Your Directors have immense pleasure in presenting the 9^th (Ninth) Annual Report on the business and operations
of the Company together with the Audited Standalone and Consolidated Financial Statements for the financial
year ended March 31, 2025.

1. FINANCIAL PERFORMANCE OF THE COMPANY:

The summary of consolidated and standalone financial highlights for the financial year ended March
31,2025 and the previous financial year ended March 31, 2024 is given below:

2. STATE OF AFFAIRS/ REVIEW OF OPERATIONS
Standalone

The Total Income of the Company stood at ? 3381.93 Lakhs for the year ended March 31, 2025 as
against ? 2125.79 Lakhs in the previous year. The Company made a net profit (after tax) of ? 251.04
Lakhs for the year ended March 31, 2025 as compared to the ? 113.30 Lakhs in the previous year.

Consolidated

The Total Income of the Company stood at ? 3381.93 Lakhs for the year ended March 31, 2025 as
against ? 2125.79 Lakhs in the previous year. The Company made a net profit (after tax) of ? 250.81
Lakhs for the year ended March 31, 2025 as compared to the ? 113.30 Lakhs in the previous year

3. TRANSFER TO RESERVES

The Company has not transferred any amount to General Reserve. However, the Company has retained
the current year profit in the accumulated Profit and Loss account.

4. CASH FLOW AND CONSOLIDATED FINANCIAL STATEMENTS

As required under regulation 34 of the SEBI (LODR) Regulations, 2015, a Cash Flow Statement forms
part of Annual Report.

5. DIVIDEND

In order to conserve the resources for future growth of the Company, the Board of Directors has not
declared any dividend for the year ended March 31, 2025.

6. TRANSFER OF UNPAID AND UNCLAIMED DIVIDENDS TO INVESTOR EDUCATION
ANDPROTECTION FUND

In accordance with the provisions of Sections 124, 125 and other applicable provisions, if any, of the Act,
read with the Investor Education and Protection Fund Authority (Accounting, Audit, Transfer and
Refund) Rules, 2016 (hereinafter referred to as “IEPF Rules”) (including any statutory modification(s)
or re-enactment(s) thereof for the time being in force), the amount of dividend remaining unclaimed or
unpaid for a period of seven years from the date of transfer to the Unpaid Dividend Account is required
to be transferred to the Investor Education and Protection Fund (“IEPF”) maintained by the Central
Government. Further, according to the IEPF Rules, the shares in respect of which dividend has not been
paid or claimed by the Shareholders for 7 (Seven) consecutive years or more are also required to be
transferred to the demat account created by the IEPF Authority.

Your Company does not have any unpaid and unclaimed dividend or shares relating thereto which is
required to be transferred to the IEPF till the date of this Report.

7. SHARE CAPITAL
Authorized Share Capital

The authorized share capital of the Company as at March 31, 2025 was ? 10,00,00,000 (Rupees Ten
Crore only) consisting of ? 1,00,00,000 (One Crore) equity shares of ? 10 (Rupees Ten) each.

Paid Up Share Capital

The paid-up Equity Share Capital as on March 31, 2025 was ? 3,79,73,000 (Rupees Three Crore
Seventy-Nine Lakhs Seventy-Three Thousand Only) divided into ? 37,97,300 (Thirty-Seven Lakhs
Ninety-Seven Thousand Three Hundred only) equity shares of ? 10 (Rupees Ten) each. During the year
under review, the Company has not issued any equity shares with or without differential voting rights.

Changes in Share Capital

The Company altered the capital clause of its Memorandum of Association for increasing its Authorised
Share Capital. Further the Authorized Share Capital of the Company was increased from existing Rs.
5,00,00,000/- (Rupees Five Crores Only) divided into 50,00,000 (Fifty Lakh) Equity Shares of Rs. 10/-
(Rupees Ten Only) to Rs.10,00,00,000/- (Rupees Ten Crores Only) divided into 1,00,00,000 (One Crore)

Equity Shares of Rs. 10/- (Rupees Ten Only) by creation of additional 50,00,000 (Fifty Lakh) Equity
Shares of Rs. 10/- (Rupees Ten Only) each and consequential Alteration in the Capital Clause of the
Memorandum of Association dated March 05,2025.

The Company made allotment on February 19, 2025, 1,85,900 equity shares on conversion of warrants at
Rs. 747/- each to “Non-Promoters Category”, on preferential basis, upon receipt of balance amount
aggregating to Rs. 10,41,50,475/- resulting an increase in paid-up equity capital of the Company from
Rs. 3,61,14,000/- (36,11,400) Equity Shares to Rs. 3,79,73,000/- (37,97,300) Equity Shares.

8. MANAGEMENT'S DISCUSSION AND ANALYSIS REPORT

The Management Discussion and Analysis Report on the operations of the Company, as required under
the Listing Regulations is provided in a separate section and forms an integral part of this Report.

9. CHANGE IN NATURE OF BUSINESS, IF ANY

There has been no change in the nature of business of the Company.

10. SUBSIDIARY, ASSOCIATE AND JOINT VENTURE COMPANIES
Subsidiaries

As on March 31, 2025, your Company has 4 Subsidiaries (CWD HK Limited, CWD Manufacturing
Private Limited, SDG Global Private Limited, CWD Digital Platforms Private Limited). There are no
associate companies or joint venture companies within the meaning of Section 2(6) of the Act.

During the year under review, there has been no change in the subsidiary companies of the Company.

Associate and Joint Venture Companies

As on March 31, 2025, the Company does not have any associate and joint venture companies.

11. DISCLOSURES BY DIRECTORS

The Board of Directors has submitted notice of interest in Form MBP 1 under Section 184(1) as well as
intimation by directors in Form DIR 8 under Section 164(2) and declarations as to compliance with the
Code of Conduct of the Company.

12. CONSOLIDATED FINANCIAL STATEMENTS

The Consolidated Financial Statements of the Company for the financial year 2025 are prepared in
compliance with the applicable provisions of the Act. The audited Consolidated Financial Statements
together with the Auditors’ Report thereon form part of the Annual Report. Pursuant to Section 129(3) of
the Act, a statement containing salient features of the Financial Statements of each of the subsidiaries,
associates and joint venture in the prescribed Form AOC-1 forms part of the Annual Report as
Annexure 1.

13. ANNUAL RETURN

The Annual Return of the Company in Form MGT-7 as provided under Section 92 of the Act is available
on the website of the Company at www.cwdin.com

14. NUMBER OF MEETING OF THE BOARD

The Board meetings are pre-scheduled well in advance to help Director’s to plan their schedules and
ensure meaningful participation. However, if the need arises in case of special and urgent business, the
Board’s approval is obtained by passing resolutions through circulation, as permitted by law, which are
confirmed in the subsequent Board meeting.

The Board met Seven (7) times during the year under review. The Company has complied with
Secretarial Standards issued by the Institute of Company Secretaries of India on Board meetings.

15. CORPORATE SOCIAL RESPONSIBILITY

The Company does not fall under the criteria laid under the provisions of Section 135 of the Act and
rules framed there under. Therefore, the provisions of Corporate Social Responsibility are not applicable
to the Company.

16. AUDITORS
Statutory Auditor

M/s D G M S & CO., Chartered Accountants (Firm Registration Number: 109823W) were appointed as
Statutory Auditor of the Company for a period of five consecutive years at the Annual General Meeting
of the Members held on September 29, 2022 on a remuneration mutually agreed upon by the Board of
Directors and the Statutory Auditor. They have confirmed to the Company that they are not disqualified
from continuing to act as the Statutory Auditor of the Company.

The Statutory Auditors’ Report forms part of the Annual Report. There is no audit qualification,
reservation or adverse remark for the year under review.

There was no instance of fraud during the year under review, which required the Statutory Auditor to
report to the Audit Committee and / or Board under Section 143(12) of Act and Rules framed there
under.

Secretarial Auditor

Pursuant to the provisions of Section 204 of the Act and rules made there under, the Company has
appointed Dhrumil M. Shah & Co. LLP, Practicing Company Secretaries to undertake the Secretarial
Audit of the Company. The Secretarial Audit Report forms an integral part of this Report as Annexure 2.

There are qualifications, reservations or adverse remarks made by the Secretarial Auditor in his report
which is stated below:

Cost Auditor

During the financial year 2024-25, maintenance of cost records and the requirement of cost audit, as
prescribed under the provisions of Section 148 of the Act and Rules made there under, were not
applicable to the Company.

17. DIRECTORS OR KEY MANAGERIAL PERSONNEL
Directorate
Re-Appointment

Mr. Tejas Kothari

In accordance with the provisions of Section 152 of the Act, Mr. Tejas Kothari, (DIN: 01308288)
Director of the Company is liable to retire by rotation at the ensuing Annual General Meeting and being
eligible offers herself for re-appointment.

The Board recommends his re-appointment for the consideration of the Members of the Company at the
ensuing Annual General Meeting. Brief profile of Mr. Tejas Kothari has been given in the Notice
convening the Annual General Meeting.

Mr. Siddharta Xavier

In accordance with the provisions of Section 152 of the Act, Mr. Mr. Siddharta Xavier (DIN: 03166884)
Director of the Company is liable to retire by rotation at the ensuing Annual General Meeting and being
eligible offers herself for re-appointment.

The Board recommends his re-appointment for the consideration of the Members of the Company at the
ensuing Annual General Meeting. Brief profile of Mr. Siddharta Xavier has been given in the Notice
convening the Annual General Meeting

Key Managerial Personnel (‘KMP’)

A. ADITYA XAVIER SODAGUDI

B. TEJAS RAMNIKLAL KOTHARI

C. PRATIMA SHRIKANT BAJAJ

Independent Directors

All Independent Directors of the Company have given declarations that they meet the conditions of
independence as laid down under Section 149(6) of the Act and Regulation 16(1)(b) of the Securities and
Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 (“Listing
Regulations”). In the opinion of the Board, the Independent Directors fulfill the said conditions of
independence. The Independent Directors have also confirmed that they have complied with the
Company’s Code of Business Conduct & Ethics. In terms of requirements of the Listing Regulations, the
Board has identified core skills, expertise and competencies of the Directors in the context of the

Company’s businesses for effective functioning.

Further, in terms of Section 150 of the Companies Act, 2013 read with Rule 6 of the Companies
(Appointment and Qualification of Directors) Rules, 2014, Independent Directors of the Company have
confirmed that they have registered themselves with the databank maintained by the Indian Institute of
Corporate Affairs.

In the opinion of the Board, the Independent Directors are independent of the management; possess the
requisite integrity, experience, expertise, proficiency, and qualifications.

During the year under review, the Independent Directors of the Company had no pecuniary relationship
or transactions with the Company, other than sitting fees, and reimbursement of expenses, if any.

18. FAMILIARISATION PROGRAMME FOR DIRECTORS

As a practice, all Directors (including Independent Directors) inducted to the Board go through a
structured orientation programmed. Presentations are made by Senior Management giving an overview of
the operations, to familiarize the new Directors with the Company's business operations. The Directors
are given an orientation on the products of the business, group structure and subsidiaries, Board
constitution and procedures, matters reserved for the Board, and the major risks and risk management
strategy of the Company.

19. BOARD’S PERFORMANCE EVALUATION

In compliance with the Act and Listing Regulations, the Board of Directors carried out an annual
evaluation of the Board itself, its Committees and individual Directors. The entire Board carried out
performance evaluation of each Independent Director excluding the Independent Director being
evaluated.

The evaluation was done after taking into consideration inputs received from the Directors, setting out
parameters of evaluation. Evaluation parameters of the Board and Committees were mainly based on
Disclosure of Information, Key functions of the Board and Committees, Responsibilities of the Board
and Committees, etc. Evaluation parameters of Individual Directors including the Chairman of the Board
and Independent Directors were based on Knowledge to Perform the Role, Time and Level of
Participation, Performance of Duties and Level of Oversight and Professional Conduct etc.

Independent Directors in their separate meeting evaluated the performance of Non-Independent
Directors, Chairman of the Board and the Board as a whole.

20. COMMITTEES OF THE BOARD
Audit Committee

The Audit processes, reviewing the Company’s established systems and processes for internal financial
controls, Committee of the Company is constituted as per Section 177 of the Act. The Audit Committee
acts as a link between the Statutory Auditors, Internal Auditors and the Board of Directors. Its purpose,
amongst others, is to assist the Board in fulfilling its oversight responsibilities of monitoring financial
reporting governance and reviewing the Company’s statutory, internal audit activities and related party
transactions.

Composition, Meetings and Attendance

Terms of Reference

Financial Reporting and Related Processes:

• Oversight of the Company’s financial reporting process and financial information submitted to the
Stock Exchanges, regulatory authorities or the public.

• Reviewing with the Management, the Half Yearly Unaudited Financial Statements and the Auditor’s
Limited Review Report thereon / Audited Annual Financial Statements and Auditors’ Report thereon
before submission to the Board for approval. This would, inter alia, include reviewing changes in the
accounting policies and reasons for the same, major accounting estimates based on exercise of
judgment by the Management, significant adjustments made in the Financial Statements and / or
recommendation, if any, made by the Statutory Auditors in this regard.

• Review the Management Discussion & Analysis of financial and operational performance.

• Discuss with the Statutory Auditors its judgment about the quality and appropriateness of the
Company’s accounting principles with reference to the Indian Accounting Standard (IND-AS).

• Review the investments made by the Company.

All the Members on the Audit Committee have the requisite qualification for appointment on the
Committee and possess sound knowledge of finance, accounting practices and internal controls.

Nomination and Remuneration Committee

In compliance with Section 178 of the Act, the Board has constituted the Nomination and Remuneration

Committee.

Composition, Meetings and Attendance

Terms of Reference

The terms of reference of the Committee inter alia, include the following:

• Succession planning of the Board of Directors and Senior Management Employees;

• Identifying and selection of candidates for appointment as Directors / Independent Directors based
oncertain laid down criteria;

• Identifying potential individuals for appointment as Key Managerial Personnel and to other Senior
Management positions;

• Formulate and review from time to time the policy for selection and appointment of Directors,
KeyManagerial Personnel and senior management employees and their remuneration;

• Review the performance of the Board of Directors and Senior Management Employees based on
certaincriteria as approved by the Board.

• The Company has formulated a Remuneration Policy and the same can be accessed at
https://www.cwdin.com/pdf/CorporatePolicies/Remuneration%20Policy.pdf

Stakeholders Relationship Committee

In compliance with the provisions of Section 178 of the Act, the Board has constituted the Stakeholders’
Relationship Committee. The Stakeholders’ Relationship Committee (‘SRC’) considers and resolves the
grievances of shareholders, and other security holders, including complaints relating to non-receipt of
annual report, transfer and transmission of securities, non-receipt of dividends/interests and such other
grievances as may be raised by the security holders from time to time.

Composition, Meetings and Attendance

Terms of Reference

The terms of reference of the Committee are:

• Transfer/Transmission of shares/debentures and such other securities as may be issued by the Company
from time to time;

• Issue of duplicate share certificates for shares/debentures and other securities reported lost, defaced or
destroyed, as per the laid down procedure;

• Issue new certificates against subdivision of shares, renewal, split or consolidation of share certificates
/certificates relating to other securities;

• Issue and allot right shares / bonus shares pursuant to a Rights Issue / Bonus Issue made by the
Company, subject to such approvals as may be required;

• To grant Employee Stock Options pursuant to approved Employees’ Stock Option Scheme(s), if any,
and to allot shares pursuant to options exercised;

• To issue and allot debentures, bonds and other securities, subject to such approvals as may be required;

• To approve and monitor dematerialization of shares / debentures / other securities and all matters
incidental or related thereto;

• To authorize the Company Secretary and Head Compliance / other Officers of the Share Department to
attend to matters relating to non-receipt of annual reports, notices, non-receipt of declared dividend /
interest, change of address for correspondence etc. and to monitor action taken;

• Monitoring expeditious redressal of investors / stakeholder’s grievances; all other matters incidental or
related to shares, debenture.

• During the year, no complaints were received from shareholders. There are no balance complaints.

• The Company had no share transfers pending as on March 31, 2025.

• Mr. Tejas Kothari is the Compliance Officer.

21. DEPOSITS

The Company has not invited/ accepted any deposits from the public during the year ended March 31,
2025. There were no unclaimed or unpaid deposits as on March 31, 2025.

Details of Deposits not in compliance with the requirements of the Act

Since the Company has not accepted any deposits during the financial year ended on March 31, 2025,
there has been no non-compliance with the requirements of the Act.

22. COMPANY’S POLICY ON DIRECTORS’ APPOINTMENT AND REMUNERATION
INCLUDING CRITERIA FOR DETERMINING QUALIFICATIONS, POSITIVE
ATTRIBUTES, INDEPENDENCE OF A DIRECTOR AND OTHER MATTERS PROVIDED
UNDER SUB-SECTION (3) OF SECTION 178

The Company has in place a policy for remuneration of Directors and KMP as well as a well-defined
criterion for the selection of candidates for appointment to the said positions, which has been approved
by the Board. The Policy broadly lays down the guiding principles, philosophy and the basis for payment
of remuneration to the Executive and Non-Executive Directors (by way of sitting fees and commission)
and KMP.

The criteria for the selection of candidates for the above positions cover various factors and attributes,
which are considered by the Nomination & Remuneration Committee and the Board of Directors while
selecting candidates. The policy on remuneration of Directors and KMP is available at the website of the
Company and can be accessed at www.cwdin.com

The Board of Directors of the Company also formulated and adopted the policy on the ‘Diversity of the
Board’. The details of the same are available at the website of the Company and can be accessed at
www.cwdin.com

23. CORPORATE GOVERNANCE

8In terms of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 exempts
companies which have listed their specified securities on SME Exchange from compliance with
corporate governance provisions.

24. RISK ASSESSMENT AND MANAGEMENT

Your Company has a Risk Management Policy to identify, evaluate risks and opportunities. This
framework seeks to create transparency, minimize adverse impact on the business objectives and enhance
the Company’s competitive advantage. This framework is intended to assist in decision making process
that will minimize potential losses, improve the management in the phase of uncertainty and the
approach to new opportunities, thereby helping the Company to achieve its objectives.

Your Company has been on a continuous basis reviewing and streamlining its various operational and
business risks involved in its business as part of its risk management policy. Your Company also takes all
efforts to train its employees from time to time to handle and minimize these risks.

25. VIGIL MECHANISM / WHISTLE BLOWER POLICY

To oversee and review the Vigil Mechanism/ Whistle-Blower function established by the Company to
report the genuine concerns against the suspected or confirmed fraudulent activities, allegations of
corruption, violation of the Company’s Code of Conduct. The Company will provide adequate
safeguards against victimization of persons who use this mechanism. Such persons shall have direct

access to the Chairman of the Audit Committee when appropriate. During the year under review, no
complaints were received under the Whistle Blower Policy.

The Whistle Blower Policy has been posted on the website of the Company at www.cwdin.com

26. PARTICULARS OF LOANS, INVESTMENTS AND GUARANTEES

The details of Loans, Guarantees and Investments covered under the provisions of Section 186 of the Act
read with the Companies (Meetings of Board and its Powers) Rules, 2014 are given in the Notes to the
Financial Statements.

27. CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION, FOREIGN EXCHANGE
EARNINGS AND OUTGO

The information on conservation of energy, technology absorption and foreign exchange earnings and
outgo stipulated under Section 134(3)(m) of the Companies Act, 2013 read with Rule 8 of The
Companies (Accounts) Rules, 2014, forms an integral part of this Report as Annexure 3.

28. DIRECTORS’ RESPONSIBILITY STATEMENT

Pursuant to the requirement under section 134(3) (C) of the Companies Act, 2013 with respect to
Directors’ Responsibility Statement, it is hereby confirmed that:

a) In the preparation of the annual accounts for the financial year ended March 31, 2025, the
applicable accounting standards had been followed along with proper explanation relating to
material departures;

b) The directors had selected such accounting policies and applied them consistently and made
judgments and estimates that are reasonable and prudent so as to give a true and fair view of the
state of affairs of the company as at March 31, 2025 and of the profit and loss of the company
for that period;

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

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

e) The directors, had laid down internal financial controls to be followed by the Company and that
such internal financial controls are adequate and were operating effectively; and

f) 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.

29. INTERNAL FINANCIAL CONTROL SYSTEMS AND THEIR ADEQUACY

The Company’s internal control systems are commensurate with the nature of its business, and the size
and complexity of its operations and such internal financial controls concerning the Financial Statements
are adequate.

Further, Statutory Auditors in its report expressed an unmodified opinion on the adequacy and operating
effectiveness of the Company’s internal financial controls.

30. PARTICULARS OF EMPLOYEES AND REMUNERATION

Disclosures pertaining to remuneration and other details as required under Section 197(12) of the Act
read with Rule 5(1) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules,

2014 is available on the website of the Company at www.cwdin.com

There was no employee in the Company who drew remuneration as per the limits specified under Rule
5(2) of the Companies (Appointment and Remuneration) Rules, 2014.

31. PARTICULARS OF CONTRACTS OR ARRANGEMENTS WITH RELATED PARTIES

The Board of Directors has adopted a policy on related party transactions. As per the Policy on related
party transactions, all transactions with related parties were reviewed and approved by the Audit
Committee. A statement giving details of all related party transactions entered pursuant to omnibus
approval so granted is placed before the Audit Committee on a half yearly basis for its review. The
Policy on Related Party Transactions is available on the website of the company at www.cwdin.com

The objective of the policy is to ensure proper approval, disclosure and reporting of transactions that are
or may be executed by and between the Company and any of its related parties. All the
transactions/contracts/arrangements, falling within the purview of provisions of section 188 of the Act,
entered by the Company with related parties during the year under review are in ordinary course of
business and an arm’s length has been maintained in the transaction. The Company has not entered into
any new material contract or arrangement with related parties during the year under review. Therefore,
there is no requirement to report any transaction in Form AOC-2 in terms of Section 188 and 134 of the
Act, read with Rule 8 of the Companies (Accounts) Rule, 2014.

32. SECRETARIAL STANDARDS

During the year under review, your Company has complied with the applicable Secretarial Standards
issued by the Institute of Company Secretaries of India.

33. LISTING STOCK EXCHANGES

The Company’s Equity shares are listed on BSE SME Platform (Scrip Code: 543378) and the Listing
Fees has been paid to them up to date.

34. PREVENTION OF SEXUAL HARASSMENT OF WOMEN AT WORKPLACE

The Company has in place a Policy on Prevention of Sexual Harassment in line with the requirements of
the Sexual Harassment of Women at the Workplace (Prevention, Prohibition & Redressal) Act, 2013.

The Company has also set up Internal Complaints Committee(s) (‘ICCs’) for each workplace, which is in
compliance with the requirements of the POSH Act, to redress the complaints received regarding sexual
harassment, which has formalized a free and fair enquiry process with a clear timeline.

The Internal Committee of the Company has also filed an Annual Return for the calendar year 2024 at its
jurisdictional office, as required under Section 21(1) of the POSH Act read with Rule 14 of the Sexual
Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Rules, 2013.

All employees in the organization are being made to attend the POSH awareness sessions, which also
cover gender sensitization. No pending complaints to be resolved for the financial year under review.

35. MATERIAL CHANGES AND COMMITMENT AFFECTING FINANCIAL POSITION OF THE
COMPANY

There have been material changes and commitments, which affect the financial position of the
Company, that have occurred between the end of the financial year:

The Company altered the capital clause of its Memorandum of Association for increasing its Authorised
Share Capital. Further the Authorized Share Capital of the Company was increased from existing Rs.
5,00,00,000/- (Rupees Five Crores Only) divided into 50,00,000 (Fifty Lakh) Equity Shares of Rs. 10/-
(Rupees Ten Only) to Rs.10,00,00,000/- (Rupees Ten Crores Only) divided into 1,00,00,000 (One Crore)
Equity Shares of Rs. 10/- (Rupees Ten Only) by creation of additional 50,00,000 (Fifty Lakh) Equity
Shares of Rs. 10/- (Rupees Ten Only) each and consequential Alteration in the Capital Clause of the
Memorandum of Association dated March 05,2025.

The Company made allotment on February 19, 2025, 1,85,900 equity shares on conversion of warrants at
Rs. 747/- each to “Non-Promoters Category”, on preferential basis, upon receipt of balance amount
aggregating to Rs. 10,41,50,475/- resulting an increase in paid-up equity capital of the Company from
Rs. 3,61,14,000/- (36,11,400) Equity Shares to Rs. 3,79,73,000/- (37,97,300 )Equity Shares .

36. SIGNIFICANT AND MATERIAL ORDERS PASSED BY THE REGULATORS OR COURTS
OR TRIBUNALS IMPACTING THE GOING CONCERN STATUS AND COMPANY’S
OPERATIONS IN FUTURE

During the year under review there has been no such significant and material orders passed by the
regulators or courts or tribunals impacting the going concern status and company’s operations in future.

37. THE DETAILS OF APPLICATION MADE OR ANY PROCEEDING PENDING UNDER THE
INSOLVENCY AND BANKRUPTCY CODE, 2016 DURING THE YEAR ALONG WITH THEIR
STATUS AS AT THE END OF THE FINANCIAL YEAR

During the Financial Year 2024-25, there was no application made and proceeding initiated /pending
under the Insolvency and Bankruptcy Code, 2016, by any Financial and/or Operational Creditors against
your Company.

As on the date of this report, there is no application or proceeding pending against your company under
the Insolvency and Bankruptcy Code, 2016.

38. THE DETAILS OF DIFFERENCE BETWEEN THE AMOUNT OF VALUATION AT THE
TIME OF ONE-TIME SETTLEMENT AND THE VALUATION DONE AT THE TIME OF
TAKING A LOAN FROM THE BANKS OR FINANCIAL INSTITUTIONS ALONG WITH THE
REASONS THEREOF

During the Financial Year 2024-25, the Company has not made any onetime settlement with any Bank or
Financial Institutions.

40. GENDER-WISE COMPOSITION OF EMPLOYEES

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

Male Employees: 38
Female Employees: 11
Transgender Employees: 0

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

39. BUSINESS RESPONSIBILITY AND SUSTAINABILITY REPORT

The Business Responsibility and Sustainability Report as required by Regulation 34(2) of the SEBI
(Listing Obligations and Disclosure Requirements) Regulations, 2015 (“Listing Regulations”), is not
applicable to the Company.

40. OTHER DISCLOSURE

During the Financial Year under review:

a) The Company has not issued Equity Shares with differential rights as to dividend, voting or
otherwise, pursuant to the provisions of Section 43 of the Act and Rules made thereunder.

b) The Company has not issued any Sweat Equity Shares to its Directors or employees.

c) No Director of the Company is in receipt of any remuneration or commission from its
subsidiaries.

d) There was no revision of financial statements

e) The Company has not made any provisions of money or has not provided any loan to the
employees of the Company for purchase of shares of the Company, pursuant to the provisions
of Section 67 of the Act and Rules made thereunder.

f) The Company’s securities were not suspended.

41. CAUTIONARY STATEMENT

Statements in the Director’s Report and the Management Discussion and Analysis describing the
Company’s objectives, expectations or predictions, may be forward looking within the meaning of
applicable securities laws and regulations. Actual results may differ materially from those expressed in
the statement. Important factors that could influence the Company’s operations include: global and
domestic demand and supply conditions, and other business policies, changes in government regulations
and tax laws, overall economic growth rate etc., economic developments within India and the countries
within which the Company conducts business etc.

42. AUDIT TRAIL APPLICABILITY (AUDIT AND AUDITORS) RULES 2014 - RULE 11 OF THE
COMPANIES ACT 2013.

The Company has used accounting software for maintaining its books of account for the financial year
ended March 31, 2025, which has a feature of recording audit trail (edit log) facility, and the same has
operated throughout the year for all relevant transactions recorded in the software.

As proviso to Rule 3(1) of the Companies (Accounts) Rules, 2014 is applicable from April 1, 2023,
reporting under Rule 11(g) of the Companies (Audit and Auditors) Rules, 2014 on preservation of audit
trail as per the statutory requirements for record retention is applicable for the financial year ended
March 31, 2025.

43. APPOINTMENT OF DESIGNATED PERSON (MANAGEMENT AND ADMINISTRATION)

RULES 2014 - RULE 9 OF THE COMPANIES ACT 2013.

In accordance with Rule 9 of the Appointment of Designated Person (Management and Administration)
Rules 2014, it is essential for the company to designate a responsible individual for ensuring compliance
with statutory obligations.

The company has proposed and appointed a Designated person in a Board meeting, and the same has
been reported in the Annual Return of the company.

44. PARTICULARS OF EMPLOYEES AND REMUNERATION

The information required under Section 197 & Rule 5 of the Companies (Appointment and
Remuneration of Managerial Personnel) Rules, 2014 is given below.

• The median remuneration of employees of the Company during the financial year is Rs. 4,14,858

• Percentage increase/decrease in the median remuneration of employees in the financial year 2024-25:
45.23% Increase

• Number of permanent employees on the rolls of the Company as on March 31, 2025: 49 (Forty-Nine)

• It is hereby affirmed that the remuneration paid during the year is as per the Remuneration policy of
the Company: Yes

• There is no employee covered under the provisions of section 197(14) of the Companies Act, 2013.

There was no employee in the Company who drew remuneration of Rs. 1,00,00,000/ - per annum during
the period under review. Hence, the Company is not required to disclose any information as per Rule
5(2) of the Companies (Appointment and Remuneration) Rules, 2014.

45. ACKNOWLEDGEMENTS

The Board of Directors wish to place on record its deep sense of appreciation for the committed services
by all the employees of the Company. The Board of Directors would also like to express their sincere
appreciation for the assistance and co-operation received from the financial institutions, banks,
government and regulatory authorities, stock exchanges, customers, vendors, members, debenture
holders and debenture trustee during the year under review.

Registered Office: By Order of Board of Directors

101, 1^st Floor, Plot No. 439, FOR CWD LIMITED

Hasham Premji Building,

Kalbadevi Road, Sd/- Sd/-

Mumbai - 400 002 Mr. Tejas Kothari Mr. Siddhartha Xavier

Tel: 91 - 90290 25141 Jt. Managing Director & CFO Jt. Managing Director & CTO

CIN: U31900MH2016PLC281796 DIN: 01308288 DIN: 03166884

Website: www.cwdin.com Mumbai Mumbai

Email: compliance@cwdin.com Thursday, September 04, 2025 Thursday, September 04, 2025