The Directors present with immense pleasure, the 49^th ANNUAL REPORT on the business and
operations along with the Audited Financial Statements of the Company for the Financial Year
ended 31^st March, 2025.

1. FINANCIAL HIGHLIGHTS

During the year under review, the performance of your company is as under: -

(Amount in Lakhs)

2. PERFORMANCE REVIEW
Standalone:

During the Financial Year under review, the Company has earned the Total income of Rs
26,138.36 lakhs as compared to Rs. 35,122.62 lakhs in the previous year and the Net loss after
tax is Rs. 85.99 lakhs as against Net profit of Rs. 765.24 lakhs (including exceptional items) in the
previous year.

3. DIVIDEND

The Board of Directors of your company, after considering holistically the relevant circumstances,
has decided that it would be prudent, not to recommend any Dividend for the financial year under
review.

4. SHARE CAPITAL AND SHARES

The paid-up Equity Share Capital as on 31^st March, 2025, was Rs.13,15,51,038/- consisting of
13,06,30,626 Equity Shares of Rs. 1/- each fully paid up shares and 18,40,824 partly paid up equity
share ofRs 0.50/-

The Company has not bought back any of its securities and also has not issued any sweat equity
shares and bonus shares during the year under review. The Company has not provided any Stock
Option Scheme to the employees. The Company has not made any purchase or provision of its
own shares by employees or by trustees for the benefit of employees during the financial year
2024-25.

5. CHANGE IN NATURE OF BUSINESS, IF ANY:

There is no change in the business of the Company.

6. MATERIAL CHANGES AND COMMITMENTS AFFECTING FINANCIAL POSITION
OF THE COMPANY HAVING OCCURRED SINCE THE END OF THE FINANCIAL
YEAR AND TILL THE DATE OF THIS REPORT:

There is no material change and commitments which effect the Financial position of the Company.

7. DETAILS OF SIGNIFICANT AND MATERIAL ORDERS PASSED BY THE
REGULATORS OR COURTS OR TRIBUNALS IMPACTING THE GOING CONCERN
STATUS AND THE COMPANY’S OPERATIONS IN FUTURE

During the year, there is no significant and material orders passed by the regulators or courts or
tribunals impacting the going concern status and the company’s operations in future.

8. DEPOSIT

Your Company has not accepted any deposits from the public within the meaning of Chapter V of
the Companies Act, 2013 and amendments, rules, notifications framed there under. As such no
amount of principal or interest is outstanding as on the Balance Sheet date.

9. PARTICULARS OF LOANS, GUARANTEES OR INVESTMENTS

Your Company has not given any loans or guarantees or security in connection with Loans
obtained by any person during the financial year.

10. RESERVES

The Board ofDirectors of your company has decided not to transfer any amount to the reserves
for the financial year under review.

11. VIGIL MECHANISM/WHISTLE BLOWER POLICY

Pursuant to the provisions of section 177(9) & (10) of the Companies Act, 2013, the company has
established a Vigil Mechanism through the committee, the genuine concerns expressed by the
directors and employees. The Whistle Blower Policy is disclosed on the website
www.latimmetal.com.

12. ANNUAL RETURN

The Annual Return in Form MGT-7 for the financial year ended, 31st March, 2025, is available
on the website of the Company http://latimmetal.com/investors-relation.html.

13. SUBSIDIARIES, JOINT VENTURES AND ASSOCIATE COMPANIES

As on 31^st March, 2025 the Company does not have any subsidiary, Joint venture and associates
companies.

14. MANAGEMENT DISCUSSION AND ANALYSIS REPORT

As required under Regulation 34 of the SEBI (LODR), Regulations 2015 and the Listing
Agreements with the Stock Exchanges, the Management Discussion and Analysis Report is
annexed herewith as Annexure-I to this report.

15. AUDITORS

A) Statutory Auditors and Auditors’ Report

At the 46^th Annual General Meeting of the Company held on 26^th September 2022, the
appointment of M/s. Dhirubhai Shah and Co. LLP, Chartered Accountants (FRN: 102511W),
was approved by the members of the Company as the Statutory Auditors for a period of five
(5) years, commencing from the conclusion of the 46^th Annual General Meeting until the
conclusion of the 51^st Annual General Meeting to be held in the year 2027.

AUDITORS’ REPORT

The notes on Financial Statements referred to in the Auditors' Report are self-explanatory and
do not call for any further comments.

B) Secretarial Auditors

Under Section 204 of the Companies Act, 2013, and rules, amendments made thereunder,
M/s. Kothari H. & Associates, Practising Company Secretary, was appointed to conduct the
Secretarial Audit of your Company for the financial year 2024- 2025 in the Board Meeting
held on 21^st May, 2024. The Secretarial Audit Report for the year 2024-25 does not contain
any qualification, reservation or adverse remark. The Secretarial Audit Report is self¬
explanatory and therefore does not call for any explanatory note, and the same is annexed
herewith as Annexure-II to this Report.

C) Internal Auditors

M/s. Shah Jaju & Associates, Chartered Accountants, have been appointed as the Internal
Auditors of the Company for the financial year 2024-25. The Audit Committee of the Board
provides direction and monitors the effectiveness of the Internal Auditor process. Scope of
internal audit extends to a depth audit of accounting and finance, revenue and receivables,
purchases, capital expenditure, statutory compliances, HR, payroll and administration etc. The
Internal Auditors report to the Audit Committee of the Board of Directors and present their
report every quarter. The Audit Committee reviews the report presented by the Internal
Auditors and takes necessary actions to close the gaps identified promptly.

There were no qualifications, reservations or any adverse remarks made by the Auditors in
their report.

16. BOARD OF DIRECTORS AND KEY MANAGERIAL PERSONNEL

A) Meetings of Board Of Directors

The board meets at least once in each quarter, inter alia, to review the quarterly results and other
matters. In addition, the board also meets whenever necessary. The Board periodically reviews
compliance reports of all laws applicable to the Company. The desirable steps are taken by the
directors of the Company to rectify instances of non-compliance, if any.

During the year, Six Board meetings were held on 21^st May, 2024, 18^th July 2024, 13^th August
2024,14^thNovember 2024,14^th February 2025, and 19^th March 2025. The intervening gap between
the meetings was as prescribed under the Companies Act, 2013. The details of the composition of
the Board and its Committees and the Meetings held and attendance of the Directors at such
meetings are provided in the Corporate Governance Report.

B) Changes in Directors and Key Managerial Personnel

In accordance with the provisions of the Companies Act, 2013 and in terms of the Memorandum
and Articles of Association of the Company, Mr. Sandip Timbadia, Director of the Company, will
retire by rotation at the ensuing Annual General Meeting and, being eligible offer himself for re¬
appointment. Your Directors recommend his reappointment.

During the year, Mr. Sandip Khushal Timbadia, who was serving as the Chief Financial Officer
(CFO) of the Company, was also appointed as a Whole-time Director with effect from 21^st May,
2024.

Mrs. Shruti Shukla resigned from her role as a Company Secretary & Compliance Officer of the
Company effective 20^th August, 2024. Subsequently, Ms. Prachi Jain was appointed to the position
with effect from 14^th November, 2024, and later resigned on 2^nd January, 2025. Thereafter, Mr.
Uday Sawant was appointed as the Company Secretary and Compliance Officer effective 14^th
February, 2025.

C) Declaration by an Independent Director(s) and reappointment, if any

The Company has received necessary declarations from each independent director of the company
under section 149 (7) of the Companies Act, 2013, that the independent directors of the company
meet the criteria of their independence laid down in section 149 (6) of the Act and there has been
no change in the circumstances which may affect their status as Independent Director during the
year. In the opinion of the Board, the Independent Directors of the company possess an appropriate
balance of skills, experience and knowledge as required.

D) FormalAnnualEvaluation

Pursuant to the provisions of the Companies Act, 2013 and if any, applicable regulation of SEBI
(Listing obligations and Disclosure Requirement) Regulations 2015 the Board has carried out an
annual performance evaluation of its own performance, the directors individually as well as the
evaluation of the working of its Audit, Nomination & Remuneration Committees on the basis of
the policy which is approved by Board of Directors of the Company. Based on the principle laid
out in the said Policy, the Nomination & Remuneration Committee has evaluated the performance
of every director.

The Independent directors of the Company, in their meeting, had evaluated the performance of the
Chairman, Non-Independent directors, and of the board. The board has also evaluated the
performance of Independent Directors. The directors expressed their satisfaction with the
evaluation process. During the Financial Year, the company had an Independent directors’ meeting
on 14^th February, 2025.

The Certificate from the practicing Company secretary as per Schedule V (C) (10) (i) of SEBI
(LODR) certifying that none of the directors on the board of the company have been debarred or
disqualified from being appointed or continuing as directors of companies by the Board/Ministry
of Corporate Affairs or any such statutory authority is forming part of the Annual Report.

17. AUDIT COMMITTEE

An Audit Committee is in existence in accordance with the provisions of Section 177 of the
Companies Act, 2013. Kindly refer to the section on Corporate Governance under the head, ‘Audit
Committee’ for matters relating to constitution, meetings and functions of the Committee.

18. NOMINATION AND REMUNERATION COMMITTEE

Nomination and Remuneration Committee is in existence in accordance with the provisions of
sub-section (3) of Section 178. Kindly refer to section on Corporate Governance, under the head,
‘Nomination & Remuneration Committee’ for matters relating to constitution, meetings, functions
of the Committee and the remuneration policy formulated by this Committee. The Brief of the
Company’s Policy on appointment and remuneration of Directors and Key Managerial Personnel
under Section 178(3) of the Companies Act, 2013 and SEBI (Listing Obligation and Disclosure
Requirements) Regulation, 2015 is available on the website www.latimmetal.com of the
Company.

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

The particulars relating to the conservation of energy, technology absorption, foreign exchange
earnings and outgo, for the financial year 2024-25 in accordance with clause (m) of Sub -Section
(3) of Section 134 of the Companies Act, 2013, read with the Companies (Accounts) Rules, 2014
is annexed herewith as Annexure - III to this report.

20. PARTICULARS OF EMPLOYEES

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. The payment made to Directors of the Company as remunerations and
other persons who are employed with the Company during the year. The information required
under Section 197(12) of the Companies Act, 2013 read with Rule 5 of the Companies
(Appointment and Remuneration of Managerial Personnel) Rules, 2014 is attached as per
Annexure-IV.

21. DIRECTORS RESPONSIBILITY STATEMENT

In accordance with the provisions of Section 134(5) of the Companies Act, 2013, your
directors confirm that:-

a) in the preparation of the annual accounts for the financial year ended 31^st March, 2025, the
applicable accounting standards had been followed along with proper explanation relating to
material departures;

b) the directors had selected such accounting policies and applied them consistently and made
judgments and estimates that are reasonable and prudent so as to give a true and fair view of the
state of affairs of the company at 31^st March, 2025 and of the profit and loss of the company for
that period;

c) the directors had taken proper and sufficient care for the maintenance of adequate accounting
records in accordance with the provisions of the Companies Act 2013 for safeguarding the assets
of the company and for preventing and detecting fraud and other irregularities;

d) the directors had prepared the annual accounts on a going concern basis;

e) 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.

f) 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.

22. CORPORATE GOVERNANCE AND SHAREHOLDERS' INFORMATION

Pursuant to the Regulation 15 of SEBI (Listing Obligations & Disclosure Requirements)
Regulations, 2015, the Compliance related the Corporate Governance is applicable to the company
from the end of the year.

The Corporate Governance report is attached as Annexure V. Certificate from the Auditors of the
Company, M/s. Kothari H & Associates, practicing Company Secretaries, confirming compliance
with the conditions of Corporate Governance as stipulated under Chapter IV of the Securities and
Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 is
presented in a separate section forming part of the Annual Report.

23. CORPORATE SOCIAL RESPONSIBILITY POLICY

Pursuant to the provision of section 135 of the Companies Act, 2013, provision related to spending
amount towards CSR activity is not applicable to the Company during the financial year ended
31^st March, 2025.

24. LISTING WITH THE STOCK EXCHANGE

The Company confirms that it has paid the Annual Listing Fees for the year 2024-25 to BSE where
the Company’s shares are listed.

25. TRANSFER OF UNCLAIMED DIVIDEND TO INVESTOR EDUCATION AND
PROTECTION FUND

The Company is not carrying any funds which is required to be transfer to Investor Education and
Protection Fund.

26. DETAILS IN RESPECT OF ADEQUACY OF INTERNAL FINANCIAL CONTROLS
WITH REFERENCE TO THE FINANCIAL STATEMENTS

The Company has in place adequate internal financial controls with reference to financial
statements. During the year, no reportable material weakness in the design or operations was
observed.

27. INTERNAL CONTROL SYSTEM

The Company has an Internal Control System, commensurate with the size, scale and complexity
of its operations. The scope and authority of the Internal Audit (IA) function is to maintain its
objectivity and independence. Based on the report of the internal audit function, process owners
undertake corrective action in their respective areas and thereby strengthen the controls.
Significant audit observations and corrective actions thereon are presented to the Audit Committee
of the Board.

28. INTERNAL CONTROLS OVER LINANCIAL REPORTING (ICFR)

The Company has in place adequate internal financial controls commensurate with the size, scale
and complexity of its operations.

During the year, such controls were tested, and no reportable material weakness in the design or
operations was observed. The Company has policies and procedures for ensuring the orderly and
efficient conduct of its business, including adherence to the Company’s policies, the safeguarding
of its assets, the prevention and detection of fraud and errors, the accuracy and completeness of
the accounting records and the timely preparation of reliable financial information.

29. SUSTAINABLE DEVELOPMENT

Sustainability has been deeply embedded into the Company’s business and has become an integral
part of its decision-making process while considering social, economic and environmental
dimensions.

30. RISK MANAGEMENT

The element of risk threatening the Company’s existence is very minimal. The details of Risk
Management as practised by the Company are provided as Part of the Management Discussion
and Analysis report, which is part of this Report.

31. RELATED PARTY TRANSACTIONS

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. There are no materially significant related
party transactions made by the Company with Promoters, Directors, Key Managerial Personnel or
other designated persons which may have a potential conflict with the interests of the Company at
large.

All Related Party Transactions are placed before the Audit Committee as also the Board for
approval. The Company has developed a Related Party Transactions Policy for the purpose of
identification and monitoring of such transactions. None of the Directors has any pecuniary
relationships or transactions vis-a-vis the Company. The policy on related party transactions is
available on the website of the Company at here mentioned link here: www.latimmetal.com.

32. DISCLOSURE AS PER SEXUAL HARRASSMENT OF WOMEN AT THE WORKPLACE
(PREVENTION, PROHIBITION AND REDRESSAL) ACT, 2013

The Company has zero tolerance for sexual harassment at the workplace and has adopted a policy
on prevention, prohibition and redressal of sexual harassment at the workplace in line with the
provisions of Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal)
Act, 2013 and the rules framed thereunder. During the financial year 2024-25, the Company
received nil complaints on sexual harassment.

33. CODE OF CONDUCT

The Board of Directors has approved a Code of Conduct which applies to the Members of the
Board and all employees in the course of day-to-day business operations of the company.

The Code lays down the standard procedure of business conduct which is expected to be followed
by the Directors and the designated employees in their business dealings and in particular on
matters relating to integrity in the workplace, in business practices and in dealing with
stakeholders. The Code gives guidance through examples on the expected behaviour from an
employee in a given situation and the reporting structure. All the Board Members and the Senior
Management personnel have confirmed compliance with the Code. All Management Staff were
given appropriate training in this regard.

34. GENERAL DISCLOSURES

Your Directors state that no disclosure or reporting is required in respect of the following items,
as there were no transactions on these items during the year under review:

• No material changes and commitments were affecting the financial position of the Company
between the end of the financial year (March 31, 2025) and the date of the Report

• During the Financial Year 2024-25, the trading of securities was not suspended.

• The Company, during the Financial Year 2024-25, has not issued any debt instruments or has
not taken Fixed Deposits or has not mobilized funds under any scheme or proposal. Hence, no
credit ratings were obtained.

• The Company has complied with statutory compliances and no penalty or stricture is imposed on
the Company by the Stock Exchanges or Securities and Exchange Board oflndia (SEBI) or any
other statutory authority on any matter related to the capital markets during the last three years.

• No proceedings are made or pending under the Insolvency and Bankruptcy Code, 2016 and there
is no instance of onetime settlement with any Bank or Financial Institution

• The Board of Directors affirms that the Company has complied with the applicable Secretarial
Standards issued by the Institute of Company Secretaries of India (SSI and SS2) relating to
Meetings of the Board, its Committees and Annual General Meetings.

35. POLICIES

All the policies are available on the website of the Company, i.e. www.latimmetal.com.

36. ACKNOWLEDGEMENTS

Your Directors wish to place on record their thanks and gratitude to the Company’s bankers,
Institutions, Business associates, Consultants and other clients and Customers, SEBI, Exchanges
and various other Government and Non- non-government authorities for their support, co¬
operation, guidance and assistance. The Board also express their sincere appreciation to the valued

shareholders for their support and confidence reposed in your Company. The Board of Directors
takes this opportunity to express its appreciation of the sincere efforts put in by the staff and
executives at all levels, and hopes that they will continue their dedicated efforts in the future.

For and on Behalf of the Board ofDirectors
LA TIM METAL & INDUSTRIES

LIMITED

Rahul M Timbadia Kartik M Timbadia

Managing Director Chairman

(DIN: 00691457) (DINNo.00473057)

Date: 12/08/2025
Place: Mumbai