Your Director's are pleased to present the 44th Annual
Report of Satia Industries Limited ("the Company")
along with the Audited Financial Statements for the
Financial Year ended March 31,2025.

Financial Results:

The key highlights of the financial results of your
Company for the financial year ended March 31, 2025
and comparison with the previous financial year ended
March 31,2024 are summarised below: -

(Rs in Lakh)

Industry Review
Corporate Overview

Satia Industries Limited operates in the following
business segments: -

1 Writing and Printing Paper

2 Agriculture

3 Co-generation of Power for captive consumption
Operational Review

Your Company recorded a total income of Rs 153120.35
lakhs as compared to Rs 173614.02 lakh in the previous
year. During the year, your Company generated profit
before interest, depreciation and tax (PBIDT) of Rs
28946.88 lakh Compared to Rs 43401.35 lakh in the
previous Year. Profit before tax (PBT) for the year from
operations is Rs 10650.88 Lakh as compared to Rs
25268.99 lakh in the previous year. After accounting for
the provision for tax. Net profit after tax (PAT) for the
FY2024-25 is Rs 11862.39 lakh as compared to Rs
21118.58 lakh in the previous Year.

Dividend

During the year under review, the Board has declared

interim dividend of Rs. 0.20 per equity shares of Rs. 1
each on the paid-up equity share capital of the
company at their respective meetings held on
09.08.2024 and 13.11.2024 and also recommended
final dividend of 20% (Rs. 0.20 per share ) involving a
total cash outflow of Rs 4.00 crores. The dividend
recommended was in accordance with the Dividend
Distribution Policy of the Company.

The Board at its discretion, while approving the annual
accounts in each financial year, may also recommend
the dividend for approval of the shareholders after
taking into account the free cash flow position, the
profit earned during that year, the Capex requirements
and applicable taxes. If during any financial year the
profits of the Company are inadequate, the Board may
decide not to declare dividends for that financial year. A
dividend policy stated by the current Board cannot be
binding on the extant Board. However, the current
Board can form a guideline on dividend payout in future
in the interest of providing transparency to the
shareholders.

The Company's Dividend Distribution Policy (DDP) is
available at website: www.satiagroup.com/Company
Policies.

Investor Education and Protection Fund (IEPF)

Transfer of Unpaid Dividend to Investor Education and
Protection Fund (IEPF) As required under Section 124 of
the Act, the Unclaimed Dividend amount to lying with
the Company for a period of seven years were
transferred during the Financial Year 2024-25, to the
Investor Education and Protection Fund (IEPF)
established by the Central Government.

Transfer of shares to IEPF

As required under Section 124 of Act, 32,550 equity
shares, in respect of which dividend has not been
claimed by the members for seven consecutive years or
more, have been transferred by the Company to the
Investor Education and Protection Fund Authority
(IEPF) during the Financial Year 2024-25. Details of
shares transferred to IEPF have been uploaded on the
Website of IEPF as well as the Company. In terms of
provisions of Section 125 of the Companies Act, 2013,
the unclaimed dividend pertaining to the financial year
2017-18 for amount aggregating to Rs 210523 /- had
been transferred to the "Investor Education and
Protection Fund" established by the Central

Government on 31st October, 2022. available on the
Company website with web link https:// www. satia
group. com/Investor/IEPF Files

Reserves

The closing balance of the retained earnings of the
Company for the financial year 2025, after all
appropriation and adjustments was Rs.103872.10
Lakh.

Fixed Deposit

The Company has not accepted any deposits from
public and as such, no amount on account of principal
or interest on deposits from public was outstanding as

on the date of the balance sheet.

Particulars of Loans, Guarantees or Investments:

The company has not given any loans or guarantees
covered under the provisions of Section 186 of the
Companies Act, 2013.The details of the investments
made by Company are given in the notes to the financial
statements.

Credit Rating

India Ratings and Research Private Limited (Ind-Ra) has
taken the following rating actions on Satia Industries
Limited's bank facilities and instruments:

Internal Control Systems and their adequacy

The Company believes that Internal Control is
necessary concomitant of the principle of Governance
and remains committed to ensuring an effective
Internal Control environment that provides assurance
to the Board of Directors, Audit Committee, and the
management that there is a structured system of:

• close and active supervision by the Audit Committee

• business planning and review of goals achieved

• evaluating & managing risks

• policies and procedures adopted for ensuring orderly
Financial Reporting

• timely preparation of reliable Financial Information

• accuracy and completeness of the Accounting
Records

• ensuring legal and regulatory compliance

• protecting company's assets

• prevention and detection of fraud and error

• validation of IT Security Controls

Interrelated control systems, covering all financial and
operating functions, assure fulfilment of these
objectives.

Significant features of these control systems include:
the planning system that ensures drawing up of
challenging goals and formulation of detailed strategies
and action plans for achieving these goals.

In addition, the Internal Auditor performs periodic
audits in accordance with the pre-approved plan. He
reports on the adequacy and effectiveness of the
internal control systems and provides recommenda¬
tions for improvements. Audit findings along with man-
agement response are shared with the Audit
Committee. Status of action plans are also presented to
the Audit Committee which reviews the steps taken by
the management to ensure that there are adequate
controls in design and operation. The Certificate
provided by Managing Director and Chief Financial
Officer in the Corporate Governance Report discusses
the adequacy of the internal control systems and
procedures.

Human Resources and Employee Relations

The Company's Human Resources division concen¬
trated on efficient plan execution throughout the year
under review by utilizing its skilled staff. The HR
department of the company's main focus during the
year was handling the benefits administration.
Additionally, to focus on rebuilding the complete

support system for assuring the health and well-being
of employees. Steps including workforce planning,
digitalization of HR systems, enhancement of medical
facilities, health monitoring, and ongoing comm¬
unication were necessary for this. These actions incre¬
ased employee confidence, and the workers reci¬
procated by offering their entire support by adjusting to
the new working circumstances and schedules.

Employee Welfare

Understanding what engages and motivates our
employees, as well as their perspectives on the work
place is vital. Therefore, we promote open and frequen
communication between managers and their teams
conduct regular surveys, establish a frame work that
encourages employees to voice concerns, provide
feedback and suggest improvements. Our compre¬
hensive HR policy framework includes maternity bene¬
fits, employee insurance and flexible scheduling to help
employees maintain a work-life balance. Monthly
workshops are held to educate staff on their physical,
mental, and overall well-being. Fostering diversity and
inclusion at work, we leverage the varied viewpoints
and perspectives of a diverse workforce in terms of age,
gender and race, which drives innovation. Our
commitment to Equal Employment Opportunity, Equal
Pay, and Conditions of Employment Policies ensures no
discrimination based on gender, race, religion, caste,
creed or similar factors. Hiring, promotions and
performance reviews are solely merit-based

Directors & Key Managerial Personnel

In accordance with the provisions of Section 152 of the
Act and the Articles of Association of the Company, Sh
Hardev Singh, Director (Technical), (DIN No. 07943672)
is liable to retire by rotation and being eligible for re¬
appointment at the ensuing Annual General Meeting
("AGM") of your Company, has offered himself for
reappointment. His details as required under the SEBI
(Listing Obligations and Disclosure Requirements)
Regulations, 2015 are contained in the accompanying
Notice convening the ensuing AGM of your Company.
Sh. Hardev Singh, Director (Technical), has given
required declaration under Companies Act, 2013. The
Board recommends the re-appointment of Mr. Hardev
Singh, as Director for your approval.

The Board on the recommendation of Nomination and
Remuneration Committee has recommended the
proposals for re-appointment of Mr. Vinod Kumar
Kathuria, (DIN No. 06662559) as Independent Director

and appointment of Mr. Deepak Kumar Kakkar, (DIN
No. 07977188) and Mr. Vibhor Kappor (DIN No.
10335970) as Independent Director for a period
effective from 01.10.2025 to 30.09.2030 for approval
by the shareholders through special resolution(s) at the
forthcoming Annual General Meeting. Brief resume of
the Director who is proposed to be appointed/ re¬
appointed is furnished in the explanatory statement to
the notice of the ensuing Annual General Meeting. The
Board confirms that independent directors appointed /
re-appointed during the year possess the desired
integrity, expertise and experience. They are also
Independent of the management. The Independent
Directors of the Company have confirmed that they
have enrolled themselves in the Independent
Directors' Databank maintained with the Indian
Institute of Corporate Affairs ('IICA') in terms of Section
150 of the Act read with Rule 6 of the Companies
(Appointment & Qualification of Directors) Rules, 2014.

Cessation

Mr. Avinash Chander Ahuja (DIN No. 00327032),
Independent Director and Mr. Dinesh Chand Sharma
(DIN No. 02460345), Independent Director, ceased to
be Director of the Company w.e.f October 01, 2024 on
account of their retirement on completion of their
second term of five years. The Board places on record
their deep appreciation for valuable services and
guidance provided by the outgoing Directors, during
their tenure of Directorship.

Declaration from Independent Directors

The Company has received necessary declaration from
each independent director under Section 149(7) of the
Companies Act, 2013, that he / she meets the criteria of
independence laid down in Section 149(6) of the
Companies Act, 2013 and Regulation 25 of SEBI (Listing
Obligations and Disclosure Requirements) Regulations,
2015 and also confirmed that they are not debarred
from holding the office of Directors by virtue of any
order of passed by SEBI or any such authority.

Evaluation

In terms of requirements of the Companies Act, 2013
read with the Rules issued thereunder and SEBI (Listing
Obligations and Disclosure Requirements) 2015, the
Board is required to carry out the annual performance
evaluation of the Board of Directors as a whole.
Committees of the Board and Individual Directors. Your
Company understands the requirements of an effective

Board Evaluation process and accordingly conducts the
Performance Evaluation in respect of the following:

i. Board of Directors as a whole.

ii. Committees of the Board.

iii. Individual Directors includingthe Chairperson
of the Board of Directors.

In compliance with the requirements of the provisions
of Section 178 of the Companies Act, 2013, SEBI (Listing
Obligations and Disclosure Requirements) 2015 and
the Guidance Note on Board Evaluation issued by SEBI,
your Company has carried out a Performance Eva¬
luation process internally for the Board/Committees of
the Board/ individual directors including the Chair¬
person of the Board of Directors for the financial year
ended March 31,2025.

The Board on the recommen dation of Nomination &
Remuneration Committee has adopted the
'Remuneration and Evaluation Policy' for selection,
appointment and remuneration of Directors and Senior
Management Personnel including criteria for
determining qualifications, positive attributes,
independence of a director and other matters as
required by the Companies Act, 2013. Necessary
diversity in the board was ensured. Detailed policy is
available at Company's website https:// www.
satiagroup.com.

The key objectives of conducting the Board Evaluation
process were to ensure that the Board and various
Committees of the Board have appropriate
composition of Directors and they have been
functioning collectively to achieve common business
goals of your Company. Similarly, the key objective of
conducting performance evaluation of the Directors
through individual assessment and peer assessment
was to ascertain if the Directors actively participate in
the Board/Committee Meetings and contribute to
achieve the common business goals of the Company.
The Board was of the opinion that the directors and
Board collectively stand the highest level of integrity
and all members of the Board had specified skill set and
experience required for the Company.

Familiarisation Programme

Pursuant to the SEBI (Listing Obligations and Disclosure
Requirements) 2015, the Company has worked out a
Familiarisation Programme for the Independent
Directors, with a view to familiarise them with their
role, rights and responsibilities in the Company, nature

of Industry in which the Company operates, business
model of the Company etc. Through the Familiarisation
Programme, the Company apprises the independent
directors about the business model, corporate strategy,
business plans, finance human resources, technology,
quality, facilities, risk management strategy, gov¬
ernance policies and operations of the Company.
Details of Familiarisation Programme of Independent
Directors with the Company are available on the
website of the Company https://www.satiagroup.com.

During the year under review, the non executive
directors of the Company had no pecuniary relation¬
ship or transactions with the Company, other than
sitting fees, commission and reimbursement of expen¬
ses incurred by them for the purpose of attending
meetings of the Board/Committee of the Company.

Key Managerial Personnel

Pursuant to the provisions of Section 203 of the Act, The
Key Managerial Personnel of the Company as on March
31,2025 are:-

(DrAjaySatia)

Chief Executive Officer,

Chairman cum Managing Director,

(Sh Rachit Nagpal)

GM(Finance)-CFO

(Sh Rakesh Kumar Dhuria)

Company Secretary and Compliance Officer.

Committees of the Board

The Committees of the Board focus on certain specific
areas and make informed decisions in line with the
delegated authority. The following substantive
Committees constituted by the Board function accor¬
ding to their respective roles and defined scope:

• Audit Committee of Directors

• Nomination and Remuneration Committee (NRC)

• Stakeholders Relationship Committee

• Corporate Social Responsibility Committee

• Risk Management Committee

The details with respect to the composition, terms of
reference, number of meetings held by the aforesaid
Committees are given in the "Corporate Governance

Report" of the Company which is presented in a
separate section and forms a part of the Annual Report
of the Company. During the year under review, a
separate meeting of the Independent Directors was
held on 11th February, 2025, with no participation of
Non- Independent Directors or the Management of the
Company. The Independent Directors had discussed
and reviewed the performance of the Non-Indepen¬
dent Directors and the Board as a whole and also
assessed the quality, quantity and timeliness of the
flow of information between the Management and the
Board, which is necessary for the Board to effectively
and reasonably perform its duties.

In terms of the Listing Regulations, all Directors and
senior management personnel have affirmed comp¬
liance with their respective codes. The CEO & Managing
Director has also confirmed and certified the same,
which certification is provided at the end of the Report
on Corporate Governance.

Remuneration Policy

In compliance with Section 178(3) of the Act and
Regulation 19(4) of the Listing Regulations, on the
recommendations of the Nomination and
Remuneration Committee (NRC), the Board formulated
Policy relating to the remuneration of Directors, key
managerial personnel and other employees. The Policy
includes criteria for deterining qualifications, positive
attributes and independence of Directors and other
matters. It broadly lays down the philosophy , guiding
principles and basis for recommending payment of
remuneration to the Executive and Non-Executive
Directors. The role of the NRC is disclosed in the
Corporate Governance Report, which forms part of the
Annual Report in compliance with proviso to Section
178(4) of the Act. The Remuneration Policy is available
at Company web site at https://www.satiagroup.
com/Company Policies and also annexed and also
placed with the Corporate Governance Report. We
affirm that the remuneration paid to the Directors is as
per the terms laid out in the Remuneration Policy.

Number of meetings of the Board

Four meetings of the Board were held during the year.
For details of meetings of the Board, please refer to the
Corporate Governance Report, which is a part of this
report.

Director Responsibility Statement

Pursuant to requirement of Section 134 (5) of the

Companies Act, 2013, your Directors confirm that:

(a) in the preparation of the annual accounts, the
applicable accounting standards have been
followed along with proper explanation relating to
material departures.

(b) 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 and of
the profit or loss of the company for the period.

(c) the Directors had 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, the Directors had
prepared the annual accountson a going concern
basis.

(d) the Directors had laid down internal financial
control to be followed by the Company and that
such internal financial controls are adequate and
were operating effectively.

(e) the Directors had devised proper systems to ensure
compliance with the provision of all applicable laws
and that such system was adequate and operating
effectively.

Audit Reports and Auditors

The Auditors Report for the year 31.03.2025 does not
contain any qualification, reservation or adverse
remark. The Auditors' Report is enclosed with the
financial statementin this Annual Report.

Statutory Auditors:

In accordance with the provisions of section 139 of the
Companies Act 2013 and the rules made thereunder
M/s. N. Kumar Chhabra & Co., Chartered Accountants,
Chandigarh (Firm Registration No. 000837N with ICAI),
were appointed as Statutory Auditors of the Company
at the 42nd Annual General Meeting of the Company
held on 30.09.2023 and were appointed as Statutory
Auditors of the Company for the next four years viz.
Financial Year 2022-23 to 2026-27.

The Auditors have issued an unmodified opinion on
audited financial statements of the Company for the
year ended March 31, 2025. The Report given by the
Auditors on the financial statements of the Company is
part of the Annual Report. There has been no
qualification, reservation, adverse remark or disclaimer
given by the Auditors in their Report.

Pursuant to the amended provisions of Regulation 24A
of the SEBI (LODR) Regulations and Section 204 of the
Act read with Rule 9 of the Companies (Appointment
and Remuneration of Managerial Personnel)
Rules,2014, the Audit Committee and the Board of
Directors have approved and recommended the
appointment of M/s. S. Parnami & Associates, a firm of
Company Secretaries in practice. Peer Reviewed Firm of
Company Secretaries in Practice (Membership Number
F9396 ) as Secretarial Auditors of the Company for a
term of 5(Five) consecutive years to hold office from
financial year 2025-26 to financial year 2029-30, for
approval of the Members at ensuing AGM of the
Company. Brief resume and other details of M/s. S.
Parnami & Associates, Company Secretaries in Practice,
are separately disclosed in the Notice of ensuing AGM.
M/s. S. Parnami & Associates have given their consent
to act as Secretarial Auditors of the Company and
confirmed that their aforesaid appointment (if
made)would be within the prescribed limits under the
Act & Rules made thereunder and SEBI (LODR)
Regulations. They have also confirmed that they are not
disqualified to be appointed as Secretarial Auditors in
terms of provisions of the Act & Rules made thereunder
and SEBI (LODR) Regulations. The Secretarial Audit
Report for the financial year ended March 31, 2025 is
annexed herewith as Annexure V to this Report. The
Secretarial Audit Report does not contain any
qualification, reservation or adverse remark.

Annual Secretarial Compliance Report
The Company has filed the Secretarial Compliance
Report, issued by M/s S. Parnami & Associates,
Company Secretaries as on March 31,2025 on both the
Stock Exchanges of the Company pursuant to
Regulation 24A of the Listing Regulations. The
secretarial auditor's report has no qualifications for the
financial year 2024-25.

As required by Schedule V of the Listing Regulations,
the Auditor's Certificate on Corporate Governance
received from M/s S. Parnami & Associates is annexed
to the Report on Corporate Governance forming part of
the Annual Report.

Internal Auditors

During the year under review M/s S S Kothari Mehta &
Co., Chartered Accountants New Delhi was appointed
and carried out the internal audit and submitted their
report.

Pursuant to the provisions of the Companies Act, 2013
M/s HMVN & Associates, Cost Accountants, Delhi has
conducted the cost audit of the Company. As
recommended by the Audit Committee and the Board
of Directors at their respective meetings held on
09.08.2024 appointed M/s HMVN & Associates, Cost
Accountants, as Cost Auditor to conduct cost audit for
the year ended March 31, 2025, pursuant to the
provisions of Section 148 of the Act read with the
Companies (Cost Records and Audit) Amendment
Rules, 2014. M/s HMVN & Associates, Cost Accoun¬
tants, confirmed that they are free from disqualifica¬
tions as specified under Section 141 read with Sections
139 and 148 of the Act, held a valid certificate of
practice and that their appointment met the
requirements of Sections 141(3)(g) and 148 of the Act.
M/S HMVN & Associates, Cost Accountants, Delhi also
confirmed that they are independent, maintained an
arm's length relationship with the Company and that no
orders or proceedings are pending against them
relating to professional matters of conduct before the
institute of Cost Accountants of India or any competent
authority /court. The Company has maintained cost
records as specified by the Central Government under
Section 148(1) of the Act.

Your Company has adopted Indian Accounting Stand
ards (IND AS). The Financial Statement for the year
ended March 31, 2025 have been prepared in acc¬
ordance with (IND AS) notified under the Companies
(Indian Accounting Standards) Rules, as amended by
the Companies (Indian Accounting Standard) Rules,
2018 read with Section 133 and other applicable pro¬
visions of the Companies Act, 2013.

Instances of Fraud, if any Reported by the Auditors.
During the year under review, the Statutory Auditors
has not reported any instances of fraud committed in
the Company by its officers or employees to the Audit
Committee under section 143(12) and Rule 13 of the
Companies (Audit and Auditors) Rules, 2014 of the
Companies Act, 2013.

Related Party Transaction:

All related party transactions that were entered into
during the financial year were on 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, Key Managerial
Personnel or other designated persons which may have
potential conflict with interest of the company at large.

Transactions with related parties entered by the
Company in the normal course of business are
periodically placed before the Audit Committee for its
omnibus approval. The Board of Directors of the
Company has on the recommendation of the Audit
Committee, 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 there under and Listing
Regulations. This Policy as considered and approved by
the Board has been uploaded on the website of the
Company at www.satiagroup.com.

Since there were no contracts/ arrangements / trans¬
actions with were not at arm's length basis or material
with related party during the year, disclosure in from
AOC-2 is not applicable.

Subsidiary Companies

The Company does not have any subsidiary.

Vigil mechanism/Whistle Blower Policy

The Company has adopted a Whistle Blower Policy and
has established the necessary vigil mechanism for
Directors and Employees in confirmation with Section
177 of the Act and Regulation 22 of SEBI Listing
Regulations, to facilitate reporting of the genuine
concerns about unethical or improper activity, without
fear of retaliation. The vigil mechanism of the Company
provides for adequate safeguards against victimization
of Directors and employees who avail of the
mechanism and also provides for direct access to the
Chairman of the Audit Committee in exceptional cases.
No person has been denied access to the Chairman of
the Audit Committee. The said Policy is uploaded on the
website of the Company at https://www. satiagroup.
com/Company Policies

Annual Return

In accordance with Section 92(3) read with Section
134(3)(a) of the Act and the Companies (Management
and Administration) Rules, 2014, the Annual Return of
the Company as of March 31, 2024 in Form MGT- 7 is
available on the website of the Company www.
Satiagroup.com/lnvestors.

Secretarial Standards

Applicable Secretarial Standards, i.e. SS-1, SS-2 and SS-
3, relating to 'Meeting of the Board of Directors'
'General Meetings' and 'Dividend' respectively, have
been duly followed by the Company.

Particulars of Employees

Information as required under Section 197 read with
rule 5 of the (Companies Appointment and
Remuneration of Managerial Personnel) Rules 2014 is
appended as Annexure-I and forms an integrated part
of this report.

Conservation of Energy, Technology Absorption and
Foreign Exchange Earning and Out go

The Particulars as prescribed under section 134(3) (m)
ofthe Companies Act, 2013 read with rule 8 (3) of the
Company (Accounts) Rules 2014 relating to
conservation of energy, technology absorption and
foreign exchange earnings and outgo is appended as
Annexure-ll

Industrial Relations:

During the year under review, your Company enjoyed
cordial relationship with workers and employees at all
levels.

Corporate Governance, Management Discussion &
Analysis and Business responsibility and sustainability
Report.

As per Listing Regulations, the Corporate Governance
Report with the Auditors' Certificate thereon and the
Management Discussion and Analysis are attached,
which forms part of this Annual Report. Pursuant
to Regulation 34(2)(f) of the Listing Regulations,
Business Responsibility and sustainability initiatives
taken from an environmental, social and governance
perspective in the prescribed format is attached as a
separate section of this Annual Report.

Sustainability

Corporate Social Responsibility Initiatives

The Company has always recognized its social
responsibility as an integral and critical part of its value
system and carried out 'Need Assessment Study' to
fulfil the requirements of its social responsibility under
CSR Programs and based on that assessment of
demand, the management has approved CSR program
and Expenditure on CSR and will be reviewed in each
year depending on the profitability of the Company.
Your Company continued the social development
schemes initiated in previous years. These projects
covered the broad thematic areas of promotion of
Education, Medical Aid, Livelihood, Eradication of
Poverty, Support, Orphans, Women, Blind and that are

in compliant with Companies Act 2013. The Company
has spent the entire required amount of the current
year ended 31.03.2025 under the CSR and nothing is
outstanding as unspent.

Satia Industries Ltd.'s CSR initiatives and activities are
aligned to the requirements of Section 135 of the Act. A
brief outline of the CSR policy of the Company and the
initiatives undertaken by the Company on CSR activities
during the year are set out in Annexure IV of this report
in the format prescribed in the Companies (Corporate
Social Responsibility Policy) Rules, 2014. This Policy is
available on the Company's website at https://www.
satiagroup.com For other details regarding the CSR
Committee, please refer to Annexure IV on Corporate
Governance Report, which is a part of this report.

Safety, Health and Environment

The safety of all employees and associates has always
been an area of priority for our Company. The Company
has constituted a Safety and Securities Committee and
the Committee meet in each month to discuss all safety
issues and take the decision relating to resolving the
same. The minutes of the safety and securities
committee meetings and action taken report are also
placed before the Audit Committee Meeting for their
review and further instruction, if any required relating
to pending matters. The Company also conduct the Fire
Evacuation Drill regularly. The safety and Training &
awareness sessions were conducted periodically on
Fire Safety in emergency situation and on usage of the
fire saving equipment. Safety standards are maintained
across all locations. Regular deep cleaning of the office
premises and checks were done to ensure safety of the
employees. During ongoing Pandemic, Health and
wellbeing of the employees had become a major-
priority for the Company. Innovative and effective
means were developed to engage with the employees
during these tough times. Health and wellness aware¬
ness sessions were also conducted for employees. The
connect meetings gave opportunities to employees to
express themselves and get solutions to their work
matters. It also motivated people to stay committed
toward the organization's goals and values.

Business Responsibility and Sustainability Report
(BRSR)

In accordance with Regulation 34(2)(f) of the Listing
Regulations, BRSR, covering disclosures on the
Company's performance on Environment, Social and
Governance parameters for FY25, is annexed as

Annexure-lll is part of this Integrated Report. BRSR
includes reporting on the nine principles of the
National Voluntary Guidelines on social, environmental
and economic responsibilities of business as framed by
the MCA. Cross referencing is provided in relevant
sections of Integrated Report with suitable references
to the BRSR.

Changes in the Nature of Business

There was no change in the nature of business

Material Changes

There are no material changes or commitments
affecting the financial Position of the company have
occurred during the year under consideration, or after
clousre of the financial year till the date of this report
.Disclosures as per the Sexual Harassment of Women
at Workplace (Prevention, Prohibition & Redressal)
Act, 2013

Your Company is committed to creating and main¬
taining a secure work environment where its
employees, agents, vendors and partners can work and
pursue business together in an atmosphere free of
harassment, exploitation and intimidation.

To empower women and protect women against sexual
harassment, and as per the requirement of the Sexual
Harassment of Women at Work place (Prevention,
Prohibition & Redressal) Act, 2013 ("POSH Act") and
Rules made thereunder, a policy for prevention of
sexual harassment had been made and Internal
Complaints Committee had been set up. This policy
allows employees to report sexual harassment at the
work place. The Internal Committee is empowered to
look into all complaints of sexual harassment and
facilitate free and fair enquiry process. There were no
complaints/cases reported with internal complaints
committee formed under the POSH Act.

Details of significant and Material orders passes by the
Regulators or courts or tribunals impacting the going
concern status and company's operations in future

There were no significant and material orders passed by
the regulators or courts or tribunals

Report on Corporate Governance

Your Company is committed to best practices in the
area of Corporate Governance. Good Governance
facilitate effective management and control of
business, maintaining a high level of business ethics

and optimizing the value for all stakeholders.

Corporate Governance Structure in the Company as¬
signs responsibilities and entrusts authority among
different participants in the organization viz the Board
of Directors, the senior Management and Employee
etc.

Management Discussion and Analysis Report.

In terms of Regulation 34 (2) (e) of the Listing Regula¬
tions, 2015 read with other applicable provisions, the
detailed review of the operations, performance and
future outlook of the Company and its business is given
in the Management's Discussion and Analysis Report
(MDA) which forms part of this Annual Report and is
incorporated herein by reference and forms an integral
part of this report.

Acknowledgement

The Directors thanks the Company's Bankers,
Employees, Customers, Vendors, Investors and
for their continuous support. The Directors also thank
the Government of India, Government of Various States
in India and concerned Government departments and
agencies for their co-operation

(Dr Ajay Satia)
Chairman Cum Managing Director

(R.K.Bhandari)
Joint Managing Director

Place: Chandigarh
Date: 11.08.2025

1

Carved out and sub-limit of existing fund-based working capital limits.

2

The company did not proceed with the instrument as envisaged.