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Directors Report of Creative Castings Ltd.

Mar 31, 2019

To the Members,

The Board of Directors hereby submits the 34th Annual report of your Company (âthe Companyâ or âCreativeâ), along with the audited financial statement, for the financial year ended on March 31, 2019 (âYearâ or âFinancial Yearâ).

FINANCIAL RESULTS:

(As per Indian Accounting Standards)_ (Amount in Rs.)

Particulars		For the year ended March 31, 2019	For the year ended March 31, 2018
(i)	Revenue from operations and other income	31,40,56,803	34,72,67,797
(ii)	Gross Profit before Finance Cost, Depreciation and Taxation (PBIDT) Less : Finance Cost	5,00,54,778 86,424	4,70,58,389 1,10,031
(iii)	Profit before Depreciation and Taxation Less : Depreciation	4,99,68,354 60,06,500	4,59,48,358 60,92,843
(iv)	Profit Before Tax (PBT)	4,39,61,854	4,08,55,515
(v)	Less: Provision for Taxes: (a) Current Tax (b) Deferred Tax	88,41,250 4,68,026	98,71,140 1,36,070
(vi)	Profit after Tax (PAT / PAIDT)	3,46,52,578	3,08,48,305

COMPANYâS PERFORMANCE & AFFAIRS:

Your Company is manufacturing investment casting products and it has also revenue from wind-mill turbine. Presently, your Company has installed Two wind-mills for leveraging benefits of captive consumption so as to reduce cost of electricity and promote sustainable energy.

Performance highlights of the Company:

- Operational revenue of the Company is reduced by 10.08 percent as compared to previous financial year;

- Similarly, aggregate expenditure of the Company also reduced by 11.85 percent compared to previous year figures;

- PBT of the Company reported upward rise of 7.60 percent as compared to previous year which indicates improvement in the Financial Condition of the Company.

- PAT considerably increased by12.33 percent as against the previous financial year.

During the FY 2018-19, your Company has performed well against the overall industrial performance. The Company has taken all remedial measures for cost reduction, taken steps to increase better sales realization and has taken all steps to improve its sales which will be in the benefit of the company and all stakeholders.

No Material changes and commitments have occurred after the close of the financial year till the date of this report, which affects the financial position of the Company.

DIVIDEND:

The Board of Directors of your company is pleased to recommend a final dividend for the financial year 2018-19 of Rs. 10 per equity share of the face value of Rs. 10 each (i.e. @ 100%), payable to those Shareholders whose names appear in the Register of Members as on the Book Closure / Record Date which is subject to approval of members as at 34^th Annual General Meeting.

The recommended Dividend, if declared at 34^th AGM of the Company, an amount of Rs. 26,72,189 would be paid as dividend distribution tax on the dividend.

TRANSFER TO RESERVE:

The Board of Directors of your company, had transferred an amount of Rs. 40,00,000 to the General Reserves during the financial year.

SHARE CAPITAL:

There were no changes carried out in the capital structure of the company during the year under review.

INVESTOR EDUCATION AND PROTECTION FUND (IEPF):

The Board of Directors of the company hereby states that there is no outstanding amount to be transferred to Investor Education and Protection Fund during the year under review.

MEETINGS OF THE BOARD:

Regular meetings of the Board are held to review performance of the Company, to discuss and decide on various business strategies, policies and other issues. During the financial year ended 31st March, 2019, 5 (five) meetings of the Board of Directors were convened and held on May 30, 2018, August 13, 2018, October 05, 2018, November 13, 2018 and January 01, 2019 wherein following Directors were present:

SR. NO.	NAME OF THE DIRECTORS	30/05/2018	13/08/2018	05/10/2018	13/11/2018	23/01/2019
1.	D. H. Dand	P	P	P	P	P
2.	R. R. Bambhania	P	P	P	A	P
3.	S. V. Vaishnav	P	P	P	P	P
4.	V. D. Patel	P	P	P	A	P
5.	D. L. Dand	P	NA	NA	NA	NA
6.	N. R. Thanki	P	A	NA	NA	NA
7.	M. P. Khunt (Ms.)	P	A	NA	NA	NA
8.	J. S. Thanki	P	P	P	A	P
9.	N. C. Vadgama	P	A	A	A	A
10.	P. M. Nadpara	A	P	P	P	P
11.	H. N. Vadgama	P	P	A	A	P
12.	V. R. Vaishnav	P	P	P	P	P
13.	R. A. Gardi (Ms.)	NA	NA	A	A	P
14.	B. R. Sureja	NA	NA	P	A	A
15.	K. D. Panchamiya	NA	NA	A	P	P
16.	R. S. Tilva	NA	NA	A	P	A

âPâ denotes âPresentâ and âAâ denotes âAbsent with Leaveâ and âNAâ denotes âNot Applicableâ.

DIRECTORâS & KEY MANAGERIAL PERSONNEL (KMP):

(i) Appointment:

Mrs. Ruta Gardi, Shri Bhavesh Sureja, Shri Ketan Panchamiya and, Shri Ramniklal Tilva were appointed as Additional Directors of the Company, in the meeting of Board of Directors held on August 13, 2018, in the capacity of Independent/non-executive Directors and they were entitled to hold the office upto the 33^rd Annual General Meeting. The Company had received notice under Section 160 of the Companies Act, 2013 from a member proposing their candidature for the office of Director of the Company. Your Board had recommended their appointment in the last Annual General Meeting held on September 24, 2018, and members consented the appointment of forenamed persons as Independent Directors of the Company.

(ii) Continuation of Appointment:

Pursuant to the Regulation 17(1A) of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 (as amended), effective from April 1, 2019, no listed entity shall appoint a person or continue the directorship of any person as a non-executive director who has attained the age of seventy five (75) years unless a special resolution is passed to that effect and the explanatory statement annexed to the notice proposing such appointment or continuation specifies the justification for such appointment or continuation, as the case may be. Shri Vallabhbhai R. Vaishnav have already attained the age of seventy-five (75) years whereas Shri Parsotambhai M. Nadpara will attain the age of seventy-five (75) in November 19, 2019. During the last financial year, the Company need not required to comply with the provisions of Chapter IV of Listing Regulations so far as the norms relating to corporate governance are concerned, however, now the Company needs to comply with these norms including amended Regulation 17(1A) of Listing Regulations within the period of 6 months from the end of the financial year as at March 31, 2019. Thus, pursuant to Regulation 17(1A) of the Listing Regulations, the Special Resolutions for continuation of their directorships from the date of attainment of age of seventy-five years is proposed before the shareholders of the Company to seek approval to the same.

(iii) Cessations:

During the financial year under review, Mr. D. L. Dand resigned with effect from June 04, 2018 and Mrs. M. P. Khunt, and Mr. N. R. Thanki had tendered their resignation as an Independent Directors of the Company due to their preoccupancy with effect from August 13, 2018 and the Board has taken note of the same.

(iv) Retire by Rotation:

In accordance with the provisions of Section 152 of the Companies Act, 2013 and the Companyâs Articles of Association, Shri D. H. Dand, Shri H. N. Vadgama and Shri N. C. Vadgama, Directors of the Company are liable to retire by rotation at the ensuing 34th Annual General Meeting and, being eligible offers themself for reappointment. Your Board has recommended to reappoint them as a Director of the Company.

(v) KMP Reappointment:

Mr. Rajan R. Bambhania continued as Managing Director of the Company since 1st June, 2007 similarly Mr. Siddharth V. Vaishnav and Mr. Vishal D. Patel, being Executive Directors of the Company since 1st July, 2011. Their respective terms of appointment expired on 31^st March, 2019, resultant, your Company was entered into Agreements with respective KMPs regarding their reappointment for subsequent term of 5 years effective from 1^st April, 2019. The foregoing Agreements were ratified and approval of the Board for their reappointment, subject to the approval of shareholders in General meeting, was granted in its meeting held on 23^rd May, 2019. Now, your Board has recommended to reappoint them as a Managing Director or Whole-time Director as the case may be.

INDEPENDENT DIRECTORS DECLARATION:

The Company has received the necessary declaration from each Independent Directors in accordance with Section 149(7) of the Companies Act, 2013, that he/she meets the criteria of independence as laid out in sub-section (6) of Section 149 of the Companies Act, 2013. Also, the Independent Directors have complied with the Code of Independent Directors prescribed in Schedule IV of the Act.

FORMAL ANNUAL EVALUATION AND ITS CRITERIA:

Annual performance evaluation of Board, its Committees and Individual Directors were carried-out of the Financial Year, pursuant to the provisions of Section 134(3)(p) the Companies Act, 2013 and in compliance with the requirements of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, the Board has carried out the annual performance evaluation of its own performance, the Directors individually as well as the evaluation of the working of its Committees. A structured questionnaire was prepared after taking into consideration inputs received from the Directors, covering various aspects of the Boardâs functioning such as adequacy of the composition of the Board and its Committees, Board culture, execution and performance of specific duties, obligations and governance.

Criteria adopted for evaluation:

(i) The Board shall evaluate the roles, functions, duties of Independent Directors (IDâs) of the Company. Each ID shall be evaluated by all other directorsâ not by the Director being evaluated. The board shall also review the manner in which IDâs follow guidelines of professional conduct.

(ii) Performance review of all the Non-Independent Directors of the company on the basis of the activities undertaken by them, expectation of board and level of participation.

(iii) Performance review of the Chairman of the company in terms of level of competence of chairman in steering the company.

(iv) The review and assessment of the flow of information by the company to the board and the manner in which the deliberations take place, the manner of placing the agenda and the contents therein.

(v) The review of the performance of the directors individually, its own performance as well as evaluation of working of its committees shall be carried out by the board.

(vi) On the basis of performance evaluation, it shall be determined by the Nomination and Remuneration Committee and the Board whether to extend or continue the term of appointment of ID subject to all other applicable compliances.

COMMITTEES:

The Company has constituted both the mandatory Committees i.e. Audit Committee and Nomination and Remuneration Committee pursuant to proviso of Sections 177 and 178 of the Companies Act, 2013. The Board has been reviewing the working of the Committee from time to time to bring about greater effectiveness in order to comply with the various requirements under the Companies Act, 2013 and the SEBI (Listing Obligation and Disclosure Requirement) Regulations, 2015.

Following is the composition of both the Committees:-1. Audit Committee (Upto 13/08/2018):-

Number of Members	4
Chairperson of Committee	Shri Dhaval Dand
Name of Members of Committee	Designation
Shri Dhaval Dand Shri Naimish Thanki Smt. Manishaben Khunt Shri Dhirubhai Dand	Independent Director Independent Director Women Director / Independent Director Director
1A. Audit Committee (From 13/08/2018):-
Number of Members	5
Chairperson of Committee	Shri Ketan D. Panchamiya
Name of Members of Committee	Designation
Shri Ketan D. Panchamiya Shri Ramniklal S. Tilva Shri Bhavesh R. Sureja Smt. Ruta A. Gardi Shri Dhirubhai Dand	Independent Director Independent Director Independent Director Women Director / Independent Director Director

Number of Members	4
Chairperson of Committee	Shri Naimish Thanki
Name of Members of Committee	Designation
Shri Naimish Thanki	Independent Director
Shri Dhaval Dand	Independent Director
Smt. Manishaben Khunt	Women Director / Independent Director
Shri Dhirubhai Dand	Chairman

2A. Nomination and Remuneration Committee (From 13/08/2018):-

Number of Members	5
Chairperson of Committee	Shri Bhavesh R. Sureja
Name of Members of Committee	Designation
Shri Bhavesh R. Sureja	Independent Director
Shri Ramniklal S. Tilva	Independent Director
Shri Ketan D. Panchamiya	Independent Director
Smt. Ruta A. Gardi	Women Director / Independent Director
Shri Dhirubhai Dand	Director

Company Secretary of the Company by default acts as a Secretary of the Committee(s).

MEETINGS OF COMMITTEE:

Audit committee of the company met Four times during the year viz. May 30, 2018; August 13, 2018; November 13, 2018 and January 23, 2019 to discuss the affairs of the company.

Nomination and Remuneration Committee met twice during the year under review viz. May 30, 2018 and August 13, 2018.

POLICY ON DIRECTORSâ APPOINTMENT AND POLICY ON REMUNERATION:

The Nomination and Remuneration Committee works with the board to determine the appropriate characteristics, skills and experience required for the Board as a whole and its individual members with the objective of having a Board with diverse backgrounds and experience in business, government, education and public service. Characteristics expected of all Directors include independence, integrity, high personal and professional ethics, sound business judgment, ability to participate constructively in deliberations and willingness to exercise authority in a collective manner.

Pursuant to Section 134(3)(e) read with Section 178(3)& (4) of the Companies Act, 2013, the policy on appointment of Board members including criteria for determining qualifications, positive attributes, independence of a Director and the policy on remuneration of Directors, KMP and other employees is hosted on the website of the Company i.e. http://www.creative-cast.com/downloadAnnualReports/NARP.PDF. There has been no change in the policy since last financial year.

PARTICULARS OF EMPLOYEES:

The particulars of employees are given in Annexure - âAâ to this Report as required under Section 197(12) of the Companies Act, 2013 read with the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014.

Also, Statement containing the names of the top ten employees in terms of remuneration drawn as per Rule 5(2) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 forms a part of Annexure - âAâ.

DIRECTORSâ RESPONSIBILITY STATEMENT:

Pursuant to Section 134(5) of the Companies Act, 2013, the Board of Directors, to the best of their knowledge and ability, confirm that:

(i) in the preparation of the annual accounts of the Company for the year ended on March 31, 2019, the applicable accounting standards had been followed along with proper explanations relating to material departures for the same;

(ii) the Directors had selected such accounting policies and applied them consistently and made judgments and estimates that were reasonable and prudent so as to give true and fair view of the state of affairs of the Company at the end of the financial year and of the profit of the Company for the year under review;

(iii) 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;

(iv) the Directors had prepared the Annual Accounts on a going concern basis;

(v) 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; and

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

ADEQUACY OF INTERNAL FINANCIAL CONTROLS WITH REFERENCE TO THE FINANCIAL STATEMENTS:

The Companies Act, 2013 read with Rule 8(5)(viii) of Companies (Accounts) Rules, 2014 re-emphasizes the need for an effective Internal Financial Control system in the Company which should be adequate and shall operate effectively. The Company has devised proper system of internal financial control which commensurate with size and nature of Business.

PUBLIC DEPOSITS:

During the financial year 2018-19, your company has not accepted any deposits within the meaning of Section 73 to 76 of the Act, read together with Companies (Acceptance of Deposits) Rules, 2014.

LOANS, INVESTMENTS, GUARANTEES AND SECURITIES:

During the financial year, your Company has not given Loans nor provided securities and guarantees in connection with Loans. Moreover, whatsoever investment made in the company is enumerated in the Note - 5 and Note-8 to the Financial Statement which is self- explanatory.

RELATED PARTY TRANSACTIONS (RPTs):

All Contracts / Arrangements / Transactions entered by the Company during the financial year with related parties were in ordinary course of business and on armâs length basis. During the financial year, the Company has not entered into Contracts / Arrangements / Transactions with related parties except remuneration paid to relatives of Directors and consulting fees paid to relatives of executive Director. Particulars of such related party transactions described in Form AOC-2 which is annexed herewith as Annexure - âBâ. A statement showing the disclosure of transactions with related parties as required under Indian Accounting Standard (Ind AS) 24 is set out seperately in this Annual Report.

The board has approved a policy, policy for related party transactions which has been hosted on the website of the company. The web-link for the same is http://www.creative-cast.com/downloadAnnualReports/RTP FINAL.PDF. The related party transactions, wherever necessary are carried out by company as per this policy.

There were no materially significant related party transactions entered into by the company during the year, which may have potential conflict with the interest of the company at large. There were no pecuniary relationship or transactions entered into by Independent Director with the company during the year under review.

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

The disclosure of particulars with respect to conservation of energy, a statement giving details of Technology Absorption, Foreign Exchange Earnings and outgo in accordance with the provisions of Section 134(3)(m) of the Companies Act, 2013 read with Rule 8(3) of the Companies (Accounts) Rules, 2014 is annexed hereto as Annexure -âCâ.

RISK MANAGEMENT:

Your Company has not set-up separate risk management Committee or policy thereon, however, your Management, from time-to- time, identify, analyse, evaluate and mitigate the industrial, economical, financial, other risk that emerges in the course of business. Also, the steps required for reducing such risks is taken care of by the company.

VIGIL MECHANISM:

To ensure high level of honesty, integrity and ethical behaviour amongst its employees, the Company has established a Vigil Mechanism in compliance with the provisions of section 177(9) of the Companies Act, 2013 read with Rule-7 of Companies (Meeting of Board and its powers) Rules, 2014, for the directors and Employees to report genuine concerns and grievances. This mechanism provides adequate safeguards against victimization of employees and directors and also provides for direct access to the chairperson of Audit Committee.

During the financial year, no cases referred to the Chairperson of Audit Committee. Moreover, a policy on Vigil Mechanism is hosted on the website of the Company i.e. www.creative-cast.com as per the requirements of Section 177(10) of the Companies Act, 2013.

AUDITORS:

(i) Statutory Auditor:

M/s. B. H. Advani & Associates, Chartered Accountants, Statutory Auditors of the Company, had tendered resignation from the conclusion of the 33rd Annual General Meeting. In place of them, Board recommended the appointment of M/s. H. R. Dewani & Co., Chartered Accountants, as Statutory Auditors of the Company for the term of period of five (5) consecutive years. M/s. H. R. Dewani & Co., were appointed as statutory auditors of the company in the 33^rd Annual General Meeting held on 24^th September, 2018. They have furnished a Certificate to the effect that their appointment, if made, will be in accordance and within the limits specified in Section 139 (1) of the Companies Act, 2013.

The report of M/s. H. R. Dewani & Co., on audited financial statements and notes on financial statement as referred in their report are self-explanatory and do not call for any further comments of the Board. The Auditorsâ Report does not contain any qualification, reservation or adverse remarks, if any.

(ii) Secretarial Auditor:

In terms of Section 204 of the Companies Act 2013 and Rule 9 of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 framed thereunder, Mr. Mayur Buha, Proprietor of M. Buha & Co., Practicing Company Secretaries, Vadodara, was appointed as Secretarial Auditors of the company for the financial year 2018-19. The Secretarial Audit Report as Submitted by them in the prescribed form MR-3 is attached as Annexure - âDâ and forming part of this Report.

There are few qualifications or observations or adverse remarks or disclaimer of the Secretarial Auditors in his Report which call for explanation from the Board of Directors.

(iii) Cost Auditor:

Your Company does not fall under the mandatory maintenance of Cost Records and/or get records audited from Practicing Cost Accountants as per Section 148 read with Rule 4(2) of the Companies (Cost Records and Audit) Rules, 2014. Hence, your Company has not appointed any Practicing Cost Auditor.

BOARDSâ RESPONSE ON ADVERSE COMMENTS IN AUDIT REPORT:

Statutory Audit Report:

There are no qualifications, reservations or adverse remarks or disclaimers made by M/s. H. R. Dewani & Co., Statutory Auditors, in their report. The Statutory Auditors have not reported any incident of fraud to the Audit Committee of the Company in the year under review.

Secretarial Audit Report:

(a) Your Company had filed e-forms CHG-4 on 7^th July, 2018 i.e. after Notification (effective from 5^th July, 2018) for allowing filing of satisfaction of Charge within 300 days, however, the ROC office is in view of that the same to be taken on record only after filing of applications before Regional Director for condonation of delay in satisfaction of Charge. Now, your Company, within sorter span of time, will file said applications.

(b) Non-filing of e-form MGT-15 i.e. Report on 33^rd Annual General Meeting is unintentional since your Company regularly filing outcome of AGM on the website of BSE.

(c) Your Company has system of preparing list of shareholders who did not encashed their dividend cheques/warrants, however, uploading of said list on website is just an administrative lapse.

(d) Your Board and Nomination and Remuneration Committee still searching-out suitable candidate to be appointed as Independent Director. Sooner, the vacancy will be filled-up.

(e) Delay in filing of e-form DIR-12 w.r.t. appointment of CFO was due to technical error in the e-form and for that the Company had raised the issue before the MCA but not suitable solution was provided. As and when the solution arrived, the Company will file the same.

(f) Non-filing of e-form MGT-14 is unintentional.

(g) Your Company has now adopted the practice of publishing Notice in newspapers (i.e. English & Vernacular language Newspaper), regarding Board Meeting(s) wherein quarterly financial results to be considered by the Board.

(h) The Company do not have any foreign Direct Investment, thus, no need to monitor any foreign Investment and no need to appoint designated Depository for monitoring foreign investment limits of the Company.

(i) Henceforth, your Company will send separate letters to holders of physical certificates in terms of Reg. 40 of SEBI LODR.

(j) Now onwards, your Company will ensure to make specific affirmation as and when new Director(s) appointed by the Board/Shareholders.

COMPLIANCE WITH SECRETARIAL STANDARDS:

The Board of Directors of your company submits that the company has complied with all applicable Secretarial Standards and other Secretarial Standards voluntarily adopted by the company

MANAGEMENT DISCUSSION AND ANALYSIS REPORT:

The Managementâs Discussion and Analysis Report for the year under review, as stipulated under Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015, form part of this Report as Annexure - âEâ.

CORPORATE GOVERNANCE:

Provisions relating to the Corporate Governance as prescribed under Chapter IV of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 are not applicable to your Company. The networth of the company exceeded the prescribed limit in fourth quarter i.e. March 2019 but relaxation of six months is provided by the regulations. Therefore, a separate report on Corporate Governance is not provided in this Report.

EXTRACT OF ANNUAL RETURN:

Pursuant to section 92(3) of the Act and Rule 12 (1) of the Companies (Management and Administration) Rules 2014, and other provisions as amended from time to time, an extract of Annual Return as on the Financial year ended March 31, 2019 in the Form MGT-9 as prescribed under the said rules is provided on the website of the company i.e. www.creative-cast.com.

INDUSTRIAL RELATIONS:

The Industrial Relations between the Management and Employees of the Company at all Levels continued to be extremely cordial during the entire year. Both the Management as well as Employees have good relations and work for the betterment of the value of the company.

BUSINESS RESPONSIBILITY REPORT:

The Business Responsibility Report under regulation 34 of SEBI (Listing Obligation and Disclosure Requirement) Regulations, 2015 is not applicable to Company for the year under review ended 31^st March, 2019. Therefore, there is no requirement to submit a separate report by the company.

PREVENTION OF INSIDER TRADING AND CODE OF CONDUCT FOR FAIR DISCLOSURE:

The Company has adopted a code of conduct for Regulating, Monitoring and Reporting trading by Insiders in securities of the company. The code requires pre-clearance for dealing in the companyâs securities and prohibits the purchase or sale of securities of the company by the directors and the Directors while in possession of unpublished price sensitive information in relation to the company and during the period when the trading window is closed.

The company has also adopted a Code of Practices and Procedures for Fair Disclosure and Conduct of Unpublished price Sensitive information to formulate a stated framework and policy for prompt and fair disclosure of events and occurrences that could impact price discovery in the market for securities of the company. The policy is available on website i.e. www.creative-cast.com of the Company.

INSURANCE: All moveable and fixed Assets are adequately insured.

OTHER INFORMATION:

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

(i) The Company do not have any subsidiary, joint venture or, associate Company, hence, no need to state anything about the same;

(ii) The Provision of Section 135 of the Act with respect to Corporate Social Responsibility (CSR) is not applicable to the Company, hence, there is no need to develop policy on CSR and take initiative thereon;

(iii) No significant material orders were passed by the regulators or courts or tribunals impacting the going concern status and companyâs operations in future;

(iv) During the financial year, your Company has neither issued any kind of Securities nor made buy-back of securities;

(v) Your directors states that during the year under review, there were no cases at the work place filed pursuant to the Sexual Harassment of Women (Prevention, Prohibition and Redressal) Act,2013.

HUMAN RESOURCES:

The high level of motivation of the employees and their identification as well as involvement with the Company is the basis for the creation of a strong team, who continuously advance the innovative brands and superior technologies with their inventive talent and pioneering spirit. The training courses are evolved to internalize the principles of sustainable development and to uphold the Companyâs corporate culture based on fairness and team spirit. Employees involvement in the affairs of the company helps build up a brand value and to achieve the good position.

CERTIFICATES:

The Company possessed the following certificates.

(1) ISO 9001:2008, (2) ISO 14001, (3) BS OHSAS 18001, (4) PED 97/23/EC & AD2000 MERKBLATT W0 Certified (5) IBR Awarded âWell Known Foundryâ

APPRECIATION:

Your Directors are grateful for the support and co-operation given by the Shareholders, Government Authorities, Companyâs Bankers, Insurance Company, Employees, Customerâs & Suppliers during the year under review.

For and on behalf of Board

Sd/-

Dhirubhai H. Dand

Chairman

DIN: 00416724

Dolatpara, 23^rd May, 2019

Mar 31, 2018

BOARDâS REPORT

To the Members,

The Board of Directors hereby submits the 33^rd Annual report of your Company (âthe Companyâ or âCreativeâ), along with the audited financial statement, for the financial year ended on March 31, 2018 (âYearâ or âFinancial Yearâ).

FINANCIAL RESULTS:

(As per Indian Accounting Standards)_(Amount in Rs.)

Particulars		For the year ended March 31, 2018	For the year ended March 31, 2017
(i)	Sales (Net of Excise Duty) and other income	34,72,67,797	27,71,87,263
(ii)	Gross Profit before Interest, Depreciation and Taxation (PBIDT) Less : Interest	4,70,58,389 1,10,031	3,85,64,352 67,032
(iii)	Profit before Depreciation Less : Depreciation	4,59,48,358 60,92,843	3,84,97,320 54,54,359
(iv)	Profit Before Tax (PBT)	4,08,55,515	3,30,42,961
(v)	Less: Provision for Taxes: (a) Current Tax (b) Deferred Tax	98,71,140 1,36,070	70,16,000 (5,00,334)
(vi)	Profit after Tax (PAT / PAIDT)	3,08,48,305	2,65,27,295
(vii)	Profit B/F from previous financial year	11,47,07,387	10,68,26,586
(vii)	Profit available for appropriation	14,55,55,692	13,33,53,881
(ix)	Less : Appropriation (a) Dividend: 100 % (2016-17: 100%) (b) Tax on Dividend (c) Transfer to General Reserve	Nil Nil Nil	1,30,00,000 26,46,494 30,00,000
(x)	Surplus carried to Balance Sheet	22,02,90,069	18,83,64,363

COMPANYâS PERFORMANCE & AFFAIRS:

Performance highlights of the Company:

- Operational revenue of the Company is improved by 24.80 percent as compared to previous financial year;

- Similarly, aggregate expenditure of the Company also increased by 25.50 percent compared to previous year figures;

- PBT of the Company also increased to 23.64 percent as compared to previous year which indicates improvement in the Financial Condition of the Company.

- PAT considerably increased by 16.29 percent as against the previous financial year.

During the FY 2017-18, your Company has performed well against the overall industrial performance. The Company has taken all remedial measures for cost reduction, taken steps to increase better sales realization and has taken all steps to improve its sales which will be in the benefit of the company and all stakeholders.

No Material changes and commitments have occurred after the close of the financial year till the date of this report, which affects the financial position of the Company.

DIVIDEND:

Your Directors have recommended 100% (i.e. Rs. 10.00) per fully paid equity share as final Dividend for the financial year 2017-18 which is subject to approval of members as at 33^rd Annual General Meeting.

MEETINGS OF THE BOARD:

Board of Directors were convened and held on May 29, 2017, August 12, 2017, September 11, 2017, December 14,2017 and February 3, 2018 wherein following Directors were present:

SR. NO.	NAME OF THE DIRECTORS	29/05/2017	12/08/2017	11/09/2017	14/12/2017	03/02/2018
1.	D. H. Dand	A	P	P	P	A
2.	R. R. Bambhania	P	A	P	P	P
3.	S. V. Vaishnav	P	P	P	P	P
4.	V. D. Patel	P	P	P	P	P
5.	D. L. Dand	P	P	P	P	P
6.	N. R. Thanki	P	P	P	P	P
7.	M. P. Khunt (Ms.)	P	P	P	P	P
8.	J. S. Thanki	P	A	A	P	A
9.	N. C. Vadgama	A	P	A	A	A
10.	P. M. Nadpara	A	A	A	A	A
11.	H. N. Vadgama	P	P	A	P	P
12.	V. R. Vaishnav	P	P	P	P	P

âPâ denotes âPresentâ and âAâ denotes âAbsent with Leaveâ.

TRANSFER TO RESERVE:

Due to implementation of Indian Accounting Standards, the Company needs to pass necessary entries for Dividend, T ax on It and Transfer to Reserves in a financial year in which it exist and not require to pass in a financial year in which it belongs to. Thus, your Company has not proposed yet any ascertained amount which would transferred to General Reserves.

DIRECTORâS & KEY MANAGERIAL PERSONNEL (KMP): (i) Appointment:

Mrs. Ruta Gardi, Shri Bhavesh Sureja, Shri Ketan Panchamiya and, Shri Ramniklal Tilva were appointed as Additional Directors of the Company, in the meeting of Board of Directors held on August 13, 2018, in the capacity of Independent/non-executive Directors and they were entitled to hold the office upto the 33^rd Annual General Meeting. The Company had received notice under Section 160 of the Companies Act, 2013 from a member proposing their candidature for the office of Director of the Company. Your Board hereby recommends to appoint them as an Independent Directors.

(ii) Cessations:

As such, during the financial year, there is no changes in composition of the financial year, however, after the end of the financial year, Mrs. M. P. Khunt, Mr. D. L. Dand and Mr. N. R. Thanki were tendered their resignation as an Independent Directors of the Company due to their preoccupancy.

(iii) Retire by Rotation:

In accordance with the provisions of Section 152 of the Companies Act, 2013 and the Companyâs Articles of Association, Shri N. C. Vadgama and Shri J. S. Thanki, Directors of the Company are liable to retire by rotation at the ensuing 33^rd Annual General Meeting and, being eligible offers them self for re-appointment. Your Board has recommended to reappoint them as a Director of the Company.

(iv) KMP:

Cessation:

Pursuant to Section 203 of the Companies Act, 2013, Mr. Dharmeshkumar Ashwinbhai Chauhan, an associate member of the Institute of Company Secretaries of India was appointed as the whole-time Company Secretary-cum-Compliance Officer of the Company from September 1, 2015. He tendered his resignation from the said post w.e.f. 30 June, 2017 and has been relieved from all his duties.

Appointment:

Ms. Ekta H. Bhimani, being associate member of Institute of Company Secretaries of India, is appointed as a Company Secretary and Compliance Officer of the Company w.e.f. 12th August, 2017.

INDEPENDENT DIRECTORS DECLARATION:

DIRECTORSâ RESPONSIBILITY STATEMENT:

Pursuant to Section 134(5) of the Companies Act, 2013, the Board of Directors, to the best of their knowledge and ability, confirm that:

(i) in the preparation of the annual accounts of the Company for the year ended on March 31, 2018, the applicable accounting standards had been followed along with proper explanations relating to material departures for the same;

(iv) the Directors had prepared the Annual Accounts on a going concern basis;

(v) 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; and

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

FORMAL ANNUAL EVALUATION AND ITS CRITERIA:

Annual performance evaluation of Board, its Committees and Individual Directors were carried-out of the Financial Year, pursuant to the provisions of Section 134(3)(p) the Companies Act, 2013 and in compliance with the requirements of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, the Board has carried out the annual performance evaluation of its own performance, the Directors individually as well as the evaluation of the working of its Committees. 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.

Criteria adopted for evaluation:

(ii) Performance review of all the Non-Independent Directors of the company on the basis of the activities undertaken by them, expectation of board and level of participation.

(iii) Performance review of the Chairman of the company in terms of level of competence of chairman in steering the company.

(iv) The review and assessment of the flow of information by the company to the board and the manner in which the deliberations take place, the manner of placing the agenda and the contents therein.

(v) The review of the performance of the directors individually, its own performance as well as evaluation of working of its committees shall be carried out by the board.

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

RELATED PARTY TRANSACTIONS (RPTs):

All Contracts / Arrangements / Transactions entered by the Company during the financial year with related parties were in ordinary course of business and on armâs length basis. During the financial year, the Company has not entered into Contracts / Arrangements / Transactions with related parties except remuneration paid to relatives of Directors and consulting fees paid to relatives of executive Director. Particulars of such related party transactions described in Form AOC-2 which is annexed herewith as Annexure - âBâ. A statement showing the disclosure of transactions with related parties as required under Accounting Standard 18 is set out separately in this Annual Report.

PUBLIC DEPOSITS:

During the financial year 2017-18, your company has not accepted any deposits within the meaning of Section 73 to 76 of the Act, read together with Companies (Acceptance of Deposits) Rules, 2014.

LOANS, INVESTMENTS, GUARANTEES AND SECURITIES:

During the financial year, your Company has not given Loans nor provided securities and guarantees in connection with Loans. Moreover, it has not made investment in any securities, except, investment made in units of Mutual Funds. Whatsoever investment made prior to this financial year is enumerated in the Note - 5 to the Financial Statement which is self-explanatory.

AUDITORS: (i) Statutory Auditor:

The report of M/s. B. H. Advani & Associates, on audited financial statements and notes on financial statement as referred in their report are self-explanatory and do not call for any further comments of the Board. The Auditorsâ Report does not contain any qualification, reservation or adverse remarks, if any.

(ii) Secretarial Auditor:

In terms of Section 204 of the Companies Act 2013 and Rule 9 of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 framed there under, Mr. Mayur Buha, Proprietor of M. Buha & Co., Practicing Company Secretaries, Vadodara, was appointed as Secretarial Auditors of the company for the financial year 2017-18. The Secretarial Audit Report as Submitted by them in the prescribed form MR-3 is attached as Annexure - âCâ and forming part of this Report.

There are few qualifications or observations or adverse remarks or disclaimer of the Secretarial Auditors in his Report which call for explanation from the Board of Directors.

(iii) Cost Auditor:

BOARDSâ RESPONSE ON ADVERSE COMMENTS IN AUDIT REPORT:

Statutory Audit Report:

There are no qualifications, reservations or adverse remarks or disclaimers made by M/s. B. H. Advani & Associates., Statutory Auditors, in their report. The Statutory Auditors have not reported any incident of fraud to the Audit Committee of the Company in the year under review.

Secretarial Audit Report:

(a) There is short-fall of one Independent Director in the composition of the Board, however, your company has identified suitable experienced person.

(b) Your Company always made disclosure well-in-time to Stock Exchange and even also published financial results in English & Vernacular language timely.

PARTICULARS OF EMPLOYEES:

The particulars of employees are given in Annexure - âDâ to this Report as required under Section 197(12) of the Companies Act, 2013 read with the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014.

COMMITTEES:

Following is the composition of both the Committees:-1. Audit Committee (Up to 13/08/2018):-

Number of Members 4

Chairperson of Committee Mr. Dhaval Dand

Name of Members of Committee Designation

Shri Dhaval Dand Independent Director

Shri Naimish Thanki Independent Director

Smt. Manishaben Khunt Women Director / Independent Director

Shri Dhirubhai Dand Director

2. Nomination and Remuneration Committee (Upto 13/08/2018):-

Number of Members	4
Chairperson of Committee	Shri Naimish Thanki
Name of Members of Committee	Designation
Shri Dhaval Dand	Independent Director
Shri Naimish Thanki	Independent Director
Smt. Manishaben Khunt	Women Director / Independent Director
Shri Dhirubhai Dand	Chairman

Company Secretary of the Company by default acts as a Secretary of the Committee(s).

MEETINGS OF COMMITTEE:

Audit committee of the company met Four times during the year viz. May 29, 2017; September 11, 2017; December 14, 2017 and February 3, 2018 to discuss the affairs of the company.

Nomination and Remuneration Committee met twice during the year under review viz. May 29, 2017 and August 12, 2017.

ADEQUACY OF INTERNAL FINANCIAL CONTROLS WITH REFERENCE TO THE FINANCIAL STATEMENTS:

INDUSTRIAL RELATIONS:

CORPORATE GOVERNANCE:

MANAGEMENT DISCUSSION AND ANALYSIS REPORT:

BUSINESS RESPONSIBILITY REPORT:

The Business Responsibility Report under regulation 34 of SEBI (Listing Obligation and Disclosure Requirement) Regulations, 2015 is not applicable to Company for the year under review ended 31^st March, 2018. Therefore, there is no requirement to submit a separate report by the company.

EXTRACT OF ANNUAL RETURN:

Pursuant to section 92(3) of the Act and Rule 12 (1) of the Companies (Management and Administration) Rules 2014, and other provisions as amended from time to time, an extract of Annual Return as on the Financial year ended March 31, 2018 in the F orm MGT-9 as prescribed under the said rules is annexed herewith as Annexure - âFâ.

VIGIL MECHANISM:

To ensure high level of honesty, integrity and ethical behavior amongst its employees, the Company has established a Vigil Mechanism in compliance with the provisions of section 177(9) of the Companies Act, 2013 read with Rule-7 of Companies (Meeting of Board and its powers) Rules, 2014, for the directors and Employees to report genuine concerns and grievances. This mechanism provides adequate safeguards against victimization of employees and directors and also provides for direct access to the chairperson of Audit Committee.

RISK MANAGEMENT:

POLICY ON DIRECTORSâ APPOINTMENT AND POLICY ON REMUNERATION:

Pursuant to Section 134(3)(e) and Section 178(3) of the Companies Act, 2013, the policy on appointment of Board members including criteria for determining qualifications, positive attributes, independence of a Director and the policy on remuneration of Directors, KMP and other employees is hosted on the website of the Company i.e. http://www.creative-cast.com/downloadAnnualReports/NARP.PDF. There has been no change in the policy since last financial year.

PREVENTION OF INSIDER TRADING AND CODE OF CONDUCT FOR FAIR DISCLOSURE:

The company has also adopted a Code of Practices and Procedures for F air Disclosure and Conduct of Unpublished price Sensitive information to formulate a stated framework and policy for prompt and fair disclosure of events and occurrences that could impact price discovery in the market for securities of the company. The policy is available on website i.e. www.creative-cast.com of the Company.

INSURANCE: All moveable and fixed Assets are adequately insured.

OTHER INFORMATION:

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

(i) The Company do not have any subsidiary, joint venture or, associate Company, hence, no need to state anything about the same;

(iii) No significant material orders were passed by the regulators or courts or tribunals impacting the going concern status and company''s operations in future;

(iv) During the financial year, your Company has neither issued any kind of Securities nor made buy-back of securities;

(v) Your directors states that during the year under review, there were no cases at the work place filed pursuant to the Sexual Harassment of Women (Prevention, Prohibition and Redressal) Act, 2013.

HUMAN RESOURCES:

CERTIFICATES:

The Company possessed the following certificates.

(1) ISO 9001:2008, (2) ISO 14001, (3) BS OHSAS 18001, (4) PED 97/23/EC & AD2000 MERKBLATT W0 Certified (5) IBR Awarded âWell Known Foundryâ

APPRECIATION:

For and on behalf of Board

Sd/-

Dhirubhai H. Dand

Chairman

DIN: 00416724

Dolatpara, 13^th August, 2018

Mar 31, 2015

Dear Members

The Directors have pleasure in presenting the 30th Annual Report together with the Audited financial statements of the Company for the Financial Year ended 31st March 2015.

FINANCIAL RESULTS

For the For the year Particulars year ended ended 31-03-15 31-03-44 (Rs.) (Rs.)

Gross Profit before Interest, 2,61,86,773 4,11,35,527

Depreciation and Taxation

LESS: Interest 3,14,466 39,498

LESS. Interest

Profit before Depreciation 2,58,72,307 4,10,96,029

LESS: Depreciation 52,17,122 75,05,259

Profit Before Tax 2,06,55,185 3,35,90,770

LESS : Provision for Taxes

- Current Tax 39,84,000 66,50,000

- Deferred Tax/ (Credit) 9.12,878 11,06,712

48.96.878 77.56,712

1,57,58,307 2,58,34,058

Profit after Tax j 7,78.02.718 5,87.70,998

Surplus B/F from last year 9,35,61,025 8,46,05,056

Profit available for appropriation

APPROPRIATIONS

1) Adjustment relating to fixed assets 155346 0

2) Proposed Dividend @10% (Previous year 25% interim) 13,00,000 32,50,000

3) Provision for tax on the above dividend 2,64,649 5,52,338

4) General Reserve 16,00,000 30.00.000

BALANCE C/F TO BALANCE-SHEET 9,02,41.030 7.78.02.718

COMPANY'S PERFORMANCE & AFFAIRS:

Performance highlights of the Company:

* Operational revenue of the Company is decreased by 22.79 percent as compared to previous financial year;

* Similarly, aggregate expenditure of the Company also decreased by 22.54 percent compared to previous financial year;

* PBDIT considerably reduced by 36.34 percent as against the previous financial year;

* PAT also reduced by 61% against the previous financial year

During the FY 2014-15 the Company has performed reasonably wen against the overall industries performance. The Company has taken all remedial measures for cost cutting and taken steps to increase better sales realization and the company has taken all steps to improve its sales which will be in the benefit of the company.

Company has upgraded its machinery by installing Autoclave Machinery resultant enhancement of production capacity from 50 M.T. to 70 M.T. per month.

No Material changes and commitments have occurred after the close of the financial year till the date of this report, which affect the financial position of the Company.

The Company was exclusively listed on OTC Exchange of India ('the Stock Exchange'), however, pursuant to letter no. 0020/LSTG/14-15/0421 of the Stock Exchange dated January 13, 2015 the Company was migrated to Dissemination Board of BSE. According to reference made in the stated letter with respect to Clause 3.2 of SEBI Circular dated 30th May, 2012 "Companies failing to list on other stock exchange, will cease to be a listed company and shall be moved to the Dissemination Board by the existing Stock Exchange" hence virtually status of the company considered as Company ceased to Listed considering the terminology used in the stated letter.

DIVIDEND & TRANSFER TO RESERVE:

During the FY 2013-14, the Board had declared interim Dividend 25% (Rs. 2.50 per equity share). Considering the reduction of sales, profit etc. your Directors have recommended 10% (Re. 1.00 per equity share) as final Dividend for the financial year ended 31st March, 2015 subject to approval of members at forthcoming 30th Annual General Meeting.

The Company has paid Rs. 5,52,338/- as Dividend distribution Tax on the interim Dividend declared during the FY 2013-14 and made provision of Rs. 2,64,649/- to mitigate taxes on the proposed Divided, if declared, for the financial year ended on 31st March, 2015.

During the FY 2014-15, the Company has transferred Rs. 16,00,000/- into General Reserves of the Company.

DIRECTORS' RESPONSIBILITY STATEMENT:

In terms of Section 134(5) of the Companies Act, 2013, the Directors would like to state that:

(i) In the preparation of the Annual Accounts of the Company for the year ended on 31st March, 2015, the applicable accounting standards have been followed and there are no material departures for the same;

(ii) The Directors have selected such accounting policies and applied them consistently and made judgments and estimates that were reasonable and prudent so as to give true and fair view of the state of affairs of the Company at the end of the financial year and of the profit of the Company for the year under review;

(iii) The Directors have 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;

(iv) The directors have prepared the Annual Accounts on a going concern basis; and

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

DIRECTORS & KEY MANAGERIAL PERSONNEL:

a) Mr. N. C. Vadgama, Director of the Company, is liable to retire by rotation at the ensuing Annual General Meeting and being eligible offer himself for reappointment.

b) Mr. J. S. Thanki, Director of the Company, is liable to retire by rotation at the ensuing Annual General Meeting and being eligible offer himself for reappointment.

c) Mr. P. S. Thanki, Director of the Company, is liable to retire by rotation at the ensuing Annual General Meeting and being eligible offer himself for reappointment.

d) Your Company has appointed Mr. Ashok Shekhat, as Chief Financial Officer of the Company during the year under review.

AUDITORS AND THEIR REPORT:

SUBHASH AKBARI & CO, Chartered Accountants, retire as Auditors of the Company at the conclusion of the ensuing Annual General Meeting and being eligible, offer themselves for re-appointment. We recommend their re-appointment. They have furnished a Certificate to the effect that their appointment, if made, will be in accordance with the limits specified in Section 139 (1) of the Companies Act, 2013.

The Auditors report and notes on financial statement as referred in their report are self-explanatory and do not call for any further comments. The Auditors' Report does not contain any qualification, reservation or adverse remarks.

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

The disclosure of particulars with respect to conservation of energy, a statement giving details of Technology Absorption, Foreign Exchange Earnings and outgo in accordance with the provisions of Section 134(3)(m) of the Companies Act, 2013 read with Rule 8(3) of the Companies (Accounts) Rules, 2014 is annexed hereto as Annexure - I.

INTERNAL FINANCIAL CONTROL:

The Company has devised proper system of internal financial control, Even, the Board has appointed Mr. J. M. Upadhyay being employee of the Company as an Internal Auditor of the Company pursuant to provisions of Section 138 of the Companies Act, 2013 in order to ensure proper internal financial control.

INDUSTRIAL RELATIONS:

The Industrial Relations between the Management and Employees of the Company at all Levels continued to be extremely cordial during the entire year.

CONTRACTS AND ARRANGEMENT WITH RELATED PARITIES:

All Contracts / Arrangements / transactions entered by the Company during the financial year with related parties were in ordinary course of business and on arm's length basis. During the financial year the company was not entered into Contracts / Arrangements / transactions with related parties except remuneration paid to relatives of Directors. Particulars of related party transactions described in Form AOC-2 are annexed herewith as Annexure - II.

RISK MANAGEMENT:

Your Company has not set-up separate risk management Committee or policy thereon, however, your Management, from time-to-time, identify, analyses, evaluate and mitigate the industrial, economical, financial, other risk emerges in the course of business.

MEETING OF THE BOARD:

6 (Six) meetings of the Board were held during the financial year on 5th April, 2014, 29th May, 2014, 24th June, 2014, 30th July, 2014, 21st October, 2014 and, 29th January, 2015.

EXTRACT OF ANNUAL RETURN:

Extract of Annual Return of the Company is annexed herewith as Annexure - III

CERTIFICATES

The Company possessed the following certificates.

(1) ISO 9001:2008 , (2) ISO 14001 , (3) BS OHSAS 18001, (4) PED 97/23/EC & AD2000 MERKBLATT W0 Certified (5) IBR Awarded 'Well Known Foundry'

OTHER INFORMATION:

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

1. There is no need to appoint independent Director/s on the Board, hence, need not required to give any statement on declaration received from independent Director/s u/s. 149(6) of the Companies Act, 2013;

2. The Company has not formulated any policy on director's appointment and remuneration including criteria for determining qualifications, positive attributes, independence of directors and other matters provided under sub-section (3) of section 178;

3. Pursuant to vide letter no. 0020/LSTG/14-15/0421 of the Stock Exchange dated January 13, 2015, your company ceased to Listed, hence, no need to appoint Secretarial Auditor to get secretarial records audited and obtain Secretarial Audit report pursuant to Section 204 of the Companies Act, 2013;

4. Company has not provided Loans, Guarantees or made Investment pursuant to Sec.186 of the Companies Act, 2013;

5. The Provision of Section 135 of the Act with respect to Corporate Social Responsibility (CSR) is not applicable to the Company, hence, there is no need to develop policy on CSR and take initiative thereon;

6. The sub-clause (p) of sub-section (3) of Section 134 is not applicable to Company, hence, no need to address statement on performance evolution of Board and Committees of the Company;

7. The Company do not have any subsidiary, joint venture or, associate Company, hence, no need to state anything about the same;

8. The Company has not accepted deposits covered under Chapter V of the Act;

9. No significant material orders were passed by the regulators or courts or tribunals impacting the going concern status and company's operations in future.

10. Since the Company having paid-up capital less than the threshold provided under Clause 49 of the Listing Agreement, hence, the Company need not required to address Reports on Corporate Governance, certificate/s pertains thereto and, Management Discussion and Analysis Report.

INSURANCE : All moveable and fixed Assets are adequately insured.

HUMAN RESOURCES

The high level of motivation of the employees and their identification with the Company is the basis for the creation of a strong team, who continuously advance the innovative brands and superior technologies with their inventive talent and pioneering spirit. The training courses are evolved to internalize the principles of sustainable development and to uphold the Company's corporate culture based on fairness and team spirit.

APPRECIATION:

Your Directors are grateful for the support and co-operation given by the Shareholders, Government Authorities, Company's Bankers, Insurance Company, Employees, Customers & Suppliers during the year under review.

PLACE: JUNAGADH BY ORDER OF THE BOARD DATE : 30/05/2015 For Creative Castings Ltd

(Dhirubhai H. Dand) Chairman DIN ; 00416724

Mar 31, 2014

Dear Members

The Directors have pleasure in presenting the 29th Annual Report together with the Audited Accounts of the Compan for the Year ended 31st March 2014.

FINANCIAL RESULTS

Particulars For the year For the year ended ended 31-03-14 31-03-13 (Rs.) (Rs.)

- Gross Profit before Interest,

Depreciation and Taxation 4,11,35,527 3,69,05,969

LESS: Interest 39,498 1,37,895

Profit before Depreciation 4,10,96,029 3,87,68,074

LESS: Depreciation 75,05,259 73,85,731

Profit Before Tax 3,35,90,770 3,13,82,343

LESS : Provision for Taxes

- Current Tax 66,50,000 90,00,000

- Deferred Tax/ (Credit) 11,06.712 (15,66.530)

77,56,712 74,33,470

Profit after Tax 2,58,34,058 2,39,48,873

Surplus B/F from last year 5,87,70,998 4,99,89,605

Profit available for appropriation 8,46,05,056 7,39,38,478

APPROPRIATIONS

1) Proposed Dividend @25% (Previous year 80%) 32,50,000 1,04,00,000

2) Provision for tax on the above dividend 5,52,338 17,67,480

3) General Reserve 30,00,000 3o,oo,oOO

BALANCE C/F TO BALANCE-SHEET 7,78,02,718 5,87,70.998

PERFORMANCE:

Performance of the company during the year under review was considerably good. The Turnover has decreased from Rs. 31,31,36,695 to Rs. 27,49,96,975 as compared to previous year. Similarly the export sales figure was decreased to Rs. 13,46,26,137 in current year and it was Rs. 16,72,58,254 in previous year.

During the year under review the overall profit is good. The Company is starving for the orders during F.Y. 2014-15 because of over all recession in domestic as well as export market. The current financial year 2014-15 will remaining disappointing due to inadequate orders from various parties.

DIVIDEND:

In order to conserve financial resources for better performance in slack period, the Board of Directors had not recommended Final Dividend for the Financial Year 2013-14 and requested to members to consider Interim Dividend as final one.

OPERATION:

During the FY 2013-14 the Company has performed reasonably good. The company has taken all remedial measures for cost cutting and taken steps to increase better sales realization and the company has taken all steps to improve its sales which will be in the benefit of the company. However the present condition of the overall world market is sluggish and therefore we anticipate to get disappointing response for the F.Y. 2014-15.

DIRECTORS' RESPONSIBILITYS STATEMENT:

In terms of Section 217 (2AA) of the Companies Act, 1956, the Directors would like to state that:

(i) in the preparation of the Annual Accounts, the applicable accounting standards have been followed

(ii) The Directors have selected such accounting policies and applied them consistently and made judgments and estimates that were reasonable and prudent so as to give true and fair view of the state of affairs of the Company at the end of the financial year and of the profit of the Company for the year under review.

(iii) The Directors have 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.

(iv) The directors have prepared the Annual Accounts on a going concern basis.

DIRECTORS:

a) Shri D. H. Dand Director of the Company is liable to retire by rotation at the ensuing Annual General Meeting and being eligible offer himself for reappointment.

b) Shri S. M. Thanki Director of the Company is liable to retire by rotation at the ensuing Annual General Meeting and being eligible offer himself for reappointment.

c) Shri V. R. Vaishnav Director of the Company is liable to retire by rotation at the ensuing Annual General Meeting and being eligible offer himself for reappointment.

AUDITORS:

SUBHASH AKBARI & CO, Chartered Accountants, retire as Auditors of the Company at the conclusion of the ensuing Annual General Meeting arid being eligible, offer themselves for re-appointment. We recommend their re-appointment They have furnished a Certificate to the effect that their appointment, if made, will be in accordance with the limits specified in Section 139(1) of the Companies Act, 2013.

COMPLIANCE CERTIFICATE:

Compliance certificate u/s 383A of the Companies Act, 1956 has been obtained from M/s. M. Buha & Co., Practicing Company Secretary and the same has been annexed herewith.

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

The disclosure of particulars with respect to conservation of energy, a statement giving details of Technology Absorption, Foreign Exchange Earnings and outgo in accordance with the Companies (Disclosure of Particulars in the Report of Board of Directors) Rules, 1988 is annexed hereto and forms part of this Report.

PARTICULARS OF THE EMPLOYEES:

The Company did not paid such remuneration to any employee of the company which is exceeding the limit prescribed under section 217 (2A) of the Companies Act, 1956 hence a statement giving information and particulars of the employees as required u/s 217 (2A) is not required to mention.

INDUSTRAIL RELATIONS:

The Industrial Relations between the Management and Employees of the Company at all Levels continued to be extremely cordial during the entire year.

PUBLIC DEPOSITS

During the year, your Company has not accepted any deposit from the public falling under Section 58A & 58AA of the Companies Act, 1956.

CERTIFICATES

The Company possessed the following certificates.

(1) ISO 9001:2008, (2) IS014001, (3)BSOHSAS 18001,

(4) PED 97/23/EC & AD2000 MERKBLATT W0 Certified, (5) IBR Awarded 'Well Known Foundry

INSURANCE

All moveable and fixed Assets are adequately insured.

HUMAN RESOURCES

The high level of motivation of the employees and their identification with the Company is the basis for the creation of a strong team, who continuously advance the innovative brands and superior technologies with their inventive talent and pioneering spirit. The training courses are evolved to internalize the principles of sustainable development and to uphold the Company's corporate culture based on fairness and team spirit.

APPRECIATION:

Your Directors are grateful for the support and co-operation given by the Shareholders, Government Authorities, Company's Bankers, Insurance Company, Employees, Customers & Suppliers during the year under review.

FOR AND ON BEHALF OF BOARD

PLACE : JUNAGADH (R. R. Bambhania) (S. V. Vaishnav) DATE : 29/05/2014 Mg. Director Exe. Director

Mar 31, 2013

Dear Members

The Directors have pleasure in presenting the 28th Annual Report together with the Audited Accounts of the Company for the Year ended 31st March 2013.

FINANCIAL RESULTS For the Year for the Year 2012-13 2011-12. Rs. Rs.

Gross Profit before Interest, Depreciation and Taxation 3,89,05,969 3,96,13,087

Less: Interest 1,37,895 10,13,029

Profit before Depreciation 3,87,68,074 3,86,00,058

Less: Depreciation 73,85,731 70,13,086

Profit before Tax 3,13,82,343 3,15,86,972

Less: Provision for Taxes

-Current Tax 90,00,000 92,50,000

- Deferred Tax (15,66,530) (12,84,153)

74,33,470 79,65,847

Profit after Tax 2,39,48 873 2,36,21,125

Surplus B/F From last year 4,99,89,605 3,69,22,943

Profit available for appropriation 7,39,38,478 6,05,44,068

APPROPRIATIONS:

1) Proposed Dividend @ 80% (Previous year 50%) 1,04,00,000 65,00,000

2) Provision for tax on the above dividend. 17,67,480 10,54,463

3) General Reserve 30,00,000 30,00,000

Balance C/F to next year.... 5,87,70,998 4,99,89,605

PERFORMANCE:

Performance of the company during the year under review was considerably grown up. The Turnover has increased from Rs. 29,64,00,042 to Rs. 31,31,36,695 as compared to previous year. Similarly the export figure was Rs. 9,45,00075 in previous year is become nearest to double and reaches to Rs. 16,72,58,254

During the year under review the over all profit is good. The Company is in hope to attain new heights during the financial year 2013-2014.

DIVIDEND:

This year, the Board of Directors had recommended highest Dividend of Rs. 8.00 (Tax Free ) per Equity share for the year ended on 31st March, 2013. [ Previous Year Rs. 5.00 (Tax Free) per Equity Share ] and the said Dividend shall be paid to those members whose names appear on the register of member of the company on record date i.e. 9/08/2013.

OPERATION:

The Management of Company is in view of to make drastic change in the management of the Company by introducing experienced and qualified directors on the Board thus your Directors are hopeful for the better performance for the current financial year 2013-14 and the company has taken all remedial measures for cost cutting and taken steps to increase better sales realization and the company has taken all steps to improve its sales which will be in the benefit of the company. The export sales is increasing from year to year, and hope for the better exports during the F.Y. 2013-14.

DIRECTORS' RESPONSIBILITY STATEMENT:

In terms of Section 217 (2AA) of the Companies Act, 1956, the Directors would like to state that:

(i) In the preparation of the Annual Accounts, the applicable accounting standards have been followed.

(ii) The Directors have selected such accounting policies and applied them consistently and made judgments and estimates that were reasonable and prudent so as to give true and fair view of the state of affairs of the Company at the end of the financial year and of the profit of the Company for the year under review.

(iii) The Directors have 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.

(iv) The directors have prepared the Annual Accounts on a going concern basis.

DIRECTORS:

Mr. N. C. Vadgama Director of the Company is liable to retire by rotation at the ensuing Annual General Meeting and being eligible offer himself for reappointment.

Mr. Rajan R. Bambhania Managing Director of the Company, whose term of office was ended on 31st May, 2013. Subsequently the Company has executed fresh agreement for his reappointment as a Managing Director of the Company for a period of Three Years commencing from 1st June, 2013 subject to the consent of the Members at the ensuing Annual General Meeting of the Company.

Shri D. H. Dand being director and shareholder of the Company has recommended for the candidatures for appointment of Mr. Hiren N. Vadgama, Mr. Jignesh S. Thanki, Mr. Pinak S. Thanki and, Dr. P. M. Nadpara as a director of the Company at this ensuing Annual General Meeting by giving notice to the Company pursuant to Section 257 of the Companies Act, 1956. (the material facts about the directors are set-out in the explanatory statement annexed with the Notice)

AUDITORS:

SUBHASH AKBARI & CO, Chartered Accountants, retire as Auditors of the Company at the conclusion of the ensuing Annual General Meeting and being eligible, offer themselves for re-appointment. We recommend their re-appointment. They have furnished a Certificate to the effect that their appointment, if made, will be in accordance with the limits specified in Section 224 (1B) of the Companies Act, 1956.

COMPLIANCE CERTIFICATE:

Compliance certificate u/s 383A of the Companies Act, 1956 has been obtained from M/s. M. Buha & Co., Practicing Company Secretary and the same has been annexed herewith.

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

The disclosure of particulars with respect to conservation of energy, a statement giving details of Technology Absorption, Foreign Exchange Earnings and outgo in accordance with the Companies (Disclosure of Particulars in the Report of Board of Directors) Rules, 1988 is annexed hereto and forms part of this Report.

PARTICULARS OF THE EMPLOYEES:

The Company did not paid such remuneration to any employee of the company which is exceeding the limit prescribed under section 217 (2A) of the Companies Act, 1956 hence a statement giving information and particulars of the employees as required u/s 217 (2A) is not required to mention.

INDUSTRIAL RELATIONS:

The Industrial Relations between the Management and Employees of the Company at all Levels continued to be extremely cordial during the entire year.

PUBLIC DEPOSITS

During the year, your Company has not accepted any deposit from the public falling under Section 58A & 58AAof the Companies Act, 1956.

CERTIFICATES

The Company possessed the following certificates and an audit for the ISO 14001 & OHSAS 18001 is successfully conducted and now the company is eligible to get both the Certificates.

(1) ISO 9001:2008

(2) RED 97/23/EC &AD2000 MERKBLATTW0 Certified

(3) IBRA warded 'Well Known Foundry'

INSURANCE

All moveable and fixed Assets are adequately insured.

COST COMPLIANCE REPORT

Company has already appointed the Cost Auditors' firm namely M/s. Mitesh Suvagiya & Co. for issuance of Cost Compliance Report. The Firm has issued the Report for the F.Y. 2011 -12 on 25/12/2012 and due date for the same was 28/02/2013. So far as the immediate Financial Year is concern, the company has yet to be receive the same however presently last date for issuance is 27/09/2013 subject to further notification issued by Government in this regards.

HUMAN RESOURCES

The high level of motivation of the employees and their identification with the Company is the basis for the creation of a strong team, who continuously advance the innovative brands and superior technologies with their inventive talent and pioneering spirit. The training courses are evolved to internalize the principles of sustainable development and to uphold the Company's corporate culture based on fairness and team spirit.

APPRECIATION:

Your Directors are grateful for the support and co-operation given by the Shareholders, Government Authorities, Company's Bankers, Insurance Company, Employees, Customers & Suppliers during the year under review.

FOR AND ON BEHALF OF BOARD

PLACE : JUNAGADH (Dhirubhai H. Dand) DATE : 27/05/2013 CHAIRMAN

Mar 31, 2012

Dear Members (Rs. in Thousands)

The Directors have pleasure in presenting the 27th Annual Report together with the Audited Accounts of the Company for the Year ended 31st March 2012.

FINANCIAL RESULTS For the Year for the Year 2011-12 2010-11 Rs. Rs.

Gross Profit before Interest, Depreciation and Taxation 39613 16317

Less: Interest 1013 169

Profit before Depreciation 38600 16148

Less: Depreciation 7013 6912

Profit before Tax 31587 9236

Less : Provision for Taxes

- Current Tax 9250 2274

- Deferred Tax (1284) (324)

7966 1950

Profit after Tax 23621 7286

Surplus B/F From last year 36923 34179

Profit available for appropriation 60544 41465

APPROPRIATIONS:

1) Proposed Dividend @ 50% (Previous year 20%) 6500 2600

2) Provision for tax on the above dividend. 1054 442

3) General Reserve 3000 1500

Balance C/F to next year.... 49990 36923

PERFORMANCE:

Performance of the company during the year under review was satisfactory. The Turnover has increased from Rs. 186219 Thousand to Rs. 296400 Thousand, as compared to previous year.

During the year under review the over all profit is good. We are hopeful that we shall be able to do better during the financial year 2012-2013.

DIVIDEND:

The Board of Directors had recommended Dividend of Rs. 5.00 ( Tax Free ) per Equity share for the year ended on 31st March, 2012. ( Previous Year Rs. 2.00 [ TAX FREE] per Equity Share ) and the said Dividend shall be paid to those members whose names appear on the register of member of the company on record date.

OPERATION:

Your Directors are hopeful for the better performance for the current financial year 2012-13 and the company has taken all remedial measures for cost cutting and taken steps to increase better sales realization and the company has taken all steps to improve its sales which will be in the benefit of the company. The export sales is increasing from year to year, and hope for the better exports during the F.Y. 2012-13.

DIRECTORS' RESPONSIBILITY STATEMENT:

In terms of Section 217 (2AA) of the Companies Act, 1956, the Directors would like to state that:

(i) In the preparation of the Annual Accounts, the applicable accounting standards have been followed.

(ii) The Directors have selected such accounting policies and applied them consistently and made judgments and estimates that were reasonable and prudent so as to give true and fair view of the state of affairs of the Company at the end of the financial year and of the profit of the Company for the year under review.

(iii) The Directors have 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.

(iv) The directors have prepared the Annual Accounts on a going concern basis.

DIRECTORS:

Shri V. R. Vaishnav Director of the Company is liable to retire by rotation at the forthcoming Annual General Meeting and being eligible offer himself for reappointment.

Shri D. H. Dand Director of the Company is liable to retire by rotation at the forthcoming Annual General Meeting and being eligible offer himself for reappointment.

AUDITORS:

SUBHASH AKBARI & CO, Chartered Accountants, retire as Auditors of the Company at the conclusion of the ensuing Annual General Meeting and being eligible, offer themselves for re-appointment. We recommend their re-appointment. They have furnished a Certificate to the effect that their appointment, if made, will be in accordance with the limits specified in Section 224 (1B) of the Companies Act, 1956.

COMPLIANCE CERTIFICATE:

Compliance certificate u/s 383A of the Companies Act, 1956 has been obtained from Mr. Chetan D.Shah, Practicing Company Secretary and the same has been annexed herewith.

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

The requirements for disclosure of particulars with respect to conservation of energy is not applicable to the Company. A statement giving details of Technology Absorption, Foreign Exchange Earnings and outgo in accordance with the Companies ( Disclosure of Particulars in the Report of Board of Directors ) Rules, 1988 is annexed hereto and forms part of this Report.

PARTICULARS OF THE EMPLOYEES:

Since no Employee has received remuneration in Excess of limit mentioned under Section 217(2A) of the Companies Act, 1956. The particulars required under Section 217 (2A) of the Companies Act, 1956, read with the companies (particulars of Employees) Rules 1975, need to be not furnished.

INDUSTRIAL RELATIONS:

The Industrial Relations between the Management and Employees of the Company at all Levels continued to be extremely cordial during the entire year.

APPRECIATION:

Your Directors are grateful for the support and co-operation given by the Shareholders, Government Authorities, Company's Bankers, Insurance Company, Employees, Customers & Suppliers during the year under review.

FOR AND ON BEHALF OF BOARD

PLACE: JUNAGADH (Dhirubhai H. Dand) DATE : 28/06/2012 CHAIRMAN

Mar 31, 2011

Dear Members

The Directors have pleasure in presenting the 26th Annual Report together with the Audited Accounts of the Company for the Year ended 31 st March 2011.

FINANCIAL RESULTS For the Year for the Year

2010-11 2009-10 Rs. Rs.

Gross Profit before Interast,Depreciation and Taxation 16317553 17000485

Less: Interest 169436 69464

Profit before Depreciation 16148117 16931021

Less: Depreciation 6912166 6817381

Profit before Tax 9235951 10113640

Less : Provision for Taxes

-Current Tax 2274000 1993000

-Deferred Tax (323953) (1549390)

1950047 44361C

Profit after Tax 7285904 9670030

Less: Prior period item 0 1003104

7285904 8666926

Surplus B/F From last year 34178908 32059723

Profit available (or appropriation 41464812 40726649

APPROPRIATIONS:

1) Proposed Dividend @ 20% (Previous year 30%) 2600000 3900000

2) Provision for tax on the above dividend. 441870 647741

3) General Reserve 1500000 2000000

Balance C/F to next year.... 36922942 34178908

PERFORMANCE:

Performance of the company during the year under review was satisfactory. The Turnnover has increased from Rs.1435.34 lacs to Rs. 1885,84 lacs as compared to previous year.

During the year under review the over all profit is good but the operational Profit is reducing. The operational profit is low compared to previous year and he, because of many reason such as over all global recession, tow order receiving, low proroduction and substantial reduction in sales price and increasing raw material cost.

All above were beyond the control of the management. However the situation is improving and wa are hopeful that wo shali Lie able to do something better during the financial year 2011-2012.

DIVIDEND:

The Board of Directors had recommended Dividend of Rs.2.00 (Tax Free) per Equity share for the year ended on 31st March, 2011. (Previous Year Rs. 3.00 [TAX FREE] per Equity Share) and the said Dividend shall he paid to those members whose names appear on the register of member of Ihe company on record date.

OPERATION:

Your Directors are hopeful for the belter performance for the current financial year 2011 -12 and the company has taken all remedial measures for cost cutting and taken steps to increase better sales realization and the company has taken all steps to improve its sales which will be in tire benefit of the company,

DIRECTORS' RESPONSIBILITY STATEMENT:

In terms of Section 217 (2AA) of the Companies Act, 1956, the Directors would like to state that:

(i) In the preparation of the Annual Accounts, the applicable accounting standards have been followed.

(II) The Directors have selected such accounting policies and applied them consistently and made judgments and estimates that were reasonable and prudent so as to give true and fair view of the state of affairs of the Company at the end of the financial year and of the profit of the Company for the year under review.

(iii) The Directors have 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.

(iv) The directors have prepared the Annual Accounts on a going concern basis.

DIRECTORS:

Shri N. C. Vadgama Director of the Company is liable to retire by rotation at the forthcoming Annual General Meeting and being eligible offer himself for reappointment.

Shri S. M.Thanki Director of the Company is liable to retire by rotation at the forlhcoming Annual General Meeting and being eligible offer himself for reappointment,

AUDITORS:

SUBHASH AKBARI & CO, Chartered Accountants, retire as Auditors of the Company at the conclusion of the ensuing Annual General Meeting and being eligible, offer themselves for re-appointment. We recommend their re-appointment. They have furnished a Certificate to the effect that their appointment, if made, will be in accordance with the limits specified in Section 224 (IB) of the Companies Act, 1956.

COMPLIANCE CERTIFICATE:

Compliance certificate u/s 383A of the Companies Act, 1956 has been obtained from Mr. Chetan D.Shah, Practicing Com- pany Secretary and the same has been annexed herewith.

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

The reguirements for disclosure of particulars with respect to conservation of energy is not applicable to the Company. A statement giving details of Technology Absorption, Foreign Exchange Earnings and outgo in accordance with the Companies ( Disclosure of Particulars in the Report of Board of Directors ) Rules, 1988 is annexed hereto and forms part oi this Report.

PARTICULARS OFTHE EMPLOYEES:

Since no Employee has received remuneration in Excess of limit mentioned under Section 217(2A) of the Companies Act, 1956. The particulars required under Section 217 (2A) of the Companies Act, 1956, read with the companies (particulars of Employees) Rules 1975, need to be not furnished,

INDUSTRIAL RELATIONS:

The Industrial Relations between the Management and Employees of the Company at all Levels continued to be extremely cordial during the entire year.

APPRECIATION:

Your Directors are grateful for the support and co-operation given by the Shareholders, Government Authorities, Company's Bankers, Insurance Company, Employees, Customers & Suppliers during the year under review.

FOR AND BEHALF OF BOARD

PLACE :JUNAGADH (Dhirubhai H. Dand) DATE : 28/05/2011 CHAIRMAN

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