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KINGS INFRA VENTURES LTD.

21 November 2025 | 12:00

Industry >> Marine Foods

Select Another Company

ISIN No INE050N01010 BSE Code / NSE Code 530215 / KINGSINFR Book Value (Rs.) 26.17 Face Value 10.00
Bookclosure 29/09/2024 52Week High 178 EPS 5.31 P/E 30.04
Market Cap. 390.62 Cr. 52Week Low 106 P/BV / Div Yield (%) 6.09 / 0.00 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 

The Directors are pleased to present the 37th Annual
Report on the business and operations of the Company
and its subsidiaries, together with the audited standalone
and consolidated Ind AS financial statements for the
financial year ended 31st March, 2025, and the comparative
financial statements for the financial year 2023-24.

FINANCIAL RESULTS (Standalone)

Particulars

2024-2025 (In
Rs.)

2023-2024 (In Rs.)

Revenue from
Operations

1,23,82,12,587.00

904,115,295.00

Other Income

80,42,741.55

18,42,991.29

Total Revenue

1,24,62,55,328.55

90,59,58,286.29

Total Expense

1,06,89,56,252.21

80,02,03,000.26

Profit before
Interest,
Depreciation
and Tax

24,35,37,127.88

14,60,93,919.60

Finance Cost

5,36,80,943.82

3,58,82,947.19

Depreciation

and

Amortization

1,25,57,107.72

44,55,686.48

Profit (Loss)
before Tax

17,72,99,076.34

10,57,55,286.03

Profit (Loss)
after Tax

13,15,36,906.76

7,76,70,169.71

Other

comprehensive
income/ (loss)
(net of tax
expenses)

1,57,621.63

7516.88

Total

comprehensive
(loss)/income
for the period

13,16,94,528.40

7,76,77,686.59

FINANCIAL RESULTS (Consolidated)

Particulars

2024-2025

2023-2024

Revenue from

1,23,82,12,587.00

90,41,15,295.00

Operations

Other Income

72,59,501.82

18,42,991.29

Total Revenue

1,24,54,72,088.82

90,59,58,286.29

Total Expense

1,07,06,69,341.16

80,22,74,956.04

Profit before Interest,
Depreciation and Tax

24,10,46,909.87

14,40,31,426.50

Finance Cost

5,36,87,054.49

3,58,92,409.99

Depreciation and
Amortization

1,25,57,107.72

44,55,686.48

Profit (Loss) before
Tax

17,48,02,747.66

10,36,83,330.25

Profit (Loss) after
Tax

12,90,40,310.08

7,55,97,953.93

Other comprehensive
income/ (loss) (net
of tax expenses)

1,57,621.63

7,516.87

Total comprehensive
(loss)/income for the
period

13,02,31,191.48

7,64,54,684.07

REVIEW OF OPERATIONS

During the financial year 2024-25, the total consolidated
turnover of your Company stood at ?1,24,54,72,088.82,
reflecting a significant increase of 37.5% compared to
the previous financial year. Revenue from operations
for the year ended 31st March, 2025 amounted to
?1,23,82,12,587.00. This represents an increase in total
revenue by ?33,95,13,802.53 over the previous year.

Depreciation and amortisation expenses for the year
stood at ?1,25,57,107.72. The total comprehensive income
of the Company for the year was ?.13,02,31,191.48

The Management Discussion and Analysis section
provides an in-depth review of the Company's strategies
for growth, as well as a comprehensive analysis of the
performance of its businesses and operations during the
financial year.

There have been no material changes and commitments
affecting the financial position of the Company between
the end of the financial year on 31st March, 2025 and the
date of this Report.

TRANSFER TO RESERVES

The Board wishes to inform that no amount was
transferred to the reserves during the financial year
ended 31st March, 2025.

DIVIDEND

The Directors do not recommend the payment of any
dividend for the financial year ended 31st March, 2025.

DEPOSITS

The Company has not accepted any deposits from the
public during the financial year under review. Accordingly,
no amount in respect of principal or interest on public
deposits was outstanding as on the date of the Balance
Sheet.

UNSECURED LOAN FROM DIRECTORS AND
PROMOTORS

The details of unsecured loan(s) from Directors of the
Company for the period under review are as follows;

Sl.No

Name

of

Director

2024-2025

2023-2024

Additions/

Reductions

1

Shaji

Baby

John

2,82,05,307.45

30,341,807.45

(21,36,500)

2

Baby

John

Shaji

0

0

0

3

Rita

Shaji

John

63,22,888.76

6,322,888.76

0

TOTAL

3,45,28,196.21

3,66,64,696.21

(21,36,500)

SUBSIDIARIES, JOINT VENTURES & ASSOCIATES

Except for Kings Maritech Ecopark Limited and Kings
SISTA360 Private Limited, your Company does not
have any other subsidiaries, joint ventures, or associate
companies as on the date of this Report.

DIRECTORS’ RESPONSIBILITY STATEMENT

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

(a) In the preparation of the annual accounts, the applicable
accounting standards have been followed and there
have been no material departures;

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

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

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

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

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

DIRECTORS AND KEY MANAGERIAL PERSONNEL

The following are the Whole-time Key Managerial
Personnel (KMP) of the Company as on the date of this
Report:

• Mr. Shaji Baby John - Chairman & Managing Director

• Mr. Baby John Shaji - Joint Managing Director

• Mr. Balagopalan Veliyath - Whole-time Director

• Mr. Lalbert Aylasilisi - Chief Financial Officer

• Ms. Nanditha T - Company Secretary & Compliance
Officer

Mr. Seni Prabhakaran and Dr. Issac P John were inducted
into the Board as Additional Directors in the capacity of
Non-Executive Independent Directors with effect from
2nd September, 2024.

Further, Adv. Narayana Pillai Rajendran and Adv. Rathina
Asohan, Non-Executive Independent Directors, shall
retire from the office of Directorship on 25th September,
2024. Mr. Seni Prabhakaran and Dr. Issac P John have been
regularized as Non-Executive Independent Directors of
the Company, subject to the approval of shareholders
at the Annual General Meeting scheduled on 29th
September, 2024.

The Board has received declarations from all Independent
Directors pursuant to Section 149(6) of the Companies
Act, 2013, confirming that they meet the criteria of
independence. The Company has in place a policy on
Directors' appointment and remuneration, which includes
criteria for determining qualifications, positive attributes,
and independence of a director.

The Board carried out a formal annual evaluation of its
own performance, as well as that of its committees and
individual directors. None of the Directors of the Company
are disqualified under Section 164 of the Companies Act,
2013.

MATERIAL CHANGES AND COMMITMENTS, IF ANY,
AFFECTING THE FINANCIAL POSITION OF THE
COMPANY WHICH HAVE OCCURRED BETWEEN THE
END OF FINANCIAL YEAR OF THE COMPANY TO
WHICH THE FINANCIAL STATEMENT RELATE AND THE
DATE OF THE REPORT.

There have been no material changes and commitments
affecting the financial position of the Company which
have occurred between the end of the financial year, i.e.,
31st March, 2025, and the date of this Report.

MEETINGS OF THE BOARD

During the financial year, five (5) meetings of the Board of
Directors were held. Details of these meetings, including
dates and attendance, are provided in the Corporate
Governance Report.

STATUTORY AUDITOR

M/s. Elias George and Co., Chartered Accountants (FR
No. 000801S), Kochi, were appointed as the Statutory
Auditors of the Company at the Annual General Meeting
held on 28th September, 2022, to hold office for a term
of five consecutive years. The Company has obtained
the necessary certificate from the Auditors pursuant to
Section 139(1) of the Companies Act, 2013, confirming
their eligibility for appointment.

The Auditors' Report for the financial year ended 31st
March, 2025, is unqualified and does not contain any
reservation or adverse remarks. Further, pursuant to
Section 143(12) of the Companies Act, 2013, the Statutory
Auditors have not reported any incidents of fraud to the
Audit Committee during the period under review.

SECRETARIAL AUDITOR

The Board has appointed M/s. SEP & Associates, Practicing
Company Secretaries, as the Secretarial Auditor of
the Company to conduct the Secretarial Audit for the
financial year 2025-26 for a term of 5 (five) consecutive
years, commencing from 1st April, 2025.

The Secretarial Audit Report on the compliance with
applicable Acts, Laws, Rules, Regulations, Guidelines,
Listing Agreements, Standards, etc., as stipulated under
Section 204 of the Companies Act, 2013, read with
the Companies (Appointment and Remuneration of
Managerial Personnel) Rules, 2014, forms part of this
Report.

The findings of the Secretarial Audit have been
satisfactory.

PUBLIC SHAREHOLDING

Approximately 31.21% of the paid-up equity share capital
of the Company is held by public shareholders.

LISTING AND DEMATERIALISATION

The equity shares of the Company are listed on the Bombay
Stock Exchange Ltd. Shareholders are encouraged to
convert their physical shareholdings into dematerialized
form to avail the benefits of the demat facility provided
by NSDL and CDSL at the earliest.

Please note that, as per regulatory requirements, the
transfer of shares in physical form has not been permitted
since 5th December, 2018.

EXTRACT OF ANNUAL RETURN

The Annual return in form MGT-7 as required under
Section 92 of the Act read with Companies (Management
& Administration) Rules, 2014, is provided on the website
of the Company.

AUDIT COMMITTEE

Details regarding the composition, roles, and meetings
of the Audit Committee are provided in the Corporate
Governance Report.

RELATED PARTY TRANSACTIONS

All transactions entered into with related parties during
the year under review were on an arm's length basis and in
the ordinary course of business. There were no materially
significant related party transactions that could have had
a potential conflict with the interests of the Company.

The Company did not enter into any other contract,
arrangement, or transaction with related parties that could
be considered material as per the Listing Agreement with
Stock Exchanges during the reporting period. Apart from
the transactions for which approvals were duly obtained,
the Company did not engage in any materially significant
related party transactions with promoters, directors, key
managerial personnel, or other designated persons during
the year. Accordingly, Form AOC-2 is not applicable to
the Company.

There were no transactions with any person or entity
belonging to the promoter/promoter group holding 10%
or more shareholding in the Company.

The Board of Directors, on the recommendation of the
Audit Committee, has adopted a policy to regulate
transactions between the Company and its related
parties, in compliance with the applicable provisions of
the Companies Act, 2013, the rules thereunder, and the
Listing Agreement. This policy has been uploaded on the
Company's website.

CONSERVATION OF ENERGY, TECHNOLOGY
ABSORPTION, FOREIGN EXCHANGE INFLOW &
OUTFLOW

Pursuant to the provisions of Section 134(3)(m) and Rule
8(3)(A) of the Companies (Accounts) Rules, 2014, the
details relating to conservation of energy, technology
absorption, and foreign exchange earnings and outgo are
provided below.

(a) Conservation of energy &Technology absorption

Your Company continues its efforts to enhance
energy conservation and optimize energy utilization
efficiently, with a commitment to nurturing and
preserving the environment. It actively explores
and adopts the latest technologies in its operations,
embracing sustainable business practices that align
with globally accepted standards.

(b) Foreign exchange earnings and Outgo

The Foreign Exchange earned in terms of actual
inflows during the year:

The Foreign Exchange outgo during the year in terms
of actual outflows: NA.

CORPORATE GOVERNANCE AND MANAGEMENT
DISCUSSION AND ANALYSIS

Pursuant to the Listing Agreement with Stock Exchanges,
the Report on Corporate Governance, along with
the Auditor's statement on its compliance, and the
Management Discussion and Analysis have been included
as separate annexures to this Annual Report.

STRATEGIC INITIATIVES

1. Fresh Investments in Subsidiaries

Investment of T6.22 crore in subsidiary Kings Maritech
Eco Park Ltd to strengthen vertical integration.

The project has secured in-principal sanction of T100
crore term loan from a nationalised bank, ensuring
strong financial backing.

Focused on deploying Al-enabled indoor precision
aquaculture technology, boosting production cycles
from 2 to 5 per annum, enhancing output and
efficiency.

2. Farm Division Expansion

Rolled out a farm leasing program under a lease-
cum-revenue sharing model.

This initiative has increased shrimp farming capacity
by over 50% through greater farmer participation.

Aims to drive higher productivity, lower production
costs, improved quality consistency, and better
margins.

3. Capacity Enhancement

Commissioned a new factory with a production
capacity of 1,800 MT per annum in Q4 FY25.

This capacity boost is set to expand export reach and
support cost optimization efforts. These strategic
moves are expected to drive a substantial increase
in both the top line and bottom line in FY 2025-26.

PERSONNEL

None of the employees of the Company received
remuneration exceeding the limits prescribed under Rule
5(2) of the Companies (Appointment and Remuneration
of Managerial Personnel) Rules, 2014.

The information required pursuant to Section 197 of the
Companies Act, 2013, read with Rule 5 of the Companies
(Appointment and Remuneration of Managerial
Personnel) Rules, 2014, in respect of employees and
Directors of the Company, is part of this Report.

CORPORATE SOCIAL RESPONSIBILITY

In compliance with the provisions of Section 135, the
Rules thereunder, and Schedule VII of the Companies Act,
2013, the Company has constituted a Corporate Social
Responsibility Committee on 30th August, 2023. The
Committee comprises the following members:

• Mr. Baby John Shaji - Chairman

• Mr. Shaji Baby John - Member

• Mr. Thirunilath Vinayakumar - Member

The Company has framed a Corporate Social Responsibility
Policy in accordance with Section 135 and Schedule
VII of the Companies Act, 2013. The policy outlines the
activities to be undertaken by the Company as specified
in Schedule VII and has been duly approved by the Board
of Directors.

The CSR Committee recommends the amount of
expenditure to be incurred on CSR activities and monitors
the implementation of the Corporate Social Responsibility
Policy from time to time.

As a responsible corporate citizen, Kings Infra Ventures
Limited is committed to actively contributing to the social
welfare of the community. The CSR Policy is available on
the Company's website and can be accessed at https://
www.kingsinfra.com/policies/csr-policy/.

VIGIL MECHANISM/WHISTLE BLOWER POLICY

Pursuant to the provisions of Section 177(9) of the
Companies Act, 2013, the Company has established
a Vigil Mechanism to provide a platform for Directors
and employees to report concerns relating to unethical
behaviour, actual or suspected fraud, or violations of the
Company's Code of Conduct.

This mechanism ensures that whistleblowers can report
such matters confidentially and without fear of retaliation,
thereby promoting transparency and accountability
within the organization.

PREVENTION OF SEXUAL HARASSMENT OF WOMEN
AT WORKPLACE (POSH)

Your Company has always believed in providing a safe
and harassment-free workplace for every employee.
In line with the requirements of the Sexual Harassment
of Women at Workplace (Prevention, Prohibition and
Redressal) Act, 2013 (“POSH Act”) and the rules made
thereunder, the Company has adopted a Policy on
Prevention of Sexual Harassment at Workplace. An Internal
Complaints Committee (ICC) has been constituted to
redress complaints received regarding sexual harassment
and is fully functional.

During the financial year [2024-25], the following details
are disclosed pursuant to Rule 8 of the Companies
(Accounts) Rules, 2014 (as amended in 2025):

Number of complaints
received during the year:

0

Number of complaints
disposed of during the year:

0

Number of complaints
pending for more than 90
days:

0

Number of workshops or
awareness programmes
carried out:

Nil

Nature of action taken by the
Company, if any:

Not Applicable

The Company affirms that it has complied with the
provisions relating to the constitution of the ICC and
has ensured that proper mechanisms for prevention and
redressal of sexual harassment are in place.

MATERNITY BENEFIT COMPLIANCE

The Company affirms that it has complied with all
provisions of the Maternity Benefit Act, 1961 during the
year under review and continues to support employees by
extending maternity and related benefits in accordance
with law

EMPLOYEE DEMOGRAPHICS

In accordance with the requirements of Rule 8 of the
Companies (Accounts) Rules, 2014, as amended by the
Companies (Accounts) Second Amendment Rules, 2025,
the details of the number of employees of the Company
as at the end of the financial year, based on gender, are
as follows:

The Company remains committed to fostering a diverse
and inclusive workplace and ensures equal opportunities
for all employees, irrespective of gender.

Category

Number of Employees

Male

27

Female

6

Transgender

0

Total

33

ISSUE OF SECURED NON-CONVERTIBLE DEBENTURES

The Board of Directors of the Company vide resolutions
dated 14th February, 2024 approved the issue of secured
redeemable non-convertible Debentures ('NCD') of
Rs.1000/- each aggregating to Rs.12,50,00,000 on a
private placement basis for meeting its ongoing funding
requirements for expansion. The issue is secured by
creating sufficient charge on Company's in favour of
Debenture Trustee M/s. Vistra ITCL Limited.

In order to further expand its aquaculture division,
the company may offer Non-Convertible Debentures
(NCDs) to identified investors, subject to necessary
approvals and consents. The Company had issued 101825
debentures with a face value of Rs.1000/- aggregating to
Rs.10,18,25,000/- on 12th February 2025.

The Company has consistently maintained adequate
security coverage, has maintained regular payment of
interest and principal, and the partial release of assets
of the Company shall not adversely affect debenture
holders' interests. A credit rating of IVR BB stable has
been assigned to the Company by CRISIL Ratings Limited.

PARTICULARS OF LOANS GIVEN, INVESTMENTS MADE,
GUARANTEES GIVEN AND SECURITIES PROVIDED

The Company has granted loans to subsidiary company
during the year. The Company has not made guarantees
or investments during the year.

BUSINESS RISK MANAGEMENT

The details of Risk Management Policy are included in the
Management Discussion & Analysis, which form part of
this report.

INTERNAL FINANCIAL CONTROL SYSTEMS AND THEIR
ADEQUACY

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

DISCLOSURE RELATING TO REMUNERATION OF
DIRECTORS, KEY MANAGERIAL PERSONNEL AND
PARTICULARS OF EMPLOYEES

The remuneration paid to the Directors is in accordance
with the Nomination and Remuneration Policy of the
Company, formulated pursuant to Section 178 of the
Companies Act, 2013, read with Regulation 19 of the
SEBI (Listing Obligations and Disclosure Requirements)
Regulations, 2015 (including any statutory modifications
or re-enactments thereof for the time being in force).

The salient aspects of the Nomination and Remuneration
Policy are outlined in the Corporate Governance Report,
which forms part of this Annual Report. The full policy
is available on the Company's website at http://www.
kingsinfra.com/policies.html.

The statement containing the details as required under
Section 197(12) of the Companies Act, 2013, read with
Rules 5(1), 5(2), and 5(3) of the Companies (Appointment
and Remuneration of Managerial Personnel) Rules, 2014,
as amended by the Companies (Appointment and
Remuneration of Managerial Personnel) Amendment
Rules, 2016, is annexed as 'Annexure C' and forms part of
this Report.

LISTING WITH STOCK EXCHANGE

The Company confirms that it has paid the annual listing
fee for the year 2025-26 to BSE where the Company's
shares are listed.

BOARD EVALUATION

The Board of Directors carried out an annual evaluation
of its own performance, Board committees and individual
Directors pursuant to the provisions of the Act and
the corporate governance requirements as prescribed

by Securities and Exchange Board of India (Listing
Obligation & Disclosure Requirements), Regulation, 2015.
The performance of the Board was evaluated by the
Board after seeking inputs from all the directors on the
basis of the criteria such as the board composition, its
structure, its effectiveness, information and functioning.

The performance of the Committees was evaluated
by the Board after seeking inputs from the committee
members on the basis of the criteria such as composition
of committees, effectiveness of committee meetings etc.
The Board reviewed the performance of the individual
Directors on the basis of the criteria such as the
contribution of the individual director to the Board and
Committee meetings like preparedness on issues to be
discussed, meaningful and constructive contribution and
inputs during meetings, etc. In addition, the Chairman
was also evaluated on the key aspects of his role.

The performance of non-independent directors, the
board as a whole and the Chairman was evaluated by the
Independent Directors taking into account the views of
executive directors and non-executive directors.

GENERAL

Your directors state that no disclosure or reporting is
required in respect of the following items as there were no
transactions on these items during the year under review:

1. Issue of Equity Shares with differential rights as to
dividend, voting or otherwise

2. Issue of Shares (including sweat equity shares) to
employees of the Company under any scheme.

3. Disclosure regarding remuneration or commission to
the Managing Director or the Whole-time Directors
from subsidiaries is not applicable since there are no
subsidiaries.

4. There is no change in the nature of business.

5. No significant or material orders were passed by the
Regulators or Courts or Tribunals which impact the
going concern status and Company's operations in
future.

INDUSTRIAL RELATIONS

During the year under review, your Company enjoyed
cordial relationships with its employees at all levels and
looks forward to their continued support and higher level
of productivity for achieving the targets set for the future.

INVESTOR RELATIONS

Your Company always endeavours to keep the time
of response to Shareholders request at the minimum.
Priority is accorded to address all issues raised by the

Shareholders and provide them a satisfactory reply at
the earliest possible time. The shares of the Company
are listed in Bombay Stock Exchange and continue to
be traded in electronic form and de-materialization
exists with both the depositories viz., National Securities
Depository Limited and Central Depository Services
(India) Limited.

By Order of Board of Directors
Sd/-

Shaji Baby John

Chairman & Managing Director
DIN: 01018603

Sd/-

Baby John Shaji

Joint Managing Director
DIN: 03498692

Kochi

13.08.2025