Visco Trade Associates Ltd Directors Report

To, The Members of,

GAMCO LIMITED

(Formerly Visco Trade Associates Ltd.)

The Board has pleasure in presenting the 43^rd Annual Report of the Company together with the Audited Statement of Accounts for the financial year ended on 31^st March, 2025 along with Auditors Report thereon.

1. FINANCIAL PERFORMANCE OF THE COMPANY:

During the year under review, the Company registered a profit of H612.15 Lakh before tax for the year ended March 31, 2025, on a standalone basis. A summary of the financial performance of the Company on a standalone and consolidated basis for the financial year ended March 31, 2025, is given below:

(Amount in H Lakh)

Particulars	Standalone		Consolidated
	2024-25	2023-24	2024-25	2023-24
	Current Year	Previous Year	Current Year	Previous Year
Revenue from Operations	5,018.68	21,129.93	6,150.57	22,055.42
Other Income	78.26	25.34	95.73	32.93
Total Income	5,096.94	21,155.27	6,246.32	22,088.35
Total Expenditure	4,484.79	17,238.62	5,461.19	18,144.93
Share of Profit of Associates	-	-	(0.91)	Nil
Profit/(Loss) before Prior Period Items & Tax	612.15	3,916.65	785.13	3,943.42
Less: Prior period Items	-	-	-	-
Profit/(Loss) Before Tax	612.15	3,916.65	785.13	3,943.42
Less: Taxes	490.24	605	534.71	623.65
Deferred tax charge (credit)	(394.37)	(1.07)	(394.36)	(1.06)
Profit /(Loss) After Tax	516.28	3,312.72	644.78	3,320.83
Less: Profit for the year attributable to NonControlling Interest	-	-	3.29	2.70
Profit attributable to the Owner of the Company	516.28	3,312.72	640.58	3,318.13
Add: Balance b/f From the previous year	1,383.09	(1,250.32)	1,504.94	(1,133.88)
Other Comprehensive Income/ (Loss) for the year	32.62	31.27	32.62	31.27
Balance available for appropriation	1,932.00	2,093.66	2,178.14	2,215.52
Less: Appropriations: Dividend Paid	-	48.03	-	48.03
Transferred to Statutory Reserve	(103.26)	(662.54)	(128.12)	(662.55)
Balance Profit /(Loss) c/f to the next year	1,828.74	1,383.09	2,050.02	1,504.94

Revenue from operations on a standalone level during the financial year ended 31^st March, 2025 (FY 2024-25) is substantially lower as compared to the previous year mainly due to change in the volume of sale/purchase of investments as a part of strategic decision of the Board. The performance of your Company is in line with the market trend witnessed in the sectors in which your Company and key performance

indicators are commensurate with the revenue from operations.

On a consolidated basis your Companys performance has been impacted by the similar strategic decision as mentioned above. Considering the micro and macro economic factors having bearing on the operations of subsidiaries whose accounts have

been consolidated with the Companys, overall performance is deemed to be reasonably satisfactory.

The financial and operational performance has been discussed in more detail in the Management Discussion and Analysis Report forming part of this Report.

2. REVIEW OF OPERATIONS & BUSINESS ACTIVITIES & FUTURE OUTLOOK

During the year under the review, your Company has made a Profit after Tax of H516.28 Lakh as against Profit after Tax H3,312.72 Lakh for Financial Year 2023-2024 on standalone basis.

During the year under the review, your Company has made a Profit after Tax of H644.78 Lakh as against Profit after Tax H3,320.83 Lakh for Financial Year 2023-2024 on consolidated basis.

Your directors are identifying prospective areas and will endeavour to make appropriate investments that will improve the revenue and other key performance parameters of the Company in the current Financial Year.

CHANGE IN NATURE OF BUSINESS, IF ANY

There is no change in the nature of business of the Company during the year under review. The Company is carrying on the business of NonBanking Financial Company and holds a valid Certificate of Registration issued by Reserve Bank of India.

3. SHARE CAPITAL

During the year under review as approved by the shareholders of the Company at the ExtraOrdinary General Meeting of the Company, Split / Sub-division of shares of the Company took place on record date 14^th June 2024, from Face Value of H10/-each to Face value of H2/- each, The corporate action for credit of the above shares was effected in accordance with the statutory timeline stipulated in this regard.

During the financial year ended 31^st March, 2025, the Company has issued bonus equity shares in the proportion of 5 (Five) Bonus Equity Share(s) each for every 4 (four) existing Equity Share(s) of H2/- (Rupees Two Only) each held by the Members/Beneficial Owners on 21^st March, 2025 determined as the Record Date by capitalization of [Share Premium Nil to the extent of H6,00,35,000] and the Bonus Shares so distributed shall, for all purposes, rank pari passu with the existing Equity Share(s) and accordingly

the paid-up share capital of the Company increased by 30017500 shares.

The Authorised Share Capital of the Company as on 15^th March, 2025 was increased from H5,65,30,000 (Rupees Five Crore Sixty-Five Lakh and Thirty Thousand Only) divided into 2,82,65,000 (Two Crore Eighty-Two Lakh and Sixty-Five Thousand Only) Equity Shares of H2/- (Rupees Two Only) each to H15,00,00,000 (Rupees Fifteen Crore Only) divided into 7,50,00,000 (Seven Crore Fifty Lakh Only) Equity Shares of H2/- (Rupees Two Only) each by creation of additional 4,67,35,000 (Four Crore Sixty-Seven Lakh and Thirty-Five Thousand Only) Equity Shares of H2/- (Rupees Two Only)

The Issued, Subscribed and Paid-up Share Capital of the Company as at 31^st March, 2025 was H10,80,63000 consisting of 54031500 Equity Shares of H2/-each.

4. TRANSFER TO RESERVES

As required under Section 45IC of the Reserve Bank of India Act, 1934, 20% of the profits are required to be transferred to a Special Reserve Account. An amount of H103.26 Lakh (FY 2023-24: H662.54 Lakh), has been transferred to the said Reserve. An amount of H516.28 Lakh has been carried to the Balance Sheet, as Surplus to Profit and Loss account.

5. MATERIAL CHANGES AND COMMITMENT IF ANY AFFECTING THE FINANCIAL POSITION OF THE COMPANY OCCURRED BETWEEN THE ENDS OF THE FINANCIAL YEAR TO WHICH THIS FINANCIAL STATEMENTS RELATE AND THE DATE OF THE REPORT

No material changes and commitments have occurred from the date of close of the financial year till the date of this Report, which affect the financial position of the Company except as disclosed.

6. DIVIDEND

Your Directors have recommended a Dividend of H0.10p (5%) per equity share of face value H2 each for the financial year ended 31^st March, 2025 to the members of the Company, payable subject to approval of the Shareholders at the ensuing Annual General Meeting (AGM).

7. TRANSFER OF UNCLAIMED DIVIDEND AND UNCLAIMED SHARES:

In terms of the provisions of Investor Education and Protection Fund (Accounting, Audit,

Transfer and Refund) Rules, 2016 (including amendments and modifications, thereof), No amount of unpaid/ unclaimed dividends were required to be transferred during the year under review to the Investor Education and Protection Fund.

8. SUBSIDIARY AND ASSOCIATE COMPANIES

As at 31^st March, 2025, the Company has 6 (six) unlisted Subsidiary Companies, and 6 (Six) Associates Companies as mentioned below and their accounts have been duly consolidated into the accounts of the Company:

Subsidiary Companies

a) Visco Advisory Pvt. Ltd;

b) Gamco Logistics Pvt. Ltd.;

c) Visco Freehold Pvt. Ltd.;

d) Gamco Industrial and Logistics Park (E) Pvt Ltd., (Formerly: Visco Glass Works Pvt. Ltd.);

e) Chowrasta Stores Private Limited and;

f) Complify Trade Private Limited Associate Companies

a) Elika Realestate Pvt. Ltd.

b) Nayek Paper Industries Limited

c) Ancher Freehold Pvt Ltd

d) Dhaataa Property Pvt Ltd

e) Shalimar Gamco Pvt ltd

f) Shalimar Gamco Glasses Pvt Ltd.

During the year under review, Scheme of Amalgamation of Hodor Trading Private Limited (Transferor Company) and Complify Trade Private Limited (Transferee Company) and their respective shareholders and creditors was sanctioned by the Honble Regional Director, Eastern Region vide an order dated July 31,2024.

As a result, Hodor Trading Private Limited, a wholly owned subsidiary of the Company stands merged with Complify Trade Private Limited, a step-down wholly owned subsidiary.

9. CONSOLIDATED FINANCIAL STATEMENTS

Pursuant to the provisions of Section 129(3) of the Act and as stipulated under Regulation 33 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (SEBI LODR), the Consolidated Financial Statements of the Company together with the Auditors Report are included in the Annual Report. A separate statement, containing the salient features of the Financial Statements of the Associate

& Subsidiary Companies, in the prescribed Form AOC-1, is annexed as Annexure-1 in the Annual Report.

The Company has no Material Subsidiary during the Financial Year ended 31^st March, 2025 as per SEBI LODR. In accordance with SEBI LODR Regulations, the Companys policy specifying the criteria for determining the Material Subsidiaries is available in the Company website at https:// www.gamco.co.in/

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

10. FINANCE

The Company continues to manage its capital, receivables, inventories and other working capital parameters in a very prudent and judicious way. These are kept under strict check through continuous monitoring. The financing is done from the Companys own Equity.

11. RISK MANAGEMENT

Risk Management framework commensurate with the nature and size of business has formulated by the Board and is monitored by the Audit Committee. The aim of risk management of your Company is to identify, monitor and take precautionary measures to mitigate the risks to which your Company is exposed to. Your Companys risk management policy is embedded in the business processes.

12. INTERNAL CONTROLS SYSTEMS AND THEIR ADEQUACY

The Company has an adequate Internal Control System, commensurate with the size, scale and complexity of its operations. The findings of critical audit observations are placed before the audit committee on a quarterly basis for an effective monitoring of controls and implementation of recommendations. The Audit Committee regularly reviews the audit findings as well as the adequacy and effectiveness of the internal control measures. Further, the Company has adequate Internal Financial Controls system in place.

During the year under review, no material or serious observation has been observed for inefficiency or inadequacy of such controls.

13. CORPORATE SOCIAL RESPONSIBILITY

During the year under review, as the provisions of the Companies Act, 2013 on Corporate Social Responsibility (CSR) became applicable to the Company, a Policy on Corporate Social

Responsibility was formulated and a Corporate Social Responsibility Committee constituted under Section 135(1) of the Companies Act, 2013. Details of CSR Committee and Policy are set out/ referred in annexure 2.

14. ANNUAL ACCOUNTS AS PER INDIAN ACCOUNTING STANDARDS (IND AS)

The Companys Annual Accounts for the F.Y. 2024-25 along with its Subsidiaries have been prepared as per Indian Accounting Standards (Ind AS) notified under section 133 of the Act, Companies (Indian Accounting Standards) Rules, 2015 and other relevant provisions of the Act as amended from time to time

15. PUBLIC DEPOSITS

The Company is a non-deposit taking NonBanking Financial Company and therefore, it has not accepted any public deposit during the year. Further, your Company has not accepted any deposits within the meaning of Section 73 of the Companies Act, 2013 and the Companies (Acceptance of Deposits) Rules, 2014.

16. RBI GUIDELINES

As a Non-Deposit Taking NBFC, your Company always strives to operate in compliance with applicable RBI Laws, Rules and Regulations and make all efforts necessary towards full compliance in this respect.

17. PARTICULARS OF LOANS, GUARANTEES AND INVESTMENTS

The Company is exempted from the applicability of the provisions of Section 186 of the Companies Act, 2013 (Act) read with Rule 11 of the Companies (Meetings of Board and its Powers) Rules, 2014 and Companies (Meetings of Board and its Powers) Amendment Rules, 2015 as your Company is Non-Banking Financial Company.

18. TRANSACTIONS WITH RELATED PARTIES - SCOPE OF SECTION 188(1) OF THE COMPANIES ACT, 2013

The Company has duly complied with the requirements of the Companies Act, 2013 while dealing with any related parties. The details of the transaction entered into with the Related Parties are disclosed in Annexure-3 and notes of the Financial Statements.

19. AUDITORS STATUTORY AUDIT

As per the recommendation of Audit Committee, Board and subsequent approval of the Members

in 40^th Annual General Meeting M/s Pawan Gupta & Co, Chartered Accountants, (ICAI Firm Registration Number: 318115E, Peer Review No.:020836) were appointed as the Statutory Auditors of the Company at the Annual General Meeting (‘AGM") of the Company held on 22^nd September, 2022, for a term of five consecutive years commencing from conclusion of the 40^th AGM up to the conclusion of the 45^th AGM to be held in the year 2027.

The Statutory Auditors report for the year ended 31^st March, 2025 does not contain any qualifications, reservations, or adverse remarks or disclaimer.

SECRETARIAL AUDIT

Pursuant to the provisions of section 204 of the Companies Act, 2013 and The Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 the Company has appointed Mr. Babu Lal Patni, Practicing Company Secretaries (FCS-2304) for the financial year 2024-25 to undertake the Secretarial Audit of the Company. The Secretarial Audit report for the financial year ended 31^st March, 2025 is annexed herewith as Annexure - 4 to this report.

The Secretarial Audit Report does not contain any qualification, reservation or adverse remark or disclaimer. During the financial year, your Company has complied with applicable Secretarial Standards respectively.

Further, Pursuant to the provisions of section 204 of the Companies Act, 2013 and The Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 and SEBI (LODR) Regulations, 2015, Mr. Babu Lal Patni (FCS: 2304), Practicing Company Secretary, a peer reviewed firm, will be appointed as Secretarial Auditor of the Company to hold office for a term of 5 years from the ensuing Annual General Meetings until the conclusion of the 48^th Annual General Meetings of the Company, subject to shareholders approval.

INTERNAL AUDITORS

M/s Kandoi & Associates, Practicing Chartered Accountants was appointed by the Board of Directors as the Internal Auditor of the Company for the financial year 2024-2025. The Report of the Internal Audit is placed before Audit Committee.

COST AUDIT AND COST RECORDS

Maintenance of cost records and requirement of cost audit as prescribed under the provisions of Section 148(1) of the Companies Act, 2013 is not applicable for the Company.

20. DIRECTORS AND KEY MANAGERIAL PERSONNEL(KMP)

In accordance with the provisions of Section 152 of the Companies Act, 2013 read with the Articles of Association of the company, Mr. Dipak Sundarka (DIN: 05297111) Wholetime Director of the Company, retires by rotation and being eligible offers himself for re-appointment at the forthcoming Annual General Meeting. The Board recommends his re-appointment for the consideration of the Members at the ensuing Annual General Meeting of the Company.

During the year under review, Mr. Nitin Daga (DIN: 08606910) was appointed as Independent director w.e.f 12^th February, 2025 for the term of five years. Mr. Niranjan Kumar Choraria, retired as

Independent Director (DIN: 03626290) since his term expired on 12^th February, 2025.

After the year end, Mr. Dinesh Arya was appointed as Non-Executive Independent Director of the Company (Additional) w.e.f. 31^st July, 2025 for the term of two years, subject to shareholders approval in ensuing A.G.M.

Ms. Megha Patodia (ACS 48639), was appointed as Company Secretary & Compliance Officer of the Company w.e.f. 02^nd August 2024. She resigned from the said position w.e.f. the close of business hours on 16^th May, 2025 due to her personal reasons. Mr. Risbh Kumar Singhi (ACS 52762) was appointed as the Company Secretary and Compliance Officer of the Company w.e.f. 27^th June, 2025. Mr. Singhi also acts as the nodal officer of the Company as per IEPF Rules.

The composition of the Board and KMPs as at 31^st March, 2025 is given below:

Sl. Name No	Designation	Category
1. Rajeev Goenka#	Non-Executive Director (upto 30th May, 2024) and Managing Director (w.e.f. 31st May, 2024)	Executive Director/Key Managerial Person
2. Vinay Kumar Goenka*	Non-Executive Director	Non-Executive - Non-Independent Director
3. Dipak Sundarka	Whole Time Director	Executive Director/ Key Managerial Person
4. Niranjan Kumar Choraria	Independent Director (upto 12th February 2025)	Non-Executive-Independent Director
5. Nitin Daga	Independent Director (w.e.f. 12th February 2025)	Non-Executive-Independent Director
6. Ayushi Khaitan	Independent Director	Non-Executive- Independent Director
7. Rhythm Arora	Independent Director	Non-Executive- Independent Director
8. Gopal Kumar Roy	Chief Financial Officer	Key Managerial Person
9. Megha Patodia (up to 16th May, 2025)	Company Secretary	Key Managerial Person

# Non-Executive Director (upto 30^th May, 2024)

* was Managing Director (up to 30^th May, 2024)

21. DIRECTORS RESPONSIBILITY STATEMENT

In terms of the requirement of Section 134 (3) (c) of the Companies Act, 2013, your Directors state that:

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

b) the Directors had selected such accounting policies and applied them consistently and made judgments and estimates that

are reasonable and prudent so as to give a true and fair view of the state of affairs of the company at the end of the financial year and of the profit of the Company for that period;

c) 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

d) the Directors had prepared the annual accounts on a going concern basis;

e) the Directors, in the case of a listed company, 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

f) 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.

22. MEETINGS

During the Financial Year 2024-2025, 8 (Eight) Board meetings were held on 26^th April, 2024, 31^st May, 2024, 02^nd August, 2024, 16^th October, 2024, 29^th October, 2024, 29^th November, 2024, 28^th January, 2025 and 20^th February, 2025. The Company is in compliance with the applicable provisions of the Act with regard to intervening gap between the two Meetings of the Board and Committee(s).

23. 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 SEBI Listing Regulations.

The performance of the Board was evaluated by the Board after seeking inputs from all the directors on the basis of criteria such as the board composition and structure, effectiveness of board processes, information and functioning etc.

The performance of the committees was evaluated by the Board after seeking inputs from the committee members on the basis of criteria such as the Composition of Committees, Effectiveness of Committee Meetings, etc. The above criteria are broadly based on the Guidance Note on Board Evaluation issued by the Securities and Exchange Board of India.

COMMITTEES Audit Committee

The composition, procedure, role/function of the Audit Committee complies with the requirements of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015. During the year under review 8 (Eight) meetings of the Audit Committee were held on 26^th April, 2024, 31^st May, 2024, 02^nd August, 2024, 16^th October, 2024, 29^th October, 2024, 29^th

November,2024, 28^th January, 2025 and 20^th February, 2025.

During the financial year there was reconstitution of Audit Committee and the composition of committee as at 31^st March, 2025 is as follows:

Sl. Name No	Designation	Category
1. Nitin Daga	Chairman	Non-Executive- Independent Director
2. Rajeev Goenka	Member	Executive Director
3. Ayushi Khaitan	Member	Non-Executive- Independent Director

During the year under review, all recommendations of the Audit Committee were accepted by the Board.

Nomination and Remuneration Committee

The nomination and remuneration committee has been constituted by the Board of Directors to review and / or recommend regarding the composition of the Board; identify independency of Directors and the remuneration of the Executive Directors of the Company in accordance with the guidelines lay out by the statute and the listing agreement with the stock exchange. The committee evaluates and approves the appointment and remuneration of senior executives, the Companys remuneration plan, policies and programs and any other benefits. During the year 3 (Three) meetings of the nomination and remuneration committee were held on 31^st May, 2024 and 02^nd August, 2024 and 20^th February, 2025.

During the financial year 2024-25 there was reconstitution of Nomination and Remuneration Committee and the composition of committee as at 31^st March, 2025 is as follows:

Name	Designation	Category
1. Rhythm Arora	Chairman	Non-Executive- Independent Director
2. Ayushi Khaitan	Member	Non-Executive- Independent Director
3. Vinay Kumar Goenka	Member	Non-Executive - Non Independent Director

Stakeholders Relationship Committee

The Stakeholders/Investors Grievance Committee is constituted to look into the specific complaints received from the Shareholders of the Company. During the year under review 1 (One) meeting of the Stakeholders Relationship Committee were held on 29^th October, 2024. Investor grievances are resolved by the Committee who operates subject to the overall supervision of the Board. The Committee meets on the requirement basis during the financial year to monitor and review the matters relating to investor grievances.

The Company had not received any complaints from its investors during the FY 2024-25. At present there are no complaints pending to be resolved before SEBI SCORES.

During the financial year there was reconstitution of Stakeholders Relationship Committee and the composition of committee as at 31^st March, 2025 is as follows:

Name	Designation	Category
1. Nitin Daga	Chairman	Non-Executive- Independent Director
2. Ayushi Khaitan	Member	Non-Executive- Independent Director
3. Dipak Sundarka	Member	Wholetime Director

Allotment Committee

The Allotment Committee was constituted by the Board at its meeting held on 20^th February, 2025 for the purpose of issuing bonus shares. The Committee comprises of three Directors, including one Independent Director and met on the requirement basis during the year under review.

During the financial year the composition of allotment committee as on 31^st March, 2025 is as follows:

Name	Designation	Category
1. Rajeev Goenka	Chairman	Managing Director
2. Ayushi Khaitan	Member	Non-Executive- Independent Director
3. Nitin Daga	Member	Non-Executive- Independent Director

The Allotment Committee ceased to be in existence with effect from 27^h June, 2025.

24. POLICY ON DIRECTORS APPOINTMENT AND REMUNERATION AND OTHER DETAILS

A Policy in respect of Directors Appointment and Remuneration and other details has been made by the Company. The Nomination and Remuneration Committee approves/ disapproves any such appointments and its terms in accordance with the Policy formed in this respect.

25. DECLARATION OF INDEPENDENT DIRECTOR

The Independent Directors, namely, Mr. Rhythm Arora, Ms Ayushi Khaitan and Mr. Nitin Daga, Mr. Dinesh Arya have given declarations that they meet the criteria required under Section 149(6) of the Companies Act, 2013.

26. CORPORATE GOVERNANCE

A separate Report on Corporate Governance for the Financial Year ended 31^st March, 2025 is being annexed herewith this Report as Annexure - 5.

27. VIGIL MECHANISM/ WHISTLE BLOWER POLICY

The Company has a Vigil Mechanism / Whistle Blower Policy to deal with instance of fraud and mismanagement, if any.

The Policy ensures that strict confidentiality is maintained whilst dealing with concerns and also that no discrimination will be made to any person for a genuinely raised concern.

28. PARTICULARS OF EMPLOYEES

The Company has no employee drawing remuneration beyond the limit in terms of the provisions of Section 197(12) of the Act read with Rules 5(2) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014. The prescribed particulars of remuneration of employees are set out as Annexure - 6 to this Report.

None of the employees of the Company are in receipt of remuneration in excess of the limit prescribed under Section 197(12) of the Companies Act, 2013, read with Rule 5(1) of the Companies (appointment and Remuneration of Managerial Personnel) Rules 2014.

29. ANNUAL RETURN (MGT-7)

The Annual Return in Form MGT-7 will be placed on the Companys website at: https://www. gamco.co.in/.

30. SECRETARIAL STANDARDS OF ICSI

The Company has complied with the requirements of all applicable Secretarial Standards issued by Institute of Company Secretaries of India.

31. MANAGEMENT DISCUSSION AND ANALYSIS REPORT

The Audit Committee has reviewed the Management Discussion and Analysis (MDA) prepared by the Management and the Board has approved the same. Statements in MDA report of the Companys Objective, Projections, Estimates, Exceptions and Predictions are forward looking statements subject to the applicable laws and regulations. Companys operations are affected by many external and internal factors which are beyond the control of the management. Thus, the actual situation may differ from those expressed or implied. The Company assumes no responsibility in respect of forward-looking statements that may be amended or modified in future on the basis of subsequent developments, information or events. Annexure-7

32. DISCLOSURE UNDER THE SEXUAL HARASSMENT OF WOMEN AT WORKPLACE (PREVENTION, PROHIBITION AND REDRESSAL) ACT, 2013

The Company has in place a policy on Prevention, Prohibition and Redressal of Sexual Harassment of Women at Workplace in line with the requirements of the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013. All employees (permanent, contractual, temporary, trainees) are covered under the policy. There was no complaint received from any employee during the Financial Year 2024-25 and hence, no complaint is outstanding as on 31^st March, 2025 for redressal.

33. 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.

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.

34. GENDER-WISE COMPOSITION OF EMPLOYEES

In alignment with the principles of diversity, equity, and inclusion (DEI), the gender composition of the Companys workforce as at the March 31, 2025 was as follows. Male Employees: 6, Female Employees: 2, Transgender Employees: NIL.

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

35. OTHER DISCLOSURES

The Auditors of the Company have not reported any instances of fraud committed in the Company by its officers or employees as specified under section 143(12) of the Act, details of which needs to be mentioned in this Report.

There are no applications made or any proceeding pending against the Company under Insolvency and Bankruptcy Code, 2016 (31 of 2016) during the financial year.

36. LISTING OF SHARES

The equity shares of the Company continue to be listed at BSE Limited-Scrip Code: 540097 and annual listing fees for the F.Y.-2025-26 have been paid with due date .

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

The Company is a Non-Banking Financial Company and therefore, information relating to Conservation of Energy and Technology Absorption are not applicable.

The Company has neither earned nor used any foreign exchange during the year under review.

38. SIGNIFICANT AND MATERIAL ORDERS PASSED BY THE REGULATORS OR COURTS

There is no significant material order passed by the Regulators / Courts which would impact the going concern status of the Company and its future operations.

39. ACKNOWLEDGEMENTS

Your Directors place on record their appreciation for the cooperation and support extended by the Government, Banks/ Financial Institutions, and all other business partners and the services rendered by the employees at all levels who have been directly or indirectly connected with the Company.

	For and on behalf of the Company GAMCO LIMITED
	Sd/-	Sd/-
	(Dipak Sundarka)	(Rajeev Goenka)
Place: Kolkata	Wholetime Director	Chairman
Date: 21st August, 2025	DIN: 05297111	DIN: 03472302