Your Directors are pleased to present the 46thAnnual Report together with the Audited FinancialStatements of the Company for the Financial Year ended on 31st March, 2025.
1. FINANCIAL PERFORMANCE
(Rs. in Lakhs)
Particulars
For the year ended on31st March, 2025
For the year ended on31st March, 2024
Sales (Net of Indirect Taxes)
27022.23
22111.36
Other Income
159.24
292.54
Operating Profit / (Loss) before Interest andDepreciation
2560.49
370.58
Interest/ Finance Cost
571.60
210.97
Depreciation
1173.60
899.95
Exceptional Items - (Gain)/ Loss
-
Profit/(loss) before tax
815.29
(740.34)
Tax expense
197.23
(260.83)
Net Profit / (Loss)
618.06
(479.51)
Other Comprehensive Income (Net of Tax)
33.27
(1.10)
Total Comprehensive Income
651.33
(480.61)
2. DIVIDEND
During the Financial Year 2024-25, the Company has not declared any dividend. The Board hasdecided to retain all earnings for the current period and such retained earnings will be used to fundfuture investments and support the company's continued growth.
During the Financial Year 2024-25, no amount has been transferred to General Reserve.
During the year, total revenue from operations was Rs.27, 022.23 Lakhs an increase of 22.21% ascompared to total revenue from operations of Rs. 22,111.36 Lakhs in the previous year.
The operating profit stood at Rs. 25.60 crore as against Rs. 3.71 crore mainly driven by increase inrealisation and higher operational efficiency on account of savings in power cost.
At Lords Chloro, we recognize the importance of investing in our future to drive long-term growthand sustainability. During FY2025, we did a capital expenditure to increase our production capacityof caustic soda, Chlorinated Paraffin Wax (CPW) and also added a 16 MW solar power plant toenhancing our operational efficiency.
The global caustic soda market in Fiscal Year 2024-2025 has demonstrated a resilient growthtrajectory, propelled by consistent demand across key industrial sectors. Valued at approximatelyUSD 47.4 billion in 2024 and projected to reach around USD 48 billion in 2025, the market continuesto expand steadily. This growth is predominantly driven by the robust requirements of the aluminaindustry for aluminium production, especially in the automotive and aerospace sectors, alongsidepersistent needs from the pulp and paper industry for various processing applications. The escalatingglobal emphasis on water and wastewater treatment, where caustic soda plays a critical role in pHadjustment and purification, is also emerging as a significant growth catalyst. Asia-Pacific,particularly China and India, maintained its dominance as the largest and fastest-growing market,benefiting from rapid industrialization and urban infrastructure development. While overall supplyremained stable, bolstered by continuous adoption of efficient membrane cell technology andstrategic capacity expansions by major players, localized supply disruptions and the co-productiondynamics with chlorine influenced regional price fluctuations. Despite these variations, the marketgenerally saw stable prices, with trends influenced by energy costs, logistical efficiencies, and thehealth of downstream industries.
The future outlook for the global caustic soda market beyond FY2025 remains positive andcharacterized by continued growth, driven by fundamental industrial demand and emergingapplications, alongside an increasing emphasis on sustainability. The global caustic soda market isprojected to reach approximately USD 71.0 billion by 2033, growing at a CAGR of around 4.7% from2025 to 2033. This signifies a steady and sustained upward trend. Global demand is forecast to climbto 116.30 million tons by 2030 from 94.95 million tons in 2025, reflecting a CAGR of 4.14% over thisperiod. The increasing global demand for lightweight aluminum in sectors like automotive,aerospace, and construction will continue to fuel the need for caustic soda in the Bayer process.Continued demand for high-quality fabrics and the use of caustic soda in processes likemercerization, scouring, and dyeing will support market growth, especially in emerging economies.
In essence, the future of the global caustic soda market is one of stable and consistent expansion,deeply intertwined with the growth of foundational industries. The shift towards sustainableproduction methods and the increasing importance of water treatment will be key themes, ensuringcaustic soda's continued indispensability in the global economy.
During FY25, the Company successfully completed key strategic expansion projects, marking asignificant milestone in its growth journey. The caustic soda capacity was enhanced by 90 tonnes perday (TPD), taking the total installed capacity to 300 TPD. Additionally, the Company expanded itschlorinated paraffin wax (CPW) capacity from 20 TPD to 50 TPD and operationalized a 16 MW solarpower plant at its facility. These projects were funded through a balanced mix of internal accrualsand debt, reinforcing our commitment to sustainable and efficient growth.
With these capacities now fully operational, the focus in the near term will be on optimizing plantutilization, improving operating efficiencies, and deepening downstream chlorine integration. TheCompany is actively exploring avenues to strengthen its product mix by targeting both existing andnew chlorine-based derivatives to enhance value addition and drive future growth.
Global demand for caustic soda remains robust, underpinned by supply-side constraints and risingenergy costs. While current global capacities are expected to meet demand until 2026, forecastsindicate a potential supply-demand mismatch from 2026-2027 onwards if new capacities are notcommissioned, particularly outside India. Lords Chloro Alkali is well-positioned to capitalize on thisemerging opportunity with its enhanced capacities and integrated operations.
Pursuant to the provisions under Section 152 of the Companies Act, 2013 read with the Companies(Appointment and Qualification of Directors) Rules, 2014 and the Articles of Association of Company,Ms. Sristhi Dhir, Non-Executive Director, is liable to retire by rotation at the ensuing Annual GeneralMeeting (AGM) and she has offered herself for re-appointment.
Mr. Hitesh Kumar, Company Secretary and Compliance Officer of the Company has resigned fromthe Company with effect from 01st February, 2025.
On the recommendation of Nomination & Remuneration Committee, the Board of Directors hasappointed Mr. Pankaj Mishra, as Company Secretary and Compliance Officer of the Company witheffect from 29th May, 2025
The details of the Key Managerial personnel are as under:
S. No.
Name
Designation
1.
Shri Ajay Virmani
Managing Director
2.
Shri Madhav Dhir
Whole Time Director
3.
Shri Deepak Mathur
4.
Shri Rajiv Kumar
Chief Financial Officer
5.
Shri Pankaj Mishra*
Company Secretary
*Shri Pankaj Mishra has been appointed as Company Secretary and Compliance Officer of theCompany with effect from 29.05.2025.
The Company has received the declaration from all Independent Directors of the Companyconfirming that they meet the criteria of Independence as prescribed under Section 149(6) of theCompanies Act, 2013 and under SEBI (Listing obligations and Disclosure Requirements) Regulations,2015.
The Board took on record the declaration and confirmation submitted by the Independent Directorsregarding meeting the prescribed criteria of independence, after undertaking due assessment of theveracity of the same in terms of the requirements of regulation 25 of the SEBI (Listing Obligationsand Disclosure Requirements) Regulations, 2015.
The Independent Directors have also confirmed that they have registered their names in theIndependent Directors Databank. Further, the Board members are satisfied with regard to integrity,expertise and experience (including the proficiency) of the Independent Directors of the Company.
Pursuant to the provisions of the Companies Act, 2013 and SEBI (Listing obligations and DisclosureRequirements) Regulations, 2015, the Board of Directors of the Company in their meeting held on29th May, 2025 had carried out the annual evaluation of their own performance, the IndividualDirectors (Including the Independent and Non-Independent Directors) as well as of theircommittees. The evaluation was carried out based on parameters such as level of engagement andcontribution, independence of judgement, safeguarding the interest of the Company and allstakeholders etc.
The Independent Non-Executive Directors of the Company met separately without the presence ofthe Non-Independent Directors and inter-alia reviewed the performance of the members ofmanagement, Non-Independent Directors and the Board as a whole. Further, the performance ofthe Chairperson of the Company and the Committees were also reviewed in the meeting. Theperformance review conducted took into consideration the views of the Executive and Non¬Executive Directors.
The Policy on performance evaluation of Independent Directors, Board of Directors, Committees andother individual Directors covered the role, rights, responsibilities of Independent Director andrelated matters are put up on the website of the Company at the linkhttps://www.lordschloro.com/policies/ .
The following policies of the Company are attached herewith marked as Annexure A and B.
a) Policy for selection of Directors and determining Directors independence; and
b) Remuneration Policy for Directors, Key Managerial Personnel and other employees.
10. STATEMENT REGARDING OPINION OF THE BOARD WITH REGARD TO INTEGRITY, EXPERTISE &EXPERIENCE (INCLUDING THE PROFICIENCY) OF THE INDEPENDENT DIRECTORS APPOINTEDDURING THE YEAR
Pursuant to Rule 8(5) of the Companies (Accounts) Rules, 2015, statement regarding opinion of theBoard with regard to integrity, expertise and experience (including the proficiency) of theindependent directors is given below:
The Company has received necessary declarations from each Independent Director of the Companyunder Section 149 (7) of the Companies Act, 2013, confirming that they meet the criteria ofindependence as laid down in Section 149 (6) of the Companies Act, 2013 and that of ListingRegulations.
The details of programmes for familiarization of Independent Directors with the Company, theirroles, rights, responsibilities in the Company, nature of the industry in which the Company operates,business model of the Company and related matters are put up on the website of the Company atthe link https://www.lordschloro.com/policies/.
The Board of Directors have constituted Nomination and Remuneration Committee pursuant toSection 178 of the Companies Act, 2013 and regulation 19 of SEBI (Listing Obligations and DisclosureRequirements) Regulations, 2015 comprising Mr. Sandeep Singh (Chairperson), Ms. Shubha Singhand Ms. Srishti Dhir as members of the Committee. The Board of Directors has formulated a policywhich lays down a framework in relation to remuneration of Directors, Key Managerial Personneland Senior Management of the Company. The Policy also lays down the criteria for selection andappointment of Board Members. The details of the Policy forms a part of this report as Annexure - Aand the Details / Disclosures of Ratio of Remuneration to each Director to the median employee'sremuneration is given in point no 27 of this report. The Nomination and Remuneration Policy isavailable on our website at the https://www.lordschloro.com/wp-content/uploads/2024/10/nomination-and-remuneration-policy.pdf.
The Nomination and Remuneration Committee works with the Board on the leadership successionplan to ensure orderly succession in appointments to the Board and to senior managementpositions.
Pursuant to Section 185, 186 of the Act read with the Companies (Meetings of the Board and itsPowers) Rules, 2014, disclosures relating to loans, guarantees and investments as on 31st March2025 are given in the Notes to the Financial Statements.
There were no material changes and commitments during the period from end of Financial Yearunder review till the date of this Report which may be affecting the financial position of theCompany.
15. DETAILS OF SIGNIFICANT AND MATERIAL ORDERS PASSED BY THE REGULATORS OR COURTSOR TRIBUNALS IMPACTING THE GOING CONCERN STATUS AND COMPANY'S OPERATIONS INFUTURE
The Company has not received any significant/material orders from the statutory regulatorybodies/courts/tribunals which affect the operations/status of the Company.
The Cost accounts and records as required to be maintained under Section 148 (1) of Act are dulymade and maintained by the Company.
The provisions of section 148 of the Companies Act, 2013, read with Rules 4 & 5 of the Companies(Cost Audit and Record) Rules, 2014, for maintenance of Cost Records, Cost Audit are applicable tothe Company for the financial year 2025-26.
The Board of Directors of your Company at its meeting held on 21st July, 2025, on therecommendation of Audit Committee, has approved the appointment of M/s Goyal, Goyal &
Associates, Cost Accountants as Cost Auditor of your Company to conduct the audit of cost recordsfor the Financial Year 2025-26.
The remuneration proposed to be paid to the Cost Auditor subject to your ratification at the 46thAGM will be Rs. 75,000/- (Rupees Seventy Five Thousand only) for the Financial Year 2025-26.
At the 42nd AGM of your Company, the members had approved the appointment of M/s NemaniGarg Agarwal & Co, Chartered Accountants (FRN-010192N) as Statutory Auditors of the Company, tohold office till the conclusion of 47thAGM.
Further, Statutory Auditor of the Company has submitted Auditor's Report on the Accounts of the
st
Company for the financial year ended on 31 March 2025. The Notes on financial statement
referred to in the Auditors' Report are self-explanatory and do not call for any further comments.The Auditors' Report does not contain any observation, qualification, reservation or adverse remark.
Pursuant to the provisions of section 204 of the Companies Act, 2013 and rules made thereunder,the Board of Directors of the Company had appointed M/s SSPK & Co., Practicing CompanySecretary, as Secretarial Auditors to conduct Secretarial Audit of the Company for the financial year2024-25.
Further, pursuant to amendment in regulation 24A of SEBI (LODR) Regulations, 2015 the Board ofDirectors of the Company in its meeting held on 21st July, 2025 has appointed M/s SSPK & Co.,Practicing Company Secretary, as Secretarial Auditors to conduct Secretarial Audit of the Companyfor a term of up to 5(Five) consecutive years, to hold office from the conclusion of this AnnualGeneral Meeting ('AGM') till the conclusion of 51st AGM of the Company to be held in the Year2030.
The Secretarial Auditors of the Company have submitted their Report in the Form No. MR-3 asrequired under Section 204 of the Companies Act, 2013 for the financial year ended 31st March2025 which is annexed herewith as Annexure-C to this Report.
Further, Secretarial Auditor of the Company has submitted Secretarial Auditor's Report of theCompany for the financial year ended on 31st March 2025. The Auditor's report is self-explanatoryand requires no comments.
During the year under review, neither the statutory auditors nor the secretarial auditor has reportedto the audit committee, under Section 143 (12) of the Companies Act, 2013, any instances of fraudcommitted against the Company by its officers or employees, the details of which would need to bementioned in the Board's report.
There is no change in the nature of business of the Company.
Adopting sustainable production practices at all levels of the organization is the need of the hour. AtLords Chloro Alkali Ltd., we are committed to continual improvement through sustainable initiativesfocused on reducing greenhouse gas emissions, minimizing energy consumption, and promotingwater conservation.
At Lords Chloro Alkali Ltd., we are unwavering in our commitment to enhancing safety across alllevels of the organization and in the surrounding communities. In collaboration with nationalorganizations such as AMAI, we have extended our efforts to train public sector organizations in theNCR region, promoting best practices beyond our own operations.
• Advanced Emission Control: To improve air quality and reduce emissions, DG sets have beenreplaced with sets compliant with CPCB IV norms. These generators offer significantly lower
emissions of particulate matter (PM) and nitrogen oxides (NOx), along with enhanced fuelefficiency and superior load-handling capabilities.
• Clean Fuel Integration: All boilers in the plant now operate exclusively on clean fuels such ashydrogen and LPG. The use of all conventional and polluting fuels has been entirely phased out,marking a significant shift toward sustainable operations.
• Emergency Preparedness: Demonstrating our commitment to safety and readiness, an offsiteemergency mock drill was successfully conducted in collaboration with the National DisasterResponse Force (NDRF) and the Alwar District Crisis Group.
• Recognition for Safety Excellence: Our continued focus on industrial safety has been recognizedwith the prestigious Rajasthan State Factory Safety Award 2024, conferred by the Factories &Boilers Inspection Department, Government of Rajasthan.
• On-site Chlorine Utilization: A Chlorinated Paraffin Wax plant has been commissioned to utilizetoxic chlorine gas within the premises, thereby eliminating the need for hazardous tonner fillingand off-site transportation, and significantly reducing associated risks.
• Lords Chloro Alkali Ltd. (LCAL) has taken a significant step toward sustainability bycommissioning a 16 MW solar power plant in Bikaner, Rajasthan, which began operations inOctober 2024. The plant supports LCAL's broader goal of transitioning to clean energy andreducing its carbon footprint. Environmentally, it contributes to an estimated annual reductionof 17,200 tons of CO2 emissions—comparable to planting around 8,47,500 trees each year.
This solar initiative forms a core part of LCAL's ongoing strategy to adopt green technologies andimprove overall energy efficiency.
In compliance with provisions of clause (m) of sub-section (3) of Section 134 of the Companies Act,
2013, read with the Companies (Accounts) Rules, 2014 the statements giving the required
information relating to energy conservation, technology absorption, foreign exchange earnings and
outgoings is annexed herewith as Annexure D.
All contracts/arrangements/transactions entered by the Company during the financial year withrelated parties were in the ordinary course of business and on an arm's length basis.
During the year, all related party transactions were placed before the Audit Committee and Board ofDirectors for approval.
The particulars of contracts or arrangements with related parties referred to in Section 188(1) of theCompanies Act 2013 read with rule 8(2) of the Companies (Accounts) Rules, 2014 in the prescribedForm AOC - 2 is annexed as Annexure E to this Report.
The Policy on materiality of related party transactions and dealing with related party transactions asapproved by the Board may be accessed on the Company's website at the link:https://www.lordschloro.com/policies.
Details of transactions, contracts and arrangements entered into with related parties by theCompany, during Financial Year 2024-25, is given under Notes to Accounts annexed to FinancialStatements, which forms part of this Annual Report.
The information required under Section 197 of the Act read with rule 5(1) of the Companies(Appointment and Remuneration of Managerial Personnel) Rules, 2014 are given below:
Name of the Directors
Ratio to median remuneration
Remuneration in (Rs.)
Shri A jay Virmani
35.09:1
1,53,72,621
35.01:1
1,53,35,113
13.13:1
57,50,183
b) The percentage increase in remuneration of each Director, Chief Financial Officer,Company Secretary in the financial year:
% Increase
16.05%
16.10%
8.59%
Shri Rajiv Kumar (Chief Financial Officer)
12.06%
Shri Hitesh Kumar (Company Secretary)
* Shri. Hitesh Kumar (Company Secretary) joined the company in the current FY. Sotherefore, the percentage increase cannot be ascertained.
c) The percentage increase in the median remuneration of employees in the financialyear:
The percentage increase in the median remuneration of employees in the financial year was
15.14%.
d) The number of permanent employees on the rolls of company;
The number of permanent employees on the rolls of the company at the end of financial year
were 201.
e) Average percentile increase already made in the salaries of employees other than themanagerial personnel in the last financial year and its comparison with the percentileincrease in the managerial remuneration and justification thereof and point out if thereare any exceptional circumstances for increase in the managerial remuneration;
Average percentile increase in the salaries of employees other than the managerial personnel is3.71%. Average percentile increase in the salaries of managerial personnel is 14.66%.
f) Affirmation that the remuneration is as per the remuneration policy of the Company:
The Company affirms that the remuneration is as per the remuneration policy of the Company.
None of the Employees drew the salary more than the prescribed limit i.e. ^ 1.02 Crores in a year forthe financial year 2024-25 as per the provisions of Section 197 (12) of the Companies Act, 2013 readwith Rules 5(2) & 5(3) of the Companies (Appointment and Remuneration of Managerial Personnel)Rules, 2014 except Managing Director and Whole Time Director, who is employed throughout thefinancial year, who were in receipt of remuneration of Rs. 1.33 crores (One crore and thirty threelakh) and Rs. 1.32 crores (One crore and thirty two lakh).
None of the Employees drew the salary more than the prescribed limit i.e. ^ 8.50 Lakhs in a monthduring the financial year 2024-25 as per the provisions of Section 197 (12) of the Companies Act,2013 read with Rules 5(2) & 5(3) of the Companies (Appointment and Remuneration of ManagerialPersonnel) Rules, 2014.
Any member interested in obtaining the information of top-10 employee of the Company may writeto the Company Secretary at the registered office or the corporate office of the Company.
The criteria for Directors' appointment have been set up by the Nomination, Remuneration andCompensation Committee (NRCC), which, inter-alia, includes criteria for determining qualifications,positive attributes, independence of a Director, basis/criteria of remuneration to Directors/KMPsand other matters provided under Section 178 of the Companies Act, 2013 ('the Act') and the SEBIListing Regulations 2015. The Company has a Remuneration Policy in place which deals in theremuneration of the Directors, Key Managerial Personnel (KMPs), Senior Management Personnel(SMPs) and other employees of the Company. The said remuneration policy is available on theCompany's website at the following web link:
https://www.lordschloro.com/wp-content/uploads/2024/10/nomination-and-remuneration-
policy.pdf
The Annual Return of the Company can be accessed on the website of the Company at following link:https://www.lordschloro.com.
The Directors state that applicable secretarial standards have been duly followed by the Company.
During the year under review the Company has not made any application during the year and noproceeding is pending under Insolvency & Bankruptcy Code, 2016 (IBC) as at March 31, 2025.
32. THE DETAILS OF DIFFERENCE BETWEEN AMOUNT OF THE VALUATION DONE AT THE TIME OFONE-TIME SETTLEMENT AND THE VALUATION DONE WHILE TAKING LOAN FROM THE BANKS ORFINANCIAL INSTITUTIONS ALONG WITH THE REASONS THEREOF
During the year under review, there has been no one-time settlement. Since there is no, One-TimeSettlement, therefore there is no difference between amount of the valuation done at the time ofone-time settlement and the valuation done while taking loan from the banks or financialinstitutions.
During the year under review, your Company has not accepted any deposit within the meaning ofSections 73 and 74 of the Companies Act, 2013 read with the Companies (Acceptance of Deposits)Rules, 2014 (including any statutory modification(s) or re-enactment(s) for the time being in force).
Pursuant to Regulation 34 read with Schedule V of SEBI (Listing obligations and DisclosureRequirements) Regulations, 2015, a Report on Corporate Governance and a Certificate from thePracticing Company Secretary confirming the compliance with conditions of corporate governanceare appended herewith as Annexure F.
A certificate from Managing Director and Chief Financial Officer of the Company in terms of SEBI(Listing obligations and Disclosure Requirements) Regulations, 2015, inter-alia confirming thecorrectness of financial statements and cash flow statements, adequacy of internal control measuresand reporting of matters was placed before the Audit Committee and Board.
Management discussion and Analysis Report for the year under review, as stipulated underRegulation 34 of the Listing Agreement, 2015 is annexed herewith Annexure G to this Report.
The Company has constituted a Risk Management Committee which ensures that the Company hasan appropriate and effective Enterprise Risk Management system with appropriate policies andprocesses which carries out risk assessment and ensures that risk mitigation plans are in place byvalidating the same at regular intervals.
Brief details about the Risk Management are provided in the Corporate Governance Report.
The Board of Directors of the Company have constituted Corporate Social Responsibility (CSR)committee pursuant to Section 135 of Companies Act, 2013, Schedule VII and SEBI (ListingObligations and Disclosure Requirements) Regulations, 2015 and relevant rules and provisionscomprising Mr. Ajay Virmani (Chairperson), Mr. Madhav Dhir and Ms. Sakshi Vashisth as members ofthe Committee. The said Committee has been entrusted with the responsibility of formulating andrecommending to the Board, a CSR Policy indicating the activities to be undertaken by the Company,monitoring the implementation of the framework of the CSR Policy and recommending the amountto be spent on CSR activities.
The Corporate Social Responsibility Policy, as framed by the Members of Corporate SocialResponsibility Committee, is available on Company's website https://www.lordschloro.com/policies.
An annual report of CSR activity has been disclosed with this report as Annexure H.
Eight (8) meetings of the Board of Directors were held during the year. For further details, pleaserefer section of Report on Corporate Governance of this Annual Report.
The Company established a vigil mechanism for directors and employees to report concerns aboutunethical behaviour, actual or suspected fraud or violation of the company's Code of Conduct orethics policy.
This mechanism provides adequate safeguards against victimization of director(s)/ employee(s) andalso provide for direct access to the Chairman of the Audit Committee in exceptional cases.
The details of establishment of such mechanism disclosed at the website of the companyhttps://www.lordschloro.com/policies.
Your Company has put in place adequate internal financial controls with reference to the financialstatements, some of which are outlined below.
Your Company has adopted accounting policies which are in line with the Accounting Standardsprescribed in the Companies (Accounting Standards) Rules, 2006 that continue to apply underSection 133 and other applicable provisions, if any, of the Companies Act, 2013 read with Rule 7 ofthe Companies (Accounts) Rules, 2014 to the extent applicable. These are in accordance withgenerally accepted accounting principles in India.
The Management periodically reviews the financial performance of your Company against theapproved plans across various parameters and takes necessary action, wherever necessary.
The Board of Directors of the Company have constituted Internal Complaint Committee who willhear and redress the complaint made in writing by any aggrieved woman of sexual harassment atworkplace as per the "Sexual Harassment of Woman At Workplace (Prevention, Prohibition andRedressal) Act, 2013". The Policy is also available on our website at the link,https://www.lordschloro.com/policies.
Your Directors further state that during the year under review, there were no cases filed pursuant tothe Sexual Harassment of Woman at Workplace (Prevention, Prohibition and Redressal) Act, 2013.
Number of Sexual Harassment Complaintsreceived
Nil
Number of Sexual Harassment Complaintsdisposed off
Number of Sexual Harassment Complaintspending beyond 90 days.
The Audit Committee as on 31st March, 2025 comprises Mr. Sandeep Singh (Chairperson), Mr. Ajay
Virmani (Member) and Mr. Amia Kumar Singh (Member). All the recommendations made by the
Audit Committee were accepted by the Board.
Your Directors state that:
a) in the preparation of the annual accounts for the year ended on March 31, 2025, theapplicable Indian Accounting Standards read with requirements set out under Schedule III tothe Act, have been followed and there are no material departures from the same;
b) the Directors have selected such accounting policies and applied them consistently andmade judgements and estimates that are reasonable and prudent so as to give a true andfair view of the state of affairs of the Company as at the financial year ended on 31st March,2025 and of the loss incurred by the Company for the year ended on that date;
c) the Directors have taken proper and sufficient care for the maintenance of adequateaccounting records in accordance with the provisions of the Act for safeguarding the assetsof 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 internal financial controls to be followed by the Company andthat such internal financial controls are adequate and are operating effectively; and
f) The Directors have devised proper systems to ensure compliance with the provisions of allapplicable laws and that such systems are adequate and operating.
The relations between the Company and its employees continued to be cordial and harmoniousthroughout the year under review.
The Company equity shares are listed on National Stock Exchange of India Limited and BSE Ltd. YourCompany has been regularly paying listing fees to the BSE Limited & National Stock Exchange ofIndia Limited, Mumbai.
The Company has issued and allotted 35,00,000 (Thirty Five Lakh) Warrants, convertible into orexchangeable for 1 (one) fully paid-up equity share of the Company of face value of Rs. 10/- (RupeesTen) each ("Warrants") to Promoters and Other Entities belonging to Non-Promoter Category at apremium of Rs. 112/- per Equity Shares aggregate at a price of Rs. 122/- (Rupees One Hundred andTwenty-Two only) per warrant, which may be exercised in one or more tranches during the periodcommencing from the date of allotment of the Warrants i.e. 12.08.2024 until expiry of 18 (Eighteen)months i.e. 11.02.2026, to the allottees of Warrants. The above issue of Warrants has beenapproved by the Board of Directors in its Meeting held on 17.06.2024 and by the Members of theCompany in its Meeting held on 12.07.2024. The 35,00,000 Warrants has been allotted to therespective allottees by the Board of Directors in its Meeting held on 12.08.2024.
During the period under review the Company has complied with the provisions of Maternity BenefitActs
Detail of number of employee during the year under review is given below:
number of employee during the year under review
Female
03
Male
198
Transgender
0
1. Company does not have any subsidiary, Joint Venture and Associates
2. During the year company has not issued any equity shares and differential rights as todividend, voting or otherwise.
3. During the year company has not Issued Shares (including sweat equity shares) to employeesof the Company under any scheme.
4. During the year, no unclaimed dividend was required to be transferred in the InvestorEducation & Protection Fund of IEPF Authority as no unpaid dividend is lying with the Company.
5. The details of Credit Rating are disclosed in the Corporate Governance Report, which formspart of this Annual Report.
6. During the year under review and until the date of the Report, none of the securities of yourcompany were suspended from trading
7. Amount raised through Preferential Issue was fully utilized in the object mentioned in thenotice of General Meeting and there is no deviation/variation in the issue of proceeds.
8. The Company does not have any scheme of provision of money for the purchase of its ownshares by employees or by trustees for the benefit of employees.
Your Directors wish to convey their deep appreciation to all the company's employees/workers fortheir dedication and hard work as well as their collective contribution to the Company'sperformance.
The Directors would also like to thank to the Members, Customers, Dealers, Suppliers, Bankers,Financial Institutions, Government Authorities and all other business associates for continuedsupport given by them to the Company and their confidence in its management.