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Sindhu Trade Links Ltd Directors Report

26.05
(-0.91%)
Oct 13, 2025|12:00:00 AM

Sindhu Trade Links Ltd Share Price directors Report

To The Members,

Sindhu Trade Links Limited

Your directors have immense pleasure in presenting their 33 RD Annual Report together with the Audited Statement of Accounts for the financial year ended on 31 st March 2025. The financial results for the year under reviews are as follows: (Amount in Lakhs)

Particulars Standalone Consolidated
2024-25 2023-24 2024-25 2023-24
Total Revenue 50,810.63 59,965.99 2,29,270.40 1,83,623.84
Total Expenses 46,195.33 53,629.28 2,13,230.65 1,75,963.56
Profit / (Loss) Before Tax 4,615.30 6,336.71 16,633.35 7,658.47
Current Tax 905.71 987.99 4,035.94 1,684.74
Deferred Tax (50.15) (63.53) 501.93 (1,097.00)
Tax of Previous Years (89.96) (24.65) (63.44) (5.80)
Profit / (Loss) after Tax 3,849.70 5,436.90 12,158.92 7,076.53

CHANGE IN ACCOUNTING POLICY/ PRINCIPLES

There has been no change in the Accounting Policy of the Company.

COMPANIES OPERATIONS

On standalone basis, the company has achieved the Total Revenue of Rs. 50,810.63 Lakhs as against the Rs. 59,965.99 Lakhs during the previous year. PAT was at Rs. 3,849.70 Lakhs in current year as compared to Rs. 5,436.90 Lakhs in previous year.

On Consolidation basis, the company has achieved the Total Revenue of Rs. 2,29,270.40 Lakhs as against the Rs. 1,83,623.84 Lakhs during the previous year. PAT was at Rs. 12,158.92 Lakhs in current year as compared to Rs. 7,076.53 Lakhs in previous year

CHANGE IN THE NATURE OF BUSINESS, IF ANY

During the year under report, there is no change in the business of the Company and is continue to extracts its major revenue from the transportation, logistics & Construction, trading of oil and lubricants, Operations and Maintenance Income and investment and finance operations.

TRANSFER TO RESERVES

During the year under review, no amount has been transferred to reserves.

MATERIAL CHANGES BETWEEN THE DATE OF THE BOARD REPORT AND END OF FINANCIAL YEAR

There have been no material changes and commitments, affecting the financial position of the Company which have occurred between the end of the financial year of the Company to which the financial statements relate and the date of the report.

SIGNIFICANT AND MATERIAL ORDERS PASSED BY THE REGULATORS OR COURTS OR TRIBUNALS IMPACTING THE GOING CONCERN STATUS AND COMPANY S OPERATIONS IN FUTURE

During the year under review, there have been no such significant and material orders passed by the regulators or courts or tribunals impacting the going concern status and company s operations in future.

PROCEEDING OR SETTLEMENT UNDER INSOLVENCYAND BANKRUPTCY CODE

During the reporting period, the Company was not subject to any proceedings under the Insolvency and Bankruptcy Code, 2016, nor were there any such proceedings pending as of the year-end

STATUS OF SUBSIDIARY COMPANIES, JOINT VENTURES AND ASSOCIATE

The subsidiaries in which the shareholding of the Company is presently more than half of the nominal capital of the Company as per section 2(87) of the Companies Act, 2013 are:

Indus Automotives Private Limited (In-APL) : A Private Limited Company incorporated on July 05, 2010 by Registrar of Companies, National Capital Territory of Delhi and Haryana. The company acts from manufacturers to retailers, storers and warehouses, importers, exporters, repairers, hirers in all types of automotive vehicles usable on land, sea or air and to do all the allied activities relating thereto.

Specialised Areas:

The Company is engaged in the business of trading of genuine automobiles spare parts, heavy earthmoving equipment parts, lubricants, tyres, tubes and flaps. The Company holds authorised dealership of Asia Motor Works Ltd (AMW Ltd) for commercial vehicles, for Tyres tube and flaps of Birla Tyre, Ceat Ltd., MRF Limited, J.K Tyre & Industries Ltd., Apollo Tyres Ltd., for dealership for Lubricant of Valvoline Cummins Pvt. Ltd., Total Oil India Pvt Ltd., dealership for genuine automobiles spare parts of Ashoka Leyland, Tata Motors, Mahindra, Mico, TVS, Bosch, Telco, and Turbo and dealership for spare parts of heavy earthmoving parts with machinery parts of Liebherr India Ltd, Tata Hitachi, Hindustan Motors. The Company also has LMV workshop located at Dipka, korba, C.G. for repairs & maintenance of Light motor vehicles.

Present Financial Structure and % of holding of STLL:

The present authorised share capital of the company is Rs. 55,00,000/- divided into 5,50,000 equity shares of Rs. 10/- each. The present paid- up share capital of the company is Rs. 52,50,000/- divided into 5,25,000 equity shares of Rs. 10/- each. STLL is holding 98.10% of the nominal share capital of In-APL.

Sudha Bio Power Private Limited , A Private Limited Company incorporated on 21 st July, 2011 by Registrar of Companies, Hyderabad. The Company is engaged in the business of generating, harnessing, developing, accumulating, distributing and supplying of electricity by setting up Bio mass power plants by use of liquid, gaseous or solid fuels for the purpose of light, heat motive power and for all other purposes for which electric energy can be employed. However due to all operational and management activities were carried out from New Delhi and keeping in view the administrative convenience, cost effectiveness, growth potential and opportunities existing, the Company shifted its registered office from Andhra Pradesh to New Delhi on 25.02.2016.

Specialised Areas:

It is presently engaged into the business of generating, distributing and supplying of electricity through its Bio Mass Power Plant by use of liquid, gaseous or solid fuels and to generate Power supply either by hydro, solar, thermal gas, diesel, oil or through Renewable Energy Sources such as solar, photo voltaic, and wind mill and or any other means and to Transmit, distribute, supply and sell such power either directly or through Transmission lines and facilities of central/State Governments or private Companies or Electricity Boards to industries and to Central/ State Governments to be proved other consumers or electricity including for captive consumption for any other industrial projects promoted by this company or promoter Companies, and generally to develop, generate accumulate power at any other place or places and to transmit, distribute sell and such supply such power and to acquire coal mines in India and/or abroad and to acquire concessions or licenses granted by or to enter into contracts with the Government of India or any other government authority for the construction, operation and maintenance of any electric installation for the production, transmission or use electric power of lighting, heating, signalling and other allied activities thereto.

Present Financial Structure and % of holding of STLL

During the year under review, the present authorized share capital of the company is Rs. 360,000,000/- divided into 36,000,000 equity shares of Rs. 10/- each. The present paid- up share capital of the company is Rs. 90,100,000/- divided into 9,010,000 equity shares of Rs. 10/- each. STLL is holding 100% of the nominal share capital of in SBPPL.

Param Mitra Resources Pte. Ltd. Param Mitra Resources Pte. Ltd. (PMR or Company) is a leading mining and infrastructure company in Indonesia, promoted by the Sindhu Family. With over 4 (four) decades of experience in coal mining, coal logistics, coal beneficiation, power generation, and power distribution, PMR operates under the esteemed Sainik-Aryan Group (SAG).

Specialized Expertise: PMR has demonstrated expertise in exploration, mining, and logistics across Indonesia and internationally. This extensive experience enables PMR to manage mining operations in the most cost-efficient manner.

Operations:

Currently operating two active mines, PMR controls access to over 500 million tonnes of coal reserves located in East Kalimantan.

Marketing Strategy:

PMRs marketing approach includes a multi-dimensional strategy focused on both long-term offtake agreements and short-term contracts. It primarily supplies coal to South and East Asian markets, as well as the power sector and domestic markets in Indonesia.

Present Financial Structure and % of holding of STLL

During the year under review, the present paid up share capital of the company is 10,96,24,971 Equity Shares of USD $ 1 each. STLL is holding 93.23% of the nominal share capital In PMR Pte. Ltd.

The below mentioned list of Companies are subsidiaries of PMR Pte. Ltd. which itself are subsidiaries of STLL:

SUBSIDIARIES OF PARAM MITRA RESOURCES PTE. LTD. (OVERSEAS SUBSIDIARIES)

The overseas subsidiaries are presently engaged in coal mining and allied activities thereto. The details of the Companies are mentioned below:

PARAM MITRA RESOURCES PTE. LTD.

Param M itra Coal Resources Pte Limited (PMCR Pte Ltd.) Oceania Resources Pty Limited (OR Pty Ltd.) Param Mitra Power Pte Ltd.
The paid up share capital of the Company is USD 3,00,00,000 divided into 3,00,00,000 equity shares of USD 1/- each. The paid up share capital of the Company is 1,00,000 USD divided into 1,00,000 equity shares of USD 1/- each.. The paid up share capital of the Company is 10,000 USD divided into 10,000 equity shares of USD 1/- each.
PMR Pte Ltd (Subsidiary of STLL) is PMR Pte Ltd (Subsidiary of STLL) is
PMR Pte Ltd (Subsidiary of STLL) is holding 60% of the share capital of PMCR Pte Ltd. holding 65% of the share capital of OR Pty Ltd holding 70% of the share capital of PMP Pte Ltd.
The Board of Directors of the company has filed Voluntary for appointment of administrator under the Australian Securities & Investment Commission dated 16 th October, 2023.
Unity Holding Business Singapore Pte. Ltd (UHBS Pte. Ltd.) Dragon Power Investment Limited (DPIL) Param M itra Coal Resources Pte Limited (PMCR One)
The paid up share capital of the Company is USD 15,00,000 divided into 15,00,000 equity shares of USD 1/- each. The paid up Share Capital of the Company is USD 1 divided into 1 Equity Share of USD 1/- each. The paid up share capital of the company is USD 1,48,75,000 divided into 1,48,75,000 equity shares of USD 1/- each.
Param Mitra Coal Resources Pte Limited (Subsidiary of PMR Pte Ltd) is holding 100% of the share capital of UHBS Pte. Ltd.. Param Mitra Coal Resources Pte Limited (Subsidiary of PMR Pte Ltd) is holding 100% of the share capital of DPIL. Param Mitra Coal Resources Pte Limited (Subsidiary of PMR Pte Ltd) is holding 100% of the nominal share capital of PMCR One Pte. Ltd..
Pt. Param Mitra Coal Movers (Pt. PMCM) (Earlier Pt. Mesra Prima Coal (Pt. MPC) Pt. Param Mitra Coal Resources (Pt. PMCR)
The paid up share capital of the company is IDR 50,00,00,000 divided into 4,00,000 equity shares of 1,25,000 IDR each. The paid up share capital of the company is IDR 10,00,000 divided into 10,00,000 equity shares of IDR 1 each.
PMCR One Pte. Limited (Subsidiary of PMCR Pte Limited) is holding 99% of the share capital of Pt. PMCM. UHBS Pte. Ltd. (Subsidiary of PMCR Pte Ltd) is holding 99% of the share capital of Pt. PMCR.

Pt. Brillian Alam Sejahtera(Pt. BAS)

The paid up share capital of the Company is IDR 10,00,00,00,000 divided into 10,000 equity shares of IDR 10,00,000 each.

Pt. PMCM (Subsidiary of PMCR One Pte. Ltd.) is holding 99.99% of the share capital of Pt. BAS

PT Global Bumi Lumbung Indonesia (Pt. GBLI) PT Jaya Jasamandiri (Pt. JJ)
The paid up share capital of the company is IDR 1,34,60,00,00,000 divided into 1,34,600 equity shares of IDR 10,00,000/- each. The paid up share capital of the company is IDR 1,31,41,00,00,000 divided into 131,410 equity shares of 10,00,000 IDR each.
DPIL (Subsidiary of PMCR Pte Ltd.) is holding 99.95% of the share capital of Pt. GBLI. Pt. GBLI (Subsidiary of DPIL) is holding 99.99% of the share capital of Pt. JJ.

CORPORATE SOCIAL RESPONSIBILITY

In compliance with Section 135 of the Companies Act, 2013 read with the Companies (Corporate Social Responsibility Policy) Rules, 2014, the Company has constituted Corporate Social Responsibility Committee and statutory disclosures with respect to the CSR Committee and Annual Report on CSR Activities forms part of this Report as

Annexure A.

NUMBER OF MEETINGS OF BOARD

During the year 2024-25, the Board of Directors met in each quarter and the proceedings of the meeting are as per the provisions of the Companies Act, 2013 alongwith all other applicable provisions. The details of the meeting of the Board of Directors have been set out separately in Corporate Governance Report.

DECLARATION BY INDEPENDENT DIRECTORS

The Company has received necessary declaration from each Independent Director under section 149(7) of Companies Act 2013 that he/she meets the criteria of independence laid down in section 149(6) of Companies act 2013 and as per the prescribed regulation of SEBI (Listing Obligations and Disclosure Requirements) regulations, 2015.

The evaluation of the Board as a whole and the Board Level Committee(s) was carried out by the Independent Directors and Board of Directors as applicable at its respective meetings held on March 31, 2025, by assessment on parameters viz. related to roles, responsibilities and obligations of the Board, relevance of Board / Board Committee discussions, attention to strategic issues, performance on key areas, providing feedback to executive management and assessing the quality, quantity and timeliness of flow of information between the management and the Board that is necessary for the Board / Board Committees to effectively and reasonably perform their duties.

DIVIDEND

Your Director s recommend no amount of dividend for the financial year 2024-25.

DIVIDEND DISTRIBUTION POLICY

The Dividend Distribution Policy, in terms of Regulation 43A of the Securities and Exchange Board of India (Listing Obligations a nd Disclosure Requirements) Regulations, 2015 ( SEBI Listing Regulations ), is available on the Company s website at https://sindhutrade.com/wp-content/uploads/2023/03/Dividend-Distribution-Policy.pdf.

DETAILS OF DIRECTORS, KEY MANAGERIAL PERSONNEL

Re-appointment of Director : o Pursuant to the provisions of the Section 152 and other applicable provisions, if any, of the Companies Act, 2013, Mr. Saurabh Sindhu (DIN: 02291158), Director of the Company retire by rotation and being eligible, have offered themselves for re-appointment. Your director recommends his re-appointment. o Pursuant to the provisions of the Section 152 and other applicable provisions, if any, of the Companies Act, 2013, Mrs. Usha Sindhu (DIN: 00033930), Director of the Company retire by rotation and being eligible, have offered themselves for re-appointment. Your director recommends her re-appointment.

PUBLIC DEPOSITS

The Company has not invited/ accepted any deposits from the public during the year ended March 31, 2025. There were no unclaimed or unpaid deposits as on March 31, 2025.

AUDITOR S REPORT

Auditors Report on the financial statements for the year ended on March 31, 2025 together with notes thereon is attached separately in this annual report. A perusal of the statement reflects that it certifies true and fair view of state of affairs of the Company. Further, the report also contains the prescribed annexure (known as CARO). In the said annexure, Auditors are required to give their observations on prescribed items. In the said Annexure, Auditors while quoting the observations in respect of all the items, have not made any qualification in respect any item.

The observations made in the Auditors Report are self-explanatory and therefore do not call for any further comments.

DETAILS IN RESPECT OF FRAUDS REPORTED BY AUDITORS

During the year under review, no instances of fraud committed against the Company, by its officers or employees were reported by the Statutory Auditors and Secretarial Auditors, under Section 143(12) of the Act, to the Audit Committee or the Board of Directors of the Company.

AUDITOR

Statutory Auditor:

M/s NGC & Associates, Chartered Accountants (Firm Registration No. 033401N / N500351) holding office until the conclusion of the 35 th Annual General Meeting.

Secretarial Auditor:

Pursuant to the provisions of Section 204 of the Companies Act, 2013 and the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, Secretarial Audit has been carried out by Payal Sharma, Company Secretaries.

The Secretarial audit report does not contain any qualification, reservation and adverse remarks and the report is attached as Annexure B .

ANNUAL SECRETARIAL COMPLIANCE REPORT

In accordance with the provisions of applicable laws, the Company has undertaken an audit of its secretarial records and compliance practices for the financial year ended March 31, 2025. This audit was conducted to verify adherence to the applicable regulations, circulars, and guidelines issued under the SEBI Act.

The Annual Secretarial Compliance Report, issued by a Practicing Company Secretary, has been submitted to the Stock Exchanges within the prescribed timeline of sixty (60) days from the end of the financial year, as required under the Listing Regulations.

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

The details of conservation of energy, technology absorption & foreign exchange earnings and outgo are as follows:

(A)Conservation of energy :

Your Company carries out its operations in an environmental friendly manner and is on the look-out for different ways & means to reduce the consumption of energy in its operations. Fuel & electricity consumption in different stages were monitored regularly and suitable corrective actions were taken wherever possible.

(B) Technology Absorption:

The Company continues to use the latest technologies for improving the productivity and quality of its services and products. The Company s operations do not require significant import of technology.

(C) Foreign exchange earnings and Outgo :

During the financial year the Foreign Exchange outflow is Rs. 0/- and the inflow of Foreign exchange is Rs. 12,99,15,000/-(USD 15,00,000).

PARTICULARS OF EMPLOYEE

Information as required under the provisions of Rules 5(2) & 5(3) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, is set out in Annexure C to the Directors Report.

DIRECTORS RESPONSIBILITY STATEMENT

Pursuant to the requirement under section 134(3)(C) of the Companies Act, 2013 with respect to Directors Responsibility Statement, it is hereby confirmed that:

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; the directors had selected such a ccounting policies a nd a pplied 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 March 31, 2025 and of the profit and loss of the company for that period. the directors had taken proper and sufficient care for the maintenance of adequate a ccounting records in a ccordance with the provisions of the Companies Act, 2013 for safeguarding the assets of the company and for preventing and detecting fraud and other irregularities; the directors had prepared the annual accounts on a going concern basis; the directors have laid down internal financial controls to be followed by the Company and such internal financial controls are adequate and were operating effectively; and 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.

RISK MANAGEMENT COMMITTEE: OVERVIEW

In terms of SEBI (LODR) Regulation, 2015, the Company has constituted a Risk Management Committee on 13 November, 2014 for framing, implementing and monitoring the risk management policy of the Company.

The Committee has adopted a Charter that outlines the role, responsibilities and power of the Committee and the procedure for organizing the meeting of the Committee. Further, Risk Management Plans and Policies of the Company stimulates the development, review, and revision of the organization s practices and protocols in light of identified risks and chosen loss prevention and reduction strategies. Principles of the Plan provide the foundation for developing key policies and procedures for day-to-day risk management activities.

Our Risk Management Policy has been formulated in accordance with industry best practices and regulatory requirements, including Regulation 21 of the Listing

Regulations. The Policy outlines the process for systematic identification, assessment, monitoring, and mitigation of risks. Its principal objective is to proactively manage changes in both the internal and external business environment, minimize adverse impacts, and seize potential opportunities, thereby ensuring business continuity and long-term value creation. The Company has instituted a structured matrix on risk evaluation, employing a structured risk matrix that assesses risks according to their likelihood and potential impact. These risks are systematically categorised across a defined risk scale low, medium, and high, thereby facilitating a clear prioritisation process. This framework serves as a strategic and operational cornerstone, guiding the formulation and implementation of targeted risk mitigation strategies.

VIGIL MECHANISM/ WHISTLE BLOWER POLICY

In accordance with the section 177(9) of the Act read with Regulation 22 of the SEBI (Listing Obligations and Disclosure Requirements) Regulation, 2015, Company has formulated a Vigil Mechanism / Whistle Blower Policy for its Directors and employees to report concerns about unethical behaviour, actual or suspected fraud or violation of the Company s fundamental code of conduct. The details of the same are made available on the Company s website www.sindhutrade.com.

BOARD EVALUATION

The board of directors has carried out an annual evaluation of its own performance, Board committees and Individual directors pursuant to the provisions of the Companies Act, 2013 and the corporate governance requirements as prescribed under SEBI (Listing Obligations and Disclosure Requirements) Regulation, 2015, which has been set out in the Corporate Governance Report.

COMPANYS POLICY ON DIRECTORS APPOINTMENT AND REMUNERATION INCLUDING CRITERIA FOR DETERMINING QUALIFICATIONS, POSITIVE ATTRIBUTES, INDEPENDENCE OF A DIRECTOR AND OTHER MATTERS PROVIDED UNDER SUB-SECTION (3)OF SECTION178

A brief report on the criteria of selection of Executive a nd Non-executive Directors/Chairman, CEO, Senior Management employees their Remuneration policy including criteria for determining qualifications, positive attributes, independence of director and other matters provided under sub-section (3) of section 178 has been set out separately in Corporate Governance Report.

PARTICULARS OF LOANS, GUARANTEE OR INVESTMENTS UNDER SECTION 186

The particulars of loans, guarantees and investments, based on applicability under Section 186 of the Act, have been disclosed in the Notes forming part of the Financial Statements.

RELATED PARTY TRANSACTION

All related party transactions entered during the year were on arm s length basis and in the ordinary course of business. Prior omnibus approval was taken at the audit committee for the transactions which are foreseen and/or repetitive in nature. The policy on the related party transactions duly approved by the Board is uploaded on company s website and can be accessed at www.sindhutrade.com.

In alignment with the internal governance structure and in accordance with the provisions of the aforementioned Policy, all RPTs undertaken during the financial year were executed with prior approval of the Audit Committee and the Board. Prior omnibus approval was obtained for RPTs that are recurring in nature or are anticipated, as well as for unforeseen transactions in the ordinary course of business, subject to compliance with threshold limits and terms as prescribed under the Act and the Listing Regulations. The Company submits a detailed report of all RPTs on a quarterly basis to the Audit Committee and the Board, accompanied by certification from the Internal Auditor, confirming compliance with internal policies and statutory requirements. During the financial year under review, all RPTs executed by the Company were conducted on an arm s length basis and in the ordinary course of business. These transactions have been appropriately disclosed in compliance with Ind AS-24, within the Notes to the Financial Statements.

Apart from the transactions disclosed as above, no other RPTs were entered into with Promoters, members of the Promoter Group, Directors, KMP, SMP of the Company, or with its Subsidiary. Furthermore, there were no transactions, either directly or indirectly involving any third party, that could potentially give rise to a conflict of interest affecting the broader interests of the Company. Any interest held by Directors is transparently disclosed during meetings of the Board and the Audit Committee. Directors with a potential or actual conflict of interest abstain from deliberations and voting in relation to such transactions, thereby upholding the principles of fairness and accountability in the Company s decision-making processes.

During the year under review, all the transactions with the related party Particulars of the contracts or arrangements with related parties referred to in sub-section (1) of section 188 read with Rules as applicable is annexed herewith as Annexure D .

EXTRACT OF ANNUAL RETURN

The extract of Annual Return (MGT 9) has been uploaded at the website of the Company i.e. www.sindhutrade.com

FAMILARIZATION PROGRAMME FOR INDEPENDENT DIRECTORS

The Company keeps its Directors informed of the activities of the Company, its management and operations and provides an overall industry perspective as well as issues being faced by the industry. The details of various familiarization programmes provided to the Independent Directors of the Company is available on the Company s website www.sindhutrade.com.

INTERNAL CONTROL SYSTEMS AND THIR ADEQUACY

The Company has an Internal Control System which ensures that all transactions are authorised, recorded and reported correctly, and assets are safeguarded and protected against loss from unauthorized use or disposition. In addition there are operational controls and fraud risk controls, covering the entire spectrum of internal financial controls. The Internal Audit is being done by the independent Chartered Accountants who monitors and evaluates the efficacy and adequacy of internal control system in the Company, its compliance with operating systems, accounting procedures and policies at all locations of the Company and its subsidiaries. All these measures facilitate timely detection of any irregularities and early remedial steps.

No significant audit observations and recommendations have been received from the Internal Auditors of the Company.

The Audit Committee of the Board plays a pivotal role in overseeing the internal controls and risk management systems of the Company. It periodically reviews and evaluates internal audit reports and finding (if any) thereon, audit plans, and risk assessment outcomes to ensure continuous enhancement and strengthening of the control framework. Observations and recommendations from internal audits are reviewed in Audit Committee meetings, and appropriate corrective actions are initiated. The Internal Auditor a nd their team a ctively participates in Audit Committee meetings, presenting his findings and assessments, particularly on the internal controls over financial reporting. The Committee a lso monitors the implementation status of audit recommendations and ensures appropriate follow-up actions are taken.

Detailed disclosures pertaining to the adequacy and operating effectiveness of the Company s internal control systems and risk management framework are provided in the MDA section of this Annual Report.

PREVENTION OF SEXUAL HARASSMENT OF WOMEN AT WORKPLACE

The company has formulated and adopted a Sexual harassment policy in line with the provisions of the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013 and the Rules thereunder to redress and prevent all the complaints of sexual harassment at workplace. An Internal Complaints Committee has been set up to redress complaints received regarding sexual harassment. All female employees (permanent, contractual, temporary, trainees) as well as any woman visiting the Company s office premises or women service providers are covered under this policy.

During the year 2024-25 no complaints were received by the Company related to sexual harassment.

INSIDER TRADING REGULATIONS

The Company has adopted a Code of Conduct for Prevention of Insider Trading with a view to regulate the trading in securities by the Directors and designated employees of the Company. The purpose of the Code is to prevent the misuse of any price sensitive information through dealing in the shares of the company by directors, officers and employees of the company. Further the company has adopted the trading window closure policy, to prevent the directors, officers and employees of the company from trading in the securities when there is unpublished price sensitive information.

All Board Directors and the designated employees have confirmed compliance with the Code.

CORPORATE GOVERNANCE REPORT

The company firmly believes in the principles of the good Corporate Governance A detailed report on corporate governance in accordance with the Listing Agreement separately forms part of this annual report.

MANAGEMENT DISCUSSION AND ANALYSIS STATEMENT

The Management Discussion and Analysis Statement as required under Regulation 34 of the SEBI (Listing Obligations and Disclosure Requirements) Regulation, 2015 is disclosed separately in this annual report.

LISTING OF SHARES

The Equity Shares of the Company is listed on Bombay Stock Exchange and National Stock Exchange. These shares were traded during the year under review at the Exchange. The Status of Listing of shares at these Stock Exchanges is given in the Corporate Governance Report.

BRSR REPORTING

At STLL, fulfilment of environmental, social and governance responsibility is an integral part of the way the Company conducts its business.

In terms of the Regulation 34 of the Listing Regulations, the Business Responsibility and Sustainability Report is a vailable on the website of the Company www.sindhutrade.com. Any Member interested in obtaining a physical copy of the same may write to the Company Secretary at the Registered Office of the Company.

INVESTOR CORRESPONDENCE

In order to facilitate quick redressal of the grievances/queries, the Investors and Shareholders may contact the Company Secretary at the under mentioned new corporate office address for any assistance:

Ms. Suchi Gupta

Company Secretary & Compliance Officer Sindhu Trade Links Limited 129, Transport Centre, Rohtak Road, Punjabi Bagh, New Delhi 110035 Email: corporatecompliance@sindhutrade.com

CREDIT RATINGS

The credit ratings outstanding for various instruments of the Company as on March 31, 2025 are as under:

Rating Agency Instruments as on 31 st March, 2025 Rating
India Ratings and Research (Ind- Ra) Term Loan IND B+
Fund-based working capital limit IND B+
Non-fund-based working capital limit IND B+

COMPLIANCE WITH SECRETARIAL STANDARDS

The Company has devised proper systems to ensure compliance with the provisions of all applicable Secretarial Standards issued by the Institute of Company Secretaries of India and that such systems are adequate and operating effectively.

ACKNOWLEDGEMENTS

Your Director s place on record their deep appreciation to the shareholders, business associates, and financial institutions at all levels for their consistent support and encouragement of the Company. The enthusiasm and beneficent efforts of the employees have enabled the Company to remain at the leading- edge of the Industry.

Your Directors would also like to acknowledge the constructive suggestions from the statutory auditors for ensuring the accurate and authentic compliances for the Company.

By Order of the Board of Directors
For Sindhu Trade Links Limited
Sd/- Sd/-
Place: Gurugram (Saurabh Sindhu) (Rudra Sen Sindhu)
Dated: 13.08.2025 Director Director
Din no.-02291158 Din No.-00006999

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