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You can view full text of the latest Director's Report for the company.

BSE: 508807ISIN: INE684B01029INDUSTRY: Auto Ancl - Others

BSE   ` 862.00   Open: 875.25   Today's Range 860.10
889.90
-8.65 ( -1.00 %) Prev Close: 870.65 52 Week Range 673.00
1128.20
Year End :2025-03 

Your Directors have the pleasure in presenting the 49th Annual Report of your Company on the operations and
performance together with the standalone and consolidated audited financial statement for the financial year ended
31st March 2025. The financial statements have been prepared in accordance with Indian Accounting Standards
(Ind AS) as notified by the Ministry of Corporate Affairs, as amended from time to time.

Financial Results

The performance of the Company for the financial year ended March 31, 2025 and for the previous year ended
March 31, 2024 are summarized below:

KEY FIGURES FOR THE FINANCIAL YEAR 2024-25

PARTICULARS

Standalone

Consolidated

2024-25

2023-24

2024-25

2023-24

Share Capital

584.68

584.68

584.68

584.68

Other Equity (Reserves & Surplus)

27348.67

24,006.56

1,46,737.74

1,30,656.47

Secured Loan

0.00

0.00

0.00

0.00

Unsecured Loan

0.00

0.00

0.00

0.00

Fixed Assets & Immovable Properties

6,252.80

6,084.05

27,602.62

25,447.07

Investment

21,252.48

18,534.44

1,11,074.94

97,136.05

Revenue from Operations

2,549.01

2,007.07

11,503.14

10,966.12

Other Income

3,728.22

4,134.93

10,748.66

9,528.92

EBIDTA

4,056.88

4,254.69

18,933.79

17,794.38

Less :- Finance Cost

69.10

36.40

631.30

331.12

Less :- Depreciation

284.04

282.14

538.18

524.08

Earning before tax (EBT)

3,703.74

3,936.15

17,764.31

16,939.18

Profit After Tax

3,346.11

3,105.85

13,992.71

12,602.08

EPS (In Rs.)

28.69

26.63

119.96

108.04

State of Company’s Affairs

Your Company is primarily engaged in the business of manufacturing of high precision engineering components /
assemblies for Automobile and Consumer Goods Industry. During the year there have been no change in the nature
of the business of the Company. Incorporated in the year 1976, the Company has remained a going concern. The
Company has operative production plant at Dharuhera (Gurgaon), which has been accredited as ISO/TS 16949:2009
and ISO 14001:2004 certified unit. The Company is also an ISO 9001:2008 certified Company.

The operations of the Company continued in a smooth and uninterrupted manner. The Company continue to have
stable growth during the year 2024-25. The total revenue including other income increased to Rs. 6,277.23 Lacs
against Rs. 6,142.00 Lacs in the previous year. The Earnings before interest, depreciation, tax & amortizations
(EBIDTA) stood at Rs. 4,056.88 Lacs as against Rs. 4,254.69 Lacs in the previous year. The net profit after tax
(PAT) for the year also increased to Rs. 3,346.11 Lacs as compared to Rs. 3,105.85 Lacs in the previous year.
The Earnings Per Share (EPS) for the year was Rs. 28.69 per share as against Rs. 26.63 per share achieved
in the previous year.

Appropriation of Profit after Tax for Transfer to Reserves

No amount has been transferred to the General Reserve during the year. The net retained earnings have been
kept in the profit and loss account.

Dividend

The Board of Directors has decided not to recommend any dividend for the financial year 2024-25.

Share Capital

The paid up share capital of the Company remained unchanged during the year 2024-25. During the year under
review:

a) No Equity shares have been issued with differential voting rights. Hence, no disclosure is required in terms
of Rule 4(4) of Companies (Share Capital and Debentures) Rules, 2014.

b) No issue of Sweat Equity Share has been made. Hence, no disclosure is required in terms of Rule 8(13) of
Companies (Share Capital and Debentures) Rules, 2014.

c) There was no issue of Employee Stock Option. Hence, no disclosure is required in terms of Rule 12(9) of
Companies (Share Capital and Debentures) Rules, 2014.

d) There was no provision made by the Company for any money for purchase of its own shares by employees
or by trustees for the benefit of employees. Hence, no disclosure is required in terms of Rule 16(4) of
Companies (Share Capital and Debentures) Rules, 2014.

e) The issued, subscribed and fully paid up share capital of the Company as on 1st April, 2024 and 31st March,
2025 remained unchanged.

Deposits

The Company has not accepted any deposits, within the meaning of Section 73 of the Companies Act, 2013 read
with Companies (Acceptance of Deposits) Rules, 2014 and as such, no amount on account of principal or interest
on deposits from public was outstanding as on the date of the balance sheet. During the year the Company has
not defaulted in repayment of deposits or payment of interest thereon.

There has been no significant and material order passed by the regulators or court of tribunal impacting the going
concern status and / or Company's future operations.

Subsidiaries and Associate Companies

The Company has one Subsidiary namely ‘Gurgaon Infospace Limited' and one Associate namely ‘IST Steel and
Power Limited' as on March 31, 2025. There has been no material change in the nature of the business of the
subsidiary and associate Company. The Company does not have any Joint Venture.

None of the Company has become or cease to become the subsidiary, joint venture or associate of your Company
during the year 2024-25.

The subsidiary of the Company is engaged in the business of development and operating IT / ITES SEZ. The
Associate Company is into the business of trading of raw material and consumables.

The Revenue from Operations of wholly owned subsidiary of the Company, namely Gurgaon Infospace Limited
during the year 2024-25 was Rs. 8,954.13 lacs as against Rs. 8,959.05 lacs during the previous year and the Net
Profit after tax stood at Rs. 10,614.06 lacs as against Rs. 9,454.33 lacs during the previous year.

The Company holds 30.80% Equity Shares in the Associate Company namely IST Steel and Power Limited. The
operational revenue of the said associate company during the year was Rs. 406.18 Lacs as compared to Rs. 379.84
Lacs during the previous year. The Company's Net Profit after tax was Rs. 105.66 Lacs as against Rs. 136.04
lacs in the previous year. Share of net profit attributable to the Company is Rs. 32.54 Lacs for the year as against
Rs. 41.90 Lacs in the previous year.

In accordance with the provisions of Section 136 of the Act, the Standalone Financial Statements of the Company,
the Consolidated Financial Statements along with relevant documents and separate audited accounts in respect of
subsidiaries are available on the website of the Company at https://istindia.com/annual-reports.php.

The Policy for determining Material Subsidiaries, adopted by your Board is in conformity with Regulation 16(c) of
the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (as amended). The same can be
accessed on the Company's website at https://istindia.com/data/CodeOfConductAndPolicies/
1747370146code_of_conduct_and_policies.pdf.

Consolidated Financial Statements

The consolidated financial statement of the Company and its subsidiaries / Associates, which forms part of the
Annual Report have been prepared in accordance with the provisions of Section 129(3) of the Companies Act, 2013
read with applicable Accounting Standards.

As per the requirement of Section 129(3) of the Companies Act, 2013, the statement containing the salient features
of the financial statement of the subsidiary and associate are disclosed in the financial statements of the Company.
The Statement in Form AOC-1, containing the salient features of the financial statement of the Subsidiary(ies) and
Associate(s) also forms part of this report as
Annexure A.

Directors Responsibility Statement

In terms of the requirement of Section 134(5) of the Companies Act, 2013 and based on the framework of internal
financial control and audit / review conducted by the internal, statutory and secretarial auditors, the Board of
Directors with the concurrence of the Audit Committee, is of the opinion that the Company's internal financial controls
were adequate and effective and it is hereby confirmed:

a) that in the preparation of the annual accounts for the financial year ended 31st March, 2025, the applicable
accounting standards have been followed along with proper explanation relating to material departures, if any;

b) that the Directors have selected such accounting policies and applied them consistently and made judgments
and estimates that are reasonable and prudent so as to give a true and fair view of the state of affairs of the
Company at the end of the financial year 31st March, 2025 and of the profit and loss of the Company for that
period;

c) that proper and sufficient care has been taken 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 accounts have been prepared on a going concern basis;

e) that proper internal financial controls were laid down and that such internal financial controls are adequate and
were operating effectively; and

f) that proper systems to ensure compliance with the provisions of all applicable laws were in place and that such
systems were adequate and operating effectively.

Board of Directors

The composition of the Board is in conformity with the requirement of Regulation 17 of the Listing Regulations,
Section 149 and other applicable provisions of Companies Act, 2013. The Board of Directors consists of Seven
(7) Directors consisting of 2 non independent Executive Directors, 2 non-independent non-executive directors and
3 Independent directors including one independent woman director with independent director being the Chairman
of the Board. The Board of your Company possesses the appropriate expertise and experience, in the general
corporate management, varied industrial knowledge, diversity and integrity, which enables them to contribute
effectively and efficiently, in the best interest of the Company.

In accordance with the provisions of Section 152 of the Companies Act 2013 and the Articles of Association of
the Company, Gaurav Guptaa (DIN: 00047372), Director and Mr. Satchit Kumar Basu (DIN: 08968146), Whole Time
Director designated as Director (Technical) will retire by rotation at the ensuing 49th Annual General Meeting and
being eligible have offered themselves for re-appointment, subject to approval of the shareholders. The Board of
Directors recommends the appointment of Mr. Gaurav Guptaa and Mr. Satchit Kumar Basu at the forthcoming
annual general meeting.

On recommendation of the Nomination and Remuneration Committee and the Board of Directors the Shareholders
at their meeting held on 25th September, 2024 had approved the appointment of Mr. Gopal Krishan Sharma (DIN:
10706388) and Mr. Neeraj Kumar Aggarwal (DIN: 00438271) independent directors of the Company, for the first
term of 5 years.

The brief detail of Directors seeking appointment / re-appointment at the ensuing general meeting is furnished in
the explanatory statement to the notice of the AGM under the head “Directors Seeking Appointment / Re-appointment
at this Annual General Meeting”.

Independent Director’s Declaration

In terms of Section 149(7) of the Companies Act, 2013 read with Regulation 16(1) of the Listing Regulations, the
Independent Directors of the Company as on March 31,2025 have submitted a declaration that each of them meet
the criteria of Independence as laid down under Section 149(6) of the Act read with Rules framed thereunder and
Regulation 16 of the Listing Regulations and that they are not aware of the circumstances or situation, which might
exists or is anticipated, that could impair their ability to discharge their duties with an objective of independent
judgment and without any external influence as required under Regulation 25 of the Listing Regulation. Further, all
the Directors have confirmed that they have complied with the Company's code of conduct.

Board Evaluation

Pursuant to the provisions of the Companies Act, 2013 and SEBI (Listing Obligations and Disclosure Requirements)
Regulations, 2015, the Board has carried out Annual Performance Evaluation of its own performance, each of
Director individually and that of its Committees. The performance was evaluated by the Board after seeking inputs
from all the Directors and other members (if any) on the basis of criteria such as the composition and structure,
effectiveness of processes, information flow and functioning etc.

Further, Board has also carried out an Annual evaluation of Independent Directors. The Performance Evaluation
was based on their contribution to Company's objectives and plans, efficient discharge of their responsibilities,
participation in Board/Committee meetings, adherence to the Code of Conduct and other relevant parameters.

The nomination and remuneration committee also reviewed the evaluation criteria for the Board, its Committee,
Executive and non-executive Directors and Chairman of the Board, considering qualification, expertise, attributes
and various parameters based on which evaluation of the Board as a whole and its members individually has been
carried out.

During the year, a separate meeting of Independent Directors was held to assess the performance of Non¬
Independent Directors of the Company. While evaluating the performance of any member, the views of executive
directors and non-executive directors were also taken into consideration.

Familiarization Program for Independent Directors

In terms of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, the Company apprises the
Directors at the meetings about the changes and updates in the regulatory and business environment to enable
them to get familiarized with the Company's procedure and practices. Separate session(s) on the recent changes
in various Laws, Rules and Regulation applicable on the Company are also conducted from time to time. The
Independent Directors are also made aware of their roles and responsibilities through these familiarization programs.
These familiarization programs are conducted as and when required or on the specific request of a Director, which
also includes visit to manufacturing unit and other facility(ies), meeting with senior and middle level management
to make them understand the in-depth about the financials and operations of the Company. The detail of familiarization
programs conducted by the Company is available on the website of the Company at https://istindia.com/data/
CodeOfConductAndPolicies/1747370412code_of_conduct_and_policies.pdf.

Number of Meetings of the Board

During the year under review, the board of the directors of the Company met 4 times. The details of such meetings
have been provided in Corporate Governance Report that form part of the Annual Report. The intervening gap
between any two meetings was within the period prescribed under the Companies Act, 2013 and Listing Regulations.
Apart from the above, a separate meeting of Independent Directors was held on 10.02.2025. For more information
regarding the dates and attendance of the members of the Board, you may refer to relevant portion of the Corporate
Governance Report forming part of the Annual Report.

Key Managerial Personnel

Pursuant to Section 203 of the Companies Act, 2013, read with the Companies (Appointment and Remuneration
of Managerial Personnel) Rules, 2014, following were the Key Managerial Personnel's during the year under review:

1) Mr. Suresh Chand Jain, Executive Director

2) Mr. D.N. Tulshyan, Chief Financial Officer

3) Mr. Bhupinder Kumar, Company Secretary

Nomination and Remuneration Policy of the Company relating to Director’s appointment, Payment of
Remuneration and Discharge of their duties.

The nomination and remuneration committee of the Board has formulated the Remuneration Policy of the Company
that governs the appointment of Directors, Key Managerial Personnel (KMP's) and other employees including criteria
for determining qualification, positive attributes, independence of a Director, remuneration and other matters
mandated under sub-section (3) / (4) of Section 178. The policy is reviewed by the Board from time to time. It was
last reviewed by the Board on 14th March, 2023. The policy can be viewed at the following web link:

https://istindia.com/data/CodeOfConductAndPolicies/1747370306code_of_conduct_and_policies.pdf

Corporate Social Responsibility

Pursuant to Section 135 of the Companies Act, 2013 read with the Companies (Corporate Social Responsibility
Policy) Rules, 2014, Board of Directors of the Company has constituted the Corporate Social Responsibility
Committee (CSR Committee) comprising of the following Directors:

(a) Mr. Neeraj Kumar Aggarwal, Chairman

(b) Mr. Gaurav Guptaa

(c) Mr. Gopal Krishan Sharma

(d) Mrs. Gurpreet Kaur

The said committee has been entrusted with the responsibility of formulating and recommending to the Board, a
Corporate Social Responsibility Policy (CSR Policy) or any amendment thereto, inter-alia indicating the activities to
be undertaken by the Company, monitoring the implementation of the CSR policy and recommending the amount
to be spent on CSR activities. The policy is reviewed by the Board from time to time and was last reviewed by
the Board on 14th March, 2023. The policy can be viewed at https://istindia.com/data/CodeOfConductAndPolicies/
1747370293code_of_conduct_and_policies.pdf.

The salient features and brief outline of the Corporate Social Responsibility (CSR) Policy of the Company and the
CSR initiative undertaken by the Company during the year are set out in
Annexure - B to this Report in the format
prescribed in the Companies (Corporate Social Responsibility Policy) Rules, 2014, as amended.

Auditors and Auditors’ Report

Statutory Audit

Pursuant to the provisions of Section 139 of the Companies Act, 2013, read with the Companies (Audit and Auditors)
Rules, 2014, M/s. VSVG & Co., Chartered Accountants were appointed as the Statutory Auditors of the Company
at the 48th Annual General Meeting of the Company held on 25th September, 2024, for a first term of 5 consecutive
years from the conclusion of 48th Annual General Meeting till the conclusion of 53rd Annual General Meeting of the
Company to be held in the year 2029.

The report given by M/s. VSVG & Co., statutory auditors on the financial statement of the Company for the year
2024-25 is part of the Annual Report. The observations of the Auditors and the relevant notes on the accounts
are self-explanatory and therefore do not call for any further comments. The Auditors' Report does not contain any
qualification, reservation, adverse remark or disclaimer.

Further, during the year, in the course of the performance of their duties as auditor, no frauds were reported by
them which they have reason to believe that an offence involving fraud has been committed against the Company
by officer or employees of the Company.

Internal Audit

Pursuant to Section 138 of the Companies Act, 2013 read with Rule 13 of the Companies (Accounts) Rules, 2014,
M/s Jinender & Co., Chartered Accountants has been appointed as the Internal Auditors of the Company. The
Internal Auditors submit to the Board, their internal audit report on the affairs of the Company on quarterly basis.
The report(s) submitted by the internal auditors are reviewed by the Audit Committee and the Board periodically
and the Board had express it satisfaction to the scope and periodicity of the internal audit.

Secretarial Audit

Pursuant to the provisions of Section 204 of the Companies Act, 2013 read with Rule 9 of the Companies
(Appointment and Remuneration of Managerial Personnel) Rules, 2014, the Board of Directors had appointed M/
s. Vinod Kumar & Co., Company Secretaries in practice to conduct yearly Secretarial Audit. The Secretarial Audit
Report presented by Vinod Kumar & Co., Company Secretaries confirms the compliances by the company of all
the applicable provisions of Companies Act, 2013, Listing Agreement, SEBI guidelines and all other applicable laws,
rules and regulations. On recommendation of the Board of Directors and pursuant to Regulation 24 A of the Listing
Regulations, 2015, M/s Vinod Kumar & Co. is proposed to appointed as Secretarial Auditors of the Company for a
term of 5 years.

The Company had filed all the periodic returns / disclosures with the prescribed authority on or before the due
date. For details, you may refer the secretarial audit report for the financial year ended 31st March, 2025, which
is annexed and forms part of this report as
Annexure - C.

Pursuant to Regulation 24A of Listing Regulations, 2015, the Company has obtained the annual secretarial
compliance report from CS Tumul Maheshwari, Proprietor M/s. MT & Co. (C.P. No. 5554), Company Secretary
in Practice and the same has been submitted to BSE Limited on 30/05/2024, which is within the prescribed time
limit.

Cost Audit

Pursuant to Section 148(3) of the Companies Act, 2013 read with the Companies (Cost Records and Audit) Rules,
2014, the Cost Audit / maintenance of cost records is not applicable on the Company.

Internal financial control systems and their adequacy

The Internal Control Systems are inherent in the Company and are working effectively, efficiently and are in the
best interest of the Company. Policies and procedures adopted by the Company to ensure orderly and efficient
conduct of its business, safeguarding its assets, prevention and detection of frauds and errors, the accuracy and
completeness of accounting records and the timely preparation of financial and management information.

The Company has a process in place to continuously monitor the efficiency and effectiveness of the Internal
Controls which are reviewed by the audit committee as well as the management, from time to time. The Company
has designed and implemented a process driven framework for Internal Financial Control (IFC) within the meaning
of the Section 134(5)(e) of the Companies Act, 2013 read with explanation thereof. For the year ended March 31,
2025, the Board is of the opinion that the Company has sound IFC which commensurate with the nature and size
of its business operations and no area of concern, continuing failure or major weakness was observed.

Vigil Mechanism

The Company has adopted a Whistle Blower Policy, to provide a formal mechanism to the Directors, employees
and business associates to report to the management, their concern about any unethical behavior, actual or
suspected fraud or violation of the Company's code of conduct or ethics policy. The Policy 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. The vigil mechanism is being overseen by the Audit Committee. It is hereby
affirmed that no personnel of the Company had been denied access to the Audit Committee. The whistle blower
policy is available at company's website at following weblink:

https://istindia.com/data/CodeOfConductAndPolicies/1747370422code_of_conduct_and_policies.pdf

Risk Management

Risk is inherent in all the business and administrative activities of the Company. Therefore, the Company has a
system in place for identifying and mitigating the Risk associated with the nature of business(es) undertaken by
the Company. The audit committee and the Board also reviews the area of financial risks while analyzing the
adequacy and efficiency of internal controls systems adopted by the Company, from time to time. Further, the Board
of Directors periodically takes note of the initiatives taken by the management to mitigate risk. The Company has
formulated Risk Management Policy duly adopted by the Board which is available on Company's Website.

In accordance with provisions of Regulation 21 of SEBI (Listing Obligations and Disclosure Requirements) Regulations,
2015, the Company is not required to constitute Risk Management Committee during the year 2024-25. However,
the Company had voluntarily constituted the Risk Management Committee with following members:

Mr. Suresh Chand Jain, Chairman

Mr. Neeraj Kumar Aggarwal

Mr. Gopal Krishan Sharma

For more detail, kindly refer to Corporate Governance Report forming part of the Annual Report.

Particulars of Investments, Loans, Guarantees given or Securities provided

The Company has not provided any Guarantee or security for any party. Particulars of investment under Section
186 of the Companies Act, 2013 read with rule 8(2) of the Companies (Accounts) Rules, 2014 is given in form AOC
- 2 as annexed to this Report. Further, the detail is also provided in the standalone financial statement under note
no. 10 and 14.

Related Parties transactions

All the related party transactions were entered in ordinary course of business and are on arm's length basis.
Transactions with related parties are conducted in a transparent manner and in the best interest of the Company.
The system is in place for obtaining prior approval of Audit Committee for entering into any related party transaction
is strictly followed by the Company. Once approved by the Audit Committee, all related party transactions are also
approved by the Board of Directors. The statement of all the related party transaction being entered by the Company
and any subsequent modification thereof, specifying the nature, value and terms and conditions of transaction is
placed before the Audit Committee on Quarterly basis for its review and approval.

The disclosure on the Related Party Transactions (RPT's), as prescribed, is given in Note No. 42 to the financial
statement.

During the year under review, there was no materially significant related party transaction between the Company
and its directors, Key Managerial Personnel, their relatives, subsidiaries or associate companies and other related
parties. Accordingly, particulars of contracts or arrangements with related parties referred to in Section 188(1), along
with the justification for entering into such contracts or arrangements in Form AOC-2 does not form part of this
report.

The policy on materiality of related party transactions and dealing with related party transactions as approved by
the Board is available on the Company's website at following weblink:

https://istindia.com/data/CodeOfConductAndPolicies/1747370325code_of_conduct_and_policies.pdf
Material Changes and Commitments

Pursuant to section 134(3)(l), no other material changes and commitments affecting the financial position of the
Company have occurred between the end of financial year of the Company to which this report relates till the date
of this report.

Significant and Material Orders Impacting Operations of Company in future

No significant or material orders have been passed by any regulators or court or tribunals impacting the going
concern status and future operations of your Company.

Transfer of Unpaid / Unclaimed amounts to IEPF

Pursuant to the provisions of Section 124(5) of the Companies Act, 2013 read with IEPF Authority (Accounting,
Audit, Transfer and Refund) Rules, 2016, the declared dividends which remained unpaid / unclaimed for a period
of 7 years needs to be transferred by the Company, from time to time on due dates, to the Investor Education
and Protection Fund (IEPF) established by the Central Government.

Your Company did not have any funds lying unpaid or unclaimed for a period of seven years till 31st March, 2024.
Therefore, there were no funds which were required to be transferred to Investor Education and Protection Fund
(IEPF) during the year under review.

Annual Return

Pursuant to Section 92(3) of the Companies Act, 2013 read with Rule 12 of the Companies (Management and
Administration) Rules, 2014, the copy of the Annual Return can be accessed at Company's website at following
weblink:

https://istindia.com/annual-return.php
Management Discussion and Analysis

Management Discussion and Analysis Report on the financial condition and operational performance of the Company
for the year under review, as stipulated as per Regulation 34 and Schedule V of the SEBI (Listing Obligations and
Disclosure Requirements) Regulations, 2015, is presented in separate section forming part of this Annual Report.

Corporate Governance Report

In pursuance of various Regulations and Schedule V of the SEBI (Listing Obligations and Disclosure Requirements)
Regulations, 2015, a separate section on Corporate Governance has been given in the Annual Report for the
information of the Shareholders. The prescribed certificate regarding compliance of the conditions of Corporate
Governance as stipulated under the said regulations also forms part of the Annual Report.

Particulars of Employees

The relations with the Employees have been cordial throughout the year under review. Your Directors place on
record their sincere appreciation in respect of the services rendered by the Employees of the Company at all levels.

The statement of particulars of appointment and remuneration of Key Managerial Personnel as per Section 197(12)
read with Rule 5 of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 is
enclosed vide
Annexure D forming part of this report.

In terms of the provisions of Section 197(12) of the Act read with Rules 5(2) and 5(3) of the Companies (Appointment
and Remuneration of Managerial Personnel) Rules, 2014, as amended, there is no employee who is drawing
remuneration in excess of the limits set out in the said rules.

Protection of Women at Workplace

The Company has zero tolerance for sexual harassment at workplace and has adopted a Policy on prevention of
sexual harassment at work place pursuant to the Sexual Harassment of Women at Workplace (Prevention,
Prohibition and Redressal) Act, 2013. The policy has been widely disseminated and all employees are made aware
of the same. During the year under review, there was no case of sexual harassment reported.

Conservation of energy, technology absorption, foreign exchange earnings and outgo Conservation of
energy:

A. Conservation of Energy

a) Steps taken or impact on conservation of energy

• The Company ensures that the manufacturing operations are conducted in the manner whereby
optimum utilization and maximum possible saving of the energy is achieved.

• During the year the Company has installed Solar Plant at its manufacturing facility, having capacity
to generates 550 Kilowatt of electricity.

• All possible steps are being taken to reduce idle running of machinery, thereby reducing wastage of
energy and Fuel / Oil Consumption.

• All efforts are made to conserve the energy through various means such as use of low energy
consuming lighting systems etc.

• Management continuously upgrades and/or replaces old machinery with energy efficient machinery
from time to time.

• As the impact of measures taken for conservation and optimum utilization of energy are not possible
to be quantified, its impact on cost cannot be stated accurately.

The Company does not fall under the list of industries, which should furnish the information in Form A annexed
to the Companies (Accounts) Rules, 2014.

B. Technology Absorption

The Company products are manufactured by using in-house know how and no outside technology is being
used for manufacturing activities. Therefore, no technology absorption is required. The Company constantly
strives for maintenance and improvement in the quality of its product and the quality control activities are
directed to achieve the aforesaid goal.

Expenditure incurred on Research & Development (R & D) - NIL

C. Foreign Exchange Earnings and Outgo

Particulars

2024-25

2023-24

Earnings in Foreign Exchange

1.62

0.00

Value of imports (CIF Value)

16.24

17.19

Expenditure in Foreign Exchange

Listing

The Equity Shares of your Company continue to be listed on BSE Limited (BSE). There is no default in payment
of Annual listing fees and annual custodian fee in respect of shares held in dematerialisation mode to NSDL and
CDSL.

Dematerialisation of Shares

To provide better and smooth service to the shareholders, the Company's equity shares have been made available
for dematerialization in electronic form in the Depository Systems operated by National Securities Depository Limited
(NSDL) and Central Depository Services (India) Limited (CDSL), Mumbai. In order to avail the service, shareholders
can have dematerialized their shares in the electronic form.

Compliance of Secretarial Standards

During the financial year 2024-25, the Company has complied with the Secretarial Standard - 1 for Meeting of Board
of Directors and Secretarial Standard - 2 for General Meeting issued by the Institute of Company Secretaries of
India.

Acknowledgement

Your Directors wish to place on record their sincere appreciation and thanks for the valuable cooperation and
support received from the Company's Bankers, Financial Institutions, Central and State Government Authorities,
Clients, Consultants, Suppliers, Members, Employees and other stakeholders of the Company and look forward for
the same in greater measure in the coming years.

For and on behalf of the Board of Directors

Mayur Gupta Suresh Chand Jain

Place: New Delhi Director Director

Dated: 28.08.2025 DIN: 00131376 DIN: 00092079