Bothra Metals & Alloys Ltd. के निदेशक की रिपोर्ट

Mar 31, 2025

Particulars	Note No.	Year Ended Audited 31/03/2025	Year Ended Audited 31/03/2024
Tax Expense
(a) Current Tax		7.00	00
(b) Deferred Tax		2.99	(2.66)
Profit / Loss from the Period from Continuing Operations		35.71	28.54
Discounting Operations
Profit / Loss from Discontinuing Operations		00	00
Profit / Loss for the Period		35.71	28.54
Earnings Per Share (Rs. in full figure)	26
Basic		0.19	0.15
Diluted		0.19	0.15

1. OVERVIEW AND STATE OF THE COMPANY’S AFFAIRS

• Strategic Cost Control: The company
successfully mitigated a decline in revenue
from operations by implementing strict cost
control measures, ensuring sustained
profitability.

• Operational Streamlining: The considerable
reduction in material costs points to
successful efforts in optimizing the supply
chain and production processes.

• Strong Foundation for Growth: By improving
profitability and efficiency, the company is
well-positioned to leverage future market
opportunities and drive sustainable growth.

Your Directors have pleasure in presenting the 24th Annual Report together with the Audited Financial
Statements of your Company for the financial year ended March 31, 2025.

FINANCIAL HIGHLIGHTS

The Company''s financial performance for the financial year ended 31st March 2025 is summarised
^below: (In Lakhs)

Particulars	Note No.	Year Ended Audited 31/03/2025	Year Ended Audited 31/03/2024
Revenue from Operations	19	2583.50	2852.16
Other Income	20	7.24	1.49
Total Revenue		2590.75	2853.64
Cost of Material Consumed	21	2385.98	2620.30
Purchase of traded goods		00	00
Change in Inventories of finished goods, traded goods and WIP	22	00	00
Employee Benefit Expense	23	25.30	5.34
Financial Cost	24	67.68	100.58
Depreciation and Amortization	10	21.77	26.30
Other Operating Expense	25	44.31	69.91
Total Expenses		2545.04	2822.44
Profit Before Exceptional and Extraordinary Items and Tax		45.71	31.20
Exceptional Items		00	00
Profit Before Extraordinary Items and Tax		45.71	31.20
Extraordinary Items
Profit Before Tax		45.71	31.20
Add: Mat Credit Entitlement		00	00

Financial Performance

• Improved Profitability: The company

successfully increased its Profit/Loss for the
Period from ^28.54 Lakhs to ^35.71 Lakhs,
demonstrating a stronger bottom line.

• Enhanced Earnings Per Share (EPS): Earnings
per share grew from ^0.15 to ^0.19, indicating
greater value and returns for each share.

• Effective Cost Management: A significant
reduction in expenses, particularly the cost of
materials consumed, highlights the
company''s efficiency and discipline in
managing resources.

1. OVERVIEW AND STATE OF THE COMPANY’S AFFAIRS

During the financial year that ended on March 31, 2025, the company''s primary business was the import
and trading of aluminum scrap. This included specific types like Tread and Taint Tabor, sourced from
various international locations such as the USA, Israel, the United Kingdom, and different parts of
Europe.

3. DIVIDEND

After due consideration of the Company''s
financial position and in alignment with its
strategic objectives for expansion and long¬
term growth, the Board of Directors has
deemed it appropriate to conserve resources
at this stage. Accordingly, the Board has
decided not to recommend any dividend for
the financial year 2024-25.

4. FUTURE PROSPECTUS

The outlook for Bothra Metals and Alloys
Limited remains positive, backed by strong
demand for aluminium products in India''s
fast-growing economy. The aluminium
industry is expected to witness sustained
growth due to rising applications in the
infrastructure, automotive, construction,
power, renewable energy, and packaging
sectors. Government initiatives such as “Make
in India”, focus on green energy transition,
and increasing adoption of lightweight,
sustainable materials provide a strong
platform for expansion in the aluminium value
chain.

Bothra Metals and Alloys Limited, with its
established expertise in aluminium extrusion
profiles, billets, ingots, and trading of ferrous
and non-ferrous scrap, is well positioned to
leverage these opportunities. The planned
addition of new extrusion capacities, focus on
quality-driven exports, and the integration of
sustainable practices including solar energy
utilization will further strengthen our
competitiveness.

In the coming years, the Company aims to
enhance its operational efficiency through
modernisation of plant and machinery, invest
in technology upgradation, and expand its
customer base across domestic and
international markets. With strong promoter
experience, long-standing relationships with
customers and suppliers, and prudent
financial management, the Company is
confident of achieving steady growth in
revenues and profitability.

5. HEALTH, SAFETY & ENVIRONMENT

At Bothra Metals and Alloys Limited, we
strongly believe that the Company''s progress
is closely linked with its responsibility towards
environmental sustainability, safeguarding
the health and safety of its workforce, and
fulfilling its social obligations. As part of this
Annual Report for FY 2024-25, we are pleased
to present our continued initiatives and
achievements in these key areas.

Environmental Stewardship

Environmental protection forms an integral
part of our business philosophy. The Company
remains committed to reducing its ecological
footprint and adopting sustainable practices
across its operations to ensure long-term
environmental balance.

Health and Safety

The well-being of our employees, contractors,
and surrounding communities continues to
be of utmost importance. We are dedicated to
maintaining a safe and healthy workplace
through strict adherence to safety protocols,
preventive measures, and continuous
monitoring.

Social Responsibility

Our responsibility extends beyond business
operations to the communities we serve. The
Company actively participates in community
development initiatives, contributing towards
social welfare and regional growth, while
striving to create a lasting positive impact.

We acknowledge that environmental
sustainability, health, safety, and social
responsibility are part of an ongoing journey.
The Company is committed to strengthening
its performance in these areas by integrating
sustainable practices into business strategies,
fostering a strong culture of workplace safety,
and addressing the needs of the communities
around us. Through these efforts, Bothra
Metals and Alloys Limited aims to generate
long-term value for all stakeholders.

6. INDUSTRY OUTLOOK

The fiscal year 2024-25 has been a period of
remarkable dynamism for the global metals
industry, particularly within the aluminium
sector. Bothra Metals and Alloys Limited is
strategically positioned to navigate these
trends by leveraging our robust
manufacturing capabilities and extensive
trading network. The following outlook
provides a detailed perspective on the
domestic and international markets.

Domestic Market Outlook

The Indian aluminium market is experiencing
a phase of robust and sustained growth,
driven by a confluence of macroeconomic
factors and government initiatives. India''s
aluminium market is projected to grow at a
healthy CAGR of 4-7% in the coming years,
positioning it as one of the fastest-growing
markets globally.

Infrastructure and Construction Boom

The government''s continued focus on large-
scale infrastructure projects, including
highways, railways, and smart cities, is the
primary catalyst for aluminium demand. Its
lightweight, durable, and corrosion-resistant
properties make it the material of choice for
structural components, window frames, and
other architectural applications. This trend
provides a significant and stable demand for
our manufactured aluminium billets and
profiles.

Electric Vehicle (EV) Revolution

The automotive and transportation sector is
undergoing a massive transformation with
the push for electric vehicles. Aluminium''s
superior strength-to-weight ratio is crucial for
enhancing the range and energy efficiency of
EVs by offsetting the weight of heavy
batteries. Government schemes like the
Production Linked Incentive (PLI) for the auto
industry are accelerating this shift, creating a
substantial and growing demand for our
aluminium products and alloys.

Secondary Aluminium and Recycling

A notable trend in the domestic market is the
increasing emphasis on a circular economy.
The production of secondary aluminium from
scrap requires approximately 95% less energy
than primary production, aligning with India''s
commitment to reducing carbon emissions.
Our business model, which includes the
import and trading of aluminium scrap,
positions us as a key participant in this
sustainable ecosystem, ensuring a steady
supply of raw materials and enhancing
resource efficiency.

International Market Outlook

The international metals market, while facing
its own set of challenges, presents both
opportunities and evolving dynamics that we
are well-prepared to address. The global
aluminium market is projected for steady
growth, driven by key sectors and an
increasing focus on sustainability.

Global Demand & Supply Chain
Diversification: The global aluminium market
continues to be dominated by demand from
Asia-Pacific, with the transportation,
construction, and packaging sectors being
key drivers. However, a significant trend is the
diversification of global supply chains, often
referred to as the "China 1" strategy. This shift
presents a golden opportunity for Indian
producers to become preferred suppliers for
countries in the US, Europe, and Southeast
Asia looking to reduce their dependence on a
single source. Our trading business is
strategically aligned to capture this market
share.

The Rise of "Green Aluminium":

Sustainability is no longer a niche concern; it
is a global imperative. The concept of "green
aluminium"—produced with low-carbon
technologies and renewable energy—is
gaining significant traction. This trend is
driven by stringent environmental regulations
and consumer demand. As a company
focused on energy-efficient manufacturing
and recycling, we are well-positioned to meet
these evolving global standards and explore
export opportunities in markets with a strong
preference for sustainable products.

Ferrous and Non-Ferrous Market Dynamics:

The wider ferrous and non-ferrous metals
market is characterized by price volatility and
intense competition. We mitigate these risks
through our robust import and trading
business, which allows us to source raw
materials and finished goods at competitive
prices. Our strategic agility in navigating
these market fluctuations ensures we can
maintain profitability and provide a
comprehensive product portfolio to our
clients, both domestically and internationally.

7. INTERNAL CONTROL SYSTEM AND
ADEQUACY

The Company has established a robust and
comprehensive system of internal controls
that extends across all functional and
operational areas of its business. These
systems are designed to ensure operational
efficiency, safeguard assets, maintain the
reliability of financial reporting, and ensure
compliance with applicable laws, regulations,
and internal policies.

To strengthen governance, the Company
engages the services of both internal and

external auditors at regular intervals,
complemented by the expertise of its in¬
house teams. These audits and reviews
provide an objective evaluation of the
effectiveness of existing controls, identify gaps
or areas of improvement, and ensure
adherence to best industry practices.

In addition, the Board of Directors has
constituted an independent Audit Committee
which periodically reviews the adequacy and
effectiveness of internal control systems. This
committee plays a pivotal role in ensuring
that the Company''s internal processes remain
aligned with evolving business needs and
global benchmarks of corporate governance.

8. CONVERSATION OF ENERGY,
TECHNOLOGY, ABSORPTION, FOREIGN
EXCHANGE EARNINGS
AND OUTGO.

As required under provisions of Section 134 of
the Companies Act, 2013 and read with Rule
8(3) of Companies (Accounts) Rules, 2014
details relating to conservations of Energy,
and Foreign Exchange Earnings and Outgo
are given below:

Kala-amb (Himachal Pradesh)

Power and Fuel Consumption

Conservation Of Energy	2023-24	2024-25
a) Electricity Purchased	Nil	Nil
Quantity (In Units)	Nil	Nil
Total Amount in (In Lakhs)	Nil	Nil
Rate/Unit ('')	Nil	Nil
b) Furnace Oil & Other Fuel	Nil	Nil
Quantity (In Ltr.)	Nil	Nil
Total Amount (In Lakhs)	Nil	Nil
Rate/ Litre ('')	Nil	Nil

# The plant are not in production

# The plant is not in production

Consumption Per Unit of Production

Paticulars	2023-24	2024-25
Electricity Purchased (In Units)	Nil	Nil

Consumption Per Unit of Production

Paticulars	2023-24	2024-25
a) Electricity Purchased	Nil	Nil
Total Amount (In Lakhs)	Nil	Nil
Production at Kala-Amb (In Kgs.)	Nil	Nil
Rate/Kgs	Nil	Nil
B) Furnace Oil & Other Fuel	Nil	Nil
Total Amount (In Lakhs)	Nil	Nil
Production at Kala-Amb (In Kgs)	Nil	Nil
Rate/kgs('')	Nil	Nil

# The plant is not in production
Sangli (Maharashtra)

Power and Fuel Consumption

Conservation Of Energy	2023-24	2024-25
Electricity Purchased (In Units)	Nil	Nil
Total Amount In (In Lakhs)	Nil	Nil
Rate/Unit('')	Nil	Nil
B) Furnace Oil & Other Fuel	Nil	Nil
Quantity (In Ltr)	Nil	Nil
Total Amount (In lakhs)	Nil	Nil
Rate/Liter ('')	Nil	Nil

Total Amount (In Lakhs)	Nil	Nil
Production at Sangli (In Kgs)	Nil	Nil
Rate/Kgs('')	Nil	Nil
B) Furnace Oil & Other Fuel	Nil	Nil
Total Amount (In Lakhs)	Nil	Nil
Production at Sangli (In Kgs)	Nil	Nil
Rate/Kgs ('')	Nil	Nil

Paticulars	2023-24	2024-25
Foreign Exchange Inflows	INR 41,13,814	INR 8,19,258
Foreign Exchange Outflows	INR 24,70,73,051	INR 14,70,29,642
(Actual Paid)	INR 24,29,59,237	INR 14,62,10,384

9. TECHNOLOGY ABSORPTION, RESEARCH & DEVELOPMENT

As required under provisions of Section 134 of the Companies Act, 2013 and read with Rule 8(3) of
Companies (Accounts) Rules, 2014 details relating to conservations of Energy, and Foreign Exchange
Earnings and Outgo are given below:

10. FOREIGN EXCHANGE INFLOW & OUTFLOW

For the Fiscal Year 2024-25 the flow of forex transaction is as follow:

11. SHARE CAPITAL

As of 31st March 2025, the Paid-Up Equity
Share Capital stood at Rs. 18.52 Crores.
Throughout the year under review, the
company did not issue any shares with
differential voting rights, nor did it grant stock
options or sweat equity shares.

12. STEPS IN MANUFACTURING AND
PROCUREMENT

At Bothra Metals and Alloys Limited, we''re
dedicated to improving our operational
efficiency and finding new opportunities for
business growth. This year, we''ve taken
significant steps in our manufacturing and
procurement processes to drive excellence.

In manufacturing, our focus has been on
leveraging advanced technologies and
adopting best practices to optimize our
processes. This has allowed us to boost
productivity, minimize waste, and ensure our
products meet the highest quality standards.
We believe that by enhancing the efficiency of
our operations, we can maximize our output
while maintaining our commitment to
excellence.

In procurement, we recognize that an efficient
and reliable supply chain is critical to our
success. We''ve worked closely with our
suppliers to establish strong partnerships,
ensuring a consistent and dependable supply
of raw materials. By strengthening these
relationships, we are better positioned to
manage our supply chain and support our
manufacturing operations effectively.

13. MAJOR EXPANSION PLAN

Our commitment to sustained growth and
operational excellence remains steadfast.
To solidify our leadership, we have outlined
an expansion plan to meet and exceed
market demand. This plan is guided by
three key pillars: Capacity Enhancement,
Technological Integration, and Market
Diversification. We are embarking on a
significant capacity enhancement initiative,
which includes a substantial investment in
our Himachal Pradesh and Gujarat plants to
install a new, high-capacity extrusion press
and a state-of-the-art billet casting unit,
enabling a 30% increase in our total
production volume. We will also integrate
advanced automation across our
manufacturing lines with automated
material handling and robotic finishing
processes to enhance precision and
improve safety. In line with global industry
trends, our plan also incorporates a strong
focus on technological integration and
sustainability, which will be led by a
dedicated Research and Development
(R&D) unit tasked with developing
advanced aluminium alloys for specialized
industries. Furthermore, we will make a
substantial investment in green
manufacturing initiatives to reduce our
carbon footprint, exploring cleaner energy
sources and implementing waste heat
recovery systems. To mitigate market risks
and open up new revenue streams, we are
strategically moving into new product
segments and geographical markets, which
will involve expanding our portfolio to
include value-added finished products for
electric vehicles (EVs) and solar panel
frames. We will also actively explore new
export opportunities in key international
markets, including North America and
Europe. This major expansion will be funded
through a combination of internal accruals
and strategic debt financing, and we are
confident that the projected increase in
production, coupled with the move into
higher-margin products, will yield a strong
return on investment and contribute
positively to our financial performance and
create significant value for all our
stakeholders.

14. AUDIT COMMITTEE

The Audit Committee of the Board of
Directors is an integral part of our corporate
governance framework. Chaired by Mrs.
Lubdha Porwal, the committee includes Mr.
Sunderlal Bothra and Mr. Aditya Sukharam
Saran as members. The Company Secretary
serves as the secretary, ensuring all
proceedings are meticulously documented.
To provide expert insights, the Statutory
Auditor, Cost Auditor, and Chief Financial
Officer are permanent invitees to all
meetings.

A key function of the Committee is to
maintain transparency and integrity in the
company''s financial dealings by reviewing all
related party transactions. Furthermore, the
Committee is responsible for monitoring and
reviewing our risk management framework.
This includes identifying, reviewing, and
mitigating all elements of risk to which the
company may be exposed. This year, the
Board accepted all recommendations put
forth by the Audit Committee, a testament to
its diligence and the Board''s trust.

16. NOMINATION AND REMUNERATION
COMMITTEE

A Nomination and Remuneration Committee,
a key body in our corporate governance, has
been constituted. It is chaired by Mr. Aditya
Sukharam Saran, with Mr. Sunderlal Bothra
and Mrs. Lubdha Porwal serving as members.
The Company Secretary acts as the
Committee''s dedicated secretary. To ensure
maximum efficiency and compliance, the
company has delegated the responsibility for
all share transfer and other routine share
maintenance to the Company Secretary and
our official Registrar and Share Transfer
Agent, M/s Link Intime Bharat Pvt. Ltd. All
requests for dematerialization,

rematerialization, and transfers are
completed promptly within 10 days of
receiving valid documentation. The minutes
of all committee meetings are promptly
circulated to all Directors and formally
discussed during the next Board Meeting.

17. VIGIL MECHANISM/WHISTLE
BLOWER POLICY

In compliance with provisions of Section
177(9) of the Companies Act, 2013 and Clause
49 of the Listing Agreement, the Company
has framed a Whistle Blower Policy/Vigil
Mechanism to report concerns about the
Company''s working or any violation of its
policies

18. BOARD EVALUATION

In accordance with the provisions of the
Companies Act, 2013, and Clause 49 of the
Listing Agreement, the Board of Directors
hereby confirms that in the preparation of the
annual accounts for the financial year ended
March 31, 2025, all applicable accounting
standards have been diligently followed. We
have selected and consistently applied
appropriate accounting policies, making
judgments and estimates that are both
reasonable and prudent to ensure the
financial statements present a true and fair
view of the company''s state of affairs and its
profit or loss for the period. We have also
exercised proper and sufficient care in
maintaining adequate accounting records to
safeguard the assets of the company and to
prevent and detect any instances of fraud or
other irregularities. This commitment to
robust record-keeping is a fundamental pillar
of our governance. Furthermore, the annual
accounts have been prepared on a going-
concern basis, and the internal financial
controls laid down by the Directors have been
strictly followed by the company. These
controls are comprehensive, adequate, and
have been operating effectively throughout
the year. A proper system to ensure
compliance with the provision of all
applicable laws was also in place and was
deemed to be adequate and operating
effectively. The Board has also carried out a
comprehensive annual performance
evaluation of its own performance, as well as
an evaluation of the individual directors and
the effective functioning of its Audit, and
Nomination and Remuneration Committees.

19. RISK MANAGEMENT

Risk management is a systematic and
proactive process of identifying, assessing,
and prioritizing risks, followed by coordinated
efforts to minimize, monitor, and mitigate the
probability or impact of unfortunate events.
Concurrently, it seeks to maximize the
realization of strategic opportunities. The
company has established a comprehensive
Risk Assessment and Minimization Procedure,
which is subject to regular and thorough
review by the Audit Committee and formal
approval by the Board to ensure it remains
robust and relevant. This rigorous framework
empowers our executive management to
effectively control risks through a well-defined
process, thereby safeguarding the company''s
financial stability and operational continuity.

20. EXTRACTS OF ANNUAL REPORT

The required details of the annual return, as
stipulated by Section 92 of the Companies
Act, 2013, have been extracted and are
included in Form MGT-9. This document is
attached as Annexure "A" and is a part of the
Board Report.

21. DECLARATION BY INDEPENDENT
DIRECTOR

Mr. Aditya Sukharam Saran and Mrs. Lubdha
Porwal serve as Independent Directors on the
Board. The company has received
declarations from them, confirming they
meet the independence criteria outlined in
the Companies Act, 2013, and Clause 49 of the
Listing Agreement.

22. SECRETARIAL AUDITORS

Pursuant to Section 204 of the Companies
Act, 2013, and the relevant rules, we appointed
M/s Vinesh K Shah & Associates, practicing
Company Secretaries, to conduct a secretarial
audit of our company. The Secretarial Audit
Report for the fiscal year ended March 31,
2025, is attached to this document.

23. DIRECTOR''S RESPONSIBILITY
STATEMENT

In compliance with Section 134(3)(c) of the
Companies Act, 2013, the Directors affirm
that, to the best of their knowledge and
belief, the annual accounts for the financial
year ending March 31, 2025, have been
prepared in accordance with the applicable
accounting standards. We confirm that we
have selected and consistently applied
appropriate accounting policies, and have
made reasonable and prudent judgments
and estimates to ensure the financial
statements provide a true and fair view of
the company''s state of affairs, as well as its
profit and loss for the period.

Proper and sufficient care has been taken to
maintain adequate accounting records, in
line with the provisions of the Companies
Act, 2013. This meticulous record-keeping is
crucial for safeguarding the company''s
assets and for preventing and detecting any
instances of fraud or other irregularities. The
annual accounts have been prepared with
the fundamental assumption of a going-
concern basis.

Furthermore, the internal financial controls
established by the Directors have been fully
implemented by the company and are
deemed adequate and operating effectively.
We also have a robust system in place to
ensure compliance with all applicable laws,
and we confirm that this system is both
sufficient and operating effectively.

24. ACKNOWLEDGEMENT

Your Directors would like to express their
profound appreciation for the
encouragement, assistance, and cooperation
received from our members, government
authorities, banks, and customers. We are
deeply grateful for the trust placed in the
management and extend our sincere thanks
to all employees for their valuable
commitment and contributions.

For Bothra Metals & Alloys Ltd.
sd/-

Sunderlal Bothra
Managing Director
DIN:00737982

For Bothra Metals & Alloys Ltd.
sd/-

Kishanlal Bothra

Director

DIN:00738027

Place: Mumbai
Date: 29 August 2025

---

Mar 31, 2024

Discontinuing Operations	00	00
Profit/(Loss) from Discontinuing Operations (B)	00	00
Profit/(Loss) for the period (A B)	28.54	-113.29
Earnings Per Share
(1) Basic	0.15	-0.61
(2) Diluted	0.15	-0.61

Operational

The Company''s operational performance for

the financial year ended 31st March 2024 is

summarised below:

• The employee benefit expense increased to ^5,34,180 from ^21,822, reflecting the company''s investment in its workforce to drive growth and productivity.

• The cost of material consumed was managed effectively at ^26,20,29,942, ensuring optimal utilization of resources and cost control.

• The financial costs reduced from ^1,26,84,990 in 2023 to ^1,00,58,477 in 2024, showcasing better financial management and reduced debt servicing costs.

• The depreciation and amortization expense decreased from ^3,30,20,568 to ^2,63,02,56, indicating efficient asset management.

Your Directors have pleasure in presenting the 23rd Annual Report together with the Audited Financial Statements of your Company for the financial year ended March 31, 2024.

FINANCIAL HIGHLIGHTS

The Company''s financial performance for the financial year ended 31st March 2024 is summarised below:

(In Lakhs)
Particulars	FY 2023-24	FY 2022-23
Revenue from Operations	2852.16	00
Other Income	1.49	3066.68
Total Revenue	2853.64	3066.68
Cost of Material Consumed	2620.30	00
Purchase of traded goods	00	00
Changes in Inventories of Finished goods, traded goods and WIP	00	00
Employee Benefit Expense	5.34	.22
Financial Costs	100.58	126.85
Depreciation and Amortization Expense	26.30	33.21
Other Expenses	69.91	3030.40
Total Expenses	2822.44	3190.67
Profit before exceptional and extraordinary items and tax	31.20	-123.99
Exceptional Items	00	00
Profit before Extraordinary Items and Tax	31.20	-123.99
Extraordinary Items
Profit Before tax	31.20	-123.99
Add: Mat Credit Entitlement	00	00
Tax Expense:
(1) Current tax	00	00
(2) Deferred tax	-2.66	10.70
Profit/(Loss) from the period from continuing operations (A)	28.54	-113.29

1. OVERVIEW AND STATE OF THE COMPANY’S AFFAIRS

Financial

The Company''s financial performance for the financial year ended 31st March 2024 is summarised below:

• The company achieved a total revenue of ^2,853.64 million, primarily driven by strong operational performance.

• Cost of materials consumed remains the largest expense, accounting for ^2,620.30 million, reflecting efficient use of resources.

• Financial costs, amounting to T100.58 million, highlight the impact of borrowings and financing on overall profitability.

• The company successfully managed its tax liabilities with a deferred tax gain of ^2.66 million, contributing to a net profit of ^28.54 million for the period.

By presenting these financial and operational highlights, the company''s improved performance and strategic management can be effectively communicated to stakeholders, showcasing a positive outlook and future potential.

2. IMPORTS

For the financial year ended 31st March 2024 company was majorly involved in importing and trading of Aluminium Scrap mainly Tread and Taint Tabor from many countries like USA, Israel, United Kingdom, Different parts of Europe and many other.

3. DIVIDEND

After a thorough review of the company''s financial position and in light of our strategic plans for expansion and growth, the Board of Directors has concluded that it would be prudent to conserve resources at this juncture. Therefore, it has been decided not to recommend a dividend for the fiscal year 2023-24.

This decision aligns with our long-term vision of strengthening the company''s financial foundation and ensuring its continued success. We believe that by reinvesting profits back into the business, we can capitalize on growth opportunities, enhance shareholder value, and secure a robust future for Bothra Metals and Alloys Limited.

4. FUTURE PROSPECTUS

Bothra Metals and Alloys Limited stands at the threshold of a new chapter, having recently navigated a successful settlement with the National Company Law Tribunal (NCLT) and emerged with a green chit. This milestone not only signifies the resolution of past challenges but also marks the beginning of a transformative journey for a company with a rich legacy in the manufacturing of Aluminium Extrusion Profiles, Billets, and Ingots, as well as the import and trading of Metal Scrap. With its financial foundations now stronger than ever, Bothra Metals and Alloys Limited is poised to quickly regain its footing and chart a course for accelerated growth.

Market penetration and expansion are key objectives, with Bothra Metals and Alloys Limited focusing on increasing its presence in existing markets while exploring new territories to fuel business growth. Sustainability and innovation are integral to the company''s ethos, with plans to further reduce its environmental impact and explore green initiatives within the aluminum production process.

Financial stability and strategic growth are at the forefront, with Bothra Metals and Alloys Limited well-positioned to consider acquisitions, partnerships, and investments that align with its long-term goals. The company invites investors to be part of this exciting journey, offering a unique opportunity to invest in a revitalized and forward-thinking enterprise within the metals industry.

As Bothra Metals and Alloys Limited embarks on this path of transformation, it aims to solidify its position as a leading global player in aluminum manufacturing and trading. With a clear vision, a robust financial foundation, and a dedicated team, the company is set to achieve significant milestones in the coming years. We extend an invitation to investors to join us in building a stronger, more sustainable, and more profitable future for Bothra Metals and Alloys Limited.

5. HEALTH, SAFETY & ENVIRONMENT

At Bothra Metals and Alloys Limited, we are convinced that our prosperity is closely linked to our dedication to environmental sustainability, the well-being and safety of our employees, and fulfilling our social obligations. In this Annual Report for 2022-23, we aim to underscore our persistent endeavors and successes in these critical domains.

Preserving the Environment

At Bothra Metals and Alloys Limited, safeguarding and conserving the environment is a core principle. We are unwavering in our efforts to minimize our ecological footprint and actively promote sustainable practices throughout all our operations. Our dedication to environmental responsibility is evident in every aspect of our activities, ensuring we contribute positively to the planet.

Well-being and Security

The health and safety of our staff, contractors, and the communities around us are our utmost priorities. We are devoted to maintaining a secure and healthy workspace for all our stakeholders. We stay alert to ensure the welfare of everyone connected with our company.

Corporate Citizenship

We hold the belief that corporate responsibility extends beyond our business activities. Bothra Metals and Alloys Limited is deeply involved with the communities where we conduct our operations, aiming to create a positive difference. We take pride in our contributions to the social progress of the areas we are present in, and we remain dedicated to advancing these initiatives.

Future Perspectives

As we progress, we acknowledge that our duty to the environment, health, safety, and society is an enduring path. We are committed to consistently enhancing our performance in these fields and setting more ambitious goals for our achievements. By embedding sustainable practices into our business approaches, nurturing a safety-first culture, and addressing the social requirements of our communities, we aim to generate lasting value for our stakeholders.

6. INDUSTRY OUTLOOK

International

In the international arena, the metals and alloys industry has experienced a complex set of challenges and opportunities over the past year. The global economic landscape has been marked by fluctuating demand, driven by factors such as changes in consumer behaviour, technological advancements, and the recovery from the global pandemic. Emerging markets have shown significant potential for growth, particularly in sectors like automotive, construction, and renewable

energy, which are key consumers of aluminum products.

The international focus on sustainability and the push towards a low-carbon economy have also influenced the industry. There is a growing demand for lightweight, durable, and recyclable materials like aluminum, which can contribute to reducing carbon emissions. This has led to an increase in investment in innovative production technologies and recycling processes.

Geopolitical tensions and trade policies have introduced elements of uncertainty, affecting raw material prices and supply chains. Despite these challenges, Bothra Metals and Alloys Limited remains optimistic about the international market''s potential. We are committed to expanding our global footprint, exploring new markets, and forging strategic partnerships to capitalize on emerging opportunities.

Domestic

The domestic industry outlook for metals and alloys in Bharat has been characterized by a robust recovery and promising growth prospects. The Bharatn economy''s resilience and the government''s focus on infrastructure development, urbanization, and the Make in Bharat initiative have created a favorable environment for the industry.

The domestic market for aluminum products, in particular, has seen a surge in demand due to increased construction activities, growth in the automotive sector, and the expansion of consumer durables manufacturing. The government''s push for renewable energy and the adoption of energy-efficient solutions have further boosted the demand for aluminum.

Bothra Metals and Alloys Limited is well-positioned to leverage these domestic trends. We are investing in capacity expansion, enhancing our product portfolio, and strengthening our distribution network

to meet the burgeoning demand. Our commitment to quality, innovation, and customer service ensures that we remain a preferred partner for our clients in the dynamic Bharatn market.

As we navigate the evolving industry landscape, Bothra Metals and Alloys Limited remains dedicated to maintaining its leadership position through strategic initiatives and a customer-centric approach. By prioritizing innovation and efficiency, we are committed to delivering sustainable growth and value to our stakeholders in both international and domestic markets. Our confidence lies in our ability to adapt and thrive, ensuring that we meet the needs of our customers while fostering long-term relationships. This approach guarantees continued success and reinforces our standing as a leader in the industry.

7. INTERNAL CONTROL SYSTEM AND ADEQUACY

Company ensures the presence of effective internal control systems across all operational domains. It utilizes the services of Internal & external auditors periodically, alongside in-house expertise and resources. The company consistently enhances these systems to align with the most advanced practices in the field.

The reports and discrepancies identified are frequently deliberated upon with the management and committee members, with appropriate action taken whenever required. An independent audit committee appointed by the board assesses the sufficiency of the internal control measures in place.

8. CONVERSATION OF ENERGY, TECHNOLOGY, ABSORPTION, FOREIGN EXCHANGE EARNINGS AND OUTGO.

As required under provisions of Section 134 of the Companies Act, 2013 and read with Rule 8(3) of Companies (Accounts) Rules, 2014 details relating to conservations of Energy, and Foreign Exchange Earnings and Outgo are given below:

Kala-amb (Himachal Pradesh) Power and Fuel Consumption
Conservation Of Energy	FY 2023-24	FY 2022-23
Electricity Purchased
Quantity (In Units)	Nil	Nil
Total Amount in (In Lakhs)	Nil	Nil
Rate/Unit ('')	Nil	Nil
Furnace Oil & Other Fuel
Quantity (In Ltr.)	Nil	Nil
Total Amount (In Lakhs)	Nil	Nil
Rate/ Litre ('')	Nil	Nil
# The plant is not in production

Consumption Per Unit of Production
Particulars	FY 2023-24	FY 2022-23
Electricity Purchased
Total Amount (In Lakhs)	Nil	Nil
Production at Kala-Amb (In Kgs.)	Nil	Nil
Rate/Kgs	Nil	Nil
Furnace Oil & Other Fuel
Total Amount (In Lakhs)	Nil	Nil
Production at Kala-Amb (In Kgs)	Nil	Nil
Rate/kgs('')	Nil	Nil
# The plant is not in production Sangli (Maharashtra) Power and Fuel Consumption
Conservation Of Energy	FY 2023-24	FY 2022-23
Electricity Purchased
Quantity (In Units)	Nil	Nil
Total Amount in (In Lakhs)	Nil	Nil
Rate/Unit ('')	Nil	Nil
Furnace Oil & Other Fuel
Quantity (In Ltr.)	Nil	Nil
Total Amount (In Lakhs)	Nil	Nil
Rate/ Litre ('')	Nil	Nil
# The plant is not in production Consumption Per Unit of Production
Particulars	FY 2023-24	FY 2022-23
Electricity Purchased
Total Amount (In Lakhs)	Nil	Nil

9. TECHNOLOGY ABSORPTION, RESEARCH & DEVELOPMENT

As required under provisions of Section 134 of the Companies Act, 2013 and read with Rule 8(3) of Companies (Accounts) Rules, 2014 details relating to conservations of Energy, and Foreign Exchange Earnings and Outgo are given below:

10. FOREIGN EXCHANGE INFLOW & OUTFLOW

Production at Kala-Amb (In Kgs.)	Nil	Nil
Rate/Kgs	Nil	Nil
Furnace Oil & Other Fuel
Total Amount (In Lakhs)	Nil	Nil
Production at Kala-Amb (In Kgs)	Nil	Nil
Rate/kgs('')	Nil	Nil

For the Fiscal Year 2023-24 the flow of forex transaction is as fo low:

Particulars	FY 2023-24	FY 2022-23
Foreign Exchange Inflows	INR 41,13,814	Nil
Foreign Exchange Outflows	INR 24,70,73,051	Nil
Actual Received/(Paid)	INR 24,29,59,237	Nil

11. SHARE CAPITAL

As of 31st March 2024, the Paid-Up Equity Share Capital stood at Rs. 18.52 Crores. Throughout the year under review, the company did not issue any shares with differential voting rights, nor did it grant stock options or sweat equity shares.

12. STEPS IN MANUFACTURING AND PROCUREMENT

At Bothra Metals and Alloys Limited, we are committed to continuously enhancing our operational efficiencies and exploring new avenues for business growth. As part of our strategic initiatives, we have undertaken several steps in manufacturing and procurement to drive excellence in our operations. We place great emphasis on optimizing our manufacturing processes to improve overall productivity and yield. By leveraging advanced technologies and adopting best practices, we strive to enhance the efficiency of our manufacturing operations, minimize waste, and maximize output. Quality is at the core of our manufacturing operations. We adhere to stringent quality control measures to deliver products that meet the highest industry standards. Efficient procurement and supply chain management are critical for our success. We work closely with our suppliers to establish strong partnerships and ensure a reliable supply of raw materials.

13. MAJOR EXPANSION PLAN

Bothra Metals and Alloys Limited is pleased to unveil its ambitious expansion plan, capitalizing on the promising trends in the Bharatn and international markets for metal scrap and aluminium extrusion profiles. In light of the remarkable growth in these sectors, the company is strategically poised to embark on a significant expansion journey. Recognizing the enormous potential of the metal scrap industry, we plan to leverage our network in the metal industry to meet the escalating demand for metal scrap both domestically and internationally. The metal scrap industry has witnessed substantial growth, with a global market size estimated to reach $406.16 billion by 2027, driven by increasing industrialization, infrastructure development, and the growing focus on sustainable practices. Furthermore, we are excited to announce our intention to establish a new manufacturing facility dedicated to aluminium extrusion profiles. Equipped with state-of-the-art technology and modern machinery, this facility will enable us to produce high-quality aluminium profiles that meet the stringent requirements of various industries. The global aluminium extrusion market is experiencing significant growth, with a projected CAGR of 4.9% from 2021 to 2028. Our expansion plan combines the utilization of our existing manufacturing unit and the establishment of a new state-of-the-art aluminium extrusion profile unit. This strategic move positions us to capitalize on the growing market demand, expand our customer base, and create value for our stakeholders. Through continuous

innovation, implementation of best practices, and a customer-centric approach, we are confident in our ability to thrive in the dynamic metal industry.

14. AUDIT COMMITTEE

The Audit Committee of the Board of Directors of the company comprises Mrs. Lubdha Porwal as Chairman, Mr. Sunderlal Bothra, and Mr. Aditya Sukharam Saran as members. The Company Secretary acts as Secretary of the Committee. The Statutory Auditor, The Cost Auditor, and the Chief Financial Officer are permanent invitees to the meeting. The details of all related party transactions, if any, are placed before the Audit Committee. During the Year there were no instances where the board has not accepted the recommendation of the Audit Committee. The Audit Committee has also been responsible for monitoring and reviewing risk management assessment and minimization procedures, implementing and monitoring the risk management plan and identifying, reviewing, and mitigating all elements of risks to which the Company may be exposed.

16. NOMINATION AND REMUNERATION COMMITTEE

A Nomination and Remuneration Committee was constituted which comprises Mr. Aditya Sukharam Saran as chairman Mr. Sunderlal Bothra, and Mrs. Lubdha Porwal as members of the Committees. The Company Secretary acts as the Secretary of the Committee. The Company has delegated the responsibility for share transfer and other routine share maintenance work to the Company Secretary and M/s Link Intime Bharat Pvt. Ltd., The Registrar and Share Transfer Agent of the Company. All requests for dematerialization and rematerialization of shares, transfer or transmission of shares and other share maintenance matters are completed within 10 days of receipt of valid and complete documents. Minutes of the committee meeting are circulated to all Directors and discussed at the Board Meeting.

17. VIGIL MECHANISM/WHISTLE BLOWER POLICY

In compliance with provisions of Section 177(9) of the Companies Act, 2013 and Clause 49 of the Listing Agreement, the Company has framed a Whistle Blower Policy/Vigil Mechanism to report concerns about the Company''s working or any violation of its policies

18. BOARD EVALUATION

Under the provisions of the Companies Act, 2013 and Clause 49 of the Listing Agreement, In the preparation of the annual accounts for the financial year ended 31st March 2024, the applicable accounting standards have been followed; Appropriate accounting policies have been selected and applied consistently and made judgments and estimates that are reasonable and prudent so as to give a true and fair view of the state of affairs of the company at the end of the financial year and of profit and loss of the company for the period. Proper and sufficient care has been taken for the maintenance of adequate accounting records following the provisions of the Companies Act, 2013 for safeguarding the assets of the company and for preventing and detecting frauds and other irregularities. The annual accounts have been prepared on a going-concern basis. Internal financial controls laid down by the Directors have been followed by the company and such internal financial controls are adequate and are operating effectively. A proper system to ensure compliance with the provision of all applicable laws was in place and was adequate and operating effectively. The board has carried out an annual performance evaluation of its performance, the directors'' individual as well as the evaluation of the working of its Audit, Nomination, and Remuneration Committees.

19. RISK MANAGEMENT

Risk Management is the process of identification, assessment, and prioritization of risks followed by coordinated efforts to minimize, monitor and mitigate/control the probability and/or impact of unfortunate events or to maximize the realization of opportunities. The Company has laid a comprehensive Risk Assessment and Minimization Procedure, which is reviewed by the Audit Committee and approved by the Board from time to time. These procedures are reviewed to ensure that executive management controls risks through means of a properly defined framework.

20. EXTRACTS OF ANNUAL REPORT

The details forming part of the extracts of the Annual Return in Form MGT-9 as required under section 92 of the Companies Act, 2013, is marked as Annexure “A” which is annexed hereto and forms part of the Board Report.

21. DECLARATION BY INDEPENDENT DIRECTOR

Mr. Aditya Sukharam Saran and Mrs. Lubdha Porwal are Independent Directors on the Board of the Company. The company has received declarations from all Independent Directors of the company confirming that they meet the criteria of Independence as prescribed both under the Companies Act, 2013 and Clause 49 of the Listing Agreement.

22. SECRETARIAL AUDITORS

Pursuant to the provisions of Section 204 of the Companies Act, 2013 and Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 the company has appointed M/s Vinesh K Shah & Associates practising Company Secretaries to undertake the Secretarial Audit of the Company. The Secretarial Audit Report for the financial year ended 31st March 2024 is annexed herewith.

23. DIRECTOR''S RESPONSIBILITY STATEMENT

According to Section 134(3)(c) of the Companies Act, 2013, the Directors to the best of their knowledge and belief confirm that :

• In the preparation of the annual accounts for the financial year ended 31st March 2024, the applicable accounting standards have been followed;

• Appropriate accounting policies have been selected and applied consistently and judgments and estimates that are reasonable and prudent to give a 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 the period.

• Proper and sufficient care has been taken for the maintenance of adequate accounting records by the provisions of the Companies Act, 2013 for safeguarding the assets of the company and for preventing and detecting frauds and other irregularities.

• The annual accounts have been prepared on a going-concern basis.

• Internal financial controls laid down by the Directors have been followed by the company and such internal financial controls are adequate and are operating effectively.

• A proper system to ensure compliance with the provision of all applicable laws was in place and was adequate and operating effectively.

24. ACKNOWLEDGEMENT

Your Directors record their deep appreciation for the encouragement, assistance and cooperation received from members, government authorities, banks and customers. They also thank them for the trust reposed in the Management and wish to thank all employees for their commitment and contributions.

---

Mar 31, 2014

The Members

Bothra Metals & Alloys Ltd.

Mumbai, Maharashtra.

The Directors have pleasure in presenting the Thirteenth Annual Report of the Company along with Audited Statement of Accounts for the year ended on 31st March 2014.

FINANCIAL RESULT

(Rs In Lakhs) 2013-14 2012-13

Sales 22,746.06 17,669.79

Less : Excise Duty 318.09 49.67

Total Income 22,427.97 17,620.12

Less : Expenditure 21303.12 16743.45

Operating Earnings / (Loss) before Financial cost, Depreciation & Tax 1124.85 876.67

Less : Financial cost 609.05 322.51

: Depreciation 140.99 60.60

Add : Other Income 55.93 19.86

Earnings / (Loss) before Tax 430.74 513.42

Less : Provision for Taxation 77.10 69.13

Profit/(Loss) after Tax 353.64 444.29

Add : Profit/(Loss) Brought Forward 690.76 246.47

Amount available for Appropriation 1044.40 690.76

Less : Appropriation

Proposed Dividend - -

Surplus Carried Forward to Balance Sheet 1044.40 690.76

Basic Earnings per share (face value of Rs10/-each) 1.91 2.78 REVIEW OF OPERATIONAL RESULTS

- During the current year of operations, your company has shown a remarkable improvement, as the turnover has increased to the extent of 27.29 % from ? 17,620.12 Lakhs during FY 2012-13 to ? 22,427.97 Lakhs during FY 2013-14.

- Operating profitability has improved marginally from 4.98% to 5.02% indicating that company has sailed through past one year amid lower physical premium and also cost inflation, wherein most of the players in the industry have seen muted growth. But profit after tax has declined to ? 353.64 Lakhs during FY 2013- 14 as compared to ? 444.29 Lakhs during FY 2012-13.

- The marginal reduction in the profits for the year 2013-14 was majorly due to increase in finance cost by almost 80% from the year 2012-13. Since your company''s major raw-material requirement is fulfilled through import, we too were caught in the storm of the major fall of the rupee.

- F.Y 2013-14 saw a major fluctuation in foreign exchange where the rupee value depreciated to one of its lowest, thereby creating a disadvantageous situation for the importers. The major component of the finance cost being the net loss on foreign currency transactions was due to the sudden fall of the rupee. The other major component of the finance cost is bank charges which were in a way the salvage cost i.e. cost incurred in forward booking to shield from the uncertainties of the fluctuations and secure the best available rate for future import payments.

- During the year, Company has streamlined the production at new plant at Sangli (Maharashtra) and is foreseeing this plant as an accelerator to the growth of the company.

FUTURE PROSPECTS

After the commencement of Sangli (Maharashtra) Plant, this year onwards the company is expecting the manufacturing activities to go up significantly and also an increase in the share of manufacturing sale out of overall topline.

Your Company is seeking more opportunities in exports for better prospects of company and also concentrating on utilization of the production capacity at New Plant at Sangli (Maharashtra).

DIVIDEND

The Company has decided to sustain the growth in line with the long term growth objectives of the Company by retaining the profits and utilizing the same for opportunities in hand.

CONSERVATION OF ENERGY. TECHNOLOGY ABSORPTION & FORIESN EXCHANGE EARNINSS AND OUTGOINGS:

The necessary information pertaining to conservation of energy, technology absorption, foreign exchange earnings and outgoings etc. as required pursuant to Section 217 (1) (e) of the Companies Act, 1956, read with Companies Rules, 1988 (Disclosure of particular in the Report of Directors), is furnished below :

Kala-Amb (HP)

A. POWER & FUEL CONSUMPTION

Conservation Energy 2013-2014 2012-13

a) Electricity Purchased (In Units) 1308900 1314771

Total Amount in (Rs In Lakhs) 80.08 70.03

Rate/Unit (Rs) 6.12 5.33

b) Furnace Oil & Other Fuel

Quantity (in Ltr) 437506 407,058

Total Amount in (Rs In Lakhs) 206.22 183.80

Rate/ Litre (Rs) 47.14 45.15

c) Gas

Quantity (in Kgs.) 9080 4430

Total Amount in (Rs In Lakhs) 8.79 3.69

Rate/ Kgs (Rs) 96.77 83.34

The Company has been continuously attempting to create a conscious awareness against excessive consumption and wastage at all levels.

B. CONSUMPTION PER UNIT OF PRODUCTION:- Paticular 2013-2014 2012-2013

a) Electricity Purchased

Total Amount in (Rs In Lakhs) 80.08 70.03

Production at Kala-Amb (in Kgs.) 2478701 2427147

Rate/Kgs. (Rs) 3.23 2.89

b) Furnace Oil & Other Fuel

Total Amount in (Rs In Lakhs) 206.22 183.80

Production at Kala-Amb (in Kgs.) 2478701 2427147

Rate/Kgs. (Rs) 8.32 7.57

c) Gas

Total Amount in (Rs In Lakhs) 8.79 3.69

Production at Kala-Amb (in Kgs.) 2478701 2427147

Rate/ Kgs (Rs) 0.35 0.15

The Company is not in a position to compile and give information relating to consumption per unit of production, since products are having different processes of production. But efforts have been put to compile the data presented.

Bhavnagar (Gujrat)

Conservation Energy 2013-2014 2012-2013

A. POWER & FUEL CONSUMPTION:-

a) Electricity Purchased (In Units) 2348 882

Total Amount in (? In Lakhs) 0.27 0.16

Rate/Unit (?) 11.41 23.61

b) Coke

Quantity (in Kgs.) 223.30 5186.5

Total Amount in (Rs In Lakhs) 3.46 3.93

Rate/ Kgs (Rs) 15.50 7.58

The Company has been continuously attempting to create a conscious awareness against excessive consumption and wastage at all levels.

B. CONSUMPTION PER UNIT OF PRODUCTION:-

Paticular 2013-2014 2012-2013

a) Electricity Purchased

Total Amount in (T In Lakhs) 0.27 0.16

Production at Bhavnagar (in Kgs.) 107995 261153

Rate/Kgs. (T) 0.25 0.06

b) Coke

Total Amount in (T In Lakhs) 3.46 3.93

Production at Bhavnagar (in Kgs.) 107995 261153

Rate/ Kgs (T) 3.20 1.50

The Company is not in a position to compile and give information relating to consumption per unit of production, since products are having different processes of production.

Sangli (Maharashtra)

A. POWER & FUEL CONSUMPTION:-

Paticular 2013-2014 2012-2013

a) Electricity Purchased

(In Units) 549438 3786

Total Amount in (T In Lakhs) 46.90 1.52

Rate/Unit (T) 8.54 40.27

b) Furnace Oil & Other Fuel

Quantity (in Ltr) 217701 3,240

Total Amount in (T In Lakhs) 89.30 1.16

Rate/ Litre (T) 41.02 35.88

c) Coke

Quantity (in Kgs.) 24439 0.00

Total Amount in (Rs In Lakhs) 2.15 0.00

Rate/ Litre (Rs) 8.81 0.00

The Company has been continuously attempting to create a conscious awareness against excessive consumption and wastage at all levels.

B. CONSUMPTION PER UNIT OF PRODUCTION:-

Conservation Energy 2013-2014 2012-2013

a) Electricity Purchased

Total Amount in (Rs In Lakhs) 46.90 1.52

Production at Sangli (in Kgs.) 1564083 86334

Rate/Kgs. (Rs) 3.00 1.77

b) Furnace Oil & Other Fuel

Total Amount in (Rs In Lakhs) 89.30 1.16

Production at Sangli (in Kgs.) 1564083 86334

Rate/Kgs. (Rs) 5.71 1.35

C) Coke

Total Amount in (Rs In Lakhs) 2.15 0.00

Production at Sangli (in Kgs.) 149387 0.00

Rate/Kgs. (Rs) 1.44 0.00

The Company is not in a position to compile and give information relating to consumption per unit of production, for each product separately, since products are having different processes of production.

C. TECHNOLOGY ABSORPTION, RESEARCH & DEVELOPMENT: -

The Company has incurred expenditure towards quality management, quality control, and to improve the production capacity. The Company has also undertaken cost reduction and cost control program to manage and reduce the cost of production.

D. FOREIGN EXCHANGE INFLOWS & OUTFLOWS

(Rs In Crores) 2013-14 2012-13

a) Foreign Exchange Inflows Nil Nil

b) Foreign Exchange Outflows 46.28 50.62

(Actual Paid) (48.53) (55.73)

AUDITOR

M/s. R T Jain & Co. Chartered Accountants holding office till the ensuing Annual General Meeting and our directors proposed to reappoint them. M/s. R T Jain & Co. expressed their willingness to continue as Auditor of the Company. Therefore, our Directors propose to re-appoint M/s R T Jain & Co. Chartered Accountants as auditor of the Company. The Auditors have given a confirmation that they do not exceed the limit for audit engagements as set under Section 141(3) of the Companies Act, 2013.

PARTICULAR OF EMPLOYEES

Pursuant to Section 217 (2A) of the Companies Act, 1956, read with the Companies (Particular of Employees) Rules 1975 as amended, the Company has no personnel in its employment drawing salary in excess of ? 60 Lakhs per annum or ? 5 Lakhs per month.

DIRECTORS RESPONSIBILITY

Pursuant to the requirements under Section 217(2AA) of the Companies Act, 1956, with respect to Directors Responsibility Statement, it is hereby confirmed that:

1. In preparation of the annual accounts for the year ended 31st March, 2014, the company has followed the applicable accounting standards and there are no material departures from the same.

2. The Directors have selected such accounting policies and applied them consistently and made judgments and estimates that are reasonable and prudent so as to give a true and fair view of state of affair of the Company as at 31st March, 2014 and of the profit of the Company for the year ended on that date.

3. The Directors have taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of the Companies Act, 1956 for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities.

4. The Directors have prepared the annual accounts of the Company on a "going concern" basis.

ACKNOWLEDGEMENTS

Your Directors are pleased to express their gratitude for all the co-operation and assistance received from bankers, members, customers, vendors, various Government authorities for the year under review. Your Directors also appreciate the co-operation and support received from their executives, employees and workers.

For and on behalf of Board Sunderlal Bothra Sardarmal Suthar (Managing Director) (Director)

Place: Mumbai Date: 30thMay,2014

---

Mar 31, 2013

To The Members of Bothra Metals & Alloys Ltd. Mumbai, Maharashtra.

The Directors have pleasure in presenting the Twelfth Annual Report of the Company along with Audited Statement of Accounts for the year ended on 31st March 2013.

FINANCIAL RESULT

( Rs. In Lakhs)

Particulars 2012-13 2011-12

Sales 17669.79 11,254.28

Less : Excise Duty 49.67 32.59

Other Income 19.86 69.73

Total Income 17,639.99 11,291.42

Less : Expenditure 16,936.02 10,688.54

Profit/(Loss) before Interest, Depreciation & Tax 703.97 602.88

Less : Interest 129.95 134.26

: Depreciation 60.60 55.65

Profit/(Loss) before Tax 513.42 412.97

Less : Provision for Taxation 69.13 24.29

Profit/(Loss) after Tax 444.29 388.68

Add : Profit/(Loss) Brought Forward 246.48 171.07

Amount available for Appropriation 690.77 559.73

Less : Appropriation

Proposed Dividend - -

Dividend Distribution Tax - -

For Issue of Bonus Share - 63.25

Transfer to General Reserve - 250.00

Surplus Carried Forward to Balance Sheet 690.77 246.48

Basic Earnings per share (face value of Rs. 10/- each) 2.78 2.44



REVIEW OF OPERATIONAL RESULTS

- During the current year of operations, your company has shown a remarkable improvement, as the turnover has increased to the extent of 57.02% from Rs. 11,221.69 Lakhs during FY 2011-12 to Rs. 17,620.12 Lakhs during FY 2012-13.

- Profitability has also increased, as Profit after Tax is Rs. 444.29 Lakhs during FY 2012-13 as compared to Rs. 388.67 Lakhs during FY 2011-12.

- During the year, Company has commenced production at new plant at Sangli (Maharashtra) and is foreseeing this plant as a milestone for the company.

FUTURE PROSPECTS

After the full fledge commencement of Sangli (Maharashtra) Plant, this year onwards the company is expecting the manufacturing activities to go up significantly and also an increase in the share of manufacturing sale out of total sale.

Your Company is seeking more opportunities in exports for better prospects of company and also concentrating on utilization of the production capacity at New Plant at Sangli (Maharashtra).

DIVIDEND

The Company has decided to sustain the growth in line with the long term growth objectives of the Company by retaining the profits and utilizing the same for opportunities in hand.

CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION & FORIEGN EXCHANGE EARNINGS AND

OUTGOINGS:

The necessary information pertaining to conservation of energy, technology absorption, foreign exchange earnings and outgoings etc. as required pursuant to Section 217 (1) (e) of the Companies Act, 1956, read with Companies Rules, 1988 (Disclosure of particular in the Report of Directors), is furnished below:

C. TECHNOLOGY ABSORPTION, RESEARCH & DEVELOPMENT:- The Company has incurred expenditure towards quality management, quality control, and to improve the production capacity. The Company has also undertaken cost reduction and cost control program to manage and reduce the cost of production.

AUDITOR

M/s. R T Jain & Co. Chartered Accountants holding office till the ensuing Annual General Meeting and our directors proposed to reappoint them. M/s. R T Jain & Co. expressed their willingness to continue as Auditor of the Company. Therefore, our directors propose to re-appoint M/s R T Jain & Co. Chartered Accountants as auditor of the Company. The Auditors have given a confirmation that they do not exceed the limit for audit engagements as set under Section 224 (1B) of the Companies Act, 1956.

PARTICULAR OF EMPLOYEES

Pursuant to Section 217 (2A) of the Companies Act, 1956, read with the Companies (Particular of Employees) Rules 1975 as amended, the Company has no personnel in its employment drawing salary in excess of Rs. 60 Lakhs per annum or Rs. 5 Lakhs per month.

DIRECTORS RESPONSIBILITY

Pursuant to the requirements under Section 217(2AA) of the Companies Act, 1956, with respect to Directors

Responsibility Statement, it is hereby confirmed that:

1. In preparation of the annual accounts for the year ended 31st March, 2013, the company has followed the applicable accounting standards and there are no material departures from the same.

2. The Directors have selected such accounting policies and applied them consistently and made judgments and estimates that are reasonable and prudent so as to give a true and fair view of state of affair of the Company as at 31st March, 2013 and of the profit of the Company for the year ended on that date.

3. The Directors have taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of the Companies Act, 1956 for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities.

4. The Directors have prepared the annual accounts of the Company on a "going concern" basis.

ACKNOWLEDGEMENTS

Your Directors are pleased to express their gratitude for all the co-operation and assistance received from bankers, members, customers, vendors, various Government authorities for the year under review. Your Directors also appreciate the co-operation and support received from their executives, employees and workers.



For and on behalf of Board

Sunderlal Bothra Kishanlal Bothra

(Managing Director) (Director)

Place: Mumbai

Date: 1st May, 2013