Directors Report of Kundan Minerals and Metals Ltd.

Mar 31, 2025

Your Directors are pleased to present the Board Report of the Company together with the Audited
Financial Statements for the Financial Year ended March 31, 2025.

1. FINANCIAL HIGHLIGHTS: (Rs. In lakhs)

Particulars	Standalone		Consolidated
	2024-25	2023-24	2024-25	2023-24
Revenue from Operations	395608.55	1.11	427743.93	116.10
Other Income	259.39	-	1226.46	0.48
Total Revenue	395867.94	1.11	428970.39	116.58
Cost of Material Consumed	-	-	30600.76	353.16
Purchase of traded goods	380570.52	1.05	380570.52	1.05
Change in inventory of work in process and finished good	-	-	(38.98)	(292.56)
Employee benefit expense	13.68	-	185.77	11.90
Finance cost	49.73	-	1305.40	10.99
Other Expenses	121.27	7.26	1001.81	50.77
Depreciation and Amortization Expenses	-	-	102.99	7.44
Share of loss of associate accounted for using equity method	-	-	(0.51)	-
Exceptional items	-	(5266.66)	-	(5266.66)
Prior Period Expenses	4.36	-	4.36
Net Profit before Tax	15108.38	(5273.87)	15237.25	(5292.83)
Tax Expenses	2528.59	-	2443.71	-
Deferred Tax	(0.16)	-	(85.04)	-
Net Profit after Tax	12579.79	(5273.87)	12793.540	(5292.83)
Other Comprehensive Income	-		0.64	-
Total Comprehensive Income	12579.79	(5273.87)	12794.18	5292.83
Earning per equity share (Face Value of Re. 1 each)
Basic	20.80	(8.72)	21.15	(8.75)
Diluted	20.80	(8.72)	21.15	(8.75)

2. COMPANY’S PERFORMANCE AND REVIEW

The business performance of the company during the financial year 2024-25 was good and
resilient. The Company was able to perform through its operational excellence, better price
realization, higher efficiency, effective cost management practices and well executed strategies

Standalone

During the FY 2024-25, your company achieved Standalone Revenue from operations of Rs
395608.55 Lakhs compared to Rs. 1.11 Lakhs in FY 2023-24. Standalone profit before tax
(PBT) in FY 2024-25 is Rs. 15108.38 Lakhs compared to Loss Rs. (5273.87) Lakhs in last FY
2023-24. Standalone profit after tax (PAT) in FY 2024-25 is Rs. 12579.79 Lakhs compared to
Loss Rs. (5273.87) Lakhs in last FY 2023-24.

Consolidated

During the FY 2024-25, your company achieved Consolidated Revenue from operations of Rs.
427743.93 Lakhs compared to Rs. 116.10 Lakhs in FY 2023-24. Consolidated profit before tax
(PBT) in FY 2024-25 is Rs. 15237.25 Lakhs compared to Loss Rs. (5292.83) Lakhs in last FY
2023-24. Consolidated profit after tax (PAT) in FY 2024-25 is Rs. 12793.54 Lakhs compared
to Loss Rs. (5292.83) Lakhs in last FY 2023-24.

3. STATE OF THE COMPANY’S AFFAIR AND BUSINESS REVIEW:

The details of the Company’s affairs including its operations are more specifically given in the
Management Discussion and Analysis Report, which is given in this Annual Report.

4. SHARE CAPITAL:

Pursuant to the approved Resolution Plan, the face value of the existing equity shares of the
Company has been reduced from ?10/- per share to ?1/- per share. Subsequently, the Company
has received in-principle approval for the capital reduction and preferential allotment from both
the National Stock Exchange (NSE) and the Bombay Stock Exchange (BSE) as on August 6,
2025.

5. LISTING OF SHARES:

The Equity Shares of the Company are Listed on National Stock Exchange (NSE) and the
Bombay Stock Exchange (BSE

6. DIVIDEND AND RESERVE:

The Board of Directors of your Company has deemed it prudent not to recommend any
dividend for the financial year under report to retain the profits, in order to meet the
requirements of future growth.

7. TRANSFER TO RESERVE:

During the year no amount transfer to General Reserve. As on March 31, 2025, Retained
Earnings and Securities Premium Account& capital reserves stood at Rs. 12266.38 Lakhs.

8. CHANGE IN THE NATURE OF BUSINESS:

During the Financial Year 2024-25 under review, there was no change in the nature of
business of the company.

9. PUBLIC DEPOSITS:

The 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.
Accordingly, there are no unclaimed or unpaid deposits lying with the Company for the
year under review.

10. HOLDING, SUBSIDIARIES, JOINT VENTURES AND ASSOCIATE COMPANIES:

The Company subsidiaries named as Kundan Concentrates Private Limited (Indian
Wholly Owned Subsidiary), Kundan ventures FZCO (Dubai) (Foreign Subsidiary),
Kundan Gold Mines Private Limited, Associate Company to Section 129 of the
Companies Act, 2013 a statement in prescribed Form AOC-1, relating to subsidiaries and
Associate for the year ended on March 31, 2025 has been attached with the consolidated
financial statements of the Company. In accordance with provisions of Section 136 of the
Companies Act, 2013 the standalone and consolidated financial statements of the
company, along with relevant document and separate audited accounts in respect of the
subsidiaries, are available on the website of the company. The company will provide the
annual accounts of the subsidiaries and related detailed information to the shareholders of
the Company on specific request made to it in this regard by the shareholders.

11. DIRECTORS AND KEY MANAGERIAL PERSONNEL:

In accordance with the provisions of Section 152 of the Companies Act, 2013 and the
Articles of Association of the Company, Mr. Vidit Garg (DIN: 02790545) and Mr. Deepak
Gupta (DIN: 06643918), Directors of the Company, are liable to retire by rotation at the
ensuing Annual General Meeting and being eligible, have offered themselves for re¬
appointment. The Board recommends their re-appointment.

During the financial year under review, the following changes took place in the
composition of the Board of Directors:

Appointments:

• Mr. Udit Garg (DIN: 00569395) was appointed as a Non-Executive Director w.e.f
08.11.2024

• Mr. Varan Gupta (DIN: 10808185) was appointed as a Non-Executive Director w.e.f
8.11.2024.

• Ms. Shefali Kesarwani (DIN: 10259458) was appointed as an Independent Director
w.e.f 8.11.2024

Further, after the end of the financial year, the following Key Managerial Personnel changes
occurred:

• Mr. Deepak Singh Bhandari (M. No: 25203) resigned from the Post of Company
Secretary w.e.f 19.07.2024

• Ms. Sharon Arora (M. No 382029) appointed as Company Secretary & Compliance
Officer w.e.f 08.11.2024.

• Ms. Sharon Arora (M. No 382029) resigned from the Post of Company Secretary &
Compliance Officer w.e.f 01.02.2025.

• Ms. Sonica Verma was appointed as the Company Secretary & Compliance Officer
of the Company w.e.f 14.04.2025.

12. ANNUAL EVALUATION OF PERFORMANCE BY THE BOARD:

As per the provisions of Section 134 and Schedule IV of the Companies Act, 2013 the Board
of Directors need to evaluate its own performance, the performance of all the individual
Directors of the Company and the performance of committees of the Board.

The Board has carried out evaluation of its own performance, the directors individually as
well as the working of its Audit Committee, Nomination & Remuneration Committee and
Stakeholders’ Relationship Committee of the Company. The Board has devised
questionnaire to evaluate the performances of each of Executive, Non-Executive and
Independent Directors. Such questions are prepared considering the business of the Company
and the expectations that the Board have from each of the Directors. The evaluation
framework for assessing the performance of Directors comprises of the following key areas:

• Attendance of Board Meetings and Board Committee Meetings;

• Quality of contribution to Board deliberations;

• Strategic perspectives or inputs regarding future growth of Company and its
performance;

• Providing perspectives and feedback going beyond information provided by the
management.

• Ability to contribute to and monitor our corporate governance practices

The Directors expressed their satisfaction to the outcome of the aforesaid evaluations and
consented for continuation of present term of appointment of each of the Independent
Directors.

13. DIRECTORS’ RESPONSIBILITY STATEMENT:

Your Directors, to the best of their knowledge and belief and according to the information
and explanations obtained by them and as required under Section 134(3)(c) of the
Companies Act, 2013 hereby state that:

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

2. Your 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 March
31^st, 2025 and of the Profit & loss of the company for the year ended on that date

3. Your 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;

4. Your Directors have prepared the annual accounts on a going concern basis;

5. Your Directors have laid down internal financial controls to be followed by the
company and that such internal financial controls are adequate and were operating
effectively; and

6. Your directors have devised proper systems to ensure compliance with the provisions
of all applicable laws and that such systems were adequate and operating effectively.

14. MEETINGS OF THE BOARD OF DIRECTORS:

Seven meetings of the board were held during the year. For details of the meetings of the
board, please refer to the corporate governance report, which forms part of this report. The
maximum interval between any two meetings did not exceed 120 days.

15. COMMITTEES OF THE BOARD:

During the FY 2024-25, the Company have the following Committees:

a) Audit Committee

b) Nomination & Remuneration Committee

c) Stakeholders Relationship Committee

d) Risk Management Committee.

However end the Financial year Corporate Social Responsibility Committee formed Board
meeting dated 26^th July, 2025. Details are given in Corporate Governance Report.

The Committees’ composition, charters and meetings held during the year and attendance
there are given in the Report on Corporate Governance forming part of this Annual Report.

16. AUDITORS AND AUDITORS’ REPORT

A. STATUTORY AUDITORS:

The Members of the Company at their Annual General Meeting held September 30,
2024, had approved the appointment of M/s. Ashwani & associates (Firm Registration
No. 000497N) as the Statutory Auditors for a term of 5 years commencing from the
2024, 30^th September till the conclusion of the AGM to be held in year 2029.

The Auditor’s Report to the shareholders on the standalone and consolidated financial
statement for the year ended March 31, 2025 does not contain any qualification,
observation or adverse comment. Further, there was no instance of fraud during the
year under review, which required the Statutory Auditors to report to the Audit

Committee and /or Board under Section 143(12) of the Act and Rules framed
thereunder

B. SECRETARIAL AUDITOR

Pursuant to the provision of Section 204 of the Act, read with Rule 9 of the Companies
(Appointment and Remuneration of Managerial Personnel) Rules, 2014 the Board of
Directors had appointed M/s Bhambri & Associates, Practicing Company Secretary,
Certificate of Practice No. 22626, to conduct Secretarial Audit for the financial year
ended March 31, 2025. The Secretarial Audit Report for the financial year ended March
31, 2025 is annexed herewith marked as Annexure-1 Report. The Secretarial Audit
Report does not contain any qualification, reservation or adverse remark.

Pursuant to Regulation 24(A) of SEBI (Listing Obligations and Disclosure
Requirements) Regulations, 2015, as amended, the Company has obtained annual
Secretarial Compliance Report from M/s Bhambri & Associates, Practicing Company
Secretary, and the same has been submitted to the stock exchange within the prescribed
time limits. However, the Secretarial Audit Report and the Secretarial Compliance Report
contain some observations, which have which have been addressed by the Management
in an annexure to the Secretarial Audit Report

C. INTERNAL AUDIT:

In accordance with Section 138 of the Companies Act, 2013 read with rules thereunder
M/s. S. Lall & Co, Chartered Accountants was appointed as Internal Auditor of the
Company for FY 2024-25 to conduct the internal audit of the functions and activities of
the Company.

17. INTERNAL FINANCIAL CONTROL:

Your Company has an adequate Internal Control System commensurate with the size,
scale and complexity of its operations and well-documented procedures for various
processes which are periodically reviewed for changes warranted due to business needs.

The Audit Committee evaluates the efficiency and adequacy of financial control system
prevailing in the Company, its compliance with operating systems, accounting procedures
and policies at all locations of the Company and strives to maintain the Standards in
Internal Financial Controls. This system of internal control facilitates effective compliance
of Section 138 of the Act and the Listing Regulations.

During the year under review, no reportable material weakness in the operation was
observed. Regular audit and review processes ensure that such systems are reinforced on
an ongoing basis.

18. ANNUAL RETURN

In accordance with provisions of Section 134(3)(a) of the Companies Act, 2013, the
annual return as required under Section 92 of the Act for the financial year 2024-25 is
available on the Company’s website

https://www.kundanmineralsandmetals.com/KMAdmin/uploads/AnnualReturn.pdf .

19. VIGIL MECHANISM / WHISTLE BLOWER POLICY:

The Vigil Mechanism/Whistle Blower Policy has been put in place in accordance with
Section 177 of the Companies Act, 2013 for the Directors and Employees to report their
genuine concerns about unethical behaviour, actual or suspected fraud or violation of the
Company’s Code of Conduct. The mechanism provides for adequate safeguards against the
victimization of Director(s) and Employee(s) who avail of the mechanism. Directors and
Employees may make protected disclosure under the policy to the Compliance Committee
constituted by the Company to administer the internal code of business conduct. In
exceptional cases, Directors and Employees have direct access to the Chairman of the Audit
Committee. Further no personnel have been denied access to the Compliance Committee/
Chairman of the Audit Committee, as the case may be. The details of the Vigil Mechanism/
Whistle Blower Policy is explained in the Report on Corporate Governance and is also
made available on the website of the Company at
https://www.kundanmineralsandmetals.com/Investor/Disclosures/Disclosure-on-website-
in-terms-of-Regulation-46(2)/22-01-2022/vigil-mevhanism-Poplicy.pdf

No complaints were received under whistle blower mechanism during the year under
review.

20. DIVIDEND DISTRIBUTION POLICY

In terms of Regulation 43A of the Securities and Exchange Board of India (Listing
Obligations and Disclosure (Listing Obligations and Disclosure Requirements) Regulations,
2015, (‘SEBI Listing Regulations),the Board of Directors of the Company (the ‘Board’)
formulated and adopted the Dividend Distribution Policy (the ‘Policy’)

21. REMUNERATION POLICY:

Pursuant to the provisions of Section 178 of the Companies Act, 2013 and on
recommendation of the Nomination and Remuneration Committee, the Board framed a
Policy relating to the selection and appointment of Directors, Key Managerial Personnel,
Senior Management and their remuneration. The Policy includes criteria for determining
qualifications, positive attributes and independence of a director and other matters. The
functions of the Nomination and Remuneration Committee are disclosed in the Corporate
Governance Report, which forms part of the Annual Report.

22. PARTICULARS OF EMPLOYEES:

Disclosure with respect to the ratio of remuneration of each Directors to the median
employees’ remuneration as required under Section 197 of the Companies Act, 2013 read
with Rule 5(1) of Companies (Appointment and Remuneration of Managerial Personnel)
Rules, 2014 has been appended as Annexure-2 to this Report.

During the year under review, no employee was in receipt of remuneration exceeding the
limits as prescribed under provisions of Section 197 of the Companies Act, 2013 read with
Rule 5(2) and 5(3) of Companies (Appointment and Remuneration of Managerial
Personnel) Rules, 2014.

The information required pursuant to Section 197 of the Act read with Rule 5 of the
Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 in
respect of employees of the Company, will be provided on request. In terms of Section
136 of the Act, the reports and accounts are being sent to the shareholders and others
entitled thereto, excluding the said information which will be made available for inspection
by the shareholders at the Registered Office of the company during business hours on any
working days of the Company up to the date of the ensuing Annual General Meeting. If
any shareholder is interested in inspecting the same, such shareholders may write to the
Company Secretary in advance.

23. BUSINESS RISK MANAGEMENT:

The Company has formulated and implemented a Risk Management policy in accordance
with the provisions of the Act in order to address the business risks associated with the
Company. The Company periodically reviews the risk management practices and actions
deployed by the management with respect to the identification, impact assessment,
monitoring, and mitigation and reporting of key risks while trying to achieve its business
objectives.

24. PARTICULARS OF CONTRACTS OR ARRANGEMENTS WITH RELATED
PARTIES REFERRED TO IN SECTION 188(1) OF THE COMPANIES ACT,
2013:

All Related Party Transactions entered during the year under review were on arm’s length
basis and in ordinary course of the business and none of them were material.

During the year, the Company had not entered into any contract / arrangement / transaction
with related parties which could be considered material in accordance with the policy of
the Company on materiality of related party transactions. Your Directors draw attention of
the members to Note 26 to the Standalone Financial Statement which sets out related party
disclosures. The particulars of contracts and arrangements entered into by the company
with related parties referred to in Section 188 in Form AOC-2 is attached herewith as
Annexure-4 The policy on Related Party Transactions as approved by the Board may be
accessed on the Company’s website

https://www.kundanmineralsandmetals.com/Investor/Disclosures/Disclosure-on-website-
in-terms-of-Regulation-46(2)/Policy-on-related-party-transactions-1.pdf .

25. PARTICULARS OF LOANS, GUARANTEES OR INVESTMENTS UNDER
SECTION 186 OF THE COMPANIES ACT, 2013:

Details of the Loans, Guarantees and Investments covered under Section 186 of the
Companies Act, 2013, if any, are given in the notes to the financial statements pertaining
to the year under review.

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

No Significant and Material Orders Passed by the Regulators or Courts or Tribunals
Impacting the Going Concern Status and Company''s Operations in Future.

27. MATERIAL CHANGES AND COMMITMENTS AFFECTING THE
FINANCIAL POSITION OF THE COMPANY:

During the financial year, the Company has taken significant strategic steps which have
impacted its financial position. The Company acquired Kundan Concentrates Private
Limited as a wholly owned subsidiary, enhancing its capabilities and operational reach
within the domestic market. Additionally, the Company has established a foreign subsidiary,
Kundan Ventures FZCO, in the United Arab Emirates, aimed at expanding its international
presence and strengthening its global supply chain. These developments are expected to
contribute positively to the Company’s consolidated financial performance in the
forthcoming periods.

Moreover, it is pertinent to mention that the Company has transferred Share subscription
amount after closure of Financial Year.

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

The information pertaining to conservation of energy and technology absorption as required
under Section 134 (3)(m) of the Companies Act, 2013 read with Rule 8(3) of the Companies
(Accounts) Rules, 2014 is furnished in “Annexure - 3 to this report.

There were no foreign exchange inflow and outflow during the year under review.

29. DETAILS OF PROCEEDING UNDER INSOLVENCY AND BANKRUPTCY
CODE, 2016

During the financial year under review, no application was made or proceedings initiated
against the Company under the Insolvency and Bankruptcy Code, 2016 nor any such
proceedings was pending at the end of financial year under review.

30. REPORT ON CORPORATE GOVERNANCE:

The Company continues to place greater emphasis on managing its affairs with diligence,
transparency, responsibility, accountability and sustainability and is committed to adopting
and adhering to best Corporate Governance practices. The Board considers itself as a trustee
of its shareholders and acknowledges its responsibilities towards them for creation and
safeguarding their wealth. The Company has set itself the objective of expanding its
capacities. As a part of its growth strategy, it is committed to high levels of ethics and
integrity in all its business dealings that avoid conflicts of interest. In order to conduct
business with these principles, the Company has created a corporate structure based on
business needs and maintains a high degree of transparency through regular disclosures with
a focus on adequate control systems. In compliance with the provisions of the SEBI LODR
Regulations a separate report is attached as Annexure-5.

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

The Company has zero tolerance for sexual harassment at workplace and has adopted a
Policy on Prevention, Prohibition and Redressal of Sexual Harassment at workplace in line
with the provisions of the Sexual Harassment of Women at Workplace (Prevention,
Prohibition and Redressal) Act, 2013 (POSH) and the rules made thereunder. The Policy
aims to provide protection to employees at workplace and prevent and redress complaints
of sexual harassment and for matters connected or incidental thereto, with the objective of
providing a safe working environment, where employees feel secure. No complaint has been
received for sexual harassment of women at work place by the Company during the financial
year 2024-25

32. CORPORATE SOCIAL RESPONSIBILITY (“CSR”):

The provisions relating to Corporate Social Responsibility under Section 135 of the
Companies Act, 2013 and rules made thereunder are not applicable to the Company for the
Financial Year 2024-25. Therefore, the Company has not developed and implemented any
policy on Corporate Social Responsibility initiatives. However after the Financial Year
2024-25 Corporate Social Responsibility was applicable and committee formed details
given in the Corporate Governance Report.

33. MAINTENANCE OF COST RECORDS:

Pursuant to Rule 8(5)(ix) of the Companies (Accounts) Rules, 2014 read with Section 134(3)
of the Companies Act, 2013, the Company confirms that the maintenance of cost records as
specified under Section 148(1) of the Companies Act, 2013 was not applicable to the
Company for the financial year 2024-25, as the thresholds prescribed under the Companies
(Cost Records and Audit) Rules, 2014.

34. COMPLIANCE WITH SECRETARIAL STANDARDS:

The Company has devised proper systems to ensure compliance with the applicable
Secretarial Standards issued by the Institute of Company Secretaries of India and the

Company has complied with all the applicable provisions of the same during the year under
review.

35. DETAILS OF DIFFERENCE BETWEEN VALUATION AMOUNT ON ONE
TIME SETTLEMENT AND VALUATION WHILE AVAILING LOAN FROM
BANKS AND FINANCIAL INSTITUTIONS :

During the year under Review, there has been no one-time settlement of loan taken from
banks and financial institutions.

36. MATERNITY BENEFIT PROVIDED BY THE COMPANY UNDER
MATERNITY BENEFIT ACT 1961:

The Company declares that it has duly complied with the provisions of the Maternity Benefit
Act, 1961. No Employee has been taken a leave under this provisions

37. ACKNOWLEDGEMENTS:

Your directors gratefully acknowledge the support and cooperation received from various
departments of the Central and State governments, members, business associates, analysts,
banks, financial institutions, customers, distributors and suppliers, Business Partners and
other stakeholders of the Company and also convey a sense of high appreciation to all the
employees of the Company for their hard work, dedication, continued commitment and
contributions.

For and on behalf of the Board of Directors
For Kundan Minerals and Metals Limited

Sd/- Sd/-

Siddharth Gogia Deepak Gupta

Director Director

DIN: 07202627 D IN: 06643918

Place: Delhi
Date: 13-08-2025

---

Mar 31, 2024

Your Directors are pleased to present the Directors'' Report of the Company together with the Audited Financial
Statements for the Financial Year ended March 31, 2024.

1. FINANCIAL HIGHLIGHTS:

(Rs. in lakhs i

Sr No.	Particulars	For the Year ended 31st March, 2024	For the Year ended 31st March, 2023
1	Total Revenue (Net)	1.11	-
2	Profit before Depreciation & Amortization Expenses, Finance Cost and Tax	(7.21)
3	Less: Depreciation and Amortization Expenses	-	-
	Finance Cost	-	-
4	Profit before Tax	(7.21)	-
5	Exceptional Items	(5266.66)	-
	Profit before Extraordinary item and tax	(5273.87)	-
6	Extraordinary Items		-
	Less: Tax Expense (Deferred Tax)	-	-
7	Profit after Tax	(5273.87)	-
8	Other Comprehensive Income	-	-
9	Balance of Profit as per last Balance Sheet	(5273.87)	-
10	Balance Available for Appropriation	(313.40)	-
11	Bonus Shares issued	-	-
12	Dividend paid	-	-
13	Transfer to General Reserve	-	-
14	Balance of Profit carried to Balance Sheet	(313.40)	-

2. COMPANY''S PERFORMANCE AND REVIEW

The last couple of years under review were adversely affected due to extreme financial crunch and various
reasons beyond the control of the Management and your Company had under gone CIRP process. Our
company went into liquidation and has been taken over by Pardeep Garg Family Trust.

The total revenue (net) of the Company for the year ended 31^st March 2024 stood at ? 1.11 Lakhs. During the
year, the Company has incurred losses of ? 5273.87 lakhs. The performance during the year was not satisfactory
due to various reasons beyond the control of the Management. The CIRP process, shortage of funds and
financial crisis has affected the working of Company.

3. STATE OF THE COMPANY''S AFFAIR AND BUSINESS REVIEW

The details of the Company''s affairs including its operations are more specifically given in the Management
Discussion and Analysis Report, which is given in this Annual Report.

4. SHARE CAPITAL:

As per the approved Resolution Plan, the Face Value of existing Equity shares is reduced from Rs. 10.00 per
share to Rs. 1.00 per share. However, the application for capital reduction and preferential allotment is still
under processing on NSE and BSE for their respective approval.

The Company alloted shares to new promoters and public in terms of resolution plan and to issue and alloted
up to 6,04,83,603 (Six Crores Four Lakh Eighty Three Thousand Six Hundred and Three) Equity Shares of Rs.
1/- (Rupees One Only) each per share and following is the post CIRP shareholding:

S.NO.	Category of Shareholder	No. of shares held before CIRP	No. of Shares held after CIRP	Voting Share (%) held before CIRP	Voting Share (%) held after CIRP
1.	Existing Promoters	14,78,039	0	5.07%	NIL
2.	Existing Public shareholders	2,75,57,061	30,12,389	94.54%	4.98 %
3.	Stress Asset Stabilisation Fund	1,15,000	12,560	0.39%	0.02%
4.	Pardeep Garg Family Trust	0	5,74,58,654	0%	95%
TOTAL		2,91,50,100	6,04,83,603	100%	100%

5. LISTING OF SHARES:

The Equity shares of the Company are listed on National Stock Exchange of India Limited (NSE) and Bombay
Stock Exchange Limited (BSE). The Company has paid the requisite listing fees to the respective Stock
Exchanges for the financial year 2023-24.

6. DIVIDEND AND RESERVE:

In view of accumulated losses and Company went into CIRP process, your Directors do not recommend any
dividend for the Financial Year 2023-2024. The details of the reserves and surplus are provided in the notes to
the Audited Financial Statements.

7. TRASNFER TO RESERVE:

During the year under review, no amount was transferred to reserves.

8. CHANGE IN THE NATURE OF BUSINESS:

To expand the business and smooth functioning of the Company and to set the object in line with the new name
of the Company, the main objects of the Company has been changed relating to Minerals and Metals.

9. PUBLIC DEPOSITS:

During the year under review, the Company has not accepted any deposits within the meaning of Sections 73
and 76 of the Companies Act, 2013 (''the Act'') read with Companies (Acceptance of Deposits) Rules, 2014.

10. HOLDING, SUBSIDIARIES, JOINT VENTURES AND ASSOCIATE COMPANIES:

As on March 31, 2024, the Company does not have any Subsidiary, Associate or Joint Venture Company. Hence,
preparation of consolidated financial statements and statements containing salient features of the Subsidiary/
Associate or Joint Ventures companies in Form AOC-2 as per the provisions of Section 129 of the Companies
Act, 2013 is not applicable to the Company.

11. DIRECTORS AND KEY MANAGERIAL PERSONNEL:

The whole management has been changed and new Directors on Board has been appointed which was also
placed before the shareholders for their due approval in EGM dated 27/03/2024 and mandatory committees
has been reconstituted.

Further, the previous Board and KMPs stood dissolved and they were relieved from their duties and
responsivities.

However, company had made requisite applications and intimations to the stock exchanges for the said
appointment of new management on the Board and KMPs. The details of the same are uploaded on the website
of the Company and stock exchanges as well for the kind information of members.

Mr. Siddharth Gogia, Director of the Company, is entitled to retire by rotation at the ensuing Annual General
Meeting (AGM) and being eligible has offered himself for re-appointment.

Appointment:

• Mr. Siddharth Gogia (DIN: 07202627) was appointed from backend on 16/12/2023.

• Mr. Vidit Garg (DIN:02790545), Mr. Deepak Gupta (DIN:06643918), Ms. Sidhi Maheshwari(DIN:
10001209), Mr. Rahul Bhardawaj (DIN: 10101443) and Mr. Rahul Sharma (DIN:
10498796) were appointed w.e.f. 27/ 02/2024.

• Mr. Vidit Garg and Mr. Deepak Gupta was appointed as CEO and CFO of the Company respectively
w.e.f. 27/02/2024.

• Mr. Deepak Singh Bhandari was appointed as Company Secretary & Compliance Officer of the
Company w.e.f. 27/02/2024.

12. ANNUAL EVALUATION OF PERFORMANCE BY THE BOARD:

As per the provisions of Section 134 and Schedule IV of the Companies Act, 2013 the Board of Directors need
to evaluate its own performance, the performance of all the individual Directors of the Company and the
performance of committees of the Board.

The Board has carried out evaluation of its own performance, the directors individually as well as the working
of its Audit Committee, Nomination & Remuneration Committee and Stakeholders'' Relationship Committee
of the Company. The Board has devised questionnaire to evaluate the performances of each of Executive, Non¬
Executive and Independent Directors. Such questions are prepared considering the business of the Company
and the expectations that the Board have from each of the Directors. The evaluation framework for assessing
the performance of Directors comprises of the following key areas:

i. Attendance of Board Meetings and Board Committee Meetings;

ii. Quality of contribution to Board deliberations;

iii. Strategic perspectives or inputs regarding future growth of Company and its performance;

iv. Providing perspectives and feedback going beyond information provided by the management.

v. Ability to contribute to and monitor our corporate governance practices

The Directors expressed their satisfaction to the outcome of the aforesaid evaluations and consented for
continuation of present term of appointment of each of the Independent Directors.

13. DIRECTORS'' RESPONSIBILITY STATEMENT:

Your Directors, to the best of their knowledge and belief and according to the information and explanations
obtained by them and as required under Section 134(3)(c) of the Companies Act, 2013 hereby state that:

1. in the preparation of the annual accounts, the applicable accounting standards have been followed along with
proper explanation relating to material departures, if any;

2. your 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 March 31^st, 2024 and of the loss of the company for that period;

3. your 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;

4. your Directors have prepared the annual accounts on a going concern basis;

5. your Directors have laid down internal financial controls to be followed by the company and that such internal
financial controls are adequate and were operating effectively; and

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

14. MEETINGS OF THE BOARD OF DIRECTORS:

Since, the Company went into CIRP process during the FY 2023-24, the Board meets at one time on 27/02/2024
to appoint new management and to discuss and decide on Company''s business policy and strategies apart
from the other business of the Board.

15. COMMITTEES OF THE BOARD:

Since, the Company went into CIRP process during the FY 2023-24, the Board meets at one time on 27/02/2024
to constitute new committees and new management on Board. The Board has constituted its Committees in
accordance with the provisions of the Companies Act, 2013 and as per the Listing Regulations. There are
currently four Committees of the Board, which are stated as follows:

a. Audit Committee;

b. Stakeholders'' Relationship Committee;

c. Nomination and Remuneration Committee;

d. Risk Management Committee.

16. AUDIT COMMITTEE AND ITS COMPOSITION:

The Audit Committee is duly constituted as per the provisions of Section 177 of the Companies Act, 2013 and
Regulation 18 of the Listing Regulations. The Audit Committee of the Company reviews the reports to be
submitted with the Board of Directors with respect to auditing and accounting matters. It also supervises the
Company''s internal control and financial reporting process.

All the recommendations made by the Audit Committee were accepted and approved by the Board.

The Composition of the Audit Committee is also given in the "Report on Corporate Governance" which forms
part of this Annual Report.

17. STATUTORY AUDITORS:

In terms of Section 139 of the Act, the company recommended to its Members of the Company at the AGM to
be held on September 30, 2024 for the appointment of M/s. Ashwani & associates (Firm Registration No.
000497N) as the Statutory Auditors for a term of 5 years commencing from the conclusion this ensuing AGM
till the conclusion of the AGM to be held in year 2029.

18. SECRETARIAL AUDITORS:

Pursuant to the provisions of Section 204 of the Companies Act, 2013 read with Companies (Appointment and
Remuneration Managerial Personnel) Rules, 2014, the company has appointed M/s. Sudhanshu Singhal &

Associates, Company Secretaries, Delhi as Secretarial Auditor of the Company for the Financial Year ended
March 31, 2024.

The Report of the Secretarial Auditor for F.Y. 2023-24 is appended to this Report as (Annexure I) which forms
part of this Annual Report.

With regard to observations made by the Secretarial Auditors'' in their Report, your Directors would like to
state as under:

I) Pertaining to Companies Act, 2013:

1. Secretarial Standards:

The Company has complied the applicable Secretarial Standards only in fourth quarter of the financial year 2023-24 and
remaining quarters has not been complied due to CIRP Process.

Board response- The Company went into CIRP process and whole management was under RP. But later,
resolution plan was approved by NCLT vide order dated 04/10/2024 and the company is in continuous
compliance.

2. PAS-3 Allotment of share

Filing of the Form PAS-3 for allotment of equity shares as per Hon''ble NCLT order dated 04.10.2023, has been filed
delayed by the Company.

Board response- Due to some technical, the form delayed but later when the issues was resolved, the
Company filed the form.

3. No financial statements are prepared during CIRP for financial year ending 31st March 2023. Therefore, figures of
the audited financial statement as on 31st March, 2022 has been considered while preparing the financial statement
ending 31st March, 2023 without any adjustment.

Board response- The Company went into CIRP process that is why the financial were not prepared.

II) Pertaining to Securities and Exchange Board of India (Listing Obligations and Disclosure
Requirements) Regulations, 2015:

1. Regulation 13(3)- of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015- The listed entity
shall file with the recognized stock exchange(s) on a quarterly basis, within twenty one days from the end of
each quarter, a statement giving the number of investor complaints pending at the beginning of the quarter, those
received during the quarter, disposed of during the quarter and those remaining unresolved at the end of the
quarter

No disclosure for the quarter ended 31.12.2023 has been given by the Company.

2. Regulation 24A(2)- of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015- Every listed entity
shall submit a secretarial compliance report in such form as specified, to stock exchanges, within sixty days from end of
each financial year.

Secretarial Compliance Report(‘SCR ’) has not been filed for the financial year 2022-23.

3. Regulation 27(2) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015- The listed entity
shall submit a quarterly compliance report on corporate governance in the format as specified by the Board from time to
time to the recognized stock exchange(s)within twenty-one days from the end of each quarter.

Non submission of the Corporate Governance report since September 2022 quarter till December, 2023 quarter.

4. Regulation 30 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015- Disclosure of events or
information.

Resignation of Ankita Srivastava, Chandan Sharma, Khusboo Sharma, director of the Company has been resigned on
dated 01.05.2023 which was intimated by the company on dated 20.06.2023 which was delayed filed.

5. Regulation 31(1)(b)- of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015-(1) The listed
entity shall submit to the stock exchange(s) a statement showing holding of securities and shareholding pattern separately
for each class of securities, in the format specified by the Board from time to time within the following timelines —(b) on
a quarterly basis, within twenty-one days from the end of each quarter.

Non submission of the compliance since September 2022 quarter till December, 2023 quarter.

6. Regulation 33 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015- Financial Results.
Non-Submission of the quarterly and annual financials during the financial year 2022-23 and 1^st, 2^nd and 3^rd quarter of
the financial year 2023-24.

7. Regulation 46 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015- Website
Website of the Company during the CIRP process was not updated.

8. Regulation 47- of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015- Advertisements in
Newspapers.

New Paper publication has not been given during the 1^st- 2^nd and 3^rd quarter of the financial year 2023-24.

9. Regulation 74 (5) SEBI (Depositories and Participants) Regulations, 2018-Manner of surrender of certificate of security.
No compliance has been complied during the 1^st, 2^nd and 3^rd quarter of the financial year 2023-24.

10. Regulation 76 SEBI (Depositories and Participants) Regulations, 2018-Reconciliation of Share Capital Audit Report.
Share Capital Audit report has not been filed during the financial year 2023-24.

Board Response: The Company went into CIRP process and acquired by Pardeep Garg Family Trust
through NCLT Order dated 04/10/2024. The company was suffering from financial crises and whole
management was dissolved through NCLT Order. However, after the company was successfully acquired
by the new promoter, the company is in continuous compliance of every rules and regulations.

19. INTERNAL AUDIT:

Pursuant to the provisions of Section 138 of the Companies Act, 2013 read with Companies (Accounts) Rules,
2014, M/ s. S. Lall & Co., Chartered Accountants, Delhi, was appointed as Internal Auditors of the company for
the Financial Year 2023-24.

Based on the report of internal audit, the management takes corrective action in respective areas observed and
thereby strengthen the controls.

20. INTERNAL FINANCIAL CONTROL:

Your Company has an adequate Internal Control System commensurate with the size, scale and complexity of
its operations and well-documented procedures for various processes which are periodically reviewed for
changes warranted due to business needs.

The Audit Committee evaluates the efficiency and adequacy of financial control system prevailing in the
Company, its compliance with operating systems, accounting procedures and policies at all locations of the
Company and strives to maintain the Standards in Internal Financial Controls. This system of internal control
facilitates effective compliance of Section 138 of the Act and the Listing Regulations.

During the year under review, no reportable material weakness in the operation was observed. Regular audit
and review processes ensure that such systems are reinforced on an ongoing basis.

21. ANNUAL RETURN

Pursuant to the provisions of section 134(3)(a) and 92(3) of the Act read with Rule 12(1) of the Companies
(Management and Administration) Rules, 2014, Annual return as on March 31, 2024, is placed on the website
of the Company at www.easternsugar.in

22. VIGIL MECHANISM / WHISTLE BLOWER POLICY:

The Vigil Mechanism/Whistle Blower Policy has been put in place in accordance with Section 177 of the
Companies Act, 2013 for the Directors and Employees to report their genuine concerns about unethical
behaviour, actual or suspected fraud or violation of the Company''s Code of Conduct. The mechanism provides
for adequate safeguards against the victimization of Director(s) and Employee(s) who avail of the mechanism.
Directors and Employees may make protected disclosure under the policy to the Compliance Committee
constituted by the Company to administer the internal code of business conduct. In exceptional cases, Directors
and Employees have direct access to the Chairman of the Audit Committee. Further no personnel have been
denied access to the Compliance Committee/ Chairman of the Audit Committee, as the case may be. The details
of the Vigil Mechanism/ Whistle Blower Policy is explained in the Report on Corporate Governance and is also
made available on the website of the Company at www.easternsugar.in

No complaints were received under whistle blower mechanism during the year under review.

23. REMUNERATION POLICY:

Pursuant to the provisions of Section 178 of the Companies Act, 2013 and on recommendation of the
Nomination and Remuneration Committee, the Board framed a Policy relating to the selection and
appointment of Directors, Key Managerial Personnel, Senior Management and their remuneration. The Policy
includes criteria for determining qualifications, positive attributes and independence of a director and other
matters. The functions of the Nomination and Remuneration Committee are disclosed in the Corporate
Governance Report, which forms part of the Annual Report.

24. PARTICULARS OF EMPLOYEES:

Disclosure with respect to the ratio of remuneration of each Directors to the median employees'' remuneration
as required under Section 197 of the Companies Act, 2013 read with Rule 5(1) of Companies (Appointment and
Remuneration of Managerial Personnel) Rules, 2014 has been appended as Annexure II to this Report.

During the year under review, no employee was in receipt of remuneration exceeding the limits as prescribed
under provisions of Section 197 of the Companies Act, 2013 read with Rule 5(2) and 5(3) of Companies
(Appointment and Remuneration of Managerial Personnel) Rules, 2014.

The information required pursuant to Section 197 of the Act read with Rule 5 of the Companies (Appointment
and Remuneration of Managerial Personnel) Rules, 2014 in respect of employees of the Company, will be
provided on request. In terms of Section 136 of the Act, the reports and accounts are being sent to the
shareholders and others entitled thereto, excluding the said information which will be made available for
inspection by the shareholders at the Registered Office of the company during business hours on any working
days of the Company up to the date of the ensuing Annual General Meeting. If any shareholder is interested
in inspecting the same, such shareholders may write to the Company Secretary in advance.

25. BUSINESS RISK MANAGEMENT:

The Company has formulated and implemented a Risk Management policy in accordance with the provisions
of the Act in order to address the business risks associated with the Company. The Company periodically
reviews the risk management practices and actions deployed by the management with respect to the
identification, impact assessment, monitoring, and mitigation and reporting of key risks while trying to achieve
its business objectives.

26. PARTICULARS OF CONTRACTS OR ARRANGEMENTS WITH RELATED PARTIES REFERRED TO IN
SECTION 188(1) OF THE COMPANIES ACT, 2013:

All Related Party Transactions entered during the year under review were on arm''s length basis and in
ordinary course of the business and none of them were material.

No material related party transactions were entered during the year under review by your Company. Hence,
accordingly disclosure as required under Section 134(3) of the Companies Act, 2013 in Form AOC-2 is not
applicable to the company.

All the RPTs were placed before the Audit Committee for its approval and the Committee had granted its prior
approval/omnibus approvals, as the case may be, for all related party transactions considering their nature.

27. PARTICULARS OF LOANS, GUARANTEES OR INVESTMENTS UNDER SECTION 186 OF THE
COMPANIES ACT, 2013:

During the year under review, the Company has not made any investments, advanced any loans or provided
any guarantee falling under Section 186 of the Companies Act, 2013 ("the Act"). The details of the same is
provided in the Balance sheet.

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

The Company went into CIRP process and the company was acquired by Pardeep Garg Family Trust by NCLT
order dated 04/10/2023.

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

There has been some material changes/commitment the period from the end of the financial year on 31^st March,
2024 to the date of this Report. There has been change in the nature of business of the Company as the main
objects of the Company has been changed. The following are changes that took place during the year:

As the last couple of years under review were adversely affected due to extreme financial crunch and various
reasons beyond the control of the Management and your Company had under gone CIRP process. Hon''ble
NCLT appointed Mr. Anup Kumar Singh as the Resolution Professional for assuming control and overall
management of the company''s affairs. Our company went into liquidation and has been taken over by Pardeep
Garg Family Trust. The Corporate Insolvency Resolution Process (CIRP) under Insolvency and Bankruptcy
Code, 2016 (IBC) has been initiated for the Company after the petition filed and was admitted by the Hon''ble
National Company Law Tribunal (NCLT) which led to the Order on 04th October, 2024 to successfully take
over our company by Pardeep Garg Family Trust.

Furthermore, apart from these, the Company would like to highlight some major changes, happenings and
decisions taken by the Board to accelerate the growth and keep your company on track.

About Future Businesses and its Vision: Kundan Minerals and Metals Limited is very much excited about
new idea of businesses and believe it to be the growing economy in the future, irrespective of what industry
we are in or going to be and what products or services we offer in the market, the Company is extremely happy
to report that in the face of intense adversity, the Company has been taken over by the new promoter of the
company- Pardeep Garg Family Trust.

Moreover, to expand the business and smooth functioning of the Company it has been decided to change Main
Objects of the Company which is in line with the business of minerals, metals, mining, refining of gold and
precious metals.

This is to bring into your kind attention that the whole management has been changed and new Directors on
Board has been appointed which is also placed on the website of the Company and the website of NSE and
BSE.

Further, the existing Board and KMPs stand dissolved and they have relieved from their duties and
responsivities.

Moving forward, the shareholders are informed about the change of name of the company from M/ s Eastern
Sugar & Industries Limited to M/ s Kundan Minerals and Metals Limited and had made an application in RUN
(Reserve Unique Name) for name reservation Pursuant to Section 4 and 13 of the Companies Act, 2013 Read
with Rule 8, 9 and 29 of Companies (Incorporation) Rules, 2014 vide SRN AA6985410 and CRC vide its
approval letter dated 08th March 2024, has confirmed that the new name i.e., "Kundan Minerals and Metals
Limited" is available for registration. The final name change application is also approved by MCA dated
26/07/2024 and issued Certificate of Incorporation under Certificate of Incorporation pursuant to change of
name [Pursuant to rule 29 of the Companies (Incorporation) Rules, 2014]. The objective behind the change of
name is to justify the name with its objectives.

Your Company is committed to its objective and is poised to undertake development in order to ensure growth
and our development of agenda.

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

The information pertaining to conservation of energy and technology absorption as required under Section 134
(3)(m) of the Companies Act, 2013 read with Rule 8(3) of the Companies (Accounts) Rules, 2014 is furnished in
"Annexure - III" to this report.

There were no foreign exchange inflow and outflow during the year under review.

31. DETAILS OF PROCEEDING UNDER INSOLVENCY AND BANKRUPTCY CODE, 2016

During the financial year under review, no application was made or proceedings initiated against the Company
under the Insolvency and Bankruptcy Code, 2016 nor any such proceedings was pending at the end of financial
year under review.

32. REPORT ON CORPORATE GOVERNANCE

Pursuant to the provisions of Regulation 34 read with Schedule V of the Listing Regulation, the following have
been made a part of the Annual Report and are appended to this report:

a. Management Discussion and Analysis;

b. Report on Corporate Governance;

c. Declaration on Compliance with Code of Conduct;

d. Certificate from Practicing Company Secretary that none of the Directors on the Board of the Company have
been debarred or disqualified from being appointed or to act as director of the Company; and

e. Auditors'' Certificate regarding compliance with conditions of Corporate Governance.

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

The Company has zero tolerance towards sexual harassment at workplace and has adopted a policy to abide
by letter and spirit requirements of the Sexual Harassment of Women at Workplace (Prevention, Prohibition
and Redressal) Act, 2013 and the Rules made thereunder. All the women employees either permanent,
temporary or contractual are covered under the said policy. The said policy is updated internally to all the
employees of the Company. The policy is updated on the website of the Company at www.easternsugar.in .An
Internal Complaint Committee (ICC) is not constituted as the same is not applicable to the Company.

The details of the complaints'' in relation to the Sexual Harassment of Women at Workplace
filed/disposed/pending is given in the Report on Corporate Governance which is forming part of this Annual
Report.

34. CORPORATE SOCIAL RESPONSIBILITY ("CSR")

The provisions relating to Corporate Social Responsibility under Section 135 of the Companies Act, 2013 and
rules made thereunder are not applicable to the Company. Therefore, the Company has not developed and
implemented any policy on Corporate Social Responsibility initiatives.

35. MAINTAINENCE OF COST RECORDS:

The provisions of Rule 8(5)(ix) of Companies (Accounts) Rules, 2014 of Section 134(3) of Companies Act, 2013
regarding maintenance of cost records are applicable to the Company and the specified accounts and records
have been made and maintained are in order.

36. COMPLIANCE WITH SECRETARIAL STANDARDS

The Company has devised proper systems to ensure compliance with the applicable Secretarial Standards
issued by the Institute of Company Secretaries of India and the Company has complied with all the applicable
provisions of the same during the year under review.

37. ACKNOWLEDGEMENTS

Your Directors gratefully acknowledge the support and cooperation received from various departments of the
Central and State governments, members, business associates, analysts, banks, financial institutions,
customers, distributors and suppliers, Business Partners and other stakeholders of the Company and also
convey a sense of high appreciation to all the employees of the Company for their hard work, dedication,
continued commitment and contributions.

For and on behalf of the Board of Directors
For Kundan Minerasl and Metals Limited

Siddharth Gogia

Place: Delhi Director

Date: August 14, 2024 DIN: 07202627

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Jun 30, 2014

THE MEMBERS

The Directors have pleasure in presenting the Annual Report and the Audited Accounts of the Company for the financial year ended 30th June, 2014:

FINANCIAL RESULTS: (Rs. in Lacs) 2013-14 2012-13

Sales & Other Income 972.64 955.80

Profit / (Loss) before Interest, Depreciation and Tax 514.27 543.86

Less: Interest 114.45 124.85

Depreciation 335.89 335.89

Profit/(Loss) before tax 63.93 83.12

Less: Provision for tax 2.10 5.67

Profit/(Loss) after tax 61.83 77.45

Add/Less: Balance brought forward from previous year 858.24 1280.78

Profit available for appropriation 920.07 1358.24

APPROPRIATIONS (Rs. in Lacs):

Transfer to General Reserve - 500.00

Balance (Loss) carried to Balance Sheet 920.07 858.24

PERFORMANCE AND FUTURE PROGRAMMES:

During the year under review, total income stood at Rs. 972.64 lacs, compared to Rs.955.80 lacs in the previous year 2012-13. Total Income mainly includes Stores and Spare parts, Construction Rights as Operational Income and Block Usages Charges, Sale of Investments and Sale of WIP as Other Income. Profit before Interest, Depreciation and Tax witnessed a marginal fall from Rs. 543.86 lacs, in the previous financial year 2012-13, to Rs. 514.27 lacs in the financial year under review. Directors have been actively considering entering in to new activities for increasing company's business.

DIVIDEND:

Considering funds required for increasing business of the Company and also considering the requirement for strengthening its financial positions, your Directors do not recommend any dividend for the year.

DIRECTORS:

Mr. C. K. Garodia and Mr. R. C. Jha retire at the conclusion of ensuing Annual General Meeting and being eligible offer himself for re-appointment.

Mr. R. C. Jha, Mr. C. K. Garodia and Mr. D. Y. Manawwar are proposed to be appointed as Independent Directors in accordance with the provisions of Sections 149 and 152 of the Act read with the rules made thereunder and the Clause 49 of Listing Agreement with the Stock Exchanges concerned.

Pursuant to provisions of section 160 of the Companies Act, 2013, Ms. Ratna Srivastava is proposed to be appointed as Non-executive Director of the Company at the ensuing Annual General Meeting of the Company.

Brief resume of the Directors proposed to be re-appointed, as stipulated under clause 49 of the Listing Agreements with the Stock Exchanges are provided in the Notice forming part of this Annual Report.

AUDITORS:

The Auditors of the company M/s Vivek Jaiswal & Co., Chartered Accountants, hold office until the conclusion of the ensuing Annual General Meeting and are recommended for re-appointment. Certificate from Auditors has been received to the effect that their appointment, if made, would be within the limit prescribed under under the provisions of the Companies Act, 20913.

Notes forming part of accounts, which are specifically referred to by the Auditors in their report, are self explanatory and, therefore, do not call for any further comments.

FIXED DEPOSITS:

During the year under review, the Company has not accepted public deposits under section 58-A of the Companies Act, 1956.

DE-MATERIALISATION OF SHARES:

The Company's equity shares are available for de-materialization on both the depositories, viz., NSDL & CDSL. Shareholders may be aware that SEBI has made trading in your Company's shares mandatory, in de-materialized form. As on 30th June, 2014, 14031900 equity shares representing 83.03% of your Company's Equity Share Capital have been de-materialised. CONVERSION OF PREFERENCE SHARES INTO EQUITY SHARES:

Pursuant to Special Resolution passed by the Shareholders at their meeting held on 3rd October 2013, 3,00,000,12% Cumulative Convertible Preference Shares of Rs.100/- each, issued and alloted in 1998, and 7,00,000, 3% Cumulative Convertible Preference Shares of Rs.100/- each, issued and allotted in 2004, out of which only 95,000, 12% Cumulative Convertible Preference Shares of Rs.100/- each and 4,30,000, 3% Cumulative Convertible Preference Shares of Rs.100/- each of non promoters be converted into 52,50,000 equity shares of Rs.10/- each as opted by their holders, as per the in-principle approval of Bombay Stock Exchange vide letter dated 4th September 2014. ISSUE AND ALLOTMENT OF EQUITY SHARES TO PREFERENTIAL ISSUE BASIS:

Pursuant to Special Resolution passed by the Shareholders at their meeting held on 3rd October 2013, 70,00,000 Equity Shares of Rs.10/- each are proposed to be issued and alloted as per the in-principle approval of Bombay Stock Exchange dated 4th September 2014.

LISTING AT STOCK EXCHANGE:

The Shares of the Company are listed on Bombay Stock Exchange, Mumbai and National Stock Exchange of India Ltd. Trading at National Stock Exchange is still suspended and efforts are being put for revocation of the suspension.

STATUTORY INFORMATION:

- There are no employees covered by the provisions of Section 217(2A) of the Companies Act, 1956, read with the Companies (Particulars of Employees) Rules, 1975.

- During the year under review, the Company has not carried out any manufacturing activity. Therefore, there are no particulars to be disclosed as per the Companies (Disclosures of Particulars in the Report of the Board of Directors) rules, 1988.

- The company had no foreign exchange earning and outgo during the year under report.

- Certificate received from the Auditors of the Company regarding Compliance of conditions of

Corporate Governance, as required under clause 49 VII of the Listing Agreement, is annexed and forms part of this report.

- As required under 49 IV F of the Listing Agreement, Management Discussion and Analysis Report is annexed and forms part of this report.

DIRECTOR'S RESPONSIBILITY STATEMENT

Pursuant to provisions of section 217 (2AA) of the Companies Act, 1956, your Directors confirm that:

- in the preparation of the Annual Accounts for the year ended 30th June, 2014, the applicable accounting standards had been followed, along with proper explanation relating to material departures;

- The Directors have selected such accounting policies and applied them consistently and made judgements and estimates that are reasonable and prudent so as to give a true and fair view of the state of affairs of the Company at the end of the financial year and the loss of the company for the year under review;

- The Directors have taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of the Companies Act,1956 for safeguarding the assets of the Company and for preventing, and detecting fraud and other irregularities; and

- The Directors have prepared the annual accounts on a going concern basis.

EMPLOYEE RELATIONS:

During the year under review, the relations between the Management and the workmen were cordial.

INVESTOR RELATIONS:

Your Company always endeavors to keep the time of response to Shareholders' requests/grievance at the minimum. Priority is accorded to address all the issues raised by the Shareholders and provide them a satisfactory reply at the earliest possible time. The Shareholders' Grievance Committee of the Board meets periodically and reviews the status of the redressal of Shareholders' Grievances. The Shares of the Company continue to be traded in Electronic Form and the De- materialization arrangement exists with both the depositories, viz., National Depository Limited and Central Depository Services (India) Limited.

ACKNOWLEDGEMENT:

Your Directors wish to place on record the sincere and dedicated efforts of all the members of the Company's team which has throughout the year remained active. Your Directors also take this opportunity to offer their sincere thanks to Financial Institutions, Banks, other Government Agencies, our valued customers and the investors for their continued support and assistance. The employees of your Company continued to display their unstinted devotion, co-operation. Your Directors take this opportunity to record their appreciation for the same. Your Directors also express their profound thanks to the Shareholders for their faith and continued support to the endeavors of the Company. By order of the Board For Eastern Sugar & Industries Limited

Place : Motihari B. K. Nopany Dated : 14th July, 2015 Chairman

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Jun 30, 2013

TO THE MEMBERS

The Directors have pleasure in presenting the Annual Report and the Audited Accounts of the Company for the financial year ended 30th June, 2013:

FINANCIAL RESULTS: (Rs. in Lacs)

2012-13 2011-12

Sales & Other Income 955.80 1135.73

Profit / (Loss) before Interest, Depreciation and Tax 543.87 843.75

Less: Interest 124.85 124.85

Depreciation 335.89 344.00

Profit/(Loss) before tax 83.13 374.91

Less: Provision for tax 5.67

Profit/(Loss) after tax 77.46 374.91

Add/Less: Balance brought forward from previous year 1280.78 905.87

Profit available for appropriation 1358.24 1280.78

APPROPRIATIONS

(Rs. in Lacs):

Transfer to General Reserve 500.00

Balance (Loss) carried to Balance Sheet 858.24 1280.78

PERFORMANCE AND FUTURE PROGRAMMES:

During the year under review, total income stood at Rs.955.80 lacs, compared to Rs. 1135.73 lacs in the previous year 2011-12. Profit before Depreciation, Interest, and Tax (PBDIT) during 2012-13 includes Profit from sale of Investments amounting to Rs. 242.62 lacs and during 2011-12 includes Profit from sale of Fixed Assets amounting to Rs. 656.28 lacs, which are exceptional in nature. Therefore, PBDIT before exceptional incomes during 2012-13 stood at Rs. 301.25 lacs as against Rs. 187.47 lacs during 2011-12, which shows an increase of 60.69%.

Your Directors have been actively considering entering in to new activities for increasing company''s business.

DIVIDEND:

Considering funds required for increasing business of the Company and also considering the requirement for strengthening its financial positions, your Directors do not recommend any dividend for the year.

DIRECTORS:

Mr. B. K. Nopany and Mr. S. J. Goswami retire at the conclusion of ensuing Annual General Meeting and being eligible offer themselves for re-appointment.

AUDITORS:

The Auditors of the company M/s Vivek Jaiswal & Co., Chartered Accountants, hold office until the

conclusion of the ensuing Annual General Meeting and are recommended for re-appointment. Certificate from Auditors has been received to the effect that their appointment, if made, would be within the limit prescribed under section 224(1B) of the Companies Act, 1956.

Notes forming part of accounts, which are specifically referred to by the Auditors in their report, are self explanatory and, therefore, do not call for any further comments.

FIXED DEPOSITS:

During the year under review, the Company has not accepted public deposits under section 58-A of the Companies Act, 1956.

DE-MATERIALISATION OF SHARES:

The Company''s equity shares are are available for de-materialization on both the depositories, viz., NSDL & CDSL. Shareholders may be aware that SEBI has made trading in your Company''s shares mandatory, in de-materialized form. As on 30th June, 2013, 14007200 equity shares representing 82.88% of your Company''s Equity Share Capital have been de-materialised.

ISSUE OF BONUS EQUITY SHARES TO PREFERENCE SHAREHOLDERS:

As approved by the Shareholders of the Company and pursuant to provisions of the Companies Act, 1956 read with SEBI Rules/Regulations, a sum of Rs. 4,90,00,000/- (Rupees four crores ninety lacs only) was capitalized, out of the amount standing to the credit of the General Reserve Account, and 49,00,000 Equity were issued and allotted as fully paid bonus shares of Rs. 10/- each to the holders of 300000 12% cumulative convertible preference shares of Rs. 100/- each and 700000 3% cumulative convertible preference shares of Rs. 100/- each.

LISTING AT STOCK EXCHANGE:

The Shares of the Company are listed on Bombay Stock Exchange, Mumbai and National Stock Exchange of India Ltd.

The shares at National Stock Exchange are still suspended for trading and efforts are being put for revocation of the suspension.

STATUTORY INFORMATION:

- There are no employees covered by the provisions of Section 217(2A) of the Companies Act, 1956, read with the Companies (Particulars of Employees) Rules, 1975.

- During the year under review, the Company has not carried out any manufacturing activity. Therefore, there are no particulars to be disclosed as per the Companies (Disclosures of Particulars in the Report of the Board of Directors) rules, 1988.

- The company had no foreign exchange earning and outgo during the year under report.

- Certificate received from the Auditors of the Company regarding Compliance of conditions of Corporate Governance, as required under clause 49 VII of the Listing Agreement, is annexed and forms part of this report.

- As required under 49 IV F of the Listing Agreement, Management Discussion and Analysis Report is annexed and forms part of this report.

DIRECTOR''S RESPONSIBILITY STATEMENT

Pursuant to provisions of section 217 (2AA) of the Companies Act, 1956, your Directors confirm that:

- in the preparation of the Annual Accounts for the year ended 30th June, 2013, the applicable accounting standards had been followed, along with proper explanation relating to material departures;

- The Directors have selected such accounting policies and applied them consistently and made judgements and estimates that are reasonable and prudent so as to give a true and fair view of the state of affairs of the Company at the end of the financial year and the loss of the company for the year under review;

- The Directors have taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of the Companies Act,1956 for safeguarding the assets of the Company and for preventing, and detecting fraud and other irregularities; and

- The Directors have prepared the annual accounts on a going concern basis.

EMPLOYEE RELATIONS:

During the year under review, the relations between the Management and the workmen were cordial.

INVESTOR RELATIONS:

Your Company always endeavors to keep the time of response to Shareholders'' requests/grievance at the minimum. Priority is accorded to address all the issues raised by the Shareholders and provide them a satisfactory reply at the earliest possible time. The Shareholders'' Grievance Committee of the Board meets periodically and reviews the status of the redressal of Shareholders'' Grievances. The Shares of the Company continue to be traded in Electronic Form and the De- materialization arrangement exists with both the depositories, viz., National Securities Depository Limited and Central Depository Services (India) Limited.

ACKNOWLEDGEMENT:

Your Directors wish to place on record the sincere and dedicated efforts of all the members of the Company''s team which has throughout the year remained active. Your Directors also take this opportunity to offer their sincere thanks to Financial Institutions, Banks, other Government Agencies, our valued customers and the investors for their continued support and assistance. The employees of your Company continued to display their unstinted devotion, co-operation. Your Directors take this opportunity to record their appreciation for the same. Your Directors also express their profound thanks to the Shareholders for their faith and continued support to the endeavors of the Company.

By order of the Board

For Eastern Sugar & Industries Limited

Place : Kolkata (B. K. Nopany)

Dated : 31st October, 2013 Chairman

---

Jun 30, 2012

The Directors have pleasure in presenting the Annual Report and the Audited Accounts of the Company for the financial year ended 30th June, 2012:

FINANCIAL RESULTS:

(Rs. in Lacs) 2011-12 2010-11

Sales & Other Income 1135.73 1302.41

Profit / (Loss) before Interest, Depreciation and Tax 843.75 1220.83

Less: Interest 124.85 166.47

Depreciation 344.00 925.57

Profit/(Loss) before tax 374.91 128.79

Add/Less: Balance brought forward from previous year 905.87 777.08

Profit available for appropriation 1280.78 905.87

APPROPRIATIONS

Transfer to General Reserve - -

Balance (Loss) carried to Balance Sheet 1280.78 905.87

PERFORMANCE AND FUTURE PROGRAMMES:

During the year under review, total income stood at Rs. 1135.73 lacs, compared to Rs.1302.41 lacs in the previous year 2010-11. Total Income includes, inter alia, Profit on Sale of Fixed Assets amounting to Rs. 656.28 lacs. Sales and Block Usage Charges stood at Rs.213.92 lacs and Rs 265 53 lacs as against Rs.98.08 lacs and Rs.441.44 lacs, respectively, during the immediately preceding financial year. Net Profit stood at Rs.374.91 lacs, compared to Rs.128.79 lacs during the previous financial year 2010-11.

Directors have been actively considering entering in to new activities for increasing company''s business To begin with your Directors have actively been considering setting-up of a Distillery Project. Preliminary work of project report and land identification is under finahsation.

DIVIDEND:

Considering funds required for increasing business of the Company and also considering the requirement for strengthening its financial positions, your Directors do not recommend any dividend for the year.

DIRECTORS:

Mr. R. C. Jha & Mr. D. Y. Manawwar retires at the conclusion of ensuing Annual General Meeting and being eligible offer himself for re-appointment.

AUDITORS:

The Auditors of the company M/s Vivek Jaiswal & Co., Chartered Accountants, hold office until the conclusion of the ensuing Annual General Meeting and are recommended for re-appointment.

Certificate from Auditors has been received to the effect that their appointment, if made, would be within the limit prescribed under section 224(1 B) of the Companies Act, 1956. Notes forming part of accounts, which are specifically referred to by the Auditors in their report, are self explanatory and, therefore, do not call for any further comments.

FIXED DEPOSITS:

During the year under review, the Company has not accepted public deposits under section 58-A of the Companies Act, 1956.

DE-MATERIALISATION OF SHARES:

The Company''s equity shares are available for de-materialization on both the depositories, viz., NSDL & CDSL Shareholders may be aware that SEBI has made trading in your Company''s shares mandatory, in de-materialized form. As on 30th June, 2012, 8635300 equity shares representing 71.96% of your Company''s Equity Share Capital have been de-materialized.

LISTING AT STOCK EXCHANGE:

The Shares of the Company are listed on Bombay Stock Exchange, Mumbai and National Stock Exchange of India Ltd. The Company has not paid annual listing fee to the Bombay Stock Exchange, National Stock Exchange for the year 2012-13. The shares at National Stock Exchange are still suspended for trading and efforts are being put for revocation of the suspension.

STATUTORY INFORMATION:

- There are no employees covered by the provisions of Section 217(2A) of the Companies Act, 1956, read with the Companies (Particulars of Employees) Rules, 1975.

- During the year under review, the Company has not carried out any manufacturing activity Therefore, there are no particulars to be disclosed as per the Companies (Disclosures of Particulars in the Report of the Board of Directors) rules, 1988.

- The company had no foreign exchange earnings and outgo during the year under report.

- Certificate received from the Auditors of the Company regarding Compliance of conditions of

- Corporate Governance, as required under clause 49 VII of the Listing Agreement, is annexed and forms part of this report.

- As required under 49 IV F of the Listing Agreement, Management Discussion and Analysis Report is annexed and forms part of this report.

DIRECTOR'' RESPONSIBILITY STATEMENT:

Pursuant to provisions of section 217(2AA) of the Companies Act, 1956, your Directors confirm that:

- In the preparation of the Annual Accounts for the year ended 30hJune, 2012 the applicable accounting standards had been followed long with proper explanation relating to material departures;

- 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 financials year and the loss of the company for the year under review

- The Directors have taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of the Companies Act, 1956 for safeguarding the assets of the Company and for preventing, and detecting fraud and other regularities; and

- The Directors have prepared the annual accounts on a going concern basis.

EMPLOYEE RELATIONS:

During the year under review, the relations between the Management and the workmen were highly cordial.

INVESTOR RELATIONS:

Your Company always endeavors to keep the time of response to Shareholders'' requests/grievance at the minimum. Priority is accorded to address all the issues raised by the Shareholders and provide them a satisfactory reply at the earliest possible time. The Shareholders'' Grievance Committee of the Board meets periodically and reviews the status of the redressed of Shareholders'' Grievances. The Shares of the Company continue to be traded in Electronic Form and the De- materialization arrangement exists with both the depositories, viz., National Depository Limited and Central Depository Services (India) Limited.

ACKNOWLEDGEMENT:

Yours Directors wish to place on record the sincere and dedicated efforts of all the members of the Company'' team which has throughout the year remained active. Your Directors also take this opportunity to offer their sincere thanks to Financial Institutions, Banks, other Government Agencies, our valued customers and the investors for their continued support an assistance. The employees of your Company continued to display their unstinted devotion, co-operation. Your Directors take this opportunity to record their appreciation for the same. Your Directors also express their profound thanks to the Shareholders fr their faith and continued support to the endeavors of the Company.

By order of the Board

For Eastern Sugar & Industries Ltd.

Place : Kolkata (B.K.Nopany)

Dated : 29th November, 2012 Chairman

---

Jun 30, 2011

TO THE MEMBERS

The Directors have pleasure in presenting the Annual Report and the Audited Accounts of the Company for the financial year ended 30th June, 2011:

FINANCIAL RESULTS: (Rs. in Lacs)

2010-11 2009-10

1302 41 1533.29

Sales & Other Income .

Profit / (Loss) before Interest, Depreciation and Tax 1220.83 619.47

Less: Interest 166.47 177.47

Depreciation 925.57 3.13

Profit/(Loss) before tax 128.79 449.87

Add/Less: Balance brought forward from previous year 777.08 327.21

Profit available for appropriation 905.87 777.08

APPROPRIATIONS (Rs. in Lacs):

Transfer to General Reserve

Balance (Loss) carried to Balance Sheet 905.87 777.08

I PERFORMANCE AND FUTURE PROGRAMMES:

During the year under review, total income stood at Rs. 1302.41 lacs, compared to533.29 lacs in the previous year 2009-10. Total Income includes, inter alia, Profit on Sale of Fixed Assets amounting to Rs 626.89 lacs. Sales and Block Usage Charges stood at Rs. 98.08 lacs and Rs. 441 44 lacs as against Rs. 925.30 lacs and Rs. 607.99 lacs, respectively, during the immediately preceding financial year. Net Profit stood at Rs. 128.79 lacs, compared to Rs. 449.87 lacs during

I the previous financial year 2009-10.

Directors have been actively considering entering in to new activities for increasing rants business. To begin with your Directors have actively been considering setting-up of a Display Project. The proposed project is for manufacturing of ENA followed by manufacturing and bottling of diverse range of the Indian Made Foreign Liquor (IMFL) products, comprising unmanly bran y, whisky, and rum. In addition, ENA will also be sold in bulk to other manufactures of IMFL products.

DIVIDEND:

Considering funds required for increasing business of the Company and also conslder requirement for strengthening its financial positions, your Directors do not recommend any dividend for the year.

DIRECTORS:

Mr. K. L. Darak retires at the conclusion of ensuing Annual General Meeting and being eligible offer himself for re-appointment.

AUDITORS:

The Auditors of the company M/s Vivek Jaiswal & Co., Chartered Accountants, hold office until the conclusion of the ensuing Annual General Meeting and are recommended for re-appointment Certificate from Auditors has been received to the effect that their appointment, if made, would be within the limit prescribed under section 224(1 B) of the Companies Act, 1956.

Notes forming part of accounts, which are specifically referred to by the Auditors in their report, are self explanatory and, therefore, do not call for any further comments.

FIXED DEPOSITS:

During the year under review, the Company has not accepted public deposits under section 58- A of the Companies Act, 1956.

DE-MATERIALISATION OF SHARES:

The Company''s equity shares are available for de-materialization on both the depositories, viz., NSDL & CDSL. Shareholders may be aware that SEBI has made trading in your Company''s shares mandatory, in de-materialized form. As on 30th June, 2011, 7944900 equity shares representing 66.21% of your Company''s Equity Share Capital have been de-materialized.

CONVERSION OF PREFERENCE SHARES INTO EQUITY SHARES:

Your Directors have since decided to convert 12% 300000 Cumulative Convertible Preference Shares of Rs. 100/- each, issued and alloted in 1998, and 700000 3% Cumulative Convertible Preference Shares of Rs. 100/- each into equity shares of Rs. 10/- each, issued and allotted in 2004, as opted by their holders.

LISTING AT STOCK EXCHANGE:

The Shares of the Company are listed on Bombay Stock Exchange, Mumbai and National Stock Exchange of India Ltd. The Company has paid annual listing fee to the Bombay Stock Exchange, National Stock Exchange for the year 2011-12. The shares at National Stock Exchange are still suspended for trading and efforts are being put for revocation of the suspension.

STATUTORY INFORMATION:

- There are no employees covered by the provisions of Section 217(2A) of the Companies Act, 1956 read with the Companies (Particulars of Employees) Rules, 1975.

- During the year under review, the Company has not carried out any manufacturing activity Therefore, there are no particulars to be disclosed as per the Companies (Disclosures of Particulars in the Report of the Board of Directors) rules, 1988.

- The company had no foreign exchange earnings and outgo during the year under report.

- Certificate received from the Auditors of the Company regarding Compliance of conditions of Corporate Governance, as required under clause 49 VII of the Listing Agreement, is annexed and forms part of this report.

- As required under 49 IV F of the Listing Agreement, Management Discussion and Analysis Report is annexed and forms part of this report.

DIRECTOR''S RESPONSIBILITY STATEMENT

Pursuant to provisions of section 217 (2AA) of the Companies Act, 1956, your Directors confirm that

- in the preparation of the Annual Accounts fix the year ended 30th June, 2011 the application according standards has been for Board along with proper explanation relating to material departures;

- the Directors have selected such accounting provides and applied them consistently and made judgments and estimates that are reasonable and prudent so as to give a true and fm view of the stale of affairs of the Company at the end of the funerals year and the loss of the company for the year under review;

- the Directors have taken proper and sufficient care for the maintenance err adequate accounting records in accordance with the provisions of the Companies Act,195G for safeguarding the assets of the Company and for preventing, and detecting fraud and other irregularities; and

- the Directors have prepared the annual accounts on a going concern basis.

EMPLOYEE RELATIONS:

During the year under review, the relations between the Management and the workmen were conical.

INVESTOR RELATIONS:

Your Company always endeavors to keep the time of response to Shareholders'' requests/ grievance at the mime. Priority is accorded to addressable the slues raised by the Shareholders and provide them a satisfactory reply at the eeriest possible time. The Shareholders'' Grievance Committee of the Board meets period focally and reviews the status of the redressed of Shareholders: Grievances. The Shares of the Company continue to be traded in Electronic Form and the De- matinees arrangement exists with both the depositories, viz.. National Depository Limited and Central Depository Services (India) Limited..

ACKNOWLEDGEMENT:

Your Directors wish to place on record the sincere and dedicated efforts of all the members of the Company''s tram which has throughout the year remained active. Your Directors also take this opportunity to offer their sincere thanks to Financial Institutions, Banks, other Government Amends, our valued customers and the investors for their continued support and assistance. The employees of your Company continued to display their unstinted devotion, co-operation. Your Directors take this opportunely to record their appreciation for the same. Your Detectors also express their profound thanks to the Shareholders for their faith and continued support to the endeavors of the Company.

By order of the Board

For Eastern Sugar & Industries Ltd

Place : Kolkata (B. K. Nopany)

Dated : 26* August, 2011 Chairman

---

Jun 30, 2010

The Directors have pleasure in presenting the Annual Report and the Audited Accounts of the Company for the financial year ended 30th June, 2010:

FINANCIAL RESULTS: (Rs. in lacs)

2009-10 2008-09

Sales & Other Income 1533.29 1826.51

Profit/(Loss) before Interest, Depreciation and Tax 619.47 818.58

Less: Interest 166.47 166.04

Depreciation 3.13 3.13

Profit/(Loss) before tax 449.87 649.41

Less: Provisions for Fringe Benefit Tax 0.00 0.17

Profit/( Loss) after tax 449.87 649.24

Add/Less: Balance brought forward from previous year 327.21 186.29

Profit available for appropriation 777.08 835.53

APPROPRIATIONS

Transfer to General Reserve 0.00 508.32

Balance (Loss) carried to Balance Sheet 777.08 327.21

PERFORMANCE:

The Company during the year registered total income of Rs. 1533.29 lacs, compared to Rs. 1826.51 lacs during the previous Financial Year 2008-09. Net profit stood at Rs. 449.87 lacs as against Rs. 649.24 lacs during last fiscal, mainly on account of lower sales volume and other income. As informed in the previous report, the company has already started earning Block Usage Charges, as other income during the year mainly include Fixed Assets Usages charges to the extent of Rs. 607.99 lacs. Your Directors are confident to significantly improve the performance of the Company in the coming year by exploring new business activities and better financial management.

DIVIDEND:

Considering funds required for future programme for growth of the Company and also for strengthening the financial positions of the Company, your Directors do not recommend any dividend for the year.

DIRECTORS:

Mr. B. K. Nopany retire at the conclusion of ensuing Annual General Meeting and being eligible offer himself for re-appointment.

AUDITORS:

The Auditors of the company M/s Vivek Jaiswal & Co., Chartered Accountants, hold office until the conclusion of the ensuing Annual General Meeting and are recommended for re-appointment. Certificate from Auditors has been received to the effect that their appointment, if made, would be within the limit prescribed under section 224(1 B) of the Companies Act, 1956.

Notes forming part of accounts, which are specifically referred to by the Auditors in their report, are self explanatory and, therefore, do not call for any further comments.

FIXED DEPOSITS:

During the year under review, the Company has not accepted public deposits under section 58-A of the Companies Act, 1956. /

DE-MATERIALISATION OF SHARES:

The Company's equity shares are available for de-materialization on both the depositories, viz., NSDL & CDSL. Shareholders may be aware that SEBI has made trading in your Company's shares mandatory, in de-materialized form. As on 30th June, 2010, 7815600 equity shares representing 65.13% of your Company's Equity Share Capital have been de-materialised.

LISTING AT STOCK EXCHANGE:

The Shares of the Company are listed on Bombay Stock Exchange, Mumbai and National Stock Exchange of India Ltd.. The Company has paid annual listing fee to the Bombay Stock Exchange for the year 2010-11. The shares at National Stock Exchange are still suspended for trading and efforts are being put for revocation of the suspension.

STATUTORY INFORMATION:

- There are no employees covered by the provisions of Section 217(2A) of the Companies Act, 1956, read with the Companies (Particulars of Employees) Rules, 1975.

- During the year under review, the Company has not carried out any manufacturing activity. Therefore, there are no particulars to be disclosed as per the Companies (Disclosures of Particulars in the Report of the Board of Directors) rules, 1988.

- The company had no foreign exchange earning and outgo during the year under report.

Certificate received from the Auditors of the Company regarding Compliance of conditions of Corporate Governance, as required under clause 49 VII of the Listing Agreement, is annexed and forms part of this report.

As required under 49 IV F of the Listing Agreement, Management Discussion and Analysis Report is annexed and forms part of this report.

DIRECTOR'S RESPONSIBILITY STATEMENT

Pursuant to provisions of section 217 (2AA) of the Companies Act, 1956, your Directors confirm that:

- in the preparation of the Annual Accounts for the year ended 30th June, 2010, the applicable accounting standards had been followed, along with proper explanation relating to material departures;

- the Directors have selected such accounting policies and applied them consistently and made judgements 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 financials year and the loss of the company for the year under review;

- the Directors have taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of the Companies Act, 1956 for safeguarding the assets of the Company and for preventing, and detecting fraud and other irregularities; and

- the Directors have prepared the annual accounts on a going concern basis.

EMPLOYEE RELATIONS:

During the year under review, the relations between the Management and the workmen were highly cordial.

INVESTOR RELATIONS:

Your Company always endeavours to keep the time of response to Shareholders' requests/grievance at the minimum. Priority is accorded to address all the issues raised by the Shareholders and provide them a satisfactory reply at the earliest possible time. The Shareholders' Grievance Committee of the Board meets periodically and reviews the status of the redressal of Shareholders' Grievances. The Shares of the Company continue to be traded in Electronic Form and the De-materialization arrangement exists with both the depositories, viz., National Securities Depository Limited and Central Depository Services (India) Limited.

ACKNOWLEDGEMENT:

Yours Directors wish to place on record the sincere and dedicated efforts of all the members of the Company's team which has throughout the year remained active. Your Directors also take this opportunity to offer their sincere thanks to Financial Institutions, Banks, other Government Agencies, our valued customers and the investors for their continued support and assistance. The employees of your Company continued to display their unstinted devotion, co-operation. Your Directors take this opportunity to record their appreciation for the same. Your Directors also express their profound thanks to the Shareholders for their faith and continued support to the endeavours of the Company.

By order of the Board

for EASTERN SUGAR & INDUSTRIES LIMITED

Place : Kolkata (B.K. NOPANY)

Date : 12th November, 2010 Chairman