Your directors have pleasure in presenting the 39^th Annual Report and the Audited Accounts of the Company for the
financial year ended 31^st March 2025.

A brief summary of the audited Standalone financial results of the Company for the year ended March 31, 2025, is as
under:

(Figures in Hundreds)

OPERATIONAL HIGHLIGHT

The Company achieved a favorable increase in revenue from operations, rising to INR 47,06,857.80 hundreds from INR
32,26,385.14 hundreds in the previous year, reflecting strong business growth.

During the year under review, the Company earned profits of INR 3,73,819.65 hundreds, compared to INR 3,75,621.32
hundreds in the previous year. The marginal decline in profit is primarily attributable to the creation of a deferred tax
asset in the comparative period, which has now been reduced in the current year. As a result, the earnings per share
(EPS) slightly decreased to INR 2.41 from INR 2.48 in the last financial year.

Despite this accounting adjustment, the financial health of the Company remains sound. The consistent growth in
revenue highlights the Company's positive momentum, and it continues to pursue strategic initiatives to strengthen its
market position, aiming to deliver sustained value to its shareholders in line with the Company's overall growth.

RESERVES

Your Directors have not transferred any amount to the credit of the General Reserve of the Company for the year ended
31^st March, 2025.

MATERIAL CHANGES AND COMMITMENTS

There were no significant material changes and commitments which have occurred between the end of financial year
of the Company to which the financial statements relates and the date of this report which affects financial position of
the Company.

CONSERVATION OF ENERGY & TECHNOLOGY ABSORPTION

Your Company is doing its best efforts to give high priority to energy conservation by opting for more power efficient
replacements. Particulars of Energy Conservation / Technology Absorption and Foreign Exchange earnings and out go as

per Section 134(3)(m) of Companies Act, 2013 are given as an Annexure-A to this report.

RISK MANAGEMENT

Your Company recognizes that risk is an integral part of business and is committed to managing the risks in a proactive
and efficient manner. Your Company periodically assesses risks in the internal and external environment.

PARTICULARS OF EMPLOYEES

In terms of the provisions of Section 197 (12) of the Companies Act, 2013 read with Rule 5 of the Companies (Appointment
and Remuneration of Managerial Personnel) Rules, 2014, a statement showing the remuneration and other details is
being annexed to this report as Annexure-B.

DIVIDEND

The Board of Directors has chosen not to recommend the distribution of a dividend to shareholders at this time. This
decision is driven by a strategic emphasis on conserving the company's financial resources.

TRANSFER OF AMOUNTS TO INVESTOR EDUCATION AND PROTECTION FUND

Your Company did not have any funds lying unpaid or unclaimed for a period of seven years. Therefore, there were no
funds which were required to be transferred to Investor Education and Protection Fund (IEPF).

ANNUAL RETURN

In terms of the provisions of section 92(3) of the Companies Act, 2013 read with Companies (Amendment) Act 2017
and the relevant rules made thereunder, a copy of the Annual Return as prescribed under Section 92 of the Companies
Act, 2013 as amended shall be made available at the website of the Company www.bccfuba.com under the investor
relations tab on the website of the Company.

CODE OF CONDUCT AS PER SEBI (LODR) REGULATIONS, 2015

The Board of Directors has laid down The Amended Code of Conduct for all Board Members and Senior Management
Personnel as per Regulation 17(5) of SEBI (Listing Obligations and Disclosure Requirements), Regulations, 2015 of the
Company. Additionally, all Independent Directors of the company shall be bound by duties of Independent Directors as
set out in Companies Act, 2013 to be read with SEBI Listing Regulations, 2015.

All Board Members, Key Managerial Personnel and Senior Management Personnel have affiirmed compliance with the
Code of Conduct.

CODE OF CONDUCT AS PER SEBI (PREVENTION OF INSIDER TRADING) REGULATIONS, 2015

The Board of Directors has laid down the Code of Practices and Procedures for Fair Disclosures of Unpublished Price
Sensitive Information as per Regulation 8(1) of SEBI (Prevention of Insider Trading) Regulations, 2015 & Code of Conduct
to Regulate, Monitor and Report trading by the Designated Persons as per Regulation 9(1) of SEBI (Prevention of Insider
Trading) Regulations, 2015 at their meeting held on 8th March, 2021 with reference to Regulation 32 of SEBI (Listing
Obligations and Disclosure Requirements) Regulations, 2015, the disclosure of Statement of Deviation(s) or Variation(s)
as per the said regulation is not applicable to the Company, as company has not raised any fund by way of public issue,
Right issue and or Preferential issue of equity shares, during the year under review.

DIRECTORS

Your Company is managed and controlled by a Board comprising of an optimum blend of Executive and Non-Executive
Directors. The Chairperson of the Board is a Non-Executive Independent Director. As on March 31, 2025, the Board
of Directors comprised of One (1) Executive Director and Five (5) Directors which are Non-executive Directors, out of
which Two (2) are Independent Directors(including one Woman Director) and Three Non-Executive Non-Independent
Directors(including two Women Directors). Further in addition to the above-mentioned Directors as on March 31, 2025,
the Company also had a Chief Executive Officer (CEO) and a Chief Financial Officer (CFO). The composition of the Board
is in conformity with Regulation 17 of the SEBI (Listing Obligations & Disclosure Requirements) Regulations, 2015 and
the relevant provisions of the Companies Act, 2013. All the Directors possess requisite qualifications and experience in
general corporate management, operations, technical expertise, strategy, governance, finance, banking and other allied
fields which enable them to contribute effectively to the Company in their capacity as Directors of the Company.

The Company has appointed Mr Ritesh Kumar Kapoor (DIN: 10844158) as Non-Executive Independent Director on the
Board of the Company with effect from 21.11.2024 and resigned with effect from 17.02.2025.

Mr. Vishal Tayal has resigned with effect from 31-07-2024, Mr. Hari Datt Jangid has resigned with effect from 06-12-2024
and Mrs Mona Tayal has resigned with effect from 12-02-2025.

The Independent Directors of your Company have given the certificate of independence to your Company stating that
they meet the criteria of independence as mentioned under Section149(6) of the Companies Act, 2013.

The policy on Director's appointment and remuneration including criteria for determining qualifications, positive
attributes, independence of Director, and also remuneration for Key Managerial Personnel and other employees is
stated on website of the Company i.e. www.bccfuba.com.

RETIREMENT BY ROTATION

Pursuant to Section 149(13) of the Companies Act, 2013, the Independent Directors are not liable to retire by rotation.
Further Section 152(6) of the Companies Act, 2013 stipulates that 2/3rd of the total number of directors of the public
company should be liable to retire by rotation and out of such directors, 1/3rd should retire by rotation at every Annual
General meeting of the Company. To meet the requirement of provisions of Section 152(6) of the Companies Act, 2013
Mrs. Alka Gupta (DIN: 00338242) Director will be retiring by rotation at the ensuing Annual General Meeting and being
eligible, offers herself for re-appointment. The Board recommends her re-appointment to the Board of Directors the
Company at the ensuing Annual General Meeting.

CHANGES IN KMP

Mr. Dinesh Kumar Yadav has resigned as Company Secretary & Compliance Officer with effect from 18.03.2025.
CAPITAL STRUCTURE

During the year under review, the Share Capital of your company hasn't changed. The Company has not issued any
shares during the year ended March 31, 2025. As on 31^st March 2025, the Authorized Share Capital of the Company was
Rs. 20,00,00,000/- consisting of 2,00,00,000 Equity Shares of Rs. 10/- each. The Paid-up Share Capital of the Company as
on 31^st March 2025 was Rs. 15,31,00,500/- consisting of 1,53,10,050 Equity Shares of Rs. 10/- each and during the year
under report, your company has not issued any shares under any employee stock options schemes, sweat equity shares
or any equity shares with differential rights- as to dividend, voting or otherwise. Further, the Company has not bought
back its own securities, during the year under report.

FUTURE PLANS OF RENOVATION/EXPANSION

Bearing in mind the burgeoning demand for products and marketing strength of "THE BRAND FUBA' as well as the
positive economy ahead, the Company is gearing itself to meet future demand growth. The Company is in the process of
renovating its plant for maximum utilization of the manufacturing capacity of the plant and is working towards capacity
expansion and technology upgradation by way of induction and installation of new machinery.

AUDITORS REPORT

The observations of the auditors are self-explanatory and therefore, do not call for any further comments.

[A] STATUTORY AUDITORS

M/s Bhagi BhardwajGaur & Co. Chartered Accountants (FRN 007895N) having their office at 2952-53/2,
Sangtrashan, Paharaganj, New Delhi-110055, who have given their consent to be appointed as the Statutory
Auditors of the Company are hereby appointed as the Statutory Auditors of the Company who shall hold the office
of the Statutory Auditors of the Company from the period commencing from 37^th Annual General Meeting till the
conclusion of 41^th Annual General Meeting of the Company.

[B] INTERNAL AUDITORS

Pursuant to the provision of Section 138 of the Companies Act, 2013, The Board of Directors at their meeting held
on 23.05.2025 had appointed Vimal Jain & Associates as the Internal Auditor of the Company. The Internal Auditor
submits a "Quarterly Report" to the Audit Committee for its review.

The Company has an Internal Control System, commensurate with the size, scale and complexity of its operations.
The scope and authority of the Internal Audit function is defined by the Audit Committee and delegated to Internal
Auditor to maintain its objectivity and independence. The Internal Auditor reports to the Chairperson of the Audit
Committee and to the chairperson of the board.

The Internal Auditor 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 and
promptly informed the management on the lacking as and when required.

[C] SECRETARIAL AUDITORS

Pursuant to the provisions of Section 179 and 204 of the Companies Act, 2013 read with the Companies
(Appointment and Remuneration of Managerial Personnel) Rules, 2014, M/s. Pankhuri Mathur & Associates,
Company Secretaries, a firm of practicing company secretaries was appointed as Secretarial Auditor to conduct the
secretarial audit of the Company for the financial year ended 2024-25.

Pankhuri Mathur, Secretarial Auditor has given the Secretarial Audit Report in Form No. MR-3 and the same has
been annexed to the Board's Report and marked as "Annexure-C". The secretarial audit report does not contain any
qualification, reservation, adverse remark or disclaimer and is self-explanatory.

The Secretarial audit report confirms that the Company has complied with all the relevant provisions of the
Companies Act, 2013, SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 and other
necessary compliances under various Acts, so far as applicable to the Company. The report does not contain any
qualifications, reservation or adverse remark.

Observations in the report are on the basis of facts and are self-explanatory.

SUBSIDIARIES, JOINT VENTURES OR ASSOCIATES

The Company do not have any subsidiary, joint ventures or associates. Therefore, statement containing the salient
features of financial statements of the Company's subsidiary in Form AOC-1 is not applicable.

PUBLIC DEPOSIT

During the year under review, your Company has not accepted/renewed any public deposits under Section 73 of the Act
read with Companies (Acceptance of Deposits) Rules, 2014.

INSURANCE

All the insurable interests of your Company including inventories, buildings, plant and machinery and public liabilities
under legislative enactments are adequately insured.

CORPORATE GOVERNANCE

Your Company has ensured continued compliance of Corporate Governance requirements during the period under
review. Your Company lays strong emphasis on transparency, disclosure and independent supervision to increase various
stakeholders' value. As required by the provisions vis-a-vis compliance of corporate governance requirements of SEBI
(Listing obligations and Disclosure Requirements) Regulations, 2015, the reports on Management Discussion and
Analysis, Corporate Governance as well as the certificate regarding compliance of conditions of corporate governance,
are annexed and form an integral part of this report. Further, the Company regularly submits the quarterly corporate
governance compliance report to the BSE and also uploads the same on its website.

PARTICULARS OF LOANS, GUARANTEES OR INVESTMENTS

As on March 31, 2025, there were no outstanding loans or guarantees covered under the provisions of Section 186 of
the Act. The details of changes in the Loans, Guarantees and Investments covered under the provisions of Section 186
of the Act are given in the notes to the Financial Statements.

BOARD EVALUATION

Pursuant to the provisions of the Companies Act, 2013, Listing Agreement and SEBI (Listing Obligations and Disclosure
Requirements) Regulations, 2015 the Company has devised a Policy for performance evaluation of Independent
Directors, Board, Committees and other individual Directors which include criteria for performance evaluation of the
Non-Executive Directors and Executive Directors. The Board has carried out an annual evaluation of its own performance,
the individual Directors (including the Chairperson) as well as an evaluation of the working of all Board Committees.

The Board of Directors was assisted by the Nomination and Remuneration Committee. Some of the performance
indicators based on which evaluation takes place are experience, expertise, knowledge and skills required for achieving
strategy and for implementation of best governance practices which ultimately contributes to the growth of the
Company in compliances with all policies of the Company.

COMPOSITION OF COMMITTEES

A] Audit Committee

Audit Committee had been duly constituted by the Board of Directors of the Company as per the terms of the
provisions of Section 177 of the Companies Act, 2013 read with the Rules framed thereunder and Regulation 18
of the Listing Regulations. The terms of reference of the Audit Committee has been approved by the Board of
Directors. Composition of the Audit Committee, number of meetings held during the year under review, brief terms
of reference and other details have been provided in the Corporate Governance Report which forms part of this
Annual Report.

During the year under review, the Composition of Audit Committee comprises two (2) Independent Directors and
one (1) Non-Executive Director and Mr. Chandar Vir Singh Juneja was Chairperson of the Committee, Mr. Anurag
Gupta and Mrs. Richa Bansali, were the Members of the Audit Committee.

B] Nomination & Remuneration Committee

Nomination & Remuneration Committee had been duly constituted by the Board of Directors of the Company as
per the terms of the provisions of Section 178 of the Companies Act, 2013 read with the Rules framed thereunder
and Regulation 19 of the Listing Regulations. The terms of reference of the Nomination & Remuneration Committee
have been approved by the Board of Directors. Composition of the Nomination & Remuneration Committee,
number of meetings held during the year under review, brief terms of reference and other details have been
provided in the Corporate Governance Report which forms part of this Annual Report.

During the year under review, the Nomination & Remuneration Committee comprises two (2) Independent Directors
and one (1) Non-Executive Director and Mrs. Richa Bansali, Independent Director of the Company became the
Chairperson of the Committee and Mr. Anurag Gupta and Mr. Chandar Vir Singh Juneja were the Members of the
Committee.

C] Stakeholder Relationship Committee

During the year under review, the Stakeholder Relationship Committee comprises two (2) Independent Directors
and one (1) Non-Executive Director which includes Mr. Anurag Gupta as the Chairperson of the Committee and
Mr. Chandar Vir Singh Juneja and Mrs. Richa Bhansali as the Members of the Committee, number of meetings
held during the year under review, brief terms of reference and other details have been provided in the Corporate
Governance Report which forms part of this Annual Report.

NOMINATION & REMUNERATION POLICY

The Board has, on the recommendation of the Nomination & Remuneration Committee framed a policy for selection
and appointment of Directors, Senior Management and their remuneration. The Nomination & Remuneration Policy is
stated on website of the Company i.e. www.bccfuba.com .

FAMILIARISATION PROGRAMME FOR INDEPENDENT DIRECTORS

The Company has framed Familiarization Programme for Independent Directors pursuant to Listing Agreement and
SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 and uploaded the same on the website of the
Company. The web link to access the aforesaid programme is www.bccfuba.com.

MEETINGS

During the financial year ended on March 31, 2025, 05 (Five) Board Meetings were held on May 23, 2024, August 09,
2024, September 11, 2024, November 13, 2024, January 27, 2025. Further, details of the meetings of the Board and its
Committees are given in the Corporate Governance Report, which forms part of the Annual Report and the intervening
gap between meetings were within the period prescribed under the Companies Act, 2013 and SEBI (Listing Obligations
and Disclosure Requirements) Regulation 2015. The necessary quorum was present for all the meetings.

MANAGEMENT DISCUSSION AND ANALYSIS REPORT

As stipulated under Regulation 34 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, the
Management Discussion and Analysis Report is enclosed as a separate part of this report.

CORPORATE SOCIAL RESPONSIBILITY

The Company does not qualify under the criteria as prescribed to adopt the corporate social responsibility.

DIRECTORS' RESPONSIBILITY STATEMENT

Pursuant to Section 134 of the Act, the Directors state that

a) In the preparation of the annual accounts for the year ended March 31, 2025, the applicable accounting standards
have been followed and there are no material departures from the same.

b) The Directors have selected such accounting policies and applied them consistently and made judgments and
estimates that are reasonable and prudent, so as to give a true and fair view of the state of affairs of the Company
at the end of the financial year as on March 31, 2025 and of the profit of the Company for that period.

c) The Directors have taken proper and sufficient care for the maintenance of adequate accounting records in
accordance with the provisions of the Companies Act, 2013, for safeguarding the assets of the Company and for
preventing and detecting fraud and other irregularities.

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

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

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

CONTRACTS/ARRANGEMENTS WITH RELATED PARTIES

All Related Party Transactions entered during the year were in Ordinary Course of the Business and on Arm's Length
basis.

No Material Related Party Transactions, i.e. transactions exceeding ten percent of the annual consolidated turnover as
per the last audited financial statements, were entered during the year by your Company. Accordingly, the disclosure
of Related Party Transactions as required under Section 134 (3)(h) of the Companies Act, 2013 in Form AOC 2 is not
applicable.

DECLARATION BY INDEPENDENT DIRECTORS

The Company has received necessary declarations u/s 149(7) of the Companies Act, 2013 from Independent Directors
confirming they meet the criteria of independence as prescribed under Companies Act, 2013 and Regulation 25 of SEBI
(Listing Obligations and Disclosure Requirements) Regulations, 2015.

SIGNIFICANT /MATERIAL ORDERS PASSED BY THE REGULATORS

There are no significant/material orders passed by the Regulators or Courts or Tribunals impacting the going concern
status of your Company and its operations in future.

INTERNAL FINANCIAL CONTROLS

Your Company has put in place adequate internal financial controls with reference to the financial statements.

Your Company has adopted accounting policies which are in line with the applicable Accounting Standards that continue
to apply under Section 133 and other applicable provisions, if any, of the Companies Act, 2013 read with Rule 7 of the
Companies (Accounts) Rules, 2014 and relevant provisions of the Companies Act, 2013, to the extent applicable. Your
Company, in preparing its financial statements makes judgments and estimates based on sound policies.

REPORTING OF FRAUDS

There was no instance of fraud during the year under review, which requires the Statutory Auditors to report to the
Audit Committee and / or Board under Section 143(12) of the Companies Act, 2013 and rules framed thereunder.

SECRETARIAL STANDARDS

The Board of Directors of the Company state that, during the year under review the applicable Secretarial Standards,
relating to Board Meetings and General Meetings respectively have been duly followed by the Company.

ENVIORNMENT & GREEN INITIATIVE

• The Company is committed to the environment and the commitment to continuous checks of air and water pollution
at the manufacturing unit shows a dedication to environmental stewardship and compliance with environmental
regulations.

• The Company is setting up a drinking water distribution system for the general public reflects a commitment to
social responsibility by providing a basic necessity in the form of clean and cold drinking water to 500 people daily.

• The company is focused on maintaining and upkeeping the trade effluent and chemical treatment plant
underscores responsible waste management practices, minimizing environmental impact.

• The Company is fully air-conditioned and dust-free which not only contributes to a conducive working environment
but also aligns with sustainability goals by potentially reducing airborne pollutants.

LISTING ON STOCK EXCHANGES

The Equity shares of the Company are listed on BSE Limited (BSE) and necessary listing fees have been paid up to date.

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

The Company has adopted a policy for prevention of sexual harassment at the workplace, in line with the requirements
of the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013 ("POSH Act").
An Internal Complaints Committee ("ICC") has been duly constituted as per the provisions of the POSH Act to redress
complaints regarding sexual harassment at the workplace.

During the financial year under review, the Company has complied with all the provisions of the POSH Act and the rules
framed thereunder. Further details are as follow:

a. Number of complaints of Sexual Harassment received in the Year: NIL

b. Number of Complaints disposed off during the year: NIL
c Number of cases pending for more than ninety days:NIL
MATERNITY BENEFIT:

The Company affirms that it has duly complied with all provisions of the Maternity Benefit Act, 1961, and has extended
all statutory benefits to eligible women employees during the year.

PROCEEDINGS PENDING UNDER THE INSOLVENCY AND BANKRUPTCY CQDE.2016

During the year under review, there were no applications made or proceedings pending in the name of Company under
the Insolvency And Bankruptcy Code, 2016.

DIFFERENCE IN VALUATION

The Company has not made any one-time settlement for loans taken from the Banks or Financial Institutions, and hence
the 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 is not applicable.

HUMAN RESOURCES

Your Company treats its "human resources" as one of its most important assets. Your Company continuously invests
in attraction, retention and development of talent on an ongoing basis. A number of programs that provide focused
people's attention are currently underway. Your Company thrust is on promoting of talent internally through job rotation
and job enlargement.

INDUSTRIAL RELATIONS

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

The Company has established a vigil mechanism, incorporating a whistle blower policy in lines with the Regulation
22 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 in order to protect the interest of the
employees and executives in reporting their grievances in a protected manner. It also provides for the protection
against victimization of directors and employees who avail this mechanism and allows direct communication with
the Chairperson of the Audit Committee, in certain appropriate and exceptional circumstances. The policy on vigil
mechanism may be accessed on the Company's website www.bccfuba.com.

ACKNOWLEDGEMENT

Your directors take the opportunity to offer thanks to the State Bank of India for their valuable assistance. Your directors
also wish to place on record their deep sense of appreciation for services of the executives, staff and workers of the
Company for smooth operations of the Company.

By Order of the Board
For BCC Fuba India Limited
Anurag Gupta Abhinav Bhardwaj

Director Director

DIN-03629487 DIN-06785065

Date:- 26.05.2025
Place:- New Delhi