hereinafter referred to as “the Act”) and in accordance with applicable regulations of Securities and Exchange Board of India (Listing Obligations and Disclosures Requirement) Regulations, 2015, (hereinafter referred to as the “Listing Regulations”).

TRANSFER TO RESERVES

Your Board does not propose to transfer any amount to any reserves of the Company for year under Review.

DIVIDEND

The Board of Directors its meeting held on Thursday, August 14, 2025 considered the interests of our shareholders and in accordance with the Companys established track record and practices, recommended a dividend of 0.75 per equity share of 1/- each for the Financial Year 2024-2025 on the Equity Share Capital of 87,58,000/- for the year ended on March 31, 2025, aggregating to 65,68,500/- subject to the approval of the Members at the ensuing Annual General Meeting and subject to deduction of income tax at source.

The Unclaimed Dividend relating to the Financial Year 2017-18, is due for transfer during October 2025 to the Investor Education and Protection Fund (IEPF) established by the Central Government.

During the year under review, and in accordance with the provisions of the Investor Education and Protection Fund Authority (Accounting, Audit, Transfer and Refund) Rules, 2016 ("IEPF Rules"), 7,000 equity shares of 1/- each, on which dividend had remained unclaimed for a period of seven consecutive years since the financial year 2016 17, were transferred to the credit of the Demat account identified by the IEPF Authority.

As of March 31, 2025, a total of 26,000 equity shares of the Company stand credited to the Demat account of the IEPF Authority.

Furthermore, if the dividend is approved by the shareholders at the ensuing Annual General Meeting, it will be disbursed to those members whose names appear in the Register of Members as beneficial owners on the record date, which is Friday, September 5, 2025. The Registrar & Transfer Agent of the Company will furnish the Register of Members for dividend distribution.

The shareholders are requested to note that the information pertaining to the Tax Deduction at Source on dividends paid which have become taxable in the hands of shareholders w.e.f. April 1, 2020, in pursuance to the amendment in Finance Act, 2020, has been mentioned in the notes to the Notice of this Annual General Meeting forming part of the Annual Report.

MANAGEMENT DISCUSSION AND ANALYSIS REPORT

The Management Discussion and Analysis Report for the year under review as stipulated under the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 is presented in a separate section which forms part of this Annual Report as ANNEXURE- E.

CORPORATE SOCIAL RESPONSIBILITY (CSR)

The CSR policy of the Company is based on concept of giving back to the society from which it draws its resources. The Companys CSR Committee monitors the implementation of CSR policy and ensures that the CSR activities as mentioned in policy are in line with Schedule VII of the Act and undertaken accordingly by the Company. The CSR Policy is available on the Companys website.

The brief outline of the CSR Policy of the Company and the activities undertaken by the Company on CSR during the year under review and relevant details are set out in ANNEXURE-F which forms part of this Board Report.

Further, the composition, number and date of meetings held, attendance of the members of the CSR Committee meetings are given separately in the Corporate Governance report which forms part of this Annual Report.

AUDITORS

Statutory Auditor

At the 39^th Annual General Meeting held on September 29, 2023, the members approved appointment of M/s. S V J K And Associates (formerly known as M/s ASRV & Co.), Chartered Accountants, Ahmedabad (FRN: 135182W) as Statutory Auditors of the Company to hold office for a period of five consecutive years from the conclusion of 39^th AGM up to the conclusion of 44^th AGM to be held in the year 2027-28. There are no qualifications, reservations or adverse remarks or disclaimers made by the auditors in their report on the financial statements of the Company for the Financial Year ended March 31, 2025. The notes on the Financial Statements referred to in the Auditors Report are self-explanatory and do not call for any comments or explanations.

M/s. S V J K And Associates resigned from their position of Statutory Auditors vide their resignation letter dated August 14, 2025, with immediate effect citing pre-occupation with other assignments as the reason for their resignation.

The Board of Directors of the Company in their meeting held on August 14, 2025, upon recommendation of the Audit Committee, has appointed M/s. Jain K S and Associates, Chartered Accountants, Ahmedabad (FRN: 160810W), as the Statutory Auditors in place of the resigning Auditors of the Company for a term of 5 (Five) consecutive years commencing from the conclusion of the ensuing 41^st Annual General Meeting upto the conclusion of 46^th Annual General Meeting of the Company subject to the approval by shareholders in ensuing Annual General Meeting scheduled to be held on September 9, 2025.

Accordingly, an Ordinary Resolution, proposing appointment of M/s. Jain K S and Associates as the Statutory Auditors of the Company for a term of five consecutive years pursuant to Section 139 of the Act, forms part of the Notice of the 41^st AGM of the Company. The Company has received a written consent and a certificate that M/s. Jain K S and Associates, Chartered Accountants, Ahmedabad (FRN: 160810W), satisfy the criteria provided under Section 141 of the Act and that the appointment if made, shall be in accordance with the applicable provisions of the Act and the rules framed thereunder. As required under Listing Regulations, the Auditors have also confirmed that they hold a valid certificate issued by the Peer Review Board of the Institute of Chartered Accountants of India.

Internal Auditor

The Board of Directors appointed Mr. Rutil Suthar, Senior Accountant, an employee of the Company as an Internal Auditor of the Company for the Financial Year 2024-2025 to conduct the Internal Audit of the Company. This strategic decision demonstrates our commitment to upholding and enhancing proper and effective internal financial control.

With his expertise and experience, Mr. Rutil Suthar plays a crucial role in evaluating and improving our internal financial processes and systems.

Secretarial Auditor

Pursuant to the amended provisions of Regulation 24A of the SEBI (LODR) Regulations and Section 204 of the Companies Act, 2013 read with Rule 9 of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, the Audit Committee and the Board of Directors at their respective meetings held on May 28, 2025 have approved and recommended for approval of Members, appointment of M/s. G. R. Shah & Associates, Company Secretaries, Ahmedabad (COP No.: 14446) as Secretarial Auditor to conduct the Secretarial Audit of the Company for a term of upto 5 (Five) consecutive years, to hold office from financial year 2025-26 till financial year 2029-30. Accordingly, a Resolution seeking Members approval is included at item no. 5 of the notice convening the Annual General Meeting. A detailed proposal for appointment of Secretarial auditor forms part of the Notice convening this AGM.

The Secretarial Audit Report for the financial year ended March 31, 2025, pursuant to Section 204 of the Companies Act, 2013 and Rule 9 of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 and Regulation 24A of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 is annexed herewith as ANNEXURE G. During the audit, the following observations were made by the auditor:

S.no. Regulation/ Circular No.	Deviations	Corrective action/ Response of the Company
1. Regulation 6 of SEBI (LODR) Regulations, 2015	The Company has non-complied with requirement to appoint a qualified company secretary as the compliance officer	The Compliance officer was appointed on January 4, 2024. As per the practice followed by the stock exchange, penalty for non-compliance under Regulation 6(1) was calculated on a quarterly basis and was thereby received after March 2024 quarter amounting to Rs. 3000 plus 18% GST for the three- day delay in the said quarter. The said penalty has been duly paid, and the matter now stands fully complied with.
2. Regulation 33 of SEBI (LODR) Regulations, 2015	The Company was required to submit the Statement of Impact of Audit Qualification or Declaration of unmodified audit report in XBRL for the year ended March 31, 2024, but the financials were submitted with the exchange without Statement of Impact of Audit Qualifications or Declaration of unmodified opinion.	The Company received the stock exchanges advisory on June 5, 2024, to submit the Statement on Impact of Audit Qualifications or Declaration of unmodified audit report (as applicable) in XBRL mode immediately. The Compliance was ensured immediately.
3. Regulation 29 of SEBI (LODR) Regulations, 2015	Intimation regarding the Board Meeting held on 30th August 2024, for the purpose of considering and declaring dividend was submitted to the Stock exchange(s) on 28th August 2024, thereby providing only one clear working days notice.	The delay in providing the requisite intimation was due to inadvertent oversight. The company acknowledges this lapse and sincerely regrets the same. We have reviewed our internal compliance procedures and have initiated corrective measures to strengthen our processes to ensure timely and accurate disclosures in accordance with SEBI regulations going forward.
4. Section 179(3)(e) of the Companies Act, 2013	The Company has incorporated a subsidiary company. However, the Company has not filed the requisite Form MGT-14 with the Registrar of Companies pursuant to the provisions of Section 179(3)(e) of the Companies Act, 2013 in respect of the Board Resolution passed for approving the incorporation of the said subsidiary company and investment of funds in it	The delay in filling the requisite form was due to inadvertent oversight. The company acknowledges this lapse and sincerely regrets the same. We have reviewed our internal compliance procedures and have initiated corrective measures to strengthen our processes to ensure timely and accurate fillings in accordance with the applicable laws, rules and regulations going forward.

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

The information on conservation of energy, technology absorption and foreign exchange earnings and outgo as stipulated under Section 134 of the Act read with the Companies (Accounts) Rules, 2014 (as amended from time to time), is set out herewith as ANNEXURE H to this Board Report.

RELATED PARTY TRANSACTIONS

All 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. The Policy on materiality of related party transactions and dealing with related party transactions as approved by the Board may be accessed on the Companys website at https://www.shrijagdamba.com/investor-relations/corporate-governance/policies-and-guidelines .

Pursuant to provisions of Section 134 (3) (h) of the Act, a statement showing particulars of contracts and arrangements with related parties under Section 188(1) of the Act in the prescribed Form-AOC-2 is annexed to the Board Report as ANNEXURE I.

CORPORATE GOVERNANCE

Your Company has complied with the requirements of corporate governance as prescribed under Schedule V of the SEBI (LODR) Regulations, 2015. A separate report on corporate governance forms the part of the annual report as ANNEXURE-J. A certificate from the Practicing Company Secretary regarding compliance of conditions of Corporate Governance is presented under Annexure- D.

VIGIL MECHANISM/ WHISTLE BLOWER POLICY

The Company has implemented Vigil Mechanism. For details, please refer Corporate Governance Report attached as ANNEXURE J.

DISCLOSURE RELATING TO REMUNERATION OF DIRECTORS, KEY MANAGERIAL PERSONNEL AND PARTICULARS OF EMPLOYEES

The details of remuneration of Directors, Key Managerial Personnel and Particulars of Employees and other information required under Section 197(12) of the Act read with Rule 5 of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 is set out in ANNEXURE K which forms part of this Board Report.

CODE OF CONDUCT

Pursuant to the provisions of Regulations 8 & 9 of SEBI (Prohibition of Insider Trading) Regulations, 2015, the Board of Directors has formulated, implemented and has in place a comprehensive “Code of Fair Disclosure of Unpublished Price Sensitive Information” & “Code of Conduct for Prevention of the Insider Trading” for regulating, monitoring and reporting the trading by Designated persons of the Company which exemplifies the spirit of good ethics and governance and is applicable to the Designated personnel of the Company which includes Promoters, Promoter Group, Key Managerial Personnels, Directors, Senior Management and such other employees of the Company and others in fiduciary relationships and as may be approved by the Board of Directors, from time to time, based on the fact of having access to unpublished price sensitive information. The referred Code(s) lays down guidelines advising the Designated Personnel on procedures to be followed and disclosures to be made while dealing with the securities of the Company.

Further, the Board Members and Senior Management Personnel have affirmed compliance with the code of conduct. A declaration with regards to compliance with the Code of Conduct for the Financial Year 2024-2025 has been received by the Company from the Managing Director and is annexed to the Corporate Governance Report, which forms part of this Annual Report.

DIRECTORS RESPONSIBILITY STATEMENT

In terms of Section 134(3)(c) of the Act in relation to financial statements of the Company for the year ended March 31, 2025, the Board of Directors states that:

a) in the preparation of the annual accounts for the Financial Year ended March 31, 2025, the applicable accounting standards have been followed and there is no material departure from the same;

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 at the end of the Financial Year and of the profit of the Company for that period;

c) the directors have taken proper and sufficient care 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;

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 that such internal financial controls are adequate and were operating effectively; and

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.

ANNUAL RETURN

As required under the provisions of Section 134(3)(a) and Section 92(3) of the Act read with Rule 12 of the Companies (Management and Administration) Rules, 2014, (including any statutory modification(s) or re-enactment thereof for the time being in force), the Annual Return in Form No. MGT-7 is placed on the website of the Company at https://www.shrijagdamba.com/investor-relations/disclosures-under-regulation-46/annual-return/ .

RISK MANAGEMENT POLICY

The Company has well laid out risk management policy, which periodically assess the threats and opportunities that will impact the objectives set for the Company as a whole. The policy is designed to provide the categorization of risks into threats and its causes, impact, treatment and control measures which is also available on our website https://www.shrijagdamba.com/investor-relations/corporate-governance/policies-and-guidelines.

The Audit Committee also reviews the adequacy of the risk management framework of the Company, the key risks associated with the business and measure and steps in place to minimize the same. As a part of the Risk Management Policy, the relevant parameters for protection of environment, safety of operations and health of people at work especially those working in food value chain are monitored regularly. Discussion on risks and concerns are covered in the Management Discussion and Analysis Report (MDA), which forms a part of this Annual Report.

PREVENTION OF SEXUAL HARASSMENT OF WOMEN AT WORKPLACE

The Company is committed to creating a safe and healthy work environment, where every employee is treated with respect and is able to work without fear of discrimination, prejudice, gender bias, or any form of harassment at the workplace. The Company has in place a policy on prevention, prohibition and redressal of sexual harassment at workplace and has complied with the provisions relating to the constitution of Internal Complaints Committee in line with the requirements of The Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013 (as amended). All employees (permanent, contractual, temporary, trainees) are covered under this policy.

The following is a summary of sexual harassment complaints received and disposed of during the year 2024-25:

a) No of complaints received: Nil

b) No of complaints disposed of: N.A.

HUMAN RESOURCES AND INDUSTRIAL RELATIONS

Your directors believe that the key to the success of any Company are its employees. Industrial Relations were harmonious throughout the year. The Board wishes to place on record their sincere appreciation to the co-operation extended by all employees in maintaining cordial relations and their commitment towards the growth of the Company.

INTERNAL CONTROL SYSTEM AND THEIR ADEQUACY

The Company has Internal Control Systems, commensurate with the size, scale and complexity of its operations. The Internal Audit Department monitors and evaluates the efficacy and adequacy of internal control systems in the Company, its compliances with operating systems, accounting procedures and policies within the Company. Based on the report of internal audit function, process owner undertakes the corrective action in their respective areas and thereby strengthen the internal controls. Significant observations and corrective actions thereon are presented to the Audit Committee from time to time.

MATERIAL CHANGES

Incorporation of a Subsidiary Company

The Company has incorporated a subsidiary company in the name of “Global Polyweave Private Limited” (“the Subsidiary”) on Tuesday, August 20, 2024, under the corporate identity number U13999GJ2024PTC154530, having its registered office in the State of Gujarat to carry on the business as manufacturers, processors, converters, representative, traders, dealers, exporters, importers, factors, distributors, consignors, consignees and stockiest/ suppliers of all classes, kind, nature and description of technical textile, polymers, plastic, geo-textiles, non-woven and woven products including PP/HDPE woven fabrics.

Investment in Subsidiary Company by way of Subscription towards Rights Issue

For expansion and the growth of its business activities and to strengthen the subsidiarys financial position through infusion of internal funds, the Board of the company in its meeting held on Friday, May 2, 2025 has accepted the Right Issue Offer Letter along with renunciation letters from existing members through which Company has acquired 9,45,000 equity shares in the subsidiary, whereby the aggregate holding of the Company has increased to 80% of total issued equity share capital of subsidiary.

INFORMATION OF SUBSIDIARY / WHOLLY OWNED / JOINT VENTURES / ASSOCIATE COMPANIES

As on March 31, 2025, the Company has 1 subsidiary company i.e., Global Polyweave Private Limited (the Subsidiary”), a private limited company incorporated on August 20, 2024, under the provisions of the Companies Act, 2013, under the corporate identity number U13999GJ2024PTC154530, having its registered office in the State of Gujarat.

As on March 31, 2025, the Company does not have any material subsidiary. The Company has framed a policy for determining material subsidiaries, which has been uploaded on Companies website at https://www.shrijagdamba.com/investor-relations/corporate-governance/policies-and-guidelines .

A statement containing the salient features of the financial statements of the subsidiaries, associates and joint venture companies in terms of provisions of Section 129(3) of the Companies Act, 2013 in the prescribed Form AOC-1 is annexed as Annexure L.

DIRECTORS AND KEY MANAGERIAL PERSONNEL (KMP)

The Companys Board of Directors is dedicated to guiding the organization towards long-term success. They do this by setting strategies, assigning responsibilities, and providing overall direction to the business. They also prioritize effective risk management and maintain a high standard of governance to ensure the Companys sustainable growth and development.

The details of size and composition of the Board of Directors:

The details of size and composition of the Board is provided in Corporate Governance Report, which forms part of this Annual Report as Annexure J.

During the year under review, the following changes took place in the Board Structure and Key Managerial Personnel of the Company:

> The Board, in its meeting held on April 23, 2024, re-appointed Mr. Shail Akhil Patel (DIN: 08427908) as an Independent Director of the Company for a second term of five consecutive years, commencing from April 25, 2024, immediately upon the conclusion of his first term.

> The Board, in its meeting held on June 25, 2024:

• Took note of the completion of the tenure of Mrs. Mudra Sachin Kansal (DIN: 06904735) as an Independent Director of the Company. Her second and final term concluded at the close of business hours on June 26, 2024.

• Further, as part of internal restructuring and based on the recommendations of the Nomination and Remuneration Committee, Mrs. Radhadevi Agarwal (DIN: 07309539) was appointed as a Non-Executive, Non-Independent Director of the Company, effective from June 26, 2024. She will be liable to retire by rotation.

• Mr. Ramakant Bhojnagarwala (DIN: 00012733) stepped down as Chairman with effect from the close of business hours on June 25, 2024. He will continue to serve as the Managing Director of the Company. All other terms and conditions of his appointment remain unchanged.

• Upon the recommendation of the Nomination and Remuneration Committee, the Board redesignated Mr. Maheshkumar Gaurishankar Joshi (DIN: 07214532), Non-Executive Independent Director, as the Chairperson of the Company. All other terms and conditions of his appointment remain unchanged.

> In accordance with the provisions of Section 152 of the Act and in terms of the Memorandum and Articles of Association of the Company, Mr. Kiranbhai Bhailalbhai Patel (DIN: 00045360), who was liable to retire by rotation at the Annual General Meeting held on September 21, 2024, and who had offered himself for re-appointment, was re-appointed.

Others

> Further, all the Directors of the Company have confirmed that they are not disqualified from being appointed as Directors in terms of Section 164 of the Act.

> Also, pursuant to Schedule V(C)(10)(i) of Listing Regulations, the Company has received certificate from Practicing Company Secretary stating that the Directors of the Company are not debarred or disqualified by SEBI / Ministry of Corporate Affairs or any such statutory authority from being appointed or continuing as Director of the Company.

> The Company has received necessary declarations from each of the Independent Directors under Section 149(7) of the Act that they meet the criteria of independence laid down in Section 149(6) of the Act and Regulations 16(1 )(b) & 25 of the Listing Regulations and also in the opinion of the Board and as confirmed by these Directors, they fulfill the conditions specified in Section 149 of the Act and the rules made thereunder about their status as Independent Directors of the Company.

Formal Annual Evaluation

Pursuant to the provisions of Sections 178(2) of the Companies Act, 2013 and Regulation 17(10) of the Listing Regulations, the Nomination and Remuneration Committee/ Board has carried out evaluation of the performance of the Board, its Committees and Independent Directors. A structured evaluation feedback form was prepared after taking into consideration the inputs received from the Directors, covering various aspects such as board composition, flow of board process, information and functioning, establishment and determination of responsibilities of Committees, and quality of relationship between the Board and the management. The performance of Individual Directors and the Board Chairman was also carried out in terms of attendance, contribution at the meetings, circulation of sufficient documents to the Directors, timely availability of the agenda, etc. Further, pursuant to Schedule IV of the Companies Act, 2013, the performance evaluation of the Independent Directors was carried out by the entire Board of Directors of the Company, except the one being evaluated.

Nomination and Remuneration Policy

In compliance with the provisions of Section 178 of the Act, the Nomination and Remuneration Policy of the Company has been designed to keep pace with the dynamic business environment and market linked positioning. The Policy has been duly approved and adopted by the Board pursuant to recommendations of Nomination and Remuneration Committee of the Company and is placed on the website of the Company at https://www.shrijagdamba.com/investor-relations/corporate-governance/policies-and-guidelines .

Key Managerial Personnel

The Company boasts a team of dynamic, highly qualified, experienced, committed, and versatile persons in its management. These persons hold the designation of Key Managerial Personnel (KMPs) in compliance with the applicable provisions. We present below the details of the Key Managerial Personnel for the year under review:

Sr. No Name	Designation
1 Mr. Ramakant Bhojnagarwala	Managing Director
2 Mr. Kiranbhai Bhailalbhai Patel	Whole Time Director
3 Mr. Hanskumar Agarwal	Chief Executive Officer (Appointed with effect from August 30, 2024)
4 Mr. Anilkumar Babulal Parmar	Chief Financial Officer
5 Ms. Dharmistha Kabra	Company Secretary (Appointed with effect from June 1, 2024)
6 Ms. Aditi Khandelwal	Company Secretary (Resigned with effect from May 31, 2024)

BOARD AND COMMITTEE MEETINGS

During the Financial Year under review, the Board of Directors of the Company met for 11 (Eleven) times for considering and approval of various agenda items of the Company, which were circulated well in advance to the Board. The details of the Board and Committee meetings are mentioned in the Corporate Governance Report, which forms part of this Annual Report as Annexure J.

COMMITTEES OF THE BOARD OF DIRECTORS

The Board of Directors has various committees that focus on specific areas and make informed decisions within their delegated authority. These committees also provide recommendations to the Board on matters within their purview. All decisions and recommendations made by the committees are presented to the Board for information or approval.

The committees play a crucial role in managing the day-to-day affairs and governance structure of the Company.

For more details about the composition of these committees, meetings held, attendance, and other information, please refer to the Corporate Governance Report, which is included in this Annual Report as Annexure J.

The Board of Directors has the following committees:

1 Audit Committee

2 Nomination and remuneration committee

3 Stakeholders Relationship Committee

4 Corporate Social Responsibility Committee

Since the end of the Financial Year on March 31, 2025, the company has undergone internal restructuring of its Board of Directors, leading to changes in the composition of various Board Committees. For details, please refer Corporate Governance Report attached as Annexure J.

OTHER STATUTORY DISCLOSURES

Your directors state that no disclosure or reporting is required in respect of the following matters as there were no transactions on these matters during the year under review:

• Details relating to deposits covered under Chapter V of the Companies Act, 2013.

• Issue of equity shares with differential rights as to dividend, voting or otherwise.

• Issue of shares (including sweat equity shares) to employees of your Company under any scheme or any stock options scheme.

• No significant material orders have been passed by the Regulators or Courts or Tribunals impacting the going concern status of the Company and its operations in future, during the Financial Year 2024-2025.

• Neither the Managing Director nor the Whole- time Directors of your Company receive any remuneration or commission from any of its subsidiaries.

• The Statutory, Secretarial and Cost Auditors have not reported to the Audit Committee, under Section 143(12) of the Companies Act, 2013 any instances of fraud committed against your Company by its officers or employees, the details of which need to be mentioned in the Boards report

• There has been no change in the nature of business of your Company.

• There was no instance of onetime settlement with any Bank or Financial Institution.

• During the Financial Year 2024-2025, the Company is not required to maintain cost records as specified by the Central Government under sub-section (1) of Section 148 of the Companies Act, 2013.

• Investor Education and Protection Fund (IEPF)- The Company is in compliance with the provisions of the Sections 124 & 125 of the Companies Act, 2013, read with the IEPF Authority (Accounting, Audit, Transfer and Refund) Rules, 2016 ("the Rules"), as amended from time to time.

• Particulars of Loans, Guarantees or Investments- Details of loans granted, investments undertaken, guarantees extended, and securities furnished, along with any specified utilization purposes by the beneficiaries if any, are comprehensively outlined in the Financial Statements accompanying notes. This documentation forms an integral segment of this Annual Report.

• The Equity Shares of the Company remain listed on "BSE Limited" as of now. The Company has already paid the annual listing fees for the Financial Year 2024-2025 and 2025-2026 to maintain its listing status on BSE Limited.

In addition to that, the Company has also paid the Annual Custody Charges for the Financial Year 2024- 2025 and 2025-2026 to National Securities Depository Limited (NSDL) and Central Depository Services (India) Limited (CDSL).

• During the Financial Year under review, the Company diligently adhered to all the relevant statutory compliances of the Act, Listing Regulations, Secretarial Standards issued by ICSI, and other laws, provisions, and Acts that are applicable to the Company. This unwavering commitment to compliance ensures that the Company operates within the legal framework, maintaining transparency and accountability in its operations. By upholding these standards, the Company strives to build trust among its stakeholders while fostering a culture of responsible corporate governance.

• During the year under review, your Company has neither made any application, nor any proceedings were initiated/ pending against the Company under the Insolvency and Bankruptcy Code, 2016 as at the year ended March 31, 2025.

• There were no instances of settlement with banks or financial institutions during this period.

Acknowledgement & Appreciation

The Board of Directors expresses its sincere gratitude to Banks, Financial Institutions, Government authorities, SEBI, Stock Exchanges, Statutory Bodies, and all regulatory agencies for their guidance and support.

We also thank the Management, Directors, Employees, Customers, Business Associates, Vendors, Shareholders, and other stakeholders for their unwavering commitment and trust, which have been vital to the Companys continued growth and success.

The Board acknowledges the dedication and hard work of every member of the Company, whose efforts have enabled us to achieve significant milestones and strengthen our future.

Having already entered the financial year 2025 2026, the Board is confident that, with your continued support, the Company will remain well-positioned to navigate challenges, capitalize on opportunities, and drive long-term value for all stakeholders.

Registered Office:	For and on behalf of Board of Directors
Harmony, 4th Floor,15/A, Shree Vidhyanagar Co. Op.	Shri Jagdamba Polymers Limited
Hsg Soc. Ltd. Opp. NABARD, Nr. Usmanpura Garden,
Ahmedabad- 380014, Gujarat

 

Date: August 14, 2025	Ramakant Bhojnagarwala	Vikas Shrikishan Agarwal
Place: Ahmedabad	Managing Director	Executive Director
	DIN: 00012733	DIN: 03585140