The Board of Directors ('Board') have pleasure in presenting the Company's Thirty-Sixth (36^th) Annual Report on
the business and operations of the Company together with the Standalone and Consolidated Audited Financial
Statements for the Financial Year ended March 31, 2025.

1. FINANCIAL SUMMARY/ HIGHLIGHTS:

The Company's financial performance for the Financial Year ended March 31, 2025 is summarised below:

2. NATURE OF BUSINESS:

Kisan Mouldings Limited (KML) has built a plethora of products in the plastic piping and irrigation industry
and is positioned to gain traction in the market thereby bringing in with it stronger sales, higher growth,
improved customer services and higher profitability. The products address the needs of various customers
spanning from architects, builder, farmers and individuals.

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

3. INDIAN ACCOUNTING STANDARDS:

Pursuant to the notification issued by the Ministry
of Corporate Affairs dated February 16, 2015,
notifying the Companies (Indian Accounting
Standards) Rules, 2015, the Company has adopted
Indian Accounting Standards (Ind-AS) with effect
from April 1, 2017.

4. FINANCIAL PERFORMANCE:

On Standalone and consolidated basis, the
revenue from operations for Financial Year
2024-25 stood at ' 27,335.35 lakhs as compared
to ' 26,800.50 in the previous year 2023-24. There
was a Total Comprehensive Income of ' 8574.90
Lakhs in FY 2023-24, primarily on account of
Exceptional Items, major being de-recognition
of financial liabilities on account of One Time
Settlement with lenders in FY 2024-2025. The
Company earned Net Profit after Tax of ' 346.62
Lakhs in the Current Financial year 2024-25 as
compared to ' 5,822.73 Lakhs in the previous
year FY 2023-2024 (which included substantial
amount on account of exceptional item stated
above).

In order to increase further sales in the near
future, the Company is planning to adopt various
strategies and programmes which will boost
the demand for the Company's products. The
Company is of the view to focus on magnifying
innovations in the marketplace through brilliant
execution and on building markets of the future or
what we call as 'market development' and thereby
enhancing stakeholders value.

5. TRANSFER TO RESERVES:

During the year under review, the Company has
not transferred any amount to any Reserves out
of current year profits.

6. NUMBER OF MEETINGS OF THE BOARD:

During the year 2024-2025 the Board of Directors
of the Company met “Four (4)” times during the
year under review in respect of which proper
notices were given and the proceedings were
properly recorded, signed and maintained in
the minute's book kept by the Company for the
purpose. The intervening period between the
Board Meetings were well within the maximum
time between the two meetings prescribed under
Section 173 of the Companies Act, 2013, 4 (Four)
board meetings were convened and held on
May 15, 2024, July 25, 2024, October 23, 2024 and

January 22, 2025. The details of the meetings of
the Board of Directors of the Company held and
attended by the Directors during the financial
year 2024-2025 are given in the Corporate
Governance Report. The intervening gap between
two consecutive meetings was within the period
prescribed under the Companies Act, 2013
Secretarial Standards on Board Meetings and
SEBI LODR as amended from time to time.

7. NUMBER OF MEETINGS OF THE AUDIT
COMMITTEE:

During the year 2024-2025 Four (4) meetings of
the Audit Committee were convened and held on
May 15, 2024, July 25, 2024, October 23, 2024 and
January 22, 2025. The details of Audit Committee
Meetings and the attendance of members are
provided in the Corporate Governance Report,
which is part of this report. All recommendations
of the Audit Committee have been accepted by
the Board.

As at March 31, 2025, the audit committee
was comprised with 4 (Four) members with
Mrs. Asha Agarwal being the Chairman, Mr. Rishav
Aggarwal, Mr. Abhilash Lal and Mr. Sunil Agarwal
as its members.

8. COMMITTEES OF THE BOARD OF DIRECTORS
OF THE COMPANY:

1. Nomination Remuneration Committee

During the year 2024-2025 Two (2) Nomination
remuneration Committee were convened and
held on July 24, 2025 and January 22, 2025.
The details of Audit Committee Meetings and
the attendance of members are provided in
the Corporate Governance Report, which is
part of this report.

As at March 31, 2025, the Nomination
Remuneration Committee was comprised
with 3 (Three) members with Mr. Abhilash Lal
being the Chairman, Mr. Arun Agarwal, and
Mr. Hosdurg Sundar Upendra Kamath as its
members.

2. Stakeholder Relationship Committee

During the under review One (1) Stakeholder
Relationship Committee Meeting were
convened and held on January 22, 2025.

As at March 31, 2025, the Stakeholder
Relationship Committee was comprised with
Three (3) members with Mrs. Asha Agarwal
being the Chairman, Mr. Rishav Aggarwal, and
Mr. Ajay Kumar Jain as its members.

Our company falls within the top 2000
listed entities; therefore, as per SEBI LODR
Regulations, the constitution of a Risk
Management Committee is not mandatory
for us, since the requirement applies only to
the top 1000 listed entities. However, we have
voluntarily constituted the Risk Management
Committee in the interest of strengthening
our governance framework and proactively
managing risks w.e.f January 22, 2025.

During the under review there were no Risk
Management Committee Meetings were held.

As at March 31, 2025, the Risk Management
Committee was comprised with Three (3)
members with Mr. Sanjeev Aggarwal being
the Chairman, Mr. Rishav Aggarwal, and
Mr. Arun Agarwal as its members.

9. MEETINGS OF THE MEMBERS:

The Last i.e. the 35^th Annual General Meeting of
the Company for the financial year 2023-2024
was held on 23^rd September, 2024 through
VC/OAVM.

10. PARTICULARS OF THE EXTRA-ORDINARY
GENERAL MEETING OF THE COMPANY HELD
DURING THE YEAR:

There was no Extra Ordinary General Meeting held
during the year under consideration.

11. MANAGEMENT DISCUSSIONS AND ANALYSIS
REPORT:

The Management Discussion and Analysis for the
year under review as stipulated under Regulation
34(2) of the Securities and Exchange Board
of India (Listing Obligations and Disclosure
Requirements) Regulations, 2015 (the Listing
Regulations), is presented in a separate section
forming part of this Annual Report.

12. DIVIDEND:

With a view to conserve the resources, your
directors do not recommend any dividend during
the financial year ended March 31, 2025 under
review.

13. SHARE CAPITAL:

During the financial year 2024-2025 the Company
had not issued/allotted any shares, thus there
was no increase or decrease in the paid up and
subscribed share capital of the Company.

Thus the paid-up equity share capital of
the Company as at March 31, 2025 stood at
' 1,19,46,30,650/- (One Hundred Nineteen Crores
Forty Six Lakhs Thirty Thousand Six Hundred Fifty
only) comprising of 11,94,63,065 Equity Shares
of ' 10/- each. The Authorised Share Capital
of the Company as at March 31, 2025 stood at
' 1,25,00,00,000/- (One Hundred Twenty Five
Crores only) comprising of 12,50,00,000 Equity
Shares of ' 10/- each.

Holding Company:

14. CONSOLIDATED FINANCIAL STATEMENTS:

The Consolidated Financial Statements of the
Company are prepared in accordance with the
relevant Indian Accounting Standards issued by
the Institute of Chartered Accountants of India
and forms as an integral part of this Report.

15. DEPOSITS:

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

16. MATERIAL CHANGES AND COMMITMENTS
AFFECTING THE FINANCIAL POSITION
BETWEEN THE END OF FINANCIAL YEAR AND
DATE OF REPORT AND CHANGE IN NATURE OF
BUSINESS OF THE COMPANY:

There are no other material changes and
commitments affecting the financial position of
the Company between the end of the financial
year and date of this report. There has been no
change in the nature of business of the Company.

17. DETAILS IN RESPECT OF FRAUD REPORTED BY
AUDITORS:

Pursuant to provisions of Section 143(12) of
the Companies Act, 2013 there were no frauds
reported by the Auditors of the Company during

the year under review, to the Audit Committee or
the Board of Directors, as such there is nothing to
report under Section 134(3)(ca) of the Companies
Act, 2013.

18. DIRECTOR’S RESPONSIBILITY STATEMENT:

Pursuant to section 134(5) of the Companies Act,
2013, the Board of Directors make the following
statements to the best of their knowledge and
ability:

a. That in the preparation of the annual financial
statements, the applicable accounting
standards have been followed along with
proper explanation and that no material
departures have been made from the same;

b. That such accounting policies as mentioned in
Notes to the Financial Statements have been
selected and applied 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
as at March 31, 2025 and of the profits of the
Company for the year ended on that date;

c. That 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. That the annual financial statements have
been prepared on a going concern basis;

e. That the directors had laid down proper
internal financial controls to be followed by the
Company and such internal financial controls
are adequate and operating effectively; and

f. That 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.

19. BOARD OF DIRECTORS & KEY MANAGERIAL
PERSONNEL:

Pursuant to the provisions of Section 149 of the
Companies Act, 2013 and Regulation 17 of the SEBI
(Listing Obligations and Disclosure Requirements
Regulations, 2015) the Board of Directors of
the Company is duly constituted with optimum
composition of the executive and non-executive
directors including independent woman director.
The complete list of Directors of the Company
has been provided as part of the Corporate
Governance Report.

Appointments and cessations of Directors & Key
Managerial Personnel during the year are as under:

Pursuant to requirements of the Section 203 of
the Companies Act, 2013, Mr. Sanjeev Aggarwal
(DIN: 00064076), Chairman & Managing Director,
Mr. Rishav Aggarwal (DIN: 05155607), Whole¬
time Director, Mr. Suresh Purohit, Chief Financial
Officer and Ms. Falak Mody, Company Secretary
of the Company are the Key Managerial Personnel
of the Company as on the date of this report.

During the under review Mr. Vijay Joshi, Company
Secretary & Compliance Officer of the Company
resigned w.e.f. 25^th July, 2025 and Ms. Falak
Mody was appointed as Company Secretary
& Compliance Officer of the Company w.e.f.
August 04, 2025.

Brief profile of the Directors proposed to be
appointed/re-appointed as required under
Regulation 36(3) of the SEBI (Listing Obligations
and Disclosure Requirements) Regulations, 2015
and Secretarial Standard - II on General meetings
(SS-2) issued by the Institute of Company
Secretaries of India (ICSI), are provided in the
Notice of 36^th AGM of the Company.

Retire by Rotation

In accordance with the provisions of Section 152(6)
(e) of the Companies Act, 2013 and in terms of
Articles of Association of the Company, Mr. Rishav
Aggarwal (DIN: 05155607), Whole Time Director
of the Company and being longest in the office is
liable to retire by rotation at ensuing 36^th Annual
General Meeting of the Company and being
eligible, have offered himself for re-appointment.

Independent Directors

As per the provisions of the Act, the Independent
Directors are not liable to retire by rotation.

Pursuant to Section 149(7) of the Act, the
Company has received declarations from all
Independent Directors confirming that they
meet the criteria of independence as specified in
Section 149(6) of the Act, as amended, read with
Rules framed thereunder and Regulation 16(1)(b)
of the Listing Regulations. In terms of Regulation
25(8) of the Listing Regulations, the Independent
Directors have confirmed that they are not aware
of any circumstance or situation which exists or
may be reasonably anticipated that could impair
or impact their ability to discharge their duties
with an objective independent judgement and
without any external influence and that they are
independent of the Management.

The Board of Directors of the Company have
taken on record the declaration and confirmation
submitted by the Independent Directors after
undertaking due assessment of the veracity of
the same. The Board is of the opinion that the
Independent Directors possess the requisite
qualifications, experience, expertise and they hold
high standards of integrity.

The Independent Directors have complied with
the Code for Independent Directors prescribed in
Schedule IV to the Act and have also confirmed
that their registration with the databank of
Independent Directors maintained by the Indian
Institute of Corporate Affairs is in compliance with
the requirements of the Companies (Appointment
and Qualifications of Directors) Rules, 2014.

Further all those Independent Directors who
are required to undertake the online proficiency
self - assessment test as contemplated under
Section 150 (1) of the Companies Act, 2013 and
applicable rules thereunder have passed such test.

20. DECLARATION BY INDEPENDENT DIRECTORS:

All Independent Directors of the Company have
submitted a declaration under Section 149(7)
of the Companies Act, 2013 and confirmed
that they meet the criteria of independence as
mentioned under the provisions of sub-section
(6) of Section 149 of the Companies Act, 2013
and Regulation 16 of SEBI (Listing Obligations
and Disclosure Requirements) Regulations, 2015
along with declaration received pursuant to
sub rule (3) of Rule 6 of the Companies
(Appointment and Qualification of Directors)
Rules, 2014, as amended from time to time. The
Independent Directors have also confirmed that
they have complied with Schedule IV of the
Companies Act, 2013 and the Company's Code of
Conduct.

21. STATEMENT OF BOARD OF DIRECTORS:

The Board of Directors of the Company are of the
opinion that all the Independent Directors of the
Company possesses highest standard of integrity,
relevant expertise and experience required to best
serve the interest of the Company.

22. NOMINATION AND REMUNERATION POLICY:

Pursuant to the provisions of Section 178 of the
Companies Act, 2013 and Regulation 19 of SEBI
(Listing Obligations & Disclosure Requirements)
Regulations, 2015 and on the recommendation
of the Nomination & Remuneration Committee,
the Board had adopted the Nomination

& Remuneration Policy for selection and
appointment of Directors, Senior Management
including Key Managerial Personnel (KMP) and
their remuneration. The details of Remuneration
Policy are stated in the Corporate Governance
Report. The details of this policy have been posted
on the website of the Company viz. http://www.
kisangroup.com/investorrelations/code-policies.
php

23. PERFORMANCE EVALUATION OF THE BOARD,
ITS COMMITTEES, DIRECTORS AND CHAIRMAN
BOARD EVALUATION:

Pursuant to the provisions of the Companies
Act, 2013, and the SEBI (Listing Obligations and
Disclosure Requirements) Regulations, 2015, the
Board has carried out an annual evaluation of its
own performance and that of its Committees as
well as performance of the Directors individually.
Feedback was sought by way of a structured
questionnaire covering various aspects of the
Board's functioning such as adequacy of the
composition of the Board and its Committees,
Board culture, execution and performance of
specific duties, obligations and governance and
the evaluation was carried out based on responses
received from the Director.

In line with the corporate governance guidelines
of your company, annual performance evaluation
was conducted for all the Board Members,
for Individual Director including Independent
Directors, its Committees and Chairman of the
Board. This evaluation was led by the Board as
a whole on the basis of the parameters provided
in the evaluation framework as approved by
the Nomination and Remuneration Committee
and the Board of Director. The Board evaluation
framework has been designed in compliance with
the requirements under the Companies Act, 2013
and the Listing Regulations, and in accordance
with the Guidance Note on Board Evaluation issued
by SEBI in January 2017. The Board evaluation was
conducted through questionnaire designed with
qualitative parameters and feedback based on
ratings.

Evaluation of the Board was based on criteria's
such as composition, skills/expertise, basis
of appointment, frequency of the meetings,
work atmosphere, reviewing the performance
of the company and role of the Board, Board
communication and relationships, functioning of
Board Committees, adequacy and timeliness of
the Agenda and Minutes circulated, frequency
of meetings, effective interactions and

decisions, effective participation in the decision
making, awareness of roles, responsibilities
comprehensiveness of the discussions and
constructive functioning of the Committees,
review of performance of Executive Directors,
Grievance redressal mechanism, monitoring
governance and compliance issues.

In view of the above the Company conducted a
formal Board Effectiveness Review as a part of
its efforts to evaluate, identify improvements and
thus enhance the effectiveness of the Board of
Directors, its Committees and individual director.

In a separate meeting of Independent Directors
held on January 22, 2025 performance of non¬
independent directors, performance of the board
as a whole and performance of the chairperson of
the Company was evaluated, and the evaluation
report was placed at the Board Meeting held on
January 22, 2025.

Pursuant to Regulation 25 of the SEBI (Listing
Obligations and Disclosure Requirement)
Regulations, 2015 and Schedule IV of the
Companies Act, 2013 (including any statutory
modification(s) or re-enactment thereof, for the
time being in force), the Independent Directors
reviewed the performance of Non-Independent
Directors and the Board as a whole; Chairperson
of the Company and assessed the quality, quantity
and timeliness of flow of information between the
Company management and the Board at their
separate meeting held on January 22, 2025. The
Independent Directors found their performance
satisfactory.

24. POLICY ON DIRECTORS’ APPOINTMENT AND
REMUNERATION AND OTHER DETAILS:

Pursuant to provision of Section 178(3) of the
Companies Act, 2013, the policy for appointment
and selection of director and their remuneration
including criteria for determining qualification,
positive attributes, independence of director
and other matters are adopted by the Board of
Directors of the Company.

25. AUDITORS:

a) Statutory Auditors:

The Office of the Statutory Auditors of the
Company is held by M/s. Sen & Ray, Chartered
Accountants (FRN: 030347E).

The Report given by M/s. Sen & Ray on the
financial statements of the Company for the
financial year ended March 31, 2025 is part
of the Integrated Annual Report. There are

no qualifications, reservations or adverse
remarks or disclaimers made by M/s. Sen &
Ray, Statutory Auditors, in their report.

The Notes on Financial Statements referred to
in the Auditors' Report are self-explanatory and
there are no audit qualifications/ observations
in the Auditor's Report on Standalone and
Consolidated Financial Statements of the
Company for the Financial Year ended
March 31, 2025.

b) Cost Auditors:

In terms of Section 148 of the Companies
Act, 2013 read with Rule 8 of the Companies
(Accounts) Rules, 2014, it is stated that the
cost accounts and records are made and
maintained by the Company as specified by
the Central Government under sub-section
(1) of Section 148 of the Companies Act,

2013. Pursuant to the provisions of Section
148 of the Companies Act, 2013 read with the
Companies (Cost Records and Audit) Rules,

2014, your Company is required to appoint
Cost Auditor for the audit of cost records of
the Company.

A Certificate from M/s. Bhanwarlal Gurjar &
Co., Cost Accountants has been received to
the effect that their appointment as Cost
Auditor of the Company, if made, would be
in accordance with the limits specified under
Section 141 of the Act and Rules framed
thereunder.

The Board, on recommendation of Audit
Committee, has approved the re-appointment
and remuneration of M/s. Bhanwarlal Gurjar &
Co., Cost Accountants (FRN: 101540) as the
Cost Auditor to audit cost accounting records
of the Company for the Financial Year 2025¬
2026, at their meeting held on May 6, 2025.

In accordance with the provisions of Section
148 of the Companies Act, 2013 read with
the Companies (Audit and Auditors) Rules,
2014, since the remuneration payable to the
Cost Auditors is required to be ratified by
the shareholders; the Board recommends
the same for approval of shareholders at the
ensuing AGM.

In the Cost Audit Report of the Company
for the Financial Year 2025-2026, issued by
M/s. Bhanwarlal Gurjar & Co., Cost Accountants
in Form CRA-4, there is no audit qualification,
reservation or adverse remark.

c) Secretarial Auditors:

Pursuant to the provisions of Section 204 of
the Companies Act, 2013 and the Companies
(Appointment and Remuneration of
Managerial Personnel) Rules, 2014, Company
had appointed, Company Secretaries in
practice to conduct Secretarial Audit for the
Financial Year 2024-2025.

The Office of the Secretarial Auditors of
the Company is held by M/s. Nidhi Bajaj &
Associates, Company Secretaries in practice,
(ACS - 28907, COP - 14596, Peer Review -
2458/2022) to conduct Secretarial Audit of
the Company.

The report on secretarial audit for the
Financial Year 2024-2025 issued by M/s. Nidhi
Bajaj & Associates, Company Secretaries in
Form MR-3 forms integral part of this report
as “Annexure- D”.

The observations given by Secretarial Auditor
in their report for the Financial Year ended
March 31, 2025 are self-explanatory except
the following:

d) Internal Auditors:

Pursuant to the provisions of Section 138
of the Companies Act, 2013 and rules made
thereunder (including any amendment(s),
modification(s) or re-enactment(s) thereof for
the time being in force), the Board of Directors
of the Company, on recommendation of
Audit Committee, at their meeting held on
May 06, 2025 have appointed M/s. P. Somani
& Co., Chartered Accountants (FRN:130819W)
as Internal Auditors of the Company to
conduct Internal Audit of the Company.

26. DISCLOSURE OF REMUNERATION OF
EMPLOYEES COVERED UNDER RULE 5(2)
OF THE COMPANIES (APPOINTMENT AND
REMUNERATION OF MANAGERIAL PERSONNEL)
RULES, 2014:

None of the employees of your Company, who
was employed throughout the financial year, was
in receipt of remuneration in aggregate of Rupees
One Crore and Two Lakhs or more or if employed
for the part of the financial year was in receipt
of remuneration of Rupees Eight Lakh & Fifty
Thousand or more per month.

27. AUDITORS’ REPORT:

There is no qualification, reservation or adverse
remarks or disclaimer made by the auditors in
their report.

28. FRAUD’S REPORTED BY AUDITORS OTHER
THAN THOSE WHICH ARE REPORTABLE TO THE
CENTRAL GOVERNMENT U/S 143(12):

There were no frauds reported by the auditors
under Section 143(12) of Companies Act, 2013
during their course of audit for the financial year
2024-2025.

29. INTERNAL FINANCIAL CONTROL SYSTEM AND
THEIR ADEQUACY:

The Company has in place Internal Financial
Control system, commensurate with size, scale
and complexity of its operations to ensure proper
recording of financial and operational information
& compliance of various internal controls, statutory
compliances and other regulatory compliances.
During the year under review, no material or
serious observation has been received from the
M/s. P. Somani & Co, Chartered Accountants,
Internal Auditors of the Company for inefficiency
or inadequacy of such controls.

The Statutory Auditors of the Company have
monitored & evaluated the efficiency of Internal
Financial Control System in the Company,
it is in compliance with operating system,
accounting procedures & policies at all the
locations of the Company. Based on report of
Internal Audit function, corrective actions in the
respective area are undertaken & controls are
strengthened. Significant audit observations
and recommendations along with corrective
action suggested thereon are presented to the
Audit Committee of the Board. The Company is
periodically following all the applicable Indian
Accounting Standards for properly maintaining
the books of account and reporting Financial
Statements.

30. FAMILIARISATION PROGRAMME FOR THE
INDEPENDENT DIRECTORS:

In compliance with the requirements of Regulation
25(7) of the Listing Regulations, the Company has
put in place a Familiarization Programme for the
Independent Directors to familiarize them with
the Company, their roles, rights, responsibilities
in the Company, nature of the industry in which
the Company operates, business model etc. The
details of training and familiarization Programme
have been provided under the Corporate
Governance Report.

31. PARTICULARS OF LOANS, GUARANTEES OR
INVESTMENTS BY THE COMPANY:

Details of loans, guarantees and investments under
the provisions of Section 186 of the Companies
Act, 2013 read with the Companies (Meetings of
Board and its Powers) Rules, 2014, as on March
31, 2025 are set out in Notes to the Standalone
and Consolidated Financial Statements of the
Company provided in this Annual Report.

32. VIGIL MECHANISM/ WHISTLE BLOWER POLICY:

The Company has established and adopted
Vigil Mechanism and the policy (Whistle Blower
Policy) thereof for directors and employees of
the Company in accordance with the provisions
of Companies Act, 2013 as well as Regulation
22 of SEBI (Listing Obligations and Disclosure
Requirements) Regulations, 2015. The Company's
vigil mechanism/whistleblower policy aims to
provide the appropriate platform and protection
for whistle blowers to report instances of any
actual or suspected incidents of unethical
practices, violation of applicable laws and
regulations including the integrity code, code of
conduct for prevention of insider trading, code of
fair practices and disclosure during the year under
review, no personnel of the Company approached
the Audit Committee on any issue falling under
the said policy.

This mechanism also provides for adequate
safeguards against victimization of employees
who avail of the mechanism and also provide
for direct access to the Chairman of the Audit
Committee in exceptional cases. The guidelines
are meant for all members of the organization
from the day they join and are designed to
ensure that they may raise any specific concern
on integrity, value adherence without fear of
being punished for raising that concern. The vigil
mechanism policy is available on the website of
the Company viz. http://www.kisangroup.com/
investorrelations/code-policies.php.

33. PARTICULARS OF CONTRACTS OR
ARRANGEMENTS MADE WITH RELATED
PARTIES:

All transactions entered into by the Company
with related parties were in the ordinary course
of the business and at arm's length basis and
are in accordance with the provisions of the
Companies Act, 2013, Rules made thereunder &
Regulation 23 of SEBI (Listing Obligations and
Disclosure Requirements) Regulations, 2015. The
Company has obtained prior approval of the
Audit Committee for entering into transactions
with related parties. A statement of all Related
Party Transactions are placed before the Audit
Committee and Board for its review on a quarterly
basis, specifying the nature, value and terms and
conditions of the transactions.

During the year under review, the Company has
not entered into any contracts/ arrangements/
transactions with related parties which qualify
as material in accordance with the Policy of
the Company on materiality of related party
transactions. Accordingly, the disclosure of
Related Party Transactions as required under
Section 134(3)(h) of the Companies Act, 2013
in Form AOC-2 is not applicable. The details
of the related party transactions as per Indian
Accounting Standards (Ind AS) are set out in Note
No. 38 of the Standalone Financial Statements
of the Company and the policy on related party
transaction, as formulated by the Board is
available on the Company's website at http://
www.kisangroup.com/investorrelations/code-
policies.php.

Pursuant to Regulation 23(9) of the Listing
Regulations, your Company has filed the reports on
related party transactions with Stock Exchanges.

34. ANNUAL RETURN:

Pursuant to the provisions of Section 134(3)
(a) and Section 92(3) of the Companies Act,
2013 read with Companies (Management and
Administration) Rules, 2014, the Annual Return
of the Company for the Financial Year ended
March 31, 2025 is available on the website of the
Company at www.kisangroup.com.

35. INVESTOR EDUCATION AND PROTECTION
FUND (IEPF):

Pursuant to the provision of the Companies
Act, 2013 and rules made thereunder, all unpaid
or unclaimed dividends are required to be
transferred by the Company to the IEPF Authority
as established by the Government of India, after
completion of seven years.

Further, pursuant to the provision of Section 124
of the Companies Act, 2013 read with the Rule
6 of the Investor Education and Protection Fund
Authority (Accounting, Audit, Transfer and Refund)
Rules, 2016, as amended from time to time (IEPF
Rules), shares of the Company in respect of which
dividend entitlements have remained unclaimed
and unpaid for seven consecutive years or more,
are required to be transferred by the Company to
the demat account of the IEPF Authority within a
period of 30 days of such shares becoming due
to be so transferred. Communication was sent by
the Company to the concerned Members who had
not claimed their dividend for seven consecutive
years or more providing them an opportunity to
claim such dividend. No amount of unclaimed
dividend is pending to be transferred to IEPF
as no dividend was declared by the Company
subsequent to FY 2013-14.

36. ENERGY CONSERVATION, TECHNOLOGY
ABSORPTION AND FOREIGN EXCHANGE
EARNINGS AND OUTGO:

The particulars under Section 134(3)(m) of the
Companies Act, 2013 read with Rule 8(3) of the
Companies (Accounts) Rules, 2014 with respect
to conservation of energy, technology absorption,
Foreign Exchange Earnings and Outgo are
provided in the “Annexure-E” to this Report.

37. STATEMENT CONCERNING DEVELOPMENT
AND IMPLEMENTATION OF RISK MANAGEMENT
POLICY OF THE COMPANY:

As per provisions of the Companies Act, 2013
and as part of good Corporate Governance,
the Company has laid down the procedures to
inform to the Board about the risk assessment
and minimization procedures and the Board shall
be responsible for framing, implementing and
monitoring the risk management plan and policy
for the Company. The main objective is to ensure
sustainable business growth with stability and
to promote a pro-active approach in reporting,
evaluating and resolving risks associated with the
business.

The Audit Committee and the Board of Directors
periodically review the various risk associates
with business of the Company. Such review
includes risk identification, evaluation and
mitigation of the risk.

38. HOLDING COMPANY:

The post-acquisition of shares in terms of SEBI
(Issue of Capital and Disclosure Requirements)
Regulations, 2018, Apollo Pipes Limited (APL)

holds approx 58.60% of the paid up equity
share capital of the company. Consequently,
APL is considered as a holding company as per
Section 2(46) of Companies Act, 2013, of Kisan
Mouldings Limited.

39. SUBSIDIARIES:

KML Tradelinks Private Limited is a Wholly Owned
Subsidiary of your Company. During the year,
the Board of Directors ('the Board') reviewed
the affairs of the Subsidiary. In accordance with
Section 129(3) of the Companies Act, 2013, the
Company has prepared consolidated financial
statements of the Company and its Subsidiary,
which form part of the Annual Report.

Pursuant to Section 129(3) of the Companies
Act, 2013 read with Rule 5 of the Companies
(Accounts) Rules, 2014, a statement containing
salient features of the financial statements
of Subsidiaries/ Associate Companies/ Joint
Ventures is given in 'Form AOC- 1' and forms an
integral part of this report as “Annexure- A”.

In accordance with Section 136 of the Companies
Act, 2013, the audited financial statements,
including the consolidated financial statements
and related information of the Company and
audited accounts of its subsidiary, are available on
website of the Company http://kisangroup.com/
investorrelations/financialresults.php.

40. MATERIAL SUBSIDIARY:

The Board of Directors of the Company had
adopted a Policy for determining material
subsidiary in line with the SEBI (Listing Obligations
& Disclosure Requirements) Regulations, 2015.
The Policy is posted on the Company's website
at http://www.kisangroup.com/investorrelations/
code-policies.php.

Presently, there is no material subsidiary company
of the Company for the Financial Year 2024¬
2025 pursuant to provision of the SEBI (Listing
Obligations and Disclosure Requirements)
Regulations, 2015.

41. DETAILS OF POLICY DEVELOPED AND
IMPLEMENTED BY THE COMPANY ON ITS
CORPORATE SOCIAL RESPONSIBILITY
INITIATIVES:

As per the provisions of Section 135 of the
Companies Act, 2013, read with rules framed
there under, every company including its holding
or subsidiary and a foreign company, which fulfills
the criteria specified in sub-section (1) of Section
135 of the Act shall comply with the provisions of
Section 135 of the Act and its rules.

Since the Company is not falling under any criteria
specified in sub-section (1) of Section 135 of the
Act, your Company is not required to constitute
a Corporate Social Responsibility (“CSR”)
Committee.

42. MANAGEMENT’S DISCUSSION AND ANALYSIS
REPORT:

The Management's Discussion and Analysis Report
is provided in a separate section and forms an
integral part of this report as “Annexure-C” and
it gives detail of the overview, industry structure
and developments, different product groups of
the Company, operations of the Company for the
year under review.

43. PARTICULARS OF REMUNERATION TO
DIRECTORS AND EMPLOYEES:

Pursuant to provisions of Section 197(12) of the
Companies Act, 2013 read with Rule 5 of the
Companies (Appointment and Remuneration of
Managerial Personnel) Rules, 2014, the particulars
of remuneration to the Directors and the details
of the ratio of remuneration of each director to
the median employee's remuneration is annexed
herewith as “Annexure- B” to this Report.

Further, none of the employees of the Company
is drawing remuneration in excess of the limits
prescribed under Rule (5) (2) of Companies
(Appointment and Remuneration of Managerial
Personnel) Rules, 2014.

44. SIGNIFICANT AND MATERIAL ORDERS PASSED
BY THE REGULATORS OR COURTS:

During the year under review, no significant or
material orders were passed by the Regulators
or Courts or Tribunals which would impact the
Company's existence, going concern status and
future operations of the Company.

45. CORPORATE GOVERNANCE REPORT:

Pursuant to Regulation 34 read with Schedule
V of SEBI (Listing Obligations & Disclosure
Requirements) Regulations, 2015, a separate
report on Corporate Governance practices
followed by the Company, together with a
certificate from the Company's Secretarial
Auditors confirming compliance of conditions of
Corporate Governance forms an integral part of
this report.

46. COMPLIANCE WITH SECRETARIAL STANDARDS:

The Institute of Company Secretaries of India, a
Statutory Body, has issued Secretarial Standards
on various aspects of corporate law and practices.

The Company has devised proper system to ensure
compliance with the provisions of all applicable
Secretarial Standards issued by the Institute
of Company Secretaries of India and that such
systems are adequate and operating effectively.

47. PREVENTION OF SEXUAL HARASSMENT AT
WORKPLACE:

The Company strongly believes in zero tolerance
towards sexual harassment at the workplace and
is committed to provide a healthy environment to
each and every employee of the Company. Your
Company has framed and adopted a policy in
line with provision of the Sexual Harassment of
Women at Workplace (Prevention, Prohibition and
Redressal) Act, 2013 and rules made thereunder. All
employees (permanent, contractual, temporary,
trainees) are cover under the said policy.

Following complaints of sexual harassment were
received during the financial year 2024-25.

Disclosures in relation to the Sexual Harassment
of Women at Workplace (Prevention, Prohibition
and Redressal) Act, 2013 have been provided in
the Report on Corporate Governance.

OTHER DISCLOSURES AND REPORTING

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

1. Change in the nature of business of the
Company.

2. Any remuneration or commission received
by Chairman & Managing Director of the
Company, from its subsidiary.

3. Significant or material orders passed by the
regulators or courts or tribunal which impacts
the going concern status and company's
operations in future.

4. Material changes and commitments, if any,
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.

5. The details of application made or any
proceeding pending under Insolvency and
Bankruptcy Code, 2016 during the year along
with their status as at the end of the financial
year.

6. The Company has complied with the
provisions of Maternity Benefit Act, 1961.

48. ACKNOWLEDGEMENT:

The Board of Directors wishes to express its
gratitude and record its sincere appreciation
towards its clients, vendors, investors, Bankers,
Business Associates and the Government and
other regulatory authorities for their continued
support, co-operation and professionalism during
the year. The Directors of the Company thank all
stakeholders for their valuable sustained support
and encouragement towards the conduct of the
proficient operation of the Company and look
forward to their continued support in the future.
The Directors would like to express its gratitude
and place on record its sincere appreciation for
the commitment and dedicated efforts put in by
all the employees during the year.

For and on behalf of the Board of Directors

Kisan Mouldings Limited

Sd/-

Sanjeev A. Aggarwal

Chairman & Managing Director

DIN: 00064076

Date: August 04, 2025

Place: Mumbai