Your Directors have pleasure in presenting their 47th Annual Report together with the Audited Financial Statements for the year ended March 31.2024 (year under review), The Company operates only in one business segment viz,, Tungsten and Tungsten Carbide Products.

Operations and State of Affairs of the Company:

The current financial year has registered increase in production and sales volumes as compared to previous financial year. The Company's performance for the financial year 2023-24 (Sales Rs. 6015.81 Lakhs) has shown substantial improvement i n Reven ue fro m Operations in compariso n with the previ ou s fsnanda I ye ar 2022-23 (Sa I es R s. 3 95 7.261 akhs).

However, with the abrupt and steep rise in cost of raw materials and consumables, it was not possible for the Company to appreciably pass on the cost push to the customers, in the face of stiff Competitive Environment. The Management continues its focus on appropriate Marketing Policy decisions in response to the improving overall market conditions.

DIVIDEND

The R oa rd of Di re c to rs of yo u r Co m pa ny, after consi de ring relgva n l cirppmstances h as d ecided that It would be p rud on t n ot to recommend any Dividend for the year-under review,

TRANSFERTO RESERVES

i n te rms of S ection 123 of the Co m pa n i es Act, 2 013 [' Act¹}, the Comp any does not p ro pose to transfer a ny a m o u nt to Gene ra I Reserve for the year under review.

MANAGEMENT DISCUSSION AND ANALYSIS REPORT

The Management Discussion and Analysis Report as required under Regulation 34(2){e) read with Schedule V of the Securities and Exchange Board of India fSEBt*) {Listing Obligations and Disclosure Requirements) Regulations, 2015 ("Listing Regulations”) forms part of this Annual Report. Certain Statements In the said report may be forward-looking. Many factors may affect the actual results, which could be different from what the Directors envisage in terms of the future performance and outlook. The Management Discussion and Analysis Report is annexed as Annexure A.

SUBSIDIARIES. ASSOCIATES, AND JOINT VENTURE

The Company does not have any Subsidiary or Associate Company and has not entered into any Joint Venture during the year under review,_

DEPOSITS

During the year under review, the Company has not accepted any deposits under Chapter V of the Companies Act, 2013 ('Act') and ru les mad e the reu nd er. The refone. re qu i re ment of d isclosu re of d eta i Is re la ti n g to d e posits as per Secti on 134 (3 )(q) of the Act read with rules made (hereunder is not applicable.

CHANGE IN CAPITAL STRUCTURE

There is no cha ng e i n the p aid- op eq uity sha re ca pital of the C ompany du ri ng the yea r u nder rev lew. The pa i d- up E qu ity Share Capital of the Company as on March 31, 2024, is Rs, 5,37,12,450/- (Rupees Five Crores Thirty-Seven Lakhs Twelve Thousand Four Hundred Fifty only).

DIRECTOR5

During the year under review;

s- Shri Nrupang 6. Dholakia (DIN; 06522711) was appointed as an Independent Director of the Company, for the first

term of five consecutive years from June 01, 2023 to May 30, 2028 at 46th Annual General Meeting of the Company, not liable to retire by rotation.

> S hri Atut R. Garg (DIN. 07148 330) wa s re-a ppoi nted as a n I n de penda nt D i recto r of th e Com pa n y for the second term of five consecutive years with effect from February 7, 2024 to February 3, 2029 at 46th Annual General Meeti ng of the Compa ny, not I ia ble to reti re by rotati o n.

The term ofShriAbhishek V. Garni as a Managing Director will be ended on June 30,2025. The Nomination and Remuneration Committee and the Board of Directors at their respective meetings held on August 10, 2024 has recommended reappointment of Shri Abhishek V. Garni as a Managing Director of the Company for further period oF 3 (Three) consecutive years w. e .f. J uf y 1,2 02 5, s u bjo ct to ap prova I of the membe rs by way of a spec ia I resol utio n.

In accordance with the provisions of the Act and the Articles of Association of the Company, Shu Dhananjay D, Kanilkar retires by rotation at the ensuing Annual General Meeting and, being eligible, offers him self for re-appointment.

KEY MANAGERIAL PERSONNEL

Shri. Abhishek V. Garni, Managing Director Shri. Chetankumar Narandas Noyak. Chief Financial Officer(w.fc.f. June 1,2024) and Ms, Koma f R $oni, Compa ny Secretary a re t h e Key Man ageria l Pe rsonn el of th e Do m pa n y,

There were following changes in the Key Managerial Personnel of the Company up to the date of this report;

S hri. Vin ay C. S ura ceased to he Key Ms n ag eri at Person ne I (Ch ief Fin a ncia I Off ice r) pu rs ua n t to h i s res ig nation at the cl ose of business hours on May 31,2024.

Shri. Chetankumar Narandas Nayak was appointed as the Chief Financial Officer and was designated as a Key Managerial Personnel with effect From June 1,2024.

MEETINGS OF THE BOARD

Four (4)Bcard Meetings were h eld du ring I fie Fi na nci al Yea r e nded M arch 31,20 2 4 on the flowing d ates:

(I) May 29.2023, (ii)August 05.2023, (iii}October29,2D23and (iv) January 29,2024

INDEPENDENT DIRECTORS

The C om pany has rece ived d eel a ra ti o n s Ý' confirm ati ons f ro m at! t h e I n d e pen de n t D i re cto rs of th e Co m pa n y as req uired und e r Section 149(7) of the Act read with Rule 6 of the Companies (Appointment and Qualifications of Directors) Rules, 2014 stating that they meet criteria of Independence as defined under Section 149(6) of the Act and Regulation 16(1)(b) of the Listing Regulations.

PERFORMANCE EVALUATION

P ursu ant to the pro visi on s of the Act a nd the L i sti ng Reg ulations to th e extent ap pi i ca ble, the B oa rd ha s carried out the An nua I P erforma nee E vafua tion of the D irectors i nd iv id ua I ly a s well as eva I u atio n of til e wo rk i ng of the Board a n d of the Com m i tie es of the Board, byway of individual and collective feedback from Directors.

Th e foi lowing were the Eva I ua tic n C riteri a:

- Knowledge and Skills

- Profe ssi o n al Co n du ct

- Duties. Role and Functions

-Fulfilment of the Independence Criteria and their independence from the management

- Perfa rma nee a s Team Leader/Memher

- Evaluating Business Opportunity and analysis of Risk Reward Scenarios

- S e t Key Goa Is a nd Achi e ve ments

- P ro te s$io n al Co n du ct a nd l nleg ri ly

- Sharing of Information with the Board

The Directors ex pre ssed the i r satisfa ction with the eva I uaddn p roce ss a nd als o the o utcome of eva I u ati o n was pos itive without a ny con cem s from a ny 0 i re cto r.

AUDIT COMMITTEE

As on March 31.2024, the Audit Committee comprised of the 3 Directors with Shri Kishore D. Sharma, independent Director as Chairman of the Committee, Shri Abhishek V. Garni, Managing Director and Shri Atul R. Garg, Independent Director as Members.

The Committee inter alia reviews the Internal Control System. Reports of Internal Auditors, Key Audit Matters presented by the Statu tory Au ditors a n 6 Co m plia n ce of various Reg ula t ions. The Comm ittee a I so rev i ews t h e Fi na nci at State m en t$ bef ore lhey are placed before the Board of Direotors.

There was no instance where the recommendation by the Audit Committee was not accepted by the Board VIGIL IVI EC HAM ISM

Pursuant to the provisions of Section 177(9) & (10) of the Act, a Vigil Mechanism or Whistle Blower Policy for Directors, Employees and other Stakeholders to report genuine concernshas been established. The same is uploaded on the website of the C oirtpany a nd the we b* l i rtk as req u i re d u nder the Lis ting Rag ulaflo ns i s: h 11 ps: flwww rapi cu t-a rbid ss .com/Pol i cie s. h tm I The employees of the Company have the nghtfoption to report their concern/grievance to the Chairman of the Audit Committee. No one was denied access to the Chairman of the Audit Committee.

INTERNALCONTROLSYSTEMS AND THEIR ADEQUACY AND COMPLIANCE

fhe Company's interna! control procedures which include internal Financial Controls, ensure compliance with various polsci es. p ractice s and statutes keeping in vi ew the 0 rga ms ati on's si ze a nd natu re of th e busi ne ss. The I nterna I Aud Itor carri es out exte n s ive audits th roug h out th e yea r.

Your Company lias adopted policies and procedures for ensuring the orderly and efficient conduct of its business, including adherence to the Company's policies, the safeguarding of its assets, the prevention and detection of frauds and errors, the accuracy and the timely preparation of reliable Financial Disclosure.

CORPORATE SOCIAL RESPONSIBILITY

The Company is not falling under the criteria mentioned in Section 135 (1) of the Act. Therefore, the Company is not required to develop or implement policy on any Corporate Social Responsibility initiatives.

POLICY ON NOMIN ATION AND REMUNERATION

In compliance with the requirements of Section 178 of the Act, the Company has laid down a Nomination and Remuneration Policy which has been uploaded on the Company's website. The web-link as required under the Companies Act, 2013 is: https: //w w w.rap i cutca rb id es.co m/Pol i cie s. htmi

The salient fee lures of the Nomination and Remuneration Policy areas under

1) Setting out the o bj ect ive s of t h e Pol i cy

2) Definitions forthe purposes of the Policy

3) Appointment, resignation, retirement and removal of Director. Key Managerial Personnel and Senior Management Personnel

4) Remuneration for the Key Managerial Personnel and Senior Management Personnel.

DIVIDEND DISTRIBUTION POLICY

The Company is not falling under the criteria mentioned in Regulation 43Aof the Listing Regulations pertaining to Dividend Distri but ion Pol i cy. The reform, the C ompany is n ot req u i red to formu I ate Divide nd Distribution Pol i cy.

RELATED PARTY TRANSACTIONS

The particulars of Matenal Related Party Transactions entered by the Company which were at Arm's Length and were in G rd i na ry Course of B u s in ess und e r Secti on 188 of t h e Act a re f u m i sh ed i n the p rescribed F orm AOC-2 a s A n nexu re B.

All ne I ated pa rty tra reaction s ante red by the C Ompany du ring th e peri od u nder rev few, were in the ord i n ary cou rse of b usi no ss and at arm's length.

The Board has approved a policy for Related Party Transactions which has been uploaded on the Company's website. The web-3ink as required undorthe Listing ReguIestions is; https;//www. rapicutcarbrdcs.com/PoIicies,htmt

CORPORATE GOVERNANCE

The Regulation 15 (2) of the Listing Regulations, the compliance wdh the Corporate Governance provisions as specified in Regulations 17 to 27_; 46(2}(b) to (I) anti (t) and Para C, D and E of Schedule V are not applicable to the Company, as the paid' up equity share capital of the Company is less than Rs. 10 Crores and net worth is also less than Rs. 25 Cnores as on the fast day of previous Financial Year. Hence, the Company is not required to furnish Corporate Governance Report.

LISTINGOF SECURITIES

The equity shares of the Company are listed on the BSE Limited (BSE) with stock code 500360 and security IDtsymbol of RAPICUT respectively. The ESIN for equity shares is INE350DG1015. The Company confirms that the Annual Listing Fees to the Stock Exchange for the financial year 2024-25 has been paid.

LOANS, GUARANTEES AND INVESTMENTS

During the year under review, your Company has not granted any loans, nor furnished guarantees, nor made investments as envisaged under Section 186 of the Act.

DETAILS OF APPLEC ATION/S MADE / ANY PROC EEDINGS PENDING UNDER THE INSOLVENCY AND BANKRUPTCY CODE, 2016 DURING THE YEAR ALONGWITH THEIR STATUS AS AT THE END OF THE FINANCIAL YEAR 2023-24

Du ri ng the yea r u nd er review, neith er a pp licaf o n h as bee n made nor th e re are any pro ce ed i n gs pending u nder th e I n s olvency and Bankruptcy Code, 2016.

DETAILS OF DIFFERENCE BETWEEN AMOUNT OF THE VALUATION DONE AT THE TIME OF ONE TIME SETTLEMENT & VALUATION DONE WHILE TAKING LOAN FROM THE BANKS / FINANCIAL INSTITUTIONS ALONG WITH THE REASONS THEREOF

Du ri ng the year u nder review, the Com pa ny has not made any on e-time settle ment with Ba nks / F i nan cia | fn stitutions or wh ile ta king loan s from the Ba n ks or F i n a n c ia 11 nstitut ions, if any. Accord i ng ly, no d etaits a re req uired to be d i sc! osed.

AUDITORS

A. Statutory Auditors

In compliance with the Companies (Audi! and Audi ions) Rules, 2014, M/s. K C Mehta a Co., Chartered Accountants, were appointed as Statutory Auditors of the Company by the members at their 44' Annual General Meeting held on September 28, 2021 to hold office for a term of 5 (Five) years i.e. till the conclusion of 49"¹ Annual General Meeting (¹ AG M’} for th e financial year 2025-26.

The Auditor's Report for the financial year 2023-24 does not contain any Qualification, Reservation or Adverse Remark and hence do not cal! for any comments. The Auditor's Report is enclosed with the Financial Statements in this Annual Report.

B. Secretarial Auditors

In pursuance of Section 204 of the Act and the Rules made thereunder, the Board of Directors appointed M/s. Semrtgni Shah & Kab ra, Pract icing C omp any Se cr eta ri es, as Secretaria I Au drtors of th e Co m pa ny for t h e fmancia I year 20 24-2 5. The Secretariat Audit Report of M/s. Sam dart; Shah & Kabra, Practising Company Secretaries for the financial year 2023-24, is annexed herewith asAnnexure D.

The Secretarial Audit Report does not contain any Qualification. Reservation or Adverse Remark and hence do not call for any comments.

C. Internal Auditors

Pursuant to Section 138 of the Companies Act 2013, the Board of Directors appointed M/s, Rays & Associates, C ha rte red Accounts nts. Ah med abad as I nte rna I Aud i tors of th e Co m pa ny for the frna nci al year 2024-25.

D. CostAudifors

The provisions of the Cost Audit are not applicable to the Company and hence the Company is not required to appoint Cost Auditor. However, Cost Records as specified by the Centra! Government under Section 148 [1) read with the Companies (Cost Records and Audit} Rules. 2014 is applicable to the Company and accordingly cost records are made and maintained by the Company.

S EC R ETA RI A L STAN D ARDS C O MlP L! AN CE

During the year under review, the Company has complied with all tire applicable Secretarial Standards issued by The Institute of Company Secretaries of India and approved by the Central Government pursuant to Section 118 of the Act.

RISK MANAGEMENT

The provisrons of Regu lat ion 21 of the Listing ReguI ations pertai n ing to RisK Ma nagementCommittee a re not applicable to the Company. However, the Company has developed and are implementing Risk Management Policy including idem fication of various risks, if any, which in the opinion of the Board may threaten the existence of the Company, tha Company has risk a s sessme nt an d m itrga lion proc ed u re s i n p lace a nd th e Board h as bee n kept i nformed of s u ch a ssessm e nt.

MATERIAL CHANGES AND COMMITMENTS AND CHANGE IN NATURE OF BUSINESS

There have been no material changes and commitments affecting the Financial Position of the Company since the closure of the financial year i.e. since March 31,2024 ‘ill the dale of Board's Report.

Fu rther, it is h ereby co nf i rmed that th ere h as been no cha n ge i n the n atu re of busin ess of th e Com pa ny.

ANNUALRETURN

A co py of the An n ua I Retu rn a s requ i red und er Se ctio n 92 [3) of the Act h as be en p laced o n th e Compa ny's website The web-l in k as requ i red u nder Section 134 (3 }(a) of th e Act is as u nder; www, rapicutcarbides.co m/fina neeÝ;htm

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

In terms of Sub-section 3(m) of Section 134 of the Act read with Rule 8(3) of the Companies (Accounts) Rules, 2014, particulars relating to conservation of Energy, Technology Absorption, Foreign Exchange Earnings and Outgo are given in Annexure C forming part of this report.

PARTICULARS OF EMPLOYEES AND RELATED DISCLOSURES

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 areas under.

Ratio of the remuneration of each Director to the median remuneration of the employees of the Company for the Financial Year;

Percentage Increase in remuneration of each Director. Chief Financial Officer Chief Executive Officer Company Secretary or Manager, ifanyjn the Financial Year:

We affirm that the remuneration paid to the Managerial and Non-Managerial Personnel is as per the Nomination and Retnu ne ration p ol i cy of ih o Co m pa ny_

A stelgrnent sh o wi ng the na m os and pa rticul are of the ornp loyeo s failing with i n tft# pu rview o f R u lo 5 (2) of i h e afore sa i d ru I os are provided in the Annual Report.

None of the Employee, as mentioned above, is a relative of any Director or Manager of the Company, except for Sftri. Abhishek V. Garni, being the Managing Director himsaif:

Details of every employee, who was employed throughout the financial year and was in receipt of remuneration for thatyearwhichj in the aggregate, was not less than One Crore and Two Lakh Rupees: None

Details of every employee, who was employed for a part of the financial year and was in receipt of remuneration for any part of that year, at a rate which, in the aggregate, was not less than eight lakh fifty thousand rupees per month:

None

Details of every employee, who was employed throughout the financial year or part thereof, was in receipt of remuneration in that year which, in the aggregate, or as the case may be, at a rate which, in the aggregate, is in excess of that drawn by the Managing Director or whole-time Director or manager and holds by himself or along with his spouse and dependent children, not less than two percent of the equity shares of the Company: None

The voting rights on the equity shares which are transferred to Unclaimed Suspense Account are frozen till the rightful owner of such equity shares claims the shares.

? ISCLOSURES AS PER THE SEXUAL HARASSMENT OF WOMEN AT WORKPLACE (PREVENTION, PROHIBITtON AND REDRESSAL}ACT, 2013

The Company has zero tolerance for sexual harassment at workplace and has adopted a policy on Prevention. Prohibition and Redressal of Sexual Harassment at Work Place in line with the provisions of the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013 and the rules thereunder for prevention and redressal of Complaints of Sexual Harassment at Workplace. The Company has complied with provisions relating to the constitution of Internal Complaints Committee under the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013.

During the Year under review no complaints were reported under Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redress at) Act, 2013.

TRANSFEROF EQUITY SHARES, UNPAID/UNCLAIMED DIVIDEND TO THE IEPF

In line with the statutory requirements, the Company has transferred to the credit of IEPF set up by the Government of India, equity shares in respect of which dividend had remained unpaid/urtd aimed fora period of seven (7) consecutive years within the limelines laid down by the Ministry of CorporateAffairs.

Unpaid/ unclaimed dividend for seven (7) years or more has also been transferred to the IEPF pursuant to the requirements under the Act.

OTHER DISCLOSURES:

1. The Compa ny do es not h ave a ny sche me of provis ion of money fo r th e purch as e of its own s h ares by emp loyee s or by trusteesforthebenefitofemployees.

2. In the opinion of the Board_r the Indepeodent Directors appointld f re-appointed during the year are persons of integrity and possess expertise, experience and proficiency.

3. No s ignif i cant o r mate rial ord ers were pa ssed by th e Reg u I ato rs or C o u rts or Tub u na I s wh ich im pact th e goi ng co n cern status and Company's operations in future.

4. No fra ud ha s been reporte d by th e Audita rs unde r seel ion 14 3( 12} of the Ad to the Aud i e Committee or th e Board.

5. The Ma nag i ng D i rector i s not i n receipt of Com mi s sion from a ny Company

DIRECTORS' RESPONSIBILITY STATEMENT

Pursuant to the requirement of Section 134(5) of the Act, the Board of Directors, to the best of its knowledge and ability confirms that:

a} in the preparation ot the Annual accounts, the applicable Accounting; Standards have been followed along with properesplanation relating to material departures, if any;

b) they have selected such accounting policies and applied them consistently and made judgments and estimates that are reasonable and prudent so as to give true and fair view of the state of affairs of the Company at the end of the Financial Year and of the profit and loss of the Company for that period.

c) they have taken proper and sufficient care for maintenance of adequate accounting records in accordance with the provisions of the Act for safeguarding the assets of the Company and for preventing and detecting fraud and other irregulantres;

d) they have prepa red the An n ua I accou n ts on a going conce rn basis;

e) they have iaid down interna! financial controls to be followed by the Company and that such internal financial control s are a doq uate and wo re opera ting effectively: and

f) they have devised proper systems to ensure compliance with the provisions of all applicable laws and that such systems are adequate and operating effectively.

ACKNOWLEDGEMENTS

Your Directors would like to place on record their sincere appreciation of the support and assistance extended by the Company's Suppliers, Bankers and Business Associates. Your Directors also acknowledge support received from the employees and the esteemed Shareholders and the confidence reposed by them in the Company and its Management.