The Board of Directors of your Company has pleasure
in presenting herewith their 25^th Annual Report of
Aurangabad Distillery Limited together with the
Audited Financial Statements for the financial year
ended 31^st March, 2025.

FINANCIAL RESULTS

The Company's financial performance for the year
under review along with previous year's figures is
given hereunder:

(Amount in Lakhs)

REVIEW OF OPERATIONS AND FUTURE OUTLOOK

The Company generated revenue of Rs. 11,117.10 Lakhs
during the current year as against revenue of Rs.
13,069.58 Lakhs generated in the preceding year. The
operations of the Company have resulted into post tax
profit of Rs. 897.08 Lakhs against post tax profit of Rs.
2,092.53 Lakhs in the preceding year.

The product portfolio of Company includes production
of various types of Alcohol viz. Rectified Spirit, Extra
Neutral Alcohol, Denatured Spirit and Anhydrous
Alcohol (Ethanol).

DIVIDEND

Owing to the growing business needs and the
necessity to plough back the profits in the business,
your directors do not recommend any dividend for the
year.

TRANSFER TO RESERVES

The Board of Directors does not propose to transfer
any amount to general reserve during the year under
review.

ANNUAL RETURN

The Annual Return of the Company as on 31^st March,
2025 is available on the Company's website and can
be accessed at https://aurangabaddistillery.com/.

NUMBER OF MEETINGS OF THE BOARD

The Board of Directors met Six (6) times during the
year under review on 25^th May 2024, 02^nd September
2024, 30^th September 2024, 15^th October 2024, 13^th
November 2024 and 13^th February 2025 respectively.
Notice of meetings with agenda along with necessary
details was sent to the Directors in time.

Further following are the details with respect to Board
meeting attendance by each Director.

COMMITTEES OF THE BOARD:

i) Audit Committee

Composition of Audit Committee of the Company
comprises as follows:

ii) Nomination and Remuneration Committee

Composition of Nomination and Remuneration
Committee comprises as follows:

iii) Stakeholders Relationship Committee

Composition of Stakeholders Relationship
Committee comprises as follows

DIRECTORS AND KEY MANAGERIAL PERSONNEL

During the financial year under review, there were no
changes in the composition of the Board of Directors.
No appointments, resignations, or cessations took
place.

In accordance with Section 152 of the Companies Act,
2013, Mr. Kanayalal Kimatram Kalani and Mrs. Jagjitkaur
Amardeepsingh Sethi are retiring by rotation at the
ensuing Annual General Meeting and being eligible
have offered themselves for re-appointment.

KEY MANAGERIAL PERSONNEL (KMPS)

Pursuant to provisions of Section 203 of the Act, your
Company has the following KMPs as on the date of the
report:

DECLARATION FROM INDEPENDENT DIRECTORS

All Independent Directors have given Declaration
confirming that;

a. They meet the criteria for independence as laid
down under Section 149(6) of the Companies Act,
2013, and Regulation 25(8) read with 16(1) (b) of the
Listing Obligation and Disclosure Requirements,
2015.

b. The Independent Directors have complied with
the Code for Independent Directors prescribed in
Schedule IV to the Act.

c. They have registered their names in the
Independent Directors' Databank pursuant to
Sub-rule (1) and (2) of Rule 6 of the Companies
(Appointment and Qualifications of Directors)
Rules, 2014 and amendments thereto.

In the opinion of the Board, the Independent Directors
fulfil the conditions specified in the Listing Regulations
and are Independent of the Management. Further
there has been no change in the circumstances
affecting their status as Independent Directors of
the Company. Further, the Board also states that
Independent Directors are the persons of integrity and
have adequate experience to serve as Independent
Directors of the Company.

COMPANY’S POLICY ON DIRECTORS’
APPOINTMENT AND REMUNERATION INCLUDING
CRITERIA FOR DETERMINING QUALIFICATIONS,
POSITIVE ATTRIBUTES, INDEPENDENCE OF A
DIRECTOR AND OTHER MATTERS PROVIDED
UNDER SUB-SECTION (3) OF SECTION 178

Pursuant to the provisions of Section 178(3) of the
Act, your Company has framed a policy on Directors'
appointment and remuneration and other matters
(“Remuneration Policy”) which is available on the
website of the Company at https://aurangabaddistillery.
com/.

DIRECTORS’ RESPONSIBILITY STATEMENT

Pursuant to Section 134(5) of the Companies Act, 2013,
the Board of Directors of your Company, to the best of
their knowledge and ability, confirm that:

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

(b) The Directors have selected such accounting
policies and applied them consistently and made
judgments and estimates that are reasonable
and prudent so as to give a true and fair view of
the state of affairs of the Company at the end of
the financial year and of the profit & loss of the
Company for that period;

(c) The Directors have taken proper and sufficient
care for the maintenance of adequate accounting
records in accordance with the provisions of the
Act for safeguarding the assets of the Company
and for preventing and detecting fraud and other
irregularities;

(d) The Directors have prepared the annual accounts
on a going concern basis;

(e) The Directors have laid down proper internal
financial controls and system which are adequate
and are operating effectively; and

(f) The Directors have devised proper systems
to ensure compliance with the provisions of
all applicable laws and that such systems are
adequate and operating effectively.

AUDITORS & THEIR REPORTS

STATUTORY AUDITORS

In the 22^nd Annual General Meeting of the Company
held on 30^th September 2022, members of the
Company have appointed M/s. HMA & Associates,
Chartered Accountants, Pune (Firm Registration No.:
100537W) as a Statutory Auditors of the Company to
hold office from the conclusion of 22^nd Annual General
Meeting for a period of 5 (five) consecutive financial
years until the conclusion of the 27^th Annual General
Meeting to be held for the financial year 2027-28.

The report given by the Statutory Auditors on the
financial statements of the Company forms part of this
Annual Report.

There has been no qualification, reservation, adverse
remark or disclaimer given by the Statutory Auditors in
their report except below:

1. Auditor Observation: As per Rule 3(1) of the
Companies (Accounts) Rules, 2014, every company
which uses accounting software for maintaining its
books of account, shall use only such accounting
software which has a feature of recording audit
trail of each transaction, creating an edit log of
each change made in the books of account along
with the date when such changes were made and
ensuring that the audit trail cannot be disabled. The
accounting software used by the Company has the
feature to maintain the audit trail but the same was
not enabled throughout the year. Though the audit
trail was not enabled throughout the audit period,
our opinion on the books of accounts is not vitiated
as we have adopted alternative audit procedures
to confirm that the financial statements are free
from material misstatements and present true and
fair view of the financial position of the company.

Management Reply: Management is committed to
ensuring data security and compliance with new
Indian legislation by enabling audit trail logging at the
database level. Further, testing has been conducted
for assessing the impact on system performance and
the Company has successfully implemented audit trail
facility.

Auditor Observation: The State Excise Department has
raised a demand for excise duty, which, in their view,
has been evaded by the company. The company has
made an appeal to the state excise minister, who has
temporarily stayed the demand without specifying a
timeline for the stay. The company has also sought
legal opinion on the matter, and it has been disclosed
in the Director's Report. According to the directors,
this demand is completely erroneous and mala fide
and will be quashed in due course of time. After
reviewing all the relevant documents, we believe that
the company's ability to continue as a going concern is
not challenged, despite the raised demand. We have
provided a detailed note on this matter in Note No. 34
under Contingent Liabilities in the financial statements.

Management Reply: The demand for the excise duty
was received in the financial year 2023-24, and the
Board of Directors firmly believes that the claim is
erroneous and mala fide, and is confident that the
matter will be resolved in the Company's favour and
After careful evaluation of all relevant documents and
legal inputs, the Board is of the considered view that
the demand does not pose any threat to the Company's
financial position or its status as a going concern.

DETAILS IN RESPECT OF FRAUDS REPORTED BY
AUDITORS UNDER SUB-SECTION (12) OF SECTION
143 OF THE COMPANIES ACT, 2013 OTHER THAN
THOSE WHICH ARE REPORTABLE TO THE CENTRAL
GOVERNMENT

There were no frauds reported by Auditors under Sub¬
Section (12) of Section 143 of the Companies Act, 2013
other than those which are reportable to the Central
Government.

SECRETARIAL AUDITORS

The Board of Directors had appointed M/s. Prajot
Tungare & Associates, Practicing Company Secretaries
as the Secretarial Auditors of your Company to issue a
Secretarial Audit Report pursuant to Section 204 of the
Companies Act, 2013 for the Financial Year 2024-25.
The Secretarial Auditors have given their report, which
is annexed hereto as “Annexure I”.

Further, as per recommendation of the Audit
Committee, the Board of Director has appointed M/s.
Prajot Tungare & Associates, Practicing Company
Secretaries as Secretarial Auditors of your Company
a term of Five (5) years from financial year 2025-26

to 2029-30 subject to approval of the Members in the
ensuing Annual General Meeting.

There has been no qualification, reservation, adverse
remark or disclaimer given by the Statutory Auditors in
their report except below:

> There has been delay of more than three
months in appointment of Company Secretary
as a Compliance officer as per Regulation 6 of
The Securities and Exchange Board of India
(Listing obligations and Disclosure Requirements)
Regulations, 2015.

Management Reply: The Management has taken
proactive actions for appointment of Company
Secretary and Compliance Officer in time but
the company has not received any responses.
However, the company has appointed Ms. Pooja
Soni as a Company Secretary and Compliance
Officer of the company from 25^th May 2024.

COST AUDITORS

The Company is required to have the audit of its
cost records conducted by a Cost Accountant in
Practice. In this connection, the Audit Committee
has recommended to the Board of Directors and the
Board of Directors had approved the appointment of
M/s. Dargad & Associates, Cost Accountants, as Cost
Auditors of the Company to conduct the Cost Audit
functions for the Financial Year 2024-25.

Further, based on the recommendation of the Audit
Committee, the Board of Director has re-appointed
M/s. Dargad & Associates, Cost Accountants, as Cost
Auditors of the Company to conduct the Cost Audit
functions for the Financial Year 2025-26 subject to
ratification of remuneration of the cost auditor in
ensuring Annual General Meeting.

In accordance with the provisions of the Act, read with
the Companies (Cost Records and Audit) Rules, 2014,
the Company has maintained cost records.

INTERNAL AUDITOR

The Board of Directors had appointed M/s. S. R. Bakare
& Co., Chartered Accountants as the Internal Auditor
of the Company pursuant to Section 138 and other
applicable provisions, if any of the Companies Act for
the financial year 2024-25.

As per recommendation of the Audit Committee, the
Board of Director has re-appointed M/s. S. R. Bakare
& Co., Chartered Accountants as an Internal Auditor of
the Company for the Financial Year 2025-26.

SHARE CAPITAL

The Shareholder of the Company at their Annual
General Meeting held on 30^th September 2024 has
approved the increase in Authorised Share Capital
of the Company from Rs. 9,00,00,000/- (Rupees Nine
Crore Only) divided into 90,00,000 (Ninety Lakhs)
Equity shares of Rs. 10/- each to Rs. 11,00,00,000/-
(Rupees Eleven Crore Only) divided into 1,10,00,000
(One Crore Ten Lakh) Equity shares of Rs. 10/- each.

The paid-up share capital of the Company as on 31^st
March 2025 was Rs. 1025.00 lakhs.

During the year under review, the Company has issued
20,50,000 Equity Shares as Bonus shares in the ratio
of 1:4 i.e. 1 Equity Shares for every 4 equity shares held.

PARTICULARS OF LOANS, GUARANTEES OR
INVESTMENTS

Particulars of loans given, investments made,
guarantees given and securities provided during the
year are mentioned in the table herein-below:

PARTICULARS OF CONTRACTS OR ARRANGEMENTS
MADE WITH RELATED PARTIES

The transactions entered by the Company with related
parties were in ordinary course of business and at
arm's length basis. The particulars of transactions
entered with related parties are annexed herewith as
“Annexure II” to this report.

MATERIAL CHANGES AND COMMITMENT, IF ANY,
AFFECTING THE FINANCIAL POSITION OF THE
COMPANY

No material changes and commitments affecting the
financial position of the Company occurred between
the end of the financial year to which these financial
statements relate till the date of this report.

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

The particulars prescribed under section 134(3)(m)
of the Companies Act, 2013 read with Rule 8 of the
Companies (Accounts) Rules, 2014, are set out in
Annexure - III to this Report.

DEVELOPMENT AND IMPLEMENTATION OF RISK
MANAGEMENT POLICY OF THE COMPANY

The Company has a robust risk management framework
that includes a well-defined risk governance structure
and established processes. It proactively identifies
and assesses all strategic, operational, and financial
risks by analyzing the most up-to-date risk information
from both internal and external sources. This valuable
insight is then utilized to plan and implement risk
mitigation activities effectively.

INTERNAL FINANCIAL CONTROLS

The Company has implemented comprehensive
procedures to ensure robust internal financial controls.
It consistently adheres to industry best practices to
safeguard its assets, prevent and detect frauds and
errors, maintain the accuracy and completeness of
accounting records, and ensure the timely preparation
of reliable and accurate financial information.

SUBSIDIARIES, JOINT VENTURES AND ASSOCIATE
COMPANIES AND THEIR POSITION & FINANCIAL
PERFORMANCE

The Company does not have any Subsidiary, Joint
Venture or Associate Company.

DEPOSITS

The Company has not accepted any deposits within
the meaning of Section 73 of the Companies Act, 2013.

DETAILS OF SIGNIFICANT AND MATERIAL ORDERS
PASSED BY THE REGULATORS OR COURTS
IMPACTING THE GOING CONCERN STATUS AND
COMPANY’S OPERATIONS IN FUTURE PURSUANT
TO RULE 8(5) (VII) OF COMPANIES (ACCOUNTS)
RULES, 2014

The Company has not received any significant or
material order passed by regulators or courts or
tribunals impacting the Company's going concern
status or the Company's operations in future.

MANAGEMENT’S DISCUSSION AND ANALYSIS
REPORT

Management's Discussion and Analysis Report for the
year under review, as stipulated under the Securities
and Exchange Board of India (Listing Obligations and
Disclosure Requirements) Regulations, 2015 (“Listing
Regulations”) is presented in “Annexure-IV” to this
report.

PERFORMANCE EVALUATION

The Company has developed a comprehensive
policy for evaluating the performance of the Board,
Committees, and individual Directors, including
Independent Directors and Executive Directors. This

policy encompasses various criteria for assessing the
performance of Non-executive Directors and Executive
Directors.

The Board evaluated its performance after seeking
inputs from all the Directors based on 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 based on 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 on 5^th January, 2017.

Importantly, this evaluation process ensures
compliance with all relevant laws, regulations, and
guidelines.

PARTICULARS OF EMPLOYEES

Disclosure as per Section 197(12) of the Companies Act,
2013 and Rule 5 of the Companies (Appointment and
Remuneration of Managerial Personnel) Rules, 2014 is
annexed herewith as “Annexure -V” to this report.

VIGIL MECHANISM

The Company has a vigil mechanism named as
Whistle Blower Policy of the Company in compliance
of provisions of section 177(10) of the companies Act
2013, an avenue to raise concern and access in good
faith the Chairman of the Audit Committee which
provide for adequate safeguard against victimization
of person.

The Policy on Whistle Blower Policy is available on the
website of the Company under the weblink at www.
aurangabaddistillery.com.

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

As per requirements of the Sexual Harassment of
Women at Workplace (Prevention, Prohibition and
Redressal) Act, 2013, the Company has designed and
implemented a comprehensive policy and framework
to promote a safe and secure work environment,
where every person at the workplace is treated with
dignity and respect. Moreover, the Company's policy
is inclusive and gender neutral. Further, the complaint
redressal mechanism detailed in the policy ensures
complete anonymity and confidentiality.

Internal Complaint Committee (ICC) have been
constituted as per the requirement with the highest
governance norms. During the year under review,
there was no complaints received pursuant to the
aforesaid Act.

CORPORATE SOCIAL RESPONSIBILITY INITIATIVE

Pursuant to the Section 135(9) of the Companies
Act, 2013, the CSR Committee is not required to be
constituted if an amount to be spent by the Company
in a year does not exceed Rs. 50 Lakhs. Currently, the
CSR liability for the Company is less than Rs.50 Lakhs.
Hence all functions for fulfilling CSR liability shall be
carried out by the Board of Directors of the Company.

Pursuant to Rule 8 of the Companies (CSR Policy)
Rules, 2014 the detailed Report on CSR Activities for
the financial year 2024-25 is enclosed as “Annexure-
VI”.

COMPLIANCE WITH SECRETARIAL STANDARDS

During the financial year, your Company has complied
with the applicable Secretarial Standards issued by the
Institute of Company Secretaries of India.

INSOLVENCY AND BANKRUPTCY CODE UPDATE

No application has been made / No proceeding is
pending under the Insolvency and Bankruptcy Code,
2016 during the year under review.

VALUATION FOR ONE TIME SETTLEMENT WITH
BANK AND FINANCIAL INSTITUTION

The Company has not made any valuation for one-time
settlement with Bank and financial Institution. Hence,
there is no reason for elaboration on the said aspect.

NATURE OF COMPANIES AFFAIRS

The Company is the process to carry on the business
of Wine & Liquor Manufacturing, Marketing, Purchase

and Sale thereof either wholesale or retail and to run
Business of Distilleries or Breweries, to manufacture,
wine spirits and Brew Beer, mineral waters, aerated
waters, drinkables and other liquids and processed
items of every description and to carry on business of
toddy and other liquor and toddy operations thereof
and to run permit rooms within the republic of India
and during the year the company has not altered its
main object.

ACKNOWLEDGEMENTS

Your directors place on records their sincere thanks to
bankers, business associates, consultants, and various
Government Authorities for their continued support
extended to your Companies activities during the
year under review. Your directors also acknowledge
gratefully the shareholders for their support and
confidence reposed on your Company.

For and on behalf of the Board of Directors of
Aurangabad Distillery Limited

Amardeepsingh Sethi

Chairman & Whole time Director
DIN: 00097644
Address: Trilok Villa P. No. 17-18,
Town Centre N-1 CIDCO Aurangabad, 431001

Date: 28^th May 2025
Place: Pune