We are pleased to present 39^th Annual Report for the financial year ended on 31^st March, 2025. The operational performance
during the year is as below.

1. Financial/Operational Performance:

Highlights of performance:

The total production of Clinker during the year under review
was 9.03 lakh MT as compared to production of 9.65 lakh MT
(including trial run production of 2.25 lakh MT) in the previous
year, recording a decrease of 6% over previous year. The tota
sales of Clinker during the year under review was 9.05 lakh MT
as compared to sales of 9.38 lakh MT (including trial run sales
of 2.06 lakh MT) in the previous year, recording a decrease of
4% over previous year.

During the year, the Company has allotted 10,00,00,000
equity shares under Rights Issue process at a price of '40 pei
share (including premium of '38 per share). The net proceeds
from the Rights Issue have been utilized for repayment of
loans and for General Corporate purposes.

During the year, the Company has received new sanction
for term loan of ' 25,000.00 lakhs from DBS Bank Limited
This loan sanction is towards project expansion of 1 Million
tons cement grinding unit. As against the sanction limit, term
loan amounting to '2,500.00 lakhs have been received during
the year. Total term loan received for '7,598.00 lakhs anc
repaid for ' 3,400.00 lakhs during the year. Cumulative term
loan balance as on 31^th March, 2025 is '70,799.84 lakhs.

Further, during the year, the company has borrowed fund
for '25,931.00 lakhs from its holding company JSW Cement
Limited for general corporate purpose and repaid '31,658.62
lakhs out of the rights issue proceeds. Cumulative borrowed
fund balance as on 31^th March, 2025 is '64,031.47 lakhs.

During the year total interest amounting '10,462.83 lakhs (FY
2023-24: '8,832.46 lakhs) has been charged to revenue profit
& loss account and '394.84 lakhs (FY 2023-24: '3,179.33
lakhs) has been capitalized. During the year company has
paid interest due amount for '10,793.78 lakhs (FY 2023-24 -
'10,552.11 lakhs) to bank as well as to its holding company.

2. Transfer to Reserves:

During the financial year under review the Board has not
proposed to transfer any amount to reserves.

3. Dividend:

As your Company has incurred a net loss during the
year Board of Directors has not recommended any
dividend for the year.

4. Financial Statement:

The Audited Financial Statements of the Company,
which form a part of this Annual Report, have been
prepared in accordance with the provisions of the
Companies Act, 2013, Regulation 33 of the Securities
and Exchange Board of India (Listing Obligations and
Disclosure Requirements) Regulations, 2015 and the
Indian Accounting Standards.

5. Prospects:

Management Discussions and Analysis, covering
prospects is provided as a separate section in
this Annual Report.

6. Holding, Subsidiary & Associate Company:

Your Company does not have any subsidiary nor any
associate company. The Company has a holding
company as on 31^st March, 2025 namely JSW Cement
Limited. The net worth of JSW Cement Limited as on
31^st March, 2025 is '2,856.59 crores.

7. Fixed Deposits:

Your Company has neither accepted nor renewed any
deposits within the meaning of Section 73(1) of the
Companies Act, 2013 and the rules made there under
during the period under review.

8. Credit Rating:

Your Company's commitment to financial discipline and
prudent management is underscored by its consistently
strong credit ratings from leading rating agency.
During the year, the Company's credit rating was “CRISIL
A (CE)/Stable (Reaffirmed)” rating on the long term
bank facilities the Company by CRISIL.

9. Extract of Annual Return:

Pursuant to Section 92(3) read with section 134(3) (a) of
the Companies Act, 2013, copies of the Annual Returns
of the Company prepared in accordance with Section
92(1) of the Act read with Rule 11 of the Companies
(Management and Administration) Rules, 2014 are
placed and accessible on the website of the Company
at www.shivacement.com.

10. Share Capital:

The Company's Authorised Share capital during the
financial year ended 31^th March, 2025, remained at
' 280,00,00,000 (Rupees Two Hundred Eighty crores
only) comprising of ' 80,00,00,000 (Rupees Eighty crores
only) equity share capital divided into 40,00,00,000
(Forty Crore) Equity Shares of ' 2/- (Rupee Two only)
each; and ' 200,00,00,000 (Rupees Two Hundred crore
only) preference share capital divided into 2,00,00,000
(Two crores) Preference Shares of '100/- (Rupees
Hundred Only) each.

The paid-up share capital of the Company was
' 159,00,00,000 (Rupees One Hundred Fifty Nine Crores
Only) comprising of 29,50,00,000(Twenty-Nine Crores
Fifty Lakhs) Equity shares of ' 2/- (Rupees Two only)
each amounting to ' 59,00,00,000 (Rupees Fifty Nine
Crores Only) and One crore 1% Optionally Convertible
Cumulative Redeemable Preference Shares (OCCRPS)
of ' 100 (Rupee Hundred only) each amounting to
' 100 crores (Rupees Hundred crore only). During the
year under review, the Board vide resolution dated
13^th May 2024, approved rights issue allotment of
10,00,00,000 (Ten Crore) Equity Shares of face value ' 2
each (Rupees Two only) each at an issue price of '40 per
Equity Share. Therefore the paid up share capital of the
Company was increased.

Further, your Company has not issued any shares with
differential rights.

11. Committees of Board:

The Company has constituted various Committees
of the Board as required under the Companies Act,
2013 and the Listing Regulations. For details like
composition, number of meetings held, attendance
of members, etc. of such Committees, please refer to

the Corporate Governance Report which forms part of
this Annual Report.

12. Board Meeting:

The Board meets to discuss and decide on Company/
business policy and strategy apart from other business.
A tentative date of the Board and Committee Meetings
is circulated to the Directors in advance to facilitate
them to plan their schedule and to ensure meaningful
participation in the meetings. However, in case of a
special and urgent business need, the Board's approval
is taken by passing resolutions through circulation
as permitted by law, which are ratified in the next
Board meeting.

During the year under review, the Board of Directors
met eight times on 25^th April, 2024, 13^th May, 2024,
25^th July, 2024, 13^th August, 2024, 21^st October,
2024, 21^st January, 2025, 04^th February, 2025, and
27^th March, 2025. The details of board meetings and
the attendance of the Directors are provided in the
Corporate Governance Report, which forms part of
this Annual Report. The maximum interval between
two meetings did not exceed 120 days as prescribed
under Companies Act, 2013 and Regulation 17 of the
SEBI (Listing Obligations and Disclosure Requirements)
Regulations, 2015 [“SEBI(LODR) Regulations, 2015”] and
Secretarial Standard SS-1.

13. Disclosure under Regulation 32 (7A) of the
SEBI(LODR) Regulations, 2015:

During the year under review,the Board vide resolution
dated 13^th May 2024, approved the allotment of Rights
Issue of 10,00,00,000 (Ten Crore) Equity Shares of face
value '2 each (Rupees Two only) each at an issue price
of '40 per Equity Share. The Company has raised fund
of '400 crore through rights issue of equity shares.
There has been no deviation in the utilization of Issue
proceeds from the objects as stated in the Letter of
Offer for Rights Issue.

Further other than above mentioned, no funds were
raised by the Company through Preferential allotment
or by way of a Qualified Institutions Placement during
the F.Y. 2024-25.

14. Compliance with Secretarial Standards:

During the year under review, the Company has
complied with Secretarial Standards 1 and 2, issued by
the Institute of Company Secretaries of India.

15. Directors’ Responsibility Statement:

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

a. in the preparation of the annual accounts, the
applicable accounting standards had been
followed along with proper explanation relating to
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 at the end of
the financial year and of the profit and loss of the
company for that period;

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; and

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.

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.

16. Declaration of Independence of Directors:

Your Company has received necessary declaration from
each of the Independent Directors 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 the Securities
and Exchange Board of India (Listing Obligations and
Disclosure Requirements) Regulations, 2015.

I n the opinion of the Board, there has been no change
in the circumstances which may affect their status as
independent Directors of the Company and the Board is
satisfied of the integrity, expertise, and experience of all
Independent Directors on the Board. The Independent
Directors have also given declaration of compliance with
Rules 6(1) and 6(2) of the Companies (Appointment and
Qualification of Directors) Rules, 2014, with respect to
their name appearing in the data bank of Independent
Directors maintained by the Indian Institute of
Corporate Affairs.

17. Auditors and Auditor’s Report:

A. Statutory Auditors and Auditor Report:

Members of the Company at the 36^th Annual General
Meeting (“AGM”) held on 12^th September, 2022, approved
the re-appointment of M/s. Shah Gupta & Co, Chartered
Accountants (Firm Registration No. 109574W), as the
statutory auditors of the Company for a term of five
years to hold office commencing from the conclusion
of the 36^th AGM until the conclusion of 41^st AGM of the
Company to be held in the calendar year 2027.

The Notes on financial statements referred to in the
Auditor's Report are self-explanatory and do not call
for any further comments. The Auditor's Report for the
year under review does not contain any qualification,
reservation, adverse remark, or disclaimer. The Auditor's
Report is enclosed with the financial statements
forming part of this Annual Report.

B. Secretarial Auditors and Secretarial Audit:

Pursuant to the provisions of Section 204 of the
Companies Act, 2013 and the Companies (Appointment
and Remuneration of Managerial Personnel) Rules, 2014,
the Company had re-appointed M/s. Sunil Agarwal
& Co., Practicing Company Secretaries, Mumbai to
undertake the Secretarial Audit of the Company for the
financial year 2024-25.

The Secretarial Audit Report (issued by Sunil Agarwal
& Co., Company Secretaries) for the Financial Year
2025 does not contain any qualification, reservation
or adverse remark and is attached to this report as
Annexure A. Further, the Secretarial Auditors have not
reported any fraud under Section 143(12) of the Act.

Pursuant to amended provisions of Regulation 24A
of the SEBI (LODR) Regulations and subject to your
approval being sought at the ensuing AGM the M/s. SR
Agarwal &Associates, Company Secretaries, Mumbai (CP
No. 3286; Peer Review Unit No. 3600/2023) has been
appointed by the Board as Secretarial Auditors of the
Company to undertake the Secretarial Audit of your
Company for the first term of five (5) consecutive years
from FY 2025-26 till 2029-30. Secretarial Auditors have
confirmed that they are not disqualified to be appointed
as a Secretarial Auditor and are eligible to hold office
as Secretarial Auditor of your Company. Brief details of
M/s. SR Agarwal & Associates, Company Secretaries, are
separately disclosed in the Notice of ensuing AGM.

C. Reporting of Frauds by Auditors:

During the FY 2024-25, neither the Statutory Auditors
nor the Secretarial Auditor have reported to the Audit
Committee of the Board, under Section 143(12) of the
Act, any instances of fraud committed against the

Company by its officers or employees, the details of
which would need to be mentioned in this Report.

18. Listing with Stock Exchanges:

The Company is listed on Bombay Stock Exchange
Limited (BSE), Mumbai. The annual listing fees for the
year 2024-25 has been paid to the Stock Exchange
where the Company's shares are listed.

19. Consolidated Financial Statements:

The Company does not have any subsidiaries so there is
no need to prepare consolidated financial statement.

20. Particulars of loans or guarantees given, securities
provided or investments made under Section 186
of the Companies Act, 2013:

During the year under review, the Company has not given
loans or guarantees, securities provided or investments
made under Section 186 of the Companies, Act, 2013.

21. Report on Performance of Subsidiaries,
Associates and Joint Venture Companies:

As per the provision of first proviso of Section 129(3)
of the Companies Act, 2013 read with Rule 5 of the
Companies (Accounts) Rules, 2014, the Company is
required to attach along with its financial statements a
separate statements containing the salient features of
financial statements of its subsidiaries in Form AOC-1.

The Company does not have any Subsidiaries,
Associates and Joint Venture Companies. Hence, the
details of performance of Subsidiary/ Associate/ Joint
venture and their contribution to overall performance
on Company is not applicable.

22. Particulars of contracts or arrangements with
related parties referred to in Section 188(1) of the
Companies Act, 2013:

During the year under review, the Company revised its
Policy on Materiality of Related Party Transactions as also
Dealing with Related Party Transactions, in accordance
with the amendments to applicable provisions of law /
Listing Regulations.

The Company's Policy on Materiality of Related
Party Transactions as also dealing with Related
Party Transactions, as approved by the Board, is
available on the website of the Company at the link:
www.shivacement.com.

During the year under review, all other contracts /
arrangements / transactions entered into during the
financial year 2024-25 by the Company with Related
Parties were in the ordinary course of business and
on an arm's length basis. Related Party Transactions
which are in the ordinary course of business and on an

arm's length basis, of repetitive nature and proposed
to be entered into during the financial year are
placed before the Audit Committee for prior omnibus
approval. A statement giving details of all Related Party
Transactions, as approved, is placed before the Audit
Committee for review on a quarterly basis.

All Related Party Transactions (RPT) and subsequent
material modifications are placed before the Audit
Committee for its review and approval. Prior omnibus
approval is obtained for RPT which are of repetitive
nature and / or entered in the ordinary course of
business and are at arm's length. All RPT are subjected
to independent review by a reputed accounting firm to
establish compliance with the requirements under the
Act, and Listing Regulations.

The Company has developed a framework for the
purpose of identification and monitoring of such
Related Party Transactions. The details of transactions
/ contracts / arrangements entered into by the
Company with Related Parties during the financial year
under review are set out in the Notes to the Financial
Statement. The disclosure of material RPTs as required
to made under Section 134 in Form AOC-2 is attached
as Annexure B to this Report.

23. Change in nature of business:

During the financial year under review, there has been no
change in the nature of business of the Company.

24. Material changes and commitment affecting the
financial position of the Company:

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 of
the Company to which the financial statements relate
and the date of this report.

25. Particulars regarding Conservation of Energy,
Technology Absorption, Foreign Exchange
Earnings and Outgo:

A statement containing necessary information, as
required under Section 134(3)(m) of the Act read
with Rule 8 of the Companies (Accounts) Rules, 2014
Companies Act, 2013 is annexed hereto in Annexure-C.

26. Disclosure related to policy:

A. Company’s policy on Directors’, KMP & other
employees’ appointment and remuneration:

The Company has formulated, amongst other, the Policies
on the Directors', KMP & other employees' appointment
including criteria for determining qualifications, positive
attributes, independence of a Director and other
matters as provided under sub-section (3) of Section

178 of the Act. The salient features of the Remuneration
Policy forms part of Corporate Governance Report and
detailed policy has also been published on the website
www.shivacement.com.

B. Risk Management Policy:

Your Company in line with its business plan and risk
appetite, has adopted a robust Risk Management
Policy, to identify, assess, monitor and address the full
spectrum of risks applicable and mitigate & manage
such risks, including the combined impact of those risks.
The policy has been drafted in line with the Company's
business operations with an objective to develop a
‘risk intelligent' culture that drives informed decision
making and builds resilience to adverse developments
while ensuring that opportunities are exploited to create
value for all stakeholder. The Company has constituted
a Risk Management Committee in accordance with
the requirements of SEBI Listing Regulations to, inter
alia, monitor the risks and their mitigating actions.
Risks related to internal controls, compliances & systems
are reviewed in detail by the Audit Committee. All risks
including investment risks are reviewed in the meetings
of the Board of Director.

C. Dividend Distribution Policy:

In terms of the provisions of Regulation 43A of the
Securities and Exchange Board of India (Listing
Obligations and Disclosure Requirements) Regulations,
2015 (‘SEBI Listing Regulations'), your Company has
formulated and adopted a Dividend Distribution Policy,
which is available on the Company's website and can be
accessed at www.shivacement.com.

D. Corporate Social Responsibility:

The Company believes in inclusive growth to facilitate
creation of a value based and empowered society
through continuous and purposeful engagement with
society around. The provisions of the Corporate Social
Responsibility under section 135 of the Companies Act,
2013 are not applicable to the Company. However, the
CSR activities are undertaken by the parent company

i.e. JSW Cement Limited on behalf of the Company.
Therefore, the details about the initiatives taken by the
Company on Corporate Social Responsibility during the
year under review have not been appended as Annexure
to this Report.

The Company has CSR policy and CSR Committee to
review the activities undertaken by the parent company
i.e. JSW Cement Limited on behalf of the Company.

The CSR Policy formulated is uploaded on the website
of the Company at www.shivacement.com.

27. Vigil Mechanism:

Pursuant to the provisions of Section 177 (9) of
Companies Act, 2013, the Board of Directors has
established a committee to provide adequate
safeguard against victimization & to protect interest
of the directors and employees to report their genuine
concerns. The Company has uploaded the code of
conduct in relation to the employees & directors on its
website (www.shivacement.com).

28. Evaluation of Board, Committees and Board
Members pursuant to provisions of the
Companies Act, 2013:

Good Governance requires Boards to have effective
processes to evaluate their performance. The evaluation
process is a constructive mechanism for improving
effectiveness of Board, maximizing strengths and tackling
weaknesses which leads to an immediate improvement
in performance throughout the organization.

Evaluation by Independent Director:

In terms of the Code for Independent Directors
(Schedule IV), the Independent Director(s) on the Board
of the Company shall evaluate performance of the
Non-Independent Director(s), Board as a whole and
review performance of Chairperson. Broad parameters
for reviewing performance are based on the structured
questionnaires related to composition of Board, Function
of Board, Meeting attended by Board Members, conflict
of interest, participation in discussion, time contribution,
Governance and ethical problem etc.

Evaluation by Nomination and Remuneration
(NRC) Committee:

Nomination and Remuneration committee constituted
under section 178 of the Companies Act, 2013 has been
made responsible for carrying out evaluation of every
Director's performance. The evaluation of individual
Director focuses on contribution to the work of Board.

Evaluation by Board:

The purpose of Board Evaluation is to achieve persistent
and consistent improvement in the governance of the
Company at Board level with an intention to establish
and follow best practices in Board Governance in
order to fulfill fiduciary obligation to the Company.
The Board believes, the evaluation will lead to a working
relationship among Board members, greater efficiency
using the Board's time and increased effectiveness of
the Board as governing body. A structured questionnaire
was prepared covering all aspects of the Board's and
Committee's function, for the evaluation of the Board
and Committees. The evaluation of the Independent
Directors was based on the range of the criteria like
independent judgment strategy, performance and risk

management; skill, knowledge and Familiarity about the
Company, professional advice, attendance in Board and
Committee meeting etc. All Independent Directors are
persons of eminence and bring a wide range of expertise
and experience to the Board thereby ensuring the best
interest of stakeholders and the Company.

29. Significant and material orders passed by the
Regulators or Courts or Tribunals impacting the
going concern status and Company’s operations
in future:

There are no significant and material orders passed
by the Regulators or Courts or Tribunals which would
impact the going concern status and the Company's
future operations.

30. Adequacy of Internal Financial Controls:

The Board of Directors in consultation with Internal
Auditors have laid down the Internal Financial Controls
Framework, commensurate with the size, scale and
complexity of its operations. The Internal Audit Team
quarterly monitors and evaluates the efficacy and
adequacy of internal control system in the Company,
its compliance with operating systems, accounting
procedures and policies. Based on the report of
internal audit function, process owners undertake
corrective action in their respective areas and thereby
strengthen the controls. Audit observations and
corrective actions thereon are presented to the Audit
Committee of the Board.

31. Cost Record:

Pursuant to Section 148(1) of the Companies Act, 2013
the Company is required to maintain cost records as
specified by the Central Government and accordingly
such accounts and records are made and maintained.
Such cost accounts and records are subject to audit by
M/s Kishore Bhatia & Associates - Cost Accountants (Firm
Registration -00294), to conduct the cost audit of your
Company for the financial year ended 31^st March, 2025.

Pursuant to Section 148(2) of the Companies Act, 2013
read with the Companies (Cost Records and Audit)
Amendment Rules, 2014, the Board based on the
recommendation of the Audit Committee appointed,
M/s Kishore Bhatia & Associates - Cost Accountants
to conduct the audit of the cost accounting records
of the Company for FY 2024-25. M/s Kishore Bhatia
& Associates - Cost Accountants, being eligible, have
consented to act as the Cost Auditors of the Company
for financial year 2025-26.

The remuneration of '2,20,000 (Rupees Two lakhs twenty
thousand only) plus out of pocket expenses, travelling
and other expenses (which would be reimbursable at

actuals) plus taxes incurred in connection with the
aforesaid audit, is proposed to be paid to the Cost
Auditors, subject to ratification by the Members of the
Company at the ensuing AGM.

32. Directors and Key Managerial Personnel:
Appointment of Director

Ms. Sudeshna Banerjee (DIN: 01920464), has been
re-appointed as an Independent Director of the
Company for a second term of 5 (five) consecutive years
with effect from 23^rd April, 2024.

Appointment/Resignation of Key Managerial
Personnel

Ms. Sneha Bindra has resigned from the post of Company
Secretary & Compliance Officer w.e.f. 11^th February, 2025
(Closure of business hours).

Ms. Ishika Sharma has been appointed as a Company
Secretary & Compliance Officer w.e.f. 27^th March, 2025.

Retirement by Rotation

In accordance with the provisions of Section 152 of
the Act, read with rules made there under and Articles
of Association of the Company, Mr. Narinder Singh
Kahlon (DIN- 03578016), Non-Executive Director of your
Company shall retire by rotation at the ensuing Annual
General Meeting and being eligible, has offered himself
for re-appointment at the ensuing Annual General
Meeting of the Company.

33. Corporate Governance:

Your Company has complied with the requirements of
Regulation 17 to 27 of the SEBI (LODR) Regulations, 2015
on Corporate Governance. Pursuant to Schedule V of
the SEBI (LODR) Regulations, 2015, Report on Corporate
Governance along with the Auditors' Certificate on its
compliance is annexed separately to this Annual Report.

34. Management Discussion and Analysis Report

The Management Discussion and Analysis Report
on the operations of the Company for the year under
review, as required under Schedule V of the SEBI (Listing
Obligation and Disclosure Requirements) Regulations,
2015 is provided in a separate section and forms part of
this Annual Report.

35. Human Resources

The Company is maintaining cordial and healthy
relations with its employees. Employees at all levels are
extending their full support. The Company has strong
faith in potential of human resources. It believes in
the creative abilities of the people; those work for the
Company. It believes in the participatory management.

36. Particulars of Employees

The disclosure pertaining to remuneration and other
details as required under Section 197(12) of the Act read
with Rule 5(1) of the Companies (Appointment and
Remuneration of Managerial Personnel) Rules, 2014 is
annexed as Annexure D to this Report. The disclosure
under Rules 5(2) and 5(3) of the Companies (Appointment
and Remuneration of Managerial Personnel) Rules, 2014
forms a part of this Report. However, as per first proviso
to Section 136(1) of the Act and second proviso of Rule
5(3) of the Companies (Appointment and Remuneration
of Managerial Personnel) Rules, 2014 the Report and
Financial Statements are being sent to the Members of
the Company excluding the said statement. Any Member
interested in obtaining a copy of the said statement
may write to the Company Secretary at the Registered
Office of the Company.

37. Disclosure under section 54(1)(d) of the
Companies Act, 2013:

The Company has not issued sweat equity shares during
the year under review and hence, no information as
pursuant to section 54(1)(d) of the Companies Act, 2013
read with Rule 8(13) of the Companies (Share Capital
and Debentures) Rules, 2014 is furnished.

38. Disclosure under section 67(3) of the Companies
Act, 2013

The Company has not passed any special resolution
pursuant to Section 67(3) of the Companies Act, 2013
hence no disclosure is required to be made.

39. Disclosure under the Sexual Harassment of
Women at Workplace (Prevention, Prohibition
and Redressal) Act, 2013:

In accordance with the requirements of the Sexual
Harassment of Women at Workplace (Prevention,
Prohibition & Redressal) Act, 2013 (POSH Act) and the
Rules made thereunder, the Company has in place a
policy on Prevention of Sexual Harassment of women
at workplace. The Company has constituted an Internal
Complaints Committee (“ICC”) for redressal of the
complaints arising under POSH Act.

Number of complaints received and resolved in
relation to Sexual Harassment of Women at Workplace
(Prevention, Protection, and Redressal) Act, 2013 during
the year under review and their breakup is as under:

(a) No. of Complaints filed during the year
ended 31.03.2025: 1

(b) No. of Complaints disposed of during the
financial year: 1

(c) No. of pending Complaints as on 31.03.2025: NIL

40. IBC Code and One-time Settlement

There is no proceeding pending against the Company
under the Insolvency and Bankruptcy Code, 2016
(IBC Code). There has not been any instance of
one-time settlement of the Company with any bank or
financial institution.

41. Other Disclosures

I n terms of applicable provisions of the Act and SEBI
Listing Regulations, your Company discloses that during
the financial year under review:

i. there was no Scheme for provision of money for
the purchase of its own shares by employees or by
trustees for the benefit of employees.

ii. there was no public issue, bonus issue or preferential
issue, etc. However, the Company had issued and
allotted 10,00,00,000 (Ten Crore) Equity Shares at
face value '2 each (Rupees Two only) each at an
issue price of '40 per Equity Share through rights
issue which was approved by the Board vide Board
Meeting dated 13^th May 2024 .

iii. there was no transfer of unpaid or unclaimed amount
to Investor Education and Protection Fund (IEPF).

42. Acknowledgements

Your directors place on record their sincere appreciation
to the government authorities, Bankers, NBFCs,
consultants, shareholders, employees, suppliers &
contractors of the Company for the co-operation and
support extended to the Company.

43. Cautionary Statement

Statements in the directors' report and the management
discussion & analysis describing company's objectives,
expectations or predictions, may be forward-looking
statement within the meaning of applicable laws and
regulations. Although we believe our expectation is
based on reasonable assumption, 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, new capacity
additions, availability of critical materials and their cost,
changes in government policies and tax laws, economic
development of the country, and such other factors which
are material to the business operations of the company.

For and on behalf of the Board of Directors
Shiva Cement Limited

Manoj Kumar Rustagi Narinder Singh Kahlon

28 April, 2025 Whole-Time Director& CEO Director

Place: Kutra, Sundargarh DIN:07742914 DIN: 03578016