The Board of Directors are pleased to present this 27^th Annual Report of the Company, along with the financial statements for the
Financial Year ended March 31, 2025, in compliance with the provisions of the Companies Act, 2013, the rules and regulations framed
thereunder (“the Act”) and the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements), Regulations
2015 (“SEBI (LODR) Regulations, 2015”).

1. FINANCIAL RESULTS:

The Company's financial performance (Standalone and Consolidated) for the Financial Year ended March 31, 2025, is
summarized below;

2. Review of Operations and the state of Company’s
affairs.

During the financial year ended 31st March 2025, the
Company continued to strengthen its presence in the glass
industry, delivering a strong performance supported by
improved operational efficiencies and positive mindset of
the management.

Despite global economic headwinds and input cost volatility
and challenging labour conditions (availability and cost), the
Company demonstrated operational resilience, improved
margins, and delivered strong top- and bottom-line growth.

On a standalone basis, the Revenue from Operations
increased to ^6,301.69 lakhs as compared to ^5,952.51
lakhs in the previous year, marking a growth of 5.86%.
The Earnings Before Interest, Depreciation, Tax and
Amortisation (EBIDTA) increased significantly from
^703.71 lakhs in FY 2023-24 to ^1,221.91 lakhs in
FY 2024-25. The Net Profit surged to ^399.90 lakhs from

H 50.70 lakhs as against the previous year figures, registering
an impressive increase in the Net Profit of the Company.

On a consolidated basis, the Company achieved a
substantial growth in Revenue from Operations, which
stood at ^24,357.90 lakhs for FY 2024-25, up from
^16,379.93 lakhs in the previous year an increase of 48.70%
on account of remarkable performance of the Investment in
subsidiary. The EBIDTA has also correspondingly increased,
reaching to ^3,534.25 lakhs compared to ^2130.98
lakhs in FY 2023-24. The Net Profit for the year was
^1,103.02 lakhs, a sharp rise from ^333.31 lakhs in the
previous year, representing a strong and impressive growth.

The Company's continued focus on quality enhancement,
innovation, and cost efficiency has resulted in this improved
performance. Operating in the strategically important glass
processing sector in India & internationally, the Company
remains well-positioned to capitalize on future growth
opportunities and maintain its leadership in the industry.

Amount Proposed to be Transferred to Reserves:

The Company has made no transfer to reserves during the
financial year 2024-25.

Change in the Nature of Business, If any:

There is no change in the nature of business during the
financial year 2024-25.

Consolidated Financial Statements

The Consolidated Financial Statements are prepared in
accordance with Indian Accounting Standards (Ind AS) as per
the Companies (Indian Accounting Standards) Rules, 2015
notified under Section 133 of the Companies Act, 2013 and
other relevant provisions of the Companies Act, 2013.

The Consolidated Financial Statements for the financial Year
ended March 31, 2025 forms part of the Annual Report.

As per the provisions of Section 136 of the Companies Act,
2013, the Company has placed Audited Financial Statements
of its Subsidiaries on its website www.seialglass.co.in and a
copy of Audited Financial Statements of its Subsidiaries will
be provided to shareholders upon their request.

3. MANAGEMENT DISCUSSION & ANALYSIS

Global Economic Review¹

In CY 2024, the global economy demonstrated stable
momentum, with growth rate of 3.3%. The United States
played a key role in this growth, backed by a resilient
labour market, steady consumption and sustained
corporate earnings.

Emerging markets and developing economies (EMDEs)
outpaced developed economies, growing at a healthy
4.3%, compared to 1.8% in developed countries. This
performance was largely driven by timely and targeted
policy interventions by central banks, which helped stabilise
financial conditions and support domestic consumption.

Global headline inflation moderated to 5.7% in CY 2024,
down from 6.6% in the previous year. This decline was
primarily driven by declining energy prices and tightening
monetary policies across advanced economies. However,
the disinflation trend remained uneven across regions,
with advanced economies showing faster progress towards
targets compared to emerging and developing economies.

Outlook

The global economic outlook remains optimistic, with GDP
expected to increase by 2.8% in CY 2025 and 3.0% in CY
2026. This growth will be supported by further easing of
inflationary pressures, strong consumer demand and the
ongoing implementation of well-calibrated policy measures
by governments and central banks. Global headline inflation

is projected to decline to 4.3% in CY 2025. Central banks
are likely to lower interest rates gradually, contingent on
the evolving trajectory of inflation and economic growth
indicators. Stabilizing oil prices and a decline in food
inflation are contributing to a more conducive operating
landscape for businesses and international trade.

While trade tensions may persist in the short term, companies
are focusing on regional partnerships and diversifying their
supply chains. Emerging markets are expected to show more
prominent role in global growth, supported by demographic
advantages and expanding industries.

Growth in the Global GDP

Regional Overview & Outlook
GCC Countries

The GCC region, comprising Bahrain, Kuwait, Oman,
Qatar, Saudi Arabia and the United Arab Emirates, has
demonstrated resilience in the face of global and regional
uncertainties. This stability is largely attributed to their
focus on economic reforms and reducing dependence on
hydrocarbon revenues. Countries such as Saudi Arabia
and the UAE have seen notable growth in non-oil sectors,
supported by sustained government-led investments under
programmes like Saudi Vision 2030, Abu Dhabi Economic
Vision 2030 and Dubai Industrial Strategy 2030.

The GCC region is projected to grow at 4% in CY 2025.
This growth is backed by ongoing efforts towards economic

diversification, digital transformation, expected oil
production costs and gradual easing of regional conflicts.

Sub-Saharan Africa

Sub-Saharan Africa's economic performance showed a
modest upward trend, with growth improving from 3.60%
in CY 2023 to 4.00% in CY 2024. This positive momentum
reflects easing inflationary pressures and signs of fiscal
consolidation across several economies. However, the
region continues to grapple with challenges due to tight
financing conditions. As a result, policymakers are navigating
a complex landscape, balancing the need for structural
reforms with prudence to ensure economic stability and
long-term growth.

Sub-Saharan Africa is expected to grow at 3.80% in
CY 2025 and 4.20% CY 2026. Realising this growth will
depend on the region's ability to address longstanding
structural inefficiencies, implement disciplined fiscal policies
and create an environment that attracts and sustains private
sector investment.

Indian Economic Review²

India continues to outperform many major economies,
demonstrating resilience and consistency amid global
economic uncertainty. Structural reforms, prudent fiscal
and monetary policies have increased investor confidence
and ensured the economy's sustained growth. In FY2025,
the country's GDP growth is 6.5%³. This growth is driven by
robust domestic consumption, increased capital, improved
agricultural output, gradual easing of inflationary pressures
and supportive monetary policies.

The Reserve Bank of India (RBI) adopted a calibrated stance
to preserve macroeconomic stability and support growth.
Retail headline inflation moderated to 4.6% in FY 2025, down
from 5.4% in the previous year⁴. However, the imposition of
reciprocal tariffs by the United States is anticipated to exert
upward pressure on inflation through higher import costs.
In response, Indian policymakers are monitoring global
tariff dynamics and are prepared to take measured action
as necessary. Also, the RBI's recent repo rate reduction is
expected to improve systemic liquidity, lower borrowing
costs and provide buffer against external shocks.

Outlook

India's economic outlook for FY 2026 remains positive, with
GDP growth projected at 6.5% for FY 2026⁵. This growth will
be driven by sustained momentum in consumer spending,
continued investments in infrastructure and policy support.
CPI Inflation is anticipated to reach 4% for FY 2026.⁶ This
ease in inflation is expected to improve consumer spending,
further fuelling domestic growth.

Government-led initiatives such as 'Make in India' are
expected to drive employment, attracting private sector
investment and boosting the domestic manufacturing
ecosystem. The recent income tax relief measures introduced
in the Union Budget 2025 are likely to improve disposable
incomes and stimulate consumer demand, especially in urban
markets. Despite prevailing global headwinds, including
geopolitical tensions and financial market volatility, India's
proactive policy framework continues to provide a strong
and stable base for sustained growth.

Global Flat Glass Industry⁷

In CY 2024, the global flat glass market reached a valuation
of around USD 311.44 billion, reflecting its growing
importance across key industries such as construction,
automotive and solar energy. Defined by its planar form,
flat glass finds extensive applications in architectural
glazing, vehicle exteriors, photovoltaic systems and in
interior designing. The industry's growth is mainly linked
to macroeconomic factors, technological advancements
and heightened focus on sustainable building materials and
energy-efficient solutions.

In CY 2024, the tempered glass segment contributed
36.00% of total revenue. Known for its enhanced strength
and safety characteristics, tempered glass is extensively
utilised across sectors such as consumer electronics,
commercial cooling systems, automotive manufacturing
and industrial equipment. Its ability to withstand impact
and thermal stress makes it a popular choice in passenger
vehicles, where safety is paramount. In the construction
sector, it is used for architectural glazing, including windows,
doors and walls. Its thermal resistance and durability also
drive adoption in mobile devices and kitchen equipment.

The flat glass market can be segmented into three major
categories: The architectural, the automotive and a diverse
'other' category.

The architectural segment held the largest share of the
flat glass market in CY 2024, accounting for 71.5% of total
revenue. This was largely supported by strong growth

in construction and infrastructure projects, as well as
rising demand in interior applications such as partitions,
shelves and decorative panels. Increasing urbanisation in
regions like India and across ASEAN countries is fuelling
growth. Additionally, the global shift toward sustainable
architecture is driving the integration of flat glass in modern
construction practices.

The 'Other' segment is expected to register the highest
CAGR over the forecast period, propelled primarily by
accelerating investments in solar energy infrastructure.
Demand for specialised glass, particularly tempered
variants, continues to rise due to its critical role in shielding
solar modules from environmental stresses.

In CY 2024, the automotive sector represented the
second-largest user of the flat glass market. Flat glass is
essential in vehicle manufacturing, with tempered and
laminated glass being the primary types. The U.S. flat glass
market benefits significantly from the country's established
automotive manufacturing ecosystem. With increasing
investments in electric vehicle (EV) production, driven by
government incentives and favourable policies, the demand
for flat glass in the automotive sector is set to rise.

The flat glass market in the Middle East & Africa is
experiencing notable growth, fuelled by large-scale
infrastructure projects and a shift towards energy-efficient
buildings. Key markets such as Saudi Arabia, the UAE and
South Africa are leading this growth, driven by ambitious
national initiatives like Saudi Arabia's Vision 2030 and
landmark projects such as NEOM City. The region's extreme
climate conditions further amplify the need for specialised
glazing, with low-E glass becoming increasingly popular for
lowering cooling costs.

Outlook

The global flat glass market size is estimated to grow at a
CAGR of 4.6% between CY 2025 and CY 2030, propelled
by evolving regulatory frameworks and urban development
initiatives. Policies such as China's energy efficiency
standards and major investments in smart cities such as
India's USD 9.62 billion Smart Cities Mission, are creating
strong tailwinds for the industry.

Indian Flat Glass Industry

India's flat glass industry has emerged as a critical
component of the nation's industrial value chain, with strong
linkages to both the construction and automotive sectors.

The sector's upward trajectory is closely tied to accelerating
urban infrastructure development, growing automotive
production and broader macroeconomic expansion. Valued
at USD 3.7 billion in FY 2024, the market is expected to
reach USD 3.91 billion in FY 2025.⁸

Growth Drivers

Strong growth in the Building and Construction Sector

The expansion of India's real estate sector continues to be
a key catalyst for flat glass demand. The growth is further
bolstered by government-backed initiatives such as the
Pradhan Mantri Awas Yojana-Urban (PMAY-U) significantly
influencing material requirements, with the Ministry of
Rural Development targeting the construction of 4.95 crore
housing units by FY 2029.⁹

Infrastructure Development

Large-scale infrastructure projects across sectors such as
transportation, urban mobility and commercial real estate.
Projects involving airports, metro systems, expressways and
high-rise commercial hubs are accelerating the integration
of flat glass in structural glazing, interior design and energy-
efficient buildings. The Union Budget 2025-2026 allocated
INR 96,777 crore for infrastructure development, signifying
the government's focus on urban development.¹⁰

Urban Challenge Fund (UCF)

As part of the Union Budget 2025-26, a new Urban Challenge
Fund (UCF) has been introduced by the government. With
an overall corpus of INR 1 lakh crore and an initial allocation
of INR 10,000 crore for the FY 2026, the fund aims to
support innovative city redevelopment and promote future-
ready urban ecosystems.¹¹

Growing Adoption of Solar Energy

India ambitious targets for expanding its renewable energy
portfolio is expected to serve as a significant growth lever
for the solar glass division. The expansion of large-scale solar
infrastructure, along with increased rooftop installation,
is anticipated to drive the demand for high-quality solar
glass. The launch of the PM Surya Ghar: Muft Bijli Yojana,
the world's largest domestic rooftop solar initiative, targets
the installation of solar systems across 1 crore households.
this initiative is expected to enhance the penetration of
solar energy while directly contributing to the demand
for durable, weather-resistant glass used in photovoltaic
applications.¹²

Energy Conservation Building Code (ECBC)

This code promotes energy efficiency in buildings and
positively influence demand for high-quality glazing
solutions. This step can increase the demand of the glass
which are designed for energy efficiency and solar control
in architectural applications.¹³

Outlook

The Indian flat glass market is projected to experience
robust growth, with an estimated CAGR of 5.78% from
FY 2025 to FY 2033.¹⁴ This growth will be influenced by
the continuous expansion in the building and construction
sector, notable infrastructure investments and urbanisation,
the increasing adoption of solar energy solutions and
the growth in automotive production, especially in the
EV division. Government initiatives aimed at promoting
sustainable development and energy-efficient construction
practices are expected to further strengthen the market
outlook, positioning the industry for sustained growth
over the long term.

Company Overview

Founded in 1998, Sejal Glass Limited is a prominent player
in India's glass industry, specializing in the production and
manufacturing of premium, value-added glass products.
With a strong foothold across key sectors such as
construction, automotive and solar energy, the Company
caters to a diverse range of customer needs. It offers an
extensive portfolio of innovative glass solutions, including
Insulating Glass (Kool Glass), Acoustic Glass (Tone Glass),
Security Glass (Fort Glass, Armor Glass), Decorative Glass
(Decor Glass), Fire-resistant Glass (FireBaan Glass), and
Solar Control Glass (Lunaro).

Equipped with advanced processing facilities and a
well-established PAN India distribution network, Sejal Glass
has contributed to several iconic projects both in India and
neighbouring countries. The Company also operates 'Sejal
Encasa', a retail chain that provides curated range of interior
solutions for residential and commercial spaces.

Driven by a commitment to quality, innovation and customer
satisfaction, Sejal Glass remains a reliable and respected
partner within the Indian glass processing industry.

Product Performance

Revenue generated by each product in FY 2024-25, in
comparison to FY 2023-24

Manufactured Goods

Human Resources

Sejal Glass views its workforce as a vital asset in
achieving sustainable growth and operational excellence.
The Company's HR strategy is designed to cultivate a
performance-driven culture that supports employee
well-being, professional development, aligning individual
aspirations with organisational objectives.

During the year, the Company continued to expand business
operations while ensuring its employees felt safe and
supported. Comprehensive measures were implemented
to ensure a secure working environment, including medical
assistance and the promotion of safety protocols across
all functions. Health and safety remain integral to the
Company's operating framework.

Throughout the year, focused initiatives were undertaken
to address skill gaps through training and development
programmes for both permanent employees and contract
workers. These efforts are helping build a stronger and
future-ready workforce.

The Company upholds a culture of transparency,
accountability and ethical conduct. In line with this
commitment, the Whistle Blower Policy provides employees
and stakeholders with a safe and confidential mechanism
to report concerns related to misconduct or unethical
behaviour. This safeguards the interest of all parties involved
while ensuring trust and integrity within the workplace.

During the year, industrial relations remained stable and
constructive due to strong teamwork and collaboration
among employees, labour partners and vendors. Looking
ahead, the Company remains committed to fostering an
inclusive and supportive work environment that enables
personal growth, encourages operational efficiency and
ensures alignment with its long-term vision.

Outlook

The Company maintains a positive outlook for the future.
Strategic capital expenditure to strengthen production
capabilities will support the Company's growth. Efforts
remain focused on optimising capacity utilisation at both
Silvassa and UAE facilities, which are currently operating
above 55-60%. The Company continues to invest in talent
acquisition and workforce development to support the
increased production volumes and product diversification
planned for the coming period.

The Company is steadily expanding its portfolio of value-
added products, including bulletproof and railway-
grade glass, with commercial launch expected soon. The
UAE facility, with a strong order book and access to 12
international markets, is poised to be a major growth driver.
Domestically, the steady demand from the real estate
and infrastructure sectors continues to provide a solid
foundation for sustained growth and market expansion.

The Company is also exploring inorganic growth
opportunities to further expand its market presence. It also
remains committed to enhancing operational efficiency,
driving customer satisfaction and maximising long-term
value for shareholders.

Internal Control and Adequacy

The Company has in place a well-established framework
of internal control systems which are commensurate with
the size and complexity of its business. The Company has
an independent internal audit function covering major
areas of operations and the same is carried out by external
Chartered Accountant firm engaged for this purpose.

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 relates and the date of the
report.

Subsequent to the end of the financial year, the Board
of Directors at its meeting held on April 08, 2025,
approved the acquisition of the business undertaking of
M/s Glasstech Industries (India) Private Limited, pertaining
to the manufacturing facilities and sale and supply of
architectural glass products, on a slump sale basis as
a going concern.

As part of this transaction, the Company entered into a
Business Transfer Agreement (BTA) dated April 10, 2025,
for acquiring the entire business of M/s Glasstech Industries
(India) Private Limited including all legal and beneficial
ownership, rights, title and interests and Business Assets
(excluding Excluded Assets), Business Contracts, Business
Data and Records; Insurance Policies; Licenses; Business
IP; employees; goodwill; and all existing customers/dealer
networks of the Business.

Additionally, the Company also entered into a long lease
with M/s Glasstech Industries (India) Private Limited for
its Land & building. The said agreements relate to the
manufacturing facilities located at:

i) Plot No. L-113, Taloja Industrial Area, situated within
the limits of Tondre and outside the limits of Municipal
Council, Taluka - Panvel, District Raigad, Maharashtra,
admeasuring approximately 10,388.77 sq. mtrs.
(equivalent to 1,11,825 sq. ft.); and

ii) Plot No. FF-4, SIPCOT Industrial Growth Centre,
Perundurai, situated in the Revenue villages of Ingur
and Perundurai, Taluka Perundurai, Sub-Registration
District of Erode, Revenue District of Erode, Tamil
Nadu, admeasuring approximately 5,408.95 sq. mtrs.
(equivalent to 58,221.94 sq. ft.), comprising Revenue
Survey No(s). 236(Pt), 279(Pt), 278(Pt), 277(Pt),
282(Pt), 283(Pt) & 284(Pt).

This strategic acquisition is expected to enhance the
Company's operational footprint and manufacturing
capabilities in the architectural glass segment,
thereby significantly impacting its financial position
and future growth.

5. Dividend

The Board of Directors of the Company (“Board”) has not
recommended any dividend for the year under review.

6. Subsidiaries, Joint Ventures or Associate
Companies

As on March 31, 2025, the Company has one Direct
Subsidiary and one Associate LLP. During the year 2023-24,
the Company acquired 99.01% equity share capital of Sejal
Glass & Glass Manufacturing Products LLC (“Sejal UAE”), a
Company incorporated under the laws of UAE w.e.f May 19,
2023 making it a Subsidiary of the Company.

Sejal Glass Ventures LLP (SGV LLP) is an Associate of the
Company. The Company holds 44.99% of the Capital
Contribution in the said LLP.

The operations of the Subsidiary and the Associate for the
financial year ended March 31, 2025, and its performance/
contribution to overall performance of the Company is
reported in the Consolidated Financial Statement of the
Company for the financial year under review. A gist of
financial highlights/performance of the Subsidiary and
Associate is contained in Form AOC-1 and forms part of this
report and annexed as Annexure-1.

7. Share Capital

The Authorised Share Capital of the Company as on March 31,
2025 is 60,00,00,000/- (Rupees Sixty Crore only) consisting
of 1,50,00,000 (One Crore Fifty Lakhs) Equity Shares of H
10/- (Rupees Ten) each and 45,00,000 (Forty-Five Lakhs)
Preference Shares of H 100/- (Rupees One Hundred) each.

The Paid-up Share Capitalofthe Companyas on March 31,2025
is H 30,10,00,000/- divided into 1,01,00,000 equity shares of
H 10/- each fully paid up & 20,00,000 7% Redeemable
Preference Shares of H 100/- each. The Preference Shares
are not listed on any Stock Exchanges in India or abroad.

During the year under review, there are no changes in the
authorized, issued, subscribed and paid-up share capital
of the Company.

8. Debentures

During the financial year under review, the Company has
not issued or allotted any Debentures and does not have
any outstanding Debentures.

9. Public Deposits

During the year under review your Company has neither
accepted nor invited any deposit from public, falling within
the ambit of Section 73 of the Companies Act, 2013 and
The Companies (Acceptance of Deposits) Rules, 2014.

10. Significant and Material Orders passed by the Regulators or Courts or Tribunals

The Company has received an order from the Income Tax Authorities raising demand for the period prior to the Hon'ble NCLT
Order dated March 26, 2021 (Pre-CIRP period) approving the Resolution Plan submitted by the Successful Resolution Applicants.
The details of the orders passed are given herein below;

The Company was admitted to undergo corporate insolvency
resolution process (CIRP) under the Insolvency and
Bankruptcy Code, 2016 on February 12, 2019. The National
Company Law Tribunal on March 26, 2021 (Order date) read
with Order dated June 7, 2021, approved the Resolution
Plan submitted by the Successful Resolution Applicant/s.

Consequent upon the approval of the Resolution Plan by
the Hon'ble NCLT Tribunal u/s 31(1) of Insolvency and
Bankruptcy Code 2016 all the claims not forming part of
the Resolution Plan stand extinguished. The claim raised by
the Income Tax department pertains to pre-CIRP period and
hence stands extinguished.

The Company had received such demands/ orders from
the Income Tax Authorities earlier as well, the intimation of
which was provided to the exchanges on April 20, 2024.
The company had challenged the said demands/ orders
with the NLCT and consequent upon the hon'ble Tribunal
hearing the submissions of both the parties, the Hon' ble
Tribunal vide its order dated April 28, 2025 have disposed
of the application with directions that the Respondent
Assistant commissioner of Income Tax Circle 13 (2)(2),
Mumbai must withdraw notice(s) or proceedings in relation
to dues (past or future) for the period prior to the date on
which this adjudicating authority granted its approval under
Section 31 of the IBC i.e. 26.3.2021.

11. Internal Control Systems and their adequacy:

Your Company has in place adequate internal financial
controls with reference to the Financial Statements
commensurate with the size, scale and complexity of
its operations. The internal Auditor is responsible for
independently evaluating the adequacy and effectiveness
of all internal control designs and implementation, risk
management, systems and processes.

Based on the report of internal audit function, process
owners undertake corrective action in their respective
areas and thereby strengthen the controls. Significant audit
observations and corrective actions thereon were presented
to the Audit Committee of the Board.

12. Directors And Key Managerial Personnel (KMP)

As on March 31, 2025, the Board of Directors of the
Company comprised of One Executive Director (Whole-time
Director), Three Non- Executive Independent Directors,
One Non-Executive Non- Independent Director and One
Non- Executive Director/ Chairman (details of the same are
provided in the Corporate Governance Report which forms
part of this Annual Report).

During the year under review the following change took place in the composition of Board of Directors.

Retirement by Rotation at ensuing Annual General
Meeting

In accordance with the provisions of Section 152 of the Act
and Articles of Association of the Company, Mr. Vijay Vasanji
Mamania, Director, retires by rotation at the forthcoming
Annual General Meeting and being eligible has offered
himself for re-appointment.

The Board recommends his re-appointment in the ensuing
27^th Annual General Meeting.

Independent Directors' Declaration:

The Company has received necessary declarations from all
the Independent Directors on the Board of the Company
confirming that they meet the criteria of Independence as
prescribed under Section 149 of the Companies Act, 2013
and the Rules made there under and Regulation 16(1)(b) and
other applicable regulations, if any, of the Securities and
Exchange Board of India (Listing Obligations and Disclosure
Requirements) Regulations, 2015, as amended. The
Independent Directors have also 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.

The Board of Directors, based on the declaration(s) received
from the Independent Directors, have verified the veracity
of such disclosures and confirmed that the Independent
Directors fulfill the conditions of independence specified
in the Securities and Exchange Board of India (Listing
Obligations and Disclosure Requirements) Regulations,
2015 and the Companies Act, 2013, as amended and are
independent from the management of the Company.

In the opinion of the Board, all the Independent Directors
are persons possessing attributes of integrity, expertise and
experience (including proficiency) as required under the
applicable laws, rules and regulations.

Appointment of Independent Director on the Board of
Subsidiary Company.

During the year under review the Company had appointed
Mr. Chirag Doshi (Independent Director) of the Company
as the Director on the board of M/s. Sejal Glass & Glass
Manufacturing Products LLC the material Subsidiary
of the Company.

14. NUMBER OF MEETINGS OF THE BOARD OF
DIRECTORS

During the financial year under review, six (6) Board
Meetings were convened and held, the details of which are
given in the Corporate Governance Report. The intervening
gap between these meetings was within the period
prescribed under section 173 of the Act and Regulation
17 of the SEBI Listing Regulations, 2015 and Secretarial
Standard on Meetings of the Board of Directors.

15. COMMITTEES OF THE BOARD

Your Company has duly constituted Committees which have
been established as part of the best Corporate Governance
practices and are in compliance with the requirements of
the relevant provisions of applicable laws and statutes. The
Company has following Committees:

• Audit Committee

• Stakeholder's Grievances and Relationship Committee

• Nomination and Remuneration Committee

The details with respect to the compositions, powers,
terms of reference and other information of the relevant
committees of the Board of Directors are given in details in
the Corporate Governance Report which forms part of this
Annual Report.

16. NOMINATION AND REMUNERATION POLICY

The Company's Nomination and Remuneration Policy is in
conformity with the requirements of Section 178(3) of the
Act and SEBI Listing Regulations, 2015.

The Nomination and Remuneration Policy, as approved
by the Board of Directors, is hosted on the website of the
Company viz: -https://www.sejalglass.co.in

17. VIGIL MECHANISM CUM WHISTLE BLOWER
POLICY

The Company has established a vigil mechanism and
accordingly framed a Whistle Blower Policy. The policy
enables the employees to report to the management
instances of unethical behavior, actual or suspected fraud
or violation of Company's Code of Conduct. Further the
mechanism adopted by the Company encourages the
Whistle Blower to report genuine concerns or grievances
and provide for adequate safe guards against victimization
of Whistle Blower who avails of such mechanism and also
provides for direct access to the Chairman of the Audit
Committee, in exceptional cases. The functioning of vigil
mechanism is reviewed by the Audit Committee from time
to time. None of the Whistle blowers has been denied
access to the Audit Committee of the Board. The Whistle
Blower Policy of the Company is available on the website of
the Company https://www.sejalglass.co.in

18. RELATED PARTY TRANSACTIONS

During the year under review, all related party transactions
entered into by the Company, were approved by the Audit
Committee and were on an arm's length basis and in the
ordinary course of business. Prior omnibus approval was
obtained for related party transactions which were of
repetitive nature and entered in the ordinary course of
business and on an arm's length basis. The statement giving
details of all Related Party Transactions were placed before
the Audit Committee / the Board for review and approval
on a quarterly basis.

During the year under review, the Company has entered
into material related party transactions and in terms of
Section 134 of the Act, details of the same are stated in
Form AOC-2 in Annexure- 2 of this report. The material
related party transactions entered by the Company are
within the limits and in terms of the approval sought from the
members by way of postal ballot through remote e-voting
held on March 22, 2024. All related party transactions are
mentioned in the notes to the accounts.

The “Policy on Materiality of Related Party Transactions
and also on dealing with Related Party Transactions” ('the
Policy'), as amended and approved by the Board of Directors
has been uploaded on the website of the Company viz:
https://www.sejalglass.co.in. The Policy intends to ensure
that proper reporting, approval and disclosure processes
are in place for all transactions between the Company and
Related Parties. This Policy specifically deals with the review
and approval of Related Party Transactions, keeping in mind
the potential or actual conflicts of interest that may arise
because of entering into these transactions.

19. PARTICULARS OF LOANS, GUARANTEES OR
INVESTMENTS

Details Of Investments, Loans and Guarantees as covered
under the provisions of Section 186 of the Act are given in
the notes to the financial statements.

20. AUDITORS

a. Statutory Auditors

M/s. Gokhale & Sathe, Chartered Accountants
(FRN 103264W) were appointed as the Statutory
Auditor of the Company for a term of 5 (five)
consecutive years, at the 23^rd AGM, held on September
30, 2021. The Company has received confirmation
from them to the effect that they are not disqualified
from continuing as Statutory Auditors of the Company.

The Notes on financial statement referred to in the
Statutory Auditors' Report are self-explanatory and
do not call for any further comments. The Statutory
Auditors' Report on the standalone and consolidated
financial statements of the Company for the Financial

Year ended March 31, 2025, forms part of this
Annual Report and does not contain any qualification,
reservation or adverse remark.

b. Statutory Auditor’s Report

The Statutory Auditors' Report on the accounts of the
Company for the accounting year ended March 31,
2025 is self-explanatory and do not call for further
explanations or comments that may be treated
as inadequate compliance of Section 134 of the
Companies Act, 2013.

There is no qualification, reservation or adverse
remark made by the Statutory Auditors in their report
for FY 2024-25.

c. Secretarial Auditors:

Section 204 of the Act inter-alia requires every listed
company to annex to its Board's Report, a Secretarial
Audit Report given by a Company Secretary in Practice.
The Board of Directors of the Company, in compliance
with Section 204 of the Act, appointed Mr. Harshad
Pusalkar, Proprietor of Pusalkar & Co., Practicing
Company Secretary, as the Secretarial Auditor to
conduct the Secretarial Audit of the Company for
Financial Year 2024-25. The Secretarial Audit Report
for the financial year 2024 - 25 in Form MR-3 is
annexed as Annexure ‘3’.

Mr. Harshad Pusalkar, Proprietor of Pusalkar & Co.,
Practicing Company Secretary, (Unique Identification
No.: S2020MH771800), is proposed to be appointed
on the basis of recommendation of Board of Directors
as the Secretarial Auditors of the Company from the
conclusion of this 27^th Annual General Meeting till
the conclusion of 32^nd Annual General Meeting of the
Company pursuant to the provisions of Regulation
24A of SEBI (Listing Obligations and Disclosure
Requirements) Regulations, 2015 and Section 204 of
the Companies Act, 2013 and rules made thereunder,
subject to approval of shareholder of the company
in the 27^th Annual General Meeting of the Company.
Written consent of the Secretarial Auditor and
confirmation have been received to the effect that he
is eligible and not disqualified to be appointed as the
Auditor of the Company in the terms of the provisions
of the Listing Regulations, the Companies Act, 2013
and the rules made thereunder.

d. Internal Auditors:

Pursuant to the provisions of Section 138 of the Act,
read with the Rules made thereunder, M/s. Joisher &
Associates, Chartered Accountants were appointed
as Internal Auditors of the Company for the Financial
Year 2024-25 and had been entrusted with the
internal audit of the Company. Internal Auditors are
appointed by the Board of Directors of the Company

on a yearly basis, based on the recommendation of the
Audit Committee.

The Internal Auditor reports their findings on the
Internal Audit of the Company, to the Audit Committee
on a quarterly basis. The scope of internal audit is
approved by the Audit Committee.

21. COMPLIANCE WITH SECRETARIAL STANDARDS

During the year under review, the Company has complied
with Secretarial Standards issued by the Institute of
Company Secretaries of India being SS-1: “Meetings of Board
of Directors” and SS- 2: “General Meetings” as applicable.

22. RISK MANAGEMENT

The Company continues to operate under a comprehensive
Risk Management Policy, formally adopted by the Board
of Directors. This Policy is designed to effectively evaluate
and respond to the evolving risk landscape associated
with the Company's operations. It empowers management
to proactively identify, assess, and strategically leverage
business opportunities while mitigating associated risks.

The Company acknowledges the importance of managing
both emerging and known risks to safeguard the interests of
shareholders and stakeholders, support business objectives,
and ensure long-term, sustainable growth.

The Board maintains oversight of the Enterprise Risk
Management (ERM) framework, ensuring that strategic
decisions are implemented with due consideration to
potential risks. This includes ongoing monitoring of risks
arising from actions and decisions across various domains—
such as performance, operations, compliance, incidents,
systems, transactions, and internal processes—to ensure
they are effectively addressed.

Key risk areas have been identified, and mitigation strategies
have been established across critical functions, including
business operations, production, product quality, market
dynamics, legal matters, logistics, financial management,
human resources, environmental impact, and statutory
compliance. These risk mitigation measures are periodically
reviewed and updated to remain aligned with the changing
business environment.

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

In accordance with Section 134(3)(m) of the Act read with
the Rule 8(3) of the Companies (Accounts) Rules, 2014,
as amended, the information on conservation of energy,
technology absorption and foreign exchange earnings and
outgo are annexed as Annexure - 4 hereto and forms an
integral part of this Report.

24. PARTICULARS OF EMPLOYEES AND RELATED DISCLOSURES

Disclosure pertaining to remuneration and other details as required under section 197 of the Companies Act, 2013 read with rule
5(1) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 is given as below:

• Ratio of the remuneration paid to each Director to the median remuneration of the employees of the Company for the
FY 2024-25: Remuneration of Rs. 1.00 was paid to Shri Jiggar Savla, Whole Time Director of the Company for the financial
year ended March 31, 2025

• Percentage increase in remuneration of each Director, Chief Executive Officer, Chief Financial Officer, Company Secretary
or Manager, if any, in the FY 2024-25

No commission was declared and paid to Independent
Directors for the FY 2024-25

• The percentage increase in the median remuneration
of the employees in the financial year is around 8.01 %
excluding the remuneration paid to the KMP.

• The number of permanent employees on the rolls of
Company as March 31, 2025: 108.

• Average percentile increase in the salaries of employees
and its comparison with the percentile increase in
the managerial remuneration: Average percentage
increase in remuneration of Key Managerial Personnel
during the financial year has been around 33.33%.
Average percentage increase in remuneration of all
employees other than Key Managerial Personnel has
been around 9.75%

• Affirmation that the remuneration is as per the
remuneration policy of the company: The remuneration
to all the employees is as per the remuneration policy
of the Company.

• The statement containing particulars of employees as
required under 197(12) of the Companies Act, 2013
read along with Rule 5(2) and 5(3) of the Companies
(Appointment and Remuneration of Managerial
Personnel) Rules, 2014 is not applicable to the Company
as no employees were in receipt of remuneration above
the limits specified in Rule 5 (2) of the Companies
(Appointment and Remuneration of Managerial
Personnel) Rules, 2014.

25. EXTRACT OF ANNUAL RETURN

As required under Section 134(3)(a) of the Act, the extract

of the Annual Return for the Financial Year 2024- 25 is put

on the Company's website at www.sejalglass.co.in.

26. CORPORATE GOVERNANCE REPORT

The Company constantly endeavors to follow the corporate

governance guidelines and best practice sincerely and disclose

the same transparently. The Board is conscious of its inherent
responsibility to disclose timely and accurate information on
the Company's operations, performance, material corporate
events as well as on the leadership and governance matters
relating to the Company. Your Company has complied with
the requirements of SEBI Listing Regulations, 2015 regarding
corporate governance.

A report on the Corporate Governance practices followed
by the Company, together with certificate(s) regarding
compliance is given as Annexure- 5 to this report.

27. DISCLOSUREAS PERTHE SEXUALHARASSMENT
OF WOMEN AT WORKPLACE (PREVENTION,
PROHIBITION AND REDRESSAL) ACT, 2013.

The Company maintains a zero-tolerance policy towards
sexual harassment in the workplace. Our comprehensive
policy on prevention, prohibition, and redressal is fully
aligned with The Sexual Harassment of Women at
Workplace (Prevention, Prohibition & Redressal) Act, 2013
(POSH) and its associated rules. It is committed to providing
equal opportunities to all employees, irrespective of their
race, caste, sex, religion, colour, nationality, disability, or any
other distinguishing characteristic

In line with the Act, the Company has established an Internal
Committee to address complaints and ensure compliance.
The Apex Internal Committee meets regularly to stay
informed about the policy and to promote awareness of
POSH provisions.

During the Financial Year 2024-25, the status of the
complaints was as follows:

28. MATERNITY BENEFITS ACT, 1961

Pursuant to the recent amendment notified by the Ministry
of Corporate Affairs on 30^th May 2025, the Company
affirms that it is in compliance with the applicable provisions
of the Maternity Benefit Act, 1961. The Company is
committed to providing a safe, inclusive, and supportive
work environment for all employees, and ensures that
all eligible women employees are extended the benefits
mandated under the Act, including paid maternity leave.
The Company has instituted appropriate internal policies
and systems to monitor and uphold compliance with all
relevant statutory requirements.

29. DETAILS OF FRAUD

There are no instances of fraud reported by the Auditors
under section 143(12) of the Act and Rules made thereunder,
during the year under review to the Central Government or
the Board or the Audit Committee.

30. CORPORATE SOCIAL RESPONSIBILITY POLICY

The Company does not fall under the purview of Section
135 of the Act during the year under review. Thus,
disclosure regarding Corporate Social Responsibility (CSR)
Policy under Section 134 (3) (o) of the Companies Act, 2013
read with Rule 9 of the Companies (Accounts) Rules, 2014
is not applicable.

31. BOARD EVALUATION

The Board of Directors have carried out an annual evaluation
of its own performance, board committees, and individual
directors pursuant to the provisions of the Companies
Act, 2013, Securities and Exchange Board of India (Listing
Obligations & Disclosure Requirements) Regulations, 2015
and basis the criteria mentioned in the Guidance Note on
Board Evaluation issued by the Securities and Exchange
Board of India.

The Independent Directors were satisfied with the overall
functioning of the Board, which displayed a high level of
commitment and engagement.

32. GENERAL DISCLOSURE

General disclosures as per section 134 of the Act read with
Rules made thereunder:

a) The Company is not required to maintain cost records
as required under subsection 1 of section 148 of
Companies Act, 2013.

b) No application has been made or any proceeding is
under pendency under Insolvency and Bankruptcy
Code, 2016 during the year under review.

c) There was no instance of one-time settlement with
any Bank or Financial Institution.

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

e) The financial statements of the Company
were not revised.

f) The Company has not bought back its shares, pursuant
to the provisions of section 68 of Act and the Rules
made thereunder.

33. CAUTIONARY STATEMENTS:

Statements in this Report and the Management Discussion
and Analysis may be forward looking within the meaning
of the applicable securities laws and regulations. Actual
results may differ materially from those expressed in the
statement. Certain factors that could affect the Company's
operations include increase in price of inputs, availability of
raw materials, changes in Government regulations, tax laws,
economic conditions and other factors.

34. ACKNOWLEDGEMENT

The Board of Directors wish to place on record their gratitude
to the authorities, banks, business associates, shareholders,
customers, dealers, agents, and suppliers for their unstinted
support, assistance and co-operation and faith reposed in
the Company. The Board of Directors would also place on
record their deep appreciation to employees at all levels for
their hard work, dedication and commitment.

For and on behalf of the Board

Sd/- Sd/-

Jiggar L. Salva Surji D. Chheda

Place: Mumbai Whole-time Director Chairman & Director

Date: August 06, 2025 DIN: 09055150 DIN: 02456666