Solve Plastic Products Ltd Directors Report

To the Members

SOLVE PLASTIC PRODUCTS LIMITED

Your Directors present before you the 31^st Annual Report along with the audited financial statements and report of the Auditors for the year ended 31st March 2026.

In compliance with the applicable provisions of the Companies Act, 2013, (including any statutory modification(s) or amendment(s) thereof, for time being in force) ("Act") and the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 ("Listing Regulations"), this report covers the financial results and other developments during the financial year ended 31st March, 2026, in respect of Solve Plastic Products Limited.

l. Financial Summary;

		(Rs. In Lakhs)
Particulars	For year ended 31st March, 2026	For year ended 31st March, 2025
Total Revenue	4,611.75	4,146.03
Total Expenditure	4,552.02	4,735.11
Profit / (Loss) before Tax	59.74	(551.40)
Tax Expense	-	-
Tax Expense related to earlier years	-	17.00
Deferred Tax	16.03	(89.59)
Profit / (Loss) after Tax	43.70	(478.81)
Earnings per share (Basic)	1	(12.38)
Earnings per share (Diluted)	1	(12.38)

2. State of Affairs;

A. Business Performance

During FY 2024-25, the Company recorded revenue of Rs.41.46 crore and a net loss of Rs.4.78 crore. In FY 2025-26, the Companys revenue increased to Rs.45.58 crore, representing year-on- year growth of approximately 9.94%. The Company also achieved a significant financial turnaround by reporting a net profit of Rs.43 lakh, reflecting improved operational efficiency, cost control and better utilization of resources.

B. Industry Outlook

The outlook for the Indian PVC pipe industry remains positive, supported by continued investments in housing, water supply, sanitation, irrigation, infrastructure development and replacement of conventional piping systems. Demand for quality PVC pipes, electrical conduits, fittings, hoses and water-storage solutions is expected to grow steadily, although the industry may continue to face challenges arising from fluctuations in PVC resin prices and intense market competition. The market is also gradually shifting towards organized and quality-conscious manufacturers offering BIS-certified products and a wider range of integrated piping solutions.

In Kerala, demand for PVC pipes and related products is expected to remain stable due to ongoing construction activities, renovation projects, water-supply schemes, sanitation initiatives and infrastructure development. The States preference for durable, corrosion-resistant and easy-to-install piping solutions provides good opportunities for established brands such as BALCO Pipes. The Company expects its strong dealer network, brand recognition and diversified product portfolio to support further growth in Kerala and neighbouring markets.

C. Major Developments

The Company has initiated measures to improve exports and expand its geographical sales presence beyond its traditional markets. A new automatic bending machine has been introduced at the Shencottah plant, replacing the earlier manual bending process and improving productivity, product consistency and operational efficiency. The Company has also started using non-conventional energy at the Shencottah plant in association with Puvikanal Green Energy Private Limited, supporting its sustainability and energy-cost reduction initiatives.

The Company has commenced the consolidation of its four manufacturing plants into two major production centers. This consolidation is expected to reduce fixed costs, optimise manpower, improve capacity utilisation and strengthen operational control. These initiatives are aimed at building a more efficient and scalable manufacturing structure for future growth.

D. Capacity Expansion

The Company had undertaken a capacity-enhancement programme to increase its total installed production capacity from approximately 460 MT per month to 640 MT per month. As part of this expansion, an additional conduit extrusion capacity of approximately 180 MT per month has been installed at the Kannur manufacturing facility. The enhanced capacity will help the Company meet growing market demand, improve product availability and support geographical sales expansion.

The expansion is also expected to improve economies of scale and reduce production costs. Better utilisation of the Kannur facility will strengthen the Companys ability to serve both existing and new markets. The increased capacity will support the Companys long-term growth plans and improve its overall market competitiveness.

E. New Products

The Company has expanded its product portfolio by introducing various categories and varieties of hoses for domestic, agricultural, construction and general-purpose applications. It has also introduced different varieties of water-storage tanks, including the Copper Shield range, to meet the changing requirements of customers. These additions will enable BALCO Pipes to offer a broader and more comprehensive range of products through its existing dealer and distributor network.

The new product categories are expected to support cross-selling and improve market penetration. They will also help the Company reduce its dependence on traditional electrical conduit and water-pipe products. The diversified portfolio is expected to strengthen brand visibility and contribute positively to future revenue growth.

F. State of the Companys Affairs

There was no change in the nature of the business of the Company during the year under review.

3. Dividend

The Board does not recommend any dividend for the financial year ended 31 March 2026.

4. Transfer to Reserves

The Board has not transferred any amount to General Reserve.

5. Change in Nature of Business

There has been no change in the nature of business during the year.

6. Material Changes and Commitments

There are no material changes affecting the financial position of the Company between the close of the financial year and the date of this report.

7. Share Capital:

The Authorized Share Capital of the Company as on 31/03/2026 is Rs.7,00,00,00/- (Rupees Seven Crore only) divided into 5,00,000 Equity Shares of Rs. 10/- each and 2,00,000 Non-Convertible Preference Shares of Rs. 100/- each, and there has been no change in the same during the year under report.

The Issued, Subscribed and Paid-up Share Capital as on 31/03/2025 is Rs. 4,36,82,500/- (Rupees Four Crore Thirty-Six Lakh Eighty-Two Thousand Five Hundred Only) divided into 43,68,250 Equity Shares of Rs. 10/- each. There was no change in paid up capital of the company.

8. Change-financial public offer and listing

The equity shares of the Company are listed on NSE EMERGE platform. The Annual Listing fee is duly paid. Other key aspects related to IPO and Listing

i. Utilization of IPO proceeds

The statement of utilization of IPO proceeds as on 31^st March 2026 is as follows:

(Amount in Lakhs)

SI. No Object as disclosed in the offer document	Amount disclosed in the offer document	Actual Utilized Amount	Unutilized amount
1 Funding Capital Expenditure towards purchase of additional plant and machinery.	552.64	256.23	296.41
2 Working capital Requirements	382.55	382.55	-
3 General Corporate Expense	88.00	88.00	-
4 Issue related Expenses	161.63	161.63	-
Total	1,184.82	888.41	296.41

During the year under Report there were no deviations or variation in respect of utilization of IPO proceeds from the objects proposed in the prospectus. The balance of Rs 296.41 cr is set aside for the utilization of the next proposed project and is expected to be utilized by FY 202627.

II. Details of Lock-In of Shares

In line with the Securities and Exchange Board of India (Issue of Capital and Disclosure Requirements) Regulations, 2018, below are the details of the lock-in Shares of the Company held by Promoters, Promoter group and Public Shareholders:

The shares locked-in for one year have expired and the lock-in obligation of three years marked on the shares of the promoters are stated below.

Name of the shareholder	Category	No. of Equity Shares locked-in	Lock -indate
SUDHEER KUMAR BALAKRISHNAN NAIR	Promoter	7,58,268	21/08/2027
SUSIL BALAKRISHNAN NAIR	Promoter	75,481	21/08/2027
BALAKRISHNAN NAIR	Promoter	39,901	21/08/2027

9. Director and Kev Managerial Personnel

The Board of Directors of the Company consists of six directors and two KMPs. The Board of the Company is duly constituted. None of the Directors of the Company are disqualified under the provisions of the Act or the Listing Regulations. The composition of the Board as follows:

SI. No.	DIN	Name of Director	Designation
1.	00858893	Sudheer Kumar Balakrishnan Nair	Managing director
2.	00949872	Susil Balakrishnan Nair	Whole-time Director
3.	02449135	Balakrishnan Nair	Director
4.	01348861	Narayana Kurup Asokan	Independent Director
5.	08592096	Deepthi Santhakumary	Director
6.	10512257	Suresh K Pillai	Independent Director

Key Managerial Personnel

SL No Name of KMP	Designation	Date of Appointment
1 Divya Ajanthakumari	Company Secretary and Compliance Officer	09/03/2024
2 Merlin Roy	Chief Financial Officer	01/09/2025

During the Financial Year 2025-26 there were changes in the composition of Board. The following directors and KMP had resigned.

SL No Name of Director and KMP	Designation	Date of Resignation
1 Biju Divakaran Nair	Independent Director	27/08/2025
2 Dineshchandran Ramachandran Nair Sarojiniamma	Independent Director	27/08/2025
3 Shankar Sudheer Kumar	Director	27/08/2025
4 Govind Vinodkumar	Director	27/08/2025
5 Aravind Sudheer Kumar	Director	27/08/2025
6 Keshav Mohan	Director	27/08/2025
7 Prasad Kizhakkematta Ppallil	CFO	22/05/2025

In accordance with the provisions of the Act and Articles of Association of the Company, Balakrishnan Nair (DIN: 02449135), and Mr. Deepthi Santhakumary (DIN: 08592096) retires by rotation and being eligible, offers himself for re-appointment at the ensuing Annual General Meeting (AGM). The reappointment is placed for approval of the members and forms part of the notice of the 31^st AGM. The information about the Director seeking his re-appointment as per Para 1.2.5 of Secretarial Standards on General Meetings and Regulation 36(3) of the Listing Regulations has been given in the notice convening the 31^st AGM.

Certificate of Non-Disqualification of Directors from Practicing Company Secretary: In terms of the Listing Regulations, SVJS & Associates Company Secretaries, Practicing Company Secretaries, has issued a Certificate that none of the Directors on the Board of the Company have been debarred or disqualified from being appointed or continuing as Directors of the Companies by the SEBI / Ministry of Corporate Affairs or any other statutory authority. The Certificate forms part of the Corporate Governance Report and is given in Annexure -3.

10. Board Meetings

There were four Board Meetings held during the FY 2025-26.

SL No Name of Director	Meeting Dates
	23.05.2025	27.08.2025	14.11.2025	13.03.2026
1 Sudheer Kumar Balakrishnan Nair	Yes	Yes	Yes	Yes
2 Susil Balakrishnan Nair	Yes	Yes	Yes	Yes
3 Balakrishnan Nair	Yes	Yes	Yes	Yes
4 Narayana Kurup Asokan	Yes	Yes	Yes	Yes
5 Keshav Mohan	Yes	NA	NA	NA
6 Deepthi Santhakumary	No	Yes	No	No
7 Suresh K Pillai	No	No	Yes	Yes
8 Biju Divakaran Nair	Yes	NA	NA	NA
9 Dineshchandran Ramachandran Nair	No	NA	NA	NA
Sarojiniamma
10 Shankar Sudheer Kumar	No	NA	NA	NA
11 Govind Vinodkumar	Yes	NA	NA	NA
12 Aravind Sudheer Kumar	Yes	NA	NA	NA

** NA- Not applicable after resignation.

ii Committees

As per the requirements of the Act and Listing Regulations, the following committees were constituted. The composition and the meeting of committees held during the year are as follows:

Audit Committee

The Composition of the Audit Committee (AC):

Narayana Kurup Asokan	Chairperson	Independent Director
Suresh K Pillai	Member	Independent Director
Sudheer Kumar B	Member	Managing Director
Divya A	Secretary	Company Secretary

During the financial year 2025-26, the AC met four times on 23.05.2025, 27.08.2025, 14.11.2025 and 13.03.2026.

Nomination and Remuneration Committee

The Composition of the Nomination and Remuneration Committee (NRC):

Narayana Kurup Asokan	Chairperson	Independent Director
Suresh K Pillai	Member	Independent Director
Sudheer Kumar B	Member	Managing Director
Divya A	Secretary	Company Secretary

During the financial year 2025-26, the NRC met on 20.06.2025.

Stakeholders Relationship Committee

The Composition of the Stakeholders Relationship Committee (SRC):

Narayana Kurup Asokan	Chairperson	Independent Director
Suresh K Pillai	Member	Independent Director
Sudheer Kumar B	Member	Managing Director
Divya A	Secretary	Company Secretary

During the financial year 2025-26, the SRC met one time on 13.03.2026 and the number of shareholders being less than one thousand the committee had not reported any instances of shareholder queries.

12. Directors Responsibility Statement:

Pursuant to the requirements under Section 134 (5) of the Companies Act, 2013 withrespect to Directors Responsibility Statement, it is hereby confirmed:

i) in the preparation of the annual accounts, the applicable accounting standards havebeen followed along with proper explanation relating to material departures;

ii) the Directors had selected such accounting policies and applied them consistentlyand 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/loss of the company for the financial period 2025-26;

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 devised proper systems to ensure compliance with the provisions of all applicable laws and that such systems were adequate and operating effectively.

13. Particulars of Loans, Guarantees and Investments

Details under Section 186 of the Companies Act, 2013, disclosure on particulars relating to loans, advances, guarantees and investments are provided as part of the financial statements in notes to the Standalone Financial Statements.

14. Related Party Transactions

All the transactions are entered into during the year were in the ordinary course of business and on arms length basis. The particulars of contract or arrangement with Related Parties in Form AOC 2 as referred to in sub-section (1) of Section 188 of the Companies Act, 2013 read with Rule 8 (2) of the Companies (Accounts) Rules, 2014, is recorded to be at arms length price and comply with the sections of the Act.

15. Internal Financial Controls – Related Party Financial Statements

The Company has an adequate system of Internal Financial Control commensurate with its size and scale of operations, procedures and policies, ensuring efficient and orderly conduct of its business, including adherence to the Companys policy, safeguarding of its assets, prevention and detection of frauds and errors, accuracy and completeness of accounting records and timely preparation of reliable financial information.

Based on the assessment carried out by the Management and the evaluation of the results of the assessment, the Board is of the opinion that the Company has adequate Internal Financial Control System that is operating effectively during the year under review.

There were no instances of fraud which necessitates reporting of material mis-statement to the Companys operations.

16. Risk Management;

Pursuant Section 134(3)(n) of the Act, the Company has in place an in-house Risk Management procedure which provides for the identification therein of elements of risk, which in the opinion of the Board may threaten the existence of the Company. Major risks identified are addressed and monitored by the Board of Directors of the Company.

17. Deposits:

The Company has not accepted any deposits falling within the meaning of Section 73 or 74 of the Act read with the Companies (Acceptance of Deposits) Rules, 2014, during the financial year and as such, no amount on account of principal or interest on deposits from public was outstanding as on 31^st March, 2026.

18. Auditors

Internal Auditor

The Board appointed M/s Abraham & Thinkal Associates, Chartered Accountants, (FRN: 000013S), TC 17/2013, PRRA 112, DEVI, DEVI Lane, Murinjapalam, Medical College, PO 695011 Trivandrum as the new Internal Auditors of the Company for the FY 2025-26 to 2029-2030.

Statutory Auditors

M/s. RANJITH KARTHIKEYAN ASSOCIATES LLP, Chartered Accountants (Firm Registration No. 006705 S), having their office at 12/654, Pranam, Thampuranmukku, Vanchiyoor P.O., Thiruvananthapuram - 695035, were appointed by the shareholders in the previous AGM for five years from FY 2025-26 to 2029-30.

Secretarial Auditor

The Board had appointed the Secretarial Auditors M/s. SVJS & Associates, Company Secretaries of the Company to undertake the Secretarial Audit of the Company for the financial year 2025-26.

Secretarial Auditor and Secretarial Audit:

The Secretarial Audit Report in Form MR-3 forms part of the Directors Report as Annexure - 4. The report does not contain any qualification, reservation, adverse remark or disclaimer.

19. Auditors Report

The Audit Report is attached.

2Q.Corporate Governance

Your company strives to provide utmost importance to best Corporate Governance practices and always works in the best interest of its stakeholders.

However, the Company is not obligated to comply with provisions of Corporate Governance as per regulation 15(2) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015.

21.Management Discussion and Analysis Report

The Management Discussion and Analysis Report forms part of the Annual Report.

22. Annual Return:

Pursuant to Section 92(3), The Annual Return is available of the Companys website at: www.balcoDipes.com.

The Annual Return in Form MGT 7 shall be physically accessible at the Registered Office of the Company upon request during the working hours, after the Annual General Meeting and on its filing with the ROC.

23. Vigil Mechanism /Whistle Blower Policy:

The Company in accordance with the provisions of Section 177 (9) of the Act has established a robust Vigil Mechanism Policy for Directors and employees to report genuine concerns to the management viz, instances of unethical behavior, actual or suspected fraud or violation of the Companys code of conduct or ethics policy and assist the Audit Committee. The Directors and employees are encouraged to come forward and express his/her concern(s) without fear of punishment or unfair treatment.

The Whistle Blower Policy/ Vigil Mechanism Policy of the Company is available on the website at https://balcopipes.com/policies/.

24. Particulars of Employees:

The disclosure with reference to the particulars of the ratio of remuneration of each director to the median employees remuneration in accordance with Section 197 (12) of the Act and other particulars as per Rule 5 of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 is mentioned in the below para.

(i) the ratio of the remuneration of each director to the median remuneration of the employees of the company for the financial year;	9.6:1
(ii) the percentage increase in remuneration of each director, Chief Financial Officer, Chief Executive Officer, Company Secretary or Manager, if any, in the financial year;	Nil
(iii) the percentage increase in the median remuneration of employees in the financial year;	Nil
(iv) the number of permanent employees on the rolls of company;	159

25.conservation of Energy, technology absorption, foreign exchange earnings and outgo:

The information under Section 134 (3) (m) of the Companies Act, 2013 read with Rule, 8 of The Companies (Accounts) Rules, 2014, for the financial year ended 31.03.2025 is given below:

i. Conservation of Energy: Your Company is committed to conserve energy in all its operations. Efforts are being made to install various energy saving equipments in theCompany and to replace the high power consuming equipments. Your Company usesgenerators as alternate source of energy. During the period under review no capital investments on energy conservation equipments have been made.

ii. Technology Absorption: Your Company has not done any activities during the period under review relating to absorption of technology.

iii. Foreign Exchange Earnings and outgo: Details of earnings accrued and expenditure incurred in foreign currency are as given below.

• Foreign Exchange Earnings :42.20 Lakhs

• Foreign Exchange Outgo: Nil

26. Corporate Social Responsibility:

The provisions of Section 135 of the Companies Act, 2013 read with Companies (Corporate Social Responsibility Policy) Rules, 2014 are not applicable to the Company and hence, your Company is not required to adopt the CSR Policy or constitute CSR Committee during the year under review.

27. Cost Audit and Cost Records

For the FY 2025-26 it is not applicable.

28.Sianificant or Material Orders Passed by Regulators /Courts/ Tribunal:

During the year under report, there were no significant or material orders passed by the regulators or courts or tribunals impacting the going concern status or operations of the Company in future.

Order received from GST Department WA NO. 190 of 2024 is rectified and set aside vide order No: ZD320326023267P Rectification Order Issued and entire demand becomes nullified wef 26/03/2026.

29. Secretarial-Standards;

The Company has followed the Secretarial Standards with respect to general and Board meetings as specified by the Institute of Company Secretaries of India.

30. Disclosure under SEBI LODR

Where applicable:

• Shareholding Pattern

• Investor Complaints

• Reconciliation of Share Capital Audit

• Certificate under Regulation 40

• Compliance Certificate

• Other applicable disclosures

31 Meeting of Independent Directors

In terms of requirements under Schedule IV of the Act and Regulation 25(3) of Listing Regulations, a separate meeting of the Independent Directors was held on 12^th September, 2025 and 23th January, 2026.

The Independent Directors at the meeting, inter alia, reviewed the following: -

• Performance of Non-Independent Directors and the Board as a whole.

• Performance of the Chairman of the Company, considering the views of Executive Directors and Non-Executive Directors.

• The quality, quantity and timeliness of the flow of information between the Company Management and the Board that is necessary for the Board to effectively and reasonably perform their duties

32. Declaration by Independent Directors:

The Company has received declarations from the appointed Independent Directors that they meet the criteria of independence as provided in Section 149(6) of the Companies Act, 2013. Further, the Independent Directors have complied with the Code for Independent Directors prescribed in Schedule IV to the Act and the Code of Conduct for Independent Directors adopted by the Company.

33. Familiarization Programme for Independent Directors

During the year the company had not conducted any familiarization program. No Performance Evaluation of the Board and Its Committees:

Pursuant to the provisions of the Act, Listing Regulations and as per Guidance Note on Board Evaluation issued by SEBI on 5th January, 2017, the Board has carried out annual performance evaluation of its own performance, the Directors individually as well as evaluation of the working of its Committees at their meeting held on 29th January, 2025. The Nomination and Remuneration Committee has defined the evaluation criteria for the performance evaluation of individual Directors, the Board and its Committees. The performance of the Board, its committees and individual Directors was evaluated by the Board after seeking inputs from all the respective Committee members and Directors.

34. 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 (31 of section 178:

The Company has devised policy relating to appointment of Directors, payment of Managerial remuneration, Directors qualifications, positive attributes, independence of Directors and other related matters as provided under Section 178(3) of the Companies Act, 2013 ("the Act") as recommended by the Nomination and Remuneration committee and approved by the Board of Directors. Our Company has placed the policy on the Company website and the weblink is https://balcopipes.com/.

35. Disclosure regarding issue of equity shares with differential voting rights, sweat equity. ESOP/ESQS and voting rights not exercised directly by the employees in respect of shares to which the scheme relates;

Your Company has not issued any equity shares with differential rights, sweat equity, or ESOS during the financial year.

36. Fraud Reporting;

Your Company has not entered into transactions which are fraudulent, illegal or violative of the Companys Code of Conduct. During the period under review no frauds have occurred in the Company and no frauds were reported by the Auditors of the Company.

37.Consolidated Financial Statements

The Company is not required to consolidate its Financial Statements for the financial year ended 31st March, 2026 as the Company does not have any subsidiary or associate or joint venture companies. .

38. Subsidiaries, Joint Ventures and Associate Companies

During the year under report, none of the companies have become or ceased to be an associate/ subsidiary/ joint venture/ holding company.

39. Registrar and Share Transfer Agent:

During the year under review, Integrated Registry Management Services Private Limited was the Registrar and Transfer Agent of the Company.

40. Disclosure Under Sexual Harassment of Women at Workplace (Prevention.

Prohibition & Redressal) Act, 2Q13;

The Company is committed in providing and promoting a safe and healthy work environment for all its employees. The Company has constituted an Internal Complaints Committee. During the period under review no complaints were received or disposed off as envisaged under Sexual Harassment of Women at Workplace (Prevention & Redressal) Act, 2013. The policy formulated by the Company for prevention of sexual harassment is available on the website of the Company at https://balcopipes.com/policies/

The Company has complied with the provision relating to the constitution of Internal Committee under POSH, 2013. In the Board Meeting held on 09/03/2024, the Company had reconstituted the Internal Committee.

The following is the summary of sexual harassment complaints received and disposed off during the period under review:

Number of complaints received: 0

Number of complaints disposed off: 0

Number of complaints pending beyond 90 days: 0

The above reflects the Companys commitment to timely and effective redressal of complaints.

41. Details of application made or anv proceeding pending under the insolvency and bankruptcy code, 2016 during the year along with their status as at the end of the financial year:

During the year under review and till date of this Report, the Company has neither made any application against anyone nor any proceedings were pending against the Company under the Insolvency and Bankruptcy Code, 2016.

42. Compliance with The Maternity Benefit Act. 1961

The Company has complied with the provisions of the Maternity Benefit Act, 1961, including all applicable amendments and rules framed thereunder. The Company is committed to ensuring a safe, inclusive, and supportive workplace for women employees. All eligible women employees are provided with maternity benefits as prescribed under the Maternity Benefit Act, 1961, including paid maternity leave, nursing breaks, and protection from dismissal during maternity leave.

During the FY 2025-26 there were one instances of Maternity reported in the Company, Ms Merlin Roy- CFO was granted six months maternity leave with pay.

The Company also ensures that no discrimination is made in recruitment or service conditions on the grounds of maternity. Necessary internal systems and HR policies are in place to uphold the spirit and letter of the legislation.

43. Gender-Wise Composition of Employees

In alignment with the principles of diversity, equity, and inclusion (DEI), the Company discloses below the gender composition of its workforce as on the March 31, 2026.

Total Employees: 159

Male Employees: 141

Female Employees: 18

Transgender Employees:0

This disclosure reinforces the Companys efforts to promote an inclusive workplace culture and equal opportunity for all individuals, regardless of gender.

44. POSH Compliance:

The Company have constituted an Internal Complaints Committee (ICC) and the committee duly meets quarterly and discuss on the well being of all the employees.

Number of sexual harassment complaints received is 0

Number of complaints disposed of is 0

Number of cases pending for more than 90 days is 0

45. PREVENTION qf insider traping

The Company has adopted a Code of Conduct for Prevention of Insider Trading, in accordance with the requirements of Securities and Exchange Board of India (Prohibition of Insider Trading) Regulations, 2015, as amended from time to time. The Company Secretary is the Compliance Officer for monitoring adherence to the said Regulations. The Code is displayed on the Companys website at https://balcopipes.com/policies/.

46. Details of difference between the amount of the valuation done at the time of one time settlement and the valuation done while taking loan from the banks or financial institutions along with the reasons thereof:

The Company has neither availed any loan from banks or financial institution and hence there is no application being ever made for One Time Settlement (OTS) with any banks or financial institution.

47. Acknowledgement:

Your directors express their appreciation for the assistance and co-operation received from the Banks, Government authorities, Creditors and Members during the period under review. Your directors also wish to place on record their deep sense of appreciation for thecommitted services by the employees of the Company.

	For and on behalf of the Board of Directors
SUDHEER KUMAR B	SUSIL BALAKRISHNAN NAIR
MANAGING DIRECTOR	WHOLE TIME DIRECTOR
DIN: 00858893	DIN: 00949872