Goldiam International Ltd

Dear Members,

The Board of Directors are pleased to present the Company's 38^th Annual Report on the business and operations of your Company ("the Company" or "Goldiam"), along with the audited financial statements (Standalone & Consolidated) for the F.Y. ended March 31, 2025.

During the financial year ended March 31, 2025, your Company recorded a consolidated turnover of Rs.78097.82 lakhs as compared to the turnover of Rs.60286.98 lakhs in the previous financial year ended March 31,2024 thereby consolidated turnover increased by 29.54% over previous year. The consolidated Profit before tax and exceptional items were Rs.17251.77 lakhs as against Rs.12209.48 lakhs of the previous year resulted in an increased of consolidated profit approximately by 41.29% over previous year. The consolidated Profit after tax stood at Rs.11710.49 lakhs as compared to the profit of Rs.9090.74 lakhs in the previous year.

The Company has achieved a standalone turnover for FY 2024-25 was of Rs.61061.13 lakhs over the turnover of Rs.37377.81 lakhs during the previous year reflects a growth of 63.36% over the corresponding financial year ended March 31, 2024. The standalone profit after tax of the Company increased by 6.07% from Rs.5930.88 lakhs to Rs.6290.99 lakhs in the FY 2024-25.

Your Company and its subsidiaries had adopted Ind AS with effect from April 1, 2017 pursuant to Ministry of Corporate Affairs notification dated February 16, 2015 notifying the Companies (Indian Accounting Standard) Rules, 2015. Your Company has published Ind AS Financials for the year ended March 31,2025 along with comparable as on March 31,2024.

Cash and cash equivalent as at March 31, 2025 was Rs.8074.55 lakhs. The Company continues to focus on judicious management of its working capital. Receivables, inventories and other working capital parameters were kept under strict check through continuous monitoring.

Total long-term standalone borrowings of the Company stood at Rs.Nil as on March 31, 2025 and short-term borrowings were Rs.861.03 lakhs as on March 31, 2025.

As stipulated by regulation 33 of Listing Regulations, the consolidated financial statements have been prepared by the Company in accordance with the applicable Ind AS. The audited consolidated financial statements together with Auditors' Report form part of the Annual Report.

First ORIGEM store was opened during the festive seasons of Diwali at Borivali (W) for lab grown diamond jewellery retail. In December 24, Goldiam opened its second ORIGEM store at Kharghar (Navi Mumbai), and its third Mumbai Flagship store in the key jewellery market of Turner Road in Bandra respectively, marking its entry into one of the most prestigious shopping destinations in India. Subsequently, ORIGEM opened three more stores at Mulund West, at Farimont Hotel near T2 of Mumbai International Airport, and at Andheri West. All six Mumbai stores are strategically located, catering to micro-markets with high discretionary spending.

Goldiam also established its online sales channel with the launch of www.origemindia.com .

The enthusiastic customers' response at all the stores gives us significant confidence about the huge market acceptance for Lab Grown Diamond Jewellery as we continue to identify strategic locations for additional stores.

During FY25, your Company paid 1^st & 2^nd interim dividend aggregate of Rs.2/- per equity share of face value of Rs.2/- each. Further, the Board of Directors has recommended a final dividend of Rs.1/- per equity share of face value of Rs.2/- each. Accordingly, the total dividend for FY25, including the recommended final dividend, if approved by the members at the ensuing 38^th Annual General Meeting (AGM), would be Rs.3/- per equity share of face value of Rs.2/- each.

The said final dividend, if approved by the Members at the ensuing Annual General Meeting (‘the AGM') will be paid to those Members whose name appears on the register of Members (including Beneficial Owners) of the Company as at the end of Friday, September 19, 2025. The shareholders' payout for FY 2025 would involve a total cash outflow of Rs.3203.85 lakhs, resulting in a payout of 50.93% of the standalone net profit of the Company for FY25.

Pursuant to the Finance Act, 2020, dividend income is taxable in the hands of the Members, w.e.f. April 1,2020 and the Company is required to deduct tax at source from dividend paid to the Members at prescribed rates as per the Income Tax Act, 1961.

The dividend payment is based on the parameters outlined in the Dividend Distribution Policy of the Company which is in accordance with Regulation 43A of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (‘SEBI Listing Regulations'). The said Policy is hosted on the website of the Company http://goldiam.com/pdf/ gil-policies/Dividend Distribution Policy.pdf

The Company does not propose to transfer any portion of profits to Reserves.

The paid-up equity share capital as on March 31, 2025 was Rs.2135.90 lakhs. The Company's shares are listed in BSE Limited and National Stock Exchange of India Limited.

As on March 31, 2025, the following Executive, NonExecutive and Independent Directors of the Company holds equity shares in the Company as per details given below:

Pursuant to the approval granted by the shareholders through Postal Ballot dated June 8, 2025, the Board of Directors has been authorised to raise funds aggregate up to Rs.400 crores by way of issuance of securities including equity shares and/or convertible instruments, in one or more tranches, through permissible modes such as private placement, qualified institutions placement (QIP), rights issue or any other method as may be deemed appropriate. The proposed fundraising will support the Company's retails growth and expansion plans, strengthen financial position, and meet long-term working capital and general corporate purposes.

Pursuant to the provisions of Section 124 of the Act, Investor Education and Protection Fund Authority (Accounting, Audit, Transfer and Refund) Rules, 2016 ("IEPF Rules") read with the relevant circulars and amendments thereto, the amount of dividend remaining unpaid or unclaimed for a period of seven years from the declaration date is required to be transferred to the Investor Education and Protection Fund ("IEPF"), constituted by the Central Government. The Company had, accordingly, transferred Rs.8,50,390/- being the unpaid and unclaimed dividend amount pertaining to Final Dividend 2016-17, during the Financial year 2024-2025, to the IEPF.

Pursuant to the provisions of IEPF Rules, all shares in respect of which dividend has not been paid or claimed for seven consecutive years shall be transferred by the Company to the designated Demat Account of the IEPF Authority (‘IEPF Account') within a period of thirty days of such shares becoming due to be transferred to the IEPF Account. Accordingly, the Company has transferred 4088 equity shares on which the dividend remained unpaid or unclaimed for seven consecutive years to the demat account of IEPF Authority, after following the prescribed procedure.

As on March 31,2025, the Company has 48,000 unclaimed equity shares of Rs.2/- each belonging to 43 investors, further the Company is holding the aforesaid shares in a Demat "Unclaimed Suspense Account" opened with Stock Holding Corporation of India Ltd. on behalf of the shareholders.

The Company has not accepted any deposit from public/ shareholders in accordance with Section 73 of the Companies Act, 2013 read with the Companies (Acceptance of Deposits) Rules, 2014 and as such, no amount on account of principal or interest on public deposits was outstanding as on the date of the Balance Sheet for the year under review.

Particulars of Loans, Guarantees given and Investments made during the year as required under 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 have been disclosed in the financial statements.

Your Company has four Subsidiaries Company. Financials of the Subsidiaries Company are disclosed in the Consolidated Financial Statements, which form part of this Annual Report. A statement containing salient features of the Financial Statements of the Subsidiaries Company is annexed to this Annual Report pursuant to Section 129 of the Companies Act, 2013 and Rules made thereunder in prescribed From AOC-3A and hence not repeated here for the sake of brevity.

In terms of Section 92(3) of the Companies Act, 2013 and Rule 12 of the Companies (Management and Administration) Rules, 2014, the Annual Return of the Company is available on the website of the Company at the link: http://goldiam.com/pdf/annual-return/MGT-7- 2024-25.pdf

As on March 31, 2025, the Company has six Directors with an optimum combination of Executive and NonExecutive Directors including three women directors.

The Board comprises of four Non-Executive Directors, out of which three are Independent Directors.

During the year, the Members approved the following appointment and re-appointment of Directors:

• Re-appointment of Mrs. Nipa Utpal Sheth (DIN 00081064) as an Independent Director for a second consecutive term of five years from August 31,2025 up to August 30, 2030.

In the opinion of the Board, Mrs. Nipa Utpal Sheth is a person of integrity and fulfils requisite conditions as per applicable laws and is independent of the management of the Company.

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

Mr. Rashesh Manhar Bhansali: Executive Chairman

Mr. Anmol Rashesh Bhansali: Managing Director

Mr. Pankaj Parkhiya: Company Secretary & Compliance Officer

Mrs. Darshana Faldu- Chief Financial Officer

The Board of Directors has the following Committees:

• Audit Committee

• Nomination and Remuneration Committee

• Stakeholders' Relationship Committee

• Corporate Social Responsibility Committee

• Risk Management Committee

The details of the Committees along with their composition, number of meetings held and attendance at the meetings are provided in the Corporate Governance Report.

Mr. Rashesh Manhar Bhansali (DIN 00057931): On the recommendation of Nomination and Remuneration Committee, the Board of Directors have recommended for your approval to re-appoint Mr. Rashesh Manhar Bhansali as an Executive Chairman, liable to retire by rotation, to hold office for another term of five years commencing from February 1, 2026 up to January 31, 2031, (both days inclusive).

In accordance with the provisions of Section 152 of the Companies Act, 2013 read with Companies (Management & Administration) Rules, 2014 and Articles of Association of the Company, Mr. Rashesh Manhar Bhansali (DIN 00057931), Executive Chairman of the Company at the ensuing Annual General Meeting of the Company and being eligible, has offered himself for re-appointment and the Board recommends his re-appointment.

The Board of Directors acknowledge the responsibility for ensuring compliance with the provisions of Section 134(3)(c) read with Section 134(5) of the Companies Act, 2013 in the preparation of the annual accounts for the year ended on March 31,2025 and confirm as under:

(i) in the preparation of the annual accounts for the financial year ended March 31,2025, the applicable accounting standards have been followed along with proper explanations relating to material departures, if any;

(ii) the directors have selected such accounting policies and applied them consistently, except for the change in accounting policies stated in notes to the accounts and 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 on March 31,2025 and of the statement of profit and loss and cash flow of the Company for the period ended March 31,2025;

(iii) 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;

(iv) the annual accounts have been prepared on a going concern basis;

(v) proper internal financial controls to be followed by the Company has been laid down and such internal financial controls are adequate and were operating effectively; and

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

During the year four Board meetings were held, the details of which are given in the Corporate Governance Report.

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/her 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.

All Independent Directors have registered their name in the databank maintained with the Indian Institute of Corporate Affairs, ("IICA") pursuant to Companies Act and rules made thereunder.

In compliance with 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 Board of Directors has carried out an annual evaluation of its own performance, board committees, and individual directors pursuant to the provisions of the Act and SEBI Listing Regulations.

The performance of the board was evaluated by the Board after seeking inputs from all the directors on the basis of criteria such as the board composition and structure, effectiveness of board processes, information and functioning, etc.

The performance of the committees was evaluated by the Board after seeking inputs from the committee members on the basis of criteria such as the composition of committees, effectiveness of committee meetings, etc.

The performance evaluation of independent directors was done by the entire Board, excluding the independent director being evaluated.

In a separate meeting of Independent Directors, Performance of Non-Independent directors, the Board as a whole and Chairman of the Company was evaluated, taking into account the views of executive directors and non-executive directors.

The Company follows a Policy on appointment and Remuneration of Directors and Senior Management Employees.The main objective of the said policy is to ensure that the level and composition of remuneration is reasonable and sufficient to attract, retain and motivate the Directors, KMP and senior management employees. The said Policy also lay down 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 and is also uploaded on the Company's website www.goldiam.com (web link: http://goldiam.com/pdf/gil- policies/Nomination-and-Remuneration-Policy.pdf )

The familiarization programme aims to provide Independent Directors with the Jewellery industry scenario, the socio-economic environment in which the Company operates, the business model, the operational and financial performance of the Company, significant development so as to enable them to take well informed decisions in a timely manner. The familiarization programme also seeks to update the directors on the roles, responsibilities, rights and duties under the act and other statutes.

The Board members are provided with the necessary documents, presentation, reports and policies to enable them to familiarize with the Company's procedures and practices. Updates on relevant statutory changes and important laws are also given in the meetings.

The details of familiarization program for Directors are posted on the Company's website http://goldiam.com/pdf/ board-of-directors/2024-2025/ Familiarisation%20Programme-7-2-25.pdf

Pursuant to provisions of Section 197(12) of the Companies Act, 2013 read with Rule 5(1) of Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, the particulars of remuneration to the Directors and employees of the Company and the details of the ratio of remuneration of each director to the median employee's remuneration is annexed herewith as Annexure B to this Report.

Information required under Section 197(12) of the Companies Act, 2013 read with Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 and forming part of this Directors' Report for the year ended March 31,2025 is given in Annexure B.

During the year under review, following MD/ WTD of the Company has drew remuneration from the subsidiaries. Mr. Rashesh Manhar Bhansali, Executive Chairman of the Company drew remuneration of Rs. 192.88 Lakhs from Goldiam Jewellery Limited. Mr. Anmol Rashesh Bhansali, Managing Director of the Company drew remuneration of Rs. 199.46 Lakhs from Goldiam Jewellery Limited.

All the related party transactions are entered on an arm's length basis, in the ordinary course of business and are in compliance with applicable provisions of the Companies Act, 2013 and the Listing Regulations. All Related Party Transactions are placed before the Audit Committee. Prior omnibus approval of the Audit Committee is obtained for related party transactions which are foreseen and repetitive in nature and the transactions entered into pursuant to the omnibus approval so granted are placed before the Audit Committee for reviewing on a quarterly basis. There are no materially significant related party transactions made by the Company with Promoters, Directors, or Key Managerial Personnel etc., which may have potential conflict with the interest of the Company at large or which warrants the approval of the shareholders. Accordingly, no transactions are being reported in Form AOC-2, in terms of section 134 of the Act read with Rule 8 of the Companies (Accounts) Rules, 2014. However, the details of the transactions with Related Party are provided in the Company's financial statements in accordance with the Accounting Standards.

The policy on Related Party Transactions as approved by the Board is uploaded on the Company's website: http:// qoldiam.com/pdf/qil-policies/Policv-on-Related-Partv- Transaction-GIL-30-3-22.pdf None of the Directors have any pecuniary relationships or transactions vis-a-vis the Company.

At the thirty-fifth AGM held on September 28, 2022, the Members approved the appointment of Pulindra Patel & Co, Chartered Accountants (Firm Registration No. 111777W) as Statutory Auditors of the Company to hold office for a period of five years from the conclusion of that AGM till the conclusion of the fortieth AGM to be held in the year 2027.

The statutory auditor's report issued by the Statutory Auditors on the financial statement for the financial year ended March 31, 2024 do not contain any qualification, reservation or adverse remark or disclaimer and is part of the Annual Report. The Statutory Auditors have not reported any incident of fraud to the Audit Committee in the year under review.

Pursuant to the provisions of Section 204 of the Companies Act, 2013 and rules made thereunder, the Board has appointed M/s. R.N. Shah & Associates, a firm of Company Secretaries in Practice (C.P.No.700) to carry out Secretarial Audit for the financial year 2024-25. The Secretarial Auditor's Report does not contain any qualifications, reservations, adverse remarks or disclaimer.

The Secretarial Audit Report in Form No MR-3 forms part of this Report as Annexure C. In accordance with SEBI Circular no. CIR/CFD/CMD1/27/2019 dated February 08, 2019, the Company has obtained, from the Secretarial Auditor of the Company, an Annual Secretarial Compliance Report.

Pursuant to Requlations 24A of SEBI Listinq Regulations 2015, the Secretarial Audit Report in Form No MR-3 of material unlisted subsidiaries of the Company incorporated in India forming part of this Directors' Report for the year ended March 31, 2025 is given in Annexure D.

Further, pursuant to the provisions of Regulation 24A & other applicable provisions of the SEBI Listing Regulations read with Section 204 read with Rule 9 of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, the Board of Directors at their respective meetings held on May 26, 2025 have approved & recommended for approval of Members, appointment of M/s R.N. Shah & Associates, Practicing Company Secretaries (C.P. No. 700) as Secretarial Auditor for a term of upto 5(Five) consecutive years, to hold office from April 1,2025 upto March 31, 2030.

A detailed proposal for appointment of Secretarial auditor forms part of the Notice convening this AGM.

M/s. J.H. Shah & Associates, Chartered Accountants are our Internal Auditors. The scope of work and authority of the Internal Auditors is as per the terms of reference approved by the 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.

During the financial year under review, the Company has complied with the applicable SS-1 (Secretarial Standard on Meetings of the Board of Directors) and SS-2 (Secretarial Standard on General Meetings) issued by the Institute of Company Secretaries of India and approved by the Central Government under Section 118(10) of the Companies Act, 2013.

In terms of amendment to Regulation 34 (2) (f) as notified by SEBI (LODR) (Second Amendment) Regulations, 2021 dated May 05, 2021, SEBI has mandated the new reporting requirements on ESG parameters called the Business Responsibility and Sustainability Report (BRSR) as part of the Annual Report for top 1000 listed entities based on market capitalization. In compliance with the same, the BRSR for FY 2024-25 is attached in the format prescribed as Annexure E and forms as part of this Annual Report.

There have been no significant and material orders passed by the courts or regulators or tribunals impacting the going concern status and Company's operations.

There was no application made or proceeding pending against the Company under the Insolvency and Bankruptcy Code, 2016 during the year under review.

The information on conservation of energy, technology absorption and 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, is annexed herewith as Annexure F.

Risk management has always been an integral part of the corporate strategy which complements the organizational capabilities with business opportunities, robust planning and execution.

In line with the new regulatory requirements, the Company has formally framed a Risk Management Policy 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 Risk Management Committee of the Company.

The Company has in place adequate internal financial controls with reference to financial statements. Periodic audits are undertaken on a continuous basis covering all the operations i.e., manufacturing, sales & distribution, marketing, finance, etc. Reports of internal audits are reviewed by management and Audit Committee from time to time and desired actions are initiated to strengthen the control and effectiveness of the system.

Pursuant to the provisions of Section 135 of the Companies Act, 2013, the Companies (Corporate Social Responsibility) Rules, 2014 and the various notifications/ circulars issued by the Ministry of Corporate Affairs, the Company has contributed an amount of Rs.1,54,21,000/- lakhs towards CSR activities, the Company has undertaken projects in the area of promoting and preventive health care, promoting education in accordance with Schedule VII of the Companies Act, 2013 with the help of other registered trusts namely "Rotary Club of Bombay Queens Necklace Charitable Trust", "Make-A- Wish Foundation of India", Saifee Hospital Trust Management AC, Bhanumatiben Ramniklal Charitable Trust, Sri Sathya Sai Health and Education Trust undertaking promoting preventive health care projects and Opportunity Circle Foundation for undertaking promoting education, including special education and employment enhancing vocation skills especially among children, women, elderly and the differently abled and livelihood enhancement projects.

The content of CSR policy of the Company and detailed report on CSR activities including amount spent is given in Annexure G.

Your Company is committed to prevent and control the sexual harassment at workplace and to provide a safe and conducive work environment to all its employees and associates. The Company has in place a Sexual Harassment Policy in accordance with the provisions of Sexual Harassment of Women at the Workplace (Prevention, Prohibition and Redressal) Act, 2013 and the Rules framed thereunder (‘POSH') as amended from time to time. An Internal Committee has been set up to redress the complaints received regarding sexual harassment at workplace. All employees including trainees are covered under this policy.

Details of complaints with respect to the above during the year under review are:

a. Number of complaints filed during the financial year: NIL

b. Number of complaints disposed of during the financial year: NIL

c. Number of complaints pending as on the end of the financial year: NIL

d. Number of cases pending for more than ninety days: NIL

The Board of Directors of Goldiam International Limited are committed to maintain the highest standard of honesty, openness and accountability and recognize that employees have important role to play in achieving the goal. Further the your Board is in believe that the employees should be able to raise complaints concerning questionable accounting practices, internal accounting controls or auditing matters or concerning the reporting of fraudulent financial information etc. free of any discrimination, retaliation or harassment, for which the Board has established a Whistle Blower Policy, which encouraged the employees to report their genuine concerns and questionable accounting practices to Mr. Pannkaj Ghadiali, Chairman of Audit Committee through email or by correspondence through post. The Company has a Whistle Blower Policy and has established the necessary vigil mechanism for employees, Directors and stakeholders in conformation with the provisions of Section 177(9) of the Act and Regulation 22 of SEBI Listing Regulations, to report concerns about unethical behaviour. This Policy is available on the Company's website at http:/ /goldiam.com/pdf/gil-policies/Whistle-Blower-Policy.pdf

During the year under review, the Company has complied with the applicable provisions of the Maternity Benefit Act, 1961.

Your Company has Goldiam ESOP Scheme 2024 i.e. in compliance with SEBI (Share Based Employee Benefits and Sweat Equity) Regulations, 2021, as amended from time to time (‘SEBI ESOP Regulations') and there has been no material change to the Goldiam ESOP Scheme 2024 during the year under review.

Details of Movement of Employee Stock Options during the year:

A certificate from Secretarial Auditor of the Company, confirming implementation of Goldiam ESOP Scheme 2024 in accordance with the SEBI ESOP Regulations and the resolution(s) passed by the Members of the Company will be uploaded on website viz. www.goldiam.com for inspection by Members of the Company.

The statutory disclosures as mandated under the Act and SEBI ESOP Regulations are available on website of the Company at http://goldiam.com/pdf/esop/2024-25/ESOP- Disclosure-FY 2024-25.pdf

Following other disclosures are made:

• No orders were passed by any of the regulators or courts or tribunals impacting the going concern status and Company's operations in the future.

The Board reports that no material changes and commitments affecting the financial position of the Company have occurred between the end of the financial year ending March 31, 2025 and the date of this Report.

Your Company interacted with Indian and overseas investors and analysts through one-on-one meetings, conference call and regular quarterly meetings during the year. Earnings call transcripts/recording of the meeting on quarterly/event based meetings are posted on the website of the Company.

The Management Discussion and Analysis Report of the financial conditions and results of operations of the Company for the year under review, as required under regulation 34(2) (e) of SEBI (LODR) Regulations, is being given separately and forms a part of this annual report.

Your Company continue to imbibe and emulate the best corporate governance practices aimed at building trust among all stakeholders-shareholders, employees, customers, suppliers and others. Your Company believes that fairness, transparency, responsibility and accountability are the four key elements of corporate governance. The Company has complied with the corporate governance requirements under the Companies Act, 2013, and as stipulated under the listing regulations. A separate section on corporate governance under the listing regulations, along with a certificate from M/s. Jigar Darji & Associates, Company Secretaries confirming compliance, is annexed and forms an integral part of this Annual Report.

Your Directors express their appreciation for the sincere cooperation and assistance of Central and State Government authorities, bankers, customers, suppliers and business associates. Your Directors also wish to place on record their deep sense of appreciation for the committed services by your Company's employees. Your Directors acknowledge with gratitude the encouragement and support extended by our valued shareholders.