Your Directors have great pleasures in presenting you the Thirty-Five(35^th) Annual Report of the Company
together with the Audited Financial Result for the year ended on March 31, 2025.

FINANCIAL RESULTS:

The Operating results of your Company for the period under review are as follows:

FINANCIAL PERFORMANCE:

Your Company has generated a good revenue in comparison with that of previous year. The Company has
registered total operating revenue of Rs. 919117 thousand for the year ended 31^st March, 2025 as compared to
Rs. 752998 thousand in the Previous Year. The Net Profit for the year stood at Rs. 21031 thousand for the
year ended 31^st March, 2025 against Rs. 19563 thousand reported in the Previous Year.

MATERIAL CHANGES OR COMMITMENT HAVE OCCURRED BETWEEN THE END OF
THE FINANCIAL YEAR AND THE DATE OF THIS REPORT WHICH AFFECT THE
FINANCIAL STATEMENTS OF THE COMPANY IN RESPECT OF THE FINANCIAL YEAR:

The company has inserted the new business activity relation to Real Estate Activity by way of alteration of
Object clause of the Memorandum of Association of the company in an Extra Ordinary General Meeting was
held on 16^th May, 2024 and the same was approved by Registrar of Companies on 14^th June, 2024.

The company has sub divided its equity shares from the face value of Rs. 10/- each to Rs. 2/- each in the
annual general meeting held on 28^th September, 2024.

No other material changes or commitments have occurred between the end of the Financial Year and the date
of this Report which affect the financial statements of the Company in respect of the Financial Year.

DIVIDEND:

The Board, in its meeting held on 10.12.2024 had declared and paid an interim dividend @ Rs. 0.05/- per equity
share of face value of Rs. 2/- each (i.e. 2.5% of the paid-up equity share capital of the company) during the
financial year 2024-25.

However, the Board, in its meeting has decided not to declare final dividend for the financial year ended March
31, 2025.

STATUTORY DISCLOSURES:

The Statutory disclosures in accordance with Section 134 read with Rule 8 of Companies (Accounts) Rules,
2014. Section 178, Section 197 read with Rule 5 of Companies (Appointment and Remuneration of Managerial
Personnel) Rules, 2014 have been made herein after paragraphs.

As per SEBI (LODR) Regulations, the Corporate Governance Report with the Auditors’ Certificate thereon,
and the Management Discussion and Analysis are attached, which forms part of this.

The Company has devised proper systems to ensure compliance with the provisions of all Secretarial Standards
issued by the Institute of Company Secretaries of India and that such systems are adequate and operating
effectively.

DEPOSITS FROM PUBLIC:

Your Company has not accepted any deposit within the meaning of Sections 73 and 74 of the Companies Act,
2013 read with the Companies (Acceptance of Deposits) Rules, 2014 (including any statutory modification(s) or
re-enactment(s) for the time being in force) from the public or the members and as such, no amount on
account of principal or interest on public deposits was outstanding as on the date of the balance sheet.

AMOUNTS TRANSFERRED TO GENERAL RESERVES:

Pursuant to provisions 134(3)(i) of the Companies Act, 2013, the Company has not proposed to transfer any
amount to general reserves account of the Company during the year under review.

SHARE CAPITAL

The company has sub divided its equity shares from the face value of Rs. 10/- each to Rs. 2/- each in the
annual general meeting held on 28^th September, 2024 during the year 2024-25.

The paid-up Equity Share Capital as at March 31, 2025 stood at Rs 25,00,00,000 comprising 12,50,00,000
Equity Shares of Rs.2/- each.

The company has not issued shares with differential voting rights nor has granted any stock options or sweat
equity.

As on March 31, 2025, none of the Directors of the company hold instruments convertible into equity shares of
the Company.

SUBSIDIARIES & ASSOCIATE COMPANIES:

The Company does not have any Subsidiary Company or Associate Company as at 31^st March, 2025, hence, the
statement containing salient features of the financial statements of the subsidiary companies in Form AOC-1
pursuant to Section 129(3) of the Companies Act, 2013 is not applicable to your Company.

MANAGEMENT DISCUSSION AND ANALYSIS REPORT:

The Management Discussion and Analysis Report as required under Regulation 2015 is set out in the
Annexure-I to this report and gives details of the overall industry structure, economic developments,
performance and state of affairs of your and Indian Alluminium industry, industrial and home improvement
business, internal controls and their adequacy, risk management systems and other material developments
during the Financial Year 2024-2025.

EXTRACT OF ANNUAL RETURN:

The copy of Annual Return is available on the website of the company as per section 92(3) of the Companies
Act, 2013 and rule 12(1) of the Companies (Management and Administration) Rules, 2014, and the link of the
website is https://www.sacheta.com/

STATEMENT ON DECLARATION GIVEN BY INDEPENDENT DIRECTORS

The Independent Directors of the Company have submitted their Declaration of Independence, as required
under the provisions of Section 149(7) of the Companies Act, 2013 stating that they meet the criteria of
Independence as provided in Section 149(6) of the Act and Regulation 25 of the SEBI (Listing Obligations and
Disclosure Requirements) Regulations, 2015.

FAMILIARIZATION PROGRAMME FOR INDEPENDENT DIRECTORS

In compliance with the requirements of the SEBI (Listing Obligations & Disclosure Requirements) Regulations,
2015, the Company has formulated a policy to familiarize the Independent Directors with the Company. The
Independent Directors are appraised during the Board / Committee(s) meetings on the Company operations,
governance, internal control process and other relevant matters. The details of the Familiarization Program are
available on Company’s website https://www.sacheta.com/

PARTICULARS OF LOANS, GUARANTEES AND INVESTMENTS

The Company has not granted any loans, or provided any guarantees and made any investments under the
provisions of Section 186 of the Companies Act, 2013 read with the Companies (meeting of Board and its
Powers) Rules, 2014, during the year under review, hence no disclosure with respect to such loans, guarantee
and investments made are required to be given.

SIGNIFICANT AND MATERIAL ORDERS

There are no significant and material orders passed by the regulators or courts or tribunals impacting the going
concern status and company’s operations in future.

CORPORATE GOVERNANCE

The detailed report on Corporate Governance for the financial year from 01.04.2024 to 31.3.2025 on the line of
requirements of SEBI (LODR) Regulations appears in the Annexure-III to the Directors Report and forms a
part of this Annual Report.

NUMBER OF MEETINGS OF THE BOARD

The details of the number of meetings of the Board held during the Financial Year 2024-25 forms part of the
Corporate Governance Report. During the year under review, Nine (9) board meetings were held:

PARTICULARS REGARDING CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION
AND FOREIGN EXCHANGE EARNINGS AND OUTGO:

Information in accordance with the provisions of Section 134(3)(m) of the Companies Act, 2013, read with
Rule 8 of the Companies (Accounts) Rules, 2014 regarding conservation of energy, technology absorption and
foreign exchange earnings and outgo, is given in the statement annexed hereto and forms a part of this Report
as Annexure-IV.

RELATED PARTY TRANSACTIONS

In line with the requirements of the Companies Act, 2013 and SEBI (Listing Obligation and Disclosure
Requirement) Regulations, 2015, your Company has formulated a Policy on Related Party Transactions, which
is available on the Company’s website www.sacheta.com. The Policy intends to ensure that proper reporting,
approval and disclosure processes are in place for all transactions between the Company and Related Parties.

All Related Party Transactions are placed before the Audit Committee for review and approval. Prior omnibus
approval is obtained for Related Party Transactions on a quarterly basis for transactions which are of repetitive
nature and / or entered in the Ordinary Course of Business and are at Arm’s length Price.

All Related Party Transactions entered during the year were in Ordinary Course of Business and at the Arm’s
Length basis. No Material Related Party Transactions, i.e. transactions exceeding 10% of the annual
consolidated turnover as per the last audited financial statement were entered during the year under review.

As all transactions entered with Related Parties for the year under review were on arm’s length basis and in the
ordinary course of business and that the provisions of Section 188 of the Companies Act, 2013 and the Rules
made thereunder are not attracted. Therefore, disclosure in form AOC-2 in terms of Section 134 of the
Companies Act, 2013 is not applicable to the Company hence not provided.

VIGIL MECHANISM / WHISTLE BLOWER POLICY

The Vigil Mechanism of the Company, which also incorporates a whistle blower policy in compliance with the
provisions of Section 177(9) & (10) of the Companies Act, 2013 and Regulation 22 of SEBI(LODR) 2015,
includes an Ethics and Compliance Task Force comprising senior executives of the Company. Protected
disclosures can be made by a whistle blower through an e-mail or a letter to the Task Force or to the Chairman
of the Audit Committee. The Vigil Mechanism and Whistle Blower Policy may be accessed on the Company’s
website www.sacheta.com

REMUNERATION OF DIRECTORS, KEY MANAGERIAL PERSONNEL AND EMPLOYEES:

The remuneration paid to the Directors and Key Managerial Personnel is in accordance with the Nomination
and Remuneration Policy formulated in accordance with Section 178 of the Companies Act., 2013 and
Regulation 19 of the SEBI (Listing Obligation and Disclosure requirements) Regulations, 2015(including any
statutory modification(s) or re-enactment(s) thereof for the time being in force.

The information required under Section 197 read with Rule 5 of Companies (Appointment and Remuneration
of Managerial personnel) Rules, 2014 (including any statutory modification(s) or re-enactment(s) thereof for the
time being in force.) in respect of Directors/employees of the Company is furnished in below and set out in the
Annexure-V

i. Non-Executive Directors have waived sitting fees for attending the Board Meeting, or any other receipt.

ii. Managing Director, Executive Directors, Other Key Managerial personnel and Senior Management will
involve a balanced between fixed and incentive pay reflecting short and long term performance objectives
appropriate to working of the company and its goals.

The Company’s policy on directors’ appointment and remuneration and other matters provided in Section
178(3) of the Act has been disclosed in the Corporate Governance Report, which is a part of this report and is
also available on www.sacheta.com

DIRECTORS:

The Company believes that the Board needs to have an appropriate mix of executive, non-executive and
Independent Directors to maintain its independence and separate its functions of governance and management.
As on 31st March, 2025, our Board comprise of eight members consisting four Executive Directors and four
Independent Directors.

Pursuant to the provisions of Section 149 of the Act, the independent directors have submitted declarations
that each of them meets the criteria of independence as provided in Section 149(6) of the Act along with Rules
framed thereunder and Regulation 16(1)(b) of the Securities and Exchange Board of India (Listing Obligations
and Disclosure Requirements) Regulations, 2015 (“SEBI Listing Regulations”). There has been no change in
the circumstances affecting their status as independent directors of the Company.

Pursuant to the provisions of Section 203 of the Act, the Key Managerial Personnel of the Company as on
March 31, 2025 are: Mr. Satishchandra K. Shah, Managing Director, Mrs. Chetaben S. Shah, Jt. Managing
Director, Mr. Dashrathbhai K. Patel, Chief Financial Officer and Ms. Vibha Banger, Company Secretary &
Compliance Officer.

AUDIT COMMITTEE

The details pertaining to the composition of the audit committee are included in the Corporate Governance
Report, which is a part of this report.

NOMINATION AND REMUNERATION COMMITTEE

The details pertaining to the composition of the audit committee are included in the Corporate Governance
Report, which is a part of this report.

STATUTORY AUDITORS AND AUDIT REPORT

Pursuant to the recent amendment to Section 139 of the Act effective May 7, 2018, ratification by Shareholders
every year for the appointment of the Statutory Auditors is no longer required and accordingly the Notice of
ensuing Annual General Meeting does not include the proposal for seeking Shareholders approval for
ratification of Statutory Auditors appointment.

M/s. Kiran & Pradip Associates, Chartered Accountants, Ahmedabad (FRN: 0112577W) has furnished a
certificate of their eligibility and consent under Section 139 and 141 of the Act and the Companies (Audit and
Auditors) Rules 2014 for their continuance as the Auditors of the Company for the FY 2024-25.

In terms of the SEBI (LODR) Regulations, the Auditors have confirmed that they hold a valid certificate issued
by the Peer Review Board of the ICAI.

The Statutory Auditors’ Report for FY 2024-25 on the financial statement of the Company forms part of this
Annual Report.

The Statutory Auditors’ report on the financial statements for FY 2024-25 does not contain any qualifications,
reservations or adverse remarks or disclaimer.

The Statutory Auditors of the Company have not reported any fraud as specified under the second proviso to
Section 143(12) of the Act. The observations made by the Auditors in their report are self-explanatory and
therefore, do not call for any comments.

However, M/s. Kiran & Pradip Associates, Chartered Accountants, Ahmedabad (FRN: 0112577W) has
furnished the resignation with effect from 13^th May, 2025 and after that company had appointed M/s. Murali &
Venkat, Chartered Accountants, Mumbai (FRN: 002162S) on 09^th June, 2025 pursuant to the casual vacancy
created by resignation of M/s. Kiran & Pradip Associates, Chartered Accountants, Ahmedabad (FRN:
0112577W) for the financial year 2025-26 and such appointment shall be approved in the ensuing general
meeting.

COST AUDITORS

In terms of the provisions of Section 148 of the Act read with the Companies (Cost Records and Audit) Rules,
2014, as amended from time to time, the Company is not required to maintain the Cost Records and Cost
Accounts. Hence, the appointment of Cost Auditors is not applicable to the Company.

SECRETARIAL AUDIT

Pursuant to the provisions of Section 204 of the Act and the Companies (Appointment and Remuneration of
Managerial Personnel) Rules, 2014, the Company has appointed Mr. Jaymeen Trivedi (Proprietor of M/s.
Jaymeen Trivedi & Associates, Ahmedabad), FCS-9137, Company Secretary in Practice, to carry out the
Secretarial Audit of the Company. The Report of the Secretarial Audit for FY 2024-25 is attached herewith as
Annexure-VI There is a qualifications, observations or adverse remark or disclaimer in the said report which
require any clarification/ explanation.

1. Company is in process to identify eligible candidate for the post of Internal Auditor & shall appoint at
the earliest.

2. Company will make sure to comply with the requirement of Section 123 and 124 of the Companies
Act, 2013.

CORPORATE SOCIAL RESPONSIBILITIES

Pursuant to Section 135 of the Companies Act, 2013, every company having net worth of rupees five hundred
crore or more, or turnover of rupees one thousand crore or more or a net profit of rupees five crore or more
during any financial year shall constitute a Corporate Social Responsibility (CSR) Committee of the Board.

Your Company does not fall under the provisions of aforesaid Section; therefore, CSR Committee has not been
constituted.

RISK MANAGEMENT

However, the provisions of SEBI (LODR) Regulations, 2015 on Risk Management is not applicable to the
Company, as the practice of good Corporate Governance, the Company has internal structure for review of risk
assessment in the leadership of the Managing Director. The function of the internal structure on risk
management is to implement and monitor the risk management plan for the Company and to monitor and
review the risk management plan and ensuring its effectiveness. The major risks affecting business of the
Company are identified and functions are systematically addressed through mitigating actions on a continuing
basis.

ANNUAL EVALUATION OF BOARD PERFORMANCE AND PERFORMANCE OF ITS
COMMITTEES AND OF DIRECTORS

The Board of Directors has carried out an annual evaluation of its own performance, board committees, and
individual directors pursuant to the provisions of the Act and SEBI Listing Regulations.

The performance of the board was evaluated by the board after seeking inputs from all the directors on the
basis of criteria such as the board composition and structure, effectiveness of board processes, information and
functioning, etc.

The performance of the committees was evaluated by the board after seeking inputs from the committee
members on the basis of criteria such as the composition of committees, effectiveness of committee meetings,
etc.

The above criteria are based on the Guidance Note on Board Evaluation issued by the Securities and Exchange
Board of India on January 5, 2017.

In a separate meeting of independent directors, performance of non-independent directors, the board as a
whole and the Chairman of the Company was evaluated, taking into account the views of executive directors
and non-executive directors.

The Board and the Nomination and Remuneration Committee reviewed the performance of individual
directors on the basis of criteria such as the contribution of the individual director to the board and committee
meetings like preparedness on the issues to be discussed, meaningful and constructive contribution and inputs
in meetings, etc.

In the board meeting that followed the meeting of the independent directors and meeting of Nomination and
Remuneration Committee, the performance of the board, its committees, and individual directors was also
discussed. Performance Evaluation of independent directors was done by the entire board, excluding the
independent director being evaluated.

INTERNAL FINANCIAL CONTROL SYSTEMS AND THEIR ADEQUACY

The details in respect of internal financial control and their adequacy are included in the Discussion and
Analysis, which is a part of this report.

INSURANCE:

All the properties of the Company have been adequately insured.

DIRECTORS’ RESPONSIBILITY STATEMENT:

As required under Section 134(3)(c) of the Companies Act, 2013 your Directors’ confirm that:

i. In the preparation of the annual accounts, the applicable accounting standards have been followed.

ii. The Directors had 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, 2023 and of the profit of the Company for that
period.

iii. 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.

iv. The Annual Accounts have been prepared on a going concern basis.

v. Internal financial control has been laid down and followed by the company and that such controls are
adequate and are operating effectively.

vi. Proper system has been devised to ensure compliance with the provisions of all applicable laws and that
such systems are adequate and operating effectively.

ANNUAL SECRETARIAL COMPLIANCE REPORT:

The Company has undertaken an audit for the Financial Year 2024-25 for all applicable compliances as per
SEBI Regulations and Circulars/Guidelines issued thereunder. The Annual Secretarial Compliance Report for
above said financial year has been submitted to the stock exchanges within 60 days of the end of the said
financial year.

CERTIFICATE OF NON-DISQUALIFICATION OF DIRECTORS:

In accordance with the SEBI (LODR) (Amendment) Regulations, 2018; a certificate has been received from
Mr. Jaymeen Trivedi (Membership No. 9137), Proprietor of M/s. Jaymeen Trivedi and Associates, Practicing
Company Secretary, that none of the Directors on the Board of the Company has been disqualified to act as
Director. The same is annexed herewith.

REPORTING OF FRAUD BY AUDITORS

There have been no instances of fraud reported by the Auditors u/s 143 (12) of the Companies Act, 2013 and
rules framed thereunder either to the Company or to the Central Government.

PARTICULARS OF EMPLOYEES:

The statement containing information as required under the provisions of Section 197(12) of the Companies
Act, 2013 read with Rule 5(1) of the Companies (Appointment and Remuneration of Managerial Personnel)
Rules, 2014 is annexed herewith as “Annexure — V” and forms part of this report.

COMPLIANCE OF SECRETARIAL STANDARDS:

During the financial year under review, the Company has complied with all the applicable provisions of
Secretarial Standards issued by the Institute of Company Secretaries of India.

TRANSFER TO THE INVESTOR EDUCATION AND PROTECTION FUND

Pursuant to Section 124 and 125 of the Companies Act, 2013, read with Investor Education and Protection
Fund Authority (Accounting Audit, Transfer and Refund) Rules, 2016 (‘IEPF Rules’), as amended from time to
time, the amount of dividend remaining unpaid or unclaimed for a period of seven years shall be transferred to
the Investor Education and Protection Fund (IEPF).

During the year under review, Rs. 52039.25 amount was transferred to IEPF in accordance with Section 125 of
the Companies Act, 2013.

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

Your Company has adopted a Policy on Prevention, Prohibition and Redressal of Sexual Harassment at the
Workplace, in line with the provisions of the Sexual Harassment of Women at Workplace (Prevention,
Prohibition and Redressal) Act, 2013 and the Rules there under. The Company has zero tolerance towards
sexual harassment of women at work place. The Policy aims to provide protection to employees at the
workplace and prevent and redress complaints of sexual harassment and for matters connected or incidental
thereto, with the objective of providing a safe working environment, where employees feel secure.

Further, the company has complied with provisions relating to the constitution of Internal Complaints
Committee under the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act,
2013.

During the year under review, no complaints with allegations of sexual harassment were received by the
Company. The statement in respect of compliant received and disposed is as below;

To build awareness in this area, the Company has been conducting induction/refresher programs in the
Company on a continuous basis.

APPLICATION MADE OR ANY PROCEEDING PENDING UNDER THE INSOLVENCY AND
BANKRUPTCY CODE, 2016 (31 OF 2016) DURING THE YEAR ALONG WITH THEIR STATUS
AS AT THE END OF THE FINANCIAL YEAR:

This clause is not applicable to the company as there is no application made or proceedings pending under the
Insolvency and Bankruptcy Code, 2016 (31 Of 2016) during the year 2024-25.

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:

This clause is not applicable to the company during the year 2024-25.

A STATEMENT BY THE COMPANY WITH RESPECT TO THE COMPLIANCE TO THE
PROVISIONS RELATING TO THE MATERNITY BENEFITS ACT, 1961:

The company has complied with the provision of relating to the Maternity Benefits Act, 1961 during the year
2024-25.

ACKNOWLEDGEMENT:

Your directors take this opportunity to express their deep sense of gratitude for the valuable assistance and co¬
operation extended by the Government Authorities, Bankers, Vendors, Customers, Advisors, the General
Public and for the valued contribution, efforts and dedication shown by the Company Employees, Officers, and
the Executives at all levels. Your directors also sincerely acknowledge the confidence and faith reposed by the
shareholders of the Company.

For, and on behalf of the Board
SACHETA METALS LTD

Date: August 06, 2025 SD/-

Place:- Talod, Prantij Satishkumar K Shah

Chairman & Managing Director