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ALKYL AMINES CHEMICALS LTD.

26 June 2025 | 12:00

Industry >> Chemicals - Organic - Others

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ISIN No INE150B01039 BSE Code / NSE Code 506767 / ALKYLAMINE Book Value (Rs.) 274.24 Face Value 2.00
Bookclosure 24/06/2025 52Week High 2499 EPS 36.39 P/E 62.38
Market Cap. 11610.41 Cr. 52Week Low 1508 P/BV / Div Yield (%) 8.28 / 0.44 Market Lot 1.00
Security Type Other

DIRECTOR'S REPORT

You can view full text of the latest Director's Report for the company.
Year End :2025-03 

Your Directors take pleasure in presenting the 45th Annual Report on the business and operations of your Company together with
Audited Financial Statements for the financial year ended March 31, 2025.

1. FINANCIAL RESULTS:

The financial performance of your Company is as summarized below for the financial year under review:

Particulars

2024-25
' in lakhs

2023-24
' in lakhs

Revenue from operations

1,57,182

1,44,061

Other Income

2,980

1,505

Total Income

1,60,162

1,45,566

Profit before interest, depreciation & taxation

32,089

26,560

Interest & financial expenses

101

421

Depreciation

7,124

5,892

Profit before exceptional item

24,864

20,247

Exceptional Items

-

-

Profit before tax

24,864

20,247

Provision for tax

6,253

5,360

Net Profit after tax

18,611

14,887

Other Comprehensive Income

(109)

(146)

Total Comprehensive Income

18,502

14,741

Opening balance in retained earnings

1,19,562

1,09,933

Profit available for appropriations

1,38,064

1,24,674

Other adjustments due to IND AS

(27)

1

Impact for government grant of previous period

45

-

Dividends paid

5,113

5,111

Closing balance in retained earnings

1,32,969

1,19,562

2. PERFORMANCE HIGHLIGHTS AND STATE OF COMPANY’S AFFAIRS:

During the financial year under review, total Income increased from ' 1,45,566 lakhs to ' 1,60,162 lakhs, an increase of 10%.
Profit before tax for the financial year was ' 24,864 lakhs compared to ' 20,247 lakhs of the previous financial year (an increase
of 23 %) and Profit after tax was ' 18,611 lakhs as against ' 14,887 lakhs of the previous financial year (an increase of 25 %).
Your Directors do not propose to transfer any amount to the Reserves for the financial year ended March 31, 2025. Further
details of operations are given in the Management Discussion and Analysis Report annexed herewith as “
Annexure 1”. There
has been no change in the nature of business of the Company.

3. DIVIDENDS:

The Board is pleased to recommend for your approval a dividend of ' 10/- (500%) per equity share on the face value of ' 2/- each
for the financial year ended March 31, 2025 [Previous Year: Dividend of ' 10/- (500%) per equity share of ' 2/- each]. You are
requested to approve the same. The dividend, if declared, shall be payable subject to deduction of tax at source, as applicable.

The dividend has been declared in line with the Dividend Distribution Policy which has been framed in terms of the regulations
of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, as amended, (SEBI Listing Regulations). The
Dividend Distribution Policy is available on the website of the Company
at https://alkvlamines.com/wp-content/uploads/2022/03/
Dividend-Distribution-Policv-1.pdf

4. SHARE CAPITAL:

During the financial year, the Company’s paid up share capital increased from ' 10,22,42,790/- consisting of 5,11,21,395 equity
shares of ' 2/- each to ' 10,22,72,836/- consisting of 5,11,36,418 equity shares of ' 2/- each.

5. SUB-DIVISION OF FACE VALUE OF EQUITY SHARES:

The Members had approved the sub-division of face value of equity shares from ' 5/- each fully paid-up into ' 2/- each fully paid
up through Postal Ballot, on March 17, 2021. The record date for the aforesaid sub-division was May 12, 2021. Accordingly, the
face value of equity shares of the Company stands sub-divided from ' 5/- each into ' 2/- each fully paid up. The shareholders
were issued fresh shares of face value of ' 2/- each.

6. MANAGEMENT DISCUSSION AND ANALYSIS REPORT:

The Management Discussion and Analysis Report as required under Schedule V of SEBI Listing Regulations, 2015 is included
in this Annual Report and the same is annexed herewith as
“Annexure 1”

7. NEW PROJECTS:

During the financial year 2024-25, at Kurkumbh site, the project for expansion of capacities of Di-Ethyl Ketone (DEK) was
completed and commissioned.

Our new projects include:

- Enhancing production capacity of Di-methyl Amine (DMA) by de-bottlenecking at Dahej.

- Some capex projects for upgrading the equipment and expansion of capacities, at all three production sites.

8. SUBSIDIARY/ASSOCIATE COMPANIES:

The company does not have any subsidiary, associate or joint venture company.

9. RESPONSIBLE CARE®:

Responsible Care is a voluntary initiative of International Council of Chemical Associations, implemented in India by Indian
Chemical Council to safely handle the products from inception in the research laboratory, through manufacture and distribution,
to ultimate reuse, recycle and disposal, and to involve the public in the decision-making processes. We have got our Company
recertified for Responsible Care®in October 2023. The recertification is valid till October 2026. Several programs and studies
related to safety, environment and health have been taken up and are being implemented.

Your Company continues to participate in developing Product Safety and Stewardship and Product distribution code as a part
of initiative taken by Indian Chemical Council (ICC) along with other chemical companies. The objective was to update codes
after rigorous implementation of the Responsible Care program and findings of audits.

10. ENERGY CONSERVATION, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE EARNINGS AND OUTGO:

The information on conservation of energy, technology absorption and other details stipulated under Section 134(3)(m) of the
Companies Act, 2013 read with Rule 8 of The Companies (Accounts) Rules, 2014, is annexed herewith as
“Annexure 2”.

11. SAFETY, HEALTH AND ENVIRONMENT:

A. SAFETY:

We encourage a high level of awareness of safety issues among our employees and strive for continuous improvement.
Employees are trained in safe practices to be followed at the workplace. Though compliance of safety training has improved
over the years and there is active participation from employees there was an unfortunate accident at the Kurkumbh site.
In view of this, exhaustive review of safety procedures, HAZOP with help of external consultants, automation of safety
critical operations and extensive program to Transform Safety Culture of the company has been initiated.

We take active part in Mutual Aid scheme in the respective industrial areas. We have intensively trained our identified
emergency response team (ERT) members for handling any industrial and natural eventuality, onsite and offsite emergencies.
We are one of the leading members of Local and District Crisis Group and have earned reputation amongst societies / nearby
society around and statutory authorities for prompt support during Disaster Management events.

The Company conducts scheduled mock drills for emergency scenarios with the active involvement of its staff and
occasionally, in the presence of external stakeholders. The identified gaps, are closed as a part of continuous improvement
process. To strengthen the Emergency Response, the Company conducts truncated drills and table top exercises to assess the
performance of emergency responders. Daily tool box talks and safety talks with employees and contractors are conducted
by the Company staff.

The actions which we have taken to mitigate fire risk based on quantitative risk assessment (QRA) study are implemented
across all the locations and same are maintained. As part of strengthening, revamping and to make the fire hydrant system
at Kurkumbh compliant with new requirements of IS 13039, a project was undertaken in FY 2022-23. In FY 2023-24
phase-2 of the project completed by making the underground fire hydrant network above the ground. Patalganga site is
also complying with high hazard category as per IS 13039, whereas Dahej site is complying with the IS requirements since
inception.

All the incidents / near misses are investigated thoroughly by a selected cross functional team and correction / corrective
actions are implemented across all the locations. Walkthrough rounds by senior managers are conducted every month
and each area of the factory is visited regularly. Observations are recorded and closed. With a view to improve the safety
culture measurable Key Performance Indicators (KPIs), Leading Indicators and Lagging Indicators are reviewed in monthly
EHS Review Meetings which is chaired by Executive Director of the Company. We have encouraged employees to report
one near-miss per employee per month to improve our safety performance.

In continuation to our efforts for strengthening work safety culture through interactive process we have implemented
Behavior Based Safety as per ICC guidelines. We have also taken unique initiative called Multi Step Planning process
(MSPP). This process is for quick assessment of the risk asking four basic questions before starting the activity.

B. HEALTH & HYGIENE:

Health of employees is of utmost importance to us. New employees including contract employees undergo pre-employment
medical check-up and Periodic medical check-up every six months. In addition to employees, we also conduct periodic
medical examination of drivers. Training programs are arranged regularly on lifestyle diseases by eminent doctors. Health
camps are arranged regularly. Periodic workplace monitoring to check concentration of chemicals, noise level, and quality
of ambient air is carried out based on National Ambient Air Quality Standard. We also have well equipped Occupation
Health Centre with a Doctor, appropriate staff and our own ambulance vehicle at all manufacturing sites. We have a team of
employees trained as FIRST AIDERS who use their acquired skills while on duty or off duty to serve the society. Addressing
Occupational Health and Safety issues to meet expectations continue to be a focal point for your Company.

As a part of Industrial Hygiene survey we carry out personnel monitoring for control and mitigation of occupational
health hazards. We have assessed and measured base line study for Industrial Hygiene across the locations. We observe
the engineering controls which we have adopted across the locations and which are best in industry and hence, exposure
level is well below the international standard.

Your Company has also engaged a professional consulting doctor to upgrade our existing Occupational Health and Hygiene
system. With his professional advice, guidance and actionable solutions we have upgraded our standard to the next level
in occupational health and safety.

Occupational health centers are best in class and as per the statutory requirement. The Company is assessing Employees’
Health Index for the sites and ensuring improvement in it. For transportation related safety and health issues, drivers are
provided training on understanding the hazards of transported chemicals and their impacts on health.

During the financial year, we have conducted different types of well-being programs viz. mental well-being, spiritual
wellbeing, physical well-being and financial well-being.

C. ENVIRONMENT:

Environment protection and adherence to pollution control norms is of high priority for our Company. EcoVadis gave us
Bronze rating (Sustainability) during the financial year under review.

i) Air Emissions - We regularly monitor emissions from various sources. All the parameters specified in the consent to
operate are well within the limits in the reporting period. We have provided Online Continuous Emission Monitoring
System (OCEMS) to the two CFB (Coal Fired Boiler), one TFH (Thermic Fluid Heater) and three process stacks connected
to Gujarat Pollution Control Board (GPCB) and Central Pollution Control Board (CPCB) portal of Dahej site. Similarly,
we have installed one OCEMS on a CFB at Kurkumbh. During the financial year 2024-25, we have installed OCEMS
on the CFB stack at Patalganga. All these stacks are connected to Maharashtra Pollution Control Board (MPCB) and
CPCB portals

ii) Liquid Waste Treatment -We have integrated Effluent Treatment Plants with primary, secondary and tertiary treatments
maintaining outlet parameters standards within the prescribed limits. We have installed online effluent real time
monitoring system (OCEMS) across the locations to track real time monitoring data. We recycle 50% of our effluent
at Kurkumbh by installing Reverse Osmosis (RO) / Multi Effect Evaporator (MEE). All sites now have Zero Liquid
Discharge (ZLD) capability. We use entire water from the Sewage Treatment Plant for gardening. Number of GO GREEN
activities were undertaken at the plant and staff colony

iii) Hazardous Waste (HW) Management -We know, any waste is loss to business and damage to environment and hence
we focus our efforts for reduction of waste at source by improving process yield, replacing hazardous chemical and
process with safer ones. We work on recycling the waste as either again as raw material back in the process or by
re-processing to convert it as usable product or finding an application for use straight as product. Where options
mentioned above are not viable, we send it to authorized re-processer cum recycler or else send it for secured landfill
/ incineration at the Common Hazardous Waste Transboundary Disposal Facility (CHWTSDF). As mentioned above, we
have set objectives for waste management through reduction / recycle / reuse / recovery techniques. These objectives
are continuously reviewed for their progress and effectiveness.

iv) Green belt - Tree plantation inside and outside the factory premises is given utmost importance and is done on a
regular basis. At Kurkumbh, the unit has developed 94,731 m2 green belt and planted approx. 17,342 various species
of plants. At Dahej, the unit has developed 22,000 m2 area for green belt inside the plot and taken an adjacent land on
lease from GIDC for development of greenbelt having 35,622 m2 area. This outside plot is contiguous to the existing
plot. Around 6,768 various species of trees are planted at both the places. At Patalganga, the unit has developed 5,010
m2 area for green belt inside the plot and planted approx. 203 various species of plants.

D. SAFETY, HEALTH AND ENVIRONMENT (SHE) INCIDENTS:

There was one reportable incident in the financial year 2024-25. Detailed root cause analysis was done. The corrective
actions were implemented. As part of the corrective actions exhaustive review of safety procedures, HAZOP with help of
external consultants, automation of safety critical operations and extensive program to Transform Safety Culture of the
company has been initiated.

12. CORPORATE SOCIAL RESPONSIBILITY:

Your Company works with a deep sense of social commitment and contributes towards the welfare of the society that it is
part of. The Corporate Social Responsibility (CSR) Committee comprises of Mr. Yogesh M. Kothari, Chairman and Managing
Director, as Chairman of the Committee, Mr. Kirat M. Patel, Executive Director and Mrs. Leja S. Hattiangadi, Independent
Director, as members of the Committee. The Company has formulated a CSR Policy indicating the activities to be undertaken
by the Company, which has been approved by the CSR Committee and the Board. Your Company’s concerns are focused on
Environment Sustainability & Rural Development, Health/Women Empowerment, Education/Sports and others.

The CSR budget for FY 2024-25 was ' 550.11 lakhs, out of which Company has spent ' 540.23 lakhs and an unspent amount of
' 9.88 lakhs relating to ongoing projects has been transferred to separate Bank Account and said amount shall be spent within
a period of three financial years, as per the provisions of Companies Act, 2013. An unspent amount of ' 106.83 lakhs relating
to ongoing projects for FY 2023-24, which was transferred to separate Bank Account was fully spent in FY 2024-25.

The Annual Report on CSR activities is annexed herewith as “Annexure 3”. The CSR Policy can be viewed on the website of
the Company at
https://alkylamines.com/wp-content/uploads/2022/03/CSR-Policy.pdf

13. DIRECTORS AND KEY MANAGERIAL PERSONNEL:

Mr. Rakesh S. Goyal, Whole-time Director - Operations, retires by rotation at the ensuing AGM and, being eligible, has offered
himself for re-appointment.

The Board of Directors has, on the recommendation of Nomination & Remuneration Committee and subject to approval of
shareholders, at their meeting held on May 9, 2024, appointed Mrs. Bhavna G. Doshi as Non-Executive Independent Director
of the Company for a term of five years with effect from May 9, 2024 to May 8, 2029. Subsequently, the shareholders have, by
special resolution, approved the appointment of Mrs. Bhavna G. Doshi as Non-Executive Independent Director at the Annual
General Meeting held on July 2, 2024.

The Board of Directors has, on the recommendation of Nomination & Remuneration Committee and subject to approval of
shareholders through Postal Ballot, at their meeting held on August 1, 2024, approved the following:

• Re-appointment of Mr. Yogesh M. Kothari as Chairman & Managing Director for a period of 5 years w.e.f. April 1, 2025 to
March 31, 2030

• Re-appointment of Mr. Kirat M. Patel and Mr. Suneet Y. Kothari as Executive Directors for a period of 5 years w.e.f. January
1, 2025 to December 31, 2029

• Revision in remuneration payable to Mr. Rakesh S. Goyal, Whole-time Director - Operations w.e.f. April 1, 2025 upto May 31, 2027.

Subsequently, the shareholders have, by special resolutions, approved the re-appointment of Mr. Yogesh M. Kothari as Chairman
& Managing Director, Mr. Kirat M. Patel and Mr. Suneet Y. Kothari as Executive Directors and revision in remuneration payable
to Mr. Rakesh S. Goyal, Whole-time Director - Operations through Postal Ballot on September 14, 2024.

Mr. Dilip G. Piramal, Mr. Shyam B. Ghia and Mr. Shobhan M. Thakore, have completed their second term as Independent
Directors with effect from August 5, 2024, in terms of Section 149 (11) of the Companies Act, 2013 and they have ceased as
Independent Directors of the Company. The Board of Directors and Management place on record their deep appreciation for
the contribution made by them during their association with the Company.

The Independent Directors of your Company have certified their independence to the Board, stating that they meet the criteria
for independence as mentioned under Section 149 (6) of the Companies Act, 2013.

In terms of provisions of Section 150 of the Companies Act, 2013 read with Rule 6(4) of the Companies (Appointment &
Qualification of Directors) Amendment Rules, 2019 the Independent Directors of the Company have registered themselves with
the Indian Institute of Corporate Affairs, Manesar (‘IICA’).

The following axe the Key Managerial Personnel of the Company in terms of the provisions of the Companies Act, 2013 read
with The Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014:

• Mr. Yogesh M. Kothari, Chairman & Managing Director

• Mr. Kirat M. Patel, Executive Director

• Mr. Suneet Y. Kothari, Executive Director

• Mr. Rakesh S. Goyal, Whole-time Director (Operations)

• Mr. Chintamani D. Thatte, General Manager (Legal) & Company Secretary (and as Compliance Officer)

• Mrs. Kanchan Shinde, Chief Financial Officer

Except the appointment of Mrs. Bhavna G. Doshi as Non-Executive Independent Director and re-appointment of Mr. Yogesh
M. Kothari as Chairman & Managing Director, Mr. Kirat M. Patel and Mr. Suneet Y. Kothari as Executive Directors, there was
no change in the composition of the Board of Directors and Key Managerial Personnel during the financial year under review.

13.1 Board Evaluation

Pursuant to the provisions of Companies Act, 2013 and SEBI Listing Regulations, the annual evaluation has been carried out
by the Board of its own performance and that of its committees and individual Directors by way of individual and collective
feedback from Directors. The Directors expressed their satisfaction with the evaluation process.

13.2 Nomination and Remuneration Policy

The Board has, on the recommendation of the Nomination & Remuneration Committee framed a policy for selection and
appointment of Directors, Senior Management and their remuneration. The Nomination and Remuneration Policy can be viewed
on the company’s website at
https://alkvlamines.com/wp-content/uploads/2022/03/Nomination-and-Remuneration-Policv.pdf

13.3 Meetings

During the financial year, four Board Meetings and four Audit Committee Meetings were convened and held, the details of which
are given in the Corporate Governance Report. The intervening gap between the Meetings was within the period prescribed under
the Companies Act, 2013 and circulars and regulations issued under SEBI Listing Regulations, as amended from time to time.

13.4. Directors’ Responsibility Statement

To the best of their knowledge and belief and according to the information and explanations obtained by them, your Directors
make the following statements in terms of Section 134(3)(c) of the Companies Act, 2013:

a. that in the preparation of the annual financial statements for the financial year ended March 31, 2025, the applicable
accounting standards have been followed along with proper explanation relating to material departures, if any;

b. that such accounting policies as mentioned in Note 1 of the Notes to the Financial Statements have been selected and
applied consistently and judgement and estimates have been made that are reasonable and prudent so as to give a true
and fair view of the state of affairs of the Company as at March 31, 2025 and of the profit of the Company for the financial
year ended on that date;

c. that proper and sufficient care has been taken for the maintenance of adequate accounting records in accordance with the
provisions of the Companies Act, 2013 for safeguarding the assets of the Company and for preventing and detecting fraud
and other irregularities;

d. that the annual financial statements have been prepared on a going concern basis;

e. that proper internal financial controls were in place and that the financial controls were adequate and were operating
effectively.

f. that systems to ensure compliance with the provisions of all applicable laws were in place and were adequate and operating
effectively.

No 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 reporting year.

14. RISK MANAGEMENT:

The Company has an elaborate Risk Management reporting system, which is designed to enable risks to be identified, assessed
and mitigated appropriately. The Board has constituted a Risk Management Committee to identify elements of risk in different
areas of operations and has formulated a Risk Management Policy for actions associated to mitigate the risks. There is a well-
structured Business Continuity Plan with Risk Management process for identifying the risks which has helped in development
of detailed risk mitigation plan. The Board oversees the Risk Management Report detailing all the risks that the Company faces
such as Marketing, Supply Chain, Commercial, Operations and Safety, Human Resource, Compliance and Financial and there is
an adequate risk management infrastructure in place, capable of addressing those risks. The Risk Management Policy is available
on the website of the Company at
https://alkvlamines.com/wp-content/uploads/2022/05/Risk-Management-Policv.pdf

15. INTERNAL FINANCIAL CONTROLS:

Interna! Financial Controls are an integrated part of the risk management reporting system, addressing financial and financial
reporting risks. Assurance on the effectiveness of internal financial controls is obtained through management reviews and
continuous monitoring by functional experts. We believe that these checks provide reasonable assurance that our internal
financial controls are designed effectively, are adequate and are operating as intended.

16. VIGIL MECHANISM/WHISTLE BLOWER POLICY:

The Company has established a Vigil Mechanism/Whistle Blower Policy for Directors and Employees to report their genuine
concerns and to deal with instances of fraud and mismanagement, if any. The Mechanism provides for adequate safeguards against
victimization of director(s)/employee(s) who can avail of the mechanism and also provides for direct access to the Chairman of
the Audit Committee in exceptional cases. The policy is available on the website of the Company at
https://alkylamines.com/
wp-content/uploads/2022/03/Whistle-Blower-Policy.pdf

17. RELATED PARTY TRANSACTIONS:

All related party transactions that were entered into during the financial year were at an arm’s length basis and were in the
ordinary course of business. There are no materially significant related party transactions made by the Company with Promoters,
Directors, Key Managerial Personnel or other designated persons which may have a potential conflict with the interest of the
Company at large.

All Related Party Transactions are placed for prior approval before the Audit Committee as also the Board. Prior omnibus approval,
wherever necessary, of the Audit Committee is obtained for the transactions which are of a foreseen and repetitive nature. The
transactions entered into pursuant to the omnibus approval so granted are audited and a statement giving details of all related
party transactions is placed before the Audit Committee and the Board of Directors for their approval on a quarterly basis. The
policy on Related Party Transactions as approved by the Board is uploaded on the Company’s website at
https://alkylamines.
com/wp-content/uploads/2022/03/Policy-on-Related-Party-Transaction.pdf

Since all related party transactions entered into by the Company were in the ordinary course of business and were on an arm’s
length basis, Form AOC-2 is not applicable to the Company.

18. CODE OF CONDUCT:

The Board of Directors has laid down a Code of Conduct applicable to the Board of Directors and Senior Management, which
is available on the Company’s website at
https://alkylamines.com/wp-content/uploads/2022/03/Code-of-Conduct.pdf. All Board
Members and Senior Management personnel have affirmed compliance with the code of conduct.

19. INSIDER TRADING POLICY:

As required under the SEBI (Prohibition of Insider Trading) Regulations, 2015, your Directors have framed and approved
Insider Trading Policy for the Company i.e. ‘Code of Practices and Procedures for Fair Disclosure of Unpublished Price Sensitive
Information’ and ‘Code of Conduct for Regulating Monitoring and Reporting of Trading by Designated Persons/Insiders’. The Policy
is available on the company’s website at
https://alkylamines.com/wp-content/uploads/2022/03/INSIDER-TRADING-POLICY.pdf

20. FIXED DEPOSITS:

The Company has not accepted any fixed deposits from the public within the meaning of Section 73 of the Companies Act,
2013 and the Companies (Acceptance of Deposits) Rules, 2014.

21. INSURANCE:

The Properties and Assets of the Company are adequately insured.

22. SIGNIFICANT AND MATERIAL ORDERS PASSED BY THE REGULATORS OR COURTS OR TRIBUNALS:

There are no significant material orders passed by the Regulators / Courts / Tribunals which would impact the going concern
status of the Company and its future operations.

23. PARTICULARS OF LOANS, GUARANTEES OR INVESTMENTS BY THE COMPANY:

Details of loans, guarantees and investments covered under the provisions of Section 186 of the Companies Act, 2013, wherever
applicable, are given in the notes to financial statements.

24. AUDITORS:

24.1 Statutory Auditors

M/s. N.M. Raiji & Co., Chartered Accountants, Mumbai (Firm Registration Number 108296W) were appointed as Statutory
Auditors of the Company at the 42nd AGM held on August 1, 2022 for second term of five consecutive years, to hold office from
the conclusion of 42nd AGM till the conclusion of the 47th AGM of the Company. The Companies (Amendment) Act, 2017 has
waived the requirement for ratification of the appointment by the members at every AGM. Hence, the approval of the members
is not being sought for the re-appointment of the Statutory Auditors and in line with resolution of their appointment passed
at the 42nd AGM held on August 1, 2022. The Auditor’s Report for financial year 2024-25 does not contain any qualification,
reservation, disclaimer or adverse remark. There was no instance of fraud during the financial year under review, which

required the Statutory Auditors to report to the Audit Committee and / or Board under Section 143(12) of Act and Rules framed
thereunder. The Auditor’s Report is enclosed with the financial statements in this Annual Report.

24.2 Cost Auditors

In terms of the Section 148 of the Companies Act, 2013 read with Rule 8 of the Companies (Accounts) Rules, 2014, it is stated
that the cost accounts and records are made and maintained by the Company as specified by the Central Government under
Section 148(1) of the Companies Act, 2013.

The Board of Directors has, on the recommendation of Audit Committee, re-appointed M/s. Manish Shukla & Associates, as Cost
Auditor for the financial year 2025-26 under Section 148 of the Companies Act, 2013 read with the Companies (Cost Records
and Audit) Amendment Rules 2014, as amended from time to time.

The remuneration payable to the Cost Auditor is required to be placed before the Members in a general meeting for their
ratification. Accordingly, Resolution seeking Members’ ratification for the remuneration payable for their re-appointment as
Cost Auditor for the financial year 2025-26 is sought under Item No. 5 of the Notice convening the AGM.

24.3 Secretarial Audit

Pursuant to the provisions of Section 204 of the Companies Act, 2013, the Companies (Appointment and Remuneration of
Managerial Personnel) Rules, 2014 and SEBI Listing Regulations, as amended, the Board of Directors has, on the recommendation
of Audit Committee, re-appointed Mr. Prashant S. Mehta (Proprietor - P. Mehta & Associates), Practising Company Secretary, to
undertake the Secretarial Audit of the Company for a period of five years with effect from financial year 2025-26.

The re-appointment of Secretarial Auditor is required to be placed before the Members in a general meeting for their approval.
Accordingly, Resolution seeking Members’ approval for re-appointment of Mr. Prashant S. Mehta, Practising Company Secretary,
to undertake the Secretarial Audit of the Company for a period of five years with effect from financial year 2025-26 to financial
year 2029-30, is sought under Item No. 4 of the Notice convening the AGM.

The Secretarial Auditor’s Report for financial year 2024-25 does not contain any qualification, reservation, disclaimer or adverse
remark. The Report of the Secretarial Auditor for the financial year ended March 31, 2025 is annexed herewith as
“Annexure 4”.

24.4 Change in Internal Auditors

The Board of Directors has, on the recommendation of the Audit Committee, appointed Aneja Assurance Private limited, as
Internal Auditors of the Company for the period of three financial years, beginning from F.Y. 2025-26 to F.Y. 2027-28, in place
of Messrs. Hemant Puri & Associates, to undertake the Internal Audit of the Company.

25. CORPORATE GOVERNANCE:

As per SEBI Listing Regulations, a separate section is annexed herewith as “Annexure 5” on corporate governance practices
followed by the Company, together with a certificate from the Company’s Secretarial Auditors confirming compliance forms an
integral part of this Report.

The Company complies with all applicable Secretarial Standards issued by the Institute of Company Secretaries of India and
approved by the Central Government under Section 118 (10) of the Companies Act, 2013 for the financial year ended March
31, 2025.

26. BUSINESS RESPONSIBILITY AND SUSTAINABILITY REPORT:

In terms of SEBI Listing Regulations, top 1000 listed entities, as per market capitalization, are required to attach ‘Business
Responsibility and Sustainability Report’ to their Annual Report. Accordingly, a separate section on Business Responsibility and
Sustainability Report forms part of this Annual Report as required under Regulation 34(2)(f) of the SEBI Listing Regulations

27. CONSOLIDATED FINANCIAL STATEMENTS:

Since the Company does not have any subsidiary or associate company there is no requirement of preparing the Consolidated
Financial Statements during the financial year 2024-25 in accordance with IND AS 110 issued by the Institute of Chartered
Accountants of India.

28. ANNUAL RETURN

The Annual Return as required under Section 92(3) of the Companies Act, 2013 and Rule 12 of the Companies (Management
and Administration) Rules, 2014 is available on the website of the Company and can be accessed at
https://alkylamines.com/
wp-content/uploads/2025/05/MGT-7-2024-25.pdf

29. EMPLOYEES

a) EMPLOYEE STOCK OPTION PLAN 2018 (ESOP 2018)

The ESOP Scheme, AACL Employees Stock Option Plan 2018’ (AACL ESOP, 2018) approved by the shareholders in 2019, is
in compliance with SEBI (Share Based Employee Benefits and Sweat Equity) Regulations, 2021 (SEBI (SBEBSE) Regulations,
2021). There were no changes in the Scheme during the financial year. The Nomination and Remuneration Committee
(NRC) of the Board of Directors of the Company, inter alia, administers and monitors the Scheme.

In terms of the approval of the shareholders by Postal Ballot for sub-division and related actions and as a consequence
of the sub-division of equity shares from face value of ' 5 into face value of ' 2 in FY 2021-22, the Company has made
appropriate adjustments to the exercise quantity and to the exercise price of the outstanding ESOPs granted to employees
with effect from opening of business hours on May 13, 2021 (being the next working day post the record date of subdivision)
so as to ensure that the resultant payment by ESOPs grantees on the exercise of ESOPs and the resultant benefits due to the
adjustment to the revised exercise quantity and exercise price remains unchanged for grantees. Fraction quantity arising due
to the adjustment to the individual vest quantity has been rounded down and the resultant difference, wherever applicable,
due to such adjustment, shall be paid off to grantees as per market price of the shares prevailing at the time of exercise
of Options relevant to fraction Option, by applying the formula (Market price of share at the time of exercise of relevant
Option less exercise price multiplied by fraction Option). The ESOPs grantees have been intimated about this adjustment,
along with adjusted statement of ESOPs.

The total ESOP grants till date aggregate to 2,16,452 out of total 5,10,000 (pre-split 2,04,000) ESOPs permitted to be granted
as per AACL ESOP, 2018. Of the 2,16,452 ESOPs granted till date, 1,45,438 equity shares of ' 2 per share consisting of
50,430 shares (corresponding to 20,172 pre-split equity shares of ' 5 per share) plus 95,008 post-split equity shares, have
been allotted till date pursuant to exercise of ESOPs.

The disclosures regarding stock options required to be made under the provisions of the SEBI (SBEBSE) Regulations, 2021 are
available on the website of the Company at
httDs://alkvlamines.com/wD-content/uploads/2025/05/ESOP-Disclosure-2024-25.Ddf

A certificate from the Secretarial Auditors of the Company that the Scheme has been implemented in accordance with SEBI
(SBEBSE) Regulations, 2021 and the resolution passed by the members, shall be placed in the ensuing AGM for inspection
by the members. A copy of the same will also be available for inspection at the Company’s Registered Office.

B. DISCLOSURES UNDER SECTION 197 OF THE COMPANIES ACT, 2013

Disclosures pertaining to the remuneration and other details as required under Section 197(12) of the Companies, Act,
2013 read with Rule 5(1) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules 2014 made
thereunder, form part of the Board’s Report. The said disclosures, information and details in respect of employees of
the Company required pursuant to said Section and the Rule made thereunder will be provided upon request. Further,
a statement showing the names and particulars of employees drawing remuneration in excess of limits as set out under
Rule 5(2) of the said Rules also forms part of this Report. However, in terms of Section 136 of the Companies Act 2013,
the Report and Accounts are being sent to the Members and others entitled thereto, excluding the statement of particulars
of employees and is available for inspection by the Members at the Registered Office of the Company during office hours
(i.e. 11:00 A.M. to 4:00 P.M.) on all working days other than on Saturday and Sunday till the date of AGM. If any Member
is interested in obtaining a copy thereof, such Member may write to the Company Secretary in this regard.

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

The Company has formulated a comprehensive policy on prevention, prohibition and redressal against sexual harassment of
women at workplace, which is in accordance with the provisions of the Sexual Harassment of Women at Workplace (Prevention,
Prohibition and Redressal) Act, 2013 (‘POSH’). The said policy has been made available on the website of the Company at
https://alkvlamines.com/wp-content/uploads/2023/06/Prevention-of-Sexual-Harassment-policv-2023.pdf

In line with the requirements of POSH, the Company has set up Complaints Committees at its workplaces to look into complaints
of sexual harassment received from any women employee. No complaints have been received during the financial year 2024-25.

31. CAUTIONARY STATEMENT

Statements in the Board’s Report and the Management Discussion & Analysis describing the Company’s objectives, expectations
or forecasts may be forward-looking within the meaning of applicable securities laws and regulations. Actual results may differ
materially from those expressed in the statement. Important factors that could influence the Company’s operations include global
and domestic demand and supply conditions affecting selling prices of finished goods, input availability and prices, changes
in government regulations, tax laws, economic developments within the country and other factors such as pandemic, litigation
and industrial relations.

32. ACKNOWLEDGEMENTS

The Directors would like to take this opportunity to show their appreciation to all employees for their hard work, dedication
and support which has helped us face all challenges and enable business continuity. The Directors wish to place on record
their appreciation of the continuous support received by the Company from the investors, participating Banks, Central/State
Government Departments, its Customers and Suppliers.

For and on behalf of the Board

Place: Mumbai YOGESH M. KOTHARI

Date: May 9, 2025 Chairman & Managing Director

(DIN: 00010015)