Your directors take pleasure in presenting the 15^th Annual Report on the business and operations of
your company together with the audited financial statements for the financial year ended 31^st March,
2025.

FINANCIAL HIGHLIGHTS

*Figures regrouped and rounded off wherever necessary

The company discloses financial results on quarterly basis of which results are subjected to limited
review and publishes audited financial results on an annual basis. The financial statements as stated
above are also available on the company’s website www.rnbdenims.com.

STATE OF COMPANY'S AFFAIRS

Standalone figures

During the current year, your company recorded total revenue of Rs. 23,613.76 Lakhs against Rs.
26,226.44 Lakhs in the previous year, representing a decrease of 9.92% during the year but Net
Profit for the year 2024-25 stood at Rs. 2,091.85 Lakhs as compared to Rs. 1,872.75 Lakhs in
financial year 2023-24 which has increased by 11.69%

Consolidated figures

During the current year, your company recorded total revenue of Rs. 36,678.27 Lakhs against Rs.
34,905.12 Lakhs in the previous year, representing an increase of 5.08% during the year and Net
Profit for the year 2024-25 stood at Rs. 2,747.40 Lakhs as compared to Rs. 2,197.65 Lakhs in
financial year 2024-25 which has increased by 25.02%.

A detailed analysis on the company's performance is included in the “Management's Discussion and
Analysis” Report, which forms part of this Report.

ROAD AHEAD

Our vision is to become one of the top-quality denim manufacturers and move towards sustainable
growth. Our priorities are as follows:

• Focus on increasing production

• Maintaining Price Competitiveness

• Moving up the value chain - Expanding the product line under own brand

We are very excited to enter into the new phase of growth and will continue to invest in our
capabilities to increase our presence prudently and create value for the shareholders. The company
has set up a garmenting establishment in house as a part of its expansion plans, adding value to its
business. We would like to be thankful to the entire stakeholder for being part of the journey.

DIVIDEND

Keeping in mind the overall performance and outlook for your company, your Board of Directors
recommend that this time the company is not declaring dividends as the company requires funds for
its business expansion. Your directors are unable to recommend any dividend for the year ended 31^st
March, 2025.

UNCLAIMED DIVIDEND

There is no balance lying in unpaid equity dividend account.

TRANSFER TO RESERVE

Considering the financial position of the company; company has not transferred any amount to its
General Reserve for the financial year 2024-25.

MATERIAL CHANGES FROM THE END OF THE FINANCIAL YEAR

There have been no material changes occurred between the end of the financial year of the company
to which the financial statements related and the date of the report, which is affecting the financial
position of the company except for the following:

The company has acquired 67% equity stake of Ricon Textile Limited (Formerly known as Ricon
Textile Private Limited) for an aggregate consideration of Rs. 3.35 crore w.e.f. 01^st April, 2025 and
thus, the latter company became subsidiary of the former company.

The company has set up a garmenting establishment in house as a part of its expansion plans, adding
value to its business. It commenced the commercial production of the aforesaid business from 10th
April, 2025 at its existing unit located at- Block No. 467, Sachin Palsana Road, Palsana, Surat-394315,
Gujarat, India.

SHARE CAPITAL

As on 31^st March, 2025 the share capital of the company was as under:

Authorized Share Capital:

12,75,00,000 Equity Shares of Rs. 2/- Each for Rs. 25,50,00,000/-

Issued, Subscribed and Fully Paid Up:

8,99,73,440 Equity Shares of Rs. 10/- Each for Rs. 17,99,46,880/-

There has been no change in the equity share capital of the company during the year.

DEPOSITS

During the year, company has not accepted any deposits from public within the meaning of the
Section 73 of the Companies Act, 2013 and rules made thereunder.

ANNUAL RETURN

As per the requirements of Section 92(3) of the Companies Act, 2013 and Rule 12 of the Companies
(Management and Administration) Rules, 2014, the extract of the Annual Return for FY 2024-25 is
uploaded on the website of the company and the same is available at
https://www.rnbdenims.com/annual-return.

DETAILS OF SIGNIFICANT AND MATERIAL ORDERS PASSED BY THE REGULATORS OR COURTS
OR TRIBUNALS IMPACTING THE GOING CONCERN STATUS AND COMPANY'S OPERATIONS IN
FUTURE

There was no significant material order passed by the regulators or courts or tribunals impacting the
going concern status and company’s operation in nature.

CONTRACTS AND ARRANGEMENTS WITH RELATED PARTIES

The company has in place a robust process for approval of related party transactions and on dealing
with related parties. The material related party transactions approved by the members of the
company are also reviewed/ monitored on quarterly basis by the audit committee of the company as
per Regulation 23 of the Listing Regulations and Section 177 of the Companies Act, 2013.

With reference to Section 134(3)(h) of the Companies Act, 2013, all contracts and arrangements with
related parties under section 188 of the Companies Act, 2013 entered by the company during the
financial year, were in ordinary course of business and at arm’s length basis. Details of the related
party transactions made during the year are attached as Annexure-1 in Form AOC-2 for your kind
perusal and information.

The policy on related party transactions and on dealing with related party transactions as approved
by the board is available on the company’s website and can be accessed at -
https://www.rnbdenims.com/uploads/reports/policies/10 related-party-transaction-policy.pdf

DETAILS OF DIRECTORS AND KEY MANAGERIAL PERSONNEL

In accordance with Section 152(6) of the Companies Act, 2013 read with the Articles of Association
of the company, Mr. Amit Dalmia, Managing Director (DIN: 00034642) and Mr. Ankur Mangilal
Borana, Executive Director (DIN:01091164) are liable to retire by rotation and being eligible has
offered themselves for re-appointment at the ensuing Annual General Meeting.

Mr. Mrs. Nitika Abhishek Soni (DIN:10708045) is proposed to be regularized as a Non-Executive
Independent Director in the ensuing Annual General Meeting.

Based on the confirmations received from directors, none of the directors are disqualified from
appointment under Section 164 of the Companies Act, 2013. The company’s policy on appointment
and remuneration of directors and Key Managerial Personnel is available at the web link
https://www.rnbdenims.com/uploads/reports/policies/3 nomination-and-remuneration-policy.pdf

The name of Directors and KMP as on 31^st March, 2025:

*Ms. Radhika Arun Kanodiya has resigned from the company w.e.f. 15^th May, 2025.

**Appointment of Mrs. Nitika Abhishek Soni has been made after the completion of financial year 2024¬
25 w.e.f. 15^th May, 2025 as an Additional Independent Director.

The following changes have been made to the Directors and KMP of the company during the year:

a) Mr. Nirmit Dalmia has been appointed as Whole-Time Director of the company w.e.f. 30^th
September, 2025

b) Mr. Arvind Kumar Rathi has been appointed as Non-Executive Independent Director of the
company w.e.f. 30^th September, 2025

c) The designation of Mr. Rajkumar Mangilal Borana was changed from “Managing Director” to
“Executive Director” w.e.f. 05^th March, 2025

d) The designation of Mr. Ankur Mangilal Borana was changed from “Whole-time Director” to
“Executive Director” w.e.f. 05^th March, 2025

e) The designation of Mr. Amit Dalmia was changed from “Whole-time Director” to “Chairman
and Managing Director” w.e.f. 05^th March, 2025 pursuant to approval of members in Extra¬
ordinary General Meeting held on 31^st March, 2025

NUMBER OF MEETING HELD DURING THE YEAR

The details of all meeting of board of directors and committee meeting had taken place during the
year and their detailed composition along with their attendance forms the part of corporate
governance report as given in Annexure-2.

The following meetings of the board of directors were held during the financial year 2024-25:

COMPOSITION OF BOARD AND ITS COMMITTEE

The detail of the composition of the board and its committees thereof and detail of the changes in
their composition if any is given in Annexure-2 in the corporate governance report. The composition
of the board and its committee is also available on the website of the company at
https://www.rnbdenims.com/management and https://www.rnbdenims.com/committees-bod

STATUTORY AUDITORS

The members at the 14th Annual General Meeting of the company held on 30^th September, 2024, had
appointed M/s. R P R & Co., Chartered Accountants (Firm Registration No. 131964W) as the
Statutory Auditor of the company to hold office for a term of five years i.e., from the conclusion of the
14th Annual General Meeting until the conclusion of the 19th Annual General Meeting. Thus, no
further action is required in this regard.

COMMENTS ON AUDITOR'S REPORT

The notes referred to in the auditor report are self-explanatory and they do not call for any further
explanation as required under section 134 of the Companies Act, 2013.

INTERNAL AUDITOR

M/s Mahesh Kumar Mittal & Co., Chartered Accountants (FRN: 127309W) were appointed as internal
auditor by the board of directors of the company, upon recommendation of audit committee, for the
term of five years from financial year 2024-25 to 2028-29 in the board meeting held on 05^th July,
2024. The internal auditor report, their findings on the internal audit of the company shall be
presented to the audit committee on quarterly basis. The scope of internal audit is approved by the
audit committee.

COST AUDITOR

M/s. V. M. Patel & Associates, Cost Accountant, Surat were appointed as the cost auditor of the
company for the financial year 2024-25 in the board meeting held on 15^th May, 2025 after obtaining
his willingness and eligibility letter for appointment as cost auditor of the company.

SECRETERIAL AUDITOR

Your board had appointed Mr. Ranjit Binod Kejriwal, Practicing Company Secretary, as Secretarial
Auditor of the company for the financial year 2024-25.

Your board, based on the recommendation of Audit Committee, proposed for the approval of
members in this Annual General Meeting, appointment Mr. Bhaveshkumar Arjunkumar Rawal,
Company Secretary in practice, (FCS: 8812, COP: 10257) and a Peer Reviewed Company Secretary, as
the Secretarial Auditor of the company, for performing Secretarial Audit of the company for a period
of five consecutive years commencing from 01^st April, 2025 till 31^st March, 2030 in accordance with
the amendment notified in Regulation 24A by way of SEBI (LODR) (Third Amendment) Regulations,
2024, with effect from 01^st April, 2025.

The secretarial report for the financial year 2024-25 is attached as Annexure-3. The Secretarial
Auditor’s observation(s) in secretarial audit report and directors’ explanation thereto

• BSE Limited (“BSE”) has imposed a fine of Rs. 2,360/- (Rupees Two Thousand Three Hundred
and Sixty only) (including GST) on the company for late submission of Annual Secretarial
Compliance Report in XBRL mode as required under Regulation 24A of the SEBI Listing
Regulations. The management hereby clarifies that the company has already filed Annual
Secretarial Compliance Report in PDF form on 30^th May, 2024 which is within due date, but due to
validation error in XBRL utility the filing of Annual Secretarial Compliance Report in XBRL mode
was delayed by a day i.e. on 31^st May, 2024.

• Assistant Commissioner of Central Goods and Services Tax department, Gujarat has imposed a
penalty of Rs. 43,66,118/- (Forty-Three Lakh Sixty-Six Thousand One Hundred and Eighteen
Only) on January 01, 2025, which is required to be disclosed within 24 hours, the same has been
disclosed to BSE Limited on April 18, 2025. The management hereby inform that the delay was
due to the time required to conduct a thorough internal review of the demand notice, including
determining itsprima facie validity. The delay was inadvertent and not intentional.

• The company was unable to comply with certain provisions of the Companies Act, 2013 and
SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, in relation to its
subsidiaries. As M/S. RB Industries and M/s. Ricon Industries have been identified as subsidiary
by the company, which are partnership firms, not required to follow the Companies Act, 2013
and SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015. The management
hereby clarifies that the identification of M/s. RB Industries and M/s. Ricon Industries, partnership
firms as subsidiaries was essential due to the existence of common control. Non-identification of
these entities as subsidiaries would have resulted in the financial statements of the company not
presenting a true and fair view of its state of affairs. Furthermore, the company has endeavoured
ad-verbatim compliance with all applicable regulatory requirements in relation to its subsidiaries.
As the subsidiaries are partnership firm, hence few provisions of the Companies Act, 2013 and SEBI
(Listing Obligations and Disclosure Requirements) Regulations, 2015 cannot be followed, which are
pre-dominantly related to Board of Directors, due to non-existence of Board.

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The management hereby informs that they are developing strong systems for ensure timely
compliances.

LOANS, GUARANTEES AND INVESTMENT

With reference to Section 134(3)(g) of the Companies Act, 2013, loans, guarantees and investments
made under section 186 of the Companies Act, 2013 form part of the notes to the financial
statements provided in this annual report.

DECLARATION BY INDEPENDENT DIRECTORS

The company has received declaration from all the independent directors duly signed by them
stating that they meet the criteria of independence as provided in section 149(6) of the Companies
Act, 2013 and Regulation 16 of SEBI (LODR) Regulations, 2015.

There has been no change in the circumstances affecting their status as Independent Directors of the
company so as to qualify themselves to be appointed as Independent Directors under the provisions
of the Companies Act, 2013 and the relevant regulations.

All the independent directors have enrolled with the Indian Institute of Corporate Affairs at Manesar.
All the independent directors have cleared online self-assessment test as conducted by the said
institute.

SEPARATE MEETING OF INDEPENDENT DIRECTORS

In terms of requirement of Schedule IV of the Companies Act, 2013, the Independent Directors of the
company have complied with the code of Independent Director. Independent Directors met
separately on 01^st March, 2025 and 31^st March, 2025 to inter alia review the performance of Non¬
Independent Directors (Including the Chairman), the entire Board and the quality, quantity and
timeliness of the flow of the information between the Management and the Board.

VIGIL MECHANISM

Your company has adopted a Whistle Blower Policy to provide a formal mechanism to the directors
and employees to report their concerns about unethical behaviour, actual or suspected fraud or
violation of the Company’s Code of Conduct or Ethics Policy. The policy provides for adequate
safeguards against victimization of employees who avail of the mechanism and also provides for
direct access to the Chairman of the Audit Committee. It is affirmed that no personnel of the company
have been denied access to the Audit Committee. The Whistle Blower Policy has been posted on the
website of the company at https://www.rnbdenims.com/uploads/reports/policies/5 vigil-
mechanism-whistle-blower-policy.pdf

DIRECTORS RESPONSIBILITY STATEMENT

Pursuant to the provisions of Section 134(3)(c) and 134(5) of the Companies Act, 2013, your
directors hereby confirm:

A. That in preparation of the annual accounts, the applicable accounting standards have been
followed and there are no material departures from the same;

B. That 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 as at 31^st March, 2025 and of the profit and loss of the
company for that period;

C. That 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 for preventing and detecting fraud and other
irregularities;

D. That the directors had prepared the annual accounts on a 'going concern’ basis; and

E. The directors had laid down internal financial controls to be followed by the company and that
such internal financial controls are adequate and were operating effectively;

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.

ANNUAL EVALUATION

Pursuant to the applicable provisions of the Act and the Listing Regulations, the Board has carried
out an Annual Evaluation of its own performance, performance of the directors and the working of
its committees based on the evaluation criteria defined by Nomination and Remuneration
Committee (NRC) for performance evaluation process of the board, its committees and directors.

The performance evaluation of the board was evaluated by the board after seeking inputs from all
the directors on the basis of the criteria such as participation in decision making; participation in
developing corporate governance; providing advice and suggestion etc.

The committees of the board were assessed on the degree of fulfilment of key responsibilities,
adequacy of committee composition and effectiveness of meetings.

The board reviewed the performance of the individual directors on the basis of the criteria such as
the contribution in decision making, contribution of the individual director to the board and
committee meetings like preparedness on the issues to be discussed, meaningful and constructive
suggestions and advice in meetings, etc. In addition, the chairman was also evaluated on the key
aspects of his role.

In separate meetings of independent directors, performance of non-independent directors,
performance of the board as a whole and performance of the chairman was evaluated, taking into
account the views of executive directors and non-executive directors. Performance evaluation of
independent directors was done by the entire board, excluding the independent director being
evaluated.

INTERNAL FINANCIAL CONTROL SYSTEM

The company has a well-placed, proper and adequate internal financial control system which
ensures that all the assets are safeguarded and protected and that the transactions are authorized
recorded and reported correctly. The internal audit covers a wide variety of operational matters and
ensures compliance with specific standard with regards to availability and suitability of policies and
procedures. During the year no reportable material weakness in the design or operation were
observed.

ADEQUACY OF INTERNAL FINANCIAL CONTROLS WITH REFERENCE TO THE FINANCIAL
STATEMENTS

The Companies Act, 2013 re-emphasizes the need for an effective internal financial control system in
the company. Rule 8(5) (viii) of Companies (Accounts) Rules, 2014 requires the information
regarding adequacy of internal financial controls with reference to the financial statements to be
disclosed in the board’s report. The detailed report forms part of Independent Auditors Report.

CORPORATE GOVERNANCE

Your company has incorporated the appropriate standards for corporate governance. The company
has filed all the quarterly compliance reports on corporate governance within the due time line to the
Stock Exchange, as specified in Regulation 27(2) of the SEBI (Listing Obligations and Disclosure

Requirements) Regulations, 2015 and all other Corporate Governance norms mentioned under the
said regulation dully complied by the company. Moreover, as per Regulation 34(3) read with
Schedule V of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 company
has given the Corporate Governance Report in Annexure-2 as a part of its Annual Report.

CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE EARNINGS
AND OUTGO

With reference to Section 134(3)(m) of the Companies Act, 2013, the details of conservation of
energy, technology absorption and foreign exchange earnings and outgo are as per Annexure-4.

CORPORATE SOCIAL RESPONSIBILITY (CSR)

The company is committed to good corporate citizenship. As a part of its corporate social
responsibility, the company continues to undertake a range of activities including healthcare,
environment and education. The detailed CSR policy of the company is placed on the website of the
company at https://www.rnbdenims.com/uploads/reports/policies/15 csr-policy.pdf

Pursuant to the provisions of section 135 of the Companies Act, 2013 read with Companies
(Corporate Social Responsibility) Rules 2014; the board has undertaken the CSR activities as per
Rule 4 of Companies (Corporate Social Responsibility Policy) Rules, 2014. The details of CSR
activities for the financial year 2024-25 forms part of this Board report in Annexure-5.

MANAGEMENT DISCUSSION AND ANALYSIS REPORT

As per Regulation 34 of SEBI (Listing Obligations and Disclosure Requirements), Regulation 2015,
the Management Discussion and Analysis Report is given in Annexure-6.

PARTICULARS OF EMPLOYEES AND RELATED DISCLOSURES

There was no employee drawing remuneration in excess of limits prescribed under section 197(12)
of the Companies Act, 2013 read with Rule 5(2) and 5(3) of the Companies (Appointment and
Remuneration of Managerial Personnel) Rules, 2014. The disclosure pertaining to remuneration as
required under section 197(12) of the Companies Act, 2013 read with Rule of the Companies
(Appointment and Remuneration of Managerial Personnel) Amendment Rules, 2016 are as per
Annexure-7.

CEO/ CFO CERTIFICATION

In terms of Regulation 17(8) of the listing regulations, the CFO has certified to the board of directors
of the company with regard to the financial statements and other matters specified in the said
regulation for the financial year 2024-25. The certificate received from CFO is attached herewith as
per Annexure-8.

STATEMENT ON RISK MANAGEMENT

During the financial year under review a statement on risk management including identification
therein of elements of risk, if any, which in the opinion of the Board may threaten the existence of the
company as per the provisions of Section 134(3)(n) of Companies Act, 2013; has been annexed in
Annexure-9.

CODE OF CONDUCT

The board of directors has formulated and adopted Code of Conduct for Board of Directors and
Senior Management Personnel. During the year, board of directors and senior management
personnel has complied with general duties, rules, acts and regulations. In this regard certificate
from Managing Directors as required under Schedule V of SEBI (Listing Obligations and Disclosure
Requirements) Regulations, 2015 has been received by the Board and the same is attached herewith
as per Annexure-10.

Code of Conduct for Board of Directors and Senior Management Personnel is available on below link:
https://www.rnbdenims.com/uploads/reports/policies/7 code-of-conduct.pdf

COMPLIANCE CERTIFICATE FROM THE AUDITORS REGARDING COMPLIANCE OF CONDITIONS
OF CORPORATE GOVERNANCE

Corporate Governance is a set of process, practice and system which ensure that the company is
managed in a best interest of stakeholders. The key fundamental principles of corporate governance
are transparency and accountability. Company’s core business objective is to achieve growth with
transparency, accountability and with independency. Company has adopted various corporate
governance standard and doing business in ethical way by which company has enhance stakeholders
trust, shareholders wealth creation by improving shares valuation, market capitalization, etc.

A certificate received from M/s R P R & Co., Statutory Auditors of the company regarding compliance
of the conditions of Corporate Governance, as required under Schedule V of SEBI (Listing Obligations
and Disclosure Requirements) Regulations, 2015 is attached herewith as per Annexure-11.

CERTIFICATION FROM COMPANY SECRETARY IN PRACTICE

Mr. Ranjit Binod Kejriwal, Practicing Company Secretary has issued a certificate required under the
listing regulations, confirming that none of the directors on the board of the company has been
debarred or disqualified from being appointed or continuing as director of the company by
SEBI/Ministry of Corporate Affairs or any such statutory authority. The certificate is enclosed as
Annexure-12.

SUBSIDIARIES, JOINT VENTURE AND ASSOCIATE COMPANIES

RB Industries and Ricon Industries, are material subsidiaries of the company and a statement
providing details of performance and salient features of their financial statements, as per Section
129(3) of the Act, is annexed as "Annexure-13” to this report.

After the end of financial year, M/s. Ricon Textile Limited (Formerly known as M/s. Ricon Textile
Private Limited) has become the subsidiary company w.e.f. 01^st April, 2025

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

Our company goal has always been to create an open and safe workplace for every employee to feel
empowered, irrespective of gender, sexual preferences, and other factors, and contribute to the best
of their abilities.

The Internal Committee (IC) has been constituted as per the Sexual Harassment of Women at
Workplace (Prevention, Prohibition and Redressal) Act, 2013, and the committee includes external
members from NGOs or with relevant experience. Half of the total members of the IC are women. The
role of the IC is not restricted to mere redressal of complaints but also encompasses prevention and
prohibition of sexual harassment.

The company did not receive any complaints on sexual harassment during the year 2024-25 and
hence, no complaints remain pending as of 31st March, 2025.

The company has a Policy for Anti-Sexual Harassment and the same has been posted on the website
at https://www.rnbdenims.com/uploads/reports/policies/2 policy-for-anti-sexual-harassmentpdf

SECRETARIAL STANDARDS ISSUED BY THE INSTITUTE OF COMPANY SECRETARIES OF INDIA
(ICSI)

The company complies with all applicable mandatory secretarial standards issued by the Institute of
Company Secretaries of India (ICSI).

PREVENTION OF INSIDER TRADING

The company has adopted a Code of Internal Procedures and Conduct for Regulating, Monitoring and
Reporting of trading by insiders and Code of Practices and Procedures for Fair Disclosure of
Unpublished Price Sensitive with a view to regulate trading in securities by the directors and
designated employees of the company. The code requires pre-clearance for dealing in the company’s
shares and prohibits the purchase or sale of company shares by the directors and the designated
employees while in possession of unpublished price sensitive information in relation to the company
and during the period when the trading window is closed. The board is responsible for
implementation of the code.

The company has a Prohibition of Insider Trading Policy and the same has been posted on the
website of the company at below mentioned link:

https://www.rnbdenims.com/uploads/reports/policies/14 prohibition-of-insider-trading-
policy.pdf

The company also has policy for leak of unpublished price sensitive information (“UPSI”) and the
same has been posted on the website of the company at below mentioned link:
https://www.rnbdenims.com/uploads/reports/policies/16 policy-for-procedure-of-inquiry-in-case-
of-leak-or-suspected-leak-of-upsi.pdf

MAINTENANCE OF COST RECORDS

The company is required to maintain cost records as specified by central government under section
148(1) of the Companies Act, 2013, and accordingly such accounts and records are made and
maintained.

FRAUD REPORTING

During the year under review, no fraud has been reported by Auditors under Section 143(12) of the
Companies Act, 2013.

INSURANCE

All the properties and the insurable interest of the company including building and stocks wherever
necessary and to the extent required have been adequately insured. The company keeps reviewing
the insurance amount every year as per requirement.

RESEARCH & DEVELOPMENT

Research and Development is important for businesses because it provides powerful knowledge and
insights, leads to improvements to existing processes where efficiency can be increased and costs
reduced. It also allows businesses to develop new products and services to allow it to survive and
thrive in competitive markets. The benefits of research & development extend into entire sectors as
well as positively impacting the wider economy. A sector that invests heavily in this will develop and

achieve more, including providing real-world benefits to people. The company believes that
technological obsolescence is a reality. Only progressive research and development will help us to
measure up to future challenges and opportunities. We invest in and encourage continuous
innovation. During the year under review, expenditure on research and development is not
significant in relation to the nature size of operations of company.

STATUTORY INFORMATION

The company being basically engaged into the manufacturing of quality denim products and is the
member of BSE Mainboard Platform. Apart from this business, the company is not engaged in any
other business/activities.

CREDIT RATING

The details of the credit ratings awarded to the company are provided in the Corporate Governance
Report forming part of the Integrated Annual Report.

OTHER DISCLOSURES

There are no proceedings initiated/ pending against your company under the Insolvency and
Bankruptcy Code, 2016 and there is no instance of one-time settlement with any Bank or Financial
Institution.

CYBER SECURITY INCIDENT

During the year, there are no incidents of cyber security breach reported.

CAUTIONARY STATEMENT

Statements in this report and its annexures describing company’s projections, expectations and
hopes are forward looking. Though, these are based on reasonable assumption, their actual results
may differ.

APPRECIATION

Your directors place on records their deep appreciation to employees at all levels for their hard
work, dedication and commitment and express their sincere thanks and appreciation to all the
employees for their continued contribution, support and co-operation to the operations and
performance of the company.

ACKNOWLEDGEMENT

Your directors would like to express their sincere appreciation of the co-operation and assistance
received from shareholders, bankers, regulatory bodies and other business constituents during the
year under review. Your directors also wish to place on record their deep sense of appreciation for
the commitment displayed by all executives, officers and staff, resulting in successful performance of
the company during the year.

Date: 11^th July, 2025 For and on behalf of the Board of Directors

Place: Surat R & B Denims Limited

Sd/-

Amit Dalmia

Chairman & Managing Director
DIN:00034642