Your Directors are pleased to present the 17th Annual Report along with the Audited Financial Statements of your Company
for the financial year ended March 31,2025.

1. FINANCIAL PERFORMANCE (' in Lakhs)

2. OPERATIONAL PERFORMANCE

During the year under review, your Company has
achieved turnover of Rs. 25,193.83 lakh as against Rs.
31,139.09 lakh in the previous year, marginal decrease
by 19.09% as compared to previous financial year.
Despite the reduction in revenue, Earnings Before
Interest, Depreciation, and Tax (EBITDA) remained
robust at '2,911.97 lakh, marginally higher than
'2,871.55 lakh recorded in the preceding year,
reflecting an improvement in the operating margin of
1.41%. During the year under review, Profit before tax
was Rs. 592.38 lakh as compared to profit of Rs. 611.49
lakh in the previous year. The Profit after tax for the
financial year under review was Rs. 349.86 lakh as
against Rs. 398.16 lakh for the previous year.

3. DIVIDEND AND RESERVES
Dividend:

The Board of Directors is pleased to recommend a
dividend of Rs.0.07/-(i.e.3.50%) per equity share of
Rs.2/- each on the paid-up equity share capital of
company amounting to Rs.62.51 lakh. The dividend
payment is subject to approval of members at the
ensuing Annual General Meeting. The final dividend
once approved by Shareholders will be paid within the
stipulated time subject to deduction of tax at source.

Transfer to Reserves:

As permitted under the Act, the Board does not
propose to transfer any amount to General Reserves.
The closing balance of the retained earnings of the
Company for FY 2024-25, after all appropriations and
adjustments, was Rs. 3,479.08 Lakhs.

4. CHANGE IN SHARE CAPITAL, IF ANY

The Capital structure of the Company is given below:

During the Financial Year 2024-25, there was no change
in the share capital of the Company.

5. DEPOSITS

During the year under review, your Company has
neither accepted / renewed any deposits during the
year nor has any outstanding deposits within the
meaning of Section 73 of the Companies Act, 2013 read
with the Companies (Acceptance of Deposits) Rules,
2014.

6. CHANGE IN THE NATURE OF BUSINESS

There has been no change in the nature of business of
the Company.

7. CHANGE IN REGISTERED OFFICE

During the year under review, the registered office of
the Company shifted within the Local limits of the City
w.e.f. 17/04/2024, as approved at the Board of
Directors Meeting held on April 17, 2024.

From

3rd Floor, Dawer Chambers, Beside J.K. Tower, Ring
Road, Surat-395002, Gujarat, India

To

C.S. Nondh No. 451/A, R.S. No. 33/1 Paiki, Plot No. 5, Nr.
Narendra Dyeing Mill, B/H.: Old Sub-Jail, Khatodara,
Ring Road, Surat-395002, Gujarat, India

(Coming within the jurisdiction of Police Station -
Khatodara Police Station).

8. DIRECTORS AND KEY MANAGERIAL PERSONNEL

Directors:

The Company's Board of Directors comprises an
optimum blend of Executive, Non-Executive and
Independent Directors. The Chairperson of the Board
is an Executive Director. As on March 31, 2025, the
Board of directors comprises Six (6) Directors; one
Managing Director, one whole-Time Director, One
Executive Director, and the remaining three (3)
Independent Directors.

As on 31st March, 2025, Your Company has 6 (Six)
Directors, namely;

Re-appointment of Director(s) retiring by rotation:

Pursuant to the provisions of section 152 of the
Companies Act, 2013 and in accordance with
provisions of Articles of Association of the Company,
Mr. Shah Dhirajlal Raychand (DIN: 00010480), an

Executive Chairman of the Company retires by rotation
at the ensuing Annual General Meeting and being
eligible, offers himself for re-appointment. Your
Directors recommend his re-appointment.

None of the Directors of the Company are disqualified
for being appointed as Directors as specified under
Section 164(2) of the Act read with Rule 14(1) of the
Companies (Appointment and Qualification of
Directors) Rules, 2014.

Key Managerial Personnels (KMPs):

As on 31st March, 2025, Your Company has the
following Key Managerial Personnel (KMPs):

There were no changes occurred during the year under
review AND between the ends of the financial year to
which these financial statements relate and the date of
the report.

9. COMMITTEES OF THE BOARD:

As on March 31, 2025, the Board has four

committees: Audit, Nomination and
Remuneration, Stakeholders' Relationship and
Corporate Social Responsibility. The composition
of the committees is in line with the applicable
provisions of the Act, Rules and the Listing
Regulations and are as detailed below.

* The Corporate Social Responsibility Committee was formed on August 12,2024, at the duly convened meeting of the Board
of Directors of the Company.

** Mr. VaibhavJayantbhai Mehta was appointed as member of Audit committee w. e.f. February 12,2025.

*** After the closure of the reporting FY.2024-25, Mrs. Richa Manoj Goyal, tendered her resignation; Therefore she ceased to be
a member of the Committees of the Board w.e.f. July3,2025.

# After the closure of the reporting FY.2024-25, Ms. Ketaki Naginbhai Patel, appointed by the Board as an additional
Independent Director of the Company and was also appointed as member of Audit committee and Nomination and
Remuneration Committee w. e.f. August23,2025.

A detailed note on the Board and its Committees along with the dates of meetings is provided in the Corporate
Governance Report.

13. MEETINGS OF THE BOARD AND COMMITTEE:

During the Financial Year 2024-25, the Board of
Directors met Five (5) times, and the details of the
Meetings of the Board and its Committees are given in
the Corporate Governance Report, , which forms part
of this Annual Report.

The gap intervening between the two Meetings were
within the time prescribed under the Act and SEBI
(LODR), Regulations.

Details of attendance at Meetings of the Board, its
committees, and the Annual General Meeting are
included in the Report on Corporate Governance,
which forms part of this Annual Report.

14. MEETING OF INDEPENDENT DIRECTORS:

In terms of requirements under Schedule IV of the
Companies Act, 2013 and Regulation 25(3) of SEBI
(Listing Obligations and Disclosure Requirements)
Regulations, 2015, a Separate Meeting of the
Independent Directors was held on February 12, 2025.

The Independent Directors at the Meeting, inter alia,
reviewed the following:

> Performance of Non-Independent Directors and
Board as a whole.

> Performance of the Chairman of the Company,
taking into account the views of Executive
Directors and Non-Executive Directors.

> Assessed the quality, quantity, and timeliness of
the flow of information between the Company
Management and the Board that is necessary for
the Board to effectively and reasonably perform
their duties.

15. STATEMENT ON DECLARATION GIVEN BY
INDEPENDENT DIRECTORS UNDER SECTION 149

The Independent Directors have submitted a
declaration of independence, as required pursuant to
sub-section (7) of Section 149 of the Companies Act,
2013.

All the Independent Directors of the Company have
declared that:

[a] they meet the criteria of independence as laid
down under the Act and the Listing Regulations;

[b] they have complied with the Code of Independent
Directors prescribed under Schedule IV of the Act;
and

[c] they have registered themselves with the
Independent Directors' Database maintained by
the Indian Institute of Corporate Affairs.

16. STATEMENT REGARDING OPINION OF THE BOARD
WITH REGARD TO INTEGRITY, EXPERTISE AND
EXPERIENCE (INCLUDING THE PROFICIENCY) OF THE
INDEPENDENT DIRECTORS APPOINTED DURING THE
YEAR:

In the opinion of the Board of Directors of the
Company, Independent Directors on the Board of
Company hold the highest standards of integrity and
are highly qualified, recognized and respected
individuals in their respective fields. It's an optimum
mix of expertise (including financial expertise),
leadership and professionalism.

All the Independent Directors of your Company have
been registered and are members of Independent
Directors Data bank maintained by the Indian Institute
of Corporate Affairs (IICA) and have passed the Online
Proficiency Self-Assessment Test conducted by Indian
Institute of Corporate Affair (IICA).

17. POLICY ON APPOINTMENT & REMUNERATION OF
DIRECTORS AND KEY MANAGERIAL PERSONNEL:

Pursuant to provision of Section 178(3) of the
Companies Act, 2013, the Board has framed a Policy for
selection, appointment and remuneration of Directors
, Key Managerial Personnel and Senior Management
employees and other employees, including criteria for
determining qualifications, positive attributes and
independence of Directors. The salient features of the
Nomination and Remuneration Policy of the Company
has been disclosed in the Corporate Governance
Report, which is a part of this report. The said Policy is
available on the Company's website and can be
accessed using the https://www.shahlon.com/
reports/disclosure/NAR_Policy.pdf .

18. PARTICULARS OF EMPLOYEES AND REMUNERATION

The Disclosure required under Section 197(12) of the
Companies Act, 2013 read with the Rule 5(1) of the
Companies (Appointment and Remuneration of
Managerial Personnel) Rules, 2014, relating to
percentage increase in remuneration, ratio of
remuneration of each Director and Key Managerial
Personnel to the median of employees' remuneration
is provided in, is annexed as 'Annexure - 1' and forms
an integral part of this Report.

A statement comprising the names of top 10
employees in terms of remuneration drawn in terms of
Rule 5(2) and 5(3) of the Companies (Appointment and
Remuneration of Managerial Personnel) Rules, 2014, is
provided in a separate annexure forming part of this
report. However, in terms of Section 136 of the Act, the
Integrated Annual Report is being sent to the
shareholders and others entitled thereto, excluding
the said annexure, Members who are interested in
obtaining these particulars may write to the Company
Secretary at the Registered Office of the Company. The
aforesaid Annexure is also available for inspection by
Members at the Registered Office of the Company, 21
days before and up to the date of the ensuing Annual

General Meeting during the business hours on working
days.

There were no employees whose remuneration was in
excess of the limits in pursuance of section 197(12) of
the Companies Act, 2013 read with Rule 5(2) of The
Companies (Appointment & Remuneration of
Managerial Personnel) Rules, 2014.

19. NUMBER OF EMPLOYEES AS ON THE CLOSURE OF
FINANCIAL YEAR AND GENDERWISE BIFURCATION
THEROF:

The details relating to the number of employees as on
the closure of financial year and gender wise
bifurcation thereof is as follows:

20. POLITICAL CONTRIBUTION:

During the year under review, the Company has made
Political contribution of Rs. 30,00,000/- (Rupees Thirty
Lakhs Only) to a political party, which is in compliance
with the Section 182 and other applicable provisions of
the Companies Act, 2013.

21. DETAILS OF SUBSIDIARY/JOINT VENTURES /
ASSOCIATE COMPANIES

Your Company does not have any Subsidiary, Joint
Ventures or Associate Company.

22. ENERGY CONSERVATION, TECHNOLOGY
ABSORPTION AND FOREIGN EXCHANGE EARNINGS
ANDOUTGO

As required under section 134(3)(m) of the Companies
Act, 2013 read with Rule 8(3) of the Companies
(Accounts) Rules, 2014 the particulars relating to
conservation of energy, Technology Absorption and
foreign exchange earnings and outgo is appended as
an 'Annexure-2' to this Board's Report.

23. DIRECTORS' RESPONSIBILITY STATEMENT

To the best of their knowledge, belief and according to
the information and explanations obtained, your

Directors make the following statements in terms of

Section 134(3) (c) & 134 (5) of the Companies Act, 2013:

a) In the preparation of the annual accounts, 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 the end of the
financial year 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 this
Act 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.

24. AUDITORS AND AUDITOR'S REPORT

Statutory Auditors :

M/s Rasesh Shah & Associates, Chartered Accountants
(Firm Registration No. 0108671W) completed their
second term and have been retired as the Statutory
Auditors of the company w.e.f. 30.09.2024 i.e. on
conclusion of the 16th AGM of the company.

Based on the recommendation of Audit Committee
and Board of Directors, Shareholders approved the
appointment of M/s. HTKS & Co., Chartered
Accountants (Firm Registration No 111032W), at the
16th AGM, as the Statutory Auditors of the Company,
for a term of 5 consecutive years commencing from the
conclusion of 16th AGM till the conclusion of 21st AGM
of the Company.

Accordingly, M/s. HTKS & Co., Chartered Accountants,
Statutory Auditors of the Company will continue as
such till the conclusion of Annual General Meeting to
be held in the Year 2029. In this regard, the Company
has received a Certificate from the Auditors to the
effect that their continuation as Statutory Auditors
would be in accordance with the provisions of Section
141 of the Companies Act, 2013.

> Statutory Auditors' Observations in Audit Report:

There are no qualifications, reservations or
adverse remarks or disclaimers made by M/s.
HTKS & Co., Chartered Accountants (Firm
Registration No 111032W), Statutory Auditors in
their report for the Financial Year ended March 31,
2025.

Moreover, there is no incident of fraud requiring
reporting by the Auditors under Section 143(12) of
the Act.

> Board's response on Auditor's qualification,
Reservation or adverse Remark or disclaimer
made

There are no qualifications, reservations or
adverse remarks made by the statutory auditors in
their report for the reporting financial year.

Secretarial Auditors:

The Company has appointed Shri Bhairav H. Shukla,
Practicing Company Secretary, (CP: 5820) Surat to
conduct the Secretarial Audit of the Company as
required by Section 204 of the Companies Act, 2013
and Rules made thereunder. The Company provided
all assistance and facilities to the Secretarial Auditors
for conducting their audit. Shri Bhairav H. Shukla, has
also conducted the Annual Secretarial Compliance
pursuant to Regulation 24A of SEBI (Listing Obligations
and Disclosure Requirements) Regulations, 2015. The
Secretarial Audit Report, in Form MR-3, for the financial
year ended March 31, 2025 is annexed herewith as
'Annexure- 3'.

Pursuant to the amended provisions of Regulation 24A
of the SEBI (LODR) Regulations and Section 204 of the
Act read with Rule 9 of the Companies (Appointment
and Remuneration of Managerial Personnel) Rules,
2014, Based on the recommendation of the Audit
Committee, the Board of Directors have approved and
recommended the appointment of M/s. JDM and
Associates LLP, Peer Reviewed Firm of Company
Secretaries in Practice as Secretarial Auditors of the
Company for a term of up to 5 (Five) consecutive years
to hold office from the conclusion of ensuing 17th AGM
till the conclusion of 22nd AGM of the Company to be
held in the Year 2030, for approval of the Members at
ensuing AGM of the Company. Brief resume and other
details of M/s. JDM and Associates LLP, Company
Secretaries in Practice, are separately disclosed in the
Notice of ensuing AGM.

M/s. JDM and Associates LLP have given their consent
to act as Secretarial Auditors of the Company and
confirmed that their aforesaid appointment (if made)
would be within the prescribed limits under the Act &
Rules made thereunder and SEBI (LODR) Regulations.
They have also confirmed that they are not disqualified
to be appointed as Secretarial Auditors in terms of
provisions of the Act & Rules made thereunder and
SEBI (LODR) Regulations.

> Secretarial Auditors' Observations in Audit Report:

The Secretarial Audit Report for the financial year
ended March 31, 2025 issued by Shri Bhairav H.
Shukla, Practicing Company Secretary, (CP: 5820)
Surat, is annexed herewith as 'Annexure- 3'. The
report is self-explanatory and does not call for any
further explanation / comments as required under
Section 134(3)(f) of the Companies Act, 2013.

Moreover, there is no incident of fraud requiring
reporting by the Secretarial Auditor under Section
143(12) of the Act.

Cost Auditors:

In terms of the provisions of Section 148 of the Act read
with the Companies (Cost Records and Audit) Rules,
2014 as amended from time to time, the Board of
Directors, on the recommendation of the Audit
Committee, has appointed M/s. PNR & Co. LLP, Cost
Accountants, Surat (Firm Registration No: 006470) as
Cost Auditor of the Company, for the financial year
ending March 31, 2026, on a remuneration as
mentioned in the Notice convening the 17th Annual
General Meeting for conducting the audit of the cost
records maintained by the Company.

A Certificate from M/s. PNR & Co. LLP, Cost
Accountants, has been received to the effect that their
appointment as Cost Auditor of the Company, if made,
would be in accordance with the limits specified under
Section 141 of the Act and Rules framed thereunder.

A resolution seeking Members' approval for
remuneration payable to Cost Auditors forms part of
the Notice of the 17th Annual General Meeting of the
Company and the same is recommended for your
consideration.

Cost Audit Report for the year March 2024 was filed
with the Central Government, within the prescribed
time limit AND The Cost Audit Report for the year
ended on 31st March 2025, shall be filed within
prescribed time after completion of Cost Audit by Cost
Auditors.

The company has made and maintained books of
account and records pursuant to the rules made by the
Central Government for the maintenance of cost
records under section 148(1) of the Companies Act,
2013.

> Cost Auditors' Observations in Audit Report:

There are no qualifications, reservations or
adverse remarks or disclaimers made by M/s. PNR
& Co. LLP, Cost Accountants, Surat (Firm
Registration No: 006470), in his Cost Audit Report
for the Financial Year ended March 31,2024.

Moreover, there is no incident of fraud requiring
reporting by the Cost Auditor under Section

143(12) of the Act.

> Board's response on Auditor's qualification,
Reservation or adverse Remark or disclaimer
made

There are no qualifications, reservations or
adverse remarks made by the Cost auditors in
their report.

25. INTERNAL FINANCIAL CONTROLS SYSTEMS AND
THEIR ADEQUACY:

The Company believes that Internal Control is one of
the key pillars of governance, which provides freedom
to the management within a framework of appropriate
checks and balances. The Company has a robust
internal control framework, which has been developed
considering the nature, size and risks in the business.

The Company has adequate internal control systems in
place and also has reasonable assurance on
authorizing, recording and reporting transactions of its
operations. The Company has well-placed, proper
and adequate internal controls environment,
commensurate with its size, scale and complexities of
its operations. The Company had already developed
and implemented a framework for ensuring internal
controls over financial reporting. This framework
includes entity level policies, processes and operating
level standard operating procedures (SOP). Internal
control systems are an integral part of your Company's
Corporate Governance structure. Information
Technology (IT) policies and processes also ensure that
they mitigate the current business risks. The Company
has in placed ERP software system, supported by BI
tools. The systems and processes are continuously
improved by adopting best in class processes and
automation and implementing the latest IT tools which
help further for maintaining financial and commercial
discipline. These have been designed to provide
reasonable assurance with regard to credibility of data
and compliances, inter-alia:

a) Recording and providing reliable financial and
operational information;

b) Complying with the applicable statutes;

c) Safeguarding assets from unauthorized use;

d) Executing transactions with proper authorization,
and ensuring compliance with corporate policies;

e) Prevention and detection of Frauds / errors;

f) Continuous updating of IT software/systems.

These are aimed at giving the Audit Committee a
reasonable assurance on the reliability of financial
reporting and statutory & regulatory compliances,
effectiveness and efficiency of your Company's
operations. The Internal Financial Control Systems are
reviewed periodically and revised to keep in tune with
the changing business environment.

Statutory Auditors of the company has conducted
audit of internal financial control system over financial
reporting and operating effectiveness of such controls.
Separate audit report on internal financial control is
annexed to Auditors Report and forming part of this
report.

26. VIGIL MECHANISM / WHISTLE BLOWER POLICY:

Your Company has adopted a Whistle Blower Policy
and has established the necessary vigil mechanism for
Directors and employees in confirmation with Section
177 of the Act and Regulation 22 of SEBI Listing
Regulations, to facilitate reporting of the genuine
concerns about unethical or improper activity, without
fear of retaliation. The vigil mechanism of the Company
provides for adequate safeguards against victimization
of Directors and employees who avail of the
mechanism and also provides for direct access to the
Chairman of the Audit Committee in exceptional cases.
The said policy is uploaded on the website of the
Company at https://www.shahlon.com/reports/
disclosure/VIGIL%20MECHANISM_SSIL.pdf .

27. BUSINESS RISK MANAGEMENT

The Company has laid down a Risk Management Policy
and identified threat of such events which if occur may
adversely affect either or value to shareholders, ability
of Company to achieve objectives, ability to implement
business strategies. Such inherent risks are
categorized into Strategic risk, Operating risk and
Regulatory risk. Managing Director and other Directors
of the Company in consultation with Audit Committee
will review from time to time the risk and suggest steps
to be taken to control and mitigate the same through a
properly defined framework. It may be noted that none
of the identified risks is of a nature which would
threaten the existence of the Company. We
consistently and periodically review our systems and
policies in order to establish sound risk management
and internal control systems.

28. ANNUAL RETURN:

Pursuant to Section 134(3)(a) and Section 92(3) of the
Act read with Companies (Management and
Administration) Rules, 2014, the Annual Return of the
Company in Form MGT-7 has been placed on the
Company's website (www.shahlon.com).

29. PARTICULARS OF LOANS, GUARANTEES OR
INVESTMENTS:

The company has not given any guarantees or
provided any security covered under the provisions of
section 185 and 186 of the Companies Act, 2013 during
the year under review.

The Company has complied with provisions of the
Companies Act, 2013 with respect to loans granted,
investments made or guarantee given.

30. PARTICULARS OF CONTRACTS OR ARRANGEMENTS
WITH RELATED PARTIES:

All the related party transactions are entered on arm's
length basis, in the ordinary course of business and are
in compliance with the applicable provisions of the
Companies Act, 2013 and the SEBI (Listing Obligations
and Disclosure Requirements) Regulations, 2015.
There are no materially significant related party
transactions made by the Company with Promoters,
Directors, 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.

The Company has developed a Policy on Related Party
Transactions for the purpose of identification and
monitoring of such transactions.

The particulars of contracts or arrangements with
related parties referred to in sub section (1) of Section
188 entered by the Company during the Financial Year
ended March 31, 2025, in prescribed Form AOC-2 is
annexed to this Board's Report as "Annexure - 4".

All Related Party Transactions are presented to the
Audit Committee and the Board. Omnibus approval is
obtained for the transactions which are foreseen and
repetitive in nature. A statement of all related party
transactions presented before the Audit Committee on
a quarterly basis, specifying the nature, value and
terms and conditions of the transactions.

The policy on Materiality of Related Party Transactions
and on dealing with Related Party Transactions as
approved by the Board is uploaded on the website of
the Company and the web link is https://www.shahlon.
com/reports/disclosure/RPT_Policy.pdf.

31. EVALUATION OF THE BOARD'S PERFORMANCE

The Company has devised a Policy for performance
evaluation of the Board as a whole, Committees and
individual Directors (including Independent Directors)
which include criteria for performance evaluation of
Non-executive Directors and Executive Directors. The
exercise was carried out through a structured
evaluation process covering various aspects of the
Boards functioning such as composition of the Board &
committees, experience & competencies,
performance of specific duties & obligations,
governance issues etc. Separate exercise was carried
out to evaluate the performance of individual Directors
including the Board Chairman who were evaluated on
parameters such as attendance, contribution at the
meetings and otherwise, independent judgment,
safeguarding of minority shareholders interest etc.

The evaluation of the Independent Directors was
carried out by the entire Board and that of the
Chairman and the Non-Independent Directors were
carried out by the Independent Directors.

The Directors were satisfied with the evaluation
results, which reflected the overall engagement of the
Board and its Committees with the Company.

Further, The Chairperson, based on the Evaluation
done by the Directors, informed that the performance
of the Directors is satisfactory, and they are
recommended for continuation as Directors of the
Company.

32. SCHEME OF AMALGAMATION / ARRANGEMENT

During the financial year under review, your Company
has not proposed or considered or approved any
Scheme of Merger / Amalgamation / Takeover /
Demerger or Arrangement with its Members and/or
Creditors.

33. DETAILS OF APPLICATION MADE OR ANY
PROCEEDING PENDING UNDER THE INSOLVENCY
AND BANKRUPTCY CODE, 2016, DURING THE
FINANCIAL YEAR ALONG WITH THEIR STATUS AS AT
THE END OF THE FINANCIAL YEAR

During the financial year under review, there was no
application made and proceeding initiated / pending

by any Financial and/or Operational Creditors against
your Company under the Insolvency and Bankruptcy
Code, 2016.

As on the date of this Report, there is no application or
proceeding pending against your Company under the
Insolvency and Bankruptcy Code, 2016.

34. DETAILS OF DIFFERENCE BETWEEN THE AMOUNT OF
VALUATION AT THE TIME OF ONE-TIME SETTLEMENT
AND THE VALUATION DONE AT THE TIME OF TAKING
A LOAN FROM THE BANKS OR FINANCIAL
INSTITUTIONS ALONG WITH THE REASONS
THEREOF

During the financial year under review, the Company
has not made any settlement with its bankers for any
loan(s) / facility(ies) availed or / and still in existence.

35. SECRETARIAL STANDARDS

The Company complies with all applicable mandatory
Secretarial Standards issued by the Institute of
Company Secretaries of India (ICSI).

36. SIGNIFICANT AND MATERIAL ORDERS PASSED BY
THE REGULATORS OR COURTS OR TRIBUNALS:

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

37. MATERIAL CHANGES AFFECTING THE COMPANY

There have been no material changes and
commitments affecting the financial position of the
Company between the end of the financial year and
date of this report.

38. DISCLOSURE AS PER SEXUAL HARASSMENT OF
WOMEN AT WORKPLACE (PREVENTION,
PROHIBITION AND REDRESSAL) ACT, 2013

The Company has zero tolerance for sexual
harassment at work place and has adopted a policy
against sexual harassment in line with the provisions of
Sexual Harassment of Women at Workplace
(Prevention, Prohibition and Redressal) Act, 2013 and
the rules framed thereunder. An Internal Complaints
Committee (ICC) has been set up in compliance with
the said Act.

The following is a summary of sexual harassment
complaints received and disposed of during the year:

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 end of the
financial year - Nil

39. COMPLIANCE WITH THE PROVISIONS RELATING TO
THE MATERNITY BENEFIT ACT 1961.

The Company declares that it has duly complied with
the provisions of the Maternity Benefit Act, 1961. All
eligible women employees, if any, have been extended
the statutory benefits prescribed under the Act,
including paid maternity leave, continuity of salary and
service during the leave period, and post-maternity
support such as nursing breaks and flexible return-to-
work options, as applicable. The Company remains
committed to fostering an inclusive and supportive
work environment that upholds the rights and welfare
of its women employees in accordance with applicable
laws.

40. TRANSFER OF UNCLAIMED DIVIDEND AND SHARES
TO IEPF

During the year, the Company has transferred the
unclaimed and unpaid dividend of 266496.25/-.
Further, the corresponding equity shares on which
dividends were unclaimed for seven consecutive years
were also transferred as per the requirements of the
IEPF Rules.

41. CORPORATE SOCIAL RESPONSIBILITY

In accordance with the requirements of Section 135 of
the Companies Act, 2013, and the Rules made there
under, the Company has constituted a Corporate
Social Responsibility (CSR) Committee and also
formulated a Corporate Social Responsibility Policy
(CSR Policy) which is available on the website of the
Company at https://www.shahlon.com/reports/
disclosure/CSR_Policy.pdf.

An Annual Report on CSR activities of the Company for
the Financial Year 2024-25 as Required to be given
under Section 135 of the Companies Act, 2013 read
with Rule 8 of the Companies (Corporate Social
Responsibility Policy) Rules, 2014 has been provided as
an "Annexure - 5" to this Report.

During the F.Y.2024-25 the Company was required to
spend an amount of Rs. 7.05 Lakhs for implementation
of various CSR activities in terms of Section 135 of the
Companies Act, 2013. In this regard the Company has

spent an amount of Rs. 7.25 Lakhs on CSR activities
which is in excess of the minimum amount required to
be spent by the Company.

42. CORPORATE GOVERNANCE:

A separate report on Corporate Governance pursuant
to Regulation 34(3) of Securities and Exchange Board of
India (Listing Obligations and Disclosure
Requirements) Regulations, 2015, read with Part C of
Schedule V thereof, along with a certificate from Shri
Bhairav H. Shukla, Practicing Company Secretary, (CP:
5820) Surat confirming compliance of the conditions of
Corporate Governance is provided as a distinct section
of this Annual Report.

43. MANAGEMENT DISCUSSION AND ANALYSIS REPORT

Pursuant to Regulation 34(2)(e) of SEBI (Listing
Obligations and Disclosure Requirements)
Regulations, 2015, Management Discussion and
Analysis Report is given in 'Annexure- 6' to this Report.

44. ACKNOWLEDGMENT

Your Directors express their grateful appreciation for
the assistance and co-operation received from the
Banks, Financial Institutions, Government Authorities,
Customers, Suppliers and Shareholders during the
year under review. Your Directors also wish to place on
record their deep sense of appreciation for committed
services of employees of the Company at all the levels.

For and on behalf of the Board of Directors
M/s Shahlon Silk Industries Limited

Dhirajlal Raychand Shah
Place : Surat Executive Chairman

Date : 30.08.2025 (DIN: 00010480)