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Company Information

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SIMPLEX CASTINGS LTD.

19 December 2025 | 12:00

Industry >> Castings/Foundry

Select Another Company

ISIN No INE658D01011 BSE Code / NSE Code 513472 / SIMPLEXCAS Book Value (Rs.) 64.47 Face Value 10.00
Bookclosure 28/09/2024 52Week High 624 EPS 21.02 P/E 24.95
Market Cap. 377.55 Cr. 52Week Low 190 P/BV / Div Yield (%) 8.14 / 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 

Your Directors have pleasure in presenting the 45th Annual Report on the business & operations of the Company with the
Audited Financial Statement for the year ended 31st March 2025.

FINANCIAL HIGHLIGHTS

Financial results are presented in the table below: (Rs in Lacs)

Particulars

31s1 March, 2025

31s1 March, 202'

Revenue from Operations

17188.36

12213.0!

Other Income

133.75

175.1

Total Income

17322.11

12388.1

Less : Expenses

Cost of goods sold

11145.01

6622.2!

Employees Benefit Expenses

1096.17

1053.3!

Finance Costs

891.46

861.5'

Depreciation and amortization expenses

366.03

446.9!

Other Expenses

1838.81

3213.8

Profit Before Tax and Exceptional Item

1984.63

190.9

Less: Exceptional Item

-

(120.13

Less: Tax Expense

471.52

71.8'

Profit After Tax

1513.11

239.2(

Other Comprehensive Income

38.42

26.8!

Total Comprehensive Income

1,551.53

266.0!

PERFORMANCE OF THE COMPANY

Our Company revenue from operations rose by 40.73 %
at Rs 17188.36 Lacs compared to Rs 12213.05 Lacs in
FY 2023-24. The Profit Before Tax (PBT) and Profit After
Tax (PAT) for the year 2024-25 are Rs 1984.63 Lacs and
Rs 1513.11 Lacs respectively, as against Rs 311.04 Lacs
and Rs 239.20 Lacs respectively during the previous year
ended 31st March, 2024.

With the improvement of economic conditions in these
markets, we anticipate further increase in sales volume and
profitability in the near future.

The Audited Financial Statements for the Financial
Year ended March 31, 2025, forming part of this Annual
Report, have been prepared in accordance with the Indian
Accounting Standard (hereinafter referred to as “Ind AS”)
prescribed under Section 133 of the Companies Act, 2013
(The 'Act') and other recognized accounting practices and
policies to the extent applicable. Necessary disclosures
with regard to Ind-AS reporting have been made under the
Notes to Financial Statements.

DIVIDEND

Your Company intends to conserve available resources to
invest in the growth of the business and pursue strategic
growth opportunities. Accordingly, your Directors do not
recommend any dividend for the year.

TRANSFER TO RESERVES

Your Company has not transferred any amount to the
General Reserves Account during the Financial Year 2024¬
25.

SUBSIDIARY, JOINT VENTURE (JV) AND ASSOCIATE
COMPANIES

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

MANAGEMENT DISCUSSION AND ANALYSIS REPORT

A detailed report on the Management Discussion and
Analysis in terms of the provisions of Regulation 34 of the
SEBI (Listing Obligations and Disclosure Requirements)
Regulations, 2015 is provided as a separate chapter in the
annual report.

MATERIAL CHANGES AND COMMITEMENT AFFECTING
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.

DEPOSITS

During the year under review, your Company has not
accepted any deposits within the meaning of Sections 73
and 74 of the Companies Act, 2013 read with Companies
(Acceptance of Deposits) Rules, 2014 (including any
statutory Modification(s) or re-enactment(s) for the time
being in force).

CREDIT RATINGS

During the year CRISIL Ratings has assigned the credit
ratings on bank facilities of the Company.

Total Bank Loan Facilities Rated

Rs. 72 Crore

Long Term Rating

CRISIL BB-/Stable
(assigned)

Short Term Rating

CRISIL A4 (assigned)

CORPORATE GOVERNANCE

The Company has taken the requisite steps to comply with
the recommendations concerning Corporate Governance.

A separate statement on Corporate Governance together
with a certificate from the practicing Company Secretary
regarding compliance of conditions of Corporate
Governance as stipulated under SEBI (Listing Obligations
and Disclosure Requirements) Regulations, 2015 forms
part of the Annual Report.

CHANGE IN THE NATURE OF BUSINESS, IF ANY

There was no change in the nature of business of the
Company during the Financial Year ended 31st March,
2025

DIRECTORS AND KEY MANAGERIAL PERSONNEL

Pursuant to Sections 149, 152 and other applicable
provisions of the Act, one-third of such Directors as are
liable to retire by rotation, shall retire every year and, if
eligible, offer themselves for re-appointment at every AGM.
Accordingly, Mr. Ketan Moolchand Shah (DIN:00312343),
Whole Time Director will retire by rotation at the ensuing
AGM, and being eligible, offers himself for re-appointment
in accordance with provisions of the Act.

During the year under review, Ms. Ushma Nitin Khabaria
(DIN: 06791342) completed her second term of five years
as an Independent Director of the Company and ceased to
hold office w.e.f 30th September, 2024.

The Company has appointed Ms. Indu Nagar (DIN:
09010427) as an Independent Director w.e.f 1st October,
2024, in place of Ms. Ushma Nitin Khabaria (DIN:
06791342), upon completion of her second term. The
appointment was approved by the Members at the Annual
General Meeting held on 28th September, 2024. The
appointment was made in accordance with the provisions
of Companies (Management and Administration) Rules,
2014 and SEBI (Listing Obligations and Disclosure
Requirements) Regulations, 2015.

The Board of Directors of the Company has, re-appointed
Mr Ketan M Shah as Whole Time Director designated as
Chief Executive officer and Chairman for a further period
five years with effect from 10.07.2025 to 09.07.2030 and
the same approved by the members in Extra Ordinary
General Meeting held on 21st June , 2025.

The Company has received necessary disclosures
and notices with respect to re-appointment of Directors
mentioned above.

The Company has received necessary declaration from all
the Independent Directors under Section 149(7) of the Act
and Regulation 25(8) of the Listing Regulations confirming

that they meet the criteria of independence as laid down
in Section 149(6) of the Act and Regulation 16(1)(b) of the
Listing Regulations.

The Company has also received from them, declaration of
compliance of Rule 6(1) & (2) of the Companies (Appointment
and Qualifications of Directors) Rules, 2014, regarding
online registration with the Indian Institute of Corporate
Affairs, Manesar, for inclusion/ renewal of name in the data
bank of Independent Directors. With regard to integrity,
expertise and experience (including the proficiency) of the
Independent Directors, the Board of Directors have taken
on record the declarations and confirmations submitted by
the Independent Directors and is of the opinion that they
are persons of integrity and possess relevant expertise
and experience and their continued association as Director
will be of immense benefit and in the best interest of the
Company. With regard to proficiency of the Independent
Directors, ascertained from the online proficiency self¬
assessment test conducted by the Institute, as notified
under Section 150(1) of the Act, the Board of Directors have
taken on record the information submitted by Independent
Directors that they have complied with the applicable laws.

A brief resume of the directors being re-appointed, the
nature of expertise in specific functional areas, names of
companies in which they hold directorships, committee
memberships/ chairmanships, their shareholding in the
Company, etc., have been furnished in the explanatory
statement to the notice of the ensuing AGM.

KEY MANAGERIAL PERSONNEL

The following are the Key Managerial Personnel of the
Company as on 31st March, 2025:

1. Mrs. Sangeeta K Shah: Managing Director

2. Mr. Avinash Hariharno: Chief Financial Officer

3. Mrs. Akanksha Kotwani: Company Secretary and
Compliance Officer of the Company

PERFORMANCE EVALUATION

Meeting the requirements of the statute and considering
Board Performance Evaluation as an important step
for a Board to transit to a higher level of performance,
the Nomination and Remuneration Committee has laid
down a comprehensive framework for carrying out the
evaluations prescribed in the Companies Act, 2013 and the
SEBI (Listing Obligations and Disclosure Requirements)
Regulations, 2015.

The framework was developed to give all Board members
an opportunity to evaluate and discuss the Board's
performance openly from multiple perspectives and
enhance governance practices within the Board. The
framework describes the evaluation coverage and the
process thereof.

A structured questionnaire each for evaluation was prepared
and a separate exercise was carried out to evaluate the
performance of individual Directors including the Chairman
of the Board.

The performance evaluation of the Independent Directors
was also carried by the entire Board. The performance
evaluation of the Chairman, Managing Director & Executive
Directors was carried out by the independent Directors
at its separate meeting held on 12th February, 2025. The
Directors expressed their satisfaction with the evaluation
process.

FAMILIARISATION PROGRAMME OF INDEPENDENT
DIRECTORS

The Company Conducts Familiarization Programme for
the Independent Directors to provide them an opportunity
to familiarize with the Company, its Management and
its operations so as to gain a clear understanding of
their roles, rights and responsibilities and contribute
significantly towards the growth of the Company. The
initiatives undertaken by the Company in this respect has
been disclosed on the website of the Company at www.
simplexcastings.com.

NOMINATION AND REMUNERATION POLICY

The remuneration paid to the Directors is in accordance
with the Nomination and Remuneration Policy formulated in
accordance with Section 178 of the Companies Act, 2013
and Regulation 19 of the Listing Regulations (including
any statutory modification(s) or re-enactment(s) for the
time being in force). The silent aspects covered in the
Nomination and Remuneration Policy has been outlined in
the Corporate Governance Report which forms part of this
report.

The Nomination and Remuneration Policy is accessed
through weblink at https://www.simplexcastings.com/public/
asset/docs/investor/code-of-conduct/policies/nomination-
renumeration-policy.pdf.

CRITERIA FOR DETERMINING QUALIFICATIONS,
POSITIVE ATTRIBUTES AND INDEPENDENCE OF A
DIRECTOR

In terms of the provisions of Section 178(3) of the Act
and Regulation 19 of the Listing Regulations, the NRC
has formulated the criteria for determining qualifications,
positive attributes and independence of Directors, the key
features of which are as follows:

• Qualifications - The Board nomination process
encourages diversity of thought, experience,
knowledge, age, and gender. It also ensures that the
Board has an appropriate blend of functional and
industry expertise.

• Positive Attributes - Apart from the duties of Directors
as prescribed in the Act, the Directors are expected
to demonstrate high standards of ethical behaviour,
communication skills, and independent judgment. The
Directors are also expected to abide by the respective
Code of Conduct as applicable to them.

• Independence - A Director will be considered
independent if he/she meets the criteria laid down in

Section 149(6) of the Act, the Rules framed thereunder
and Regulation 16(1)(b) of the Listing Regulations, as
amended from time to time.

PARTICULARS OF EMPLOYEES AND RELATED
DISCLOSURES

The information required under Section 197 of the
Companies Act, 2013 and Rule 5 (1) Companies
(Appointment and Remuneration of Managerial Personnel)
Rules, 2014 (including any statutory modification(s) or re-
enactment(s) thereof for the time being in force is set out in
the
Annexure-I to this report.

The Company does not have any employee, whose
particulars are required to be given pursuant to the
provisions of section 197 of the Companies Act, 2013 read
with Rule 5(2) & (3) of the Companies (Appointment and
Remuneration of Managerial Personnel) Rules, 2014.

The statement containing the names of top ten employees
in terms of remuneration drawn and the particulars
of employees as required under Section 197(12) of
the Companies Act, 2013 read with Rule 5(2) of the
aforementioned Rules will be made available on request
sent to the Company on cs@simplexcastings.com.

DIRECTOR'S RESPONSIBILITY STATEMENT

Pursuant to Section 134(3)(c) and Section 134(5) of the
Companies Act, 2013 (including any statutory modification's
or re-enactments thereof for the time being in force), the
Directors of the Company confirm that:

a. in the preparation of the annual accounts for the
financial year ended 31 st March, 2025, the applicable
Accounting Standards and Schedule III of the
Companies Act, 2013 have been followed and there
are no material departures from the same;

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 31st March, 2025 and of the profit and
loss of the Company for the financial year ended 31st
March, 2025;

c. 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. the Annual Accounts have been prepared on a going
concern basis;

e. proper internal financial controls laid down by the
Directors were followed by the Company and that such
internal financial controls are adequate and operating
effectively; and

f. proper systems to ensure compliance with the

provisions of all applicable laws were in place and that
such systems are adequate and operating effectively.

MEETING OF BOARD AND COMMITTEES

The details of the meetings of the Board of Directors and its
Committees, convened during the financial Year 2024-25
are given in the Corporate Governance Report which forms
a part of Annual Report.

SEPARATE MEETING OF THE INDEPENDENT
DIRECTORS

During the year under review, the Independent Directors
met on 12th February, 2025, without the attendance of Non¬
Independent Directors and members of the management,
inter alia, to discuss on the following:

• To review the performance of the Non-Independent
Directors and the Board as whole;

• Review the performance of the Chairperson of your
Company, taking into account views of Executive/Non-
Executive Directors; and

• Assess the quality, quantity and timeliness of flow of
information between your Company's management
and the Board that was necessary for the Board to
effectively and reasonably perform their duties.

All the Independent Directors of the Company attended the
separate Meeting of Independent Directors. Mr Champak K
Dedhia chaired the Meeting.

STATUTORY AUDITORS AND THEIR REPORT

Pursuant to the provisions of Section 139 of the Companies
Act, 2013 read with Companies (Audit and Auditors) Rules,
2014 as amended from time to time, the members at the 44th
Annual General Meeting held on September 28, 2024 had
approved the appointment of M/s Harsh Jain & Associates,
Chartered Accountants (Firm Registration No. 007639C),
as the Statutory Auditors of the Company for a period of
5 (five) consecutive years from the conclusion of the 44th
AGM till the conclusion of 49th AGM of the Company to be
held in the year 2029.

The Notes on financial statements referred to in the
Auditors' Report are self-explanatory and do not call for any
further comments.The Auditors have issued an unmodified
opinion on the Financial Statements, for the financial year
ended 31st March, 2025.

The Auditors have also confirmed that they have subjected
themselves to the peer review process of Institute of
Chartered Accountants of India (ICAI) and hold a valid
certificate issued by the Peer Review Board of the ICAI.

COST AUDITOR AND THEIR REPORT

Pursuant to the provisions of Section 148 of the Act read
with Companies (Cost Records and Audit) Rules 2014, M/s
Sashi Ranjan & Co (FRN : 103830) have been appointed
as Cost Auditors for the financial year 2025-26 to conduct

cost audit of the accounts maintained by the Company
in respect of the various products prescribed under the
applicable Cost Audit Rules. The remuneration of Cost
Auditors has been approved by the Board of Directors on
the recommendation of Audit Committee. The requisite
resolution for ratification of remuneration of Cost Auditors
by members of the Company has been set out in the Notice
of ensuing AGM.

Due to other professional commitments, M/s Arindam &
Associates, Cost Auditors who has done our last year audit
has expressed his unwillingness to be reappointed for the
FY 2025-26.

The Cost Auditors have certified that their appointment is
within the limits of Section 141(3)(g) of the Act and that they
are not disqualified from appointment within the meaning of
the said Act.

The Cost Audit Report for the financial year 2023-24,
issued by M/s Arindam & Associates, Cost Auditors, in
respect of the various products prescribed under Cost Audit
Rules was filed with the Ministry of Corporate Affairs on 9th
October , 2024.

There were no observations (including any qualification,
reservation, adverse remark, or disclaimer) of the Cost
Auditors in the Report issued by them for the financial year
2023-24 which call for any explanation/comment from the
Board of Directors.

INTERNAL AUDITOR

Pursuant to the provisions of section 138 and rules made
there under, the Board on recommendation of Audit
Committee, in the Board Meeting held on 30th May, 2025
has reappointed M/s M D N & Associates, as internal
auditor of the Company for the FY 2025-26.

SECRETARIAL AUDITOR AND THEIR REPORT

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 has reappointed M/s Meena Naidu & Associates,
Company Secretaries, (Membership no. A28193, CP No.
23853) to undertake the Secretarial Audit of the Company
for the Financial Year 2024-25.

The Secretarial Audit Report for the financial year ended
31st March, 2025 is annexed herewith as
Annexure II to
this report.

The Secretarial Audit Report does not contain any
qualification, reservation or adverse remark therefore, no
details are required to be disclosed.

Pursuant to provisions of Regulations 24A and 36 of the
Listing Regulations and the provisions of Section 204
and other applicable provisions, if any, of the Companies
Act, 2013 and Rules framed thereunder, M/s Meena
Naidu & Associates, Company Secretaries, (Membership
no. A28193, CP No. 23853) have been proposed to
be appointed as Secretarial Auditor of the Company to

conduct secretarial audit of the Company for a term o
five consecutive years with effect from April 01, 2025 unti
March 31, 2030.

She has confirmed that She is peer reviewed company
secretary and hold a valid certificate of peer review issued
by the Institute of Company Secretaries of India. She has
also confirmed that She is not disqualified and is eligible foi
the said appointment.

DETAILS IN RESPECT OF FRAUDS REPORTED
BY AUDITORS OTHER THAN THOSE WHICH ARE
REPORTABLE TO THE CENTRAL GOVERNMENT

The Statutory Auditors, Cost Auditor or Secretarial Auditoi
of the Company have not reported any frauds to the Audi'
Committee or to the Board of Directors under Section
143(12) of the Companies Act, 2013, including rules made
thereunder.

EXTRACT OF ANNUAL RETURN

Pursuant to Section 134(3)(a) and Section 92(3) of the Ac
read with Companies (Management and Administration)
Rules, 2014, the Annual Return of the Company in Form
MGT-7 has been placed on the Company's website
and can be accessed at the following link: https://www
simplexcastings.com/investor/shareholders.

DISCLOSURE ON COST RECORDS

Pursuant to provisions of Section 134 of the Act read with
Rule 8(5)(ix) of the Companies (Accounts) Rules, 2014 it is
confirmed that maintenance of cost records as specified by
the Central Government under sub-section (1) of sectior
148 of the Act, is required by the Company and accordingly
such accounts and records are made and maintained.

RELATED PARTY TRANSACTIONS

All Related Party Transactions (RPTs) entered into by
the Company during the year under review were on an
arms' length basis and in the ordinary course of business
These RPTs did not attract provisions of Section 188 o
the Companies Act, 2013 and were also not material RPTs
under Regulation 23 of the Listing Regulations. Given tha
the Company does not have anything to report pursuan
to Section 134(3)(h) of the Act read with Rule 8(2) of the
Companies (Accounts) Rules, 2014 in Form No. AOC-
2, therefore the same is not provided. All related party
transactions are approved by the Audit Committee and are
periodically reported to the Audit Committee. Prior approva
of the Audit Committee was obtained on a periodic basis foi
the transactions which were planned and / or repetitive ir
nature and omnibus approvals were also taken as per the
policy laid down for unforeseen transactions.

The Policy on Related Party Transactions as approvec
by the Board of Directors is available on the Company's
website and accessed through weblink at https://www
simplexcastings.com/public/asset/docs/investor/code-of-
conduct/policies/RPT_POLICY.pdf.

The details of the transactions with related parties during
FY 2024-25 are provided in the accompanying financial
statements.

The transactions with person or entity belonging to the
promoter/ promoter group which hold(s) 10% or more
shareholding in the Company has been disclosed in the
accompanying financial statements.

PARTICULARS OF LOANS, GUARANTEES OR
INVESTMENTS

Details of loans, guarantees and investments under
the provisions of Section 186 of the Act read with the
Companies (Meetings of Board and its Powers) Rules,
2014, as on 31st March, 2025, are set out in Notes to the
Financial Statements of the Company.

SHARE CAPITAL

The Authorised Share Capital of your Company is Rs
10,00,00,000/- consisting of 1,00,00,000 Equity Shares of
the Face Value of Rs 10/- each.

The paid-up Equity Share Capital of your Company as on
March 31, 2025 stood at Rs 7,19,82,810/- consisting of
71,98,281 Equity Shares of the Face Value of Rs 10.00
each, fully paid-up.

On 24th April , 2024 , the Company has allotted 760521
Equity shares to Non promoters pursuant to the consent
of the members of the Company received by Special
Resolution passed in their Extra Ordinary General Meeting
held on 21st March, 2024 and in-principle approval received
from BSE Ltd. vide their letters dated 15th April, 2024.

On 7th June , 2024, the company has allotted 306560 equity
shares upon conversion of warrants to Mr Ketan M Shah,
Promoter.

Your Company has not issued equity shares with differential
rights as to dividend, voting or otherwise; and does not
have any ESOP Scheme for its employees/Directors. As on
March 31,2025, none of the Directors of the Company hold
instruments convertible into Equity Shares of the Company.

LISTING OF SHARES

The Company Securities are listed on Bombay Stock
Exchange and Calcutta Stock Exchange.

The Board of Directors in their meeting on 12th November,
2022 has approved the Delisting of the equity shares
of the Company from The Calcutta Stock Exchange Ltd.
(CSE) only in terms of Regulation 5 & 6 of the Securities
and Exchange Board of India (Delisting of Equity Shares)
Regulations 2021. The Company has filed the delisting
application before Calcutta Stock Exchange but Calcutta
Stock Exchange has suspended the Company with effect
from 5th April, 2023.

RISK MANAGEMENT

The Company has in place comprehensive risk assessment
and minimization procedures, which are reviewed by the
Board periodically. The Company has been addressing
various risks impacting the Company.

DISCLOSURE ON AUDIT COMMITTEE

The Audit Committee as on 31st March, 2025 comprises of
the following Independent Directors:

Mr. Champak K Dedhia (Chairman), Ms. Indu Nagar and
Mr. Shailesh Jain as Members.

The Board has accepted all recommendations made by the
Audit Committee during the year.

VIGIL MECHANISM

A Vigil Mechanism Policy for Directors and employees
of the Company is constituted, to provide a mechanism
which ensures adequate safeguards to employees and
Directors from any victimization on rising of concerns of any
violations of legal or regulatory requirements, incorrect or
misrepresentation of any, financial statements and reports,
etc.

All employees of the Company have access to the Chairman
of the Audit Committee in case they want to report any
concern. The Policy on Vigil Mechanism is available on
your Company website.

During the year under review, the Company has not
received any complaints under the Mechanism.

CORPORATE SOCIAL RESPONSIBILITY:

The CSR Committee has formulated a CSR policy of the
Company for undertaking the activities as specified in
Schedule VII to the Companies Act, 2013. A copy of the
CSR Policy has been posted on the website of the company
at www.simplexcastings com and the weblink
http://www.
simplexcastings.com/investors/code-of-conduct/docs/
policies/Corporate Social Responsibility Policv.pdf
.

The Composition of the CSR Committee:

Mr Champak K Dedhia (Chairman)

Mr Ketan M Shah (Member)

Mrs Sangeeta Ketan Shah (Member)

The Annual Report on Corporate Social Responsibility
activities during the year are set out in
Annexure III of this
Report in the format prescribed in the Companies

(Corporate Social Responsibility Policy) Rules, 2014.

CONSERVATION OF ENERGY, TECHNOLOGY
ABSORPTION AND FOREIGN EXCHANGE EARNINGS
AND OUTGO

Information on conservation of energy, technology
absorption, foreign exchange earnings and outgo required
to be given pursuant to Section 134(3) (m) of the Companies
Act, 2013 read with Rule 8 of the Companies (Accounts)

Rules, 2014 is annexed herewith as Annexure - IV to this
report.

INTERNAL FINANCIAL CONTROL

Internal Financial Controls are an integrated part of the risk
management process, addressing financial and financial
reporting risks. The internal financial controls have been
documented, digitized and embedded in the business
processes.

Assurance on the effectiveness of internal financial controls
is obtained through management reviews, control self¬
assessment, continuous monitoring by functional experts
as well as testing of the internal financial control systems
by the internal auditors during the course of their audits. We
believe that these systems provide reasonable assurance
that our internal financial controls are designed effectively
and are operating as intended.

SIGNIFICANT AND MATERIAL ORDERS PASSED BY
THE REGULATORS / COURTS

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

INVESTOR EDUCATION AND PROTECTION FUND
(IEPF)

Pursuant to the provisions of Section 125 of the Companies
Act, 2013, the outstanding amount of dividend which
remained unpaid or unclaimed for a period of seven years
and shares whose dividend was unpaid/unclaimed for
seven consecutive years have been transferred by the
Company, from time to time on due dates, to the Investor
Education and Protection Fund.

Pursuant to the provisions of Investor Education and
Protection Fund (Uploading of information regarding unpaid
and unclaimed amounts lying with companies) Rules,
2012, the Company has uploaded the details of unpaid
and unclaimed amounts lying with the Company, as on 28th
September 2024 (date of last Annual General Meeting) on
the Company's website at www.simplexcastings.com and
on the website of the Ministry of Corporate Affairs.

Any person, whose unclaimed or unpaid amount has been
transferred by the Company to IEPF may claim their refunds
to the IEPF authority. For claiming such amount, claimant
needs to file form IEPF-5 along with requisite documents.
The detailed procedure for claiming shares and Dividend
Amount has been uploaded on the Website of the Company
at www.simplexcastings.com and also available on the
website of IEPF (www.iepf.gov.in).

The Nodal Officer for the purpose of IEPF is Company
Secretary and the website address is www.simplexcastings.
com.

HUMAN RESOURCE AND INDUSTRIAL RELATIONS

Your Company believes that its employees are one of the
most valuable assets of the Company. During the year
under review, the Company organised various training
programs at all level to enhance skill of the employees.
The employees are deeply committed to the growth of the
Company.

DETAILS OF DIFFERENCES BETWEEN AMOUNT OF
THE VALUATION DONE AT THE TIME OF ONE TIME
SETTLEMENT AND THE VALUATION DONE WHILE
TAKING LOAN FROM THE BANKS OR FINANCIAL
INSTITUTIONS ALONG WITH THE REASON THEREOF:

Your Company has not made any one time settlement with
any of its lenders.

DETAILS OF APPLICATIONS MADE OR ANY
PROCEDDINGS PENDING UNDER THE INSOLVENCY
AND BANKRUPTCY 2016:

No application pending under Insolvency and Bankruptcy
Act 2016.

COMPLIANCE OF SECRETARIAL STANDARD:

Your Company have complied with all Secretarial Standards
issued by the Institute of Company Secretaries of India
(ICSI) and approved by Central Government from time to
time.

DISCLOSURE UNDER SEXUAL HARASSMENT
OF WOMEN AT THE WORKPLACE (PREVENTION,
PROHIBITION & REDRESSAL) ACT, 2013

The Company has adopted zero tolerance for sexual
harassment at the workplace and has formulated a
policy on prevention, prohibition, and redressal of sexual
harassment at the workplace in line with the provisions
of the Sexual Harassment of Women at Workplace
(Prevention, Prohibition and Redressal) Act, 2013 and the
rules thereunder for prevention and redressal of complaints
of sexual harassment at workplace. Awareness programs
were conducted at various locations of the Company.

The Company has complied with provisions relating
to the constitution of the Internal Committee under the
Sexual Harassment of Women at Workplace (Prevention,
Prohibition and Redressal) Act, 2013. There were no
complaints relating to sexual harassment, pending at the
beginning of financial year, received during the year and
pending as on the end of the Financial Year 2024-25.

ACKNOWLEDGEMENT

The Board of Directors would like to express their sincere
appreciation for the assistance and co-operation received
from the financial institutions, banks, Government
authorities, customers, vendors and members during the
year under review. The Board of Directors also wish to place
on record its deep sense of appreciation for the committed
services by the Company's executives, staff and workers.

For and on behalf of the Board of Directors

Ketan M Shah Sangeeta K Shah

Chairman Managing Director

DIN:00312343 DIN:05322039

Place: Bhilai

Date: 04.08.2025