Stylam Industries Ltd Directors Report

The Directors are pleased to present the 34th Annual Report on the business and operations of the Company together with the Audited Accounts (Standalone and Consolidated) for the financial year ended 31 March 2025.

1. FINANCIAL PERFORMANCE SUMMARY

The financial position of the company for the financial year ended on 31 March 2025 is summarised below:

	STANDALONE		CONSOLIDATED
	2024-25	2023-24	2024-25	2023-24
Revenue from Operations	102509	91408	102509	914808
Earnings before Interest, Taxes & Depreciation	18518	18336	18518	18336
Less: a) Finance Cost	392	250	392	250
b) Depreciation	2387	2226	2387	2226
Add: Other Income	744	567	750	573
Profit before tax	16484	16427	16490	16432
Less: Tax Expense	4301	3587	4302	3588
Profit for the Period	12183	12840	12187	12844
Share of Profit/(Loss) of associate company	-	-	-	-
Add: Other Comprehensive Income/(Expense) (Net of Taxes)	(77)	(2)	(77)	(2)
Total Comprehensive Income	12106	12838	12110	12842
Earnings Per Share:
Basic	71	76	71	76
Diluted	71	76	71	76

2. OPERATIONS Standalone

Revenue from operations for the year ended 31 March 2025 stood at H 102508.95 Lakhs as against H 91408.26 Lakhs for the previous year. Profit after tax for the year ended 31 March 2025 was H 12183.02 Lakhs as against H 12839.83 Lakhs for the previous year and EPS of H 71.43/- per share as against H 75.74/- per share for the previous year.

EBIDTA, during 2024-25 is H 18518.21 lakh as compared to EBIDTA of H 18336.49 lakh during the previous FY.

In fiscal year 2024-25, Stylam Industries Ltd. recorded a 12.04% increase in revenue compared to the same period last year.

Detailed information on the business overview and outlook of the Company are in the Management Discussion & Analysis Report forming part of this Annual Report.

3. DIVIDEND

Your Directors have decided to plough back the earnings in the growth of business and for this reason, have decided, not to recommend any Dividend for the year under review.

4. NAMES OF COMPANIES WHICH HAVE BECOME OR CEASED TO BE ITS SUBSIDIARIES, JOINT VENTURES OR ASSOCIATE COMPANIES DURING THE YEAR.

During the financial year ended 31 March 2025, no entity became or ceased to be the Subsidiary, Joint Venture or Associate of the Company.

5. TRANSFER TO RESERVES

The Board of Directors of the Company do not propose to transfer any amount to reserves.

6. SHARE CAPITAL

The authorised share capital of the company at the end of the Financial Year 2024-25 was H 97,040,000/- comprising of 19408000 equity shares of H 5/- each and the paid up capital was 84,740,300 divided into 16,948,060 equity shares of H 5/- each.

7. CHANGES IN SHARE CAPITAL

There is no change in Share Capital of the Company during the year 2024-25.

8. MATERIAL CHANGES AND COMMITMENTS, IF ANY, 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

No material changes and commitments affecting the financial position of the Company occurred between the end of the financial year to which this financial statement relates and till the date of this Report.

9. CHANGE IN THE NATURE OF BUSINESS, IF ANY

There is no change in nature of business of the Company during the financial year 2024-25.

10. CASH FLOW STATEMENT

The Cash Flow Statement for the financial year ended 31 March 2025 prepared in accordance with accounting standard -3, Statement of Cash Flows is attached and forming part of the financial statements of the Company.

11. FAMILIARIZATION PROGRAMME FOR INDEPENDENT DIRECTORS

Pursuant to Regulation 25(7) of the SEBI Listing Regulations, the Company familiarizes its Directors about their role and responsibilities at the time of their appointment through a formal letter of appointment. Presentations are regularly made at the meetings of the Board and its various committees on the relevant subjects. All efforts are made to keep Independent Directors aware. The familiarization of Independent Directors may be accessed on the Companys website www.stylam.com

12. SUBSIDIARY COMPANY AND CONSOLIDATED FINANCIAL STATEMENTS

As at March 31, 2025, the Company has one wholly owned subsidiaries Stylam Panel Limited and one Associate company Alca Vstyle Sdn.Bhd., Malaysia

Pursuant to Section 129(3) of the Companies Act, 2013 (Act), the Company has prepared the consolidated financial statements, which forms part of this Annual Report. Further, a statement containing salient features of Standalone Financial Statements of subsidiaries in Form AOC-1, as required under Rule 5 of Companies (Accounts) Rules, 2014 is attached to the consolidated financial statements of the Company. During the year under review, no company has become or ceased to be subsidiary, or associate of the Company.

In accordance with Section 136 of the Act, the Audited Financial Statements, including the Consolidated Financial Statements and related information of the Company and Audited Financial Statements of each of its subsidiaries are available on the website of the Company viz. www.stylam.com

Your Company does not have any material subsidiary as on March 31, 2025.

The policy for determining material subsidiaries, as approved by the Board, is uploaded on the Companys website and can be accessed at the web-link https://stylam.com/assets/front/pdf/cor/ policy/POLICYONMATERIALSUBSIDIARIES-1.pdf.

13. BOARD OF DIRECTORS AND KEY MANAGERIAL PERSONNEL

Board Composition

As on 31 March 2025, the Companys Board has a strength of 10 (Ten) Directors including 2 (Two) Woman Director. The Chairman of the Board is an Executive Promoter Director. The composition of the Board is as below:-

Category	Number of Directors	% to Total Number of Directors
Executive Directors	4	40
Non-Executive Directors	6	60

The detailed section on Board of Directors is given in the Report on Corporate Governance forming part of the Annual Report.

During the year under review and as on board report date, following changes are happened in the board:

• Mr. Tirloki Nath Singla (DIN:00182154) joined the Board of Directors as a Non-Executive Director w.e.f. 27th August 2024.

• Mr. Sunil Kumar Sood (DIN:01191059) joined the Board of Directors as a Non-Executive Independent Director w.e.f. 31st July 2024.

• Mr. Nikhil Garg (DIN:03400248) joined the Board of Directors as a Non-Executive Independent Director w.e.f. 31st July 2024.

• Ms. Rajesh Gill (DIN: 10753626) joined the Board of Directors as a Non-Executive Independent Director w.e.f. 27th August 2024

• Mr. Satpal Garg (DIN NO 01074514) and Ms. Renu Sood (DIN: 02280975) resigned from their position as Independent Director w.e.f. 31st July 2024.

Pursuant to the provisions of Section 149(13) of the Companies Act, 2013 and Articles of Association of the Company all Directors except Independent Directors are liable to retire by rotation.

Declaration by Independent Directors

All Independent Directors of the Company have given declarations that they meet the criteria of independence as laid down under Section 149(6) of the Act and Regulation 16(1) (b) of the SEBI Listing Regulations. In the opinion of the Board, the Independent Directors, fulfil the criteria of independence specified in Section 149(6) of the Act and Regulation 16(1) (b) of the SEBI Listing Regulations. The Independent Directors have also confirmed that they have complied with the Companys Code of Business Conduct & Ethics laid down for the Board of Directors, Senior Management Personnel and Other Employees.

Retirement by rotation and subsequent reappointment

Pursuant to the provisions of Section 149(13) of the Companies Act, 2013 and Articles of Association of the Company all directors except Independent Directors are liable to retire by rotation. Accordingly, Mr. Sachin Bhatla (DIN: 08182443), Whole Time Director of the Company, being the longest in the office amongst the directors liable to retire by rotation, retire from the Board by rotation this year and being eligible, has offered his candidature for re-appointment. This shall not constitute a break in hisoffice as the Whole Time Director of the Company.

Number of Meetings of the Board of Directors

During the financial year 2024-25, 6 (Six) meetings of the Board of Directors of the Company were held. For details of meetings of the Board, please refer to the Report on Corporate Governance , which forms part of this Integrated Annual Report.

KEY MANAGERIAL PERSONNELS

The details of Key Managerial Personnels (KMPs) of the Company in accordance with the provisions of Section 2(51) and Section 203 of the Companies Act, 2013, read with rules framed thereunder, are as follows:-

NAME	DESIGNATION	DATE OF APPOINTMENT
1. Mr. Jagdish Gupta	Chairman & Managing Director	28.10.1991
2. Mr. Manit Gupta	Whole Time Director	07.02.2015
3. Mr. Manav Gupta	Whole Time Director	18.02.2012
4. Mr. Sachin Bhatla	Whole Time Director	23.07.2018
5. Mr. Vinod Kumar	Non-Executive Independent Director	30.09.2019
6. Ms. Purva Kansal	Non-Executive Independent Director	17.08.2023
7. Mr. Tirloki Nath Singla	Non-Executive Director	27.08.2024
8. Ms. Rajesh Gill	Non-Executive Independent Director	27.08.2024
9. Mr. Sunil Kumar Sood	Non-Executive Independent Director	31.07.2024
10. Mr. Nikhil Garg	Non-Executive Independent Director	31.07.2024
11. Mr. Dhiraj Kheriwal*	Company Secretary & Compliance Officer	21.01.2025
12. Mr. Kishan Nagpal	Chief Financial Officer	24.11.2021

* Mr. Dhiraj Kheriwal was appointed as Company Secretary & Compliance Officer of the Company w.e.f. 21st January 2025.

14. AUDIT COMMITTEE

In compliance with the provisions of Section 177 of the Companies Act, 2013 and Regulation 18 of the SEBI Listing Regulations, as on 31 March 2025, the Audit Committee of Stylam Industries Limited comprises of following 3 (Three) Members, 2 (Two) Members are Independent Non-Executive Directors and 1 (One) is Non-Executive Director:-

Name	Designation	Category
Mr. Sunil Kumar Sood*	Chairman	Non-Executive - Independent Director
Mr. Vinod Kumar**	Member	Non-Executive - Independent Director
Mr. Tirloki Nath Singla***	Member	Non-Executive - Non Independent Director

*Appointed as Chairman of Audit Committee w.e.f. 31st July 2024.

** Appointed as Member of Audit Committee w.e.f. 31.07.2024.

*** Appointed as Member of Audit Committee w.e.f. 27.08.2024.

The recommendation made by the Audit Committee from time to time was accepted by the Board of Directors. The details of the terms of reference, meetings held during the year, attendance of Audit Committee members at such meetings etc. are provided in the Report on Corporate Governance forming part of this Annual Report.

15. POLICY ON REMUNERATION OF DIRECTORS, KMPs, SENIOR MANAGEMENT PERSONNEL AND OTHER EMPLOYEES

Assessment and appointment of members to the Board is based on a combination of criteria that includes ethics, personal and professional stature, domain expertise, gender diversity and specific qualifications required for the position. For appointment of an Independent Director, the independence criteria defined in Section 149(6) of the Act and Regulation 16(1) (b) of the SEBI Listing Regulations are also considered.

The Nomination and Remuneration Committee of the Board of Directors is dedicatedly ensuring the continuance of a dynamic and forward-thinking Board and recommends to the Board qualified candidates for directorship.

The Companys Policy relating to appointment of Directors, payment of managerial remuneration, Directors qualifications, positive attributes, independence of Directors and other matters as provided under Section 178(3) of the Companies Act, 2013 is furnished in Annexure-1 and forms part of this Report.

The Policy is also available in the Investors section, under the Codes & Policies tab, on the website of the Company and can be accessed at the web-link https://stylam.com/assets/front/pdf/cor/policy/ REMUNERATION-POLICY-1.pdf.

16. PERFORMANCE EVALUATION OF THE BOARD, ITS COMMITTEES AND INDIVIDUAL DIRECTORS

As the ultimate responsibility for sound governance and prudential management of a Company lies with its Board, its imperative that the Board remains continually energized, proactive and effective.

The Board evaluated the effectiveness of its functioning and that of the Committees and of individual Directors by seeking their inputs on various aspects of Board/Committee Governance.

The aspects covered in the evaluation included the contribution to and monitoring of corporate governance practices, participation in the longterm strategic planning and the fulfilment of Directors obligations and fiduciary responsibilities, including but not limited to, active participation at the Board and Committee meetings.

The Companies Act, 2013, not only mandates Board and Director Evaluation, but also requires the evaluation to be formal, regular and transparent.

Subsequently, SEBI Listing Regulations has also contained the provisions regarding requirement of performance evaluation of Independent Directors by the entire Board of Directors.

The Independent Directors of the Company met separately without the presence of NonIndependent Directors and inter-alia reviewed the performance of the Members of Management, Non-Independent Directors, Board as a whole, performance of the Chairman of the Company and the Committees, after taking into consideration the views of Executive and Non-Executive Directors.

In compliance with the provisions of SEBI Listing Regulations, the Board of Directors has also carried out evaluation of every Independent Directors performance during the financial year.

17. DIRECTORS RESPONSIBILITY STATEMENT

Pursuant to the provisions under Section 134(5) of the Companies Act, 2013, with respect to Directors Responsibility Statement, the Directors confirm:-

• In the preparation of the annual accounts, the applicable accounting standards had been followed along with proper explanation relating to material departures, if any;

• The Directors had selected such accounting policies and applied them consistently and made judgements 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 and loss of the Company for that period;

• The Directors had taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of this Act 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 had laid down internal financial controls to be followed by the Company and that 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.

18. ENERGY CONSERVATION, RESEARCH AND DEVELOPMENT, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE EARNINGS AND OUTGO

Pursuant to provisions of Section 134 (3) (m) of the Companies Act, 2013 read with rules framed thereunder, the details of activities in the nature of Energy Conservation, Research and Development, Technology Absorption and Foreign Exchange Earnings and Outgo is attached as Annexure-2 and forms part of this report.

19. PARTICULARS OF REMUNERATION OF DIRECTORS AND KMPs

A statement containing the details of the Remuneration of Directors and KMPs as required under Section 197(12) of the Companies Act, 2013 read with rules framed thereunder, is attached as Annexure-3 and forms part of this Report.

20. ANNUAL RETURN

Pursuant to Section 134(3)(a) and Section 92(3) of the Act read with Rule 12(1) of the Companies (Management and Administration) Rules, 2014, the Annual Return of the Company has been placed on the website of the Company and can be accessed at https://stylam.com/investors-relation#financials

21. AUDITORS AND AUDITORS REPORT I.) STATUTORY AUDITORS

In terms of the provisions of Section 139 of the Companies Act, 2013, M/s. Mittal Goel & Associates Chartered Accountants (Firm Registration No.017577N), were re-appointed as Statutory Auditors of the Company for the second term of 5 (Five) consecutive years, to hold office from the conclusion of 31st Annual General Meeting till the conclusion of 36th Annual General Meeting of the Company.

Statutory Auditors Report

The observations of the Statutory Auditor in its reports on standalone and consolidated financials are self-explanatory and therefore do not call for any further comments.

Details in respect of frauds reported by auditors

During the financial year, there have been no instances of fraud reported by the Statutory Auditors under Section 143(12) of Companies Act, 2013 read with rules framed thereunder, either to the Company or to the Central Government.

II. ) SECRETARIAL AUDITORS

As required under Section 204(1) of the Companies Act, 2013 read with rules framed thereunder, the Company has appointed Mr. Sanjiv Kumar Goel, Practicing Company Secretary (C.P. No. 1248), to conduct the Secretarial Audit for the financial year 2024-25.

Secretarial Audit Report

In terms of Section 204 of the Companies Act, 2013 and Regulation 24A of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, a Secretarial Audit Report given by the Secretarial Auditors in Form No. MR-3 is annexed with this Report as Annexure-4. There are no qualifications, reservations or adverse remarks made by Secretarial Auditors in their Report.

Annual Secretarial Compliance Report

A Secretarial Compliance Report for the financial year ended 31st March, 2025 on compliance of all applicable SEBI Regulations and circulars/ guidelines issued thereunder, was obtained from Mr. Sanjiv Kumar Goel, Company Secretaries, Secretarial Auditors.

III. ) COST AUDIT

As per the provisions of Section 148 read with the Cost Audit Rules, the provisions regarding Cost Audit is not applicable to the Company.

IV. ) Internal Auditors

The Board of Directors, has appointed M/s. A. GANDHI & ASSOCIATES (Firm Registration No FRN 007023N), as Internal Auditors of the Company for the Financial Year 2024-25.

22. CORPORATE GOVERNANCE

The Company is committed to the highest level of corporate governance standards by applying the best management practices, compliance with the law in true letter and spirit and adherence to ethical standards for effective management and distribution of wealth and discharge of social responsibility for the sustainable development of all stakeholders.

Parameters of statutory compliances evidencing the standards expected from a listed entity have been duly observed and a Report on Corporate Governance as well as the Certificate from Secretarial Auditors confirming compliance with the requirements of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 ("SEBI Listing Regulations") forms part of the Integrated Annual Report.

A Certificate of the Managing Director and Chief Financial Officer of the Company in terms of the SEBI Listing Regulations, inter alia, confirming the correctness of the financial statements and cash flow statements, adequacy of the internal control measures and reporting of matters to the Audit Committee, is also annexed to the Corporate Governance Report.

A separate section titled Report on Corporate Governance has been included in this Annual Report along with Secretarial Auditors Certificate on Corporate Governance.

23. INTERNAL FINANCIAL CONTROL SYSTEM

The Internal Financial Controls with reference to financial statements as designed and implemented by the Company are adequate and commensurate with the size, scale and complexity of its operation. The internal controls are tested for adequacy, efficiency and effectiveness through audits by the in- house internal audit department and the observations, corrective and preventative actions are reviewed by the management and Audit committee of the Board of Directors.

During financial year under review, no material or serious observation has been received from the Internal Auditors of the Company for inadequacy or ineffectiveness of such controls.

24. ADEQUACY OF INTERNAL FINANCIAL CONTROLS WITH REFERENCE TO THE FINANCIAL STATEMENTS

The Companies Act, 2013, re-emphasizes the need for an effective Internal Financial Control System in the Company. The system should be designed and operated effectively. Rule 8(5) (viii) of Companies (Accounts) Rules, 2014, requires the information regarding adequacy of Internal Financial Controls with reference to the financial statements to be disclosed in the Board Report.

To ensure effective Internal Financial Controls, the Company has laid down the following measures:-

• The Companys books of accounts are maintained in SAP and transactions are executed through SAP setups to ensure correctness/effectiveness of all transactions, integrity and reliability of reporting.

• The Company is having in place a Risk Management framework.

• The Company is having in place a well-defined Vigil Mechanism (Whistle Blower Policy).

• Compliance of Secretarial functions is ensured by way of Secretarial Audit.

• Compliance relating to Internal Control System of the Company is ensured by way of Internal Audit.

25. RISK MANAGEMENT

Pursuant to Section 134(3) (n) of the Act and Regulation 17(9) of Listing Regulations, the Company has formulated and adopted a Risk Management policy. The primary objectives of the policy include identification and categorisation of potential risks, their assessment and mitigation and to monitor these risks.

The Board has entrusted the Risk Management Committee ("RMC") with overseeing the processes of identification, evaluation and mitigation of risks. The RMC inter alia periodically reviews the organisational risks that are spread across operational, financial, technological and environmental spheres and provide guidance to the management team. The outcome of the meetings of RMC are reported to the Audit committee of the Board.

Your Company is committed to protect the interests of its customers, stakeholders, investors, shareholders, employees and each person or entity with whom it is associated with. Towards this goal, your Company will further strengthen the internal processes and evaluate even more innovative ways to blunt the risk impact. The details of the RMC along with its charter are set out in the Corporate Governance Report, forming part of this Report.

Mitigation plans to significant risks are well integrated with functional and business plans and are reviewed on a regular basis by the Management periodically.

The Risk Management Policy of the Company is available on the website of the Company at www.stylam.com.

26. CREDIT RATING

During the year under consideration, CARE has carried out a credit rating assessment of the Company for both short term and long term exposures and has improved the rating.

The Rating of the company is as under:

Facilities	Rating
Long term facilities	CARE A+; Stable
Short term facilities	CARE A1

27. DISCLOSURE ON DEPOSITS UNDER CHAPTER V

The Company has neither accepted nor renewed any Deposits during the Financial Year 2024-25 in terms of Chapter V of the Companies Act, 2013. Further, the Company is not having any Unpaid or Unclaimed Deposits at the end of the Financial Year.

28. PREVENTION OF SEXUAL HARASSMENT AT WORKPLACE

Your Company has zero tolerance policy in case of sexual harassment at workplace and is committed to provide a healthy environment to each and every employee of the Company. The Company has in place Policy for Prevention and Redressal of Sexual Harassment in line with the requirements of Sexual Harassment of Women at Workplace (Prevention, Prohibition & Redressal) Act, 2013 (hereinafter referred "as the said act") and Rules made there under. As per the provisions of Section 4 of the said Act, the Board of Directors has constituted the Internal Complaints Committee (ICC) at the Registered Office, Works to deal with the Complaints received by the Company pertaining to gender discrimination and sexual harassment at workplace.

Further, as per the provisions of Section 21 & 22 of the said Act, the Report on the details of the number of cases filed under Sexual Harassment and their disposal for the financial year under review, is as under:-

S. No.	No. of cases pending as on the beginning of the financial year under review	No. of complaints filed during the financial year under review	No. of cases pending for more then 90 Days	No. of cases pending as on the end of the financial year under review
-NIL-

29. DEPOSITORY SYSTEMS

The shares of the Company are in compulsory demat segment and are available for trading in the depository systems of both the National Securities Depository Limited (NSDL) and Central Depository Services (India) Limited (CDSL). As at 31st March 2025, 16617940 Equity shares out of 16948060 Equity Shares of the Company, forming 98.05% of the Companys paid up capital is held in the dematerialized form. Majority of demat shares are with National Securities Depository Limited.

The Company has established connectivity with both Depositories viz. National Securities Depository Limited (NSDL) and Central Depository Services (India) Limited (CDSL).

The Company has appointed M/s MUFG Intime India Private Limited, its Registrar and Share Transfer Agent across physical and electronic alternative.

30. PARTICULARS OF LOANCs), GUARANTEE(S) OR INVESTMENT(S) UNDER SECTION 186 OF THE COMPANIES ACT, 2013

Particulars of loans, guarantees, investments and securities provided during the financial year ended 31 March 2025 have been provided in the Financial Statements which forms part of the Annual Report and the Company has not given any fresh loans, investments or guarantee during the year.

31. CONTRACTS OR ARRANGEMENTS WITH RELATED PARTIES UNDER SECTION 188(1) OF THE COMPANIES ACT, 2013

In line with the requirements of the Companies Act, 2013 and amendment to the Listing Regulations, your Company has formulated a revised Policy on Related Party Transactions, which is also available on the Companys website at www.stylam.com The Policy intends to ensure that proper reporting, approval and disclosure processes are in place for all transactions between the Company and Related Parties. All transactions entered into with related parties as defined under the Companies Act, 2013 read with Regulation 23 of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015, during the year, were in the ordinary course of business and at arms-length price.

There was no materially significant related party transaction entered into by the Company with its promoters, directors or key managerial personnel which may have potential conflict with the interest of the Company at large or which warrants the approval of the members.

Accordingly, The Company did not enter into any contract/ arrangement/ transaction with related parties which is required to be reported in Form No. AOC-2 in terms of Section 134(3) (h) read with Section 188 of the Act and Rule 8(2) of the Companies (Accounts) Rules, 2014.

Details of related party transactions entered into by the Company are disclosed in the financial statements for the financial year ended 31st March, 2025. All related party transactions were placed before the audit committee for prior approval and review on a quarterly basis and prior omnibus approval of the audit committee was obtained for the transactions which were of a repetitive nature.

32. DISCLOSURE ON VIGIL MECHANISM (WHISTLE BLOWER POLICY)

The Companys personnel have direct access to the chairman of the Audit Committee to report concerns about unethical behaviour (actual or suspected), frauds and other grievances. No personnel of the Company have been denied access to the Audit Committee. Adequate safeguards are being provided against victimization of whistle blowers availing of such mechanism.

Whistle Blower Policy of the Company is posted on the website of the Company at the web link: https://stylam.com/assets/front/pdf/cor/policy/ whistleblowerpolicy 001-1.pdf

33. SIGNIFICANT AND MATERIAL ORDERS PASSED BY THE REGULATORS OR COURTS OR TRIBUNALS IMPACTING THE GOING CONCERNS STATUS AND COMPANYS OPERATIONS IN FUTURE

No significant and material order has been passed by the regulators, courts, tribunals impacting the going concern status and Companys operations in future.

34. CORPORATE SOCIAL RESPONSIBILITY (CSR)

Stylam has a strong belief that social responsibility is an integral part of our philosophy. This commitment is reflected in our business practices, accountability and dedication to enhancing the well-being or communities and society through our environmental and social initiatives.

The Company has in place a CSR Policy framed in accordance with the requirements of Section 135 of the Companies Act and Rules framed thereunder.

The CSR Policy is available on the website of the Company at www.stylam.com

Throughout the year, the Company expanded its CSR initiatives, focusing on key areas including Health and Nutrition, Education, Skill Development, Sanitation, Environment and National Sports. These efforts demonstrate our commitment to creating a positive impact in the communities we serve.

An Annual Report on CSR, setting out the disclosures as per Rule 8 of the Companies (Corporate Social Responsibility Policy) Rules, 2014 is annexed herewith as Annexure-5.

35. SECRETARIAL STANDARDS

The Company has complied with the applicable Secretarial Standards - 1 and Secretarial Standards - 2 issued by the Institute of Company Secretaries of India and approved by the Central Government.

36. COMPLIANCE WITH THE SEBI (LISTING OBLIGATIONS &DISCLOSUREREQUIREMENTS) REGULATIONS 2015

The companys equity shares was listed on the Bombay Stock Exchange (BSE) and National Stock Exchange (NSE) which has nationwide trading terminals. The company has paid the Annual Listing Fees to BSE/NSE for the Financial Year 2024-2025. All compliances with respect to the SEBI (Listing Obligations and Disclosure Requirements) Regulations 2015 have been duly made by the company.

37. CODE OF CONDUCT FOR PREVENTION OF INSIDER TRADING

In accordance with the provisions of SEBI (Prohibition of Insider Trading) Regulations, 2015, Stylam Industries Limited is having the Code of Conduct to Regulate, Monitor and Report Trading by Insiders. The said Code is available on the website of the Company at www.stylam.com

38. INDUSTRIAL RELATIONS

Industrial relations and work atmosphere remained cordial throughout the year with sustained communication and engagement with workforce through various forums.

39. SAFETY, HEALTH AND ENVIRONMENT

The Company continues to demonstrate strong commitment to safety, health and environment which have been adopted as core organizational values. The Company assures safety and facilities in accordance with statutory and regulatory requirements. Employees are continuously made aware of hazards / risks associated with their job and their knowledge and skills are updated through requisite training to meet any emergency. Medical and occupational check-ups of employees and eco-friendly activities are promoted. The Company does not produce any kind of hazardous waste.

40. CONSOLIDATED FINANCIAL STATEMENTS

In accordance with the Act and Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 ("Listing Regulations"), the Annual Audited Consolidated Financial Statements for the financial year ended 31 March 2025, together with Report of Auditors thereon, forms part of this annual report.

41. MANAGEMENT DISCUSSION AND ANALYSIS

A detailed review of the operations, performance and future outlook, major events occurred during the year as well as state of companys affairs is given in the Management Discussion and Analysis, which forms part of this report.

42. BUSINESS RESPONSIBILITY & SUSTAINABILITY REPORT (BRSR)

A detailed Business Responsibility & Sustainability Report in terms of the provisions of Regulation 34 of the Listing Regulations is attached herewith as Annexure-6 to the Annual Report.

43. TRANSFER OF UNCLAIMED DIVIDEND TO IEPF

Pursuant to the provisions of Section 124 of the Companies Act, 2013 and Investor Education and Protection Fund Authority (Accounting, Audit, Transfer and Refund) Rules, 2016 read with the relevant circulars and amendments thereto (IEPF Rules), the amount of dividend remaining unpaid or unclaimed for a period of seven years from the due date is required to be transferred to the Investor Education and Protection Fund (IEPF), constituted by the Central Government.

During the FY 2024-25, there is no such amount with respect to Unclaimed Dividend, which is required to be transferred to Investor Education and Protection Fund (IEPF).

44. TRANSFER OF SHARES TO IEPF

Pursuant to the provisions of IEPF Rules, all shares in respect of which dividend has not been paid or claimed for seven consecutive years shall be transferred by the Company to the designated Demat Account of the IEPF Authority (IEPF Account).

During FY 2024-25, there were no shares which are required to be transferred to IEPF Account.

45. CYBER SECURITY AND DATA PRIVACY

With increasing digitalisation, rise in corporate cyber-crimes, high cost of data breaches and evolving regulations, businesses are placing greater focus on detecting, preventing, and combating information security threats. The Company identified its information security risks and is committed to safeguarding business information from internal and external threats. It is also committed to upholding stakeholders right to privacy and, as a responsible corporate, strive to protect their personally identifiable information. The Company has established robust policies and processes on information security.

The Company has implemented an Information Security policy, which provides management direction and guidance to ensure availability, integrity and confidentiality of information and information systems across locations.

46. DIVIDEND DISTRIBUTION POLICY

The Company has formulated and published a Dividend Distribution Policy which provides for the parameters to be considered for declaring/ recommending dividend, circumstances under which the shareholders may or may not expect dividend. The policy is available on the website of the Company at www.stylam.com and also provided in a separate Annexure-7.

47. GENERAL DISCLOSURE

During the year under review:-

• The Company has not made any provisions of money or has not provided any loan to the employees of the Company for purchase of shares of the Company pursuant to the provisions of Section 67 of Companies Act, 2013 and Rules made thereunder.

• The Company has not bought back its shares, pursuant to the provisions of Section 68 of Companies Act, 2013 and Rules made thereunder.

• The has timely payment to micro and small enterprises and payments to micro and small enterprise suppliers does not exceed forty- five days from the date of acceptance or the date of deemed acceptance of the goods or services as per the provisions of section 9 of the Micro, Small and Medium Enterprises Development Act, 2006.

• There is no proceeding pending under the Insolvency and Bankruptcy Code, 2016.

• There was no instance of one-time settlement with any Bank or Financial Institution.

48. ACKNOWLEDGEMENT

Employee relations throughout the Company were harmonious. The Board wishes to place on record its appreciation to all employees in the Company, for their sustained efforts and immense contribution to the good levels of performance and growth that the Company has achieved during the financial year under review.

Your Directors also place on record their sincere thanks and appreciation for the continuing support and assistance received from the financial institutions, banks, Government as well as nongovernment authorities, customers, vendors, and members during the financial year under review.

	for and on behalf of
	STYLAM INDUSTRIES LIMITED
	Sd/-
	JAGDISH GUPTA
	Chairman & Managing Director
	DIN: 00115113
	Sd/-
	MANIT GUPTA
Date: August 29, 2025	Whole Time Director
Place: Chandigarh	DIN: 00889528