Your Directors are pleased to present the 36^th Annual Report of your Company together with
the Audited Financial Statements and Auditors’ Report for the year ended 31^st March, 2025.

1. FINANCIAL RESULTS: (Rs. in Lakh)

2. OPERATIONS:

The total revenue of your Company for the year 2024-25 was increased to Rs. 2727.87 lakh as
against Rs. 2636.96 lakh of the previous year. The Company reported net profit after tax of
Rs. 1 41.18 lakh for the year 2024-25 in comparison with a net profit after tax of Rs. 133.16
lakh of the previous year.

During the year, there is no change in nature of business o f the Company.

3. TRANSFER TO RESERVE:

For the financial year ended 31^st March, 2025, the Board has not proposed to transfer any
amount to Reserves.

4. DIVIDEND:

In order to conserve resources, your Directors have not recommended any dividend on equity
shares of the Company.

5. PUBLIC DEPOSITS:

Your Company has not accepted any deposits within the meaning of Section 73 of the
Companies Act, 2013 and the Companies (Acceptance of Deposits) Rules, 2014 during the year
ended on 31^st March, 2025.

6. SHARE CAPITAL:

During the year under review, your Company has not issued any securities.

7. DIRECTORS AND KEY MANAGERIAL PERSONNEL (KMP) :

As on 31^st March, 2025, your Company has Six (6) Directors, which includes Two (2)
Executive Directors, One (1) Non-Executive Director (Woman) and Three (3) Independent
Directors.

Mrs. Sangita Pushpendra Bansal, Director (DIN-01571275) of the Company, who retires by
rotation and being eligible, was reappointed as a Director in 35^th AGM held on 03^rd September,
2024.

Mr. Ramesh Radheyshyam Bansal, Managing Director (DIN:00086256) of the Company was
re-appointed as a Managing Director for the further period of 3 years w.e.f. 01^st August, 2025
in 35^th AGM held on 03^rd September, 2024.

Mr. Mehul Narendrakumar Hingu, Director (DIN:10404685) of the Company was appointed as
a Non-executive Independent Director for the period of 5 consecutive years w.e.f. 11^th
September, 2024 upto 10^th September, 2029 in 35^th AGM held on 03^rd September, 2024.

Mr. Pradeep Om Dhawan (DIN-00519455) ceased as an Independent Director and
chairperson/member of various committees of the Company w.e.f. 11^th September, 2024 due to this
expiry of term as an Independent Director.

Mr. Pushpendra Radheshyam Bansal, Managing Director (DIN-00086343) of the Company is
liable to retire by rotation at the forthcoming 36^th AGM and being eligible, offers himself for
re-appointment.

Mr. Pushpendra Radheshyam Bansal, Managing Director (DIN-00086343) of the Company is
proposed to be re-appointed as a Managing Director for further period of 3 years w.e.f. 11^th
September, 2025 in forthcoming 36^th AGM.

Mr. Ramesh Radheyshyam Bansal is a Managing Director/CFO, Mr. Pushpendra Radheshyam
Bansal is a Managing Director of the Company and Mr. Hitesh Limbani is a Company
Secretary of the Company. Hence, the Company has all KMPs as per the provisions of Section
203 of the Companies Act, 2013.

Particulars as per Regulation 36(3) of the Listing Regulations and Secretarial Standard-2 of the
General Me eting are enclosed as an Annexure with the notice of 36^th AGM.

8. DECLARATION BY INDEPENDENT DIRECTORS:

The Company has received necessary declaration from each Independent Director under
Section 149(7) of the Companies Act, 2013, that he meets the criteria of independence laid
down in Section 149(6) of the Companies Act, 2013 and Regulation 16 (1)(b) and Regulation
25 of the Listing Regulations. All the Independent Directors of the Company have registered
their names in the data bank of Independent Directors maintained with the Indian Institute of
Corporate Affairs.

9. FAMILARISATION PROGRAM TO INDEPENDENT DIRECTORS:

As per Regulation 25 (7) of the Listing Regulations, Familiarisation Program has been carried
out by the Company for the Independent Directors details of which has been posted on
Company’s website:

http://hsindia.in/wp-content/uploads/2025/02/Final_HSIL_Familiarize_Program_for_ID_10.02.25.pdf

10. MANAGEMENT DISCUSSION AND ANALYSIS:

The Management Discussion and analysis as required under Regulation 34 (2) (e) of the Listing
Regulations is annexed as Annexure-1 herewith and forms a part of this report.

11. CORPORATE GOVERNANCE:

In compliance with Regulation 34 (3) of the Listing Regulations, a separate report on Corporate
Governance along with a certificate from the Auditors on its compliance is annexed as
Annexure 2, forms an integral part of this report.

12. PARTICULARS OF EMPLOYEES:

The information required under Section 197 of the Act read with Rule 5 of the Companies
(Appointment and Remuneration of Managerial Personnel) Rules, 2014, is annexed as
Annexure-3.

The statement containing names of top ten employees in terms of remuneration drawn and the
particulars of employees as required under Section 197(12) of the Act read with Rule 5(2) and
5(3) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014,
is annexed as Annexure-4.

13. EXTRACT OF ANNUAL RETURN:

As provided under Section 92(3) and 134(3)(a) of the Act, read with Rule 12 of the Companies
(Management and Administration) Amendment Rules, 2020, Annual Return in Form MGT-7
for the financial year 2024-25 is uploaded on the Company’s website http://hsindia.in/wp-
content/uploads/2025/07/MGT-7-2024-25.pdf

14. BOARD MEETINGS:

During the year under review, 5 (Five) Board Meetings were held as per the requirements of
the Act, Listing Regulations, Secretarial Standards and circulars/notifications issued thereon.
The details of Board Meetings are given in the Corporate Governance Report.

15. COMMITTEE MEETINGS:

Details pertaining to the composition of Audit Committee and Other Committees and all
meetings were held during the year 2024-25, are given in the Corporate Governance Report.

16. DIRECTORS’ RESPONSIBILITY STATEMENT:

Pursuant to the provisions of Section 134 (3)(c) of the Companies Act, 2013, the Board of
Directors hereby confirms that:

(i) in the preparation of the annual accounts for the financial year ended 31^st March, 2025, the
applicable accounting standards have been followed and no material departures have been
made for the same.

(ii) the Directors have 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 ended on 31^st
March, 2025 and of the profit of the Company for the year ended on that date.

(iii) the Directors have 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.

(iv) the Directors have prepared the accounts for the financial year ended 31 ^st March, 2025, on
a ‘going concern’ basis.

(v) the Directors had laid down internal financial control to be followed by the Company and
that such internal financial controls are adequate and operating effectively.

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

17. DISCLOSURE ON COMPLIANCE WITH SECRETARIAL STANDARDS:

Your directors confirm that the Secretarial Standards issued by the Institute of Company
Secretaries of India, have been complied with.

18. REMUNERATION POLICY:

The Company’s policy relating to Nomination and Remuneration of Directors, Key Managerial
Personnel and other Employees as stipulated under Section 178 (4) of the Companies Act,
2013, has been disclosed in the Corporate Governance report.

19. STATUTORY AUDITORS:

M/s. K. K. Haryani & Co., Chartered Accountants (Firm Reg. No.-121950W), was appointed
as a Statutory Auditors of the Company for a period of 5 years w.e.f. conclusion of the 3 2^nd
AGM of the Company till the conclusion of the 37^th AGM of the Company.

The Auditors in their report have referred to the notes forming part of the accounts. The said
notes are self-explanatory and do not contain any qualification, reservation or adverse remark
or disclaimer. No offence of fraud reported by them under Section 143 (12) of the Act.

20. INTERNAL AUDITOR:

M/s. J. Bhavsar & Co., Chartered Accountants (Firm Reg. No. 115613W) at Surat, the Internal
Auditors of the Company have conducted periodic audit of all operations of the Company. The
Audit Committee has reviewed the findings of Internal Auditors regularly and their reports
have been well received by the Audit Committee.

21. SECRETARIAL AUDITOR:

Pursuant to the provisions of Section 204 of the Companies Act, 2013, your Company had
appointed Mr. Manish R Patel, Company Secretary in Practice at Surat to undertake the
Secretarial Audit of the Company for the Financial Year 20 24-25. The Secretarial Audit Report
(Form No. MR-3) is annexed herewith as Annexure-5. The report does not contain any
qualifications, reservation or adverse remarks. No offence of fraud reported by them under
Section 143 (12) of the Act.

Pursuant to the requirements of Regulation 24A of the SEBI Listing Regulations, the Board of
Directors of the Company at their meeting held on 30^th May, 2025 approved the appointment of
Mr. Manish R. Patel, Practicing Company Secretary, Surat (COP No. 9360) as the Secretarial
Auditor of the Company for a term of 5 (five) consecutive years for the period of five
consecutive Financial Years i.e. from the conclusion of ensuing 36^th Annual General Meeting
of the Company until the conclusion of 41^st Annual General Meeting, to carry out the
Secretarial Audit and Secretarial Compliance Report from the financial year 2025 -26 till 2029¬
30, subject to approval of the shareholders of the Company at the ensuing 36^th AGM of the
Company. The necessary resolution for the appointment of Mr. Manish R. Patel forms part of
the Notice convening the ensuing 36^th AGM.

22. SUBSIDIARIES/JOINT VENTURES/ASSOCIATE COMPANIES:

During the year, your Company does not have any Subsidiaries, Joint Ventures or Associate
Companies.

23. PARTICULARS OF LOANS, GUARANTEES OR INVESTMENT:

During the year, your Company has not given any loans or guarantees covered under the
Provisions of Section 186 of the Companies Act, 2013. The details of the Investment made by
the Company are given in the Note no. 3 to the financial statements.

24. PARTICULARS OF CONTRACTS OR ARRANGEMENTS WITH RELATED
PARTY:

All related party transactions that were entered into during the financial year were in the
ordinary course of business and at arm’s length basis. All related party transactions were placed
before the Audit Committee and the Board for approval. Prior omnibus approval of the Audit
Committee has been obtained for the transactions which are of a foreseen and in repetitive
nature. Policy on transactions with related parties as approved by the Board is uploaded on the
Company’s website:

http://hsindia.in/wp- content/uploads/2021/05/Policy_of_Related_Party_Transactions_1.pdf

Disclosure of related party transactions as required under Section 134(3)(h) of the Companies
Act, 2013 in Form AOC-2 is not applicable. Suitable disclosure as required under AS-18/Ind-
AS-24 has been made in Note no. 35 to the Financial Statement.

25. LISTING ON STOCK EXCHANGE:

The Company’s shares are listed with the BSE Limited and the Company has paid the
necessary listing fees and custody fees for the Financial Year 2024-25 and 2025-26.

26. MATERIAL CHANGES AND COMMITMENTS:

There have been no material changes and commitments, affecting the financial position of the
Company which occurred between the end of the financial year to which the financial
statements relate and the date of this report.

27. REPORT ON CONSERVATION OF ENERGY, ABSORPTION OF TECHNOLOGY
AND FOREIGN EXCHANGE EARNING AND OUTGO:

In accordance with the requirement of Section 134(3)(m) of the Companies Act, 2013 read
with Rule 8(3) of the Companies (Accounts) Rules, 2014, your Directors furnish hereunder the
additional information as required.

A. Conservation of Energy:

Your Company has made all possible efforts to closely monitor power consumption on daily
basis so as to reduce wastage. The Company is also trying to find ways and means to reduce
power consumption and thus reduce the overall energy cost.

Your Company is using PNG (Pipelines Natural Gas) in the Kitchen and other operational
areas. Your Company is also using solar panel for water heater, power savers in electric panels
and in Guest Rooms with LED fittings. Your Company is also using DG set for utilising
alternate sources of energy. During the year, your Company does not have any capital
investment on energy conservation equipment.

B. Technology Absorption:

The project of your Company has no technology absorption, hence no particulars are offered.

C. Total Foreign Exchange Earning and Outgo:

28. RISK MANAGEMENT:

Although not mandatory, the Company has constituted a Risk Management Committee as a
measure of good governance. The details of the Committee and its terms of reference are set
out in the Corporate Governance Report.

A Risk Management Policy was framed and approved by the Board. The objective of this
policy is to minimize the adverse impact of various risks attached with the business goals and
objectives and to enhance the value of stakeholders.

The Management has put in place adequate and effective system and man power for the
purposes of risk management.

29. BOARD EVALUATION:

Pursuant to the provisions of the Companies Act, 2013 and Regulation 17(10) of the Listing
Regulations, the Board has carried out an annual performance evaluation of its own
performance, Committees and the Directors individually. The manner in which the evaluation
has been carried out, detailed below:

The performance evaluation of the Board as a whole, Chairperson and Non Independent
Directors was carried out by the Independent Directors. The Independent directors evaluated
the parameters viz., level of engagement, duties, responsibilities, performance, obligations and
governance safeguarding the interest of the Company. The performance evaluation of
Independent directors was carried out by the entire Board.

30. BOARD DIVERSITY POLICY:

A diverse Board enables efficient functioning through differences in perspective and skill, and
also fosters differentiated thought process at the back of varied industrial and management
expertise, gender and knowledge. The Board recognizes the importance of diverse composition
and has adopted a Board Diversity Policy which sets out the approach to diversity. The Board
Diversity Policy is available on our website:

http://hsindia.in/wp-content/uploads/2021/05/BoardDiversityPolicy_1.pdf

31. INTERNAL FINANCIAL CONTROL SYSTEM AND THEIR ADEQUACY:

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 function is well
defined in the organisation. The Internal Audit Department monitors and evaluates the efficacy
and adequacy of internal control systems in the Company, its compliance with operating
systems, accounting procedures and policies at all locations of the Company. Based on the
report of internal audit function, process owners undertake corrective action in their respective
areas and thereby strengthen the controls. Significant audit observations and corrective actions
suggested are presented to the Audit Committee of the Board.

32. VIGIL MECHANISM / WHISTLE BLOWER POLICY:

The Company has adopted Vigil Mechanism / Whistle Blower Policy in accordance with
Section 177 (9) of the Companies Act, 2013 and Regulation 22 of the Listing Regulations to
deal with instances of fraud and mismanagement, if any. The Vigil Mechanism / Whistle
Blower Policy is available on the Company’s website http ://hsindia.in/wp-
content/uploads/2021/05/VigilMechanism.pdf

33. SEXUAL HARASSMENT OF WOMEN AT WORKPLACE (PREVENTION
PROHIBITION AND REDRESSAL) ACT, 2013:

The Company has complied with the applicable provisions of the POSH Act, and the rules
framed thereunder, including constitution of the Internal Complaints Committee.

During the year, the Company has submitted the annual report as per the requirement of
Section 21(1) of Sexual Harassment of Women at Workplace (Prevention, Prohibition and
Redressal) Act, 2013 to Assistant Labour Commissioner, Surat.

In terms of Schedule V read with Regulation 34(3) of SEBI (LODR) Regulation, 2015 and
Companies (Accounts) Second Amendment Rules, 2025 disclosures relating to Sexual
Harassment of Women at Work Place (Prevention, Prohibition and Redressal) Act, 2013 are
given as below:

34. DISCLOSURE UNDER THE MATERNITY BENEFIT ACT, 1961:

During the year, your Company has complied with provisions under the Maternity Benefit Act,
1961 and rules made thereunder. The Company continues to support and provide all eligible
female employees with maternity benefits in line with the statutory requirements.

35. DETAILS OF SIGNIFICANT AND MATERIAL ORDERS PASSED BY THE
REGULATORS, COURTS AND TRIBUNALS:

During the year, no significant and material order has been passed by the Regulators, Courts
and Tribunals impacting the going concern status and Company’s operations in future.

36. MAINTAINANCE OF COST RECORDS:

Your Company is not required to maintain cost records as specified by the Central Government
under Section 148(1) of the Companies Act, 2013.

37. CORPORATE SOCIAL RESPONSIBILTY:

Provisions relating to Corporate Social Responsibility under Section 135 of the Companies
Act, 2013 are not applicable to the Company.

38. VALUATION:

During the year, there were no instances of Onetime Settlement with any Banks or Financial
Institutions.

39. THE DETAILS OF APPLICATION MADE OR ANY PROCEEDING PENDING
UNDER THE INSOLVENCY AND BANKRUPTCY CODE, 2016 (31 OF 2016) DURING
THE YEAR ALONGWITH THEIR STATUS AS AT THE END OF THE FINANCIAL
YEAR:

During the year, there was no application made or any proceeding pending under the
Insolvency and Bankruptcy Code, 2016 (31 of 2016).

40. INDUSTRIAL RELATIONS:

During the period under review, the relations with the most valuable human resources of the
Company remained cordial and peaceful. Your Directors wish to place on record their
appreciation for the devoted services rendered by the staff of the Company.

41. ACKNOWLEDGEMENT AND APPRECIATION:

Your Directors would like to express their appreciation for the assistance and co-operation
received from the Financial Institutions, the Bankers, Government authorities, customers,
vendors and shareholders during the year under review. Your Directors also wish to record
their recognition of the customer support and patronage by the corporate houses in and around
Surat.

Your Directors also wish to place on record their deep sense of appreciation for the
commitment displayed by all executives, officers and staff, which enable the Company to
deliver a good all-round record performance.

For and on behalf of the Board of Directors

Place: Mumbai

Date :06^th August, 2025 RAMESH BANSAL PUSHPENDRA BANSAL

Managing Director/CFO Managing Director
DIN-00086256 DIN-00086343

Registered Office:

Unit No.202, Morya Blue Moon,

Off New Link Road, Andheri West,

Mumbai - 400 053 Maharashtra.