Crimson Metal Engineering Company Ltd. के निदेशक की रिपोर्ट

Mar 31, 2025

Your Directors have pleasure in presenting the 41st Annual Report of your Company together with the
Audited Statement of Accounts and the Auditors'' Report of your company for the financial year ended
31st March, 2025

1. FINANCIAL HIGHLIGHTS

The financial performance of your company for the year ending March 31, 2025 is summarized below:

(In Lakhs)

Particulars	2024-25	2023-24
Revenue from Operations	956.66	827.70
Other Income	7.60	4.05
Total Income	964.26	831.74
Finance Cost	204.69	182.48
Depreciation and amortization expenses	206.60	182.37
Other expenses	534.81	448.79
Net Profit before Tax	18.16	18.10
Tax Expense	0.00	0.00
Deferred Tax	4.69	151.39
Net Profit after Tax	13.48	-133.29

2. STATE OF COMPANY''S AFFAIRS AND FUTURE OUTLOOK

During the reporting period company''s performance was satisfactory in terms of revenue generation
as the same has generated total revenue of Rs. 956.66 (in Lakhs) which is 128.96 (In lakhs) more than
the last year''s turnover.

The Company has generated other income of Rs. 7.60 (in Lakhs) during the year as compared to the
other income generated in the previous year amounting Rs. 4.05 (in Lakhs).

The company has earned net profit of Rs. 13.48 (in Lakhs) during the year as compared to the net loss
of Rs. 133.29 (in Lakhs) as incurred in the previous financial year. The Board is taking the necessary
steps to improve the performance of the Company and to have better working results in the coming
years.

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

The company has not transferred any amounts in the Reserves in terms of Section 134(3)(J) of the
Companies Act, 2013.

4. DIVIDEND

The Board of Directors of the Company, after considering holistically the relevant circumstances has
not recommended any dividend for the current financial year with a view to conserve the profits
generated.

TRANSFER OF UNCLAIMED DIVIDEND TO INVESTOR EDUCATION AND PROTECTION FUND

In terms of Section 124(6) of the Act read with Rule 6 of Investors Education and Protection Fund
Authority (Accounting, Audit, Transfer and Refund) Rules, 2016 (as amended from time to time
thereof), the dividends {unpaid/ unclaimed for a period of 7 (seven) years from the date of transfer to
the Unpaid / Unclaimed dividend account} and underlying equity shares {on which dividend has not
been paid or claimed by the members for seven consecutive years} are required to be transferred to
the Investor Education & Protection Fund (IEPF) Authority established by the Central Government.

The Company didn''t declared any dividend in the past 7 (Seven) years and nothing is transferred to
the IEPF during the said Financial Year.

5. CHANGE IN NATURE OF BUSINESS

During the period under review, the Company has not changed its line of business in such a way that
amounts to commencement of any new business or discontinuance, sale or disposal of any of its
existing businesses or hiving off any segment or division.

6. MATERIAL CHANGES AND COMMITMENTS

No material changes and commitments affecting the financial position of the Company occurred
between the end of the financial year to which this financial statement relates till the date of this
report.

7. SHARE CAPITAL

A. AUTHORISED CAPITAL

During the year under review, there has been no change in the authorized share capital of the
company.

The authorized share capital as on March 31, 2025 is as follows:

S.	Type of Share No. of Shares		Value per share			Total Amount (in
No.			(in Rs.)			Lakhs)
1	Equity Share	9850000	10		985.00
2	Preference Share	15000	100		15.00
Total						1,000.00

B. PAID UP CAPITAL

During the year under review, there has been no change in the paid up share capital of the company.
The paid up share capital as on March 31, 2025 is as follows:

S.	Type of Share No. of Shares	Value per share			Total Amount (in
No.		(in Rs.)			Lakhs)
1	Equity Shares 4428207	10			442.82
Total				442.82

C. BUY BACK OF SECURITIES

The Company has not bought back any of its securities during the year under review.

D. SWEAT EQUITY

The Company has not issued any Sweat Equity Shares during the year under review.

E. BONUS SHARES

No Bonus Shares were issued during the year under review.

F. EMPLOYEES STOCK OPTION PLAN

The Company has not provided any Stock Option Scheme to the employees.

G. SHARES WITH DIFFERENTIAL RIGHTS

The Company has not issued any shares with differential rights during the year under review.

8. PARTICULARS OF LOANS, GUARANTEES AND INVESTMENTS

There were no loans, guarantees, or investments made by the Company under Section 186 of the
Companies Act, 2013 during the year under review and hence the said provision is not applicable.

9. INFORMATION ABOUT SUBSIDIARY/JV/ASSOCIATE COMPANY

During the said financial year no Company has become or ceased to be a subsidiary or joint venture
or associate Company.

10. DEPOSITS

During the year under review, your Company has not invited any deposits from public/shareholders
as per Section 73 of the Companies Act, 2013 read with Companies (Acceptance of Deposits) Rules,
2014.

11. DISCLOSURE RELATING TO THE PROVISION OF SECTION 73 OF COMPANIES ACT.2013 READ
WITH RULE (2) (1)(C)(VIII) OF THE COMPANIES (ACCEPTANCE OF DEPOSIT) RULES 2014.

The company had received loan from its director/relative of director as on 31st March, 2025 and
outstanding amount payable to them is Rs. 4,191/-. The details of loan received from director/relative
of director is provided in the financial statements.

12. DIRECTORS AND KEY MANAGERIAL PERSONNEL

During the current financial year the following changes have occurred in the constitution of directors
of the company.

S.	Name	Designatio	Appointment/Cessation/Change	Date of
No		n	Designation	appointment/cessation/chan
				ge designation
1	Prakash	Additional	Appointment	29/05/2024
	Arya	Independe nt Director

Mr. Vinay Kumar Goyal, Managing Director of the Company retires by rotation at the ensuing Annual
General Meeting and being eligible offers himself for re-appointment.

Composition of board of directors as on 31/03/2025 is as following:

S.	Name Designation DIN Date of Appointment
No.
1	Mr. Chandrakesh Pal	Whole-time	07277936	23/12/2015
		director
2	Mr. Chandrakesh Pal	CFO	BCCPC1356E	16/01/2021
3	Ms. Divya Arora	Company	CFXPA5907A	01/12/2023
		Secretary & Compliance Officer
4	Mr. Prakash Arya	Director	06361843	29/05/2024
5	Mr. Sanjay Kumar	Director	02128700	28/07/2023
6	Ms. Uma Rajaram	Whole-time director	07029264	28/09/2015
7	Mr. Velu Paneerselvam	Director	03021605	13/08/2021
8	Mr. Vinay Kumar Goyal	Managing Director	00134026	14/09/1996

13. (A) DISCLOSURE OF STATEMENT ON DECLARATION GIVEN BY INDEPENDENT DIRECTORS U/S
149(6)

The Company has received declarations from all the Independent Directors confirming that they meet
the criteria of independence as prescribed under the provisions of the Act, read with the Schedules
and Rules issued thereunder (including any statutory modification(s) or re-enactment(s) thereof for
the time being in force). The Independent Directors have also confirmed that they have complied with
the Company''s code of conduct prescribed in Schedule IV to the Companies Act, 2013.

(B) STATEMENT REGARDING OPINION OF THE BOARD WITH REGARD TO INTEGRITY, EXPERTISE
AND EXPERIENCE (INCLUDING THE PROFICIENCY) OF THE INDEPENDENT DIRECTORS APPOINTED
DURING THE YEAR

During the financial year, the Board of Directors evaluated the integrity, expertise, experience, and
proficiency of the independent directors appointed. Based on this evaluation, the Board affirms that
Mr. Prakash Arya, who was appointed as an Independent Director on 29th May 2024, possesses the
requisite qualifications and professional capabilities required for the role.

Mr. Arya brings with him extensive experience and a strong track record of ethical leadership and
strategic insight. The Board is of the considered opinion that his appointment enhances the
independence and effectiveness of the Board and aligns with the Company''s commitment to sound
corporate governance practices.

14. DISCLOSURE WITH REGARD BOARD MEETING.

(a) Whether Company is an OPC or Small Company as at the FY end date: No

(b) During the Financial Year, the Company held 6 board meetings of the Board of Directors as per
Section 173 of Companies Act, 2013 which is summarized below. The provisions of the Companies
Act, 2013 were adhered to while considering the time gap between the two meetings.

S. No.	Meeting Date	Total Number of directors associated as on the date of meeting	Attendance
			Number of directors attended	% of attendance
1	29/05/2024	5	5	100
2	31/07/2024	6	6	100
3	13/08/2024	6	6	100
4	13/11/2024	6	4	66.67
5	24/12/2024	6	4	66.67
6	11/02/2025	6	6	100

(c) During the Financial Year, committees met 8 times and the following committee meetings were
held by the committees as constituted as per the provisions of the Companies Act, 2013:

S. No.	Name of Committee Meeting Date		Total Number of members associated as on the date of meeting	Attendance
				Number of members attended	% of attendance
1	Audit Committee	29/05/2024	2	2	100
2	Nomination &	29/05/2024	2	2	100
	Remuneration Committee
3	Nomination & Remuneration Committee	31/07/2024	3	3	100
4	Audit Committee	13/08/2024	3	3	100

5	Audit Committee	13/11/2024	3	3	100
6	Audit Committee	11/02/2025	3	3	100
7	Stakeholder Relationship Committee	11/02/2025	3	3	100
8	Independent Director	11/02/2025	2	2	100
	Meeting

15. GENERAL MEETING(S) HELD DURING THE YEAR

During the financial year, following general meetings were held. The provisions of the Companies Act,
2013 were adhered to while conducting the meetings:

S.	Nature of meeting Date of Meeting	Total Number of		No. of Members
No.		Members as on the date of the meeting		Present
1	Annual General Meeting 23/08/2024	5378		30

16. COMMITTEES OF BOARD

1. AUDIT COMMITTEE

I. The Audit Committee of the Company is constituted in line with the provisions of Section 177 of the
Companies Act, 2013 read with Companies (Meeting of Board and its Powers) Rules, 2014.

II. The terms of reference of the Audit Committee are broadly as under:

1. Oversight of the Company''s financial reporting process and the disclosure of its financial
information to ensure that the financial statement is correct, sufficient and credible;

2. Recommend the appointment, remuneration and terms of appointment of auditors of the
Company;

3. Reviewing, with the management, the annual financial statements and auditors'' report thereon
before submission to the board for approval, with particular reference to:

A. Matters required to be included in the director''s responsibility statement to be included in the
board''s report in terms of clause (c) of sub-section 3 of section 134 of the Act

B. Disclosure of any related party transactions

C. Qualifications in the draft audit report

4. Reviewing, with the management, the quarterly financial statements before submission to the
board for approval;

5. Review and monitor the auditors'' independence and performance, and effectiveness of audit
process;

6. Scrutiny of inter-corporate loans and investments;

7. Evaluation of internal financial controls and risk management systems;

8. Reviewing, with the management, performance of statutory and internal auditors, adequacy of
the internal control systems;

9. Discussion with internal auditors of any significant findings and follow up there on;

10. Establish a vigil mechanism for directors and employees to report genuine concerns in such
manner as may be prescribed;

11. Approval of appointment of CFO;

III. The Audit Committee invites executives, as it considers appropriate (particularly the head of the
finance function), representatives of the statutory auditors and representatives of the internal
auditors to be present at its meetings. The Company Secretary acts as the secretary to the Audit
Committee.

IV. The composition of the Audit Committee is given below:

Name of the Member	Position held in the		Category of the Member
	Committee
Mr. Sanjay Kumar	Chairman		Independent Director
Ms. Uma Rajaram	Member		Whole-time director
Mr. Prakash Arya	Member		Independent Director

2. NOMINATION & REMUNERATION COMMITTEE

I. The composition of the Nomination & Remuneration Committee is given below:

Name of the Member	Position held in the	Category of the Member
	Committee
Mr. Sanjay Kumar	Chairman	Independent Director
Mr. Velu Paneerselvam	Member	Director
Mr. Prakash Arya	Member	Independent Director

3. INDEPENDENT DIRECTOR MEETING

I. The composition of the Independent Director Meeting is given below:

Name of the Member	Position held in the Category of the
	Committee Member
Mr. Sanjay Kumar	Chairman	Independent Director
Mr. Prakash Arya	Member	Independent Director

4. STAKEHOLDER RELATIONSHIP COMMITTEE

I. The composition of the Stakeholder Relationship Committee is given below:

Name of the Member	Position held in the		Category of the Member
	Committee
Mr. Sanjay Kumar	Chairman		Independent Director
Mr. Vinay Kumar Goyal	Member		Managing Director
Ms. Uma Rajaram	Member		Whole-time director

5. NOMINATION AND REMUNERATION COMMITTEE

I. The Company has constituted this Committee in compliance of the provisions of Section 178(3) of
the Companies Act, 2013 read with Companies (Meeting of Board and its Powers) Rules, 2014.

II. The broad terms of reference of the Nomination and Remuneration Committee are as under:

1. Recommend to the board the set up and composition of the board and its committees including
the "formulation of the criteria for determining qualifications, positive attributes and independence
of a director". The committee will consider periodically reviewing the composition of the board with
the objective of achieving an optimum balance of size, skills, independence, knowledge, age, gender
and experience.

2. Recommend to the board the appointment or reappointment of directors.

3. Devise a policy on board diversity.

4. On an annual basis, recommend to the board the remuneration payable to the directors and
oversee the remuneration to executive team or key managerial personnel of the Company.

5. Provide guidelines for remuneration of directors on material subsidiaries.

III. The composition of the Nomination and Remuneration Committee is given below:

Name of the Member	Position held in the		Category of the
	Committee		Member
Mr. Sanjay Kumar	Chairman		Independent
			Director
Mr. Velu Paneerselvam	Member	Director
Mr. Prakash Arya	Member		Independent
			Director

17. CORPORATE SOCIAL RESPONSIBILITIES (CSR)

The company does not meet the criteria specified under Section 135 of the Companies Act, 2013,
along with the Companies (Corporate Social Responsibility Policy) Rules, 2014. Therefore, the
provisions related to Corporate Social Responsibility are not applicable.

18. RISK MANAGEMENT POLICY

The Company has developed a very comprehensive Risk Management Policy under which all key risk
and mitigation plan are compiled in three stages i.e. Risk assessment/ evaluation, Risk Reporting and
Management of the risk evaluated and reported. The objective of the policy is to create and protect
shareholders'' value by minimizing threats or losses, and identifying and maximizing opportunities. The
Risk Management Policy defines the risk management approach across the enterprise at various levels
including documentation and reporting.

19. BOARD EVALUATION

In compliance with the Companies Act, 2013 the performance evaluation of the Board was carried out
during the year under review. The Company has prepared an annual performance evaluation policy
for performance evaluation of Independent Directors, Board and the Committees.

A separate exercise was carried out to evaluate the performance of individual Directors including the
Chairperson of the Board, who were evaluated on parameters such as level of engagement and
contribution, independence of judgment, safeguarding the interest of the Company and its minority
shareholders etc.

The performance evaluation of the Independent Directors was carried out by the entire Board. The
performance evaluation of the Chairman and the Non-Independent Directors was carried out by the
Independent Directors who also reviewed the performance of the Secretarial Department.

20. DIRECTORS RESPONSIBILITY STATEMENT

Pursuant to Section 134(5) of the Companies Act, 2013 the Board of Directors of the Company
confirms that-

(a) In the preparation of the annual accounts, the applicable accounting standards had been followed
along with proper explanation relating to material departures;

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

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

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

(e) 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.

21. INTERNAL FINANCIAL CONTROL SYSTEMS AND THEIR ADEQUACY

The Companies Act, 2013 re-emphasizes the need for an effective Internal Financial Control system in
the Company. The system should be designed and operated effectively. Rule 8(5) (viii) of Companies
(Accounts) Rules, 2014 requires the information regarding adequacy of Internal Financial Controls with

reference to the financial statements to be disclosed in the Board''s report. To ensure effective Internal
Financial Controls the Company has laid down the following measures:

All operations are executed through Standard Operating Procedures (SOPs) in all functional activities
for which key manuals have been put in place. The manuals are updated and validated periodically.

All legal and statutory compliances are ensured on a monthly basis. Non-compliance, if any, is seriously
taken by the management and corrective actions are taken immediately. Any amendment is regularly
updated by internal as well as external agencies in the system.

Approval of all transactions is ensured through a preapproved Delegation of Authority Schedule which
is reviewed periodically by the management.

The Company follows a robust internal audit process. Transaction audits are conducted regularly to
ensure accuracy of financial reporting, safeguard and protection of all the assets. Fixed Asset
verification of assets is done on an annual basis.

22. FRAUD REPORTING

There were no frauds reported by the auditor during the year under sub-section (12) of section 143
other than those which are reportable to the Central Government.

23. EXTRACT OF ANNUAL RETURN

In compliance to provisions of section 134 (3) (a) of the Companies Act, 2013 copy of the Annual
Return referred to in sub section (3) of Section 92 of the Act as prepared in Form No. MGT 7 is placed
on the website of the company, weblink of the same is https://www.crmetal.in/.

24. CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE EARNINGS

(A) CONSERVATION OF ENERGY: NOT APPLICABLE

(B) TECHNOLOGY ABSORPTION: NOT APPLICABL

(C) FOREIGN EXCHANGE EARNINGS AND OUTGO

	FOREIGN EXCHANGE		31.03.2025	31.03.2024
	EARNINGS AND OUTGO
	Foreign inflow		Nil	NIL
	Foreign outflow		Nil	NIL

25. SIGNIFICANT AND MATERIAL ORDERS PASSED BY THE REGULATORS OR COURTS

There are no significant material orders passed by the Regulators / Courts which would impact the
going concern status of the Company and its future operations.

26. DISCLOSURE UNDER THE MATERNITY BENEFIT (AMENDMENT) ACT, 2017

The provisions of the Maternity Benefit Act, 1961, are not applicable to the Company during the
financial year ended 31/03/2025, as the Company does not fall within the thresholds specified under
the Act in terms of employee strength or nature of establishment.

27. AUDITORS & THEIR REPORT

(A) STATUTORY AUDITORS & THEIR REPORT

At the Annual General Meeting held on 30/09/2021, M/s OP BAGLA & CO LLP, Chartered Accountants
(FRN : 000018N/N500091) was appointed as statutory auditors of the company to hold office till the
conclusion of the Annual General Meeting to be held for the financial year 2025-2026.

The Company has received certificate from the Auditors to the effect they are not disqualified to
continue as statutory auditors under the provisions of applicable laws.

There are no qualifications, reservations or adverse remarks and disclaimers made by the Statutory
Auditors, in their Audit Report for the Financial Year 2024-25. Further, there were no frauds reported
by the Statutory Auditors to the audit committee or the board under Section 143(12) of the Act for
the Financial Year 2024-25.

(B) SECRETARIAL AUDITOR

According to the provision of section 204 of the Companies Act 2013 read with Rule 9 of the
Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, the Company has
appointed APAC & Associates LLP, Firm of Company Secretary(ies), on 29/05/2024 to undertake the
Secretarial Audit of the Company for the financial year ended 31/03/2025.

The Secretarial Audit Report Submitted by APAC & Associates LLP, for the financial year ended
31/03/2025 in the prescribed form MR-3 is annexed to the report as "ANNEXURE 1".

(C) INTERNAL AUDITOR

In terms of Section 138 of the Companies Act, 2013, read with Rule 13 of the Companies (Accounts)
Rules, 2014, the Company is required to appoint an Internal Auditor to conduct an internal audit of its
functions and activities.

The Board appointed S. Sivagami, Chartered Accountant as the Internal Auditor of the Company on
11/02/2025 for Financial Year 2024-25.

The Internal Audit Report was received yearly by the Company and the same was reviewed and
approved by the Audit Committee and Board of Directors. The yearly Internal Audit Report received
for the financial Year 2024-25 is free from any qualification, further, the notes on accounts are self¬
explanatory.

(D) COST AUDITOR

The Cost Audit pursuant to section 148 of the Companies Act, 2013 read with Companies (Cost Records
and Audit) Rules, 2014 is not applicable to the company.

28. CREDIT RATING OF SECURITIES

The Company has not obtained any credit rating of its securities.

29. DETAILS OF CORPORATE INSOLVENCY RESOLUTION PROCESS INITIATED UNDER THE
INSOLVENCY AND BANKRUPTCY CODE, 2016 (IBC)

No corporate insolvency resolution process is initiated against your Company under Insolvency and
Bankruptcy Code, 2016 (IBC).

30. DETAILS OF FAILURE TO IMPLEMENT ANY CORPORATE ACTION:

During the year the Company has not failed to execute any corporate action.

31. STATEMENT REGARDING COMPLIANCES OF APPLICABLE SECRETARIAL STANDARDS

The Directors have devised proper systems to ensure compliance with the provisions of all applicable
Secretarial Standards and that such systems are adequate and operating effectively.

32. DISCLOSURE UNDER THE SEXUAL HARASSMENT OF WOMEN AT WORKPLACE (PREVENTION,
PROHIBITION AND REDRESSAL) ACT, 2013

The company has in place an anti sexual harassment policy in line with the requirements of the sexual
harassment of women at the Workplace (Prevention, Prohibition & Redressal) Act, 2013.

Further the company was committed to providing a safe and conducive work environment to its
employees during the year under review. Your directors further state that during the year under
review, there were no cases filed pursuant to the sexual harassment of women at Workplace
(Prevention, Prohibition and Redressal) Act, 2013.

Constitution of Internal Complaints Committee (ICC) is not applicable on company as the company
does not have more than ten employees.

Summary of sexual harassment complaints received and disposed of during the financial year: -
No. of complaints received: NIL
No. of complaints disposed of: NIL

No. of complaints pending for more than ninety days: NIL
No. of complaints unsolved: NIL

33. VIGIL MECHANISM / WHISTLE BLOWER POLICY

The Company has formulated a vigil mechanism (whistle blower policy) for its directors and employees
of the Company for reporting genuine concerns about unethical practices and suspected or actual
fraud or violation of the code of conduct of the Company as prescribed under the Companies Act,
2013. This vigil mechanism shall provide a channel to the employees and Directors to report to the
management concerns about unethical behavior, and also provide for adequate safeguards against
victimization of persons who use the mechanism and also make provision for direct access to the
chairperson of the Audit Committee in appropriate or exceptional cases.

The Vigil Mechanism Committee consists of below mentioned members as on March 31, 2025:

S.No.	Name of Members	Position Held
1.	Mr. Sanjay Kumar	Chairman
2.	Ms. Uma Rajaram	Member
3.	Mr. Prakash Arya	Member

34. CAUTIONARY STATEMENT

The statements contained in the Board''s Report contain certain statements relating to the future and
therefore are forward looking within the meaning of applicable laws and regulations.

Various factors such as economic conditions, changes in government regulations, tax regime, other
statues, market forces and other associated and incidental factors may however lead to variation in
actual results.

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

The company was not required to give details of the difference in valuation since it is not applicable
to the Company for the financial year under review.

36. DISCLOSURE IN RESPECT OF VOTING RIGHTS NOT EXERCISED DIRECTLY BY THE EMPLOYEES

There were no instances of voting rights not exercised directly by the employees in respect of shares
to which scheme relates under section 67 (3) of the Companies Act, 2013 read with Rule 16 (4) Chapter
IV- Companies (Share Capital and Debentures) Rules, 2014 during the financial year under review.

37. NUMBER OF EMPLOYEES AS ON THE CLOSURE OF FINANCIAL YEAR

Female

2

Male

1

Transgender

0

38. PARTICULARS OF TOP TEN EMPLOYEE:

Pursuant to Section 197 read with rule 5(2) of the Companies (Appointment and Remuneration of
Managerial Personnel) Rules, 2014 of top ten employees of the Company in terms of remuneration
drawn including those employed throughout the year who was in receipt of the remuneration
exceeding One Crore and Two lakh Rupees per annum or if employed for a part of the financial year
Eight Lakh and Fifty Thousand Rupees or more per month forms part of this report as "ANNEXURE 2".

39. RELATED PARTY TRANSACTIONS

The Company has entered into various Related Parties Transactions as defined under Section 188 of
the Companies Act, 2013, with related parties as defined under Section 2 (76) of the said Act. Further,

all the necessary details of transactions entered with the related parties are attached herewith in form
no. AOC-2 for your kind perusal and information, said is annexed and mark as ANNEXURE 3.

40. MANAGEMENT DISCUSSION & ANALYSIS REPORT

The Management discussion & Analysis Report for the FY 2024-25, as stipulated under the SEBI (LODR)
2015, presented in the separate section forming part of the Board''s Report as " ANNEXURE 4".

41. POLICY OF DIRECTORS APPOINTMENT AND REMUNERATION

The Directors'' appointment and remuneration including criteria for determining qualifications,
positive attributes, independence of a director and other matters provided under section 178 of the
Act are covered under the Board''s policy formulated by the Company and the same is available on the
Company website http://www.crmetal.in/.

42. HUMAN RESOURCES

Industrial harmony was maintained during the year through peaceful and productive employee
relations. To augment the skills of employees, few training sessions were imparted
to employees on matters related to ethics and compliance, discipline, safety of the employees and
environmental awareness. Wide-ranging employee engagement initiatives
were organized to sustain the engagement levels of employees.

43. CODE OF CONDUCT FOR DIRECTORS AND SENIOR MANAGEMENT

The Board of Directors had adopted a Code of Conduct for the Board Members and employees of the
company. This code helps the Company to maintain the standard of business ethics and ensure
compliance with the legal requirements of the company. The code is aimed at preventing any
wrongdoing and promoting ethical conduct at the Board and employees. The Compliance officer is
responsible to ensure adherence to the Code by all concerned. The code lays down the standard of
conduct which is expected to be followed by the Directors and the designated employees in their
business dealings and in particular on matters relating to integrity in the work place, in business
practices and in dealing with stakeholders. All the Board Members and the Senior Management
personnel have confirmed compliance with the Code. The same was available on the website of the
Company www.crmetal.in.

44. DISCLOSURE WITH RESPECT TO DEMAT SUSPENSE ACCOUNT/ UNCLAIMED SUSPENSE
ACCOUNT

The Company has nothing to disclose with respect to demat suspense account/ unclaimed suspense
account.

45. DISCLOSURE OF ACCOUNTING TREATMENT

No differential treatment has been followed during the financial year 2024 - 2025 in preparation of
the financial statements.

For those statements, the Company cautions that numerous important factors could affect the
Company''s actual results and could cause its results to differ materially from those expressed in any
such forward-looking statements.

46. ACKNOWLEDGEMENT

Your directors wish to express their grateful appreciation to the continued co-operation received from
the banks, government authorities, customers, vendors and shareholders during the year under
review. Your directors also wish to place on record their deep sense of appreciation for the committed
service of the executives, staff, and workers of the company.

FOR & ON BEHALF OF THE BOARD OF DIRECTORS
CRIMSON METAL ENGINEERING COMPANY LIMITED

Chandrakesh Pal Vinay Kumar Goyal

DIN :07277936 DIN :00134026

Whole-time director Managing Director

R/o : No.5A, Karasur Road, Sedrapet R/o : C-16, Paschimi Marg, Vasant Vihar, South

Puducherry - 605111 West Delhi - 110057

Date: August 12, 2025 Date: August 12, 2025

Place: Chennai Place: New Delhi

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Mar 31, 2024

The Company is pleased to present the 40^th Board''s Report of the Company together with the
Company''s Audited Financial Statements for the Financial Year (FY) ended March 31, 2024 ("FY
2023-24").

1. FINANCIAL RESULTS

A brief summary of the Company''s financial performance for the financial year is as under:

Particulars	FY 2023-24	FY 2022-23
Revenue from operation	827.70	816.20
Other income	4.05	0.76
Total revenue	831.74	816.96
Less: Depreciation and Amortization expenses	182.37	168.70
Less: Other expenses	631.27	636.48
Total expenses	813.64	805.18
Profit/Loss before tax	18.10	11.78
Less: Current tax	-	-
Less: Deferred tax (Liability/Asset)	151.39	(20.71)
Profit/Loss after tax	(133.29)	32.49
Earnings Per Share: Basic and diluted	(3.01)	0.73

2. STATE OF COMPANY''S AFFAIRS (FINANCIAL HIGHLIGHTS)

During the FY 2023-24, the revenue from operations was ^ 827.70 lakhs. The revenue from
operations of the Company has been increased by 1.34% during the FY 2023-24 as compared
to ^ 816.20 lakhs in the previous FY 2022-23. The Company suffered loss after tax of ^ 133.29
lakhs during the FY 2023-24. The Company continues to take effective steps in broad-basing
its range of activities.

3. DIVIDEND

During the FY 2023-24 no dividend is being recommended by the Director.

4. DEPOSITS

The Company has not accepted any deposits from the public and as such no amount on
account of principal or interest on deposits from public was outstanding as on the date of the
balance sheet.

However, the Company had received loan from its director/relative of director as on 31st
March, 2024 and outstanding amount payable to them is Rs. 10,09,078/-. The details of loan
received from director/relative of director is provided in the financial statements.

5. TRANSFER TO RESERVE

During the said financial year, the Company has not transferred any amount to any reserve
of the Company.

6. CAPITAL STRUCTURE

As on March 31, 2024, the Company has Authorized Share Capital of ^ 10,00,00,000/- and
Paid Up share capital of ^ 4,42,82,070/-. The equity shares of the Company are listed with
BSE. There are no arrears on account of payment of listing fees to the said Stock Exchange.

During the year under review, the Company has not issued shares or granted stock options
or sweat equity shares, accordingly, there is no change in the share capital during the year.

7. REPORTING OF FRAUD

During the said financial year, no instances of fraud were reported by the Statutory Auditors
of the Company.

8. CHANGE IN THE NATURE OF BUSINESS

There is no change in the nature of business of the Company during the said financial year.

9. COST RECORDS

A Disclosure under sub-section (1) of section 148 of the Companies Act, 2013 for
maintenance of cost records as specified by the Central Government is not applicable to the
Company, and such accounts and records are not required to be made and maintained by
the Company.

10.SIGNIFICANT AND MATERIAL ORDERS, IMPACTING THE GOING CONCERN STATUS AND
COMPANY OPERATION IN FUTURE

No significant or material orders were passed by the Regulators or Courts or Tribunals which
impact the going concern status and Company''s operation in the future.

11. NAMES OF COMPANIES WHICH HAVE BECOME OR CEASED TO BE THE SUBSIDIARIES, JOINT
VENTURES, HOLDING OR ASSOCIATE DURING THE YEAR

During the said financial year no Company has become or ceased to be a subsidiary or joint
venture or associate Company.

12. PROCEEDING PENDING UNDER THE INSOLVENCY AND BANKRUPTCY CODE. 2016

The Company has neither filed any application nor is any proceeding pending against the
Company under the Insolvency and Bankruptcy Code, 2016, during the financial year.

13. DETAILS OF DIFFERENCE BETWEEN AMOUNT OF THE VALUATION DONE AT THE TIME OF
ONE TIME SETTLEMENT AND THE VALUATION DONE WHILE TAKING LOAN FROM THE
BANKS OR FINANCIAL INSTITUTIONS

The Company has not done any one time settlement with the Banks or Financial Institutions
during the financial year.

14.STATUTORY AUDITORS

In the terms of the provisions of section 139 of the Companies Act, 2013, OP Bagla & Co. LLP
Chartered Accountant, (ICAI FRN: 000018N/N50009), were appointed as the Statutory
Auditors of the Company in the Annual General Meeting held on September 30, 2021 till the
conclusion of the Annual General Meeting to be held for financial Year 2025-26.

The Auditors Report annexed to Accounts for the year ended March 31, 2024 is self¬
explanatory and do not call for any further comments. Further, the Auditors'' Report does not
contain any qualification, reservation, adverse remarks or disclaimer.

15.SECRETARIAL AUDITORS

The Board appointed Mr. Chetan Gupta, Managing Partner of APAC and Associates LLP,
(Unique ICSI Code.: P2011DE025300) on 29^th May, 2024 to conduct the secretarial audit of
the Company for the FY 2023-24 as required under Section 204 of the Act and rules framed
thereunder.

There is no qualification, reservation or adverse remark made in their secretarial audit report.
The Audit Report of the Secretarial Auditor is attached herewith as per "Annexure A".

16. RISK MANAGEMENT POLICY

The risk management is overseen by the Audit committee & Board of Directors of the
Company in a continuous basis. Major risks, if any, identified by the business and functions
are systematically addressed through mitigating action on a continuous basis. The Risk
Management policy is available on the Company website http://www.crmetal.in/.

17. I NTERNAL FINANCIALS CONTROLS

The Company has, in all material respects, an adequate internal financial control system over
financial reporting and such internal financial controls over financial reporting were
operating effectively as at March 31, 2024 based on the internal control over financial
reporting criteria established by the Company considering the essential components of
internal control. The Company has an adequate Internal Control system, commensurate with
the size, scale and complexity of its operations. During the year, such controls were tested
and no reportable material weaknesses in the design or operation were observed.

18. MANAGEMENT DISCUSSION & ANALYSIS REPORT

The Management discussion & Analysis Report for the FY 2023-24, as stipulated under the
SEBI (LODR) 2015, presented in the separate section forming part of the Board''s Report as
"Annexure B".

19. CORPORTATE SOCIAL RESPONSIBILITY

As on date, the Company does not fall within the preview of CSR requirements in terms of
Section 135 of Companies Act, 2013.

20. MATERIAL CHANGES AND COMMITMENT

Apart from the instances mentioned in this report, there have been no other material
changes and commitments affecting the financial position of the Company between the end
of the financial year and the date of this report.

However, following Directors were resigned or appointed in the Company after the end of
the financial year and before the date of this report:

Independent Director
*Mr. Krishan Batra	Independent Director	Resignation	25/05/2024
Mr. Prakash Arya	Independent Director	Appointment	29/05/2024

* Mr. Krishan Batra resigned from the designation of Independent Director w.e.f. 25/05/2024
due to his pre-occupation.

21. PERFORMANCE EVALUATION OF BOARD, COMMITTEE AND DIRECTORS

Pursuant to the provisions of the Companies Act, 2013, the Board has carried out an annual
performance evaluation of its own performance, the directors individually as well as the
evaluation of the working of the Audit and Nomination & Remuneration Committees and the
same was based on questionnaire and feedback from all the Directors on the Board as a
whole, Committees and self-evaluation.

A structured questionnaire was prepared after taking into consideration of the inputs
received from the Directors, covering various aspects of the Board''s functioning such as
adequacy of the composition of the Board and its Committees, Board culture, execution and
performance of specific duties, obligations and governance. A separate exercise was carried
out to evaluate the performance of individual Directors including the Chairman of the Board,
who were evaluated on parameters such as level of engagement and contribution,
independence of judgment, safeguarding the interests of the Company and its minority
shareholders etc.

The performance evaluation of the Independent Directors was carried out by the entire
Board. The performance evaluation of the Chairman of the Board and the Executive Directors
was carried out by the Independent Directors.

22. MEETINGS HELD DURING THE YEAR

The Board met 7 (Seven) times during the financial year, and the intervening gap between
the Meetings was within the period prescribed under the Companies Act, 2013, whereas the
Audit Committee met 4 (Four) times, Nomination & Remuneration Committee met 3 (Three)
times, Stakeholder Relationship Committee and Independent Directors have met 1 (One)
time each.

In addition to this, dates of meetings are given below:

Date of Meetings of Board of Director	Date of meetings of audit committee	Date of meeting of Nomination & Remuneration committee	Date of meeting of Stakeholder relationship committee	Date of meeting of Independent Director
May 23, 2023	-	-	-	-
May 29, 2023	May 29, 2023	May 29, 2023	-	-
July 28, 2023	July 28, 2023	July 28, 2023	-	-
September 25, 2023	-	-	-	-
November 08, 2023	November 08, 2023	-	-	-
December 01, 2023	-	December 01, 2023	-	-
February 12, 2024	February 12, 2024	-	February 12, 2024	February 12, 2024

23. BOARD COMMITTEE

The Board had constituted the following committees viz. Audit Committee, Nomination and
Remuneration Committee and Stakeholders'' Relationship Committee. Composition of the
aforesaid committees are specified below:

S. No.	Committee	Members	Role in Committee
1	Audit Committee	Sanjay Kumar	Chairman
		Prakash Arya	Member
		Uma Rajaram	Member
2	Nomination & Remuneration Committee	Sanjay Kumar	Chairman
		Prakash Arya	Member
		Velu Paneerselvem	Member
3	Stakeholders Relationship Committee	Sanjay Kumar	Chairman
		Vinay Kumar Goyal	Member
		Uma Rajaram	Member

24. I NDEPENDENT DIRECTORS'' DECLARATION

All independent Directors have given declarations that they meet the criteria of
independence as laid down under Section 149 of the Companies Act, 2013 which has been
relied on by the Company and placed at the Board Meeting of the Company.

Mr. Prakash Arya was appointed as an Additional Non-Executive Independent Director of the
Company also gave proper declaration that they meet the criteria of independence as laid
down under Section 149 of the Companies Act, 2013.

25. DIRECTORS/KMP APPOINTED OR RESIGNED DURING THE YEAR

Following Directors/KMP were appointed or resigned during the year under review:

A. Ms. Prachi Mittal was terminated from the post of the Company Secretary & Compliance
Officer w.e.f. 23^rd May, 2023.

B. Mr. Vinay was appointed as a Company Secretary cum Legal & Compliance Officer w.e.f.
29^th May, 2023.

C. Mr. Vinay was resigned from the post of the Company Secretary cum Legal &
Compliance officer w.e.f. 16^st September, 2023;

D. Mr. Kanhaiya Lal Pandey ceased from the designation of director due to expiry of tenure
w.e.f. 17^th September, 2023.

E. Ms. Divya Arora was appointed as a Company Secretary & Compliance Officer w.e.f. 01^st
December, 2023.

26. RETIREMENT BY ROTATION

In accordance with the provision of Section 152 of the Companies Act, 2013 and the Articles
of Association of the Company, Mr. Velu Paneerselvam, Non-Executive Director of the
Company retires by rotation at the ensuing Annual General Meeting and being eligible and
has offered himself for his reappointment.

27. POLICY OF DIRECTORS APPOINTMENT AND REMUNERATION

Directors'' appointment and remuneration including criteria for determining qualifications,
positive attributes, independence of a director and other matters provided under section 178
of the Act are covered under the Board''s policy formulated by the Company and the same is
available on the Company website http://www.crmetal.in/.

28. CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE
EARNING / OUTGO

The nature of business does not involve any Technology Absorption, and Conservation of
Energy as stipulated under Section 134(3)(m) of the Companies Act, 2013 read with Rule 8 of
the Companies (Accounts) Rules, 2014. However, efforts to reduce and optimize the use of
energy through improved operations and other means continue.

Foreign Exchange 31.03.2024 31.03.2023 Earnings and Outgo
Earnings in foreign currency	NIL	NIL
Expenditure in Foreign Currency	NIL	NIL

29. DISCLOSURE AS PER SEXUAL HARASSMENT OF WOMEN AT WORKPLACE (PREVENTION,
PROHIBITION AND REDRESSAL) ACT, 2013

The Company has zero tolerance for sexual harassment at workplace and has in place a policy
on prevention, prohibition and Redressal of sexual harassment at workplace in line with the
provisions of Sexual Harassment of Women at Workplace (Prevention, Prohibition and
Redressal) Act, 2013 and the rules framed there under. In view of Limited Number of
Employees at present Internal Complaints Committee has not been formed so far. During the
financial year 2023 - 2024, the Company has not received any sexual harassment complaints.

30. EXTRACT OF THE ANNUAL RETURN

The Annual Return of the Company as on March 31, 2024 is available on the Company''s
website www.crmetal.in.

31. HUMAN RESOURCES

Industrial harmony was maintained during the year through peaceful and productive
employee relations. To augment the skills of employees, few training sessions were imparted
to employees on matters related to ethics and compliance, discipline, safety of the
employees and environmental awareness. Wide-ranging employee engagement initiatives
were organized to sustain the engagement levels of employees.

32. TRANSFER TO INVESTOR EDUCATION AND PROTECTION FUND

In terms of Section 124(6) of the Act read with Rule 6 of Investors Education and Protection
Fund Authority (Accounting, Audit, Transfer and Refund) Rules, 2016 (as amended from time
to time thereof), the dividends {unpaid/ unclaimed for a period of 7 (seven) years from the
date of transfer to the Unpaid / Unclaimed dividend account} and underlying equity shares
{on which dividend has not been paid or claimed by the members for seven consecutive
years} are required to be transferred to the Investor Education & Protection Fund (IEPF)
Authority established by the Central Government.

The Company didn''t declared any dividend in the past 7 (Seven) years and nothing is
transferred to the IEPF during the said Financial Year.

33. WHISTLE BLOWER POLICY/VIGIL MECHANISM

Pursuant to section 177(9) of the Companies Act, 2013 read with Rule 7 of the Companies
(Meetings of Board and its Powers) Rules, 2014 and as per the provisions of SEBI (Listing
Obligations and Disclosure Requirement) Regulations, 2015, the Board of Directors had
approved the policy on vigil mechanism / whistle blower and the same was hosted on the
website of the Company www.crmetal.in.

The policy inter-alia provides a direct access to the Chairman of the Audit Committee. The
Company hereby affirms that no Director / employee has been denied access to the
Chairman of the Audit Committee and that no complaints were received during the year.

34. PARTICULARS OF LOANS, GUARANTEES AND INVESTMENTS

During the said financial year, the Company has not given any loan or guarantee or made any
investment which is covered under the provisions of Section 186 of the Companies Act, 2013.

35. RELATED PARTY TRANSACTIONS

During the year FY 2023-24, the Company has entered into any transaction with related
parties as per section 188 of the Companies Act, 2013 as per "Annexure C".

36.SECRETARIAL STANDARDS

The Company has complied with the applicable secretarial standards, i.e. Secretarial
Standard-1 (Secretarial Standard on Meeting of Board of Directors) and Secretarial Standard-
2 (Secretarial Standard on General Meeting) during the said financial year.

37. CODE OF CONDUCT FOR DIRECTORS AND SENIOR MANAGEMENT

The Board of Directors had adopted a Code of Conduct for the Board Members and
employees of the company. This code helps the Company to maintain the standard of
business ethics and ensure compliance with the legal requirements of the company. The code
is aimed at preventing any wrongdoing and promoting ethical conduct at the Board and
employees. The Compliance officer is responsible to ensure adherence to the Code by all
concerned The code lays down the standard of conduct which is expected to be followed by
the Directors and the designated employees in their business dealings and in particular on
matters relating to integrity in the work place, in business practices and in dealing with
stakeholders. All the Board Members and the Senior Management personnel have confirmed
compliance with the Code. The same was available on the website of the Company
www.crmetal.in.

38.STATEMENT OF PARTICULARS OF EMPLOYEES AND RELATED DISCLOSURES

Pursuant to Section 197 read with rule 5(2) of the Companies (Appointment and
Remuneration of Managerial Personnel) Rules, 2014 of top ten employees of the Company
in terms of remuneration drawn including those employed throughout the year who was in
receipt of the remuneration exceeding One Crore and Two lakh Rupees per annum or if
employed for a part of the financial year Eight Lakh and Fifty Thousand Rupees or more per
month forms part of this report as "Annexure D".

39. DISCLOSURE WITH RESPECT TO DEMAT SUSPENSE ACCOUNT/ UNCLAIMED SUSPENSE
ACCOUNT

The Company has nothing to disclose with respect to demat suspense account/ unclaimed
suspense account.

40. DISCLOSURE OF ACCOUNTING TREATMENT

No differential treatment has been followed during the financial year 2023 - 2024 in
preparation of the financial statements.

For those statements, the Company cautions that numerous important factors could affect
the Company''s actual results and could cause its results to differ materially from those
expressed in any such forward-looking statements.

41. DIRECTORS'' RESPONSIBILITY STATEMENT

In terms of Section 134(5) of the Companies Act, 2013 read with Rules made thereunder, as
amended from time to time, your Directors hereby state that:

a) in the preparation of the annual accounts for the FY 2023-24 the applicable accounting
standards have been followed and that there are no material departures;

b) appropriate accounting policies have been selected and applied are consistent and
judgments and estimates are reasonable and prudent so as to give a true and fair view of
the state of affairs of the Company as at March 31, 2024 and of the profit and loss of the
Company for that period;

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

d) the annual accounts for the FY 2023-24 have been prepared on a going concern basis;

e) adequate internal financial controls have been laid and effectively followed by the
Company; and

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

42. ACKNOWLEDGMENT

The Board of Directors wishes to place on record its deep sense of appreciation for the
committed services by all the employees of the Company at all levels, who, through their
hard work, solidarity, co-operation, support, and commitment have enabled the Company to
achieve the growth. The Board gratefully acknowledges the support and co-operation
extended by the Bankers, Shareholders and other business associates.

By order of the Board of Directors
For Crimson Metal Engineering Company Limited

Chandrakesh Pal Vinay Kumar Goyal

Date: 31.07.2024 Whole Time Director Managing Director

Place: Delhi DIN: 07277936 DIN:00134026

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Mar 31, 2014

Dear Shareholders,

The directors have the pleasure in presenting the 30th Annual Report and that of the Auditors together with the audited Balance Sheet as at 31st March 2014 and profit and loss account for the year ended on that date.

PERFORMANCE

The financial results for the year ended 31st March 2014 are as under:

(Rupees in lakhs) 31.03.2014 31.03.2013

INCOME 6280.53 11844.71

EXPENDITURE 5811.89 11315.12

EBITDA 468.63 529.59

PBT 93.44 120.60

PAT 62.89 97.20

COURSE OF BUSINESS AND OUTLOOK

Your company had achieved a turnover of Rs. 628,053,482 as compared to the turnover of Rs. 1,184,471,241 in the previous year. The profit before tax was Rs. 9,344,405 as compared to profit of Rs. 12,060,778 last year. With continued confidence of all our associates, we will aggressively meet all the challenges with renewed faith in our company and the future that we all share.

DIVIDEND:

In order to stream line Company''s business model, the board of directors have decided not to declare any dividend for the current fiscal. The profits, retained by the company during the financial year 2013-14, has been carried over to the Reserves and Surplus Account.

DIRECTORS:

The Company has, pursuant to the provisions of Companies Act, 2013 and clause 49 of the Listing Agreement entered into with the Stock Exchange, as amended from time to time, appointed MrJanarthanan Atashary Karunakaran Nayar (A J Meon), Shri. Ramaiyengar Chari, Shri. Mahabir Singh Sehrawat and Shri. Krishan Chand Batra as Independent Directors of the Company. The Company has received declarations from the appointee independent directors, that they meet the criteria of independence, as prescribed both under sub-section (6) of Section 149 of the Companies Act 2013 and under the said clause 49. In accordance with the provisions of section 149(4) and section 152 (5) of the Companies Act,2013, the above persons are being appointed as Independent Directors to hold office as per their tenure of appointment mentioned in the Notice of the forthcoming AGM of the Company.

Mr. Narayanamurthy Seshadri retire by rotation and being eligible offer himself for re-appointment.

AUDITORS

The auditors of the company M/s Abhay Jain & Co., Chartered Accountants retire at the conclusion of the meeting and are eligible for reappointment. The auditors have expressed their willingness to continue in office if they are reappointed. Your Board recommends their reappointment.

PARTICULARS OF EMPLOYEES AS PER SECTION 217(2A) OF THE COMPANIES ACT, 1956:

None of the employees fall under the category specified under Sec.217 (2A) of the Companies Act, 1956 and the Rules thereunder.

CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE INFLOW & OUTGO:

Prescribed particulars under Section 217(1)(e) of the Companies Act, 1956 are furnished as Annexure to this Report.

EXPORTS, INITIATIVES TAKEN TO INCREASE EXPORTS; DEVELOPMENT OF NEW EXPORT MARKETS FOR PRODUCT AND SERVICES AND EXPORT PLANS: The company has done export in a small by way of deemed export for Rs.78,11,363.

FOREIGN EXCHANGE EARNIGNS/OUTGO: Foreign Earnings : Nil Foreign Outgo : Nil

DIRECTOR''S RESPONSIBILITY STATEMENT:

Directors hereby declare:

- That in the preparation of the annual accounts the applicable accounting standards have been followed along with proper explanation related to material departures.

- That the directors had selected such accounting policies and applied them consistently and made judgments and estimates that are reasonable and prudent so as to give a true and fair view of the State of affairs of the Company at the end of the financial period and of the profit and loss of the company for that period.

- That the directors have taken proper and sufficient care has been taken for the maintenance of adequate accounting records in accordance with the provisions of this Act for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities subject to the inherent limitations that should be recognized in weighing the assurance..

- That the directors had prepared the annual accounts on a going concern basis.

EMPLOYEE RELATIONS:

Employee relations throughout the company were harmonious. The board wishes to place on record its sincere appreciation of the devoted efforts of all employees in advancing the company''s vision and strategy to deliver another record performance.

CORPORATE GOVERNANCE & MANAGEMENT DISCUSSION ANALYSIS REPORT:

A report of Compliance Of Corporate Governance, pursuant to clause 49 of the Listing Agreement, as on 31.03.2014 duly certified by the auditors of the company and the Management Discussion Analysis report is annexed.

COMPLIANCE CERTIFICATE:

In accordance with Section 383A of the Companies Act, 1956, and Companies (Certificate) Rules, 2001, the company has obtained a certificate from a Company Secretary in whole time practice, confirming that the company has complied with all the provisions of Companies Act, 1956.

ACKNOWLEDGEMENT:

Your directors would like to express their grateful appreciation for the support and co operation of all stakeholders ,including company''s bankers, Government authorities etc.

Your directors also wish to thank the executives, staff & workers at all levels of the company.

For and on behalf of the Board

Sd/- Sd/- Vinay Goyal S.N.Seshadri Managing Director Whole Time Director

Place: Chennai Date: 14.08.2014

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Mar 31, 2013

The directors have the pleasure in presenting the 29th Annual Report and that of the Auditors together with the audited Balance Sheet as at 31st March 2013 and profit and loss account for the year ended on that date.

PERFORMANCE

The financial results for the year ended 31st March 2013 are as under:

(Rupees in lakhs)

31.03.2013 31.03.2012

INCOME 11844.71 13205.84

EXPENDITURE 11315.12 12986.79

EBITDA 529.59 219.04

PBT 120.60 43.01

PAT 97.20 46.80

COURSE OF BUSINESS AND OUTLOOK

Your company had achieved a turnover of Rs. 1,184,471,241 as compared to the turnover of Rs.1,320,584,191 in the previous year. The profit before tax was Rs. 12,060,778 as compared to profit of Rs. 4,301,236 last year. With continued confidence of all our business associates, we will aggressively meet all the challenges with renewed faith in our company and the future that we all share.

DIVIDEND:

The Board of Directors have adjusted the current year profits against the accumulated losses of the previous years, and hence has not recommended any dividend for the financial year ended 31st March 2013.

DIRECTORS:

Mr. Ramaiyengar Chari and Mr. A J Menon retire by rotation and being eligible offer themselves for re-appointment.

Mr.Ramkishan Yadve was appointed as Whole Time Director with effect from 27.12.2012. Since his appointment has to be approved by the Shareholders at the General Meeting your Board of Directors recommends the resolution relating to the said appointment to the shareholders for their approval.

AUDITORS

The auditors of the company M/s Abhay Jain & Co., Chartered Accountants retire at the conclusion of the meeting and are eligible for reappointment. The auditors have expressed their willingness to continue in office if they are reappointed. Your Board recommends their reappointment.

Directors hereby declare:

- That in the preparation of the annual accounts the applicable accounting standards have been followed along with proper explanation related to material departures.

- That the directors had selected such accounting policies and applied them consistently and made judgments and estimates that are reasonable and prudent so as to give a true and fair view of the State of affairs of the Company at the end of the financial period and of the profit and loss of the company for that period.

- That the directors have taken proper and sufficient care has been taken for the maintenance of adequate accounting records in accordance with the provisions of this Act for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities subject to the inherent limitations that should be recognized in weighing the assurance..

- That the directors had prepared the annual accounts on a going concern basis.

PARTICULARS OF EMPLOYEES AS PER SECTION 217(2A) OF THE COMPANIES ACT, 1956:

None of the employees fall under the category specified under Sec.217 (2A) of the Companies Act, 1956 and the Rules there under.

CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE INFLOW & OUTGO:

Prescribed particulars under Section 217(1)(e) of the Companies Act, 1956 are furnished as Annexure to this Report.

EXPORTS, INITIATIVES TAKEN TO INCREASE EXPORTS; DEVELOPMENT OF NEW EXPORT MARKETS FOR PRODUCT AND SERVICES AND EXPORT PLANS:

The company has done export in a small by way of deemed export for Rs.3,42,11,949.

EMPLOYEE RELATIONS:

Employee relations throughout the company were harmonious. The board wishes to place on record its sincere appreciation of the devoted efforts of all employees in advancing the company''s vision and strategy to deliver another record performance.

CORPORATE GOVERNANCE & MANAGEMENT DISCUSSION ANALYSIS REPORT:

A report of Compliance Of Corporate Governance, pursuant to clause 49 of the Listing Agreement, as on 31.03.2013 duly certified by the auditors of the company and the Management Discussion Analysis report is annexed.

company has obtained a certificate from a Company Secretary in whole time practice, confirming that the company has complied with all the provisions of Companies Act, 1956.

ACKNOWLEDGEMENT:

Your directors would like to express their grateful appreciation for the support and co operation of all stakeholders including Company''s Bankers, Financial Institutions and Government Authorities etc.,. Your directors also wish to thank the Executives, Staffs and Workers at all levels of the Company for their devoted service in the success of the company.

For and on behalf of the Board

Vinay Goyal S.N.Seshadri

Managing Director Whole Time Director

Place: Chennai

Date: 14.08.2013

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Mar 31, 2011

Dear Members,

The directors have the pleasure in presenting the 27th Annual Report and that of the Auditors together with the audited Balance Sheet as at 31st March 2011 and profit and loss account for the year ended on that.

PERFORMANCE

The financial results for the year ended 31st March 2011 are as under:

Rs. (In Lacs)

31.03.2011 31.03.2010

Income 8116.51 6810.62

Expenditure 7959.60 6444.94

Profit / (Loss) before Tax 101.16 429.27

Profit /( loss )After Tax 101.16 429.27

COURSE OF BUSINESS AND OUTLOOK

During the year progress has continued in the company's performance. Your company had achieved a turnover of Rs. 8165.34 lacs as compared to the turnover of Rs.6618.31 lacs. The profit before tax was 101.16 lacs as compared to profit of Rs. 429.27 lacs. With continued confidence of all our associates, we will aggressively meet all the challenges with renewed faith in our company and the future that we all share.

The company has received the sanctioned scheme from BIFR and is taking steps to implement the order. Among others reorganisation of capital is implemented as Per BIFR order,as elaborately explained under point 13 under Significant accounting policies. Your company is taking all proactive steps to come out of BIFR"

Dividend:

Since the Board of Directors have adjusted the current year profits against the accumulated losses of the previous years, not recommended any dividend for the financial year ended 31st March 2011.

DIRECTORS:

Shri Ram Iyengar Srinivasa Chari and Shri. A.J.Menon retires by rotation and being eligible offer for re-appointment.

During the year the Board of Directors have appointed Shri. Krishan Chand Batra and Shri. Mahabir Singh as Additional Directors U/s.260 of the Companies Act, 1956 and these Directors vacates the office at the ensuing Annual General Meeting . Notice has been received from members proposing the candidature of the said directors for appointment as Directors pursuant to section 257 of the Companies Act, 1956.

Mr. Ramesh Menon has resigned from the Board during the financial year and the Board took on record the valuable servicess rendered by him.

Apart from the above, the Board of Directors seeks the approval of the share holders for the re-appointment of Mr.A.K.DAS and Mr.S.N.SESHADRI as whole Time Directors for a further period of Five years.

AUDITORS

The auditors of the company M/s ABHAY JAIN & CO., Chartered Accountants retire at the conclusion of the ensuing Annual General Meeting and are eligible for re-appointment for the current financial year. The auditors have expressed their willingness to continue in office if they re-appointed. Your Board recommends their re-appointment..

PARTICULARS OF EMPLOYEES AS PER SECTION 217(2A) OF THE COMPANIES ACT, 1956:

None of the employees fall under the category specified under Sec.217 (2A) of the Companies Act, 1956 and the Rules thereunder.

CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE INFLOW & OUTGO:

Prescribed particulars under Section 217(1)(e) of the Companies Act, 1956 are furnished as Annexure to this Report.

EXPORTS, INITIATIVES TAKEN TO INCREASE EXPORTS; DEVELOPMENT OF NEW EXPORT MARKETS FOR PRODUCT AND SERVICES AND EXPORT PLANS:

The company has started export activities in a small way.

FOREIGN EXCHANGE EARNIGNS/OUTGO:

Foreign Earnings : Rs.4826752

Foreign Outgo : Rs. Nil

Director's Responsibility Statement:

Directors hereby declare:

- That in the preparation of the annual accounts the applicable accounting standards have been followed along with proper explanation related to material departures.

- That the directors had selected such accounting policies and applied them consistently and made judgements 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 period and of the profit and loss of the company for that period.

- That the directors have taken proper and sufficient care has been taken for the maintenance of adequate accounting records in accordance with the provisions of this Act for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities subject to the inherent limitations that should be recognized in weighing the assurance..

- That the directors had prepared the annual accounts on a going concern basis.

EMPLOYEE RELATIONS:

Employee relations throughout the company were harmonious. The board wishes to place on record its sincere appreciation of the devoted efforts of all employees in advancing the company's vision and strategy to deliver another record performance.

Corporate Governance:

Pursuant to clause 49 of the Listing Agreement, a report of compliance of corporate governance as on 31.03.2011 duly certified by the auditors of the company is annexed.

Compliance Certificate:

Compliance Certificate obtained from the Practising Company Secretary is attached with this Annual Report.

Acknowledgement:

Your directors would like to express their grateful appreciation for the support and co operation of all stakeholders. At the very heart of our success and our ability to deliver quality service and satisfaction is the considerable skill and motivation of all our employees, the board would like to express its sincere appreciation and gratitude.

For and on behalf of the Board

Sd/- Chairman

Place: Chennai Date : 03.09.2011

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Mar 31, 2010

The Directors have the pleasure in presenting the ANNUAL REPORT and that of the Auditors together with the audited Balance Sheet as at 31st March 2010 and the Profit and Loss account for the year ended on that date.

CHANGE OF NAME OF THE COMPANY

The name of the company has been changed from SRI SAARBATI STEEL TUBES LIMITED to CRIMSON METAL ENGINEERING COMPANY LIMITED by virtue of special resolution at the Extra-Ordinary General Body Meeting held on 29.01.2009. Subsequently a fresh certificate of incorporation has been obtained from the Registrars of Companies, Chennai regarding the change of name from Sri Saarbati Steel Tubes Limited to Crimson Metal Engineering Company Limited.

Hence w.e.f. 2nd April 2009 the name of the company is CRIMSON METAL ENGINEERING COMPANY LIMITED.

PERFORMANCE

The financial results for the year ended 31st March 2010 are as under:

Rs. (In Lacs)

31.03.2010 31.03.2009

Income 6810.62 10114.51

Expenditure 6444.94 9594.76

Profit / (Loss) before Tax 429.27 1359.68

Profit /( loss )After Tax 429.27 1356.51

COURSE OF BUSINESS AND OUTLOOK

During the year, progress has continued in the companys performance. Your company had achieved a turnover of Rs. 6810.62 lacs as compared to the turnover of Rs. 10114.64 lacs. The profit before tax was Rs. 429.27 lacs as compared to profit of Rs. 1359.68 lacs. With continued confidence of all our associates, we will aggressively meet all those challenges with renewed faith in our company and the future that we all share .

DIVIDEND

Since the Board of Directors have adjusted the current year profits against the accumulated losses of the previous years, not recommended any dividend for the financial year ended 31st March 2010.

DIRECTORS

Shri. S.N. Seshadri and Shri. C. Ramesh Menon retired by rotation and being offer for re-appointment.

AUDITORS

The auditors of the company M/s ABHAY JAIN & CO., Chartered Accountants retire at the conclusion of the meeting and are eligible for reappointment.

PARTICULARS OF EMPLOYEES AS PER SECTION 217(2A) OF THE COMPANIES ACT, 1956:

None of the employees fall under the category specified under Sec.217 (2A) of the Companies Act, 1956 and the Rules thereunder.

CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE INFLOW & OUTGO:

Prescribed particulars under Section 217(1)(e) of the Companies Act, 1956 are furnished as Annexure to this Report.

EXPORTS, INITIATIVES TAKEN TO INCREASE EXPORTS; DEVELOPMENT OF NEW EXPORT MARKETS FOR PRODUCT AND SERVICES AND EXPORT PLANS:

The Company has exported pipes during the year and expecting to do more exports in the coming year.

FOREIGN EXCHANGE EARNINGS/OUTGO

Foreign Earnings : Rs.18,90,064/-

Foreign Outgo : Rs.3,09,405/-

DIRECTORS RESPONSIBILITY STATEMENT

Directors hereby declare:

- That in the preparation of the annual accounts the applicable accounting standards have been followed along with proper explanation related to material departures.

- That the directors had selected such accounting policies and applied them consistently and made judgements 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 period and of the profit and loss of the company for that period.

- That the directors have taken proper and sufficient care has been taken for the maintenance of adequate accounting records in accordance with the provisions of this Act for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities subject to the inherent limitations that should be recognized in weighing the assurance..

- That the directors had prepared the annual accounts on a on going concern basis.

EMPLOYEE RELATIONS

Employee relations throughout the company was harmonious. The board wishes to place on record its sincere appreciation of the devoted efforts of all employees in advancing the companys vision and strategy to deliver another record performance.

CORPORATE GOVERNANCE

Pursuant to clause 49 of the Listing Agreement, a report of compliance of corporater governance as on 31/03/2010 duly certified by the auditors of the company is annexed.

ACKNOWLEDGEMENT

Your directors would like to express their grateful appreciation for the support and co operation of all stakeholders. At the very heart of our success and our ability to deliver quality service and satisfaction is the considerable skill and motivation of all our employees, the board would like to express its sincere appreciation and gratitude.

For and on behalf of the Board

Sd/-

Place: Chennai

Date: 14.08.2010 Chairman