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Ecoboard Industries Ltd. Directors Report
Search Company 
You can view full text of the latest Director's Report for the company.
Market Cap. (Rs.) 129.00 Cr. P/BV 16.22 Book Value (Rs.) 3.46
52 Week High/Low (Rs.) 60/22 FV/ML 10/1 P/E(X) 0.00
Bookclosure 31/07/2024 EPS (Rs.) 0.00 Div Yield (%) 0.00
Year End :2025-03 

The directors are pleased to submit the 34th Annual report of Ecoboard Industries Limited (the "Company") along with the audited
financial statements for the financial year (FY) ended on
31st March, 2025.

Directors have tried to maintain coherence in disclosures and flow of the information by clubbing required information topic-
wise, and thus certain information which is required in directors' report is clubbed elsewhere and has to be read as a part of
boards' report.

1. FINANCIAL SUMMARY / HIGHLIGHTS

The financial performance of your Company:

Particulars

Current Year
2024-25

Previous Year
2023-24

Income:

Revenue from operations

1271.78

2975.59

Other Income

101.57

16.09

Total Income

1373.35

2991.68

Expenditure:

Cost of materials consumed

710.02

1656.53

Purchase of Stock-in-Trade

15.05

0.00

Changes in inventories of finished goods, work-in-progress

117.62

270.49

Employee benefits expense

254.89

253.70

Finance costs

53.86

74.21

Depreciation

113.60

110.85

Other expenses

1080.74

1108.72

Total Expenses

2345.88

3,474.50

Profit / (Loss) before exceptional items and tax

(972.53)

(482.82)

Add/(Less): Exceptional items

(855.79)

(236.28)

Profit / (Loss) before tax

(1828.32)

(719.10)

Less: Tax expenses

0.00

7.42

Profit / (Loss) for the period

(1828.32)

(726.52)

Other Comprehensive Income

Items that will not be reclassified into profit or loss

4.27

1.62

Total Comprehensive income for the year

(1824.05)

(724.90)

Earnings / (Loss) per Share (E)

-Basic

(10.25)

(4.07)

-Diluted

(10.25)

(4.07)

Financial performance

During the year 2024-25 your company has made turnover of C 1271.78 Lakhs as compared to turnover of the previous
financial year of
C 2975.59 Lakhs, and the Company recorded the Loss for the year (before comprehensive income)
was
C 1828.32 Lakhs as against loss of C 726.52 Lakhs in the previous financial year. Boards of Directors are very confident
that the business of the Company will grow in upcoming years.

Year

Sales performance
(E Lacs)

PBT before
Exceptional Items
(E Lacs)

PBT (E Lacs)

PAT (E Lacs)

2025

1,271.28

(972.53)

(1,828.32)

(1,828.32)

2024

2,975.59

(482.82)

(719.10)

(726.52)

2023

3,859.85

(515.64)

(314.32)

(314.32)

2022

3,471.75

(93.21)

214.05

214.05

2021

1,502.07

(321.72)

1,125.63

1,125.63

2. BUSINESS OVERVIEW

The Company specializes in the manufacturing and export
of particle boards made from agricultural residues such
as bagasse, rice husk, and cotton waste. Additionally,
we are involved in the development and supply of
process systems, plants, and machinery for various
applications, including:

• Biogas Recovery

• Bio-Energy Generation

• Effluent Treatment

• Micro Filtration

• Fermentation

• Compressed Bio-Gas Plants.

• Condensate Polishing unit plants.

Our services are offered as turnkey manufacturers,
suppliers of parts and equipment, or consultants,
depending on client needs.

For a more detailed analysis of our operations, market
conditions, and future outlook, please refer to the
Management Discussion and Analysis Report, which is
presented separately in the annual report.

3. SEGMENT WISE AND PRODUCT-WISE
OPERATIONAL PERFORMANCE

Through this year, the company has continued to focus
on designing and manufacturing breakthrough products
in the EcoEnergy and EcoBuild divisions that are Carbon
Capture and Storage (CCS) positive. We have set up a new
8x4 production line in the Build division and expanded
our product range in the Energy division. Over the last
33 years, our efforts have contributed to the removal of
around 35 million tons of CO2 from the atmosphere.

EcoBuild Division

Through EcoBuild, the sustainable building materials
division of EcoBoard®, we are enabling customers to
achieve their sustainability goals. We have remained
instrumental in substituting high carbon emission
products like steel, gypsum, and cement by creating eco¬
alternatives that positively impact the environment.

A new 8x4 production line was commissioned at
our Velapur factory this year. We also introduced
innovative products such as EcoPallets, EcoHeatlogs,
and EcoKindlings, which hold immense potential across
global industries.

EcoBuild products continue to reach international
markets, taking agro-fibre from Indian farmers to the
world and generating valuable export revenues for
the country.

EcoEnergy Division

As part of our commitment to sustainable energy solutions,
we witnessed a strong rise in demand for our EcoEnergy
plants. These plants are designed to produce Bio-CNG, a
clean and sustainable alternative to fossil fuels. By using
agricultural residues and other waste materials, our
plants generate renewable bio-energy, support energy
self-sufficiency, and drive environmental sustainability.

Our focus on building and scaling these EcoEnergy plants
places us at the forefront of advancing sustainable
biofuel production, in line with global and national climate
action goals.

Looking ahead, we remain dedicated to innovation,
expansion, and investment in sustainable energy. Our
mission is to contribute meaningfully to a greener and
more resilient future.

EcoYou: Conscious Innovation

With over three decades of pioneering work in sustainable
building materials and bio-energy solutions, we are
entering a new phase of expansion and success. To mark
this evolution, we are unifying all our offerings under a
single identity—EcoYou.

Under the EcoYou brand, we will continue to serve our
customers through three specialized divisions:

• Build: Sustainable building materials

• Energy: Bio-energy solutions

• Life: Products for Hospitality, Health Care,

Commercial spaces, and more

4. DIVIDEND

The Board of Directors of the Company did not declare
any dividend during the Financial Year 2024-25 in view of
the losses.

5. TRANSFER TO RESERVES

The Company has not transferred any amount to the
General Reserve.

6. EXTRACT OF ANNUAL RETURN

Pursuant to the amendments to Section 134(3)(a)
and Section 92(3) of the Act read with Rule 12 of the
Companies (Management and Administration) Rules,
2014,
the Annual Return (Form MGT-7) for the financial
year ended 31st March, 2025, is available on the
Company's website. The link to the annual report as per
the Companies Amendment Act, 2017 is
https://www.
ecoyou.in/investor-relations
and in accordance with the
Companies Act, 2013, the annual return in the prescribed
format is available at
https://www.ecoyou.in/investor-
relations
.

7. SHARE CAPITAL

The Paid up capital of the company is C 2,296.53 Lakhs.

The Company has increased its Authorised Share Capital
from
C 25,00,00,000/- (Rupees Twenty-Five Crores
Only) divided into 2,30,00,000 (Two Crore Thirty Lakhs)
Equity Shares of
C 10/- (Rupees Ten Only) each and
2,00,000 (Two Lakhs) each Cumulative Redeemable
Preference Shares of
C 100/- (Rupees One Hundred Only)
each. to
C 34,00,00,000/- (Rupees Thirty-Four Crores
Only) divided into 3,20,00,000 (Three Crore Twenty
Lakhs) Equity Shares of
C 10/- (Rupees Ten Only) each
and 2,00,000 (Two Lakhs) Cumulative Redeemable
Preference Shares of
C 100/- (Rupees One Hundred Only)
each by creating 90,00,000 Additional Equity Shares of
C10/- each in the Extra-Ordinary General meeting of the
Company held on 31st January 2025.

As on 31st March 2025 the capital structure is as below

1. Authorized Capital - C 34,00,00,000/- (Rupees
Thirty-Four Crores) divided into 3,20,00,000
(Three Crore Twenty Lakhs) equity shares of
C 10/-
(Rupees Ten) each 2,00,000 (Two Lakhs) Cumulative
Redeemable Preference Shares of
C 100/- (Rupees
One Hundred)

2. Paid up Capital - C 17,83,20,000/- (Rupees Seventeen
Crores Eighty Three Lakhs and Twenty Thousand)
divided into 1,78,32,000 (One Crore Seventy Eight
Lakhs Thirty Two Thousand Only) equity shares
of
C 10/- (Rupees Ten)

Further the Company has allotted 51,33,323 (Fifty-One
Lakhs Thirty Three Thousand Three and Twenty Three)
Equity Shares by way of Private Placement/Preferential
Allotment dated 9th April 2024.

8. LISTING ON STOCK EXCHANGES

The Company's shares are listed on BSE under Scrip Code
523732. The ISIN code of the Company is INE866A01016.
The Company has paid annual listing fees to the stock
exchange for the Financial Year 2024-25.

9. CHANGE IN NATURE OF BUSINESS

There was no change in the nature of business during the
Financial Year under review.

10. DETAILS OF HOLDING/SUBSIDIARY/JOINT
VENTURES/ASSOCIATE COMPANIES

The Company has no subsidiary/joint venture and
hence consolidation and applicable provisions under the
Companies Act, 2013 and Rules made thereunder are not
applicable to the Company.

11. PARTICULARS OF LOANS, ADVANCES,
GUARANTEES AND INVESTMENTS

Pursuant to section 186 of Companies Act, 2013 and
Schedule V of the Securities and Exchange Board of
India (Listing Obligations and Disclosure Requirements)
Regulations, 2015 ("Listing Regulations"), disclosure
on particulars relating to Loans, advances, guarantees
and investments are provided as part of the
financial statements.

The Company has not provided any Loans, advances,
guarantees and investments as per section 185 and 186
of the Companies Act, 2013.

12. DIRECTORS AND KMP

Your Company has an appropriate combination of
executive, non-executive and Independent Directors to
maintain its independence, and separate its functions
of governance and management. As on 31st March,
2025, the Board had 6 members, consisting of two
Executive Directors, one Non-Executive Woman director,
3 Independent Directors and none of the directors are
disqualified under Section 164 of the Companies Act 2013.

A) Changes in Directors and Key Managerial
Personnel

In accordance with the provisions of the Act
and the Articles of Association of the Company,
Mr. Ramakrishna Raju Gottumukkala (DIN
01516984), Managing Director and CEO of the
Company, being longest in office since his last
appointment has been determined to retire by
rotation at the ensuing AGM and being eligible, offers
himself for reappointment at the upcoming AGM,
upon the terms and conditions, as per the provisions
of Section 152(6) of the Companies Act, 2013 and
based on the recommendation of the nomination
and remuneration committee.

Praveen Kumar Raju Gottumukkala (DIN: 05180152)
ended his term as a Wholetime Director and CFO on
31st March 2025.

CS Siddheshwar Sunil Kadane resigned as Company
Secretary and Compliance officer w.e.f. 23rd
December 2024.

CS Tanuja Anand Deshpande was appointed as the
Company Secretary and Compliance officer w.e.f.
18th March 2025.

Mr. Uttam S. Kadam (DIN: 05180152) ceased to be
Independent Director due to completion term of
10(Ten) consecutive years w.e.f. October 1st, 2024.

Mrs. Bhagyashri Dharmasa Zad was appointed as
the Women Independent Director on the Board w.e.f.
December 28, 2024 for a period of 5 years from 28th
December 2024 to 27th December 2029.

Apart from the above, there is no change in the
composition of the Board of Directors during the
financial year 2024-25.

B) Declaration by an Independent Director(s) and
re-appointment, if any

Composition of the independent directors is in
compliance with the provisions of the Companies
Act, 2013 and SEBI (Listing Obligations and
Disclosure Requirements) Regulations, 2015.

The Company has received the Declarations from all
the Independent Directors confirming that they meet
the criteria of Independence as prescribed under
the provisions of Section 149(7) of the Companies
Act, 2013 read with the schedules and Rules issued
thereunder as well as Regulations 16 and Regulation
25 of SEBI (Listing Obligation & Disclosure
Requirements) Regulation, 2015 (including any
statutory modification(s) or re-enactment(s) thereof
for the time being in force).

C) Familiarization Program for Independent
Directors

All independent directors inducted into the Board
attend an orientation program. The details of the
training and familiarization program are provided
in the Corporate Governance report. Further, at the
time of the appointment of an independent director,
the Company issues a formal letter of appointment
outlining his / her role, function, duties and
responsibilities. The policy related to familiarization
of Independent Directors is available on our website,
at
https://www.ecoyou.in/investor-relations.

D) Formal Annual Evaluation

Pursuant to Section 134 (3) (p) of Companies Act,
2013, the Board has conducted the formal annual
evaluation of its own performance, its Committee
and individual directors. Under Schedule IV of the
Companies Act 2013, the Independent Directors
have conducted the performance evaluation of Non¬
Independent Directors and the Board as a whole and
also reviewed the performance of the Chairman.

A structured questionnaire was prepared after
taking into consideration inputs received from the
Directors, covering various aspects of the Board's
functioning such as adequacy of the composition
of the Board and its Committees, Board culture,
execution and performance of specific duties,
obligations and governance. A separate exercise was
carried out to evaluate the performance of individual
Directors including the Chairman of the Board,
who were evaluated on parameters such as level
of engagement and contribution, independence of
judgment, safeguarding the interest of the Company
and its minority shareholders etc. The performance

evaluation of the Independent Directors was carried
out by the entire Board. The performance evaluation
of the Chairman and the Non Independent Directors
was carried out by the Independent Directors
who also reviewed the performance of the
Secretarial Department.

The details of Appointment, re-appointment
and retirement by rotation of Directors and Key
Managerial Personnel (KMP) are included in
Corporate Governance Report, and forms part of the
board's report.

13. POLICY ON DIRECTORS' APPOINTMENT
AND REMUNERATION

The current policy is to have an appropriate combination
of executive, non-executive and independent directors to
maintain the independence of the Board, and separate its
functions of governance and management. As of March
31, 2025, the Board has 6 members, two of whom are
executive directors, one of whom is a non-executive
and woman director and three independent directors.
The details of Board and committee composition, tenure
of directors, areas of expertise and other details are
available in the corporate governance report that forms
part of this Annual Report. The policy of the Company on
directors' appointment and remuneration, including the
criteria for determining qualifications, positive attributes,
independence of a director and other matters, as required
under Sub-section (3) of Section 178 of the Companies
Act, 2013, is available on our website, at https://www.
ecoyou.in/investor-relations.

We affirm that the remuneration paid to the directors
is as per the terms laid out in the Nomination and
Remuneration Policy of the Company.

14. DIRECTORS RESPONSIBILITY STATEMENT

The financial statements are prepared in accordance
with the Indian Accounting Standards (IND AS) under
the historical cost convention on accrual basis except
for certain financial instruments, which are measured
at fair values, the provisions of the Companies Act, 2013
and guidelines issued by SEBI. The IND AS are prescribed
under Section 133 of the Companies Act, 2013, read with
Rule 3 of the Companies (Indian Accounting Standards)
Rules, 2015 and Companies (Indian Accounting Standards)
Amendment Rules, 2016. Accounting policies have
been consistently applied except where a newly-issued
accounting standard is initially adopted or a revision
to an existing accounting standard requires a change in
the accounting policy hitherto in use. In terms of Section
134(3) (c) of the Companies Act, 2013, the directors
confirm that:

a) that in the preparation of the annual accounts,
the applicable accounting standards had been
followed along with proper explanation relating to

material departures; 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 the
end of the financial year and of the profit and loss of
the company for that period;

b) 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;

c) that the annual accounts have been prepared on a
going concern basis;

d) the directors had laid down proper internal
financial controls which were in place and that

the financial controls were adequate and were
operating effectively.

e) that the directors have devised proper systems
to ensure compliance with the provisions of all
applicable laws were in place and were adequate and
operating effectively.

Based on the framework of internal financial controls and
compliance systems established and maintained by the
Company, the work performed by the internal, statutory
and secretarial auditors and external consultants,
including the audit of internal financial controls over
financial reporting by the statutory auditors and the
reviews performed by management and the relevant
board committees, including the audit committee, the
Board is of the opinion that the Company's internal
financial controls were adequate and effective during
FY 2024-25.

15. MEETINGS OF THE BOARD OF DIRECTORS

During the Financial Year 2024-25, the Company held 8 (Eight) board meetings of the Board of Directors as per Section 173
of Companies Act, 2013 which is summarized below. The provisions of Companies Act, 2013 and Listing Regulations were
adhered to while considering the time gap between two meetings.

Name of Director

Category

Attendance of meeting during 2024-25

*No. of other

Board

Last AGM

Directorship

Mr. Ramakrishna Raju Gottumukkala

Managing Director & CEO - Chairman

8

Yes

1

Mr. Praveen Kumar Raju Gottumukkala

Executive Director & CFO

8

Yes

1

Mrs. Venkata Sujani Indukuri

Non-Executive Director

7

Yes

3

Mr. Uttam Sampatrao Kadam (Ceased as Non-Executive & Independent
an Independent Director on September
30th 2024)

3

Yes

0

Mr. Siva Sankar Kalive

Non-Executive & Independent

8

Yes

0

Mr. P. V. V. Rama Raju

Non-Executive & Independent

8

No

0

Mrs. Bhagyashri Dharmasa Zad

Non-Executive & Independent

4

No

1

16. TRANSFER OF UNCLAIMED DIVIDEND TO INVESTOR EDUCATION AND PROTECTION FUND:

The Company is not required to transfer any amount of unpaid/unclaimed dividend or any other amount to the Investor
Education and Protection Fund during the year under review.

17. CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION, FOREX EARNING AND OUTGO

The Company is committed towards conservation of energy and climate action which is reaffirmed in its Environmental
Sustainability Policy (https://www.ecoyou.in/investor-relations).

Through the reporting year, initiatives were aligned towards achieving these targets. Having already switched over to Air
conservation & water conservation using new valves. Also, upgraded to new boiler.

The Company supplies carbon negative material to all its customers enabling them to become lesser dependency on Carbon
intensive materials.

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 - A".

18. MATERIAL CHANGES AND COMMITMENTS
AFFECTING THE FINANCIAL POSITION OF
THE COMPANY

There were no material changes and commitments
affecting the financial position of the Company which
occurred at the end of the financial year to which the
financial statements relate and the date of this report.

19. RISK MANAGEMENT

The Company has adopted the systems and procedures, to
ensure sustainable business growth with stability and to
promote a proactive approach in reporting, evaluating and
resolving risks associated with the Company's business.

Periodic assessments to identify the risk areas are carried
out and management is briefed on the risks in advance
to enable the company to control risk through a properly
defined plan. The risks are classified as financial risks,
operational risks and market risks. The risks are taken
into account while preparing the annual business plan for
the year. The Board is also periodically informed of the
business risks and the actions taken to manage them. The
Company has formulated a policy for Risk management
with the following objectives:

• Provide an overview of the principles of
risk management

• Explain approach adopted by the Company for
risk management

• Define the organizational structure for effective
risk management

• Develop a "risk" culture that encourages all employees
to identify risks and associated opportunities and to
respond to them with effective actions.

20. INTERNAL FINANCIAL CONTROL AND ITS
ADEQUACY

Your Company has an internal Control System which
commensurate with the size, scale and complexity of
its operations. The scope and authority of the Internal
Audit function lies with the Audit Committee. The
Audit Committee monitors and evaluates the efficacy
and adequacy of internal control systems, accounting
procedures and policies.

The Board has adopted policies and procedures for
ensuring the orderly and efficient conduct of its
business, including adherence to the Company's policies,
safeguarding of its assets, prevention and detection
of fraud, error reporting mechanisms, accuracy and
completeness of the accounting records, and timely
preparation of reliable financial disclosures. For more
details, refer to the 'Internal control systems and their
adequacy' section in the Management's discussion and
analysis, which forms part of this Annual Report.

21. DISCLOSURES UNDER SEXUAL
HARASSMENT OF WOMEN AT
WORKPLACE (PREVENTION PROHIBITION
& REDRESSAL) ACT, 2013

The company is fully committed to their employees
specially women workforce to provide them safe
environment, to work with dignity and to provide them
better workplace free from any kind of discrimination
including sexual harassment. As per the requirement of
Sexual Harassment of Women at Workplace (Prevention,
Prohibition & Redressal) Act, 2013 read with rules
made thereunder, the company has constituted Internal
Complaint Committee which is responsible for the
redressal of complaint related to sexual harassment.
No cases of sexual harassment and discriminatory
employment were reported during the financial year
ended 31st March, 2025.

Sr.

No

Particulars

Reply from the
Company

01

The number of sexual harassment
complaints
received during the financial
year.

0

02

The number of complaints disposed of

during the year.

0

03

The number of cases pending for more
than 90 days.

0

22. DISCLOSURE REGARDING COMPLINACE
WITH MATERNITY BENEFIT ACT, 1961

The Company hereby affirms that it has duly complied
with the provisions of the Maternity Benefit Act, 1961, and
applicable rules thereunder, ensuring all eligible women
employees have received their entitled benefits, including
paid maternity leave and other statutory facilities.

23. DETAILS OF ESTABLISHMENT OF VIGIL
MECHANISM FOR DIRECTORS AND
EMPLOYEES

The Company has a Vigil Mechanism Policy in place to
deal with instances, if any, of the fraud, mismanagement,
misappropriations, if any and the same is placed on the
Company's website.

24. GENDER WISE EMPLOYEE STRENGTH

Number of Employees as on the closure of financial year
(31.03.2025)

Female: 3

Male: 43

Transgender: 0

25. MANAGERIAL REMUNERATION

Details as required pursuant to Rule 5 of the Companies
(Appointment and Remuneration of Managerial
Personnel) Rules, 2014 are contained in Corporate
Governance Report.

26. PARTICULARS OF EMPLOYEES AND
RELATED DISCLOSURES

Rule 5(2) & (3) of the Companies (Appointment &
Remuneration of Managerial Personnel) Rules, 2014
requiring the names of top ten employees in terms of
remuneration drawn are marked as "Annexure B". It is also
to be stated here that there were no employees during
the year who were in receipt of remuneration mentioned
in Rule 5 (2)(I), (II) and (III) of Companies (Appointment &
Remuneration of Managerial Personnel) Rules, 2014.

27. DEPOSITS

Your Company has not accepted any deposits from the
public and as such, no amount on account of principal or
interest on public deposits was outstanding as on the
date of the balance sheet.

28. CODE OF CONDUCT

i. Code of Conduct for Director and Senior Management
of the Company: - The Company has adopted
the Code of Conduct for the Directors and Senior
Management of the Company. All Board Members
and Senior Management Personnel have affirmed
compliance with the code as on 31st March, 2025.

ii. Code of Conduct for prevention of Insider Trading:
- The Company has its own Code of Conduct for
Prevention of Insider Trading which has been
amended according to the SEBI (Prohibition of
Insider Trading) Regulations, 2015.

29. CORPORATE GOVERNANCE

As a listed Company, necessary measures are taken to
comply with provisions of the SEBI (Listing Obligation and
Disclosure Requirements) Regulation, 2015. The Report
on Corporate Governance along with the certificate as
stipulated confirming compliance with the conditions
of Corporate Governance, the Managing Director's
declaration as stipulated under the aforesaid Clause,
Regulation and pursuant to Regulation 34 of the listing
Regulations, Management Discussion and Analysis
Report forms part of Annual Report.

30. SECRETARIAL STANDARDS

The Directors state that applicable Secretarial Standards
on Board Meetings (SS-1) and on General Meetings (SS-2)
have been duly followed by the Company. Also, Company

complies with all applicable secretarial standards issued
by the Institute of Company Secretaries of India.

31. COMPENSATION AND DISCLOSURE
ANALYSIS

The Companies Act, listing Regulations through various
provisions require disclosure and analysis on executive,
director's, KMP's and other employees' compensation.
The said information forms part of board's report annexed
herewith as "
Annexure B"

32. PARTICULARS OF CONTRACTS OR
ARRANGEMENTS WITH RELATED PARTIES

The particulars of every contract or arrangements entered
into by the Company with related parties referred to in
subsection (1) of section 188 of the Companies Act, 2013
including certain arm's length transactions under third
proviso thereto has been annexed as per "
Annexure-C".

33. STATUTORY AUDITORS

Under Section 139 of the Companies Act, 2013 and
the Rules made thereunder, M/s. Chaturvedi S K &
Fellows LLP, Mumbai, (Firm Registration No. 112627W/
W100843), were appointed as the Statutory Auditors of
the company for the period of next 5 years with effect
from the conclusion of 31st Annual General Meeting
to be held in the year 2022 to hold the office up to the
conclusion of Annual General Meeting to be held for the
financial year 2026-27.

The Auditors' Report for fiscal 2025 is enclosed with the
financial statements in this Annual Report and there were
no qualifications, reservations or adverse remarks.

34. SECRETARIAL AUDIT 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 appointed M/s. SD Kolhe & Company,
Pune, a firm of Company Secretaries in Practice, to
undertake the Secretarial Audit of the Company.
Secretarial Audit Report for the financial year 31st March,
2025 is annexed herewith as "Annexure D" in FORM MR-

3.

The Secretarial Auditor's certificate confirming
compliance with conditions of corporate governance as
stipulated under Listing Regulations, for fiscal 2025 is
enclosed to the Board's report.

35. COMMENTS ON OBSERVATIONS ON
SECRETARIAL AUDIT REPORT

The observation and qualification is annexed as
"
Annexure D".

36. MANAGEMENT DISCUSSION AND
ANALYSIS REPORT

The Management Discussion and Analysis Report in
compliance with the Securities and Exchange Board of
India (Listing Obligations And Disclosure Requirements)
Regulations, 2015 is marked as
Annexure E and forms
part of this Report.

37. COMMITTEES OF THE BOARD

As on 31st March, 2025, the Board had three
committees: the audit committee, the nomination
and remuneration committee, and the stakeholder's
relationship committee. A majority of the committees
consists entirely of independent directors. During the
year, all recommendations made by the committees
were approved by the Board. A detailed note on the
composition of the Board and its committees is provided
in the Corporate Governance Report as
Annexure F.

38. BOARD DIVERSITY

The Company recognizes and embraces the importance
of a diverse board in its success. We believe that a truly
diverse board will leverage differences in thought,
perspective, knowledge, skill, regional and industry
experience, cultural and geographical backgrounds,
age, ethnicity, race and gender that will help us retain
our competitive advantage. The Board Diversity Policy
adapted by the Board sets out its approach to diversity.
The policy is available on our website, at
https://www.
ecoyou.in/investor-relations
.

Additional details on Board diversity are available in the
Corporate Governance Report that forms part of this
Annual Report as
Annexure F.

39. REPORTING OF FRAUDS BY AUDITORS

During the year under review, neither the statutory
auditors nor the secretarial auditor has reported to the
audit committee, under Section 143 (12) of the Companies
Act, 2013, any instances of fraud committed against the
Company by its officers or employees, the details of which
would need to be mentioned in the Board's report.

40. MAINTENANCE OF COST RECORDS

Since the Company is not covered under the section 148(1)
of Companies Act, 2013, therefore the maintenance of
cost records is not required.

41. INDUSTRIAL RELATIONS

During the year under review, the Company enjoyed
cordial relations with workers, employees, Bankers,
Shareholders and all stakeholders at all levels.

42. DETAILS OF SIGNIFICANT AND MATERIAL
ORDERS PASSED BY THE REGULATORS/
COURTS/TRIBUNALS IMPACTING THE
GOING CONCERN STATUS AND THE
COMPANY'S OPERATIONS IN FUTURE

There were no significant material orders passed by the
Regulators/ Courts which would impact the going concern
status of the Company and its future operations.

43. RATIO OF REMUNERATION

The information required under Section 197(12) of the
Companies Act, 2013 read with Rule 5 of the Companies
(Appointment & Remuneration of Managerial Personnel)
Rules, 2014 is given in the Statement annexed herewith
as a part of the Boards Report.

44. CORPORATE SOCIAL RESPONSIBILITY
(CSR)

The provision relating to CSR is not applicable to the
company as the company does not meet the criteria
prescribed under Section 135 of the Company Act 2013
read with Rules made thereunder.

45. 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

Nil. No such event.

46. 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:

Nil. No such event.

47. GENERAL

Your Directors state that no disclosure or reporting is
required in respect of the following items since there
were no transactions in these matters and/or they are not
applicable to the Company during the year under review:

1. Details relating to deposits covered under Chapter V
of the Act.

2. I ssue of equity shares with differential rights as to
dividend, voting or otherwise.

3. I ssue of shares (including sweat equity shares) to
employees of the Company under ESOS.

4. No significant or material orders were passed by the
Regulators / Courts or Tribunals which would impact
the going concern status of the Company and its
future operations.

5. No fraud has been reported by the Auditors to the
Audit Committee or the Board.

48. ACKNOWLEDGEMENTS AND
APPRECIATION

Your Directors take this opportunity to thank the

customers, shareholders, suppliers, bankers, business

partners/associates, financial institutions and Central
and State Governments for their consistent support and
encouragement to the Company. I am sure you will join
our Directors in conveying our sincere appreciation to
all employees of the Company for their hard work and
commitment. Their dedication and competence has
ensured that the Company will definitely overcome such
turbulent situations and emerge as a significant and
leading player in the industry.

FOR AND ON BEHALF OF THE BOARD OF DIRECTORS

Ramakrishna Raju Gottumukkala
Managing Director & CEO (Chairman)

DIN: 01516984

Place: Pune
Date: 14.08.2025


 
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