Your Directors have pleasure in presenting the 34^th Annual
Report on the business and operations of the Company and
the Audited Financial Statement for the financial year ended
March 31, 2025.

Performance Highlights

The summarised financial highlight is depicted below:

OPERATIONS REVIEW

Standalone

The Company's Standalone revenue from operations for FY
2024-25 was t 15,813.27 Lakhs, compared to t 17,381.59 Lakhs
in the previous year. The Company's profit before exceptional
items and tax on a standalone basis was t 1,440.85 Lakhs during
the year compared to t 1,618.09 Lakhs in the previous year.
The Company earned a net profit of t 1,028.89 Lakhs during the
year compared to t 1,201.05 Lakhs in the previous year.

Consolidated

The Company's consolidated revenue from operations for FY
2024 - 25 was t 60,819.38 Lakhs compared to t 52,893.22 Lakhs
in the previous year. The Company's profit before exceptional

items and tax on a consolidated basis was t 4,440.17 Lakhs
during the year compared to t 3,941.59 Lakhs in the previous
year. The Company earned a net profit of before exceptional
items and tax on a consolidated basis was t 2,921.59
Lakhs during the year compared to t 3,000.87 Lakhs in the
previous year.

SUBSIDIARY COMPANIES AND FINANCIAL DETAILS

Oriental Foundry Private Limited

As on March 31, 2025, the Company had 1 Wholly Owned
Subsidiary Namely "Oriental Foundry Private Limited" (“OFPL").

During the year, the Board of Directors reviewed the affairs of
the subsidiary.

The OFPL's revenue from operations for FY 2024-25 was
' 45,722.34 Lakhs as compared to ' 36,116.48 Lakhs in the
previous year. The Company's profit before exceptional items
and tax was ' 2,999.32 Lakhs during the year as compared
' 2,323.49 Lakhs in the previous year. The Company earned
a net profit of ' 1,892.70 Lakhs during the year compared to
' 1,799.82 in the previous year.

The Consolidated Financial Statements of the Company and
its subsidiary, prepared in accordance with Indian Accounting
Standards notified under the Companies (Indian Accounting
Standards) Rules, 2015 ('Ind AS'), form part of the Annual Report
and are reflected in the Consolidated Financial Statements
of the Company.

Pursuant to the provisions of Section 129(3) of the Companies
Act, 2013 ('the Act') and Rules 5 and 8(1) of the Companies
(Accounts) Rules, 2014, the salient features of the financial
position of subsidiary are given in Form AOC-1 set out as
"Annexure G" to this Report.

During the year under review, no Company has become or
ceased to be a subsidiary of the Company. The Company does
not have any associate or joint venture companies.

The separate financial statement of the subsidiary Company is
available on the website of the Company and can be accessed
at https://www.orientalrail.com/subsidiary-annual-report.php

The policy for determining material subsidiaries as
approved is available on the Company's website at
https://www.orientalrail.com/policies-code-and-
compliances.php

DIVIDEND

Your Directors are pleased to recommend a Final Dividend of
' 0.10 (Rupees Ten paise only) i.e. @ 10% per equity share of
the face value of ' 1/- each for the financial year ended March 31,
2025 subject to the approval of members of the Company at
the ensuing Annual General Meeting.

SHARE CAPITAL

During the financial year under review, the Company
witnessed the following changes in its Equity Share Capital
pursuant to the approvals granted by the Nomination and
Remuneration Committee and the Allotment Committee of
the Board of Directors:

1. Allotment of Equity Shares under ORIL Employee Stock

Purchase Scheme 2024 ("ORIL ESPS 2024")

Pursuant to the approval of the Nomination and
Remuneration Committee at its meeting held on
Thursday, November 28, 2024, and in accordance with
the provisions of the ORIL ESPS 2024, the Company
allotted 6,00,000 (Six Lakh) equity shares of face value of
Re. 1/- each fully paid-up at par to the following person(s):

2. Preferential Allotment of Convertible Warrants

On Thursday, February 22, 2024, the Company allotted

75.00. 000 (Seventy-Five Lakh) Convertible Warrants on
a preferential basis to Mrs. Wazeera S. Mithiborwala,
a member of the Promoter Group. These warrants are
convertible into an equivalent number of equity shares of
face value ' 1/- each.

Subsequently, at its meeting held on Tuesday,
December 17, 2024, the Allotment Committee of the
Board approved the allotment of 25,00,000 (Twenty-Five
Lakh) equity shares upon exercise of the conversion
option by Mrs. Wazeera S. Mithiborwala, out of the

50.00. 000 outstanding convertible warrants.

3. Resultant Change in Share Capital

As a result of the above allotments, the Company's
paid-up Equity Share Capital increased from ' 6,14,59,000
comprising 6,14,59,000 equity shares of ' 1/- each to
' 6,45,59,000 comprising 6,45,59,000 equity shares of
' 1/- each as on March 31, 2025.

4. Other Disclosures

Ý During the year, the Company has not issued any
shares with differential voting rights.

Ý No sweat equity shares were issued during the
year under review.

5. Monitoring of Preferential Allotment Proceeds

In accordance with the SEBI (Issue of Capital and
Disclosure Requirements) Regulations, 2018, the
Company appointed CARE Ratings Ltd. as the Monitoring
Agency to oversee the utilisation of proceeds from the
aforesaid preferential allotment.

The Monitoring Agency has confirmed that there has
been no deviation in the utilisation of funds from the
objects stated in the notice seeking members' approval.
Details of fund utilisation are disclosed in the Monitoring
Agency Report, which is available on the Company's
website at: https://www.orientalrail.com

EMPLOYEE STOCK PURCHASE SCHEME, 2024

The members of the Company at its 33^rd Annual General
Meeting held on September 26, 2024 had approved ORIL
Group - Employee Stock Purchase Scheme, 2024 (“ESPS
2024") for grant of, from time to time, in one or more tranches,
aggregating up to 6,00,000 (Six Lakh) employee stock options
to the identified employees of the Company.

The Statutory disclosures as mandated pursuant to Rule 12(9)
of the Companies (Share Capital and Debentures) Rules, 2014
and Regulation 14 of the SEBI (Share Based Employee Benefits
and Sweat Equity) Regulations, 2021 read with Circular
CIR/CFD/POLICY CELL/2/2015 dated June 16, 2015 issued
by the SEBI, are available on the website of the Company i.e.
https://www.orientalrail.com/downloads.php and same has
been enclosed as "Annexure-H" to this report.

Further as per Regulation 13 of the SEBI (Share Based
Employee Benefit and Sweat Equity) Regulations, 2021, the
Board of Directors have obtained the certificate from the
Secretarial Auditor of the Company, M/s. Shiv Hari Jalan & Co.,
Practising Company Secretaries, certifying that the schemes
have been implemented in accordance with these regulations
and in accordance with the resolution in the general meeting.
The same has been enclosed as "Annexure - I" to this report.

TRANSFER TO RESERVE

An amount of ' 1,201.05 Lakhs has been transferred to General
Reserve in respect of Financial Year under review.

DEPOSITS FROM PUBLIC

The Company has not accepted any deposits from the public
and as such, no amount of principal or interest was outstanding
as on the balance sheet date.

INTERNAL CONTROL WITH REFERENCE TO FINANCIAL
STATEMENTS

The Company has in place adequate internal financial control
with reference to financial statements.

The Company has adopted accounting policies which are
in line with the Indian Accounting Standards notified under
Section 133 and other applicable provisions, if any, of the
Act read together with the Companies (Indian Accounting
Standards) Rules, 2015.

The Company in preparing its financial statements makes
judgments and estimates based on sound policies and
uses external agencies to verify/validate them as and
when appropriate.

The Internal Auditor evaluates the efficacy and adequacy of
internal control system, accounting procedures and policies
adopted by the Company for efficient conduct of its business,
adherence to Company's policies, safeguarding of Company's
assets, prevention and detection of frauds and errors and
timely preparation of reliable financial information etc.
Based on the report of internal audit function, process owners
undertake corrective action in their respective areas and
thereby strengthen the controls.

STATUTORY AUDITORS AND AUDITORS' REPORT

M/s. Anil Bansal & Associates., Chartered Accountants (Firm
Registration No. 100421W) were appointed as the Statutory
Auditors of the Company for a period of 5 years, to hold office
from the conclusion of 31^st AGM till the conclusion of the 36^th
Annual General Meeting of the Company to be held in the
calendar year 2027.

M/s. Anil Bansal & Associates, Chartered Accountants (Firm
Registration No. 100421W) have consented and confirmed
that their appointment is in accordance with the conditions
prescribed in Section 139 of the Act and the Companies (Audit
and Auditors) Rules, 2014 and that they meet the eligibility
criteria specified in Section 141 of the Act.

The Auditors Report does not contain any qualification,
reservation or adverse remark on the financial statements
for the year ended March 31, 2025. The Notes on financia
statements referred to in the Auditors' Report are
self-explanatory and do not call for any further comments.

COST AUDIT

In terms of Section 148 of the Act, the Company is required
to maintain cost records and the audit of its cost records

conducted by a Cost Accountant. Cost records are prepared
and maintained by the Company as required under Section
148(1) of the Act. M/s. Tadhani & Co., Cost Accountants,
(Firm Registration No. 101837) have been duly appointed
as Cost Auditors for conducting cost audit in respect of
products manufactured by the Company which are covered
under the Companies (Cost Records and Audit) Rules, 2014
for the financial year ending March 31, 2025. As required
under Section 148 of the Act, necessary resolution has been
included in the Notice convening the AGM, seeking ratification
by Members to the remuneration proposed to be paid to the
M/s. Niketan Govindbhai Tadhani & Co., Cost Accountants,
(Firm Registration No. 003635) Cost Auditors for the financial
year ending March 31, 2026.

SECRETARIAL AUDITOR

The Board of Directors of the Company has appointed
Mr. Shiv Hari Jalan, Practicing Company Secretary (Certificate
of Practice No. 4226), as the Secretarial Auditor to conduct an
audit of the secretarial records for the FY 2024-25.

The Company has received consent from Mr. Shiv Hari Jalan
to act as the auditor for conducting audit of the secretarial
records for the for term of five consecutive years commencing
from financial year 2025-26 till financial year 2029-30.

The Secretarial Audit Report for the financial year ended
March 31, 2025 under Companies Act, 2013, (including any
statutory modification(s) or re-enactment(s) thereof for the
time being in force) is set out in the "Annexure-B" to this report.

The Secretarial Compliance Report for the financial year ended
March 31, 2025, in relation to compliance of all applicable SEBI
Regulations/circulars/ guidelines issued thereunder, pursuant
to requirement of Regulation 24A of Securities and Exchange
Board of India (Listing Obligations and Disclosure Requirements)
Regulations, 2015 ('Listing Regulations') has been filled with the
stock exchange within stipulated time period.

As per the requirements of the Listing Regulations, the
material subsidiary of the Company viz. Oriental Foundry
Private Limited have undertaken secretarial audit for the
Financial Year 2024-25 and is also annexed as "Annexure-C"
to this report.

CERTIFICATIONS FROM COMPANY SECRETARY IN PRACTICE

A certificate has been received from M/s. Shiv Hari Jalan
& Co., Practising Company Secretaries, that none of the
Directors on the Board of the Company have been debarred or
disqualified from being appointed or continuing as Directors
of companies by SEBI, Ministry of Corporate Affairs or any
such statutory authority. The certificate is a part of Report on
Corporate Governance.

The requisite Certificate from M/s. Shiv Hari Jalan & Co.,
Practicing Company Secretary, confirming compliance with
the conditions of Corporate Governance as stipulated under
the Listing Regulations is annexed hereto "Annexure-D"
to this Report.

INTERNAL AUDITORS

Pursuant to the provisions of Section 138 of the Act and the
Companies (Accounts) Rules, 2014, & on the recommendation of
the Audit Committee, M/s. H Y Pancha & Associates, Chartered
Accountants (FRN: 107273W) appointed as Internal Auditors
of the Company by the Board of Directors to conduct internal
audit reviews for the Company for the financial year ended
31^st March, 2025, in place of M/s. Bharat Jamndas Rughani,
Chartered Accountants.

CORPORATE SOCIAL RESPONSIBILITY

The Company has constituted a Corporate Social Responsibility
(CSR) Committee and has framed a CSR Policy. The brief details
of CSR Committee are provided in the Corporate Governance
Report. The Annual Report on CSR activities is annexed to this
Reportas"Annexure -A".TheCSRpolicyisavailableonthewebsite
of the Company at https://www.orientalrail.com/policies-
code-and-compliances.php

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

Particulars regarding Conservation of energy, technology
absorption and foreign exchange earnings and outgo are given
as "Annexure-E" to this Report.

TRANSFER OF UNPAID/UNCLAIMED DIVIDEND TO INVESTOR
EDUCATION AND PROTECTION FUND (IEPF)

Pursuant to the provisions of Sections 124, 125 and other
applicable provisions, if any, of the Aot, read with the Investor
Education and Protection Fund Authority (Accounting, Audit,
Transfer and Refund) Rules, 2016, (hereinafter referred
to as "IEPF Rules"), the amount of dividend remaining
unpaid/unclaimed for a period of seven years from the date
of transfer to the unpaid dividend account, is required to be
transferred to the Investor Education and Protection Fund
("IEPF Rules"). The IEPF Rules mandate Companies to transfer
shares of Members whose dividends remain unpaid/ unclaimed
for a continuous period of seven years to the demat account of
IEPF Authority.

The Members whose dividend/shares are transferred to the I EPF
Authority can claim their shares/dividend from the Authority.
In accordance with the said IEPF Rules and its amendments,
the Company had sent notices to all the Shareholders whose
shares were due to be transferred to the IEPF Authority and
simultaneously published newspaper advertisement.

The Company has uploaded the details of unpaid and unclaimed
amounts lying with the Company on the Company's website
https://www.orientalrail.com/dividend.php

ANNUAL RETURN

Pursuant to Section 92(3) read with Section
134(3)(a) of the Companies Act, 2013, the Annual Return as
on March 31, 2025 is available on the Company's website at
https://www.orientalrail.com/annual-reports.php

MANAGEMENT DISCUSSION AND ANALYSIS REPORT

Pursuant to Regulation 34 of the Listing Regulations,
Management Discussion and Analysis containing information
inter-alia on industry trends, your company's performance,
future outlook, opportunities and threats for the year ended
March 31, 2025, is provided in a separate section forming
integral part of this Annual Report.

DIRECTORS AND KEY MANAGERIAL PERSONNEL

In accordance with the provisions of The Companies Act, 2013
hereinafter referred as ("the Act") and Articles of Association
of the Company, Mr. Karim N. Mithiborwala, Director (DIN:
00171326) retire by rotation at the ensuing AGM and being
eligible, offers himself for re-appointment.

On recommendation of Nomination Remuneration Committee
(NRC), the Board of Directors of the Company at their meeting
held on Monday, June 09, 2025 appointed Mr. Nilesh V.
Parikh (DIN: 02710146) as an Additional Director designated
as Non-Executive Independent Director, for a tenure of
5 consecutive years commencing from June 09, 2025 to
June 08, 2030 (both days inclusive), subject to approval of the
shareholders in accordance with the provisions of the Act and
Rules made thereunder and the Listing Regulations.

Mr. Parikh shall hold the office as an Additional Director upto
the date of the ensuing AGM. Necessary resolutions to this
effect has been inserted in the AGM notice.

Your Directors recommend the said resolutions.

The brief resume and other disclosures relating to the Director
who are proposed to be appointed/re-appointed, as required
to be disclosed pursuant to Regulation 36 of the Listing
Regulations and Clause 1.2.5 of the Secretarial Standard 2 are
given in the Annexure to the Notice of the 34^th AGM.

The Company has received declarations from all the
Independent Directors of the Company confirming that they
meet with criteria of independence as prescribed under
subsection (6) of Section 149 of the Act and under Regulation
161(1)(b) & 25(8) of the Listing Regulations.

In the opinion of the Board of Directors of the Company, all
Independent Directors possess high integrity, expertise and

experience to discharge the duties and responsibilities as
Directors of the Company.

The Company recognizes and embraces the importance of a
diverse board in its success. We believe that a truly diverse
board will leverage differences in thought, perspective,
knowledge, skill, regional and industry experience, cultural
and geographical background, age, ethnicity, race and gender,
which will help us retain our competitive advantage.

AUDIT COMMITTEE OF THE COMPANY

The composition of the Audit Committee is in compliance
with the requirements of Section 177 of the Act, Regulation
18 of the Listing Regulations as amended from time to time
and guidance note issued by Stock Exchange. The details of
the composition of the Audit Committee are detailed in the
Corporate Governance Report, which forms part of this Report.

NOMINATION AND REMUNERATION POLICIES

The Board of Directors has approved a Policy which lays down
a framework for selection and appointment of Directors
and Senior Management and for determining qualifications,
positive attributes and independence of Directors.

Details of the Nomination and Remuneration

Policy is hosted on the website of the Company at
https://www.orientalrail.com/policies-code-and-
compliances.php

BOARD EVALUATION

Pursuant to the provisions of the Act and Regulation 19
of the Listing Regulations, the Board has carried out an
annual evaluation of its own performance, performance of
the Directors as well as the evaluation of the working of its
Committees. The Company has implemented a system of
evaluating performance of the Board of Directors and of its
Committees and the Non-Executive Directors on the basis of a
structured questionnaire which comprises evaluation criteria
taking into consideration various performance related aspects.
The performance of the Executive Directors is evaluated on
the basis of achievement of their Key Result Areas.

In a separate meeting of independent directors, performance
of Non-Independent Directors, performance of the board
as a whole and performance of the Chairman was evaluated,
taking into account the views of executive directors and
non-executive directors.

The Board of Directors has expressed its satisfaction with the
evaluation process.

PARTICULARS OF EMPLOYEES AND REMUNERATION

The information required under Section 197(12) of the
Act read with Rule 5 of the Companies (Appointment and
Remuneration of Managerial Personnel) Rules, 2014 is attached
as "Annexure-F".

The information required under Rule 5(2) and (3) of The
Companies (Appointment and Remuneration of Managerial
Personnel) Rules, 2014 is provided in the Annexure forming
part of the Report. In terms of the first proviso to Section
136 of the Act, the Report and Accounts are being sent to the
Members excluding the aforesaid Annexure. Any Members
interested in obtaining the same may write to the Company
Secretary at the registered office of the Company. None of the
employees listed in the said Annexure is related to any Director
of the Company.

RISK MANAGEMENT

Your Company has adopted Risk Management system for
risk identification, assessment and mitigation. Major risks
identified by the Company are systematically addressed
through mitigating actions on a continuous basis.

Some of the risks that the Company is exposed to are financial
risks, commodity price risk, regulatory risks and economy
risks. The Internal Audit Report and Risk Management
Framework is reviewed by the Audit Committee.

NUMBER OF MEETINGS OF THE BOARD OF DIRECTORS

During the year, 07 (Seven) Board Meetings were convened
and held, details of which are given in the Report on Corporate
Governance forming part of the Annual Report.

VIGIL MECHANISM / WHISTLE BLOWER POLICY FOR
DIRECTORS AND EMPLOYEES

The Company has established a Vigil Mechanism, which
includes a Whistle Blower Policy, for its Directors and
Employees in compliance with the provisions of Section
177(10) of the Act and Regulation 22 of the Listing Regulations,
to provide for adequate safeguards against victimization
of persons, a framework to facilitate responsible and
secure reporting of concerns of unethical behavior,
actual or suspected fraud or violation of the Company's
Code of Conduct & Ethics. The details of establishment
of Vigil Mechanism/ Whistle Blower Policy are posted
on the website of the Company and the weblink to the
same is https://www.orientalrail.com/policies-code-

and-compliances.php

PARTICULARS OF LOANS, GUARANTEES OR INVESTMENTS

Since theCompanyis in thebusiness of providingInfrastructural
facilities, provisions of Section 186 except sub-section 1 of the
Act ('the Act') is not applicable to the company.

Further, the details of loans, guarantees and investments
covered under the provisions of Section 186 of the Act, read
with Companies (Meetings of Board and Its Powers) Rules,
2014 are given in the notes to the financial statements forming
part of this Annual Report.

RELATED PARTY TRANSACTIONS

All transactions with related parties were reviewed and
approved by the Audit Committee. Prior omnibus approval is
obtained for related party transactions which are of repetitive
nature and entered in the ordinary course of business and
on an arm's length basis and do not attract the provisions of
Section 188(1) of the Act. Hence, disclosure in Form AOC-2 as
required under Section 134(3)(h) of the Act read with Rule 8(2)
of the Companies (Accounts) Rules, 2014 is not applicable.

Further, there are no material related party transactions
during the year under review with the Promoters, Directors
or Key Managerial Personnel. All related party transactions
are mentioned in the notes to the accounts. The Policy on
the Related Party Transactions is available on the Company's
website at https://www.orientalrail.com/policies-code-and-
compliances.php.

COMPLIANCE WITH SECRETARIAL STANDARDS

The Company complies with applicable secretarial standards.

DIRECTORS' RESPONSIBILITY STATEMENT

Based on the framework of internal financial controls and
systems of compliance which are established and maintained
by the Company, audits conducted by the Internal, Statutory
and Secretarial Auditors including audit of internal financial
controls over financial reporting by the Statutory Auditors
and reviews by the Management and the relevant Board
Committees, including the Audit Committee, the Board is of
the opinion that the Company's internal financial controls were
adequate and effective during FY 2024-25.

Accordingly, pursuant to Section 134(3)(c) and 134(5) of the
Act the Directors confirm to the best of their knowledge
and ability, that:

(f) in the preparation of the annual financial statements for
the year ended March 31, 2025, the applicable accounting
standards have been followed with no material departures;

(g) 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 as
at March 31, 2025 and of the loss of the Company for the
year ended on that date;

(h) 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;

(i) the Directors have prepared the annual financial
statements on a going concern basis;

(j) the Directors have laid down internal financial controls to
be followed by the Company and that such internal financial
controls are adequate and operating effectively; and

(k) 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.

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

The Company has always believed in providing a safe and
harassment free workplace for every individual working
in Company's premises through various interventions and
practices. The Company always endeavors to create and
provide an environment that is free from discrimination and
harassment including sexual harassment.

The Company has in place a robust policy on prevention
of sexual harassment at workplace which is in line with
the requirements of the Sexual Harassment of Women at
Workplace (Prevention, Prohibition and Redressal) Act, 2013.
Internal Complaints Committee ('ICC') has been set up to
redress complaints received regarding sexual harassment.
All employees (permanent, contractual, temporary, trainees)
are covered under this Policy. ICC has its presence at corporate
office as well as at site locations.

The Policy is gender neutral. During the year under review,
Company have not received any complaints as per The Sexual
Harassment of Women at Workplace (Prevention, Prohibition
and Redressal) Act, 2013.

DISCLOSURE UNDER THE MATERNITY BENEFIT ACT, 1961

In accordance with the provisions of the Maternity Benefit
Act, 1961, as amended from time to time, the Company has
complied with all applicable statutory requirements relating to
maternity benefits for its women employees.

The Company provides maternity leave, leave for miscarriage
or medical termination of pregnancy, and nursing breaks,
as prescribed under the Act. Eligible women employees are
also provided the option of work-from-home arrangements,
where applicable, in accordance with the Maternity Benefit
(Amendment) Act, 2017.

The Company ensures that no discrimination or adverse action
is taken against any woman employee due to maternity, and

remains committed to fostering an inclusive and supportive
workplace environment.

There were no complaints or grievances reported during
the year under review in relation to maternity benefits or
non-compliance with the provisions of the Act.

MATERIAL CHANGES AND COMMITMENTS AFFECTING THE
FINANCIAL POSITION OF THE COMPANY

There were no material changes and commitments affecting
the financial position of the Company between the end of the
financial year and the date of the Report.

Significant and material orders passed by the regulators
or courts or tribunals affecting the going concern status
of the company.

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

REPORTING OF FRAUDS

There were no instances of fraud during the year under review,
which required the Statutory Auditors to report to the Audit
Committee and/or Board under Section 143(12) of the Act and
Rules framed thereunder.

Details of application made or any proceeding pending under
the insolvency and bankruptcy code, 2016 (31 of 2016) during the
year along with their status as at the end of the financial year.

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.

DETAILS OF DIFFERENCE BETWEEN 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

There are no instances of one-time settlement during the
financial year.

ACKNOWLEDGEMENT

Your Directors express their sincere appreciation for the
co-operation received from shareholders, bankers and
other business constituents during the year under review.
Your Directors also wish to place on record their deep sense of
appreciation for the commitment displayed by all executives,
officers and staff, for better performance of the Company
during the year.

On behalf of the Board of Directors

Saleh N. Mithiborwala

Chairman and Chief Financial Officer
DIN: 00171171

Date: August 08, 2025
Place: Mumbai