Directors Report of Solve Plastic Products Ltd.

Mar 31, 2025

Your Directors'' present before you the 30^th Annual Report along with the audited
financial statements and report of the Auditors for the year ended 31st March 2025.

In compliance with the applicable provisions of the Companies Act, 2013, (including any
statutory modification(s) or amendment(s) thereof, for time being in force) ("Act") and
the Securities and Exchange Board of India (Listing Obligations and Disclosure
Requirements) Regulations, 2015 ("Listing Regulations"), this report covers the financial
results and other developments during the financial year ended 31st March, 2025, in
respect of Solve Plastic Products Limited.

1.Financial Summary:

Particulars	For year ended 31st March, 2025	For year ended 31st March, 2024
Total Revenue	4,146.03		4,619.13
Total Expenditure	4,735.11		4,571.08
Profit / (Loss) before Tax	(551.40)		14.466
Tax Expense	-		-
Tax Expense related to earlier years	1.700		-
			218
Deferred Tax	(89.59)
Profit / (Loss) after Tax	(478.81)	14.248
Earnings per share (Basic)	(12.38)	466
Earnings per share (Diluted)	(12.38)	466

I.State of Affairs:

I. Financial Highlights

The Company''s total revenue for the current year is 4,146.03/- (in Lakhs). The total
expenditure including depreciation and amortization expenses for the period ended
31.03.2025 is 95.05/- (in Lakhs). The Company has incurred Loss after tax 478.81(in Lakhs)
Your directors are taking constant efforts to improve the operational performance and
efficiency of the Company.

II. Change in status of the Company

During the year under report, the Company had made an Initial Public Offer of 13,02,000/-
Equity Shares of Rs. 10/- each at an issue price of Rs. 91/- each (including the share
premium of Rs. 81/- per Equity Share) and got listed on the SME platform of the National
Stock Exchange of India Limited i.e. NSE EMERGE on 21^st August 2024.

III. Overview of the industry and important changes in the industry during the last year;

In India, the past year has been marked by steady growth but with clear structural shifts
across industries. The manufacturing sector continued to benefit from government
programs like Make in India and PLI schemes, with strong momentum in electronics,
renewable energy, and semiconductors, while traditional sectors like construction materials
and textiles faced margin pressure from rising input costs. The slowdown of large
infrastructure projects such as Jal Jeevan Mission affected demand for pipes and allied
industries, while consolidation and efficiency improvements became priorities for SMEs. At
the same time, the services sector, especially IT and digital platforms, experienced cautious
hiring and project delays due to global uncertainty, though domestic demand for fintech,
e-commerce, and SaaS stayed strong. Indian companies increasingly embraced
automation, AI, and digital transformation to stay competitive, while capital markets
remained buoyant with record SME IPOs, strong FII inflows, and growing retail participation.
Policy thrust on green energy, circular economy, and waste reduction also shaped industry
priorities. Overall, India''s industry moved toward resilience, sustainability, and value
creation, even amid global headwinds.

3.Future Outlook

From BALCO Pipes'' perspective, the future outlook is strongly positive, anchored in India''s continued infrastructure
push, rising urban housing demand, and the government''s focus on quality, sustainability, and circular economy
practices. With its ZED Gold certification, NSE listing, and reputation for consistent quality, BALCO is well positioned to
expand beyond Kerala into new southern and eastern markets while strengthening its distribution network. The
company''s emphasis on lean manufacturing, waste reduction, energy efficiency, and eco-friendly practices aligns
with upcoming regulatory and consumer expectations, giving it a competitive edge. By leveraging digital marketing,
lead-generation systems, and product innovation such as advanced conduits and silent pipes, BALCO Pipes can
achieve both deeper market penetration and brand leadership. Overall, the next phase offers opportunities to scale
sustainably, attract long-term investors, and move closer to the vision of becoming a S500 crore enterprise within the
next few years.

4.State of the Company''s Affair:

There was no change in the nature of the business of the Company during the year under review.

5.Share Capital:

The Authorized Share Capital of the Company as on 31/03/2025 is Rs.7,00,00,00/- (Rupees Seven Crore only) divided
into 5,00,000 Equity Shares of Rs. 10/- each and 2,00,000 Non-Convertible Preference Shares of Rs. 100/- each. and
there has been no change in the same during the year under report.

The Issued, Subscribed and Paid-up Share Capital as on 31/03/2025 is Rs. 4,36,82,500/- (Rupees Four Crore Thirty-Six
Lakh Eighty-Two Thousand Five Hundred Only) divided into 43,68,250 Equity Shares of Rs. 10/- each. The Company has
made an Initial Public Offer of 13,02,000/- Equity Shares of Rs. 10/- each at an issue price of Rs. 91/- each (including
the share premium of Rs. 81/- per Equity Share) on the SME platform of the National Stock Exchange of India Limited
during the period under report. The shares were allotted to the shareholders on the 19^th of August 2024.

6. Transfer to reserves:

The Company has not transferred any amount to reserves during the period under review.

7. Dividend:

No dividend has been recommended for the financial year ended 31.03.2025.

8. Details of initial public offer and listing

We are pleased to inform you that the Company has made an Initial Public Offer of 13,02,000/- Equity Shares of Rs.
10/- each at an issue price of Rs. 91/- each (including the share premium of Rs. 81/- per (Equity Share) on the SME
platform of the National Stock Exchange of India Limited i.e. NSE EMERGE. The IPO had received an exceptional
response from the public.

The equity shares pursuant to Initial Public Offer were allotted on 20^th August, 2024.

The Equity Shares of the Company were listed on the NSE Emerge platform with effect from 21^st August, 2024.

9. Utilization of IPO Proceeds.

The statement of utilization of IPO proceeds as on 31^st March 2025 is as follows:

Amount in Lakhs)

SI. No	Object as disclosed in the offer document	Amount disclosed in the offer document	Actual Utilized Amount	Unutilized amount
1	Funding Capital Expenditure towards purchase of additional plant and machinery.	55.264	9.197	46.067
2	Working capital Requirements	38.255	38.255	-
3	General Corporate Expense	8.800	8.800	-
4	Issue related Expenses	16.163	16.163	-
	Total	1,184.82	72.415	46.067

During the year under Report there were no deviations or variation in respect of utilization of IPO proceeds from the
objects proposed in the prospectus. Any surplus amount in the head ''Issue related expenses'' shall be allocated and
utilized for other objects.

11. Details of material Changes and Commitments affecting the financial position of the Company which have
occurred between the end of the financial year of theCompany to which the financial statements relate and the date
of report:

There were no Material changes and commitments affecting the financial position of the company which have
occurred between the end of the financial year of the company to which the financial statements relate and the date
of the report other than those mentioned in the Report.

12. Directors:

The Board of Directors of the Company consists of 12 directors. The Board of the Company is duly constituted. None of
the Directors of the Company are disqualified under the provisions of the Act or the Listing Regulations. The
composition of the Board as follows:

Sl. No.	DIN	Name of Director	[	)esignation
1	858893	Sudheer Kumar Balakrishnan Nair	|\	Managing director
2	949872	Susil Balakrishnan Nair	V	Vhole-time Director
3	2449135	Balakrishnan Nair	[	Director
4	1348861	Narayana Kurup Asokan	I	ndependent Director
5	5003113	Keshav Mohan	[	Director
6	8382035	Aravind Sudheer Kumar	[	Director
7	8592096	Deepthi Santhakumary	D	i rector
8	9798788	Shankar Sudheer Kumar	[	Director
9	9798804	Govind Vinodkumar	Director
10	10512257	Suresh K Pillai	Independent Director
11	2299329	Dineshchandran Ramachandran Nair Sarojiniamma	Independent Director
12	7516361	Biju Divakaran Nair	Independent Director

In accordance with the provisions of the Act and Articles of Association of the Company, Balakrishnan Nair (DIN:
02449135), and Mr. Deepthi Santhakumary (DIN: 08592096) retires by rotation and being eligible, offers himself for re¬
appointment at the ensuing Annual General Meeting (AGM). The reappointment is placed for approval of the
members and forms part of the notice of the 30^th AGM. The information about the Director seeking his re¬
appointment as per Para 1.2.5 of Secretarial Standards on General Meetings and Regulation 36(3) of the Listing
Regulations has been given in the notice convening the 30^th AGM.

Certificate of Non-Disqualification of Directors from Practicing Company Secretary: In terms of the Listing Regulations,
SVJS & Associates Company Secretaries, Practicing Company Secretaries, has issued a Certificate that none of the
Directors on the Board of the Company have been debarred or disqualified from being appointed or continuing as
Directors of the Companies by the SEBI / Ministry of Corporate Affairs or any other statutory authority.The Certificate
forms part of the Corporate Governance Report and is given in Annexure -2.

13. Key Managerial Personnel:

Pursuant to Section 2(51) and 203 of the Act read with the Companies (Appointment and Remuneration of Managerial
Personnel) Rules, 2014, the following are the Key Managerial Personnel (KMP) of the Company:

1. Sudheer Kumar Balakrishnan Nair- Managing director

2. Susil Balakrishnan Nair- Whole-time Director

3. Prasad Kizhakkematta Ppallil-Chief Financial Officer*

4. Divya Ajnthakumari -Company Secretary and Compliance Officer

Mr. Prasad Kizhakkematta Ppallil-Chief Financial Officer Ceased from 22^nd May 2025.The remuneration and other
details of these KMP for financial year 2024-25 are provided in the Annual Return, which is available on the website of
the Company.

14. Committees

As per the requirements of the Act and Listing Regulations, the following committees were constituted. The
composition and the meeting of committees held during the year are as follows:

Audit Committee

The Composition of the Audit Committee (AC):

Narayana Kurup Asokan	Chairperson	Independent Director
Biju Divakaran Nair	Member	Independent Director
Sudheer Kumar	Member	Managing Director
Divya A	Secretary	Company Secretary

During the financial year 2024-25, the AC met four times on 24^th June 2024, 27^th July 2024, 08^th November 2024 and 10^th
February 2025.

Nomination and Remuneration Committee

The Composition of the Nomination and Remuneration Committee (NRC):

Narayana Kurup Asokan	Chairperson	Independent Director
Biju Divakaran Nair	Member	Independent Director
Sudheer Kumar	Member	Managing Director
Divya A	Secretary	Company Secretary

During the financial year 2024-25, the NRC met 24^th June 2024.

Stakeholders Relationship Committee

The Composition of the Stakeholders Relationship Committee (SRC):

Narayana Kurup Asokan	Chairperson	Independent Director
Biju Divakaran Nair	Member	Independent Director
Sudheer Kumar	Member	Managing Director
Divya A	Secretary	Company Secretary

During the financial year 2024-25, the SRC met one time and the number of shareholders being less than one
thousand the committee had not reported any instances of shareholder queries.

15.Number of meetingsof the Board:

The Board met 9 times during the period under review on 16.04.2024 03.05.2024, 16.05.2024, 26.06.2024, 22.07.2024,
01.08.2024, 19.08.2024, 08.11.2024, and 10.02.2025. The attendances of directors in the said meetings are as follows:

No

04! O CS o id

03.05.2024

16.05.2024

rt* CN O \d O rf

OJ 0 C4 q 01 04 Yes

01.08.2024

a 0 04 <0 q cri 1 i Yes

08.11.2024

in o 04 o d

i

Sudheer Kumarbalakri s hnan Nair

Yes

Yes

Yes

Yes

Yes

Yes

Yes

2

Susil Balakrishnan Nair

Yes

Yes

Yes

Yes

Yes

Yes

No

Yes

Yes

3

Balakrishnan Nair

Yes

Yes

No

Yes

No

Yes

No

No

No

4

Narayaiia Kurup Asokaii

Yes

Yes

Yes

Yes

Yes

Yes

No

Yes

Yes

5

Keshav Mohan

Yes

Yes

No

Yes

Yes

Yes

No

Yes

Yes

6

Aravind Sudheer Kumar

Yes

Yes

Yes

Yes

Yes

Yes

Yes

Yes

Yes

7

Deeptlii Santhakumary

Yes

Yes

No

Yes

Yes

No

No

Yes

No

8

Shankar Sudheer Kumar

Yes

Yes

Ye

Yes

Yes

No

Yes

Yes

Yes

9

Govind Vinodkumar

Yes

Ye3

Yes

Yes

Yes

Yes

Yes

Yes

Yes

10

Suresh K Pillai

Yes

Yes

Yes

Yes

Yes

No

No

No

Yes

11

Dineshchandran Ramachandran Nair Sarojiniamma

Yes

Yes

No

Yes

No

No

No

No

No

12

Biju Divakaran Nair

Yes

Yes

Yes

Yes

Yes

No

No

Yes

Yes

16. MEETING OF INDEPENDENT DIRECTORS:

In terms of requirements under Schedule IV of the Act and Regulation 25(3) of Listing Regulations, a separate meeting
of the Independent Directors was held on 22^nd October, 2024 and 20th March, 2025.

The Independent Directors at the meeting, inter alia, reviewed the following: -

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

• Performance of the Chairman of the Company, considering the views of Executive Directors and Non-Executive
Directors.

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

17. Declaration by Independent Directors:

The Company has received declarations from the appointed Independent Directors that they meet the criteria of
independence as provided in Section 149(6) of the Companies Act, 2013. Further, the Independent Directors have
complied with the Code for Independent Directors prescribed in Schedule IV to the Act and the Code of Conduct for
Independent Directors adopted by the Company.

^..Familiarisation Programme for Independent Directors

The Company had conducted a Programme for Familiarization of Independent Directors on 22^nd October 2025 with
regard to their roles, rights, responsibilities and all other information about the Company and the industry in which it
is operated.

19. Performance Evaluation of the Board and Its Committees:

Pursuant to the provisions of the Act, Listing Regulations and as per Guidance Note on Board Evaluation issued by SEBI
on 5th January, 2017, the Board has carried out annual performance evaluation of its own performance, the Directors
individually as well as evaluation of the working of its Committees at their meeting held on 29th January, 2025. The
Nomination and Remuneration Committee has defined the evaluation criteria for the performance evaluation of
individual Directors, the Board and its Committees. The performance of the Board, its committees and individual
Directors was evaluated by the Board after seeking inputs from all the respective Committee members and Directors

20. Management Discussion and Analysis Report

The Management Discussion and Analysis Report forms part of the Annual Report in.

21. Directors'' Responsibility Statement:

Pursuant to the requirements under Section 134 (5) of the Companies Act, 2013 with respect to Directors'' Responsibility
Statement, it is hereby confirmed:

i) in the preparation of the annual accounts, the applicable accounting standards have been followed along with
proper explanation relating to material departures;

ii) the Directors had selected such accounting policies and applied them consistently and made judgments and
estimates that are reasonable and prudent so as to give a true and fair view of the state of affairs of the company at
the end of the financial year and of the profit of the company for the financial period 2024 - 2025;

iii) the directors had taken proper and sufficient care for the maintenance of adequate accounting records in
accordance with the provisions of the Companies Act, 2013 for safeguarding the assets of the company and for
preventing and detecting fraud and other irregularities;

iv) the directors had prepared the annual accounts on a going concern basis;

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

22. Company''s policy on directors'' appointment and remuneration including criteria for determining qualifications,
positive attributes, independence of a director and other matters provided under sub-section (3) of section 178:

The Company has devised policy relating to appointment of Directors, payment of Managerial remuneration,
Directors'' qualifications, positive attributes, independence of Directors and other related matters as provided under
Section 178(3) of the Companies Act, 2013 (“the Act") as recommended by the Nomination and Remuneration
committee and approved by the Board of Directors. Our Company has placed the policy on the Company website
and the weblink is https://balcopipes.com/.

23. Extracts of Annual Return:

The Annual Return in Form MGT 7 shall be physically accessible at the Registered Office of the Company upon
request during the working hours, after the Annual General Meeting and on its filing with the ROC.

24. Particulars of Employees:

The disclosure with reference to the particulars of the ratio of remuneration of each director to the median
employee''s remuneration in accordance with Section 197 (12) of the Act and other particulars as per Rule 5 of the
Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 is mentioned in the below para.

25. Particulars of loans, guarantees or investments under section 186:

Pursuant to Section 186 of the Act, disclosure on particulars relating to loans, advances, guarantees and investments
are provided as part of the financial statements in notes to the Standalone Financial Statements.

26..Auditors & Auditors Report:

Statutory Auditor & Audit Report:

M/s. R.G.N & Co, (Firm Reg. No. 002785S) Chartered Accountants, were appointed as the Statutory Auditors of the
Company to audit the books of accounts for the Financial year 2024-25, in the Annual General Meeting of the
Company held on 30.09.2024 till the conclusion of the Annual General Meeting to be held for the financial year ended
31.03.2025 on a remuneration as may be mutually agreed between the Board of Directors and the said Auditors from
time to time, during aforesaid period. The term of the auditors expires in the ensuing Annual General Meeting.

There were no qualifications, reservations, adverse remarks or disclaimer made by the Auditors in their report.

Internal Auditor

The Board proposes to appoint M/s Abraham & Thinkal Associates, Chartered Accountants, (FRN: 000013S), TC
17/2013, PRRA 112, DEVI, DEVI Lane, Murinjapalam, Medical College, PO 695011 Trivandrum as the new Internal Auditors of
the Company in the ensuing Annual General Meeting for five years from FY 2025-26 to 2029-2030.

Statutory Auditors

M/s. RANJITH KARTHIKEYAN ASSOCIATES LLP, Chartered Accountants (Firm Registration No. 006705 S), having their
office at 12/654, Pranam, Thampuranmukku, Vanchiyoor P.O., Thiruvananthapuram - 695035, were proposed by the
Board based on the recommendation of Audit Committee to appoint as Statutory Auditors in the ensuing Annual
General Meeting for five years from FY 2025-26 to 2029-2030.

Secretarial Auditor and Secretarial Audit:

Pursuant to the Section 204 of the Act read with the Companies (Appointment and Remuneration of Managerial
Personnel) Rules, 2014, the Board of Directors had appointed M/s. SVJS Company Secretaries LLP, Kochi as the
Secretarial Auditors of the Company to undertake the Secretarial Audit of the Company for the financial year 2024¬
25. The Board proposes to reappoint them for the FY 2025-26.

The Secretarial Audit Report in Form MR-3 forms part of the Directors'' Report as Annexure - 2. The report does not
contain any qualification, reservation, adverse remark or disclaimer.

27. Particulars of contracts or arrangements made with Related Parties:

Members'' attention is drawn to Related Party disclosure to the financial statements provided in this Annual Report.
The particulars of contract or arrangement with Related Parties in Form AOC 2 as referred to in sub-section (1) of
Section 188 of the Companies Act, 2013read with Rule 8 (2) of the Companies (Accounts) Rules, 2014, is recorded to be
at arm''s length price and comply with the sections of the Act.

28. Conservation of Energy, technology absorption, foreign exchange earnings and outgo:

The information under Section 134 (3) (m) of the Companies Act, 2013 read with Rule, 8 of The Companies (Accounts)
Rules, 2014, for the financial year ended 31.03.2025 is given below:

I. Conservation of Energy: Your Company is committed to conserve energy in all its operations. Efforts are being made
to install various energy saving equipment in the Company and to replace the high power consuming equipment.
Your Company uses generators as alternate source of energy. During the period under review no capital investments
on energy conservation equipment have been made.

ii. Technology Absorption: Your Company has not done any activities during the period under review relating to
absorption of technology.

iii. Foreign Exchange Earnings and outgo: Details of earnings accrued and expenditure incurred in foreign currency are
as given below.

Foreign Exchange Earnings :42.20 Lakhs
¦Foreign Exchange Outgo: Nil

29. Corporate Social Responsibility:

The provisions of Section 135 of the Companies Act, 2013 read with Companies (Corporate Social Responsibility Policy)
Rules, 2014 are not applicable to the Company and hence, your Company is not required to adopt the CSR Policy or
constitute CSR Committee during the year under review.

30. Risk Management:

Pursuant Section 134(3)(n) of the Act, the Company has in place an in-house Risk Management procedure which
provides for the identification therein of elements of risk, which in the opinion of the Board may threaten the existence
of the Company. Major risks identified are addressed and monitored by the Board of Directors of the Company.
Corporate Social Responsibility:

31. Deposits:

The Company has not accepted any deposits falling within the meaning of Section 73 or 74 of the Act read with the
Companies (Acceptance of Deposits) Rules, 2014, during the financial year and as such, no amount on account of
principal or interest on deposits from public was outstanding as on 31^st March, 2025.

32. Disclosure regarding issue of equity shares with differential voting rights, sweat equity, ESOP/ESOS and voting
rights not exercised directly by the employees in respect of shares to which the scheme relates:

Your Company has not issued any equity shares with differential rights, sweat equity, or ESOS during the financial
year.

33. Fraud Reporting:

Your Company has not entered into transactions which are fraudulent, illegal or violative of the Company''s Code of
Conduct. During the period under review no frauds have occurred in the Company and no frauds were reported by
the Auditors of the Company.

34.Secretarial Standards:

The Company has followed the Secretarial Standards with respect to general and Board meetings as specified by the
Institute of Company Secretaries of India.

35.Consolidated Financial Statements

The Company is not required to consolidate its Financial Statements for the financial year ended 31st March, 2025 as
the Company does not have any subsidiary or associate or joint venture companies.

36.Subsidiaries, Joint Ventures and Associate Companies

During the year under report, none of the companies have become or ceased to be an associate/ subsidiary/ joint
venture/ holding company.

37. Registrar and Share Transfer Agent:

During the year under review, Integrated Registry Management Services Private Limited was the Registrar and
Transfer Agent of the Company.

38. Disclosure of maintenance of cost records:

The disclosure as to whether the maintenance of cost records as specified by the Central Government under sub
section (1) of Section 148 of the Companies Act, 2013 is not applicable to your Company.

39. Disclosure Under Sexual Harassment of Women at Workplace (Prevention, Prohibition & Redressal) Act, 2013:

The Company is committed in providing and promoting a safe and healthy work environment for all its employees.
The Company has constituted an Internal Complaints Committee. During the period under review no complaints
were received or disposed off as envisaged under Sexual Harassment of Women at Workplace(Prevention &
Redressal) Act, 2013. The policy formulated by the Company for prevention of sexual harassment is available on the
website of the Company at https://balcopipes.com/policies/

The Company has complied with the provision relating to the constitution of Internal Committee under POSH, 2013. In
the Board Meeting held on 09/03/2024, the Company had reconstituted the Internal Committee.

The following is the summary of sexual harassment complaints received and disposed off during the period under
review:

Number of complaints received: 0

Number of complaints disposed off: 0

Number of complaints pending beyond 90 days: 0

The above reflects the Company''s commitment to timely and effective redressal of complaints.

40. Vigil Mechanism /Whistle Blower Policy:

The Company in accordance with the provisions of Section 177 (9) of the Act has established a robust Vigil
Mechanism Policy for Directors and employees to report genuine concerns to the management viz, instances of
unethical behavior, actual or suspected fraud or violation of the Company''s code of conduct or ethics policy and
assist the Audit Committee. The Directors and employees are encouraged to come forward and express his/her
concern(s) without fear of punishment or unfair treatment.

The Whistle Blower Policy/ Vigil Mechanism Policy of the Company is available on the website at
https://balcopipes.com/policies/.

41.Internal Financial Controls Related to Financial Statements:

The Company has an adequate system of Internal Financial Control commensurate with its size and scale of
operations, procedures and policies, ensuring efficient and orderly conduct of its business, including adherence to the
Company''s policy, safeguarding of its assets, prevention and detection of frauds and errors, accuracy and
completeness of accounting records and timely preparation of reliable financial information.

Based on the assessment carried out by the Management and the evaluation of the results of the assessment, the
Board is of the opinion that the Company has adequate Internal Financial Control System that is operating effectively
during the year under review.

There were no instances of fraud which necessitates reporting of material mis-statement to the Company''s
operations.

42. Details of application made or any proceeding pending under the insolvency and bankruptcy code, 2016 during
the year along with their status as at the end of the financial year:

During the year under review and till date of this Report, the Company has neither made any application against
anyone nor any proceedings were pending against the Company under the Insolvency and Bankruptcy Code, 2016.

43. Corporate Governance

Your company strives to provide utmost importance to best Corporate Governance practices and always works in the
best interest of its stakeholders. However, the Company is not obligated to comply with provisions of Corporate
Governance as per regulation 15(2) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015.

44. Compliance with The Maternity Benefit Act, 1961

The Company has complied with the provisions of the Maternity Benefit Act, 1961, including all applicable
amendments and rules framed thereunder. The Company is committed to ensuring a safe, inclusive, and supportive
workplace for women employees. All eligible women employees are provided with maternity benefits as prescribed
under the Maternity Benefit Act, 1961, including paid maternity leave, nursing breaks, and protection from dismissal
during maternity leave.

During the FY 2024-25 there were no instances of Maternity reported in the Company.

The Company also ensures that no discrimination is made in recruitment or service conditions on the grounds of
maternity. Necessary internal systems and HR policies are in place to uphold the spirit and letter of the legislation.

45. Gender-Wise Composition of Employees

In alignment with the principles of diversity, equity, and inclusion (DEI), the Company discloses below the gender
composition of its workforce as on the March 31, 2025.

Male Employees: 174
Female Employees: 38
Transgender Employees:0

This disclosure reinforces the Company''s efforts to promote an inclusive workplace culture and equal opportunity for
all individuals, regardless of gender.

46. POSH Compliance:

The Company have constituted an Internal Complaints Committee (ICC) and the committee duly meets quarterly
and discuss on the well being of all the employees.

Number of sexual harassment complaints received is 0

Number of complaints disposed of is 0

Number of cases pending for more than 90 days is 0

Maternity Benefit Compliance:

The Board officially declare that during the Financial Year 2024-25 compliance with the Maternity Benefit Act, 1961,
that there were no cases of the following criteria:

Maternity leave provisions : Nil
Salary and benefits : Nil

Related employee entitlements : Nil

47. PREVENTION OF INSIDER TRADING

The Company has adopted a Code of Conduct for Prevention of Insider Trading, in accordance with the requirements
of Securities and Exchange Board of India (Prohibition of Insider Trading) Regulations, 2015, as amended from time to
time. The Company Secretary is the Compliance Officer for monitoring adherence to the said Regulations. The Code
is displayed on the Company''s website at https://balcopipes.com/policies/.

48.Significant or Material Orders Passed by Regulators /Courts/ Tribunal:

During the year under report, there were no significant or material orders passed by the regulators or courts or
tribunals impacting the going concern status or operations of the Company in future

49. Details of difference between the amount of the valuation done at the time of one time settlement and the
valuation done while taking loan from the banks or financial institutions along with the reasons thereof:

The Company has neither availed any loan from banks or financial institution and hence there is no application being
ever made for One Time Settlement (OTS) with any banks or financial institution.

50. Acknowledgement:

Your directors express their appreciation for the assistance and co-operation received from the Banks, Government
authorities, Creditors and Members during the period under review. Your directors also wish to place on record their
deep sense of appreciation for the committed services by the employees of the Company.

For and on behalf of the Board of Directors

SUDHEER KUMAR B
MANAGING DIRECTOR
DIN: 00858893
SUSIL BALAKRISHNAN NAIR
WHOLE TIME DIRECTOR
DIN: 009 49872