The Board of Directors are pleased to present the 13^th Annual Report of the Company together with its
Audited Financial Statements for the Financial Year (‘FY’) ended March 31, 2025.

FINANCIAL PERFORMANCE

During the year under review, the performance of your Company was as under:

(? in Lakhs)

STATE OF COMPANY’S AFFAIRS

Your Company has achieved a total income of ? 3126 Lakh during the year under review as against ?
1489 Lakh in the previous financial year. The net profit after tax of the Company for the year under
review is ? 146 Lakh as compared to profit of ? 38 Lakh for the previous year. The net profit before tax
for the year under review is ? 200 Lakh as compared to profit of ? 77 Lakh for the previous year.

Our Product Portfolio offers a diversified product range which includes variety of grades, thickness,
widths and standards of various grades of whole tyre reclaim rubber, butyl reclaim rubber and natural
reclaimed rubber. Currently, we sell our products to companies in the automotive manufacturing sector,
distributors and dealers.

FUTURE OUTLOOK

With the improved capacity utilizations, your company is now better placed to serve the needs of the
customers. Further, the Company has installed Radial tyre crumb & reclaim plant at the Factory. Further, the
management is taking all necessary steps to utilize maximum manufacturing capacity, energize human
resource asset, drive cost efficiency and improve margins. We believe we are well placed to serve
Global customers in the coming years.

CHANGE IN NATURE OF BUSINESS

There has been no change in nature of the Business during the year under review.

DIVIDEND

With a view to conserve the resources for expansion of the business activities and working capital
requirements of the Company, the board of directors of the Company have not recommended any
dividend for the year under review (Previous Year: Nil). There is no unclaimed/unpaid Dividend within the
meaning of the provisions of Section 125 of the Companies Act, 2013.

The Company on voluntary basis has adopted the Dividend Distribution Policy and the said policy is
available on the website of the Company i.e. https://leadreclaim.com/ under investor section.

There is no unclaimed/unpaid Dividend within the meaning of the provisions of Section 125 of the
Companies Act, 2013.

DEPOSITS

The Company has not accepted deposits from the public during the year under review. No deposits were
outstanding at the beginning or at the closure of the financial year under review.

CHANGE IN CAPITAL STRUCTURE:

There is no change in Capital Structure of the Company during the Year except below mention:

Increase in Authorised Capital of the Company:

The Authorised Capital of the Company has been Increased from Rs. 8,00,00,000/- (Rupees Eight Crore
Only) divided into 80,00,000 (Eighty Lakhs) equity shares of Rs.10/- (Rupees Ten Only) each to Rs.
9,00,00,000 (Rupees Nine Crores Only) divided into 90,00,000 (Ninety Lakhs) Equity shares of Rs.10/-
(Rupees Ten Only) each ranking pari passu in all respect with the existing equity Shares of the
Company.

Increase in paid up capital of the Company: Issue of Equity Share by way of preferential
Allotment-

The Company has issued and allotted 12,99,000 (Twelve Lakhs Ninety Nine Thousand) Equity Shares at
the price of Rs. 57.20/- per share (Rupees Fifty Seven Rupees and Twenty Paisa Only) (Face Value of
Rs. 10/- (Rupees Ten only) each and premium of Rs. 47.20/- (Rupees Forty Seven and Twenty Paisa)
by way of preferential allotment of equity shares in cash.

Consequent to the aforementioned allotment, the Paid-up Equity Share Capital of the Company stands
increased to Rs. 8,64,06,750/- comprising 86,40,675 Equity Shares of face value of Rs. 10/- each.

PARTICULARS OF LOANS, GUARANTEES OR INVESTMENTS

The Particulars of loans, guarantees or investments pursuant to Section 186 of the Companies Act, 2013
are provided in the notes to the financial statements.

SUBSIDIARIES, JOINT VENTURES AND ASSOCIATE COMPANIES

The Company does not have subsidiary company or joint venture companies during the year.

During the financial year under review, the Company acquired 50% stake in Regrip Lead Recycling
Private Limited and it becomes Associate Company of the Company.

The Company has formulated a policy for determining material subsidiaries. The Policy may be
accessed at https://leadreclaim.com/

There is no company, which has ceased to be Company’s subsidiary, joint venture or associate
company during the year.

CHANGE IN DIRECTORS AND KEY MANAGERIAL PERSONNEL

During the year under review, no changes occurred in the constitution of the Board of Directors and Key
Managerial Personnel of the Company.

Mr. Kalpesh Bhagubhai Patel, Whole-time Director of the Company, being longest in office, retires by
rotation and being eligible, offers himself for reappointment.

STATEMENT ON DECLARATION BY INDEPENDENT DIRECTORS

The Company has received necessary declarations from each of the Independent Directors to the effect
that, they respectively meet the criteria of independence as stipulated under Section 149 (6) of the
Companies Act, 2013 read with the schedules, rules made thereunder and Regulation 16(1) (b) and
Regulation 17 of the Listing Regulations. The Board has assessed the veracity of the same to their
satisfaction. The Board of Directors have satisfied themselves about the integrity, expertise and
experience (including the proficiency) of the independent directors of the Company.

POLICY ON DIRECTORS’ APPOINTMENT AND REMUNERATION

Pursuant to Section 134(3)(e) and Section 178(3) of the Companies Act, 2013, the Nomination and
remuneration policy for the Directors, Key Managerial Personnel and Senior Management Personnel as
per Section 178(3) of the Companies Act, 2013 and SEBI (Listing Obligations and Disclosure
Requirements) Regulations, 2015 as amended from time to time is available on the website of the
Company i.e. https://leadreclaim.com/ under investor section.

PARTICULARS OF REMUNERATION OF DIRECTORS / KMP / EMPLOYEES

Disclosures required pursuant to the provisions of Section 197(12) of the Act read with Rule 5(1) of the
Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, forms part of this
report and appears at “Annexure 1”.

The statement containing names of top ten employees in terms of remuneration drawn and the
particulars of employees as required under, Rule 5(2) & 5(3) of the Companies (Appointment and
Remuneration of Managerial Personnel) Rules, 2014, and in terms of Section 136 of the Act the said
statement is available for inspection and any Member interested in obtaining a copy of the same may
write to the Company Secretary and Compliance Officer of the Company.

NUMBER OF MEETINGS OF THE BOARD

During the year under review, the Board of Directors of the Company duly met 8 (Eight) times. The
applicable details of these Board meetings including the attendance of the Directors at those meetings
are given in the report on Corporate Governance which forms part of the Annual Report.

COMMITTEES OF THE BOARD

The Company has the following 3 (Three) Board Committees which have been established in
compliance with the requirement of applicable law(s) and statute(s) and function accordingly:

> Audit Committee

> Nomination and remuneration Committee

> Stakeholders Relationship Committee

The Other Details of the above mentioned committees are given in the report on Corporate Governance
which forms part of the Annual Report.

PERFORMANCE EVALUATION OF THE BOARD, ITS COMMITTEES AND
INDIVIDUAL DIRECTORS

The Board adopted the evaluation performed by the Independent Directors on the Board’s performance
carried out in accordance with the requirements of LODR Reg. 25(4)(a). which took into account factors
like ‘compliances with the provisions of the applicable act(s), rules, regulations’ and ‘corporate
governance norms’. Satisfaction has been recorded about the performance based on the aforesaid
criteria. The performance of the Committees was adjudged based on the criteria like ‘adequacy of
composition, execution and performance of specific duties, obligations and governance, quorum,
compliance with procedures applicable for the conduct of meetings, and review of the past
recommendations and decisions of the committees. The Board records its satisfaction about the
performance of all the committees of the Board. The performance evaluation of Chairperson of the
Company has been carried out by the Board. The performance evaluation of non-independent directors
has been carried out by the Independent Directors in accordance with LODR Reg. 25(4)(a) and it has
been likewise adopted by the Board. The remaining members of the Board were evaluated at the Board
Meetings based on various parameters like attendance, level of their engagement, contribution,
independency of judgment, contribution in safeguarding the interest of the Company and other relevant
factors.

DIRECTORS’ RESPONSIBILITY STATEMENT

The Board of Directors of the Company confirms that:

> In the preparation of the annual accounts, the applicable accounting standards had been followed
along with proper explanation relating to material departures, if any;

> They 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;

> They had taken proper and sufficient care for the maintenance of adequate accounting records in
accordance with the provisions of this Act for safeguarding the assets of the company and for
preventing and detecting fraud and other irregularities;

> They had prepared the annual accounts on a going concern basis;

> They had laid down internal financial controls to be followed by the company and that such internal
financial controls are adequate and were operating effectively; and

> They had devised proper systems to ensure compliance with the provisions of all applicable laws and
that such systems were adequate and operating effectively.

AUDITORS AND THEIR REPORTS

Statutory Auditor

Pursuant to the provisions of the section 139 of the Act. The Members of the Company in Annual
General Meeting held on September 30, 2023, appointed M/s DKN & Associates, Chartered Accountants
(FRN: 120386W) as statutory auditor of the Company for the period of five years to hold office till the
conclusion of Annual General Meeting of the Company to be held in 2028.

The Auditor’s Report for the financial year ended 31st March, 2025 does not contain any qualification,
adverse remark, reservation or disclaimer and therefore, does not call for any further explanation or
comments from the Board under Section 134(3) of the Companies Act, 2013.

Secretarial Auditor

The Board has appointed M/s. Krushang Shah & Associates, Practicing Company Secretaries,
Ahmedabad as the Secretarial Auditor of the Company to conduct Secretarial Audit as per the provisions
of the Companies Act, 2013, for a period of five years commencing from FY 2025-26 to FY 2029-30.

M/s. Krushang Shah & Associates, Practicing Company Secretaries, is appointed as the Secretarial
Auditors, to conduct the audit of secretarial records of the Company for the financial year ended on
March 31, 2025 pursuant to Section 204 of the Companies Act, 2013. The Secretarial Audit Report
submitted by him in the prescribed form MR- 3 is annexed to this Report as Annexure-2.

With regards to the qualification of the Secretarial Auditor remark relating to excess payment to
Managing Director and Whole-time Director, we would like to inform that considering the Inputs given in
the business of the Company, the role and responsibility of the Managing Director and Whole-time
Director and the salary is paid is as per the industry standards, the Company has paid salary over and
above prescribed limits.

INTERNAL FINANCIAL CONTROLS

The Company has in place adequate internal financial controls in order to ensure that the financial
statements of the Company depict a true and fair position of the business of the Company. The
Company continuously monitors and looks for possible gaps in its processes and its devices and adopts
improved controls wherever necessary.

MATERIAL CHANGES AND COMMITMENTS AFFECTING THE FINANCIAL
POSITION OF THE COMPANY

There has been no material changes and commitments, that affect the financial position of the Company
from the end of the financial year of the Company to which the financial statements relate till the date of
the directors’ report.

RISK MANAGEMENT

The Board of your Company has adopted Risk Management plan to create and protect shareholders
value by identifying and mitigating major operating, and external business risk. Currently the board is
responsible for reviewing the risk management plan and ensuring its effectiveness. The Company

recognizes that the emerging and identified risks need to be managed and mitigated to (a) protect its
shareholders and other stakeholders’ interest; (b) achieve its business objectives; and (c) enable
sustainable growth.

The details of various risks that are being faced by the Company are provided in Management Discussion
and Analysis Report, which forms part of this Report.

ANNUAL RETURN OF THE COMPANY

Pursuant to Section 92(3) read with Section 134(3)(a) of the Companies Act, 2013, the Annual Return as
on 31st March, 2025 is available on the Company’s website i.e. https://leadreclaim.com/ under
investor section.

PARTICULARS OF CONTRACTS OR ARRANGEMENTS WITH RELATED
PARTIES

Related party transactions, if any, that were entered into during the financial year were on arm’s length
basis and were in the ordinary course of business. The information on transactions with related parties,
compiled in Form AOC-2, appears at “Annexure 3” to this report.

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

The particulars as prescribed under Sub-section (3)(m) of Section 134 of the Companies Act, 2013, read
with the Companies (Accounts) Rules, 2014, appears at “Annexure 4” to this report.

PERFORMANCE AND FINANCIAL POSITION OF THE SUBSIDIARY
COMPANIES/JOINT VENTURE/ ASSOCIATE COMPANY:

Pursuant to Section 129(3) of the Companies Act, 2013, and Rule 5 of the Companies (Accounts) Rules,
2014, a statement containing the salient features of the financial statements of the Company’s
subsidiaries/ joint ventures/ associate companies, bringing out the highlights of their performance,
appears at Form AOC - 1 which appears at “Annexure 5” to this report. Details pertaining to the
associates of the Company are provided in the notes to the Consolidated Financial Statements.

CORPORATE GOVERNANCE REPORT

The provisions mentioned in para C, D and E of Schedule V are not applicable to our Company.
However, the Company has voluntarily attached report on “Corporate Governance” except a certificate
from a company secretary in practice 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 and Compliance certificate from either
the auditors or practicing company secretaries regarding compliance of conditions of corporate
governance shall be annexed with the directors’ report.

MANAGEMENT DISCUSSION AND ANALYSIS REPORT

The Management Discussion and Analysis Report, highlighting the important aspects of the business of
the Company appears separately in the Annual Report.

VIGIL MECHANISM/WHISTLE BLOWER POLICY

The Company provides an avenue to the Directors and Employees of the Company to report without fear
any instance of actual or suspected violation, wrong doings or any illegal or unethical or improper
practice which may adversely impact the image and / or the financials of the Company. For this, the
Company has in place a Vigil Mechanism Policy (Whistle Blower Policy) for Directors and employees to
report genuine concerns.

This provides for adequate safeguards against victimization of employees and Directors who wish to use
the vigil mechanism to bring any wrong deed(s) to the notice of the Company.

During the year under review, the implementation of the vigil mechanism has been properly and regularly
monitored by the Audit Committee. However, no complaints or instances in this regard have been
reported. The said policy is available on the Company’s Website i.e. https://leadreclaim.com/ under
investor section.

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

No complaints pursuant to the provisions of the Sexual Harassment of Women at the Workplace
(Prevention, Prohibition and Redressal) Act, 2013 have been received during the year under review.
Further, the Company did not require to constitute Internal Complaints Committee under the Sexual
Harassment of Woman at Workplace (Prevention, Prohibition and Redressal) Act, 2013.

COMPLIANCE WITH THE PROVISIONS OF THE MATERNITY BENEFIT ACT,
1961:

The Company is committed to upholding the rights and welfare of its women employees, if any, and has
complied with the provisions of the Maternity Benefit Act, 1961, and the rules made thereunder, as
amended from time to time. All eligible women employees are provided maternity leave and other
benefits in accordance with the applicable provisions of the Maternity Benefit Act, 1961.

The Company continues to remain in full compliance with the provisions of the Maternity Benefit Act,
1961, and confirms that there have been no instances of non-compliance or adverse findings in this
regard during the financial year under review.

SECRETARIAL STANDARDS

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

GENERAL

Your directors state that no disclosure or reporting is required in respect of the following matters under the
Companies Act, 2013, and SEBI Regulations either on account of absence of any transaction or the
inapplicability of the provisions:

> Reporting of fraud(s) by the Auditors within the meaning of Section 143(12) of the Companies Act, 2013.

> The Company has not transferred an amount to capital reserve during the year.

> Maintenance of cost records as specified by the Central Government under sub-section (1) of section 148
of the Companies Act, 2013.

> 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.

> Regulation 32 (4) of SEBI LODR Regulations regarding explanation for the variation in the utilisation of
money raised by public issue. The others details are given in corporate governance report.

> Disclosure pursuant to section 43(1) read with Rule 4(4) of Companies (share capital and debenture)
rules, 2014 regarding issue of equity shares with differential rights.

> Details of any scheme for providing money for the purchase of shares of the Company by employees for
the benefit of employees.

> Issue of shares (including sweat equity shares) to the employees of the Company under any scheme.

> The company has not bought back any of its securities/ not issued any sweat equity shares / not provided
any Stock Option Scheme to its employees / not issued any equity shares with differential rights.

> Details of policy developed and implemented on corporate social responsibility.

> Receipt of any commission from the Company or remuneration from any of its subsidiary by the Managing
Director or the Whole time Directors of the Company as per section 197(14).

> Revision in the financial statements (apart from regrouping adjustments) or directors’ report in any of the
three preceding financials years.

> Significant or material orders passed by the regulators, courts, tribunals impacting the going concern
status and Company’s operations in future.

> There is no proceeding pending under the Insolvency and Bankruptcy Code, 2016.
ACKNOWLEDGMENT

Your directors place on records their gratitude to the Central Government, State Governments and
Company’s Bankers for the assistance, co-operation and encouragement they extended to the Company.
Your directors also wish to place on record their sincere thanks and appreciation for the continuing
support and unstinting efforts of investors, vendors, dealers, business associates and employees in
ensuring an excellent all around operational performance.

For and on behalf of the Board of Directors of
LEAD RECLAIM AND RUBBER PRODUCTS LIMITED

JAYESHKUMAR PATEL KALPESH PATEL

MANAGING DIRECTOR WHOLE-TIME DIRECTOR

DIN- 05007490 DIN- 06779248

Date- September 06, 2025
Place- Kathlal