On behalf of the Board of Directors, it is our immense pleasure in presenting 22nd Annual Report on the business and operationstogether with the Audited Financial Statements for the year ended 31st March 2025.
1. HIGHLIGHTS OF FINANCIAL PERFORMANCE:
The Audited Financial Statements of the Company as on 31st March 2025, are prepared in accordance with the relevant applicableAccounting Standards and Regulation 33 of the Securities and Exchange Board of India (Listing Obligations and DisclosureRequirements) Regulations, 2015 (“SEBI Listing Regulations”) and the provisions of the Companies Act, 2013 (“Act”).
The summarized financial highlight is depicted below: (Amount in Lakhs)
Particulars
2024-25
2023-24
Income
Revenue from operations
10,922.48
8,342.71
Operational revenue
Expenses
Cost of Materials Consumed
8,274.36
5,819.99
Changes in inventory of finished goods, work-in-progress and Stock-in-Trade
(663.84)
25.13
Employee benefit expenses
1,477.15
833.81
Other Expenses
636.32
483.11
EBITDA (Earnings Before Interest Depreciation & Tax)
1,198.49
1,180.66
Depreciation & Amortization
110.00
94.16
EBIT (Earnings Before Interest and Tax)
1,088.49
1,086.50
Finance Cost
(120.14)
(80.37)
Add: Other Income
130.00
16.76
Profit Before Tax
1,098.34
1,022.88
Tax Expense
286.21
268.42
Profit/(Loss) After Tax
812.14
754.46
Earning Per Equity Share
Basic
3.27
4.13
Diluted
The Company is engaged in the business of fabricationand installation of Aluminium Windows-Doors, CurtainWalls, Cladding and Glazing System to cater Architects,Consultants, Builders, Institutions and Corporates. Therehas been no change in the business activity carried out bythe Company during the financial year 31st March 2025.
The financial performance during the FY 2024-25 are asunder:
The Company delivered a strong financial performanceduring the year ended 31st March 2025, backed byincreased execution of high-value projects and a robustorder book. The Revenue from Operations for the year stoodat INR 10,922.48 lakhs representing a growth of 31% overthe previous year’s revenue of INR 8,342.71 Lakhs.
This increase is primarily attributed to the successfuland timely delivery of multiple large-scale fapade andarchitectural infrastructure projects. Other Income for the
year was INR 130 Lakhs as against INR 16.76 Lakhs in FY2023-24 leading to a total income of INR 11,052.47 Lakhsup from INR 8,359.47 Lakhs in the previous year.
The EBITDA for FY 2024-25 stood at approximatelyINR 1,328.48 Lakhs demonstrating strong operationalprofitability. The Company reported a Profit Before Tax (PBT)of INR 1,098.34 Lakhs as compared to INR 1,022.88 Lakhsin FY 2023-24, showing a growth of over 7.3%.
The Profit After Tax (PAT) for FY 2024-25 increased to INR812.14 Lakhs, up from INR 754.46 Lakhs in FY 2023-24,registering a year-on-year growth of 7.7%. The increasein Profit After Tax (PAT) during FY 2024-25 is primarilyattributed to the Company’s successful execution anddelivery of several projects. This not only contributed tohigher revenue but also improved operational efficiencies,resulting in enhanced profitability for the year.
The Board of Directors has not transferred any amount toreserves for the financial year ended 31st March, 2025. Theentire profit for the financial year 2024-25 has been retainedin the retained earnings under the Profit & Loss Account.
Considering the Company’s ongoing expansion and thegrowing scale of operations, along with the need to meetits working capital requirements, the Board of Directors donot recommend any dividend on the equity shares for thefinancial year 2024-25.
To ensure transparency in the declaration of dividends andto safeguard the interests of shareholders, the Companyhas adopted a Dividend Distribution Policy since thelisting of its equity shares. The policy is available on theCompany’s website at https://aluwind.net/policies/.
As the Company has not declared any dividend in thepast, there is no unpaid or unclaimed dividend that fallsunder the provisions of Section 124(5) of the CompaniesAct, 2013, requiring transfer to the Investor Education andProtection Fund (IEPF) maintain and administer by theCentral Government.
5. MATERIAL CHANGES AND COMMITMENTS, IF ANY,AFFECTING THE FINANCIAL POSITION OF THE COMPANYWHICH HAVE OCCURRED BETWEEN THE END OF THEFINANCIAL YEAR OF THE COMPANY TO WHICH THEFINANCIAL STATEMENTS RELATE AND THE DATE OF THEREPORT:
There have been no material changes and commitmentsaffecting the financial position of the Company whichhave occurred between the end of the financial year of theCompany to which the financial statements relate and thedate of this report, which forms part of this report.
There has been no change in the nature of business of theCompany in the financial year under review.
7. DETAILS OF SIGNIFICANT AND MATERIAL ORDERSPASSED BY THE REGULATORS OR COURTS ORTRIBUNALS IMPACTING THE GOING CONCERN STATUSAND COMPANY’S OPERATIONS IN FUTURE:
The Company has not received any significant or materialorders passed by any regulatory authority, court or tribunalwhich shall impact the going concern status and Company’soperations in future.
A. INITIAL PUBLIC ISSUE (IPO):
During the year, the Company successfully issued66,00,000 Equity Shares of INR 10/- each at an issueprice of INR 45/- per Equity Share, representing 4.5times the face value. The Company’s Initial PublicOffering (IPO) received an overwhelming response,particularly from High Net-Worth Individuals (HNIs)and retail investors.
The Board places on record its sincere appreciation andgratitude to all stakeholders, including the Securitiesand Exchange Board of India (SEBI), the National StockExchange (NSE), the Lead Manager, Depositories, legaladvisors, consultants, statutory auditors, and theemployees of the Company, whose collective effortsplayed a vital role in the successful completion of theIPO.
The company has received trading approvals fromNational Stock Exchange, NSE EMERGE on 08thApril 2024 and the company officially listed on NSEEMERGE on 09th April 2024. The Issue was made inaccordance with SEBI (Issue of Capital and DisclosureRequirements) Regulations, 2018, as amended fromtime to time. The IPO’s success is a testament to thestakeholders’ trust and confidence in the Board andManagement of the Company.
B. CHANGE OF NAME OF THE COMPANY FROMALUWIND ARCHITECTURAL LIMITED TO ALUWINDINFRA-TECH LIMITED:
During the year under review, the Company madean application to the Registrar of Companies (ROC),Mumbai for change of its name from AluwindArchitectural Limited to Aluwind Infra-Tech Limited.The ROC has approved the application and issued aFresh Certificate of Incorporation dated 16th April 2025.The change in name reflects the Company’s broaderstrategic vision and expansion into infrastructureand technology-oriented projects. There has been nochange in the core business activities of the Companypursuant to the change of name.
17. BOARD OF DIRECTORS & KEY MANAGERIAL PERSONNEL:
The composition of the Board of Directors of the Company as on 31st March 2025 are as under:
Sno
Name of Directors/KMP
Date of Appointment/Change in Designation
Current Designation
1.
Murli Manohar Ramshankar Kabra
04th January 2024
Managing Director
2.
Jagmohan Ramshankar Kabra
24th January 2024
Executive Director
3.
Rajesh Kabra
4.
Santosh Kumar Rathi
Non- Executive Independent Director
5.
Aruna Bangur
Non- Executive Women Independent Director
6.
Kiran Shankar Shetty#
13th November 2024
7.
Varsha Amrutlal Shah
Chief Financial Officer
8.
Harsh Singh Solanki##
Company Secretary & Compliance Officer
C. INCORPORATION OF ALUWIND CLEAN TECH PRIVATELIMITED:
As a part of the expansion of the business of thecompany, your Company has incorporated a subsidiaryCompany viz Aluwind Clean-Tech Private Limitedincorporated on 21st May 2025. The newly incorporatedCompany shall carry out the business of providingcomprehensive cleaning and maintenance solutionsfor windows, facades, buildings and infrastructureprojects using both traditional systems and advancedtechnologies.
The authorized share capital of the Company isINR 24,99,00,000 divided into 2,49,90,000 Equity Shares ofINR 10 each as on 31st March 2025.
The Issued, subscribed and paid up- capital of the Companyis INR 24,84,74,200 divided into 2,48,47,420 Equity Sharesof INR 10/- each as on 31st March 2025.
a. Buy Back Of Securities: - The Company has not boughtback any of its securities during the year under review.
b. Sweat Equity: - The Company has not issued any SweatEquity Shares during the year under review.
c. Bonus Shares: - The Company has not issued anyBonus Shares during the year under review.
d. Employees Stock Option Plan: - During the financialyear 2024-25, the Company had not implemented anyEmployee Stock Option Scheme (ESOP). However,subsequent to the end of the financial year and ason the date of this report in FY 2025-26 the Companyhas launched an ESOP Scheme for the benefit of itsemployees.
e. Initial Public Offer: During the year, the Companysuccessfully issued 66,00,000 Equity Shares of INR10/- each at an issue price of INR 45/- per Equity Share.The said 66,00,000 Equity Shares were successfullysubscribed by the public and Company has madeallotment of equity shares on 05th April 2024. The entirePaid-up Equity shares of the Company was then listedat Emerge Platform of National Stock Exchange of IndiaLimited.
f. Issue of Equity Shares with differential rights as todividend, voting or otherwise: The Company has notissued any equity shares with differential rights as todividend, voting or otherwise.
g. Issue of Equity shares (including sweat equity shares)to employees of the company under any scheme: TheCompany has not issued any shares (including sweatequity shares) to employees of the Company under anyscheme.
The Company had raised funds through Initial Public Offer(IPO) and the equity shares are listed on EMERGE Platformof National Stock Exchange of India Ltd. The proceeds ofaforesaid issue is being utilized, for the purpose for whichit was raised by the Company in accordance with the termsof the issue as mentioned in Prospectus. There was nodeviation(s) or variation(s) in the utilization of public issueproceeds from the objects as stated in the prospectusissued by the Company.
During the year ended 31st March 2025, the Companyhad an unutilized balance of INR 5.67 Lakhs from the IPOproceeds. This amount has been fully utilized as on thedate of this report. The company has filled the Statement ofDeviation with the Stock Exchange in accordance with theprovisions of the SEBI regulations.
The Company has not accepted any deposits from publicfalling within the ambit of section 73 and Section 76 of theAct, read with the Companies (Acceptance of Deposits)Rules, 2014. Hence the provision of Section 73 to 76 of theCompany Act, 2013 or any other relevant provisions of theAct and the Rules there under are not applicable.
The Annual Return for Financial Year 2024-25 as perprovisions of the Companies Act, 2013 and Rules thereto,is available on the Company’s website https://aluwind.net/investor-relations/
Your Company does not have any Holding, Subsidiary,Joint venture or Associate Company as on 31st March2025. During the financial year under review, there are nocompanies which has become or ceased to be Subsidiary,Joint Venture and Associate Companies.
However, as part of the expansion of the business of thecompany your Company has incorporated a subsidiary vizAluwind Clean Tech Private Limited on 21st May 2025. Sincethe Company has been incorporated after the closure offinancial year and hence a separate statement containingthe salient features of Financial Statement of subsidiary in
the prescribed format AOC-1 is not required to be appendto the Board’s report.
During the financial year ended 31st March 2025, theCompany does not have any Joint Venture and AssociateCompanies.
14. PARTICULARS OF LOANS GIVEN, INVESTMENTS MADE,GUARANTEES GIVEN AND SECURITIES PROVIDEDUNDER SECTION 186 OF THE COMPNIES ACT,2013:
The particulars of loan given, investments made, guaranteesgiven and securities provided covered under the provisionsof Section 186 of the Companies Act, 2013 are provided inthe notes to the Financial Statements.
The Company has passed a Special Resolution throughpostal ballot for changing its name from AluwindArchitectural Limited to Aluwind Infra-Tech Limited, inaccordance with the provisions of Sections 108 and 110 ofthe Companies Act, 2013 read with Rules 20 and 22 of theCompanies (Management and Administration) Rules, 2014.The requisite disclosures and intimations as applicablehave been duly submitted to the Stock Exchange(s) fromtime to time.
#Mr. Kiran Shankar Shetty was appointed as a Non-ExecutiveIndependent Director of the Company on 13th November 2024and Ms. Yogita Dharmendra Poriya resigned from the position ofNon-Executive Independent Director on 27th December 2024.##Mr. Harsh Singh Solanki was appointed as the CompanySecretary & Compliance Officer of the Company on13th November 2024 and on 12th November 2024, Ms. ShripriyaMishra resigned from the position of Company Secretary &Compliance Officer of the Company.
16. CONTRACTS OR ARRANGEMENTS MADE WITH RELATEDPARTIES UNDER SECTION 188(1) OF THE COMPNIESACT,2013PARTIES UNDER SECTION 188(1) OF THECOMPNIES ACT,2013:
With reference to Section 134(3)(h) of the Act, all contracts,and arrangements with related parties under Section 188(1)of the Act, entered by the Company during the financialyear, were approved by the Audit Committee and whereverrequired, also by the Board of Directors.
No contract or arrangement required approval ofshareholders by a resolution. Further, during the year, theCompany had not entered into any contract or arrangementwith related parties which could be considered ‘material’(i.e. transactions entered into individually or taken togetherwith previous transactions during the financial year.
Since, all the related party transactions that were enteredinto during the financial year 2024-25 were on an arm’slength basis and were in the ordinary course of businessand there was no material related party transaction enteredby the Company during the year as per Related PartyTransactions Policy.
There were no materially significant related partytransactions which could have potential conflict withinterest of the Company at large. Members may refer to theNotes to the Financial Statements for detailed disclosureof related party transactions as required under applicableaccounting standards.
In accordance with section 152(6) of the Companies Act,2013 and in terms of Articles of Association of the CompanyMr. Rajesh Kabra (DIN: 00178688) Executive director of theCompany, retires by rotation and being eligible; offers himselffor re-appointment at the forthcoming Annual General Meeting.The Board of Directors, on the recommendation of theNomination and Remuneration Committee, has recommendedtheir re-appointment. Details of the Directors retiring byrotation and seeking reappointment have been furnished in theexplanatory statement to the notice of the ensuing AGM.
AH the directors of the Company have confirmed that they satisfy the fit and proper criteria as prescribed under the applicableregulations and that they are not disqualified from being appointed as directors in terms of Section 164(2) of the Companies Act,2013.
18. NUMBER OF BOARD MEETINGS AND ATTENDANCE OF DIRECTORS:
During the Financial Year 2024-25, the Company convened 5 (Five) meetings of its Board of Directors in accordance with theprovisions of Section 173 of the Companies Act, 2013. The Company has duly complied with the applicable provisions ofthe Companies Act, 2013 and the Secretarial Standard on Meetings of the Board of Directors (SS-1) issued by the Institute ofCompany Secretaries of India (ICSI).
Name of the Director
Board Meeting
Meeting date
05.04.2024
29.05.2024
29.08.2024
13.11.2024
05.02.2025
Murli Manohar Kabra
y
Jagmohan Kabra
X
Kiran Shankar Shetty
(Appointed with effect from 13th November 2024)
Not
Applicable
Yogita Poriya
(Resigned with effect from 27th December 2024)
Name of the Committee Member
Audit Committee Meeting
28.08.2024
Santosh Kumar Rathi ©
*Kiran Shankar Shetty
(Appointed with effect from 13th November 2024
Not Applicable
©-Chairman of the Committee
*The Audit Committee was reconstituted on 13th November 2024, with Mr. Kiran Shankar Shetty inducted as a member. Allrecommendations made by the Audit Committee during the year under review were accepted by the Board of Directors.
The details of the composition of the Committee including the details of meeting attended by the members are as under:
Nomination and Remuneration Committee Meeting
*The Nomination Remuneration Committee was reconstituted on 13th November 2024, with Mr. Kiran Shankar Shetty inductedas a member.
The Equity Shares of the Company are listed on the SMEPlatform (NSE Emerge) of the National Stock Exchangeof India Limited. Pursuant to Regulation 15(2) of theSEBI (Listing Obligations and Disclosure Requirements)Regulations, 2015, the compliance with the provisions ofCorporate Governance as specified under Regulations17 to 27, clauses (b) to (i) and (t) of sub-regulation (2) ofRegulation 46, and Para C, D, and E of Schedule V shall notapply to the following:
a) Listed entities having paid-up equity share capital notexceeding INR 10 crore and net worth not exceedingINR 25 crore as on the last day of the previous financialyear;
b) Listed entities which have listed their specifiedsecurities on the SME Exchange.
Since the Company has listed its securities on the SMEExchange and thus falls under exemption clause (b)above, the provisions relating to Corporate Governanceare not applicable. Accordingly, the CorporateGovernance Report does not form part of the AnnualReport for the financial year 2024-25.
All the Directors and KMP have affirmed that compliancewith the code of the conduct for the financial year 2024-25.A Declaration signed by the Managing Director is includedto Annual Report.
The Company has constituted the following Committeesof the Board in accordance with the provisions of theCompanies Act, 2013 and pursuant to the SEBI (ListingObligations and Disclosure Requirements) Regulations,2015 (“SEBI LODR Regulations”) to the extent applicable.These Committees have been formed to ensure effectivegovernance and compliance with the applicable statutoryrequirements.
In accordance with the provisions of Section 177 of theCompanies Act, 2013, the Company has duly constitutedan Audit Committee. The committee met 4 times during thefinancial year 2024-25.
The details of the composition of the Committee including thedetails of meeting attended by the members are as under:
The Nomination and Remuneration Committee ofthe Company is constituted in accordance with theprovision of Section 178 of the Companies Act, 2013. TheNomination and Remuneration Committee recommendsthe appointment of Directors and remuneration of suchDirectors to the Board of the Directors of the Company.
In order to address and resolve the grievances ofstakeholders, the Company has constituted a StakeholdersRelationship Committee in accordance with the provisionsof Section 178 of the Companies Act, 2013. The details ofthe composition of the Committee including the details ofmeeting attended by the members are as under
Name of the
Stakeholders Relationship
Committee Member
Committee Meeting
The Company is duly registered on the SCORES portalof SEBI to address and resolve investor grievances andcomplaints from time to time. The details of the complaintsreceived at scores portal during the year are as under:
Number of Compliant
Opening as on 1st April 2024
-
Received during the year
Resolved during the year
Closing as on 31st March 2025
The Company has Nomination and Remuneration policy,which provides the criteria for determining qualifications,positive attributes, independence of a Director and policyrelating to remuneration for Directors, Key ManagerialPersonnel in accordance with the provisions of Section178 of the Companies Act, 2013. The Nomination andRemuneration Policy of the Company is hosted on theCompany’s website at https://aluwind.net/policies.
The Company has received necessary declaration fromeach of the independent director under Section 149(7)of the Companies Act, 2013 that they meet the criteriaof independence laid down in Section 149(6) of theCompanies Act, 2013 and the rules made thereunder. In theopinion of the Board of Directors, all Independent Directorsof the Company fulfils the conditions specified in the Actand Rules made thereunder.
23. FAMILIARIZATION PROGRAMME FOR INDEPENDENTDIRECTORS:
The Company has put in place a structured familiarizationprogramme for its Independent Directors. Upon theirappointment, the Independent Directors are provided witha letter of appointment detailing their roles, responsibilities,and rights, along with copies of relevant documents andpolicies to enable them to effectively discharge their duties.
Pursuant to applicable provisions of the Act and the ListingRegulations, the Board, in consultation with its Nominationand Remuneration Committee, has formulated a frameworkcontaining, interalia, the criteria for performance evaluationof the individual directors.
In accordance with the said framework, the IndependentDirectors of the Company carried out the performanceevaluation of the Non-Independent Directors at theirmeeting held on 05th February 2025 without the presence ofthe Non-Independent Directors of the Company.
During the financial year 2024-25, the Company attheir Annual General Meeting held on 27th September2024 appointed M/s. R Kejriwal & Co, CharteredAccountant (FRM: 133558W) as the Statutory Auditorof the Company for a period of 5 consecutive yearand shall hold office till the conclusion of the AnnualGeneral Meeting to be held in 2029.
The Auditor has also confirmed that they havesubjected themselves to the peer review process ofInstitute of Chartered Accountants of India (ICAI) andhold a valid certificate issued by the Peer Review Boardof the ICAI. The auditor submitted their Report on theFinancial Statements of the Company for the financialyear 2024-25 which forms part of this Annual Report.There are no observations (including any qualification,reservation, adverse remark or disclaimer) of theAuditor in the Audit Report issued by them whichcall for any explanation/comment from the Board ofDirectors.
The Company has appointed M/s. Pratima Gupta &Co, Practicing Company Secretaries as the SecretarialAuditor of the Company for the financial year ended 31stMarch 2025. The Secretarial Audit Report for the saidfinancial year in the prescribed form MR-3 pursuantto the provisions of Section 204 of the Act is annexedas Annexure-I to this report. The Secretarial Auditor’sReport for the financial year 2024-25 does not containany qualification, reservation or adverse remark.
During the year under review, in accordance withthe provisions of Section 148(1) of the CompaniesAct, 2013, the Company has duly maintained thecost accounts and cost records as prescribed by theCentral Government. During the financial year 2024¬25, the Cost Audit is not applicable to the company.The Board at their meeting held on 08th August 2025appointed of the Company for conducting the costaudit for the financial year 2025-26. A resolutionseeking the ratification of remuneration payable to theCost Auditors for the financial year 2025-26 is includedin the Notice convening the ensuing Annual GeneralMeeting.
The Company confirms that the cost records asrequired to be maintained under Section 148(1) of theCompanies Act, 2013 have been duly prepared andmaintained.
The Company maintains a robust internal control frameworkthat reflects its commitment to governance, operationalintegrity, and regulatory compliance. The Company’sinternal financial controls are meticulously designed to suitthe scale, complexity, and specialized nature of its faqadeand fenestration operations. These controls form thebackbone of its risk management strategy and are regularlyreviewed and updated to align with evolving businesslandscapes and statutory requirements.
In terms of Section 134(3)(c) of the Companies Act, 2013,with respect to Directors’ Responsibility Statement it ishereby confirmed that:
a) In the preparation of the annual accounts for the yearended 31st March 2025, the applicable accountingstandards had been followed along with properexplanation relating to material departures.
b) The Directors have selected such accounting policiesand applied them consistently and made judgementsand estimates that are reasonable and prudent so asto give a true and fair view of the state of affairs of theCompany as at 31st March 2025 and of the profit of theCompany for the year ended on that date.
c) The Directors have taken proper and sufficientcare for the maintenance of adequate accountingrecords in accordance with the provisions of the Actfor safeguarding the assets of the Company and forpreventing and detecting fraud and other irregularities.
d) The annual financial statements are prepared on goingconcern basis.
e) The Directors have laid down internal financial controlsto be followed by the Company and that such internalfinancial controls are adequate and are operatingeffectively; and
f) The Directors have devised proper systems to ensurecompliance with the provisions of all applicable lawsand that such systems are adequate and operatingeffectively.
The Company has established a vigil mechanism inaccordance with the provisions of Section 177 of theCompanies Act, 2013 read with Rule 7 of the Companies(Meetings of Board and its Powers) Rules, 2014. TheCompany has also formulated a Whistle Blower Policyto provide a framework for directors, employees toreport genuine concerns regarding unethical behaviour,malpractices, actual or suspected fraud, violation of theCompany’s Code of Conduct, or suspected leakage ofUnpublished Price Sensitive Information (UPSI).
Under this mechanism, adequate safeguards are providedagainst victimization of the whistleblower, and directaccess to the Chairman of the Audit Committee has beenmade available for all
all directors, employees. The Policy is also available onthe website of the Company and can be access at https://aluwind.net/policies/.
29. DETAILS OF APPLICATION MADE OR ANY PROCEEDING PENDING UNDER THE INSOLVENCY AND BANKRUPTCY CODE, 2016:
The Company has not made any application or no proceeding is pending under the Insolvency and Bankruptcy Code, 2016during the Financial Year 2024-25.
30. DETAILS OF DIFFERENCE BETWEEN AMOUNT OF THE VALUATION DONE AT THE TIME OF ONE TIME SETTLEMENT ANDTHE VALUATION DONE WHILE TAKING LOAN FROM THE BANKS OR FINANCIAL INSTITUTIONS ALONG WITH THE REASONSTHEREOF:
There has been no incident of one-time settlement for loan taken from the banks/financial institutions during the year 2024-25.
31. COMPLIANCE WITH SECRETARIAL STANDARDS:
The Company is in compliance with the applicable Secretarial Standards i.e. SS-1 and SS-2, relating to ‘Meetings of the Board ofDirectors’ and ‘General Meetings’, respectively issued by the Institute of Company Secretaries of India (‘ICSI’) under Section 118(10) of the Act for the Financial Year ended 2024-25.
32. CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE EARNINGS AND OUTGO:
The information pertaining to conservation of energy, technology absorption, Foreign exchange Earnings and outgo as requiredunder Section 134 (3)(m) of the Companies Act, 2013 read with Rule 8(3) of the Companies (Accounts) Rules, 2014 are as under:
CONSERVATION OF ENERGY:
The steps taken or impact onconservation of energy
The Company has undertaken several measures to conserve energy at its factorypremises. The leased premises are equipped with energy-efficient features includingthe installation of advanced equipment for effective air circulation, thereby reducingreliance on conventional ventilation systems. The factory shed has been constructedat an elevated height, allowing ample natural daylight to enter during working hours,significantly minimizing the need for artificial lighting. Furthermore, the exclusive useof energy-efficient lighting, combined with proper ventilation and dedicated inlets forfresh air, reducing energy consumption.
The steps taken by the company forutilising alternate sources of energy
The Company has initiated steps towards utilising alternate sources of energy by settingup a solar panel at its factory premises. At present, the system is under research andevaluation stage to assess its efficiency, scalability, and suitability for long-term energyrequirements. This reflects the Company’s commitment to explore renewable energyoptions and reduce dependency on conventional power sources
The capital investment on energyconservation equipment’s
TECHNOLOGY ABSORPTION:
The efforts made towards technologyabsorption;
During the year, the Company has undertaken initiatives for technology upgradationthrough the proposed introduction of advanced CNC machining technology atits manufacturing facility. The adoption of this technology, once implemented,is expected to further strengthen automation, enhance precision, and improveproductivity
The benefits derived like productimprovement, cost reduction, productdevelopment or import substitution
As the imported CNC machine has not been installed in the current financial yearand the benefit would not be ascertained in the current financial year.
In case of imported technology (importedduring the last three years reckoned fromthe beginning of the financial year)-
a. The details of technology imported;
Advanced CNC Machine
b. The year of import;
The company has initiated steps for import of the same in the current financialyear.
c. Whether the technology been fullyabsorbed;
NA
d .If not fully absorbed, areas whereabsorption has not taken place, andthe reasons thereof; and
The expenditure incurred on Researchand Development.
FOREIGN EXCHANGE EARNINGS AND OUTGO:
The Foreign Exchange earned in termsof actual inflows during the year
The Foreign Exchange outgo during theyear in terms of actual outflows
42.86
33. COMPLIANCE TO THE SEXUAL HARASSMENT OFWOMEN AT WORKPLACE (PREVENTION, PROHIBITION,AND REDRESSAL) ACT, 2013:
The Company has a zero-tolerance policy towards sexualharassment at the workplace and has implemented a robustmechanism for prevention, prohibition, and redressalof sexual harassment in line with the provisions of theSexual Harassment of Women at Workplace (Prevention,Prohibition and Redressal) Act, 2013 and the Rules framedthereunder.
An Internal Complaints Committee (ICC) has been dulyconstituted to address any complaints pertaining to sexualharassment at the workplace.
During the financial year 2024-25, the Company did notreceive any complaints of sexual harassment.
Further, the Nil report, duly signed by the Chairperson of theInternal Complaints Committee (ICC), in compliance withthe POSH Act, was submitted to the concerned authorityon 31st January 2025 for the year ended 31st December2024.
Pursuant to Companies (Second Amendment) CompaniesAccount Rules,2014 dated 30th May 2025 the disclosure asrequired are as under:
Remarks
Details of the maternity leaveprovisions implemented inthe organization
Yes
Information on salary andbenefits extended during thematernity leave period
During the year no employeehas applied for the maternityleave hence no benefits wereextended under the MaternityBenefit Act,1961Not Applicable
The Board at their meetingheld on 08th August 2025appointed
The Management Discussion and Analysis Report for theyear under review, as stipulated under the Securities andExchange Board of India (Listing Obligations and DisclosureRequirements) Regulations, 2015 (“Listing Regulations”) ispresented in a separate section forming part of the AnnualReport.
The Statutory Auditor and Secretarial Auditor of theCompany have not reported any frauds to the AuditCommittee or to the Board of Directors under section143(12) of the Act, including rules made there under.
The Company has adopted a Corporate Social Responsibility(CSR) Policy in compliance with the provisions of Section 135of the Companies Act, 2013 and the rules made thereunder.During the financial year 2024-25, the Company hasundertaken CSR activities in accordance with the said Policy.The details of the CSR initiatives undertaken by theCompany during the year, in the prescribed format, areannexed herewith as Annexure-II to this Report.
The Company recognizes that risk is an inherent part ofany business activity and is committed to managing therisks in a proactive and structured manner. Although theprovisions of Regulation 21 of SEBI (Listing Obligationsand Disclosure Requirements) Regulations, 2015 relatingto the constitution of a Risk Management Committee arenot applicable to SME listed companies, the Companyhas adopted a Risk Management policy to identify,assess, monitor, and mitigate various risks that couldhave an adverse impact on its business operations andperformance.
The Board of Directors oversees the risk managementprocess and ensures that appropriate frameworks arein place to manage strategic, operational, financial, andcompliance-related risks. The Company periodicallyreviews its risk exposure and implements appropriatemitigation measures to address any significant risks.
During the year under review, no major risks were identifiedwhich could threaten the existence or operations of theCompany.
The information required under Section 197 of the Act,read with rule 5(1) of the Companies (Appointment andRemuneration of Managerial Personnel) Rules, 2014,relating to percentage increase in remuneration, ratioof remuneration of each Director and Key ManagerialPersonnel (KMP) to the median of employees’ remunerationare provided in Annexure- III of this report.
The statement containing particulars of employees, asrequired under Section 197 of the Act, read with rule 5(2)of the Companies (Appointment and Remuneration of
Managerial Personnel) Rules, 2014, is provided in a separateAnnexure- III forming part of this report.
There are no securities lying in the Demat SuspenseAccount or Unclaimed Suspense Account of the Companymaintained with the Merchant Banker. Furthermore, theCompany has initiated the process for closure of the saidaccount and has made an application for its closure.
The Company has leased a new industrial premises of44,000 Square Ft in Koregoan-Bhima-Pune. The necessarydisclosure regarding the same is already given to Exchangedated 09th October 2024.
The Board of Directors places on record its sincereappreciation for the continued support, trust, andconfidence reposed by the shareholders, investors,customers, suppliers, business associates, and bankers inthe Company.
The Board also expresses its gratitude to the Governmentauthorities, regulatory bodies, and stock exchanges fortheir valuable guidance and continued support.
The Directors also take this opportunity to thank all theemployees of the Company for their hard work, dedication,and commitment, which has been instrumental in achievingthe Company’s performance and growth during the year.
The Board looks forward to the continued support of allstakeholders in the journey ahead.
For Aluwind Infra-Tech Limited
(Formerly known as Aluwind Architectural Limited)
Sd/- Sd/- Sd/-
Murli Manohar R.Kabra Rajesh Kabra Jagmohan R.Kabra
Managing Director Director Director
DIN:00178667 DIN:00178688 DIN: 08247152
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Varsha A. Shah Harsh Singh Solanki
Chief Financial Officer Company Secretary and Compliance Officer
ICSI Membership No A64393