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DIRECTOR'S REPORT

Daikaffil Chemicals India Ltd.

You can view full text of the latest Director's Report for the company.
Market Cap. (₹) 70.20 Cr. P/BV 7.93 Book Value (₹) 14.75
52 Week High/Low (₹) 281/114 FV/ML 10/1 P/E(X) 0.00
Bookclosure 04/09/2024 EPS (₹) 0.00 Div Yield (%) 0.00
Year End :2025-03 

Your Directors have pleasure in submitting their 33rd Annual Report of the Company together with the Audited Statements of
Accounts for the year ended March 31, 2025.

1. FINANCIAL RESULTS:

The summarized standalone results of your Company are given in the table below:

(' in Lakhs except per share)

Particulars

Financial Year Ended

31/03/2025

31/03/2024

Revenue from Business Operations

749.75

0.00

Other Income

46.85

71.11

Total Income

796.60

71.11

Total Expenses

956.87

260.39

Profit/(loss) before Tax

(160.29)

(189.28)

Less: Tax Expenses (including for earlier years)

(1.31)

0.94

Net Profit/(Loss) After Tax

(158.98)

(190.22)

Paid Up Equity Share Capital (Face Value ' 10 each fully paid up)

600.00

600.00

Other Equity

285.22

453.72

Earning Per Share

(Basic/Diluted)

(2.65)

(3.17)

2. DIVIDEND:

As the Company is incurring the losses during the year under
review, your Directors do not recommend a dividend for the
financial year 2024-25.

3. FINANCIAL PERFORMANCE AND
OPERATIONAL REVIEW:

During the year under review, the Company earned total
revenue of ' 796.60 Lakh in FY25 as compared to ' 71.11
Lakh in FY24. Loss After Tax stood at ' 158.98 Lakh in FY25
as compared to ' 190.22 Lakh in FY24.

4. SHARE CAPITAL:

As on March 31, 2025, the Authorized share capital of the
Company stood at '
6,50,00,000/- (Rupees Six Crore Fifty
Lakh Only)
divided into 65,00,000 (Sixty Five Lakh) equity
shares of ' 10/- (' Ten) Each. However, the Authorized
Share Capital of the Company has been increased to
'
10,00,00,000/- (Rupees Ten Crore Only) divided into

1.00. 00.000 (One Crore) equity shares of ' 10/- ( Ten) Each
on May 29, 2025.

As on March 31, 2025, the issued, subscribed and
paid up Equity share capital of your Company stood at
'
6,00,00,000/- (Rupees Six Crore Only) divided into

60.00. 000 (Sixty Lakh) Equity shares of ' 10/- (' Ten) each.

During the financial year 2024-25, there has been no change
in the Authorized Share Capital or the Issued, Subscribed,
and Paid-up Share Capital of the Company.

5. TRANSFER TO GENERAL RESERVES:

The Company doesn't propose to transfer any amount to
General Reserve.

6. INTERNAL FINANCIAL CONTROLS:

The internal financial controls with reference to the Financial
Statements commensurate with the size and nature of
business of the Company. Further Directors have personally
overviewed the adequacy of internal controls and also
appointed M/s SPSJ & Associates LLP. as the Internal Auditor
to manage the internal controls of the Company.

In addition to Internal Audit, the Company has implemented
well established internal financial practices, tool for
mitigating risk in order to ensure adequate internal financial
control commensurate with the size of the Company.

7. FINANCIAL LIQUIDITY:

Cash and Cash Equivalent as at March 31, 2025 was ' 66.01
Lakh
. The Company's working capital management is based
on a well-organized process of continuous monitoring and
control on Receivables, Inventories and other parameters.

8. RELATED PARTY TRANSACTIONS:

All contracts/arrangements/transactions entered into with
Related Parties during the Financial Year were in the ordinary
course of business and on an arm's length basis.

The Company has obtained the Shareholder approval by
way of Postal ballot on March 06, 2025 for entering into
contracts/arrangement/transactions with Related Parties.
The Company has not entered into any transaction with
its Promoters, Directors, Key Managerial Personnel or other
designated person which may have potential conflict with
the interest of the Company at large.

All Related Party Transaction are placed on a half yearly
basis before the Audit Committee for approval/ratification/
noting etc.

The Audit Committee has reviewed the related party
transactions as mandatorily required under relevant
provisions of the Listing Regulations.

The said transactions are in the ordinary course of business
and at arm's length basis. The Company had taken omnibus
approvals for indicative transactions proposed during the
financial year ended March 31, 2025.

The policy on Related Party Transactions as approved by
the Board is uploaded on the Company's website may be
accessed on the Company's website.

All The Particulars of contract or arrangements entered into
by the Company with related parties referred to in sub¬
section (1) of Section 188 of the Companies Act, 2013 are
attached herewith in
Annexure - A in Form No. AOC -2.

Further Suitable Disclosure as required by the Accounting
Standards (AS18) has been made in the notes to the
Financial Statements in the Annual Report.

9. VIGIL MECHANISM/WHISTLE BLOWER
POLICY:

The Company has a Vigil Mechanism/Whistle Policy under
which it established a Whistle Blower Policy/Vigil Mechanism.

This policy seeks the support of employees, channel
partners and vendors to report Significant deviations from
key management policies and report any non- compliance
and wrong practices, e.g., unethical behavior, fraud, violation
of law, inappropriate behavior/conduct etc.

The Vigil Mechanism/Whistle Blower policy cover serious
concerns that could have grave impact on the operations
and performance of the business of Daikaffil Chemicals
India Limited. A Vigil (Whistle Blower) mechanism provides
a channel to the employees and directors to report to the
management concerns ethical behavior, actual or suspected
fraud or violation of the code of conduct mechanism
provides for adequate safeguards against victimization of
employees and Directors to avail of the mechanism and
provide for direct access to the Chairman of the Audit
Committee in exceptional cases.

The policy neither releases employees from their duty of
confidentiality in the course of their work nor can it be used
as a route for raising malicious or unfounded allegations
against people in authority and/or colleagues in general.

The detailed Vigil Mechanism/Whistle Blower Policy of the
Company is uploaded on the Company's website.

10. CODE OF CONDUCT:

All the Board Members and the Senior Management
personnel have confirmed compliance with the Code.

11. POLICYONDIRECTORS'APPOINTMENT
AND REMUNERATION:

The Nomination and Remuneration Committee of the Board
formulated a Policy relating to the remuneration of Directors,
Key Managerial Personnel and other Employees which, inter
alia, prescribes the criteria for determining qualifications,
positive attributes and independence of Directors. The
Policy is available on the website of the Company
www.
daikaffil.com
.

12. PREVENTION OF INSIDER TRADING:

Pursuant to the SEBI (Prohibition of insider trading)
Regulations, 2015, the Company has formulated and
adopted a Code for Prevention of Insider Trading.

The Company has adopted a Code of Conduct for
Prevention of Insider Trading with a view to regulate trading
in securities by the Directors and designated employees of
the Company. The Code requires pre-clearance for dealing
in the Company's shares and prohibits the purchase or sale
of Company shares by the Directors and the designated
employees while in possession of unpublished price sensitive
information in relation to the Company and during the period
when the Trading Window is closed. The Board is responsible
for implementation of the Code.

All Board Directors and the designated employees have
confirmed compliance with the Code.

13. CORPORATE GOVERNANCE REPORT:

The paid-up capital of the Company is ' 6,00,00,000/-
(Rupees Six Crores) i.e. less than
' 10 Crores and the Net-
worth of the Company is less than 25 Crores as on the last
day of the previous financial year.

Pursuant to regulation 15(2) of SEBI (LODR) Regulations,
2015 the compliance with the corporate governance
provisions as specified in regulations 17, 18, 19, 20,
21,22, 23, 24, 24A, 25, 26, 27 and clauses (b) to (i) of
sub-regulation (2) of regulation 46 and para C, D and E of
Schedule V SHALL NOT apply, in respect of those listed
entities whose paid up equity share capital does not exceed
rupees ten crore and net worth does not exceed rupees
twenty five crore, as on the last day of the previous financial
year. Accordingly, your Company is
exempt from attaching
Corporate Governance report

14. RISK MANAGEMENT POLICY:

The Board has been vested with specific responsibilities in
assessing of risk management policy, process and system.
The Board has evaluated the risks which may arise from the
external factors such as economic conditions, regulatory
framework, competition etc. The Executive management has
embedded risk management and critical support functions
and the necessary steps are taken to reduce the impact of
risks. The Independent Directors expressed their satisfaction
that the systems of risk management are defensible.

15. INDUSTRIAL RELATIONS:

During the year under review, your Company enjoyed cordial relationship with workers and employees at all levels.

16. CORPORATE SOCIAL RESPONSIBILITY:

The provisions of Section 135 of the Companies Act, 2013 read with the Companies (Corporate Social Responsibility Policy)
Rules 2014, were not applicable to the Company for the financial year ended 31st March, 2025.

17. SUBSIDIARIES, JOINT VENTURES AND ASSOCIATE COMPANIES:

The Company does not have any direct subsidiary or associate companies. However, Mikusu India Private Limited is a wholly
owned (100%) subsidiary of Heranba Industries Limited. Mikusu, in turn, exercises de facto control over Daikaffil Chemicals
India Limited by virtue of being its single largest shareholder and holding controlling voting rights at the Annual General
Meeting of the Company. Accordingly, Daikaffil Chemicals India Limited is considered a subsidiary of Mikusu India Private
Limited and, therefore, a
step-down subsidiary of Heranba Industries Limited.

18. DIRECTORS & KMP:

a. Appointment/Re-appointment/Resignation of Directors:

At the ensuring Annual General Meeting, Shri Sadashiv Kanyana Shetty (DIN: 00038681), would retire by rotation and being
eligible for the re-appointment, offers himself for re-appointment.

During the year under review following appointments and resignations took place:

Sr. No. Name

Designation

Nature of Change

Effective Date

1 Mr. Amit Jayant Patel (DIN:00005232)

Director

Resignation

April 12, 2024

During the year under review, the non-executive directors of the Company had no material pecuniary relationship or
transactions with the Company, other than sitting fees and reimbursement of expenses incurred by them for the purpose of
attending meetings of the Board/Committee of the Company.

Details of the Directors seeking appointment/reappointment including a profile of these Directors, are given in the Notice
convening the 33rd Annual General Meeting of the Company.

Based on the confirmations received, none of the Directors are disqualified for appointment under Section 164(2) of
Companies Act, 2013.

b. Key Managerial Personnel (KMP):

Pursuant to Section 2(51) read with Section 203 of the Companies Act, 2013 read with Rules made thereunder, the following
persons has been designated as Key Managerial Personnel of the Company under the Companies Act, 2013

(a) Mr. Sadashiv K Shetty, Non-Executive Chairman

(b) Mr. Raghuram K Shetty, Managing Director

(c) Mr. Raunak R Shetty, Chief Financial Officer

(d) Mr. Jay Patel, Company Secretary

During the year under review following appointments and resignations took place:

Sr. No.

Name

Designation

Nature of Change

Effective Date

1

Mrs. Sunil Bhaurao Shedge

Chief Financial Officer

Resignation

May 31, 2024

2

Ms. Alesha Khan

Company Secretary

Resignation

July 06, 2024

3

Mr. Raunak R Shetty

Chief Financial Officer

Appointment

August 08, 2024

4

Mr. Jay Patel

Company Secretary

Appointment

August 08, 2024

c. Declaration by Independent Directors:

The Company has received necessary declaration from each independent director under Section 149(7) of the Companies
Act, 2013, that he/she meets the criteria of independence laid down in Section 149(6) of the Companies Act, 2013 read with
rules framed thereunder and SEBI (LODR) Regulation.

In the opinion of the Board, the independent directors are, individually, person of integrity and possess relevant expertise
and experience.

In terms of regulation 25(8) of the Listing Regulations, they
have confirmed that they are not aware of any circumstances
or situation which exist or may be reasonably anticipated that
could impair or impact their ability to discharge their duties.
Based on the declarations received from the independent
directors, the Board has confirmed that they meet the criteria
of independence as mentioned under regulation 16(1)(b) of
the Listing Regulations and that they are independent of the
management.

d. Annual Evaluation:

Pursuant to the provisions of the Companies Act, 2013 the
Board has carried out the annual performance evaluation
of its own performance, its committees and that of its
individual Directors. The evaluation was done based on set
questionnaires which were given to them at the time of
evaluation.

e. Personnel:

Industrial relations at the Company's factory and other
establishments remained cordial during the year. We
appreciate the contribution made by the employees.

f. Remuneration Policy for the Directors, Key
Managerial Personnel and other Employees:

In terms of the provisions of Section 178 (3) of the Act,
the Nomination & Remuneration Committee is responsible
for formulating the criteria for determining qualification,
positive attributes and independence of a Director. The
Nomination & Remuneration Committee is also responsible
for recommending to the Board a policy relating to the
remuneration of the Directors, Key Managerial Personal and
other employees. In line with this requirement, the Board has
decided to form Remuneration Committee.

19. MEETING OF BOARD AND COMMITTEEE:

During the financial year under review the Board met 9 times, Audit Committee met 7 times, Nomination and Remuneration
Committee met 4 times and Stakeholders Relationship Committee met 1 time. The details are given below:

(a) Meetings of the Board and Attendance thereof:

The Board met 9 (Nine) times during the financial year ended March 31, 2025 on the below mention date.

Sr. No.

Date of Board Meeting

1

April 15, 2024

2

May 25, 2024

3

August 08, 2024

4

November 09, 2024

5

November 25, 2024

6

January 25, 2025

7

February 11, 2025

8

March 18, 2025*

9

March 25, 2025

* Separate Board Meeting of Independent Director.

Directors Attendance Record:

Sr. No.

Name of Director

No. of Meetings entitled
to attend

No. of Meetings
attended

% of

attendance

1

Mr. Sadashiv K Shetty

8

8

100%

2

Mr. Raghuram K Shetty

8

8

100%

3

Mr. Omprakash Singh

9

9

100%

4

Mrs. Bhagavati Kalpesh Donga

9

9

100%

(b) Meetings of the Audit Committee and Attendance thereof:

The committee met 7 (Seven) times during the financial year ended March 31, 2025. These meetings were held on April 15,
2024, May 25, 2024, August 08, 2024, November 09, 2024, November 25, 2024, January 25, 2025 and February 11, 2025.

Sr. No. Name of Director

No. of Meetings entitled
to attend

No. of Meetings
attended

% of

attendance

1 Mr. Omprakash Singh

7

7

100%

3 Mr. Raghuram K Shetty

7

7

100%

2 Mrs. Bhagavati Kalpesh Donga

7

7

100%

(c) Meetings of the Nomination and Remuneration Committee and Attendance thereof:

The committee met 4 (Four) times during the financial year ended April 15, 2024, August 08, 2024, November 09, 2024 and
February 11, 2025.

Sr. No. Name of Director

No. of Meetings entitled
to attend

No. of Meetings
attended

% of

attendance

1 Mr. Omprakash Singh

4

4

100%

2 Mr. Sadashiv K Shetty

4

4

100%

3 Mrs. Bhagavati Kalpesh Donga

4

4

100%

(d) Meetings of the Stakeholders Relationship Committee and Attendance thereof:

The committee met 1 (One) time during the financial year ended March 31, 2025 on March 25, 2025.

Sr. No. Name of Director

No. of Meetings entitled
to attend

No. of Meetings
attended

% of

attendance

1 Mr. Omprakash Singh

1

1

100%

2 Mr. Raghuram K Shetty

1

1

100%

3 Mrs. Bhagavati Kalpesh Donga

1

1

100%

20. AUDITORS:

(a) Statutory Auditor:

M/s. NGST & Associates, Chartered Accountants (Firm
Registration No.: 135159W) was appointed as the Statutory
Auditors of the Company by the members at the Annual
General Meeting (AGM) held on 19th August, 2022 for a
period of 5 years, to hold office from the conclusion of 30th
AGM until the conclusion of 35th AGM of the Company.

During the year under review M/s. NGST & Associates,
Chartered Accountants (Firm Registration No.: 135159W),
had resigned from the office of Statutory Auditor, vide their
letter dated November 12, 2024, before completion of their
term.

Following a casual vacancy, the Board of Directors, based
on the recommendation of the Audit Committee, appointed
M/s. Natvarlal Vepari & Co., Chartered Accountants (Firm
Registration No. 106971W), as the Statutory Auditors of
the Company at its meeting held on November 25, 2024 to
hold office until the conclusion of the next Annual General
Meeting of the Company.

The Company has obtained the approval of the Shareholders
on January 03, 2025 by way of Ordinary Resolution for
the appointment of M/s. Natvarlal Vepari & Co., Chartered
Accountants (Firm Registration No. 106971W), as Statutory
Auditors of the company to fill the casual vacancy caused
by the resignation of the eastwhile auditors M/s. NGST
& Associates., Chartered Accountants (Firm Registration
No.: 135159W).

Subsequent to the appointment of M/s. Natvarlal Vepari
& Co. as the Statutory Auditors of the Company, the firm
informed the Company that it has been converted into a
Limited Liability Partnership (LLP) and the name of the firm
has been changed from "Natvarlal Vepari & Co.” to "Natvarlal
Vepari & Co. LLP”, in accordance with the provisions of the
Limited Liability Partnership Act, 2008. The Company has
made the necessary intimation regarding the said change

in the name of the Statutory Auditors to the Bombay Stock
Exchange on April 19, 2025.

Further the Company has been informed by the Auditors that
the name of the firm has again been changed from "Natvarlal
Vepari & Co. LLP” to 'N V C & Associates LLP'. The change is
in compliance with applicable regulatory requirements, and
the Company has accordingly intimated the Bombay Stock
Exchange on June 12, 2025.

Furthermore, The Board of the Directors has, on the
recommendation of the Audit Committee, recommended
for the approval of the Shareholders by way of the Ordinary
Resolution to appoint 'N V C & Associates LLP'., Chartered
Accountants (Firm Registration No. 106971W), for another
term of 5 Years w.e.f. F.Y.2025-26 to F.Y. 2029-30 and the
consent of them has been received by the Company.

The Company has received consent from 'N V C & Associates
LLP'., Chartered Accountants, along with a confirmation
that they satisfy the eligibility criteria prescribed under the
Companies Act, 2013 and rules framed thereunder.

Explanations or Comments by the Board on every
Qualification, Reservation or Adverse Remark or
Disclaimer Made:

The Statutory Auditors Report for FY 2024-25 does not
contain any qualification, reservation or adverse remarks.

The comments by the auditors in their report read along with
information and explanation given in notes to accounts are
self-explanatory and do not call for further explanation.

(b) Secretarial Auditors & Secretarial Audit
Report:

Pursuant to the provisions of Section 204 of the Act,
read with Rule 9 of the Companies (Appointment and
Remuneration of Managerial Personnel) Rules, 2014, every
listed entity, along with certain other prescribed categories

of companies, is required to conduct a Secretarial Audit and
annex the Secretarial Audit Report to its Annual Report.

Based on the recommendation of the Audit Committee,
your Directors appointed M/s. GMJ & Associates, Practising
Company Secretaries, as the Secretarial Auditors of your
Company for the Financial Year ended March 31, 2025.
The Secretarial Audit Report, as issued by the Secretarial
Auditors, is annexed herewith as
Annexure - B to this Report.

Further, in accordance with the recent amendment to
Regulation 24A of the SEBI Listing Regulations, a listed
entity is required to appoint a Secretarial Auditor for a
period of five consecutive years, subject to approval by the
shareholders at the AGM.

Accordingly, pursuant to the applicable provisions of
the Act, and the SEBI Listing Regulations, and based
on the recommendation of the Audit Committee, your
Directors have approved the appointment of M/s. GMJ
& Associates, Company Secretaries, as the Secretarial
Auditors of your Company for a period of five years,
commencing from April 01, 2025, until March 31,
2030. A resolution seeking shareholders' approval
for the appointment of M/s. GMJ & Associates has
been included in the Notice convening the AGM. Your
Directors recommend the resolution for your approval.

Explanations or Comments by the Board on every
Qualification, Reservation or Adverse Remark or
Disclaimer Made:

The report of Secretarial Auditor is self-explanatory and does
not contain any qualification, reservation, adverse remarks or
disclaimer.

21. DETAILS OF FRAUD REPORTED BY
AUDITORS:

During the year under review, the Auditors of the Company
have not reported to the Audit Committee, under Section
143(12) of the Act, any instances of fraud committed
against the Company by its officers or employees, therefore
no detail is required to be disclosed under Section 134 (3)
(ca) of the Act.

22. SECRETARIAL STANDARDS:

The Directors confirm that the Company is in compliance
with applicable secretarial standards issued by Institute of
Company Secretaries of India.

23. MANAGEMENT DISCUSSION AND
ANALYSIS REPORT:

The Management Discussion and Analysis Report for the year
under review, as stipulated under SEBI (LODR) Regulations
is given separately and forms part of this 33rd Annual Report
of the Company as
Annexure - C.

24. INVESTOR EDUCATION AND PROTECTION FUND (IEPF):

Pursuant to provisions of Section 124(5) of the Companies Act, 2013, dividend for the financial year 2017-18 and thereafter,
which remains unclaimed for a period of 7 years shall be transferred by the Company to Investor Education and Protection
Fund established by the Central Govt.

Information in respect of such unclaimed dividend when due for transfer to the fund is given below:

Financial Year

Type of Dividend

Date of Declaration

Remained Unclaimed
for 7 years (Due date
shall be plus 30 days)

Amount lying in
the Account as on
31.03.2025

2017-2018

Final Dividend

10-08-2018

17-09-2025

157,022.40

2019-2020

Interim Dividend

11-02-2020

18-03-2027

104,489.00

Those Members who have so far not encashed their dividend warrants from the final dividend from F.Y. 2017-2018 onwards,
may approach the Registrar and Share Transfer Agents, M/s. MUFG India Pvt. Ltd, for making their claim without any
further delay as the said unpaid dividends shall be transferred to the Investor Education and Protection Fund of the Central
Government pursuant to the provisions of Companies Act.

In terms of Section 124(6) of Companies Act, 2013 and the Rules notified there under, including amendments thereof, the
shares in respect of which dividend has not been paid or claimed for a period of seven consecutive years or more, are required
to be transferred by the Company to the IEPF Suspense Account.

Accordingly, the Company has transferred shares to IEPF Suspense Account in respect of which dividend has not been paid
or claimed since 2016-17. The summary for the same is given below:

Name of Depository

Demat Account Maintained with

Account details

CDSL SBICAP Securities Limited
DP ID: 1204 7200

CDSL SBICAP Securities Limited
DP ID: 1204 7200

CDSL SBICAP Securities Limited
DP ID: 1204 7200

The break-uo/details of total number of shares transferred to Investor Education and Protection Fund (IEPF) is provided below:

Shares held with

Number of records

Number of shares (Quantity)

CDSL

05

501

NSDL

04

900

Physical

42

5205

Total

51

6606

The details of unpaid/unclaimed dividend and number of
shares transferred are available on our website: (
www.
daikaffil.com
)

Shareholders are requested to note that no claim shall
lie against the Company in respect of any amounts which
were unclaimed and unpaid for a period of seven years and
transferred to Investor Education and Protection Fund of
the Central Government. However, Shareholders may claim
from IEPF Authority both unclaimed dividend amount and
the shares transferred to IEPF Suspense Account as per the
applicable provisions of Companies Act, 2013 and rules
made thereunder.

25. OTHER DISCLOSURE:

a. Cost Records:

The provisions of sub-section (1) of Section 148 of the Act
are not applicable to the Company as Central Government
has not specified the maintenance of cost records for any of
the business activities of the Company.

b. Change in the nature of business:

There has been no change in the Nature of Business during
the year under review. However the Company has resumed
its Operation of manufacturing of Chemical business during
the period under review. Further no material changes or
commitments have occurred between the end of the
financial year and the date of this report which affect the
financial statements of the Company.

c. Material Changes and Commitments, 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 this financial statements
relate and the date of this report.

d. Deposits:

The Company has neither accepted nor renewed any
deposits from public during the year nor has any outstanding
Deposits in terms of Section 73 of the Companies Act, 2013.
Further there were no Deposits which are not in compliance
of the requirements of Chapter V of the Act.

e. Loans, Guarantees and Investments:

Details of Loans, Guarantees and Investments covered
under the provision of Section 186 of the Companies Act,
2013 are given in the notes to the Financial Statements.

f. Annual Return:

Pursuant to Section 134(3)(a) of the Act, the Annual Report
referred to in Section 92(3) of the Act read with Rule 12
of the Companies (Management and Administration) Rules,
2014, the Annual Return for the financial year ended March
31, 2025 is available on the Company's website at
www.
daikaffil.com
.

g. Particulars of employees:

The Statement of Disclosure of Remuneration under Section
197 of the Companies Act, 2013 read Rule 5(1) of the
Companies (Appointment and Remuneration of Managerial
Personnel) Rules, 2014 is annexed as
Annexure - D.

h. Status of Listing Fees:

The Shares of the Company are continued to be listed on
the BSE Limited ("BSE"). Listing Fees till date have been duly
paid to BSE, where Company's shares are Listed.

i. Registrar and Share Transfer Agent:

M/s. MUFG Intime India Private Limited, C 101, 247 Park,
L.B.S. Marg, Vikhroli (West), Mumbai - 400 083 Tel No- 1800
1020 878 is the Registrar and Share Transfer Agent of the
Company for the physical and Demat shares. The members
are requested to contact directly for any requirements.

j. Complaints relating to Child Labour, Forced
Labour, Involuntary Labour, Sexual Harassment:

The Company has adopted a policy on prevention, prohibition
and Redressal of Sexual harassment at workplace and has
duly constituted an Internal Complaints Committee in line
with the provisions of the Sexual Harassment of Women
at Workplace (Prevention, Prohibition and Redressal) Act,
2013 and the Rules thereunder. No case of child labour,
forced labour, involuntary labour, sexual harassment and
discriminatory employment was reported during the
FY 2024-25. The Company has a policy on sexual harassment
under which employees can register their complaints against
sexual harassment. The policy ensures a free and fair enquiry
with clear timelines.

During the financial year under review, the Company has not
received any complaints of work place complaints, including
complaints on sexual harassment.

k. Maternity benefit provided by the Company
under maternity benefit act 1961:

The Company confirms that it is fully aware of and remains
committed to complying with the provisions of the Maternity

Benefit Act, 1961. While there are currently no women
employees on its rolls, the Company has appropriate systems
and policies in place to ensure that all statutory benefits
under the Act, including paid maternity leave, continuity of
salary and service during the leave period, nursing breaks,
and flexible return-to-work arrangements will be extended
to eligible women employees as and when applicable. The
Company remains committed to fostering an inclusive and
legally compliant work environment.

l. Material Orders passed by Regulators, Courts
or Tribunal:

There were no significant or material orders passed by
the Regulators, Courts or Tribunal which impact the going

concern status of the Company and the Company's
operations in future.

m. Research and Development and Quality
Control:

The activities of R & D consist of improvement in the process
of existing products, decrease of effluent load and to
develop new products and by-products.

The management is committed to maintain the quality
control and it is the strength of the Company. All raw material
and finished products and materials at various stages of
process pass through stringent quality check for the better
result and product.

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

As required under Section 134 (3) (m) of the Companies Act, 2013 read together with the Rule 8 of the Companies (Accounts)
Rules, 2014 the relevant information is given below.

(A) Power and fuel Consumption

The Companies (Disclosure of Particulars in Report of Board of Directors) Rules 1988 require the disclosure of particulars
regarding Conservation of Energy in Form-A and Technology Absorption in Form-B as prescribed by the Rules.

The details are as follows:

Particulars

31.03.2025

31.03.2024

(1) Electricity

Purchased units

212385

-

Total Amount

3474632.73/-

-

Rate per Unit (in ')

16.36

-

(2) Own Generator

-

Fuel (Diesel) units

640

-

Total Amount (in ')

59634/-

-

Rate per Liter (in ')

93.17/-

-

(B) Technology Absorption:

The technology required for the Company is available indigenously.

(C) Foreign Exchange Earnings and Outgo:

Particulars

31.03.2025

31.03.2024

Earnings

2.77

-

Outgo

-

-

27. DIRECTORS RESPONSIBILITY STATEMENT:

In accordance with the provisions of Section 134(5) of the Companies Act, 2013 the Board hereby submits its responsibility

Statement:

(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 and loss 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; and

(e) 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.

28. DETAILS OF APPLICATION MADE
OR PROCEEDING PENDING UNDER
INSOLVENCY AND BANKRUPTCY CODE,
2016:

No application has been made under the Insolvency and
Bankruptcy Code; hence the requirement to disclose the
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 is not applicable.

29. DETAILS OF DIFFERENCE BETWEEN
VALUATION AMOUNT ON ONE TIME
SETTLEMENT AND VALUATION WHILE
AVAILING LOAN FROM BANKS AND
FINANCIAL INSTITUTIONS:

The requirement to disclose the details of difference
between amount of the valuation done at the time of
onetime settlement and the valuation done while taking
loan from the Banks or Financial Institutions along with the
reasons thereof, is not applicable.

30. ACKNOWLEDGEMENTS:

Your Directors place on record 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 deeply appreciate the committed efforts put in by
employees at all levels, whose continued commitment and
dedication contributed greatly to achieving the goals set by
your Company. Your Directors also acknowledges gratefully
the shareholders for their support and confidence reposed
on your Company.

For Daikaffil Chemicals India Limited

Sadashiv K. Shetty Raghuram K. Shetty

Date: August 12, 2025 Chairman Managing Director

Place: Mumbai DIN: 00038681 DIN: 00038703

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