Your Directors are pleased to present the 35^th Annual Report of the Company together with the Audited Financial Statements for
the year ended 31st March, 2025.

SUMMARY OF FINANCIAL RESULTS OF THE COMPANY:

During the year under review, your Company generated total revenue of '18,517 lacs against the total revenue of previous year
amounted to '14,889 lacs and the financial year has ended up with a net profit of '996 lacs, which is almost 2 times higher as
compared to previous year.

DIVIDEND:

During the year, your directors have not recommended any dividend for the year in order to accumulate the reserve.

DEPOSITS:

Your Company has not accepted any deposits within the meaning of Section 73 (1) and 74 of the Companies Act, 2013 read
together with the companies (Acceptance of Deposits) Rules, 2014. Your Company held no deposit in any form from anyone
during the year 31st March, 2025, which was overdue or unclaimed by the depositors.

TRANSFER OF UNCLAIMED DIVIDEND TO INVESTOR EDUCATION AND PROTECTION FUND:

The Company was not required to transfer any amount to unclaimed dividend to investor education and protection fund.
CHANGE IN THE NATURE OF BUSINESS, IF ANY:

There was no change in the nature of business of the Company during the year.

TRANSFER TO RESERVES:

No fund was transferred to General Reserve.

BOARD OF DIRECTORS AND KMPS:

The Composition of the Board during the year under review was as per the provisions of Regulation 17(1) of listing regulation
read with the Companies Act, 2013.

Pursuant to Section 152 of the Companies Act, 2013 Mr. Dinesh Shankarlal Sharma (DIN: 01231046), Director, retires by
rotation at the ensuing Annual General Meeting and being eligible offers himself for re-appointment. Your Board has
recommended his re-appointment.

There was no change in the management of the Company and there was no appointment or resignation on Board during the year
under review.

None of the Directors are disqualified for appointment/re-appointment under Section 164 of the Act. As required by law, this
position is also reflected in the Auditors' Report.

As required under Regulation 36(3) of the listing Regulations with the stock exchanges, the information on the particulars of
Directors proposed for appointment/re-appointment has been given in the notice of annual general meeting.

DIRECTORS’ RESPONSIBILITY STATEMENT:

In accordance with the provisions of Section 134 (3) (c) and 134 (5) of the Companies Act, 2013, and based on the information
provided by management, your Directors’ state that:

(a) In the preparation of the annual accounts for the financial year ended 31st March, 2025 the applicable accounting
standards have been followed.

(b) Directors have selected such Accounting policies 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 corporation as at the end of 31st
March, 2025 and of the profit of the Company for the year ended on that date.

(c) Director have taken Proper and sufficient care to the best of their knowledge and ability for the maintenance of
adequate accounting records in accordance with the provisions of the Companies Act, 2013 for safeguarding the
assets of the Company and for preventing and detecting fraud and other irregularities.

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

(e) Director have laid down internal financial controls commensurate with the size of the Company and that such financial
controls were adequate and were operating effectively; and

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

DECLARATION OF INDEPENDENCE BY DIRECTORS:

The Independent Non-executive Directors of the Company, viz. Mr. Kanayo Dayaram Fatnani (DIN - 07818627), Mrs. Neelam
Yashpal Arora (DIN - 01603068), Mr. Satish Chand Mathur (DIN: 03641285) and Mr. Nainesh Sumant Rai Desai have affirmed
that they continue to meet all the requirements specified under Regulation 16(1)(b) of the listing regulations in respect of their
position as an "Independent Director" of Kesar Petroproducts Limited. The Independent Directors of the Company have
confirmed compliance of relevant provisions of Rule 6 of the Companies (Appointments and Qualifications of Directors) Rules,
2014. The N&R Committee had adopted principles for identification of Key Managerial Personnel, Senior Management including
the Executive Directors.

Further, all the Independent Directors have submitted their disclosures to the Board that they fulfill all the requirements as
stipulated in Section 149(6) of the Companies Act, 2013 and Regulation 16(1)(b) of the SEBI (Listing Obligations and Disclosure
Requirements) Regulations, 2015, so as to qualify themselves to be appointed as Independent Directors under the provisions of
the Companies Act, 2013 and the relevant rules. In terms of Regulation 25(8) of Listing Regulations, they have confirmed that
they are not aware of any circumstance or situation which exists or may be reasonably anticipated that could impair or impact
their liability to discharge their duties.

The Independent Directors of the Company have confirmed that they have enrolled themselves in the Independent Directors'
Databank maintained with the Indian Institute of Corporate Affairs (‘IICA’) in terms of Section 150 of the Act read with Rule 6 of
the Companies (Appointment & Qualification of Directors) Rules, 2014, as amended.

The Independent Directors have confirmed that they have complied with the Company's Code of Business Conduct & Ethics.

The Board is of the opinion that the Independent Directors of the Company possess requisite qualifications, experience and
expertise and that they hold the highest standards of integrity.

Details of Familiarization Programme for the Independent Directors are provided separately in the Corporate Governance
Report.

BOARD EVALUATION:

SEBI (Listing Obligations and Disclosures Requirements) Regulations, 2015 mandates that the Board shall monitor and review
the Board evaluation framework. The Companies Act, 2013 states that a formal annual evaluation needs to be made by the Board
of its own performance and that of its committees and individual directors. The Schedule IV of the Companies Act, 2013 states
that the performance evaluation of independent directors should be done by the entire Board of Directors, excluding the
director being evaluated.

The Board as a whole was evaluated on various parameters like Board Composition & Quality, Board Meetings and Procedures,
adherence to the Code of Conduct etc. Based on each of the parameter, the Board of Directors formed an opinion that
performance of Board as a whole has been outstanding. The Board approved the evaluation results as collated by the
Nomination and Remuneration Committee.

Pursuant to the provisions of the Companies Act, 2013 and the SEBI (Listing Obligations and Disclosure Requirements)
Regulations, 2015 a structured questionnaire was prepared. The performance Evaluation of the Independent Directors was
completed. Independent Directors Meeting and Nomination and Remuneration Committee considered the performance of Non¬
Independent Directors and the Committees and Board as whole, reviewed the performance of the Chairman of the Company,
taking into account the views of Executive Directors and Non-Executive Directors and assessed the quality, quantity and
timeliness of flow of information between the Company Management and the Board.

MANNER IN WHICH FORMAL ANNUAL EVALUATION HAS BEEN MADE BY THE BOARD OF ITS OWN
PERFORMANCE AND THAT OF ITS COMMITTEES AND INDIVIDUAL DIRECTORS:

Pursuant to the provisions of the Companies Act, 2013 and the SEBI (Listing Obligations and Disclosure Requirements)
Regulations, 2015, the performance evaluation of the Independent Directors was completed.

The evaluation framework for assessing the performance of directors of your company comprises of contribution at meetings,
strategies perspective or inputs regarding the growth and performance of your company among others.

The performance evaluation of the Chairman and the Non-Independent Directors was carried out by the Independent Directors.
The Board of Directors expressed their satisfaction with the evaluation process.

Details of program for familiarization of Independent directors of the company are accessible on yours company website at
http://www.kesarpetroproducts.com.

MEETING OF INDEPENDENT DIRECTORS:

The meeting of Independent Directors was scheduled on 27^th May, 2024. All the Independent Directors were present in the
meeting.

STATUTORY AUDITORS:

M/s. A. Sachdev Co., Mumbai, Chartered Accountants (Firm Reg. No. 001307C) has been appointed as a Statutory Auditors of the
Company from conclusion of 32^nd Annual General meeting of the Company for a period of five (5) years, till the conclusion of the
37^th Annual General Meeting of the Company.

The MCA vide its notification dated 7 May 2018 has amended Companies (Audit and Auditors) Rules 2014 by Companies (Audit
and Auditors) Amendment Rules 2018, which dispense the requirement of members approval for ratification of appointment of
Auditors at every Annual General Meeting. Keeping the same in mind no such agenda item is included in notice for the 35^th AGM.

AUDITORS REPORT:

Observations made in the Auditors' Report are self-explanatory and therefore do not call for any further comments under
Section 134 (1) of the Companies Act, 2013.

INTERNAL AUDITORS:

The Internal and operational audit is entrusted to M/s. ATJ & Co LLP (FRN: 113553W/W100314), Chartered Accountants. The
main thrust of internal audit is to test and review controls, appraisal of risks and business processes, besides benchmarking
controls with best practices in the industry.

Your Company has an effective internal control and risk-mitigation system, which are constantly assessed and strengthened with
new/revised standard operating procedures. The Company's internal control system is commensurate with its size, scale and
complexities of its operations. The Audit Committee of the Board of Directors actively reviews the adequacy and effectiveness of
the internal control systems and suggests improvements to strengthen the same.

The Audit Committee of the Board of Directors, Statutory Auditors and the Key Managerial Personnel are periodically apprised of
the internal audit findings and corrective actions taken. Audit plays a key role in providing assurance to the Board of Directors.
Significant audit observations and corrective actions taken by the management are presented to the Audit Committee of the
Board. To maintain its objectivity and independence, the Internal Audit function reports to the Chairman of the Audit Committee.

SECRETARIAL AUDITORS AND THEIR REPORT:

M/s Pankaj S. Desai, Company Secretary in Practice was appointed to conduct the secretarial audit of the Company for the
financial year 2024-25, as required under Section 204 of the Companies Act, 2013 and Rules thereunder. The Secretarial Audit
Report for financial year 2024-25 is Annexure-A to this Board’s Report.

Further, in terms of the provisions of the Circular No. CIR/ CFD/CMD1/27/2019 dated 8^th February, 2019 issued by Securities
and Exchange Board of India (SEBI), M/s Pankaj S. Desai, Practicing Company Secretaries have issued the Annual Secretarial

Compliance Report for the financial year ended 31st March, 2025, thereby confirming compliance of the applicable SEBI
Regulations and circulars / guidelines issued there under by the Company.

COMMENTS ON REMARKS/OBSERVATION/QUALIFICATION MADE BY SECREATARIRAL AUDITORS:

Mr. Pankaj S. Desai, Company Secretary in Practice, in his Secretarial Audit Report for financial year 2024-25 have drawn the
attention of the management on some the non-compliances or observations, which have been marked as qualification in his
report. In connection with the same management herewith give the explanation for the same as follows:

The management will make an application to RBI for seeking registration as required under section 45(IA) of RBI Act, 1934. The
Management will seek opinion of some RBI professionals for making good of said default.

REPORTING OF FRAUDS BY AUDITORS:

During the year under review, the Statutory Auditors, Internal Auditors and the Secretarial Auditors have not reported any
instances of frauds committed in the Company by its officers or employees of Audit Committee under Section 143(12) of the
Companies Act, 2013, details of which needs to be mentioned in this Report.

COMMITTEES OF THE BOARD:

The Board of Directors has the following Committees:

1. Audit Committee

2. Nomination and RemunerationCommittee

3. Stakeholders' RelationshipCommittee

The details of the Committees along with their composition, number of meetings and attendance at the meetings are provided in
the Corporate Governance Report.

SUBSIDIARY, JOINT VENTURE OR ASSOCIATE COMPANIES:

During the year, there is no subsidiary, joint venture or associate of the Company.

NAMES OF COMPANIES WHICH HAVE BECOME OR CEASED TO BE ITS SUBSIDIARIES. JOINT VENTURES OR
ASSOCIATE COMPANIES DURING THE YEAR:

There were no such Companies which have become or ceased to be its subsidiaries, Joint Ventures or Associate Companies
during the year.

PARTICULARS OF CONTRACTS OR ARRANGEMENTS WITH RELATED PARTIES:

The Company has implemented a Related Party Transactions policy for the purposes of identification and monitoring of such
transactions.

All related party transactions are placed before the Audit Committee for approval.

Pursuant to the Section 134(3) (h) of the Companies Act, 2013 and Rule 8(2) of the Companies (Accounts) Rules, 2014, the
particulars of contract or arrangement entered into by the Company with related parties referred to in Section 188(1) in Form
AOC-2 in Annexure-B to this Board’s Report.

PARTICULARS OF LOANS. GUARANTEES OR INVESTMENTS:

Following are the particulars of loans, guarantees and investments under Section 186 of the Companies, Act, 2013 of the
Company:

Details of the Loans, Investments and Guarantee covered under the provisions of Section 186 of the Companies Act, 2013 (Act),
has been given under notes forming parts of the Accounts and same will be produced for verification to the members at the
registered office of the Company on their request.

CONSERVATION OF ENERGY AND TECHNOLOGY ABSORPTION:

Conservation of Energy, Technology Absorption & Foreign Exchange Earnings and Outgo Details of energy conservation and
research and development activities undertaken by the Company along with the information in accordance with the provisions
of Section 134 of Companies Act, 2013 read with Rule 8 of Companies (Accounts) Rules, 2014, the extent as are applicable to the
Company, are given in Annexure - ‘C' to the Directors' Report.

REPORTS ON CORPORATE GOVERNANCE:

The Company is committed to maintain the highest standards of Corporate Governance and adhere to the Corporate Governance
requirements set out by SEBI.

A Report on Corporate Governance along with a Certificate from M/s Pankaj S. Desai, regarding compliance with the conditions
of Corporate Governance as stipulated under Regulation 34(3), Schedule V of SEBI (LODR) Regulations, 2015 with Stock
Exchange read with the relevant provisions of SEBI (Listing Obligations and Disclosures Requirements) Regulations, 2015 forms
part of this Report.

MANAGEMENT’S DISCUSSION AND ANALYSIS REPORT:

Management's Discussion and Analysis Report for the year under review, as stipulated under Regulation 34 (3) read with
Schedule Part V of the SEBI (Listing Obligations and Disclosures Requirements) Regulations, 2015 with Stock Exchange in India,
is presented in a separate Section forming part of the Annual Report.

INTERNAL CONTROL SYSTEMS AND THEIR ADEQUACY:

The Board has adopted the policies and procedures for ensuring the orderly and efficient conduct of its business, including
adherence to the Company’s policies, the safeguarding of its assets, the prevention and detection of frauds and errors, the
accuracy and completeness of the accounting records, and the timely preparation of reliable financial disclosures.

The Company has an Internal Control System, commensurate with the size, scale and complexity of its operations. To maintain
its objectivity and independence, the Internal Audit function reports to the Chairman of the Audit Committee.

The Internal Audit Department monitors and evaluates the efficacy and adequacy of internal control system in the Company, its
compliance with operating systems, accounting procedures and policies at all locations of the Company.

Based on the report of internal audit function, process owners undertake corrective action in their respective areas and thereby
strengthen the controls. Significant audit observations and recommendations along with corrective actions thereon are
presented to Board.

The Audit Committee of the Board of Directors, Statutory Auditors and the Business Heads are periodically apprised of the
internal audit findings and corrective actions taken.

RISK MANAGEMENT AND INTERNAL CONTROLS:

The Company has the risk management and internal control framework in place commensurate with the size of the Company.
However Company is trying to strengthen the same. The details of the risks faced by the Company and the mitigation thereof are
discussed in detail in the Management Discussion and Analysis report that forms part of the Annual Report.

PARTICULARS OF EMPLOYEES AND RELATED INFORMATION:

There were no employees in the Company, who were in receipt of remuneration of more than one crore and two lakhs rupees in
the year 2024-25 or eight lakhs and fifty thousand rupees per month if employed for a part of the financial year.

LISTING OF SHARES:

Equity shares of your Company are listed on Bombay Stock Exchange only.

SHARE CAPITAL:

The paid up Equity Share Capital as on March 31, 2025 was Rs. 9,66,73,170/- consisting of 9,66,73,17 Equity Shares of Rs.10/-
each. During the year under review, the Company has not issued any share with differential voting rights; nor granted stock
options nor sweat equity. As on March 31, 2025, none of the Directors and/or Key Managerial Person of the Company hold
instruments convertible in to Equity Shares of the Company.

BUSINESS RESPONSIBILITY REPORT:

As the Company is not amongst top 500 or 1000 Companies by turnover on Stock Exchanges, the disclosure of Report under of
Regulation 34(2) of the Listing Regulations is not applicable to the Company for the year under review.

MAINTENANCE OF COST RECORDS:

The maintenance of cost records for the services rendered by the Company is not required pursuant to Section 148(1) of the
Companies Act, 2013 read with Rule 3 of Companies (Cost Records and Audit) Rules, 2014.

COMPLIANCE WITH SECRETARIAL STANDARDS:

The Board of Directors affirms that the Company has complied with the applicable mandatory Secretarial Standards issued by
the Institute of Company Secretaries of India.

POSTAL BALLOT & EGM :

The Company has conducted no Postal Ballot during F.Y. 2024-25 however, 1 EGM was held in the month of November, 2024 in
connection with necessary approval and submission has been already made to the authorities. The details of the resolution
passed through postal ballot are mentioned in corporate governance report in this annual report.

ANNUAL RETURNS:

The Annual Return in Form MGT-7 for the financial year ended 31st March 2025 is available on the website of the Company at
https://www.kesarpetroproducts.com/archives.html.

CREDIT RATINGS:

During the year under review, the Company has not borrowed any money and has not raised any funds. Hence, disclosure
pertaining to utilization of funds and Credit Rating is not applicable.

DETAILS OF UTILISATION OF FUND:

During the year, the Company has not raised any funds through preferential allotment, right issue or qualified institutions
placement, the details required to be given under Regulation 32 of the Listing Regulations is not applicable to the Company.

CEO AND CFO CERTIFICATION:

The Chief Executive Officer and Chief Financial Officer Certification as required under Regulation 17(8) read with Part B of
Schedule II of the SEBI(LODR) Regulation, 2015 have been appended to this report.

CERTIFICATE OF NON- DISQUALIFICATION OF DIRECTORS

Certificate from secretarial auditor regarding 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 the Board/Ministry of Corporate Affairs or any
such statutory authority as per item 10(i) of Part C of Schedule V of the Securities Exchange Board of India (Listing Obligations
and Disclosure Requirement) Regulations 2015, annexed to this report.

CHANGE IN NATURE OF BUSINESS OF THE COMPANY:

There was no change in the nature of Business of the Company during the year under review.

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 during Financial Year 2024-25,
till the date of this report. Further there was no change in the nature of business of the Company.

SIGNIFICANT AND MATERIAL ORDERS PASSED BY THE REGULATORS OR COURTS:

During the year there are no significant and material orders passed by the Regulators/Courts that would impact the going
concern status of the Company and its future operations.

SUSPENSE ESCROW DEMAT ACCOUNT/UNCLAIMED SHARES ACCOUNT

The Company does not have any of its securities lying in demat / unclaimed suspense account arising out of public/bonus/right
issues as at 31st March, 2025. Hence, the particulars relating to aggregate number of shareholders and the outstanding securities
in suspense account and other related matters does not arise.

VIGIL MECHANISM/WHISTLE BLOWER POLICY:

The Company has established a vigil mechanism to provide appropriate avenues to the Directors and employees to bring to the
attention of the Management, the concerns about behavior of employees that raise concerns including fraud by using the
mechanism provided in the Whistle Blower Policy.

During the financial year 2024-25, no cases under this mechanism were reported in the Company.

POLICY FOR PREVENTION, PROHIBITION AND REDRESSAL OF SEXUAL HARASSMENT OF WOMEN AT
WORKPLACE:

The company has framed policy in accordance with The Sexual Harassment of Women at Workplace (Prevention, Prohibition
and Redressal) Act, 2013. During the financial year 2024-25, no cases in the nature of sexual harassment were reported at any
workplace of the company.

BANK AND FINANCIAL INSTITUTIONS:

Directors are thankful to their bankers for their continued support to the company.

ACKNOWLEDGMENTS:

Your Directors convey their sincere thanks to the Government, Banks, Shareholders and customers for their continued support
extended to the company at all times.

The Directors further express their deep appreciation to all employees for commendable teamwork, high degree of
professionalism and enthusiastic effort displayed by them during the year.

By Order of the Board of Directors

Sd/- Sd/- Sd/- Sd/-

Ramjan Kadar Shaikh Dinesh S. Sharma Jignesh D. Desai Nisha Jain

(Whole Time Director) (Director) (CFO(KMP) (Company Secretary)

DIN: 08286732 DIN: 01231046 Place: Mumbai Place: Mumbai

Place: Mumbai Place: Mumbai

Date: 08/08/2025

Office : D-7/1, M.ID.C., Lote Parshuram,

Taluka -Khed, District, Ratnagiri - 415722, Maharashtra

El Email: info@kesarpertoproducts.com | Website: www.kesarpetroproducts.com
SContact No. : 02356-272339