Your Directors have pleasure in presenting this Seventy Seventh Board's Report on the affairs of the Company
together with the Audited Financial Statements for the year ended on 31^st March, 2024.

I. FINANCIAL SUMMARY OR HIGHLIGHTS (All amounts in INR Lakhs, unless otherwise stated)

II. OPERATIONS :

The Company could not achieve any turnover during the year under review as in the case of the previous
year. Net Profit/(Loss) of the Company during the year amounted to Rs. (5.00) Lakhs compared to net
profit/(loss) of Rs. (537.31) Lakhs rupees incurred in the previous year.

III. CHANGE IN CAPITAL STRUCTURE :

There were no changes in capital structure
during the year under review.

IV. TRANSFER TO RESERVES :

The Company has not transferred any amount
to general reserves.

V. SIGNIFICANT AND MATERIAL ORDERS
PASSED BY THE REGULATORS OR
COURTS OR TRIBUNALS IMPACTING THE
GOING CONCERN STATUS AND
COMPANY'S OPERATIONS IN FUTURE :

During the year under review there has been no
such significant and material orders passed by
the regulators or courts or tribunals impacting
the going concern status and company's
operations in future.

VI. SUBSIDIARY/JOINT VENTURES/

ASSOCIATE COMPANY :

As on March 31, 2024, the Company does not
have any Subsidiary/Joint Ventures/ Associate
Company.

VII. ADEQUACY OF INTERNAL FINANCIAL
CONTROLS WITH REFERENCE TO THE
FINANCIAL STATEMENTS.

The Company has in place an established
control system designed to ensure proper
recording of financial and operational
information and compliance with various
internal controls and other regulatory and
statutory compliances.

The Company has, in all material respects, an
adequate internal financial controls system
with reference to Financial Statements and such
internal financial controls with reference to
Financial Statements were operating effectively
as at 31^st March, 2024 based on the internal
financial controls with respect to Financial
Statements criteria established by the Company
considering the essential components of
internal control stated in the Guidance Note on
Audit of Internal Financial Controls Over
Financial Reporting issued by the ICAI.

VIII. CHANGE IN THE NATURE OF BUSINESS:

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

IX. DETAILS OF DIRECTORS OR KEY
MANAGERIAL PERSONNEL WHO WERE
APPOINTED OR HAVE RESIGNED :

During the year under review, following are the
changes in the structure of the Management :

♦ As per the provisions of the Companies Act,
2013 and the Articles of Association of the
Company Mr. Hiren Umedray Sanghavi was re¬
appointed as General Manager w.e.f. from
22.04.2024 for a period of one year.

♦ Mr. Mahendra Parekh, Company Secretary of
the Company resigned from the services of the
Company with effect from 01st January, 2024
and Mr. Hiren Umedray Sanghavi was
appointed as a Company Secretary of the
Company on the same date in his place.

At the ensuing Annual General Meeting:

♦ As per the provisions of the Companies Act,
2013 and the Articles of Association of the
Company, Mr. Pradip Bhar (DIN: 01039198),
eligible for retirement by rotation, has offered
himself for re-appointment.

♦ As per the provisions of the Companies Act,
2013 and the Articles of Association of the
Company Mr. Hiren Umedray Sanghavi has
been proposed for the reappointment as
General Manager.

♦ As ions of Section 149, 150, 152 read

with Schedule IV and other applicable
provisions of the Companies Act, 2013 Mr.
Gaurang Shashikant Ajmera (DIN: 00798218)
who is liable to retire on 30th July, 2025 is
proposed to be re-appointed as Independent
Director for a further term of five years w.e.f. 31st
July, 2025.

X. AUDITORS :

STATUTORY AUDITORS AND THEIR REPORT :

M/s. V Singhi & Associates, Chartered Accountants,
having registration number FRN No. 311017E
were re-appointed as Statutory Auditors of your
Company at the 75th Annual General Meeting for a
further term of five consecutive years till the
conclusion of 80th Annual General Meeting.

The Auditors have given their Eligibility Certificate to
continue to act as Auditors of the Company. The
statutory auditors have also confirmed that they hold
a valid certificate issued by the "Peer Review Board"
of The Institute of Chartered Accountants of India.

The Report given by the Auditors on the
financial statements of the Company is part of
the Annual Report.

SECRETARIAL AUDITORS AND THEIR
REPORT:

The Board has appointed M/ s. R. N. Shah &
Associates, Company Secretaries in Whole-time
Practice, to carry out Secretarial Audit under the
provisions of section 204 of the Companies Act,
2013 for the financial year 2023-24. The report of
the Secretarial Auditor is annexed to this report
as Annexure C. The reports does not contain any
observations.

INTERNAL AUDITOR

M/s. Jignesh Raithatha & Associates, Chartered
Accountants were appointed as Internal
Auditors of the Company by passing Board
Resolution at the Board Meeting held on 13th
February, 2023. The scope of work and
authority of the Internal Auditors is as per the
terms of reference approved by Audit
Committee. The Internal Auditors monitors and
evaluates the efficiency and adequacy of
internal control system in the Company, its
compliance with operating systems, accounting
procedures and policies of the Company.
Significant audit observation and
recommendations along with corrective actions
thereon are presented to the Audit Committee of
the Board.

XI. DEPOSITS :

The Company has not invited/ accepted any
deposits from the public during the year ended
March 31, 2024.

XII. CORPORATE SOCIAL RESPONSIBILITY :

The Company is not required to constitute a
Corporate Social Responsibility Committees as it
does not fall within purview of Section 135(1) of
the Companies Act, 2013. Hence it is not required
to formulate policy on corporate social
responsibility and provide annual report on CSR.

XIII. EXTRACT OF ANNUAL RETURN :

Pursuant to amendments in Sections 92, 134(3)
of the Act and Rule 12 of the Companies
(Management and Administration) Rules, 2014,
requirement of the extract of Annual Return in
Form MGT-9 is dispensed with.

Copy of the annual return will be made
available on the website of the Company.

URL: www.standardbatteries.co.in

XIV. (I) NUMBER OF MEETINGS OF THE BOARD :

During the Financial Year (FY) 2023-24,
the Board of Directors met 5 (Five) times
viz. on 30^th May, 2023, 14^th August, 2023,
10^th November, 2023, 22^nd December, 2023
& 14^th February, 2024.

Further, the status of attendance of Board
Meeting by each of Director is as follows:

Further, the status of attendance of Board
Meeting by each of Director is as follows :

(II) NUMBER OF MEETINGS OF THE
COMMITEES :

(i) AUDIT COMMITTEE:

As on 31.03.2024, Audit Committee
comprises of following Directors:

• Mr. Gaurang S. Ajmera, Chairman

• Mr. Pradip Bhar, Member

• Mr. Ratan Kishore Bhagania, Member

• Ms. Kavita Biyani, Member

During the Financial Year 2023-24, the
audit committee met 4 times viz. 30th May,
2023, 14th August, 2023, 10th November,
2023 & 14 th February, 2024.

(ii) NOMINATION AND REMUNERATION
COMMITTEE :

As on 31.03.2024, Nomination and
Remuneration Committee comprises of
following Directors :

• Mr. Gaurang S. Ajmera, Chairman

• Mr. Pradip Bhar, Member

• Mr. Ratan Kishore Bhagania, Member

During the Financial Year 2023-24, the
Nomination and Remuneration committee
met 4 times viz. 30th May 2023, 10th
November, 2023, 22nd December, 2023 &
14th February, 2024.

(iii) STAKEHOLDERS RELATIONSHIP
COMMITTEE :

As on 31.03.2024, Stakeholders
Relationship comprises of following
Directors :

• Mr. Gaurang S. Ajmera, Chairman

• Mr. Pradip Bhar, Member

• Mr. Ratan Kishore Bhagania, Member

During the Financial Year 2023-24, the
Stakeholders Relationship committee met
1 time viz. 14 th February, 2024.

XV. DIRECTORS' RESPONSIBILITY
STATEMENT :

Pursuant to the requirement under Section
134(3) (c) of the Companies Act, 2013 with

respect to Directors' Responsibility Statement,
it is hereby confirmed that :

(i) in the preparation of the annual accounts
for the financial year ended 31st March,
2024, the applicable accounting standards
had been followed along with proper
explanation relating to material departures;

(ii) 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 as at March 31, 2024 and of
the profit and loss of the company for that
period;

(iii) 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;

(iv) the Directors had prepared the annual
accounts on a going concern basis;

(v) the Directors had laid down internal
financial controls to be followed by the
company and that such internal financial
controls are adequate and were operating
effectively;

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

XVI A STATEMENT ON DECLARATION GIVEN
BY INDEPENDENT DIRECTORS UNDER
SUB-SECTION (6) OF SECTION 149;

All Independent Directors have given
declarations that they meet the criteria of
Independence as laid down under Section
149(6) of the Companies Act, 2013 and
provisions of the SEBI (Listing Obligations and
Disclosure Requirements) Regulations, 2015.

XVII OPINION OF THE BOARD WITH REGARD TO
INTEGRITY, EXPERTISE AND

EXPERIENCE (INCLUDING THE PROFICIENCY)
OF THE INDEPENDENT DIRECTORS
APPOINTED DURING THE YEAR :

In the opinion of the Board, the Independent
Directors possess the requisite expertise and
experience and are persons of high integrity
and repute. They fulfill the conditions specified
in the CompaniesAct, 2013 ('the Act') as well as
the Rules made thereunder and are indepen
dent of the management.

♦ INDEPENDENT DIRECTORS DECLARATION :

Every Independent Director, at the first meeting
of the Board after their appointment and
thereafter at the first meeting of the Board in
every financial year or whenever there is any
change in the circumstances which may affect
his status as an independent director, is
required to provide a declaration that he/she
meets the criteria of independence as provided
in Section 149(6) of the Act and Regulation
16(1)(b) of the Listing Regulations.

In accordance with the above, each Independent
Director has given a written declaration to the
Company confirming that he/she meets the
criteria of independence under Section 149(6)
of the Act and Regulation 16(1)(b) of the Listing
Regulations, and that they have complied with
the Code of Conduct as specified in Schedule IV
to the Act.

In the opinion of the Board, all the Independent
Directors fulfill the criteria of independence as
provided under the Act, Rules made thereunder,
read with the Listing

Regulations and are independent of the
management and possess requisite
qualifications, experience, and expertise and
hold highest standards of integrity to
discharge the assigned duties and
responsibilities as mandated by Act and
Listing Regulations diligently. Disclosure
regarding the skills/expertise/competence
possessed by the Directors is given in detail in
the Report on Corporate Governance forming
part of this Annual Report.

The Company has taken requisite steps for
inclusion of the names of all Independent
Directors in the databank maintained with the
Indian Institute of Corporate Affairs, ("IICA").
Accordingly, the Independent Directors of the
Company have registered themselves with the
IICA for the said purpose. In terms of Section
150 of the Act read with Rule 6(4) of the
Companies (Appointment & Qualification of
Directors) Rules, 2014, Out of three Independent
Directors of the Company, all the three (3)
Independent Director were exempted by Indian
Institute of Corporate Affair (IICA) from
appearing Online Proficiency Self-Assessment
Test, as they have fulfilled the conditions for
seeking exemption from appearing for the
Online Proficiency Self-Assessment Test.

XVIII COMPANY'S POLICY ON DIRECTORS'

APPOINTMENT AND REMUNERATION
INCLUDING CRITERIA FOR

DETERMINING QUALIFICATIONS,
POSITIVE ATTRIBUTES, INDEPENDENCE
OF A DIRECTOR AND OTHER MATTERS
PROVIDED UNDER SUB-SECTION (3) OF
SECTION 178;

The Policy of the Company on Directors'
appointment and remuneration including
criteria for determining qualifications, positive
attributes, independence of a Director and
other matters provided under sub-section (3) of
section 178, is appended as Annexure A to this
Report.

XIX PARTICULARS OF LOANS, GUARANTEES
OR INVESTMENTS UNDER SECTION 186:

Details of Loans, Guarantees and Investments
covered under the provisions of Section 186 of
the Companies Act, 2013 and Schedule V of the
Securities and Exchange Board of India
(Listing Obligations and Disclosure
Requirements) regulations, 2015 are given in
the notes to the Financial Statements.

XX RELATED PARTY TRANSACTIONS :

Particulars of contracts or arrangements
with related parties are referred to in sub¬
section (1) of Section 188 in the form AOC-2
[clause (h) of sub-section (3) of Section 134 of
the Act and Rule 8(2) of the Companies
(Accounts) Rules, 2014] :

All related party transactions that were entered
into during the financial year were on an arm's
length basis and were in the ordinary course of
business. All Related Party Transactions are
placed before the Audit Committee. Prior
omnibus approval of the Audit Committee is
obtained for related party transactions
wherever required and the transactions
entered into pursuant to the omnibus approval
so granted are placed before the Audit
Committee for reviewing on a quarterly basis.

The policy on Related Party Transactions as
approved by the Board is uploaded on the
Company's website

www.standardbatteries.co.in. None of the
Directors has any pecuniary relationships or
transactions vis-a-vis the Company.

The particulars of contracts or arrangements
with related parties referred to in sub-section
(1) of section 188 in the form AOC-2 is annexed
herewith as Annexure B to this report.

XXI DIVIDEND

Your Directors regret their inability to
recommend any Dividend for the year under
review.

XXII TAXATION MATTERS

Notes forming part of the Financial Statements
for the year ended 31^st March, 2024 explains the
position of the Company for pending Taxation
matters.

XXIII MATERIAL CHANGES BETWEEN THE
DATE OF THE BOARD REPORT AND END
OF FINANCIAL YEAR.

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 the report.

XXIV THE CONSERVATION OF ENERGY,
TECHNOLOGY ABSORPTION, FOREIGN
EXCHANGE EARNINGS AND OUTGO, IN
SUCH MANNER AS MAY BE PRESCRIBED.

Since the Company has sold its Industrial
undertakings to Exide Industries Ltd., effective
February, 1998, information on conservation of

energy, technology absorption, are no more
relevant. There was no foreign exchange
earnings and outgo stipulated under Section
134(3) (m) of the Companies Act, 2013 read
with Rule, 8 of The Companies (Accounts)
Rules, 2014.

XXV STATEMENT INDICATING

DEVELOPMENT AND IMPLEMENTATION
OF A RISK MANAGEMENT POLICY FOR
THE COMPANY INCLUDING

IDENTIFICATION THEREIN OF ELEMENTS
OF RISK, IF ANY, WHICH IN THE OPINION
OF THE BOARD MAY THREATEN THE
EXISTENCE OF THE COMPANY.

The Company has in place a mechanism to
identify, assess, monitor and mitigate various
risks to key business objectives. Major risks
identified by the businesses and functions are
systematically addressed through mitigating
actions on a continuing basis. These are
discussed at the meetings of the Audit
Committee and the Board of Directors of the
Company.

The Company's internal control systems are
commensurate with the nature of its business
and the size and complexity of its operations.
These are routinely tested and certified by
Statutory as well as Internal Auditors.

XXVI STATEMENT INDICATING THE MANNER
IN WHICH FORMAL ANNUAL
EVALUATION HAS BEEN MADE BY THE
BOARD OF ITS OWN PERFORMANCE AND
THAT OF ITS COMMITTEES AND
INDIVIDUAL DIRECTORS

In compliance with the Sections 134 and 178 of
the Companies Act read with Regulations 17
and 19 of the Listing Regulations, the
performance evaluation of the Board and its
Committees were carried out during the year
under review.

The formal annual evaluation has been done by
the Board of its own performance and that of its
Committee and individual Directors on the
basis of evaluation criteria specified in the
Nomination and Remuneration policy of the
Company. A member of the Board/Committee
did not participate in the discussion of his/her
evaluation.

XXVII DETAILS IN RESPECT OF FRAUDS
REPORTED BY AUDITORS UNDER SUB¬
SECTION (12) OF SECTION 143 OTHER
THAN THOSE WHICH ARE REPORTABLE
TO THE CENTRAL GOVERNMENT :

There are no frauds reported by Auditors under
Section 143 (12) of the Companies Act, 2013.

XXVIII MAINTENANCE OF COST RECORDS AS
SPECIFIED BY THE CENTRAL
GOVERNMENT UNDER SUB-SECTION (1)
OF SECTION 148 OF THE COMPANIES
ACT, 2013.

Company is not required to maintain such
records and accordingly such accounts and
records are not made and maintained.

XXIX CONSTITUTION OF INTERNAL

COMPLAINTS COMMITTEE, OBLIGATION
OF COMPANY UNDER THE SEXUAL
HARASSMENT OF WOMEN AT
WORKPLACE (PREVENTION,

PROHIBITION AND REDRESSAL) ACT,
2013 AND AS PER RULE 8(5) (X) :

In order to prevent sexual harassment of
women at work place the Company has
adopted a policy for prevention of Sexual
Harassment of Women at workplace and has
set up Internal Complaints Committee for
implementation of said policy under the Sexual
Harassment of Women at Workplace
(Prevention, Prohibition and Redressal) Act,
2013 and during the year Company has not
received any complaint of such harassment.

XXX COMPLIANCE WITH SECRETARIAL
STANDARDS ON BOARD MEETINGS
AND GENERAL MEETINGS :

The Company has complied with Secretarial
Standards 1 and 2 issued by the Institute of
Company Secretaries of India on Board
Meetings and General Meetings.

XXXI DISCLOSURE PURSUANT TO SECTION
197(12) OF THE COMPANIES ACT, 2013
READ WITH RULE 5 OF THE COMPANIES
(APPOINTMENT AND REMUNERATION OF
MANAGERIAL PERSONNEL) RULES, 2014.

*Appointed as Company Secretary in addition to position of
Manager w.e.f from 01.01.2024

None of the employees has received remuneration exceeding
the limit as stated in rule 5(2) of the Companies (Appointment
and Remuneration of Managerial Personnel) Rules, 2014.

XXXII VIGIL MECHANISM/WHISTLE BLOWER
POLICY:

The Company has established a Vigil
Mechanism/ Whistle Blower Policy for
Directors and employees to report their
genuine concerns.

XXXIII DEMATERIALIZATION:

88.43 % of the shares of the Company are in
dematerialized form. Your Directors request all
the members who have not yet got their holding
dematerialized to do so to enable easy trading
of the shares as the shares of the Company are
compulsorily traded in dematerialized form.

XXXIV FOLLOWING DETAILS ARE ALSO

AVAILABLE ON THE WEBSITE OF THE
COMPANY I.E ON

WWW.STANDARDBATTERIES.CO.IN:

♦ Policy for determination of Materiality

♦ Policy on Related Party Transaction.

♦ All Disclosures under Regulation 30 of SEBI
(Listing Obligations and Disclosure
Requirements), 2015

♦ Shareholding Pattern

♦ Financial Results

♦ Annual Reports

♦ Information to be disseminated as per
Regulation 46 of SEBI (Listing Obligations and
Disclosure Requirements), 2015.

XXXV MANAGEMENT DISCUSSION AND
ANALYSIS REPORT:

In terms of the provisions of Regulation 34
(2) (e) and Schedule V (as amended) of the
SEBI (Listing Obligations and Disclosure
Requirements) Regulations, 2015, the
Management's discussion and analysis are
as follows:

CAUTIONARY STATEMENT

Statement made in this report describing the
Company's objectives, projection, estimates
and expectations may be "forward looking
statements" within the meaning of applicable
laws and regulations. Actual results may differ
materially from those expressed or implied.
Important factors that could make a difference
to the Company's operations include economic
conditions affecting the Markets in which
company operates; changes in the Government

regulations; tax laws and other statutes and
incidental factors.

♦ INDUSTRY STRUCTURE AND
DEVELOPMENT

Changing economic and business conditions
and rapid growth of Business Environment
are creating an increasingly competitive
market environment that is driving
corporations to transform their operations.
Companies are focusing on their core
competencies and service providers to
adequately address these needs. The role of
technology has evolved from supporting
corporations to transforming their business.

♦ OPPORTUNITIES AND THREATS

The performance of market in India has a direct
correlation with the prospect of economic
growth and political stability. Though the
growth projections for F.Y. 2023-24 appear
reassuring, there are certain downside risks
such as pace and shape of global recovery,
effect of withdrawal offiscal stimulus and
hardening of commodity prices.
Accommodative monetary policies in
advanced economies, coupled with better
growth prospects in Emerging Markets (EMs)
including India, are expected to trigger large
capital inflows in EMs which in turn could
lead to inflationary pressures and asset price
bubble. Our business performance may also
be impacted by increased competition from
local and global players operating in India,
regulatory changes and attrition of employees.
With growing presence of players offering
advisory service coupled with provision of
funds for the clients' needs, we would face
competition of unequal proportion. We
continuously tackle this situation by providing
increasingly superior customized services. In
financial services business, effective risk
management has become very crucial. Your
Company is exposed to credit risk, liquidity
risk and interest rate risks. Your Company has
in place suitable mechanisms to effectively
reduce such risks. All these risks are
continuously analysed and reviewed at
various levels of management through an
effective information system. The Company is
having excellent Board of Directors who are
experts in the financial sector, and are helping
the Company in making good investment.

♦ SEGMENT-WISE OR PRODUCT WISE
PERFORMANCE:

The Company has only one segment of
operation which is trading in steel products.

♦ OUTLOOK AND FUTURE PROSPECTS:

Competition continues to be intense, as the
Indian and foreign banks have entered the
retail lending business in a big way, thereby
exerting pressure on margins. The erstwhile
providers of funds have now become
competitors. Company can sustain in this
competitive environment only through
optimization of funding costs, identification
of potential business areas, widening
geographical reach, and use of technology, cost
efficiencies, strict credit monitoring and raising
the level of customer service.

♦ RISKS & CONCERNS

In today's complex business environment,
almost every business decision requires
executives and managers to balance risk and
reward. Effective risk management is therefore
critical to an organization's success.
Globalization, with increasing integration of
markets, newer and more complex products &
transactions and an increasingly stringent
regulatory framework has exposed
organizations to newer risks. As a result,
today's operating environment demands a
rigorous and integrated approach to risk
management. Timely and effective risk
management is of prime importance to our
continued success. Increased competition and
market volatility has enhanced the importance
of risk management. The sustainability of the
business is derived from the following:

(i) Identification of the diverse risks faced by the
company.

(ii) The evolution of appropriate systems and
processes to measure and monitor them.

(iii) Risk management through appropriate
mitigation strategies within the policy
framework.

(iv) Monitoring the progress of the implementation
of such strategies and subjecting them to
periodical audit and review.

(v) Reporting these risk mitigation results to the
appropriate managerial levels.

♦ INTERNAL CONTROL SYSTEMS AND
THEIR ADEQUENCY

Your Company has an effective system of
accounting and administrative controls
supported by an internal audit system with
proper and adequate system of internal check
and controls to ensure safety and proper
recording of all assets of the Company and
their proper and authorised utilization. As
part of the effort to evaluate the effectiveness
of the internal control systems, your
Company's internal audit department reviews
all the control measures on a periodic basis
and recommends improvements, wherever
appropriate. The internal audit department is
manned by highly qualified and experienced
personnel and reports directly to the Audit
Committee of the Board. The Audit Committee
regularly reviews the audit findings. An
Information Security Assurance Service is also
provided by independent external
professionals. Based on their
recommendations, the Company has
implemented a number of control measures
both in operational and accounting related
areas, apart from security related measures.

The Company has, in all material respects,
anadequate internal financial controls system
with reference to Financial Statements and
such internal financial controls with reference
to Financial Statements were operating
effectively as at 31st March, 2024 based on the
internal financial controls with respect to
Financial Statements criteria established by
the Company considering the essential
components of internal control stated in the
Guidance Note on Audit of Internal Financial
Controls Over Financial Reporting issued by
the ICAI.

♦ MATERIAL DEVELOPMENTS IN HUMAN
RESOURCES / INDUSTRIAL RELATIONS
FRONT, INCLUDING NUMBER OF
PEOPLE EMPLOYED.

The Company's relations with the employees
continued to be cordial.

♦ DETAILS OF SIGNIFICANT CHANGES (I.E.

CHANGE OF 25% OR MORE AS
COMPARED TO THE IMMEDIATELY
PREVIOUS FINANCIAL YEAR) IN KEY
FINANCIAL RATIOS :

♦ DETAILS OF ANY CHANGE IN RETURN
ON NET WORTH AS COMPARED TO THE
IMMEDIATELY PREVIOUS FINANCIAL
YEAR ALONG WITH A DETAILED
EXPLANATION THEREOF:

♦ Due all in Bank interest income,

there has been negative return on Net worth.
However, the Board is hopeful of recovering the
loan given and interest thereon and to improve
the Return on Net worth of the Company.

XXXVI CODE FOR PREVENTION OF INSIDER
TRADING:

Your Company has adopted a Code of Conduct
to regulate, monitor and report trading by
designated persons and their immediate relatives
as per the requirements under the Securities and
Exchange Board of India (Prohibition of Insider
Trading) Regulations, 2015. This Code of
Conduct also includes code for practices and
procedures for fair disclosure of unpublished

price sensitive information which has been made
available on the Company's website at
www.standardbatteries.co.in.

XXXVII DETAILS OF APPLICATION MADE OR
ANY PROCEEDING PENDING UNDER
THE INSOLVENCY AND BANKRUPTCY
CODE, 2016 (31 OF 2016) DURING THE
YEAR ALONG WITH THEIR STATUS AS
AT THE END OF THE FINANCIAL YEAR.
There is no application made or any proceeding
pending under the Insolvency and Bankruptcy
Code, 2016 (31 of 2016) during the year.

XXXVIII DETAILS OF DIFFERENCE 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 REASONS THEREOF.

There was no one time settlement done
between Company and Banks/Financial
Institutions. Hence, details of difference in
valuation are not required.

XXXIX CERTIFICATE OF NON¬

DISQUALIFICATION OF DIRECTORS

Pursuant to Regulation 34(3) and Schedule V
Para C clause (10)(i) of the SEBI (Listing
Obligations and Disclosure Requirements)
Regulations, 2015), Certificate of Non¬
Disqualification of Directors from R. N. Shah
& Associates Company Secretaries is attached
as "Annexure D".

ACKNOWLEDGEMENTS:

Your Directors take this opportunity to place on record
their appreciation and sincere gratitude to the
Government of India, Government of Maharashtra,
Authorities and the Bankers to the Company for their
valuable support and look forward to their continued
co-operation in the years to come.

Your Directors acknowledge the support and co¬
operation received from the employees and all those
who have helped in the day to day management.

For and on behalf of the Board of Directors,

(Pradip Bhar) (Gaurang S. Ajmera)

Director Director

(DIN : 01039198) DIN : 00798218)

Place : Kolkata
Date : 30/05/2024