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

BSE: 544598ISIN: INE648Z01023INDUSTRY: Logistics - Warehousing/Supply Chain/Others

BSE   ` 5.01   Open: 5.10   Today's Range 5.00
5.26
-0.09 ( -1.80 %) Prev Close: 5.10 52 Week Range 4.15
7.92
Year End :2025-03 

The Board of Directors are pleased to submit its report on the performance of the Company along with the audited standalone and
consolidated financial statements for the financial year ended March 31,2025.

1. FINANCIAL PERFORMANCE

Below is the summarization of the audited financial performance of the Company, both on a standalone and consolidated basis,
for the fiscal year ended March 31,2025, as well as the preceding year.

The brief financial results are as under

Stanc

lalone

Conso

lidated

Current
FY Ended
31.03.2025

Previous
FY Ended
31.03.2024

Current
FY Ended
31.03.2025

Previous
FY Ended
31.03.2024

Revenue from operations

9417.18

7050.02

9460.63

7083.27

Add: Other Income

10.45

6.24

10.52

6.33

Total Revenue

9427.63

7056.26

9471.14

7089.60

Expenses

Employee benefit expenses

186.16

168.11

186.83

170.58

Finance Cost

121.56

112.57

121.56

112.57

Depreciation

121.54

129.77

121.57

129.80

Other Expenses

8931.53

6642.34

8972.78

6672.40

Total Expenses

9360.79

7052.78

9402.74

7085.35

Profit before Tax

66.84

3.47

68.41

4.26

Tax Expenses

21.36

-1.15

21.88

-0.72

Profit after tax

45.48

4.62

46.52

4.97

No. of Shareholders

150.56

150.56

150.56

150.56

Earnings Per Share*

0.30

0.03

0.31

0.03

2. FINANCIAL HIGHLIGHTS AND STATE OF AFFAIRS OF THE COMPANY

Standalone: Your Company has reported total Income of ' 9427.63/- mn for the Financial Year ended March 31,2025 as compared
to ' 7056.26/- mn in the previous year ended March 31,2024 while the net profit for the year under review amounted to ' 45.48/-
mn in the current year as compared to ' 4.62 /- mn of previous year.

Consolidated: Your Company has reported total Income of ' 9471.15/- mn for the Financial Year ended March 31,2025 as compared
to ' 7089.60/- mn in the previous year ended March 31, 2024 and the net profit for the year under review amounted to ' 46.52
/- mn in the current year as compared to ' 4.97/- mn of previous year.

3. DIVIDEND

The Board of Directors does not recommend any dividend on Equity Share Capital for the year under review with a view to conserve
resources and plough back the profits for the Financial Year ended 31st March 2025 and strengthen the net working capital.

The Dividend Distribution Policy, in terms of Regulation 43A of the SEBI Listing Regulations is available on the Company's website
at https://aslindia.net/investor-corner/corporate-governance/policies.

4. CREDIT RATING

CRISIL Ratings has assigned the Long-Term (Bank debt) rating of [CRISIL] BBB-/Stable.

5. CHANGE IN THE NATURE OF BUSINESS, IF ANY

There were no changes in the nature of business of your Company during the year under review.

6. ANNUAL RETURN

Pursuant to Section 92(3) read with Section 134(3) (a) of the Act, the Annual Return as on March 31,2025 is available on the website
of the Company at: https://www.aslindia.net/investor-corner/annual-reports/annual-return.


7. BOARD MEETINGS AND ATTENDENCE

The Directors of your Company met at regular intervals with
the gap between two meetings not exceeding 120 days to
review Company's policies and strategies apart from the
Board matters. During the year under review, the Board of
Directors met 7 times on 29-05-2024, 12-08-2024, 03-09¬
2024, 19-09-2024, 14-11-2024, 29-01-2025 & 14-02-2025.

No. of Board meeting

Name of Director

No. Meetings
held

Attended

Mr. Vinay Dinanath Tripathi

7

7

Mrs. Rama Vinay Tripathi

7

7

Mr. Vikas Jain

7

7

Mr. Vishal Jiyalal Bisen

7

7

Mr. Varun Kacholia

7

6

Mr. Raj Kumar Poddar

7

7

8. DIRECTORS RESPONSIBILITY STATEMENT

To the best of knowledge and belief and according to
the information and explanations obtained by them, your
directors make the following statement in term of Section
134(3)(c) of the Companies Act 2013 that:

a) In the preparation of the annual accounts for the
financial year ended March 31, 2025, the applicable
Indian accounting standards have been followed and
there are no material departures for the same;

b) The directors have selected such accounting policies
and applied them consistently and made judgments
and estimates that are reasonable and prudent, so as
to give true and fair view of the state of affairs of the
Company as on March 31,2025 and of the profits of the
Company for the year ended on that date.

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

d) Directors have prepared the annual accounts on a
going concern basis.

e) Directors have devised proper systems to ensure
compliance with the provisions of all applicable laws
and that such system were adequate and operating
effectively.

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.

9. INTERNAL FINANCIAL CONTROL SYSTEMS AND ITS
ADEQUACY

Your Company has its internal financial control
systems commensurate with the size of its operations.
The management regularly monitors the safeguarding of its

assets, prevention and detection of frauds and errors, and
the accuracy and completeness of the accounting records
including optimal utilization of resources, reliability of its
financial information and compliance and timely preparation
of reliable financial information.

Clearly defined roles and responsibilities have been
institutionalized. Systems and procedures are periodically
reviewed to keep pace with the growing size and complexity
of your Company's operations.

10. TRANSFER TO RESERVES IN TERMS OF SECTION 134
(3) (J) OF THE COMPANIES ACT, 2013

For the financial year ended 31st March, 2025, the Company
has proposed to carry an amount of ' 45.48/- mn to General
Reserve Account.

11. DEPOSITS

Your Company has not accepted any deposits from the
public falling within the purview of Section 73 and 74 of
the Companies Act, 2013 read together with the Companies
(Acceptance of Deposit) Rules, 2014; therefore, there was
no principal or interest outstanding as on the date of the
balance sheet.

12. PARTICULARS OF LOANS, GUARANTEES OR
INVESTMENTS

During the year under review, your Company has not made
/ given / advanced any Loan, Guarantee during the financial
year covered under section 186 of the Companies Act, 2013.

13. PARTICULARS OF CONTRACTS OR ARRANGEMENTS
MADE WITH RELATED PARTIES

All contracts, arrangements and transactions entered by
the Company with related parties during the financial year
2024-25 were in the ordinary course of business and on
an arm's length basis. During the year, the Company did
not enter into any transaction, contract or arrangement
with related parties, which could be considered material,
in accordance with the Company's Policy on dealing with
Related Party Transactions ("RPT Policy"). Accordingly, the
disclosure of related party transactions as required under
Section 134(3)(h) of the Act in Form AOC-2 is not applicable.

During the year under review, all related party transactions
entered into by the Company were

approved by the Audit Committee. Prior omnibus approval
of the Audit Committee is obtained for the transactions
which are foreseen and are repetitive in nature.

As required under the Indian Accounting Standards, related
party transactions are disclosed in Notes to the Company's
financial statements for the financial year ended March 31,
2025.

In accordance with the requirements of the Listing
Regulations, the Company has adopted a Policy on
Materiality of Related Party Transactions and the same has
been placed on the website of the Company at https://
aslindia.net/investor-corner/corporate-governance/policies

14. SUBSIDIARY, ASSOCIATE AND JOINT VENTURE
COMPANY

As on date of this report the company has one Wholly
Owned subsidiary (Wos) M/s. Jayant Logistics Private Limited
(U63020GJ2010PTC061181) having registered office at Plot
No. 3, Ishan Ceramic Zone, 3rd Floor, Shop no. T-3, Wing A,
Lalpar, Rajkot, Morbi- 363642 Gujarat, India.

The Company has, in accordance with the provision of Section
129(3) of the Companies Act, 2013, prepared consolidated
Financial Statements of the Company and its Wos, which
form part of the Annual Report. Further, salient features of
Financial Statements of the Wos are provided under in form
no. AOC-1 is attached to this report
Annexure-1 to this
report.

As of the end of the fiscal year, the Company does not have
any affiliated or jointly operated entities.

15. CONSOLIDATED FINANCIAL STATEMENTS

The consolidated financial statements for the financial year
ended March 31, 2025, are prepared in accordance with
Indian Accounting Standards as per the Companies (Indian
Accounting Standards) Rules, 2015 notified under section
133 and other relevant provisions of the Act.

As per the provisions of Section 136 of the Act, the Company
has placed separate audited accounts of its subsidiary on
its website at https://www.aslindia.net/investor-corner/
annual-reports/subsidiary-annual-report a copy of separate
audited financial statements of its subsidiaries will be
provided to shareholders upon their request.

16. LISTING STATUS

The Company's equity shares are listed on National Stock
Exchange of India Limited ("NSE"). The Company has paid the
listing fees to NSE and the Annual Custody Fee to National
Securities Depository Limited and Central Depository
Services (India) Limited for the financial year ended March 31,
2025.

Subsequent to the financial year, the Company applied on
16th June, 2025. for Direct Listing of its equity shares on BSE
Limited ("BSE"). The Company received In-Principle approval
from BSE on 12th August, 2025, and the necessary formalities
for completion of the Direct Listing are in progress.

17. MATERIAL CHANGES AND COMMITMENT, IF ANY,
AFFECTING THE FINANCIAL POSITION OF THE
COMPANY

As per the provisions of Rule 8 (5)(vii) of the Companies
(Accounts) Rules, 2014 there is no material changes has
occurred between the end of the financial year of the
Company to which the financial statements relate and the
date of the report, which is affecting the financial position
of the Company.

18. STATUTORY AUDITOR

M/s. Lahoti & Lahoti, Chartered Accountants (Firm Registration
No. 112076W), was originally appointed as Statutory Auditor
by Shareholders at their 07th AGM held on September 30,

2015 for a first five-year term and re-appointed at the 12th
AGM held on September 30, 2020 for a second five-year term,
from the conclusion of said AGM till the conclusion of the
17th AGM.

In accordance with the provisions of Section 139 of the Act
and the applicable rules made thereunder, M/s. Lahoti &
Lahoti will complete their second and final consecutive term
as Statutory Auditors at the conclusion of the ensuing AGM.
The Board places on record its sincere appreciation for the
professional services rendered by the firm during their
tenure.

In view of the retirement of the existing Statutory Auditors,
upon completion of their tenure, and based on the
recommendation of the Audit Committee, the Board of
Directors, at its meeting held on September 02, 2025, has
approved the proposal for appointment of M/s. Data & Co.,
Chartered Accountants (Firm Registration No. 105013W), as
the Statutory Auditors of the Company for a first term of five
(5) consecutive years, subject to approval of the shareholders
at the ensuing Annual General Meeting.

Accordingly, the proposal for appointment of M/s. Data & Co.,
as Statutory Auditors of the Company forms part of the Notice
of Annual General Meeting for approval of the Members

The Company has received the written consent from
M/s. Data & Co., along with a certificate confirming that they
satisfy the eligibility criteria prescribed under Section 141 of
the Act, and that their proposed appointment would be in
compliance with the applicable provisions of the said Act
and the rules framed thereunder.

M/s. Lahoti & Lahoti, existing Statutory Auditors of the
Company, have audited the Financial Statements (Standalone
& Consolidated) for the financial year ended March 31,2025,
and have issued an unmodified opinion thereon. The Audit
Report does not contain any qualification, reservation,
adverse remark, or disclaimer that requires any explanation
or comment by the Board of Directors.

Details in respect of frauds reported by Auditors

During the year under review, no instances of fraud
committed against the Company, by its officers or employees
were reported by the Statutory Auditors and Secretarial
Auditors, under Section 143(12) of the Act, to the Audit
Committee or the Board of Directors of the Company.

19. SECRETARIAL AUDITOR

Pursuant to the provisions of Section 204(1) of the Act,
read with Rule 9 of the Companies (Appointment and
Remuneration of Managerial Personnel) Rules, 2014 and
the Listing Regulations, the Company, with the approval
of its Board of Directors, appointed M/s. Piyush Prajapati &
Associates, Practicing Company Secretaries (Certificate of
Practice number 18332), to conduct the Secretarial Audit of
the Company for the FY 2024-25.

The Secretarial Audit Report for the FY 2024-25 issued by
Secretarial Auditor is enclosed as
Annexure -6 and forms

a part of this Report. There is no qualification, reservation or
adverse remark or disclaimer in secretarial Audit report

In accordance with Section 204 and other applicable
provisions, if any, of the Act, read with Rule 9 of the Companies
(Appointment & Remuneration of Managerial Personnel)
Rules, 2014, (including any statutory modification(s) or
re-enactment(s) thereof, for the time being in force),
Regulation 24A of the Listing Regulations, and based on the
recommendation of the Audit Committee, it is proposed
to appoint M/s. Piyush Prajapati & Associates, Practicing
Company Secretaries, having (Certificate of Practice number
18332), and Peer Review Certificate No. 1443/2021, as the
Secretarial Auditor of the Company for a period of five (5)
years, commencing on April 01, 2025, until March 31, 2030,
to conduct a Secretarial Audit of the Company and to furnish
the Secretarial Audit Report.

M/s. Piyush Prajapati & Associates has provided its consent
to act as the Secretarial Auditor of the Company and has
confirmed that the proposed appointment, if approved,
will be in accordance with the applicable provisions of the
Act and the Listing Regulations. Accordingly, approval of
the Shareholders is being sought for the appointment of
M/s. Piyush Prajapati & Associates, as the Secretarial Auditor
of the Company. The requisite disclosures pertaining to the
proposed appointment are included in the Notice of the
Annual General Meeting, which forms part of the Annual
Report.

Secretarial Audit Report and Annual Secretarial
Compliance Report

In accordance with the provisions of applicable laws, the
Company has undertaken an audit of its secretarial records
and compliance practices for the financial year ended
March 31,2025. This audit was conducted to verify adherence
to the applicable regulations, circulars, and guidelines issued
under the SEBI Act.

The Annual Secretarial Compliance Report, issued by a
Practicing Company Secretary, has been submitted to the
Stock Exchanges within the prescribed timeline of sixty (60)
days from the end of the financial year, as required under the
Listing Regulations.

20. INTERNAL AUDITOR

CA Khushboo Goyal (Membership no. 184274) was appointed
as the Internal Auditor of the Company for the financial year
2024-25.

The idea behind conducting Internal Audit is to examine
that the company is carrying out its operations effectively
and performing the processes, procedures and functions as
per the prescribed norms. The Internal Auditor reviewed the
adequacy and efficiency of the key internal controls guided
by the Audit Committee.

During the year under review, the Internal Auditor have
not reported any matter under Section 143(12) of the Act.
Therefore, no details are required to be disclosed under
Section 134 (3) (ca) of the Act.

21. DECLARACTION BY INDEPENDENT DIRECTORS

All the Independent Directors of the Company have given
declarations and confirmed that they meet the criteria of
independence as provided under Section 149(6) of the Act
and Regulation 16(1)(b) of the SEBI Listing Regulations and
that they are not aware of any circumstance or situation,
which exist or may be reasonably anticipated, that could
impair or impact their ability to discharge their duties
with an objective independent judgment and without
any external influence. The Independent Directors of the
Company are registered in the Independent Directors
data bank maintained by the Indian Institute of Corporate
Affairs ("IICA") and unless exempted, have also passed the
online proficiency self-assessment test conducted by IICA.
The Board of the Company after taking these declarations on
record and undertaking due veracity of the same, concluded
that the Independent Directors of the Company are persons
of integrity and possess the relevant expertise, experience
and proficiency to qualify as Independent Directors and are
Independent of the management of the Company.

Board Diversity

A diverse Board enables efficient functioning through
its access to broad perspectives and diverse thought
processes. A truly diverse Board includes and makes good
use of differences in the thought, perspective, knowledge,
skills, industry experience, background, gender and other
distinctions between Directors. The Board recognizes the
importance of a diverse composition and has adopted
a Board Diversity Policy which sets out the approach to
diversity.

22. MEETING OF INDEPENDENT DIRECTORS

Meeting of the Independent Directors without the
presence of Non- Independent Directors and members of
Management was duly held on March 29, 2025, where the
Independent Directors inter alia evaluated the performance
of Non-Independent Directors and the Board of Directors as
a whole, reviewed the performance of Chairperson of the
Board and assessed the quality, quantity and timeliness of
the flow of information between the Management of the
Company and the Board of Directors.

23. FAMILIARIZATION PROGRAMMES FOR INDEPENDENT
DIRECTORS

All Directors including Independent Directors go through a
structured orientation/ familiarization programme to make
them familiar with their roles, rights and responsibilities
in the Company at the time of appointment and also
on a recurrent basis. The details of various programmes
undertaken for familiarizing the Independent Directors are
available on the website of the Company at https://aslindia.
net/investor-corner/corporate-governance/policies

24. BOARD EVALUATION

Pursuant to the provisions of the Act and the Listing
Regulations, Company has put in place a criteria for annual
evaluation of performance of Chairperson, Individual

Directors (Independent & Non - Independent), Board Level
Committees and the Board as a whole.

Board evaluated the effectiveness of its functioning and that
of Committees and of Individual Directors by seeking their
inputs on various aspects of Board/ Committee Governance.
Aspects covered in the evaluation included criteria of
corporate governance practices, role played by the Board in
decision making, evaluating strategic proposals, discussing
annual budgets, assessing adequacy of internal controls,
review of risk Management procedures, participation
in the long-term strategic planning, the fulfilment of
Directors' obligations and fiduciary responsibilities and
active participation at Board and Committee meetings.
Performance evaluation was made on the basis of structured
questionnaire considering the indicative criteria as prescribed
by the Evaluation Policy of the Company. The evaluation
policy can be accessed on the website of the Company at
https://aslindia.net/investor-corner/corporate-governance/
policies

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

25. BOARD'S RESPONSE ON AUDITOR'S QUALIFICATION,
RESERVATION OR ADVERSE REMARKS OR
DISCLAIMER MADE

There are no qualifications, reservations or adverse remarks
made by the statutory auditors in their report for the year
ended 31st March, 2025. During the year, there were no
instances of frauds reported by auditors under Section
143(12) of the Companies Act, 2013.

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

The provision relating to Section 134(3)(m) read with rule 8
of the Companies (Accounts) Rules, 2014 of the Companies
Act, 2013 relating to conservation of energy and technology
absorption, earnings and outgo in foreign exchange during
the financial year 2024-25 has been stated under:

(A) Conservation of Energy, Technology Absorption

The particulars required under the provisions of section
134(3)(m) of the Companies Act, 2013 in respect of
conservation of energy and technology absorption
have not been furnished considering the nature of
activities undertaken by the Company during the year
under review

(B) Foreign exchange earnings and Outgo-

Foreign exchange earnings

2154.20

Foreign exchange Outgo

432.48

27. BOARD OF DIRECTORS AND KEY MANAGERIAL
PERSONNEL

As on March 31, 2025, The Board consist of following
Directors.

Name of Director

Designation

Mr. Vinay Dinanath Tripathi

Managing Director

Mrs. Rama Vinay Tripathi

Whole-time Director

Mr. Vikas Jain

Non- Executive Director

Mr. Vishal Jiyalal Bisen*

Non-Executive Independent
Director

Mr. Raj Kumar Poddar

Non-Executive Independent
Director

Mr. Varun Kacholia

Non-Executive Independent
Director

*Following the conclusion of the financial year, Mr. Vishal Jiyalal
Bisen (DIN: 05172065) resigned from the post of Independent
Director, with effect from May 30, 2025. The Board of Directors, at
its meeting held on the same date, appointed Ms. Kalpana Kumari
(DIN: 08659377) as an Additional Director in the category of
Non-Executive Independent Director, with effect from May 30, 2025.
Her appointment as an Independent Director was subsequently
approved by the shareholders through the postal ballot process
on August 02, 2025.

Key Managerial Personnel

As on March 31, 2025, following are the Key Managerial

Personnel

Name

Designation

Mr. Vinay Dinanath Tripathi

Managing Director

Mrs. Rama Vinay Tripathi

Whole-time Director

Mr. Ashish Lalwani

Chief Financial Officer

Ms. Shivani Palan**

Company Secretary

**During the financial year 2024-25, Ms. Shipra Jhawar, Company
Secretary and Compliance Officer of the Company, resigned with
effect from September 04, 2024. Subsequently, Ms. Shivani Palan
was appointed as the Company Secretary and Compliance Officer
of the Company with effect from September 05, 2024.

Re-appointments proposed at the AGM

In accordance with the provisions of the Companies Act and
the Articles of Association of the Company, Mrs. Rama Tripathi
(DIN: 05133579), Whole-time Director, retires by rotation at the
ensuing Annual General Meeting and, being eligible, offers
herself for re-appointment. Based on the recommendation of
the Nomination and Remuneration Committee, the Board of
Directors recommends her re-appointment as a Whole-time
Director, liable to retire by rotation.

The Notice of the AGM provides detailed information
regarding the proposed re-appointment, along with the
requisite disclosures mandated by applicable regulatory
authorities.

28. CORPORATE GOVERNANCE

Your Company believes in conducting its affairs in a fair,
transparent and professional manner and maintaining
good ethical standards, transparency and accountability
in its dealings with all its constituents. As required under
the Listing Regulations, a detailed report on Corporate
Governance along with the Auditors' Certificate thereon
forms part of this report.

29. COMMITTEES OF THE BOARD

As on March 31,2025, pursuant to the requirement under the
Act and the Listing Regulations, the Board of Directors had
the following Committees:

i. Audit Committee;

ii. Nomination and Remuneration Committee;

iii. Stakeholders' Relationship Committee; and

iv. Corporate Social Responsibility Committee

The composition, terms of reference of the Committees and
number of meetings held during the year are provided in
the Corporate Governance Report, which forms a part of this
annual report.

During the year, all the recommendations made by the Board
Committees, including the Audit Committee, were accepted
by the Board.

30. POLICIES

A. RISK MANAGEMENT POLICY

The Company has in place a mechanism to identify,
assess, monitor and mitigate various risks towards the
key business objectives. Major risks identified by the
businesses and functions are systematically addressed
through mitigating actions on a continuing basis.
These are discussed at the meetings of the Board of
Directors of the Company. The board is of the opinion
that there were no major risks affecting the existence
of the company. The Risk Management policy can be
accessed on the website of the Company at https://
aslindia.net/investor-corner/corporate-governance/
policies

B. ESTABLISHMENT OF VIGIL MECHANISM /
WHISTLE BLOWER POLICY FOR DIRECTORS AND
EMPLOYEES

Your Company promotes ethical behaviour in all its
business activities and has put in place a mechanism
wherein the employees are free to report illegal or
unethical behaviour, actual or suspected fraud or
violation of the Company's Codes of Conduct or
Corporate Governance Policies or any improper
activity to the Chairman of the Audit Committee of
the Company or Chairman of the Board.

The Whistleblower Policy has been duly communicated
within your Company.

Under the Whistle Blower Policy, the confidentiality of
those reporting violation(s) is protected and they are not
subject to any discriminatory practices. No personnel
have been denied access to the Audit Committee in this
regard. The Vigil Mechanism and Whistle Blower Policy
may be accessed on the Company's website at https://
aslindia.net/investor-corner/corporate-governance/
policies

C. SEXUAL HARASSMENT OF WOMEN AT
WORKPLACE (PREVENTION, PROHIBITION AND
REDRESSAL) ACT, 2013

Your Company has in place a Prevention of sexual
harassment policy in line with the requirements
of the Sexual Harassment of Women at Workplace
(Prevention, Prohibition & Redressal) Act, 2013.
Complaints Committee has been set up to redress
complaints received regarding sexual harassment.

Details of complaints received and resolved during the
financial year are as follows:

(a) number of complaints of sexual harassment
received in the year; - Nil

(b) number of complaints disposed off during the
year; and- Nil

(c) number of cases pending for more than ninety
days- Nil

All employees (permanent, contractual, temporary,
trainees) are covered under this policy. The policy
adopted by the Company for Prevention of Sexual
Harassment is available on its website at https://
aslindia.net/investor-corner/corporate-governance/
policies

D. DETAILS OF POLICIES DEVELOPED AND
IMPLEMENTED BY THE COMPANY ON ITS
CORPORATE SOCIAL RESPONSIBILITY
INITIATIVES

During the financial year 2024-25, the provisions
of Section 135 of the Companies Act, 2013 relating
to Corporate Social Responsibility (CSR) were not
applicable to the Company. Accordingly, the Company
was not required to undertake CSR activities during the
year under review.

The policy adopted by the Company for Corporate
Social Responsibility is available on its website at https://
aslindia.net/investor-corner/corporate-governance/
policies

E. NOMINATION AND REMUNERATION POLICY

In accordance with the guidelines outlined in Section
134(3)(e) and 178(3) of the Act, along with the
corresponding Regulation 19 of the Listing Regulations,
the Nomination and Remuneration Committee of the
Board has formulated a Nomination & Remuneration
Policy for the appointment and determination
of remuneration of the Directors, key Managerial
Personnel ('KMP') and other employees of Company.
The Committee has also developed the criteria for
determining the qualifications, positive attributes and
independence of Directors and for making payments
to Executive and Non-Executive Directors of the
Company.

Year wise amount of unpaid/unclaimed dividend lying in the unpaid account upto the Year and the corresponding shares, which
are liable to be transferred to the IEPF, and the due dates for such transfer are as under:

Financial Year

Type of
Dividend

Date of
declaration
of Dividend

Number of
Shareholders against
whom Dividend
amount is unpaid

Amount
Unpaid as
on March 31,
2025 (in ')

Shares & unpaid/unclaimed
dividend liable to be
transferred to the IEPF and
due dates.

2018-19

Interim Dividend

02-08-2018

3

3592

Proposed Due Date of transfer to
IEPF (06-10-2025)

2021-22

Interim Dividend

25-02-2022

200

5,857

Proposed Due Date of transfer to
IEPF (01-05-2029)

2021-22

Final Dividend

22-09-2022

33

21,316

Proposed Due Date of transfer to
IEPF (26-11-2029)

2022-23

Interim Dividend

22-08-2022

269

25,173

Proposed Due Date of transfer to
IEPF (26-10-2029)

The details of unpaid/unclaimed dividends amounts are also available on the Company's website and can be accessed at: https://
aslindia.net/investor-corner/company-announcements/unpaid-unclaimed-dividend

The Board of Directors affirms that the remuneration
paid to the Directors, KMP and other employees is in
accordance with the Nomination and Remuneration
Policy of the Company. Key aspects of this Policy are
outlined in the Corporate Governance Report, included
within Annual Report and also available for reference
on the Company's website at https://aslindia.net/
investor-corner/corporate-governance/policies

31. SHARE CAPITAL

The Authorized share capital of the Company as on
31st March, 2025 is
' 20,00,00,000/- divided into 20,00,00,000
equity shares of
' 01/- each.

The Paid-up Share Capital of the Company as on 31st March,
2025 was
' 15,05,60,000/- divided into 15,05,60,000 Equity
Shares of
' 01/- each fully paid up.

During the period under review, your Company has not
issued any shares with differential rights, sweat equity shares
and equity shares under employee's stock option scheme.
Your Company has also not bought back its own shares
during the period under review.

32. DEMATERIALISATION OF EQUITY SHARES

The entire Shareholding of the Company is in Demat form.
The ISIN No. allotted is INE648Z01023.

33. PARTICULARS OF EMPLOYEES

Details in terms of the provisions of Section 197 of the
Companies Act, 2013 read with Rule 5(2) of the Companies
(Appointment and Remuneration) Rules 2014, the names
and other particulars of the employee are appended as
Annexure 2 to the Boards' Report.

34. MANAGEMENT DISCUSSION AND ANALYSIS REPORT

In compliance with Regulation 34 of the Listing Regulations,
a separate section on Management Discussion and Analysis
('MDA'), which includes details on the state of affairs of the
Company, forms part of Annual Report.

35. DISCLOSURE OF ACCOUNTING TREATMENT

In the preparation of the financial statements, the Company
has followed the Indian Accounting Standards referred to
in Section 133 of the Companies Act, 2013. The significant
accounting policies which are consistently applied are set
out in the Notes to the Financial Statements.

36. PREVENTION OF INSIDER TRADING AND CODE OF
FAIR DISCLOSURE:

The Board has formulated a code of internal procedures and
conduct to regulate, monitor and

report trading by Insiders. This code lays down guidelines,
procedures to be followed and disclosures to be made by

the insiders while dealing with shares of the Company and
cautioning them on consequences of non-compliances.
The copy of the same is available on the website of
the Company at https://aslindia.net/investor-corner/
corporate-governance/policies

37. OTHER DISCLOSURES

I. The Company does not have any Employee Stock
Option Scheme & Employee Stock Purchase Scheme
for its Employees/ Directors.

II. The Company has not issued sweat equity shares and
shares with differential rights as to dividend, voting or
otherwise.

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

IV. There were no significant or material orders passed
by the regulators or courts or tribunals which could
impact the going concern status of the Company and
its future operations.

V. There are no applications made or proceedings
pending against the Company under the Insolvency
and Bankruptcy Code, 2016.

VI. The Company has not entered into one time settlement
with any Banks or Financial Institutions during the year.
Hence, disclosure pertaining to difference between
amount of the valuation done at the time of one-time
settlement and the valuation done while taking loan is
not applicable.

VII. The Company is not required to make and maintain
such accounts and cost records as specified by the
Central Government under sub- section (1) of Section
148 of the Act read with the Companies (Accounts)
Rules, 2014.

38. INVESTOR EDUCATION PROTECTION FUND (IEPF) -
FUND TRANSFER OF UNCLAIMED DIVIDENDS

In terms of the provisions of Section 125 and other applicable
provisions of the Companies Act, 2013 and the Rules made
thereunder, the amount that remained unclaimed for a
period of seven years is required to be transferred to the
Investor Education and Protection Fund (IEPF) administered
by the Central Government.

The said requirement does not apply to shares in respect
of which there is a specific order of the Court, Tribunal or
Statutory Authority, restraining any transfer of shares.

39. COMPLIANCE WITH THE MATERNITY BENEFIT ACT,
1961

The Company has complied with the provisions of the
Maternity Benefit Act, 1961, including all applicable
amendments and rules framed thereunder. The Company
is committed to ensuring a safe, inclusive, and supportive
workplace for women employees. All eligible women
employees are provided with maternity benefits as
prescribed under the Maternity Benefit Act, 1961, including
paid maternity leave, nursing breaks, and protection from
dismissal during maternity leave.

The Company also ensures that no discrimination is made
in recruitment or service conditions on the grounds of

maternity. Necessary internal systems and HR policies are in
place to uphold the spirit and letter of the legislation.

40. ACKNOWLEDGEMENT

The Directors wish to place on record their appreciation for
the continued co-operation and support extended to the
Company by government authorities, customers, vendors,
regulators, banks, financial institutions, rating agencies, stock
exchange, depositories, auditors, legal advisors, consultants,
business associates, members and other stakeholders
during the year. The Directors also convey their appreciation
to employees at all levels for their contribution, dedicated
services and confidence in the management.

For & on behalf of the Board of Directors

Sd/-

Vinay Tripathi

Date: September 02, 2025 Chairman & Managing Director

Place: Anjar DIN- 02344536