Directors Report of Sunlite Recycling Industries Ltd.

Mar 31, 2025

Your Directors have pleasure in presenting the 3rd Annual Report of your Company together with the Audited
Statement of Accounts and the Auditors'' Report of your company for the financial year ended 31/03/2025

1. Financial Highlights

The financial performance of your company for the year ending 31/03/2025 is summarized below:

	Standalone
Particulars	31/03/2025	31/03/2024
Revenue from operations	1,39,671.18	1,16,627.09
Other income	39.98	28.00
Total revenue	1,39,711.16	1,16,655.09
Finance costs	306.10	468.23
Depreciation and amortization expenses	196.54	231.85
Other expenses	2244.08	2719.50
Total expenses	1,37,791.54	1,15,463.65
Profit/(Loss) Before Tax	1919.62	1191.43
Current Tax	478.18	298.73
Earlier Year	0.00	0.00
Deferred Tax	14.21	(0.91)
Profit/(Loss) For the Year	1427.23	893.62
Earnings per share for continuing operation
Basic	14.61	19.38
Diluted	14.61	19.38

2. Dividend

For the year under review, your director does not
recommend any dividend on the equity shares
of the Company to conserve the funds for the
company''s future expansion.

3. Brief description of the Company''s working

during the year

During the year under review, revenue from
operations of the Company has increased to Rs.
1,39,671.18 Lakhs as against Rs. 1,16,627.09 Lakhs in
the previous year. The Profit After Tax for the year
stood at Rs. 1427.23 Lakhs as compared to profit of
Rs. 893.62Lakhs in the previous year.

4. State of company''s affairs

The Company is a leader in the manufacturing of
high-quality copper products, including rods, wires,
earthing strips, and conductors, derived from
recycled copper scrap. Our products are essential
for applications in power generation, transmission,
distribution, and the electronics industry. With
a strong focus on sustainability and innovation.
Following major events occurred during the year:

i. The Company has completed its Initial Public Offer
("IPO") of 28,80,000 equity shares of face value of
10 each at an issue price of Rs. 105 aggregating to
Rs. 30,24,00,000/- and were listed on National Stock
Exchange of India Limited ("NSE"), on 20/08/2024

ii. The Company has undertaken a strategic expansion
plan aimed at enhancing its product portfolio and
strengthening its presence in the renewable energy
and electrical sectors through forward integration
and the proposed launch of new products of
cutting-edge copper products, namely

(a) Copper Busbars, and

(b) Annealed Tinned Coated Copper.

And to support this expansion, the Company has
invested in advanced machinery as part of a total
capital expenditure of approximately Rs. 6 Crore.
This investment will enhance our production
capabilities and support the new product launch

5. Initial Public Offer of Equity Shares

Your directors are pleased to inform you that, the
Company has completed its Initial Public Offer
("IPO") of 28,80,000 equity shares of face value of
10 each at an issue price of Rs. 105 aggregating to
Rs. 30,24,00,000/-.

The Offer was made pursuant to Regulation 6(1) of
SEBI (Issue of Capital and Disclosure Requirements)
Regulations, 2018. The equity shares of the Company
were listed on National Stock exchange Limited on
20/08/2024

The Company has completely utilized its proceeds
of Initial Public Offer as per the Object of the issue
as mentioned in Prospectus.

6. Transfer to reserves

For the financial year ended 31/03/2025, the
Company had not transferred any sum to General
Reserve Account. Therefore, your Company
remained the balance of profit to Profit & Loss
Accounts of the Company on 31/03/2025.

7. Quality initiative

The Company continues to sustain its commitment
to the highest levels of quality, superior services
management and mature business continuity
management. Our customer-centricity, process
rigor, and focus on delivery excellence have
resulted in consistent improvements in customer
satisfaction levels.

8. Shares capital

I. Authorized Capital:

During the year under review, the Authorized
Share Capital of the Company remained Rs.

12.00. 00.000/-(Rupees Twelve Crore only) divided
into 1,20,00,000 (One Crore Twenty Lakhs only)
Equity Shares of face value Rs. 10/- each ranking
pari-passu in all respect with the existing Equity
Shares of the Company.

II. Issued, subscribed and paid-up share capital:

During the year under review, the issued, subscribed
and paid-up share capital of the Company has been
increased from Rs. 8,00,00,000/- (Rupees Eight
Crore only) divided into 80,00,000 (Eighty Lakhs)
Equity Shares of face value Rs. 10/- each to Rs.

10.88.00. 000/- (Rupees Ten Crore Eighty Eight lakhs
only) divided into 1,08,80,000 (One Crore Eight
Lakhs Eighty Thousand only) Equity Shares of face
value Rs. 10/- each and the changes accrued due to
the Initial Public Offer (IPO).

9. Deposit from public

The Company has neither accepted nor renewed
any deposits covered under section 73 to 76 of the
Companies Act, 2013 during the year under review.
The company had accepted unsecured loans from
its directors or their relatives and at the end of year
under report, outstanding unsecured loans of Rs.
422.25 Lakhs. The Company had obtained required
declaration as referred to in proviso to Rule 2(1)(c)
(viii) of the Companies (Acceptance of Deposits)
Rules, 2014

10. Particulars of Loans, Guarantee or Investments

Disclosure on details of loans, guarantees and
investments pursuant to the provisions of Section
186 of the Companies Act, 2013, and LODR
Regulations, are provided in the financial statements

11. Subsidiary / Associate / Joint Venture companies

During The year under review no company/body
corporate/any other entity have became or ceased
to be the subsidiary Joint Ventures or Associate
Companies.

12. Change in Nature of Business

During the period under review, the Company has
not changed its line of business in such a way that
amounts to commencement of any new business or

discontinuance, sale or disposal of any of its existing
businesses or hiving off any segment or division.

13. Material changes and commitments affecting
the financial position of the company

i. The Company has completed its Initial Public Offer
("IPO") of 28,80,000 equity shares of face value of
10 each at an issue price of Rs. 105 aggregating to
Rs. 30,24,00,000/- and were listed on National Stock
Exchange of India Limited ("NSE"), on 20/08/2024

ii. The Company has undertaken a strategic expansion
plan aimed at enhancing its product portfolio and
strengthening its presence in the renewable energy
and electrical sectors through forward integration
and the proposed launch of new products of
cutting-edge copper products, namely

(a) Copper Busbars, and

(b) Annealed Tinned Coated Copper.

And to support this expansion, the Company has
invested in advanced machinery as part of a total
capital expenditure of approximately Rs. 6 Crore.
This investment will enhance our production
capabilities and support the new product launch

14. Details of significant and material orders passed
by the regulators, courts and tribunals:

The Company has been complied with all regulatory
requirements of central government and state
government and there were no significant and
material orders passed by the Regulators or Courts
or Tribunals during the year impacting the going
concern status and the Company''s operations in
future excepts as below:

Sr. No.	Name of the opposing party	Date of initiation of the litigation / dispute	Status of the litigation / dispute as per last disclosure	Current status of the litigation / dispute
1	Assistant Commissioner of State of Tax (1) (Enforcement) Division-1, Ahmedabad Enforcement Ahmedabad	29/08/2024	On 08/08/2024, the GST Department conducted proceedings under Section 67(2) at our factory located at Survey No. 270a & Plot No. 1, Survey No. 267, Chhatha Mile, Kheda, Dantali, Gujarat, India, 387350. Subsequently, based solely on a preliminary scrutiny and investigation, the Office has issued a Provisional Attachment Order under Section 83 of the Gujarat Goods and Services Tax Act, 2017	The current status of the dispute remains the same as the Company has filed objections against the same.
2	O/o Joint Commissioner, Vadodara-I, GST, Nadiad	20/02/2025	An adjudication order has been passed in terms of Section 74(9) of the Goods and Services Tax Act, 2017, against SCN No. VAD- PRE/ SCN/117/GR-J/2024-25, demanding GST of Rs. 836 Lacs, and penalty of Rs. 836 Lacs.	The current status of the dispute remains the same as the Company has filed Appeal with Appellate Authority on 31/03/2025

3	Income Tax Department	02/03/2025	Income Tax Department conducted search under the Income Tax Act, 1961 at the offices and manufacturing units of the Company and residential address of Mr. Nitin Kumar Heda- Managing Director, Mr. Prahladrai Ramdayal Heda-Whole Time Director, Mrs. Khushboo Manishkumar Heda- Director and Mr. Manish Kumar Heda - CFO from 27/02/2025 to 02/03/2025.As of date, no assessment order has been received by the Company in relation to the search. The Company has not received any written communication from the Income Tax Department to date regarding any violations or contraventions committed or alleged to have been committed.	As of date, no financial demand has been raised by the Income Tax Department. The Company is in the process of making necessary representations before the authorities for the release of the seized cash, considering that it is duly recorded in the books of accounts.
4	State Tax Officer Ghatak 49 (Nadiad):Range - 13:Division - 6:Gujarat	25/08/2024	Demand Order has been Issued for Differential tax liability on B2B Outward supply as per Outward Supply E-way bill data and GSTR- 01 and claiming ITC in excess of what''s showing in GSTR2A for FY 2019-20 under section 73.	The current status of the dispute remains the same and the Company has filed an Appeal with Appellate Authority on 08/10/2024
5	State Tax Officer Ghatak 49 (Nadiad):Range - 13:Division - 6:Gujarat	15/01/2025	Demand Order has been passed for claiming Ineligible ITC from cancelled taxpayers, nongenuine and non-existent Taxpayers and return/ tax defaulters under section 74 in FY 2019-20	The current status of the dispute remains the same and the Company has filed an Appeal with Appellate Authority on 19/03/2025

15. Internal Control and their adequacy

The Company has a well-established internal control
system. The Company strives to maintain a dynamic
system of internal controls over financial reporting
to ensure reliable financial record-keeping,
transparent financial reporting and disclosure and
protection of physical and intellectual property.

17. Directors and Key Managerial personnel

The Board of the Company comprises of following Directors and Key Managerial Personnel:

Sr. No.	Name of Director & Key Managerial personnel	Designation	DIN
1.	Mr. Prahladrai Ramdayal Heda	Whole-time director	09696242
2.	Mrs. Khushboo Manishkumar Heda	Non-Executive Director	09696263
3.	Mr. Nitin Kumar Heda	Managing Director	00383855
4.	Mr. Jaimish Govindbhai Patel	Independent Director	09647742
5.	Mr. Ronak Ashokbhai Mehta	Independent Director	10525257
6.	Mr. Manish Kumar Heda	CFO	-
7.	Mrs. Priyanka Ayush Murarka	Company Secretary	-

16. Conservation of Energy, Technology Absorption
and Foreign Exchange Earning and Outgo

Information in accordance with the provisions of
Section 134(3) (m) of the Companies Act, 2013, read
with Rule 8 of the Companies (Accounts) Rules,
2014, regarding Conservation of energy, research
and development, technology absorption, foreign
exchange earnings and outgo, are enclosed as
Annexure -I to the Board''s report.

I. Mr. Nitin Kumar Heda (DIN: 00383855), retires by
rotation at the ensuing AGM and being eligible,
offers herself for re-appointment as per the
provisions of the section 148 & 152 Companies
Act, 2013. The resolutions seeking shareholders''
approval for their re-appointments forms part of
the Notice.

II. Redesignation of Mr. Nitin Kumar Heda (DIN:
00383855), as a Managing Director and Mr.
Prahladrai Ramdayal Heda (DIN: 09696242) as a
Whole-time director & Chairman w.e.f. 01/05/2024

III. Appointment of Mr. Jaimish Govindbhai Patel
(DIN:09647742) and Mr. Ronak Ashokbhai Mehta
as an independent director of the Company w.e.f.
01/05/2024;

IV. Appointment of Mr. Manish Kumar Heda as Chief
Financial Officer of the Company w.e.f. 01/05/2024

V. Appointment of Mrs. Nikita Sharma as Company
Secretary of the Company w.e.f. 01/05/2024

VI. Resignation of Mrs. Nikita Sharma as Company
Secretary of the Company w.e.f. 24/09/2024

VII. Appointment of Mrs. Priyanka Ayush Murarka
as Company Secretary of the Company w.e.f.
01/01/2025

VIII. Annual Evaluation of Board Performance and
Performance of its Committees and of Individual
Directors

Pursuant to the provisions of the Companies Act,
2013 and SEBI (Listing Obligations and Disclosure
Requirements) Regulations, 2015, the Board has
carried out an evaluation of its own performance,
the directors individually as well as the evaluation of
the working of its Audit, Stakeholders Relationship,
Nomination & Remuneration Committees from
time to time.

IX. Nomination and Remuneration Policy:

The policy on nomination and remuneration of
Directors, Key Managerial Personnel and other
employees has been formulated in terms of the
provision of The Companies act, 2013 and SEBI
(LODR) Regulation, 2015 in order to pay equitable
remuneration to the Directors, Key Managerial
Personnel and employees of the Company and
to harmonise the aspiration of human resources
consistent with the goals of the Company. The
Remuneration Policyhas been updated on the website
of the Company at: https://www.sunliteindustries.
com/wp-content/uploads/2024/06/8.-Nomination-
and-Remuneration-Policy.pdf

X. Particulars of Employees:

The statement containing particulars of employees
as required under Section 197(12) of the Act read
with Rule 5(2) of the Companies (Appointment and
Remuneration of Managerial Personnel) Rules,
2014, is provided in a separate "Annexure II"
forming part of this report. In terms of Section 136
of the Act, the said annexure is open for inspection
at the Registered Office of your Company. Any
member interested in obtaining a copy of the same
may write to the Company Secretary.

Apart from the above, no changes occurred in the
Directorship of the company.

18. Declaration by independent directors

All Independent Directors have given their
declaration that they meet the criteria of
independence as laid down under section 149(6) of
the Companies Act, 2013 and Listing Regulations.
In the opinion of the Board, all the Independent
Directors are well experienced business leaders.
Their vast experience shall greatly benefit the
Company. Further, they possess integrity and

• During the financial year 2024-25, 20(Twenty)
Board Meetings were held. The interval between
any two meetings was well within the maximum
allowed gap of 120 days.

c) During the financial year 2024-25, 1 (One) Stakeholder Relationship Committee Meetings were held.

Name of the Committee Members	Designation	Number of Stakeholder Relationship Committee meetings during the year 2024-25
		Held	Attended
Mr. Jaimish Govindbhai Patel (DIN: 09647742)	Chairman	1	1
Mr. Nitin Kumar Heda (DIN: 00383855)	Member	1	1
Mr. Prahladrai Ramdayal Heda (DIN: 09696242)	Member	1	1

d) During the financial year 2024-25, 2 (Two) Corporate Social Responsibility Committee Meetings were held.

Name of the Committee Members	Designation	Number of Corporate Social Responsibility Committee meetings during the year 2024-25
		Held	Attended
Mr. Nitin Kumar Heda (DIN: 00383855)	Chairman	2	2
Mr. Prahladrai Ramdayal Heda (DIN: 09696242)	Member	2	2
Mrs. Jaimish Govindbhai Patel (DIN:09647742)	Member	2	2

• During the year, the Company has conducted following General Meeting

Type of General Meeting	Date of General Meeting	Mode of Meeting
Extra Ordinary General Meeting	06/05/2024	Physical
Annual General Meeting	02/08/2024	Physical
Extra Ordinary General Meeting	26/01/2025	Postal Ballot/ E-voting

relevant proficiency which will bring tremendous
value to the Board and to the Company.

19. Board Meetings and participation of directors
thereat

• The attendance of each of the Directors at the meeting of the Board Meeting during the year under review is as
under:

Name and DIN of the Directors	Designation	Number of Board meetings during the year 2024-25
		Held	Attended
Mr. Prahladrai Ramdayal Heda (DIN: 09696242)	Whole-time director	20	20
Mr. Khushboo Manishkumar Heda (DIN: 09696263)	Non-Executive Director	20	19
Mr. Nitin Kumar Heda (DIN:00383855)	Managing Director	20	20
Mr. Jaimish Govindbhai Patel (DIN: 09647742)	Independent Director	20	15
Mr. Ronak Ashokbhai Mehta (DIN:10525257)	Independent Director	20	15

• Further, The Board, as on 31/03/2025, had four committee namely the Audit Committee, Nomination and
Remuneration Committee, Stakeholders Relationship Committee and Corporate Social Responsibility (CSR)
Committee. The details of composition, meetings and attendance as under:

a) During the financial year 2024-75 10 (Ten) Audit Committee Meetings were held

Name of the Committee Members	Designation	Number of Audit Committee meetings during the year 2024-25
		Held	Attended
Mr. Jaimish Govindbhai Patel (DIN: 09647742)	Chairman	10	10
Mr. Ronak Ashokbhai Mehta (DIN: 10525257)	Member	10	10
Mr. Nitin Kumar Heda (DIN: 00383855)	Member	10	10

b) During the financial year 2024-25, 2 (Two) Nomination and Remuneration Committee Meetings were held.

Name of the Committee Members	Designation	Number of Nomination and Remuneration Committee meetings during the year 2024-25
		Held	Attended
Mr. Jaimish Govindbhai Patel (DIN: 09647742)	Chairman	2	2
Mr. Ronak Ashokbhai Mehta (DIN: 10525257)	Member	2	2
Mrs. Khushboo Manishkumar Heda (DIN: 09696263)	Member	2	2

20. Constitution of Audit Committee:

Our Company has constituted Audit Committee as per the applicable provisions of the Section 177 of the
Companies Act, 2013 read with rule 6 of the companies (Meeting of board and its power) Rules, 2014 and
Regulation 18 of SEBI Listing Regulations.

As on 31/03/2025, The Audit Committee comprised of:

Name of the Director	Status in Committee	Nature of Directorship
Mr. Jaimish Govindbhai Patel (DIN:09647742)	Chairman	Independent Director
Mr. Ronak Ashokbhai Mehta (DIN:10525257)	Member	Independent Director
Mr. Nitin Kumar Heda (DIN:00383855)	Member	Managing Director

21. Constitution of Nomination and Remuneration Committee:

Our Company has constituted Nomination and Remuneration Committee as per applicable provisions of the
Schedule V and other applicable provisions of the Companies Act, 2013 read with rule 6 of the Companies
(Meeting of Board and its power) Rules, 2014 and Regulation 19 of SEBI Listing Regulations.

As on 31/03/2025, The Nomination and Remuneration Committee comprised of:

Name of the Director	Status in Committee	Nature of Directorship
Mr. Jaimish Govindbhai Patel (DIN:09647742)	Chairman	Independent Director
Mr. Ronak Ashokbhai Mehta (DIN: 10525257)	Member	Independent Director
Mrs. Khushboo Manishkumar Heda (DIN:09696263)	Member	Non-Executive Director

22. Constitution of Stakeholders Relationship Committee:

Our Company has constituted Stakeholders Relationship Committee as per the applicable provisions of the
Section 178(5) of the Companies Act, 2013 read with rule 6 of the companies (Meeting of board and its power)
rules, 2014 and Regulation 20 of SEBI Listing Regulations.

As on 31/03/2025, the Stakeholders Relationship Committee comprised of:

Name of the Director	Status in Committee	Nature of Directorship
Mr. Jaimish Govindbhai Patel (DIN:09647742)	Chairman	Independent Director
Mr. Nitin Kumar Heda (DIN:00383855)	Member	Managing Director
Mr. Prahladrai Ramdayal Heda (DIN:09696242)	Member	Whole time Director

23. Industrial Relations

The Company has adequate skilled & trained
workforce for its various areas of operations and
the skills up gradation of which is being done
on continuous basis for improving the plant
operations and quality process. The Company has
taken sufficient measures to maintain Industrial
Health and Safety at its workplace for employees
as laid in the Gujarat State Factories Rules, 1963.
The Company is also complying and maintaining all
applicable Industrial and Labour laws/ rules.

24. Policy Relating to Directors Appointment and
Remuneration

The Company has made disclosure Policy for
appointment and remuneration of directors and
other matters referred to in Section 178(3) of the
Act with rule 6 of the Companies Meeting of Board
and its power), Rules, 2014 and the details of the
same as provided in company''s web site https://
www.sunliteindustries.com/investors/company-
policies/

25. Director Remuneration

During the year the Company has paid remuneration
and Sitting fees to its Directors as more particularly
described in notes to accounts of Audited Financial
Statement.

26. Directors Responsibility Statement

To the best of the knowledge and belief of the
Directors of the Company and according to the
information and explanations obtained by them,
your Directors make the following statement
in terms of Section 134(3)(c) and 134(5) of the
Companies Act, 2013.

(a) In the preparation of the annual accounts for
the year ended 31/03/2025, the applicable
accounting standards read with requirements
set out under Schedule III to the Act, have been
followed and there are no material departures
from the same.

(b) The Directors'' have selected such accounting
policies, applied them consistently and made
judgments and estimates that were reasonable
and prudent so as to give a true and fair view
of the state of affairs of the Company as at

31/03/2025 and of the profit of the Company for
the year ended on that date.

(c) The Directors have taken proper and sufficient
care for the maintenance of adequate
accounting records in accordance with the
provisions of the Companies Act, 2013 for
safeguarding the assets of the Company and
for preventing and detecting fraud and other
irregularities.

(d) The Directors have prepared the annual
accounts on a going concern basis.

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

27. Related Party Transactions

All related party transactions that were entered into
during the financial year were on an arm''s length
basis and were in the ordinary course of business.
There are no materially significant related party
transactions made by the company with related
parties which may have potential conflict with
the interest of the company at large. However, as
part of good corporate governance, the Company
has taken prior omnibus approval of the Board
is obtained on annual basis for the transactions
which are of a foreseen and repetitive nature.
Your Directors draw your attention to notes to
the financial statements for detailed related party
transactions entered during the year.

Since all the related party transactions were entered
by the Company in ordinary course of business and
were in arm''s length basis, FORM AOC- 2 is not
applicable to the Company.

28. Statutory Auditor

The Company has appointed M/s. Gopal Shah &
Co (FRN: 103301W), Chartered Accountants as the
Statutory Auditor of the Company due to Casual
Vacancy of M/s Abhishekkumar & Associates,
Chartered Accountants (FRN-130052W), Statutory
Auditor of the Company via Postal Ballot dated
26/01/2025 for Financial Year 2024-25

Further the Company have received the consent
of M/s. Gopal Shah & Co, Chartered Accountants,
having Firm Registration No.: 103301W, for their
appointment as the Statutory Auditor of the
Company for a term of 5 (Five) year to hold office
from the conclusion of this Annual General Meeting
(AGM) of the Company till the conclusion of the 8th
AGM of the Company to be held for the financial
year 2029-30.

Accordingly, resolution for appointment of M/s.
Gopal Shah & Co, Chartered Accountants as
statutory auditor of the Company is placed for your
approval.

29. Review of Auditors Report

The Statutory Auditors of the Company have given
their Audit Report on the standalone financial
statements of the Company for the financial year
ended 31/03/2025. All the items on which the
Auditors'' have commented in their report are self¬
explanatory and suitably explained in the Notes
to the Accounts. The Auditors Report contain
qualification/remark, and details of the same along
with Management reply are as under:

Statutory Auditor''s Remark

Management Comments

We draw attention to Note 39 to the accompanying Statement, describing the Search operations carried out by the Income tax authorities at premises of the Company in February 2025. Pending completion of the search proceedings, the consequent impact on the financial statements for the year ended 31 March 2025 if any, is currently not ascertainable. Our opinion is not modified in respect of this matter

With reference to the auditor''s observation drawing attention to Note 39 of the financial statements regarding the search operations conducted by the Income Tax authorities at the premises of the Company in February 2025, the Board of Directors states as under: The Company has fully cooperated with the authorities during the said proceedings and continues to extend all assistance as may be required. Since the assessment and related proceedings arising out of the search are still in progress, the impact, if any, on the financial statements for the year ended 31/03/2025 cannot presently be determined. The Board assures the stakeholders that the Company shall take appropriate steps, as may be advised, upon completion of the said proceedings and will comply with all legal and regulatory requirements in this regard.

30. Secretarial Audit and Auditors Report

As required under section 204 (1) of the Companies Act, 2013 the Company has obtained a secretarial audit
report.

Pursuant to provisions of section 204 of the Companies Act, 2013 and The Companies (Appointment and
Remuneration of Managerial Personnel) Rules, 2014 the company has appointed Murtuza Mandorwala &
Associates, Practicing Company Secretary (Membership No. F10745 and C.P. No.:14284) to undertake the
Secretarial Audit of the Company for the financial year 2024-25. The Secretarial Audit report for the financial
year ended 31/03/2025 is annexed herewith as "Annexure III" to this report. The Secretarial Audit Report contain
qualification/remark, and details of the same along with Management reply are as under:

Secretarial Auditor''s Remark	Management Comments
During the year under review company has failed to comply with Reg. 3(5) and/or Reg. 3(6) of SEBI (Prohibition of Insider Trading) Regulations, 2015 i.e Some of Event in SDD software was not captured in due course of time and were recorded retrospectively to ensure accurate and complete documentation.	The Company acknowledges that during the year under review, there was an inadvertent delay in capturing certain events in the Structured Digital Database (SDD) as required under Regulation 3(5) and/or Regulation 3(6) of the SEBI (Prohibition of Insider Trading) Regulations, 2015. These events, though recorded retrospectively, were duly updated to ensure completeness and accuracy of documentation. The lapse was unintentional and did not result in any misuse of unpublished price-sensitive information. The Company has since strengthened its internal compliance framework, including enhanced monitoring and periodic reviews, to ensure that all relevant events are timely recorded in the SDD on an ongoing basis. Management remains committed to achieving highest standards of regulatory compliance and corporate governance.
During the Year under review CC Limit availed from Axis Bank wide Chare ID 100828911 was satisfied on 18th April, 2024, but charge satisfaction form (CHG-4) has not been filed	During the year under review, the Company''s Cash Credit limit availed from Axis Bank vide Charge ID 100828911 was satisfied on April 18, 2024. However, the required charge satisfaction e-Form CHG-4 could not be filed with the Registrar of Companies within the stipulated time due to procedural oversight. The Company has taken necessary steps to regularize the filing and is in the process of completing compliance at the earliest.

Secretarial Auditor''s Remark	Management Comments
During the Year under review company has not complied with Regulation 6 (1A) Securities And Exchange Board Of India (Listing Obligations And Disclosure Requirements) Regulations, 2015 i.e Mrs. Nikita Sharma Company Secretary of the Company resigned w.e.f. 24/09/2024 and new CS Mrs. Priyanka Ayush Murarka was appointed as Company Secretary w.e.f 01st January, 2025	During the year under review, Mrs. Nikita Sharma resigned from the position of Company Secretary with effect from 24/09/2024. Consequently, there was a temporary vacancy in the office of the Company Secretary and Compliance Officer. A new Company Secretary, Mrs. Priyanka Ayush Murarka, was appointed with effect from 01/01/2025. The time gap between the resignation of the previous Company Secretary and the appointment of the new Company Secretary led to non-compliance with Regulation 6(1A) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015. The delay was purely due to practical challenges in identifying and finalizing a suitable replacement. The Company has since regularized the position, and necessary steps have been put in place to ensure that such vacancies are filled within the prescribed timelines in future, thereby securing continuous compliance with applicable provisions.
The Company has failed to comply with the disclosure requirements under Regulation 30 of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015, pertaining to timely disclosure of actions initiated or orders passed by regulatory, statutory, enforcement, or judicial authorities against the listed entity or its key managerial personnel.	The Company acknowledges that during the year under review there was an inadvertent delay in making disclosure(s) under Regulation 30 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, pertaining to timely disclosure of actions initiated or orders passed by regulatory, statutory, enforcement, or judicial authorities against the Company and/or its Key Managerial Personnel. Further the Company has updated the same in Quarterly Integrated Filling of Governance for the year ended 31/03/2025. The lapse was unintentional and occurred due to oversight in evaluating the materiality and timeliness parameters under the regulation. The Company has since put corrective measures in place, including strengthening of compliance monitoring, periodic internal reviews, and sensitization of concerned officials to ensure that all such information is identified and disclosed to the Stock Exchange(s) promptly, in strict adherence with the prescribed timelines under Regulation 30.

Further A certificate has been issued by Murtuza
Mandorwala & Associates., Company Secretaries in
practice, confirming that none of the Directors of
the Company have been debarred or disqualified
from being appointed or continuing as director by
the Securities and Exchange Board of India, Ministry
of Corporate Affairs or any such statutory authority.
The certificate is annexed as "Annexure - IV" to this
Report.

11. Internal Auditor:

In terms of Section 138 of the Companies Act, 2013
and Rules made there under, M/s Shah Jigar & Co.

(Chartered Accountants) (FRN: 139874W), have been
appointed as an Internal Auditors of the Company
for Financial Year 2024-25.

During the year, the Company continued to
implement their suggestions and recommendations
to improve the control environment. Their scope
of works includes, Review of the accuracy and
reliability of the Corporation accounting records
and financial reports, review of operational
efficiency, effectiveness of systems and processes,
and assessing the internal control strengths,
opportunities for cost saving and recommending
company for improving cost efficiencies.

As on 31/03/2025 the CSR Committee comprised of:

Name of the Director	Status in Committee	Nature of Directorship
Mr. Nitin Kumar Heda (DIN:00383855)	Chairman	Managing Director
Mr. Prahladrai Ramdayal Heda (DIN: 09696242)	Member	Whole-time director
Mr. Jaimish Govindbhai Patel (DIN: 09647742)	Member	Independent Director

During the Financial Year 2024-25, no complaints were received. The summary of cases is given below:

Particulars	Status
(a) Number of complaints of sexual harassment received during the year	Nil
(b) Number of complaints disposed of during the year	Nil
(c) Number of cases pending for more than ninety days	Nil

32. Cost Auditor

As per provision of section 148(3) of Companies Act,
2013 and rule 6(2) of Companies (Cost records and
audit) Rules, 2014, the company has appointed M/s P
P Amipara & CO. (FRN: 002498), Cost Accountant(s),
as cost auditor to audit the cost records of the
company for the financial year 2025-26.

In terms of Section 148 of the Companies Act, 2013
read with the Companies (Audit and Auditors)
Rules, 2014, the remuneration payable to the Cost
Auditor has to be approved by the Members of the
Company. The resolutions seeking approval of the
remuneration of the Cost Auditor for the financial
year 2025-26 forms part of the Notice.

33. Annual Return

Pursuant to the requirement under section 134(3)
(a) and 92(3) of the Companies Act, 2013 (''the
Act''), it is hereby reported that the Company is
maintaining website https://www.sunliteindustries.
com and the copy of form MGT-7 Annual Return for
year ended 31/03/2025 is also placed on it.

34. Business Risk Management

The Risk Management process that is followed to
identify, assess and prioritize risks that need to
be minimized, monitored and mitigated is quite
elaborate. These measures help in reducing and

36. Corporate Governance:

Your company provides utmost importance at
best Governance Practices and are designated to
act in the best interest of its stakeholders. Better
governance practice enables the company to
introduce more effective internal controls suitable
to the changing nature of business operations,
improve performance and also provide an
opportunity to increase stakeholders understanding
of the key activities and policies of the organization.

Further Pursuant to Regulation 27(2) of
SEBI (Listing Obligations and Disclosure
Requirements),Regulations, 2015, read with

controlling the impact of adverse events and
maximize the realization of opportunities.

35. Corporate Social Responsibility

In compliance with the provisions of section
135 of Companies Act, 2013 and the Companies
(Corporate Social Responsibility Policy) Rules,
2014, the Company has adopted Corporate Social
Responsibility Policy. In order to implementing
CSR Policy, the Company has constituted CSR
Committee. The brief outline of the Corporate
Social Responsibility (CSR) Policy of the Company,
Constitution Committee, the initiatives undertaken
by the Company on CSR activities during the year
and other disclosures are set out in "Annexure-V"
of this report in the format prescribed in the
Companies (Corporate Social Responsibility Policy)
Rules, 2014.

The company through its CSR initiative towards
supporting projects in the areas of education,
healthcare, rural development, women
empowerment and various other social matters
continues to enhance value creation in the society
and in the community in which it operates, through
its services, conduct & initiatives, so as to promote
sustained growth for the society and community,
in fulfillment of its role as Socially Responsible
Corporate.

Regulation 15 of SEBI (Listing Obligations and
Disclosure Requirements), Regulations, 2015
regulation of corporate governance are not
applicable to company Hence, 3rd Annual Report
does not contain the Corporate Governance Report.
Further, as and when the company falls under the
applicability to provide Corporate Governance
Report.

37. Management Discussion & Analysis Report:

Management''s Discussion and Analysis Report for
the year under review, is presented in a separate
section forming part of the Annual Report and is
annexed herewith as "Annexure VI"

38. Code of Conduct

The Board of Directors has a Code of Conduct which
is applicable to the Members of the Board and all
employees in the course of day to day business
operations of the company. The Code has been
posted on the Company''s website at https://www.
sunliteindustries.com

The Code lays down the standard procedure of
business conduct which is expected to be followed
by the Directors and the designated employees in
their business and in particular on matters relating
to integrity in the work place, in business practices
and in dealing with stakeholders.

The Code gives guidance through examples on the
expected behavior from an employee in a given
situation and the reporting structure. All the Board
Members and the Senior Management Personnel
have confirmed compliance with the Code. All
Management Staff were given appropriate training
in this regard.

39. Reporting of frauds by auditors

During the year under review, the statutory auditor
has not reported to the board, under Section 143
(12) of the Companies Act, 2013, any instances of

42. Disclosure under the Maternity Benefit Act 1961:

Pursuant to the provisions of Rule 8(5)(xiii) of the
Companies (Accounts) Rules, 2014, the Board of
Directors hereby states that the Company has
duly complied with all applicable provisions of
the Maternity Benefit Act, 1961, including but
not limited to grant of maternity leave, nursing
breaks, protection from dismissal during maternity
leave, and provision of creche facilities wherever
applicable. The Company remains committed to
providing a safe, supportive, and inclusive work
environment for all women employee

43. Appointment of RTA:

M/s Cameo Corporate Services Limited is a Registrar
and Share Transfer Agent of the company in order
to Compliance with the provision of Companies Act,
2013.

All the equity shareholders of the Company have

fraud committed against the Company by its officers
or employees, the details of which would need to be
mentioned in the Board''s report.

40. Vigil Mechanism/Whistle Blower Policy

The Company has established a Vigil Mechanism
for the Directors and Employees of the Company
by adopting the Whistle Blower Policy to report
about the genuine concerns, unethical behavior,
fraud or violation of Company''s Code of Conduct.
The Company has in place a confidential reporting
mechanism for any whistle blower to report a
matter.

41. Disclosure under the Sexual Harassment of
Women at Workplace (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
and rules made thereunder. An Internal Complaints
Committee ("ICC") is in place at all work locations
of the Company to address complaints received
regarding sexual harassment.

Demat their Equity Shares as on 31/03/2025 and
none of shareholders holding shares in physical
form.

44. Material Orders

In pursuance to Rule 8(5)(vii) of the Companies
(Accounts) Rules, 2014, no significant or material
orders were passed by the regulators or courts or
tribunals impacting the going concern status and
Company''s operations in future.

45. Listing with Stock Exchange

The Company confirms that it has not defaulted in
paying the Annual Listing Fees for the financial year
2024-25 to the National Stock Exchange Limited
where the shares of the Company are listed.

46. Prevention of Insider Trading

The Code requires pre-clearance for dealing in
the Company''s shares and prohibits the purchase

or sale of Company shares by the Directors and
the designated employees while in possession of
unpublished price sensitive information in relation
to the Company and during the period when
the Trading Window is closed. The Company has
adopted a Code of Conduct for Prevention of Insider
Trading with a view to regulate trading in securities
by the Directors and designated employees
of the Company. The Board is responsible for
implementation of the Code. All Board Directors
and the designated employees have confirmed
compliance with the Code.

47. Status of Cases Filed Under Insolvency and
Bankruptcy Code, 2016

No such process initiated during the period under
review under the Insolvency and Bankruptcy Code,
2016 (IBC)

48. Compliances of Applicable Secretarial Standards

The Board of Directors affirms that the company has
complied with the applicable Secretarial Standards
issued by the Institute of Companies Secretaries of
India SS-1 and SS-2 respectively relating to Meetings
of the Board, its Committees and the General
Meetings.

49. The details of difference between 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.

Not Applicable

50. Transfer to Investor Education & Protection
Fund

In accordance with the applicable provisions of
Companies Act, 2013 (hereinafter referred to
as "the Act") read with Investor Education and
Protection Fund (Accounting, Audit, Transfer and
Refund) Rules, 2016 (hereinafter referred to as the
"IEPF Rules"), all unclaimed dividends are required
to be transferred by the Company to the IEPF, after

completion of seven (7) years. Further, according
to IEPF Rules, the shares on which dividend has
not been claimed by the shareholders for seven (7)
consecutive years or more shall be transferred to
the demat account of the IEPF Authority, but there
is no such unpaid dividend of last seven years, so
this clause is not applicable to the company.

51. Shareholders'' Dispute Resolution Mechanism :

The SEBI vide circular 31/07/2023 and subsequent
circular dated 20/12/2023, read with Master Circular
dated 11/08/2023, has specified that a shareholder
shall first take up his/her/their grievance with the
listed entity/RTA by lodging a complaint directly with
the concerned listed entity/RTA and if the grievance
is not redressed satisfactorily, the shareholder
may, in accordance with the SCORES guidelines,
escalate the same through the SCORES Portal in
accordance with the process laid out therein. Only
after exhausting all available options for resolution
of the grievance, if the shareholder is not satisfied
with the outcome, he/she/ they can initiate dispute
resolution through the Online Dispute Resolution
("ODR") Portal. Shareholders are requested to take
note of the same.

52. Acknowledgement and appreciation

The Directors take this opportunity to express their
deep sense of gratitude to the Banks, Central and
State Governments and their Departments and the
Local Authorities for their continued guidance and
support. Your Directors would also like to record its
appreciation for the support and cooperation your
Company has been receiving from its suppliers,
dealers, business partners and others associated
with the Company. Your Directors place on record
their sincere appreciation to the employees at
all levels for their hard work, dedication and
commitment. And to you, our shareholders, we are
deeply grateful for the confidence and faith that
you have always reposed in us.

For & on behalf of the Board of Directors
SUNLITE RECYCLING INDUSTRIES LTD
[Formerly known as Sunlite Alucop Private Limited]

Nil-in Kumar ^{Digitally signed by}

INIUn ^Kumar Nitin Kumar Heda
Heda Date: 2025.09.02

^Heda 18:10:14 05''30''

Prahladrai Ramdayal Heda Nitin Kumar Heda

DIN : 09696242 Managing Director

Whole-time director & Chairman DIN:- 0383855

Place: Kheda
Date: 02/09/2025