Jigar Cables Ltd. के निदेशक की रिपोर्ट

Mar 31, 2025

The Directors present their 09^th Annual Report along with the Audited Financial Statement of Accounts for the
Financial Year 2024-25.

• FINANCIAL RESULTS:

The key aspects of Financial Results of the Company for the Financial ended on March 31, 2025, are as under:

	Standalone		Consolidated
Particulars	Year Ended on	Year Ended on	Year Ended on	Year Ended on
	March 31, 2025	March 31, 2024	March 31, 2025	March 31, 2024
	(Rs. In Lakhs)	(Rs. In Lakhs)	(Rs. In Lakhs)	(Rs. In Lakhs)
Revenue From Operation	10,314.70 /-	4,152.89/-	10,510.81 /-	4,263.64/-
Other Income	12.00 /-	20.92/-	11.40 /-	21.65/-
Total Revenue	10,326.70 /-	4,173.81/-	10,522.21 /-	4,285.29/-
Expenditure	10,087.79 /-	4,032.23/-	10,273.67 /-	4,140.09/-
Profit (loss) before Tax (PBT)	238.91 /-	141.58/-	248.54 /-	145.20/-
Tax Expenses : Current Tax	64.61 /-	41.24/-	67.25 /-	42.09/-
Deferred Tax (Credit)	(1.25) /-	(1.14)/-	(1.55) /-	(1.30)/-
Prior Period Taxes	0.46 /-	-	0.65 /-
Net Profit/loss After Tax (PAT)	175.08 /-	101.48/-	182.18 /-	104.42/-
Earning per Equity Share: Basic	2.49	1.44	2.59	1.48
Diluted	1.94	1.13	2.02	1.16

• STATEMENT OF COMPANIES AFFAIRS:

The overall performance of your Company during the year has been significantly improved. On a consolidated
basis, the total revenue for the financial year 2024-25 stood at Rs. 10,522.21 lakhs. The Profit After Tax (PAT)
attributable to shareholders was Rs. 182.18 lakhs, representing a 74.47% increase compared to Rs. 104.42 lakhs
reported in the previous financial year 2023-24.

On a standalone basis, Jigar Cables Limited achieved a total revenue of Rs. 10,326.70 lakhs and a PAT of Rs. 175.08
lakhs for the financial year 2024-25, representing an increase of 72.53% compared to Rs. 101.48 lakhs in the
financial year 2023-24.

These results reflect the Company''s continued focus on efficiency, growth, and value creation for its stakeholders.
The Board remains confident in the Company''s ability to sustain this momentum in the coming years, supported by
a solid business model, strategic initiatives, and an experienced leadership team.

• CHANGE IN THE NATURE OF BUSINESS, IF ANY:

During the year under review, there is no change in nature of business of the Company.

• WEB LINK OF ANNUAL RETURN:

According to Section 134 sub-section (3) (a), the extract of Annual Return of the company is available on company''s
website and can be accessed at the following link https://www.sigmacab.com/annual-return.html.

• BOARD OF DIRECTORS AND THE NUMBER OF MEETING OF THE BOARD OF DIRECTORS:

a. Composition of Board of Directors:

During the year under review, there is no change in Board of Directors of the Company.

b. Number of Board Meeting:

During the year under review i.e. Financial Year 2024-25, 09 (Nine) Board meetings were held.

The dates on which the Board meetings were held are April 08, 2024, May 16, 2024, May 23, 2024, June 13, 2024,
July 12, 2024, July 18, 2024, August 31, 2024, November 11, 2024 and March 05, 2025. The intervening gap
between the Meetings was within the period prescribed under the Companies Act, 2013 (the "Act").

c. Attendance of Directors at Board Meeting and Annual General Meeting (AGM):

Name of the Director	Nature of Directorship	Number of Board Meeting attended during the year	Whether attended last AGM
Mrs. Sangitaben Niteshkumar Vaghasiya, (DIN:06910845)	Managing Director	4	Yes
Mr. Parshottambhai Laljibhai Vaghasiya, (DIN: 07662195)	Director	9	Yes
Mr. Ramnik Pershotambhai Vaghasiya, (DIN:06965718)	Whole Time Director	9	Yes
Mrs. Shardaben Nanjibhai Bhalala, (DIN:08467162)	1 nd e p endent Director	9	Yes
Mr. Kantilal Gordhandas Lakhani, (DIN:08682980)	1 nd e pendent Director	9	Yes
Mr. Shailesh Bhikhubhai Khatara, (DIN:08980436)	1 nd e pendent Director	9	Yes

d. Director Retired by rotation:

Mr. Parshottambhai Laljibhai Vaghasiya (DIN: 07662195) as a Director who is liable to retire by rotation at the
ensuing AGM. Being eligible, he offers himself for reappointment in the ensuing AGM.

e. Independent Directors:

During the year under review there is no change in the Independent Directors of the Company.

Meeting of Independent Directors:

Pursuant Regulation 25(3) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations 2015
("SEBI Listing Regulations"), the Separate meeting of the Independent Directors of the Company was held on March
27, 2025, at registered office of the Company:

- To review the performance of non-independent directors and the Board as whole;

- To review the performance of the Chairperson and taking into account the views executive and non-executive
directors.

- To assess the quality, quantity and timeliness of the flow of information between the company management
and the Board that is necessary for the Board to perform their duties.

• CHANGE IN KEY-MANAGERIAL PERSONNEL:

During the year under review, there are following changes in key managerial personnel:

- Ms. Priyanka Kirtikumar Marvania resigned from the post of Company Secretary and Compliance Officer
w.e.f. May 25, 2024.

- CS Monika Tyagi (ACS 67951) appointed as Company Secretary & Compliance Officer w.e.f. June 13, 2024.
Further she resigned on May 31, 2025.

- Post March 31, 2025, Mr. Nishant Giri Vinod Giri Goswami (Membership No. 70480) was appointed as
Company Secretary and Compliance Officer with effect from June 01, 2025, pursuant to the provision of
Section 203 of the Act and SEBI Listing Regulations.

Except these there were no changes in the Key Managerial Personnel of the company.

• DECLARATION BY INDEPENDENT DIRECTORS:

All Independent Directors have given declarations to the effect that they meet the criteria of independence as laid
down under Section 149(6) of the Companies Act, 2013 read with Regulation 16 of SEBI Listing Regulations. In the
opinion of the Board, Independent Directors fulfill the conditions specified in the Act, Rules made there under and
Listing Regulations.

• FORMAL ANNUAL EVALUATION OF THE PERFORMANCE OF THE BOARD, ITS COMMITTEES AND INDIVIDUAL
DIRECTORS:

During the year, the Board carried out an Annual Evaluation of its own performance and the performance of
individual Directors, as well as evaluation of the Committees of the Board under the provisions of Section 134 (3)(p)
of the Act, relevant Rules, as prescribed. They were satisfied with the overall performance of the Directors
individually and that the Directors generally met their expectations of performance.

• CHANGES IN SHARE CAPITAL:

During the year under review, there was no change in the share capital of the Company. The Paid-up Share Capital
of the Company as on March 31, 2025, is 7,03,20,000/- divided into 70,32,000 Equity Shares of 10/- each fully paid
up.

• DISCLOSURE RELATED RESTRICTION ON PURCHASE BY COMPANY BY OR GIVING OF LOANS FOR PURCHASE
OF ITS SHARES:

During the year under review, the Company has not provided any loan or financial assistance to any person for
purchase or subscription of shares in the Company u/s 67. Hence, no disclosure was required to be provided.

• EQUITY SHARES WITH DIFFERENTIAL RIGHTS AS TO SWEAT EQUITY & ESOS:

No Equity shares with Differential rights, sweat equities or share under employee stock option scheme were issued
during the year.

However, on March 09, 2024, the Company allotted 19,80,000 (Nineteen Lakh Eighty Thousand) Fully Convertible
Warrants ("Warrants"), each convertible into equal number of fully paid-up equity share of the Company having a
face value of ^10/- (Rupees Ten Only) at a price of ^50.35/- (Rupees Fifty and Thirty-Five Paise Only) per warrant
("Warrant Issue Price"), including a premium of ^40.35/- (Rupees Forty and Thirty-Five Paise Only). These warrants
were allotted to both promoter and non-promoter categories.

As on March 31, 2025, Mrs. Sangitaben N. Vaghasiya, Managing Director and Mr. Ramnik P. Vaghasiya, Director
(Promoter Group Member) of the Company, holds 5,00,000 (Five Lakh) and 7,00,000 (Seven Lakh) warrants
convertible into equity shares of the Company, respectively. Further, the Company has allotted equal number of
the Equity Shares on August 29, 2025, upon conversion of aforesaid warrants.

Except for the above, none of the Directors of the Company hold any investments convertible into equity shares of
the Company as on March 31, 2025.

• LOANS, GUARANTEES AND INVESTMENTS U/S 186:

The Company has not provided any loan and guarantee during the year.

The Company has made investment in securities in Wholly-Owned Subsidiary Company. Disclosure is required as
per section 134(3)(g) of the Act provided as under.

Sr. No.	Particular	Information
01	Investment in Wholly-Owned Subsidiary Company (Jigar Polymers Limited)	50,000 equity share of Rs. 10 each [As on March 10, 2017]
		10,00,000 equity share of Rs. 10 each [Right Issue] [As on December 10, 2018]

• RESERVE AND SURPLUS:

In year under review, the Company has not transferred any amount to Reserves and Surplus account.

• DIVIDEND:

During the year under review, no dividend has been recommended by the Board of Directors of the Company at
their meeting.

• CONTRACT OR ARRANGEMENT WITH RELATED PARTY U/S 188 (1):

All contracts/arrangements/transactions entered by the Company during the Financial Year with related parties
were in the ordinary course of business and on an arm''s length basis. During the year, the Company had entered
into contract/arrangement/transaction with related parties which could be considered material in accordance with
Rule 15 of the Companies (Meeting of Board and Its Powers) Rules, 2014. Further the most of transaction is entered
with its Subsidiary Company. Being a Material transaction it is required to provide the details of transaction in
"AOC-2" and Justification of contract which are attached as "Annexure-A".

• MATERIAL CHANGES AFFECTING FINANCIAL POSITION:

There have been no material changes and commitments for the likely impact affecting financial position between
end of the Financial Year and the date of the report.

• CONSERVATION OF TECHNOLOGY. ENERGY ABSORPTION & FOREGIN EXCHANGE EARNINGS AND
OUTGOING:

The Company has nothing to report in respect of Conservation of Energy and Technology Absorption in terms of
Section 134(3)(m) of the Companies Act, 2013 read with the Rule 8 of the Companies (Accounts) Rules, 2014 since
the Company is engaged in manufacturing related business.

The details of conservation of energy, technology absorption, foreign exchange earnings and outgo are as follows:

A. Conservation of Energy:

(i)	The steps taken or impact on conservation of energy	Apart from regular practices and measures for energy conservation, no new initiatives were driven across the units.
(ii)	The steps taken by the Company for utilizing alternate sources of energy	Not Applicable
(iii)	The capital investment on energy conservation equipments	NIL

We continue to focus on the energy usage, water management, healthy, wealthy and safe environment and various
other recourse consumptions.

B. Technology absorption:

(i)	The efforts made towards technology absorption	No efforts have been made
(ii)	The benefits derived like product improvement, cost reduction, product development or import substitution	Not Applicable
(iii)	In case of imported technology (imported during the last three	During the year there was no import
	years reckoned from the beginning of the Financial Year)-	of any technology
	(a) the details of technology imported	Not applicable
	(b) the year of import	Not applicable
	(c) whether the technology been fully absorbed	Not applicable
	(d) if not fully absorbed, areas where absorption has not taken place, and the reasons thereof; and	Not applicable
(iv)	The expenditure incurred on Research and Development	Capital & Revenue Expenditure - NIL

Company as not a separate Research and Development Department though we have implemented the advance
research and which results into the highest quality products. We have well equipped manufacturing unit with latest
plant, machinery and laboratory with ultra-modern and sophisticated type testing equipments for complete testing
of the cables.

C. Foreign Exchange Earnings and Outgo:

During the year under review, there were no foreign exchange earnings and foreign exchange outgo.

• RISK MANAGEMENT:

The Company has framed a risk management framework to identify, business risk and challenges across the
Company. The Business risk is managed through across businesses. The Board takes responsibility for the overall
process of risk management throughout the organisation.

• SUBSIDIARY, JOINT VENTURE OR ASSOCIATES COMPANY:

Detailed information of subsidiary Company has been annexed under "Annexure-B" along with its performance.

• DETAILS OF DEPOSIT:

During the year under review, Your Company has not accepted any deposits from the public within the meaning of
Section 73 of the Act and the Companies (Acceptance of Deposits) Rules, 2014 (including any statutory
modification(s) or re-enactment(s) for the time being in force).

• SIGNIFICANT AND MATERIAL ORDERS PASSED BY REGULATORS OR COURTS OR TRIBUNALS:

There are no significant and material orders passed by the Regulators or Courts or Tribunals which would impact
the going concern status and the Company''s future operations.

• REVISION OF FINANCIAL STATEMENT:

According to section 131 (1) of the Companies Act, 2013, there is not required to revise the financial statement.

• DISCLOSURE RELATED TO EMPLOYEE:

The details relating to the provisions of Rule 5(2) & (3) of the Companies (Appointment & Remuneration of
Managerial Personnel) Rules, 2014, Rule 5(2) & (3) of the Companies (Appointment & Remuneration of Managerial
Personnel) Rules, 2014 during the Financial Year 2021-22 are given in "Annexure-C".

• VIGIL MECHANISM:

The Company believes in the conduct of the affairs of its constituents in a fair and transparent manner by adopting
the highest standards of professionalism, honesty, integrity and ethical behaviour. The Company has established a
robust Vigil Mechanism in accordance with provisions of the Section 177 of the Companies Act, 2013. The Company
has formulated a Whistle Blower Policy, as prescribed under Section 177(8) & Section 177(10) of the Companies
Act, 2013 which is available at the website of the Company and can be accessed at the following link
https://www.sigmacab.com/pdf/vigil-mechanism.pdf.

• CORPORATE SOCIAL RESPONSIBILITY:

The criteria specified under section 135 of the Companies Act, 2013 is not applicable to the Company. However the
Company has formulated a policy which is available at the website of the Company on www.sigmacab.com, which
is applicable to the Company as and when section applicable to the Company.

• DETAILS OF INTERNAL FINANCIAL CONTROL:

The Company''s internal control systems are commensurate with the nature of its business, the size and complexity
of its operations and such internal financial controls with reference to the Financial Statements are adequate.

• REASON FOR RESIGNATION OF DIRECTOR [SECTION 168(1)1:

During the year under review there is no case of resignation.

• AUDIT COMMITTEE:

The details of Audit Committee in terms of Section 177(2) of the Companies Act, 2013 of the Company are as
under:

Sr. No.	Name of Member	Designation	Designation in Committee	No. of Meeting Attended
1.	Shardaben N. Bhalala (DIN:08467162)	Independent Director	Chairperson	4
2.	Kantilal G. Lakhani (DIN:08682980)	Independent Director	Member	4
3.	Ramnik P. Vaghasiya (DIN:06965718)	Whole-Time Director	Member	4

• NOMINATION AND REMUNERATION COMMITTEE:

The details of Nomination and Remuneration Committee in terms of Section 178 (4) of the Companies Act, 2013 of
the Company are as under:

Sr. No.	Name of Member	Designation	Designation in Committee	No. of Meeting Attended
1.	Shardaben N. Bhalala (DIN:08467162)	Independent Director	Chairperson	2
2.	Kantilal G. Lakhani (DIN:08682980)	Independent Director	Member	2
5.	Shailesh B. Khatara (DIN:08980436)	Independent Director	Member	2

• STAKEHOLDERS RELATIONSHIP COMMITTEE:

The details of Nomination and Remuneration Committee in terms of Section 178 of the Companies Act, 2013 of the
Company are as under:

Sr. No.	Name of Member	Designation	Designation in Committee	No. of Meeting Attended
1.	Kantilal G. Lakhani (DIN:08682980)	Independent Director	Chairperson	1
2.	Shardaben N. Bhalala (DIN:08467162)	Independent Director	Member	1
3.	Shailesh B. Khatara (DIN:08980436)	Independent Director	Member	1

• AUDITORS AND AUDIT REPORTS:

1. STATUTORY AUDITOR:

M/s. Rushabh R. Shah And Co. (Firm Registration No. 156419W), Chartered Accountants was appointed as a
Statutory Auditors of the Company in the 6th Annual General Meeting to hold the office till the conclusion of the
11th Annual General Meeting. As required under the provisions of Section 139 of the Companies Act, 2013, the
Company has obtained written confirmation from M/s. Rushabh R. Shah And Co. at the time of appointment that
their appointment would be in conformity with the limits specified in the said Section.

STATUTORY AUDITORS'' REPORT:

The Statutory Auditors'' Report on the Accounts (Standalone and Consolidated both) of the Company for the
Financial Year ended on March 31, 2025, is attached to the financial statements. Further the Audit Report does not
contain any qualification, reservation, adverse remarks or disclaimer.

Further the Statutory Audit Report of the Wholly Owned Subsidiary Company i.e. Jigar Polymers Limited is also not
contained any qualification, reservation, adverse remarks or disclaimer. The same has not been annex separately
herewith.

2. SECRETARIAL AUDITOR:

The Board re-appointed CS Piyush Jethva, Practicing Company Secretary, Rajkot as a Secretarial Auditor of the
Company in the meeting of the Board of Directors of the Company held on May 23, 2024 for financial year 2024-25.

SECRETARIAL AUDIT REPORT:

The Report given by Auditor u/s 204 of the Companies Act, 2013 is annex with the Annual Report as "Annexure-D".

• EXPLANATION OR COMMENTS ON QUALIFICATIONS, RESERVATIONS OR ADVERSE REMARKS OR
DISCLAIMERS MADE BY THE STATUTORY AUDITORS/SECRETARIAL AUDITORS:

There are no qualifications, reservations or adverse remarks made by the Statutory Auditors in their report for the
Financial Year ended on March 31, 2025.

Observations by Secretarial Auditor under report for FY 2024-25 are as under:

1) The MGT-14 (for borrowing resolutions and approval of Director report) and IEPF were pending for filing as on
31.03.2025.

2) The corporate action for credit of warrant is pending on 31.03.2025 for the warrant allotted on 09.03.2024.
Board''s Response to the Remarks in the Secretarial Audit Report:

1. Pending Filings (MGT-14 and IEPF): The delay in filing was purely procedural and has no adverse impact on the
financial position of the Company. Necessary steps are being taken to complete the filings.

2. Pending Corporate Action for Warrants: The corporate action for credit of warrants (allotted on 09.03.2024) was
pending as on 31.03.2025. However, a declaration has since been filed with CDSL, and the matter has been
resolved.

The Board confirms that both observations are procedural in nature and do not affect the financial standing of the
Company. The Management remains committed to ensuring timely and full compliance with all applicable
regulatory requirements.

• DETAILS IN RESPECT OF FRAUDS REPORTED BY AUDITORS UNDER SUB-SECTION (12) OF SECTION 143 OTHER
THAN THOSE WHICH ARE REPORTABLE TO THE CENTRAL GOVERNMENT:

During the year under consideration, there were no such instances.

• DISCLOSURE OF COMMISSION:

According to section 197(14) of the Companies Act, 2013, no Director received a commission from the Company
and none of the Managing Director/Whole-time Director of the holding Company was disqualified from receipt of
any remuneration or commission form any Company.

• DISCLOSURE ABOUT DISQUALIFICATION:

None of the Directors of the Company are disqualified under Section 164 (2) of The Companies Act, 2013.

• SEXUAL HARASSMENT OF WOMEN AT WORKPLACE (PREVENTION, PROHIBITION AND REDRESSAL) ACT,
2013:

The Company has zero tolerance for sexual harassment at workplace and has adopted a Policy on Prevention,
Prohibition and Redressal of sexual harassment at workplace in line with the provisions of the Sexual Harassment of
Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013 and rules framed thereunder. The
Company has not received any complaints during the year.

• SECRETARIAL STANDARDS COMPLIANCES:

The Directors state that the applicable Secretarial Standards i.e., SS-1 and SS-2, issued by the Institute of Company
Secretaries of India, relating to Meetings of Board of Directors and General Meetings respectively have been duly
complied with.

• MANAGEMENT''S DISCUSSION AND ANALYSIS REPORT:

Management''s Discussion and Analysis Report forms an integral part of the Report, as stipulated under the
Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015
("Listing Regulations"), and provides details of the overall industry structure, developments, performance and state
of affairs of the Company''s various businesses. The same is presented in "Annexure-E" herewith.

• DIRECTORS'' RESPONSIBILITY STATEMENT:

In accordance with the provisions of Section 134(5) of the Companies Act, 2013, the Board hereby declares that:

a. In the preparation of the annual accounts for the year ended on March 31, 2025, the applicable accounting
standards read with requirements set out under Schedule III to the Act, have been followed and there are no
material departures from the same;

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

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;

e. The Directors had laid down internal financial controls to be followed by the Company and that such internal
financial controls are adequate and were operating effectively; and

f. The Directors had devised proper systems to ensure compliance with the provisions of all applicable laws and
that such systems were adequate and operating effectively.

• OTHER DISCLOSURES

a. There was no application made or no proceeding pending under the Insolvency and Bankruptcy Code, 2016
during the year;

b. The requirement to disclose the details of difference between amount of the valuation done at the time of
onetime settlement and the valuation done while taking loan from the Banks or Financial Institutions along with
the reasons thereof, is not applicable

• ACKNOWLEDGEMENT:

The Directors wish to convey their appreciation to all of the Company''s employees for their contribution towards
the Company''s performance. The Directors would also like to thank the customers, Shareholders, bankers, auditors,
end users, business partners and other business constituents for their continuous support to the Company and
their confidence in its management.

Date: August 29, 2025 For and on Behalf of the Board,

Place: Mumbai JIGAR CABLES LIMITED

Sd/-

Sangitaben N. Vaghasiya
Chairperson & Managing Director

Registered Office: [DIN: 06910845]

Plot No. 164/14 & 15, Jamwadi G.I.D.C,

Gondal - 360 311, Dist.: Rajkot, (Gujarat), India

CIN:L28999GJ2017PLC095651

Web: www.sigmacab.com

Tel.: [phone]

Email: [email protected]

---

Mar 31, 2024

The Directors present their 8^th Annual Report along with the Audited Financial Statement of Accounts for the Financial Year 2023-24.

• FINANCIAL RESULTS:

The key aspects of Financial Results of the Company for the Financial ended on March 31, 2024 are as under:

	Standalone		Consolidated
Particulars	Year Ended on	Year Ended on	Year Ended on	Year Ended on
	March 31, 2024	March 31, 2023	March 31, 2024	March 31, 2023
	(Rs. In Lakhs)	(Rs. In Lakhs)	(Rs. In Lakhs)	(Rs. In Lakhs)
Revenue From Operation	4,152.89/-	2,726.39/-	4,263.64/-	2,845.57/-
Other Income	20.92/-	13.19/-	21.62/-	12.62/-
Total Revenue	4,173.81/-	2,739.58/-	4,285.29/-	2,858.19/-
Expenditure	4,032.23/-	2,604.65/-	4,140.09/-	2,718.79/-
Profit(loss) before Tax (PBT)	141.58/-	134.93/-	145.20/-	139.40/-
Tax Expenses : Current Tax	41.24/-	36.33/-	42.09/-	37.58/-
Deferred Tax (Credit)	(1.14)/-	(0.67)/-	(1.30)/-	(0.82)/-
Net Profit/loss After Tax (PAT)	101.48/-	99.27/-	104.41/-	102.64/-
Earning per Equity Share: Basic	1.44	1.41	1.48	1.46
Diluted	1.13	1.41	1.16	1.46

• STATEMENT OF COMPANIES AFFAIRS:

The Key highlights pertaining to the business of the Company for the Year 2023-24 have been given hereunder:

Your Company''s performance has overall declined. On Consolidated basis, the total revenue for the Financial Year 2023-24 was Rs. 4,263.64 Lakhs. The Profit After Tax attributable to shareholders for Financial Year 2023-24 was Rs. 104.41 Lakhs.

Jigar Cables Limited achieved total revenue of Rs. 4,152.89Lakhs and net profit of Rs. 101.48Lakhs during the year under review.

Furthermore, your Director assured that the Company will achieve its strategic objectives of sustainable and profitable growth by improving the product excellence, exploring markets and delivering customer delight in the year to come.

• CHANGE IN THE NATURE OF BUSINESS, IF ANY:

During the year under review, there is no change in nature of business of the Company.

• WEB LINK OF ANNUAL RETURN:

According to Section 134 sub-section (3) (a), the extract of Annual Return of the company is available on company''s website can access on following link www.sigmacab.com.

• BOARD OF DIRECTORS AND THE NUMBER OF MEETING OF THE BOARD OF DIRECTORS:

a. Composition of Board of Directors:

During the year under review, there is no change in Board of Directors of the Company.

b. Number of Board Meeting:

During the year under review i.e. Financial Year 2023-24, 9 (Nine) Board meetings were held.

The dates on which the Board meetings were held are: April 13, 2023, May 23, 2023, August 31, 2023, October 31, 2023, December 15, 2023, January 09, 2024, February 14, 2024, March 09, 2024 and March 27, 2024. The intervening gap between the Meetings was within the period prescribed under the Companies Act, 2013.

c. Attendance of Directors at Board Meeting and Annual General Meeting (AGM):

Name of the Director	Nature of Directorship	Number of Board	Whether
		Meeting attended during the year	attended last AGM
Mrs. Sangitaben Niteshkumar Vaghasiya	Managing Director	9	Yes
Mr. Parshottambhai Laljibhai Vaghasiya	Director	9	Yes
Mr. Ramnik Pershotambhai Vaghasiya	Whole Time Director	9	Yes
Mrs. Shardaben Nanjibhai Bhalala	Independent Director	9	Yes
Mr. Kantilal Gordhandas Lakhani	Independent Director	9	Yes
Mr. Shailesh Bhikhubhai Khatara	Independent Director	9	Yes

d. Director Retired by rotation:

Mr. Ramnik Pershotambhai Vaghasiya as a Director who is liable to retire by rotation at the ensuing Annual General Meeting. Being eligible, he offers himself for reappointment in the ensuing Annual General Meeting.

e. Independent Directors:

During the year under review there is no change in the Independent Directors of the Company.

Meeting of Independent Directors:

Pursuant Regulation 25(3) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations 2015, the Separate meeting of the Independent Directors of the Company was held on March 26, 2024 at registered office of the Company.

• CHANGE IN KEY-MANAGERIAL PERSONNEL:

During the year under review, there is following changes in key managerial personnel.

1. Ms. Priyanka Kirtikumar Marvania resigned from the post of Company Secretary and Compliance Officer w.e.f. May 25, 2024.

2. CS Monika Tyagi (ACS 67951) appointed as Company Secretary & Compliance Officer w.e.f. June 13^th, 2024.

• DECLARATION BY INDEPENDENT DIRECTORS:

All Independent Directors have given declarations to the effect that they meet the criteria of independence as laid down under Section 149(6) of the Companies Act, 2013 read with Regulation 16 of SEBI (Listing obligations and Disclosures Requirements), Regulations 2015. In the opinion of the Board, Independent Directors fulfill the conditions specified in the Act, Rules made there under and Listing Regulations.

• FORMAL ANNUAL EVALUATION OF THE PERFORMANCE OF THE BOARD, ITS COMMITTEES AND INDIVIDUAL DIRECTORS:

During the year, the Board carried out an Annual Evaluation of its own performance and the performance of individual Directors, as well as evaluation of the Committees of the Board under the provisions of Section 134 (3)(p) of the Act, relevant Rules, as prescribed. They were satisfied with the overall performance of the Directors individually and that the Directors generally met their expectations of performance.

• CHANGES IN SHARE CAPITAL:

During the year under review, there was change in the share capital of the Company. The Paid-up Share Capital of the Company was increased FROM Rs. 8,00,00,000/- (Rupees Eight Crore Only) divided into 80,00,000 (Eighty Lakh) Equity shares of Re. 10/- (Rupees Ten Only) each TO 12,00,00,000/- (Rupees Twelve Crore Only) divided into 1,20,00,000 (One Crore Twenty Lakh) Equity shares of Re. 10/- (Rupees Ten Only) each, ranking pari-passu in all respect with the existing Equity Share of the Company.

• DISCLOSURE RELATED RESTRICTION ON PURCHASE BY COMPANY BY OR GIVING OF LOANS FOR PURCHASE OF ITS SHARES:

During the year under review, the Company has not provided any loan or financial assistance to any person for purchase or subscription of shares in the Company u/s 67. Hence, no disclosure was required to be provided.

• EQUITY SHARES WITH DIFFERENTIAL RIGHTS AS TO SWEAT EQUITY & ESOS:

No Equity shares with Differential rights, sweat equities or share under employee stock option scheme were issued during the year.

However, Company has issued 19,80,000 (Nineteen Lakh Eighty Thousand) Fully Convertible Warrants ("Warrants") each convertible into, or exchangeable for 1 (one) fully paid-up equity share of the Company having face value of Rs. 10/- (Rupees Ten Only) ("Equity Share") each at a price of Rs. 50.35/- (Rupees Fifty and Thirty Five Paisa Only) each ("Warrant Issue Price") including premium of Rs. 40.35/- (Rupees Forty and Thirty Five Paisa Only) each

• LOANS, GUARANTEES AND INVESTMENTS U/S 186:

The Company has not provided any loan and guarantee during the year.

The Company has make investment in securities in Wholly-Owned Subsidiary Company. Disclosure is required as per section 134(3)(g) of the Act provided as under.

Sr. No.	Particular	Information
01	Investment in Wholly-Owned Subsidiary Company (Jigar Polymers Limited)	50,000 equity share of Rs. 10 each [As on March 10, 2017]
		10,00,000 equity share of Rs. 10 each [Right Issue] [As on December 10, 2018]

• RESERVE AND SURPLUS:

During the year under review, the Company has not transferred any amount to Reserves and Surplus account.

• DIVIDEND:

During the year under review, no dividend has been recommended by the Board of Directors of the Company at their meeting.

• CONTRACT OR ARRANGEMENT WITH RELATED PARTY U/S 188 (1):

All contracts/arrangements/transactions entered by the Company during the Financial Year with related parties were in the ordinary course of business and on an arm''s length basis. During the year, the Company had entered into contract/arrangement/transaction with related parties which could be considered material in accordance with Rule 15 of the Companies (Meeting of Board and Its Powers) Rules, 2014. Further the most of transaction is entered with its Subsidiary Company. Being a Material transaction it is required to provide the details of transaction in "AOC-2" and Justification of contract which are attached as "Annexure-A".

• MATERIAL CHANGES AFFECTING FINANCIAL POSITION:

There have been no material changes and commitments for the likely impact affecting financial position between end of the Financial Year and the date of the report.

• CONSERVATION OF TECHNOLOGY, ENERGY ABSORPTION & FOREGIN EXCHANGE EARNINGS AND OUTGOING:

The Company has nothing to report in respect of Conservation of Energy and Technology Absorption in terms of Section 134(3)(m) of the Companies Act, 2013 read with the Rule 8 of the Companies (Accounts) Rules, 2014 since the Company is engaged in manufacturing related business.

The details of conservation of energy, technology absorption, foreign exchange earnings and outgo are as follows:

A. Conservation of Energy:

(i)	The steps taken or impact on conservation of energy	Apart from regular practices and measures for energy conservation, no new initiatives were driven across the units.
(ii)	The steps taken by the Company for utilizing alternate sources of energy	Not Applicable
(iii)	The capital investment on energy conservation equipment	NIL

We continue to focus on the energy usage, water management, healthy, wealthy and safe environment and various other recourse consumptions.

B. Technology absorption:

(i)	The efforts made towards technology absorption	No efforts have been made
(ii)	The benefits derived like product improvement, cost reduction, product development or import substitution	Not Applicable
(iii)	In case of imported technology (imported during the last three years reckoned from the beginning of the Financial Year)-	During the year there was no import of any technology
	(a) the details of technology imported	Not applicable
	(b) the year of import	Not applicable
	(c) whether the technology been fully absorbed	Not applicable
	(d) if not fully absorbed, areas where absorption has not taken place, and the reasons thereof; and	Not applicable
(iv)	The expenditure incurred on Research and Development	Capital & Revenue Expenditure - NIL

Company as not a separate Research and Development Department though we have implemented the advance research and which results into the highest quality products. We have well equipped manufacturing unit with latest plant, machinery and laboratory with ultra-modern and sophisticated type testing equipment for complete testing of the cables.

C. Foreign Exchange Earnings and Outgo:

During the year under review, there were no foreign exchange earnings and foreign exchange outgo.

• RISK MANAGEMENT POLICY:

The Company''s risk management framework is already in line to identify the business risk and challenges that faced by Company. It is reviewed and managed according to the policy framed. The Board takes responsibility for the overall process of risk management throughout the organisation.

• SUBSIDIARY, JOINT VENTURE OR ASSOCIATES COMPANY:

Detailed information of subsidiary Company has been annexed under "Annexure-B" along with its performance.

• DETAILS OF DEPOSIT:

During the year under review, the Company has not accepted any deposit covered under the Chapter V of the Companies Act, 2013. The Statement for pertaining to the details is furnished here as below:

		Amount in (Rs.)
Sr. No.	Particulars
1.	Accepted during the year	Nil
2.	Remained unpaid or unclaimed as at the end of the year	Not Applicable
3.	Whether there has been any default in repayment of deposits or payment of interest thereon during the year and if so, number of such cases and the total amount involved	Not Applicable
3.1	at the beginning of the year	Not Applicable
3.2	maximum during the year	Not Applicable
3.3	at the end of the year	Not Applicable
4.	Deposits which are not in compliance with the requirements of Chapter V of the Act	Nil

• SIGNIFICANT AND MATERIAL ORDERS PASSED BY REGULATORS OR COURTS OR TRIBUNALS:

There are no significant and material orders passed by the Regulators or Courts or Tribunals which would impact the going concern status and the Company''s future operations.

• REVISION OF FINANCIAL STATEMENT:

According to section 131 (1) of the Companies Act, 2013, there is not required to revised the financial statement.

• DISCLOSURE RELATED TO EMPLOYEE:

The details relating to the provisions of Rule 5(2) & (3) of the Companies (Appointment & Remuneration of Managerial Personnel) Rules, 2014, Rule 5(2) & (3) of the Companies (Appointment & Remuneration of Managerial Personnel) Rules, 2014 during the Financial Year 2023-24 are given in "Annexure-C".

• VIGIL MECHANISM:

The Company believes in the conduct of the affairs of its constituents in a fair and transparent manner by adopting the highest standards of professionalism, honesty, integrity and ethical behaviour. The Company has established a robust Vigil Mechanism in accordance with provisions of the Section 177 of the Companies Act, 2013. The Company has formulated a Whistle Blower Policy, as prescribed under Section 177(8) & Section 177(10) of the Companies Act, 2013 which is available at the website of the Company on www.sigmacab.com

• CORPORATE SOCIAL RESPONSIBILITY:

The criteria specified under section 135 of the Companies Act, 2013 is not applicable to the Company. However the Company has formulated a policy which is available at the website of the Company on www.sigmacab.com which is applicable to the Company as and when section applicable to the Company.

• DETAILS OF INTERNAL FINANCIAL CONTROL:

The Company''s internal control systems are corresponding with the nature of its business, the size and complexity of its operations and such internal financial controls with reference to the Financial Statements are adequate.

• REASON FOR RESIGNATION OF DIRECTOR fSECTION 168(1)1:

During the year under review there is no case of resignation.

• AUDIT COMMITTEE:

The details of Audit Committee in terms of Section 177(2) of the Companies Act, 2013 of the Company are as under:

Sr. No.	Name of Member	Designation	Designation in Committee	No. of Meeting
				Attended
1.	Shardaben N. Bhalala (DIN:08467162)	Independent Director	Member Chairperson	5
2.	Kantilal G. Lakhani (DIN:08682980)	Independent Director	Member	5
3.	Ramnik P. Vaghasiya (DIN:06965718)	Whole-Time Director	Member	5

• NOMINATION AND REMUNERATION COMMITTEE:

The details of Nomination and Remuneration Committee in terms of Section 178 (4) of the Companies Act, 2013 of the Company are as under:

Sr. No.	Name of Member	Designation	Designation in Committee	No. of Meeting
				Attended
1.	Shardaben N. Bhalala (DIN:08467162)	Independent Director	Chairperson	3
2.	Kantilal G. Lakhani (DIN:08682980)	Independent Director	Member	3
5.	Shailesh B. Khatara (DIN:08980436)	Independent Director	Member	3

• STAKEHOLDERS RELATIONSHIP COMMITTEE:

The details of Nomination and Remuneration Committee in terms of Section 178 of the Companies Act, 2013 of the Company are as under:

Sr. No.	Name of Member	Designation	Designation in Committee	No. of Meeting
				Attended
1.	Kantilal G. Lakhani	Independent Director	Chairman	1

	(DIN:08682980)
2.	Shardaben N. Bhalala (DIN:08467162)	Independent Director	Member	1
3.	Shailesh B. Khatara (DIN:08980436)	Independent Director	Member	1

• AUDITORS AND AUDIT REPORTS:

1. STATUTORY AUDITOR:

M/s. Rushabh R. Shah And Co. (Firm Registration No. 156419W), Chartered Accountants was appointed as a Statutory Auditors of the Company in the 6^th Annual General Meeting to hold the office till the conclusion of the 11^th Annual General Meeting. As required under the provisions of Section 139 of the Companies Act, 2013, the Company has obtained written confirmation from M/s. Rushabh R. Shah And Co. at the time of appointment that their appointment would be in conformity with the limits specified in the said Section.

STATUTORY AUDITORS'' REPORT:

The Statutory Auditors'' Report on the Accounts (Standalone and Consolidated both) of the Company for the Financial Year ended on March 31, 2024 is attached to the financial statements. Further the Audit Report does not contain any qualification, reservation, adverse remarks or disclaimer.

Further the Statutory Audit Report of the Wholly Owned Subsidiary Company i.e. Jigar Polymers Limited is also not contained any qualification, reservation, adverse remarks or disclaimer. The same has not been annex separately herewith.

2. SECRETARIAL AUDITOR:

The Board has appointed CS Piyush Jethva, Practicing Company Secretary, Rajkot as a Secretarial Auditor of the Company in the meeting of the Board of Directors of the Company held on August 31, 2023.

SECRETARIAL AUDIT REPORT:

The Report given by Auditor u/s 204 of the Companies Act, 2013 is annex with the Annual Report as "Annexure-D". However, the following remarks were observed by the Secretarial Auditor in the Report of Jigar Cables Limited,

1. The MGT- 14 for borrowing resolution dated 13/04/2023 is yet to file as on 31.03.2024.

Clarification: In respect of non-filing of form, the company has noted the same and file these with applicable additional filing fee and ensure its due compliance.

2. The disclosure for alternation in AOA/MOA is not filed to the Stock Exchange under Regulation 30. Clarification: The Company take note and assure to comply and file all required disclosures as required under regulation 30.

• EXPLANATION OR COMMENTS ON QUALIFICATIONS, RESERVATIONS OR ADVERSE REMARKS OR DISCLAIMERS MADE BY THE STATUTORY AUDITORS/SECRETARIAL AUDITORS:

There are no qualifications, reservations or adverse remarks made by the Statutory Auditors in their report for the Financial Year ended on March 31, 2024.

However there are certain remarks which were there in the Secretarial Audit Report given by CS Piyush Jethva, Practicing Company Secretary for which the Company clarifies that it does not affect the financial position of the Company negatively and further Management clarifies that non filing or filing of Form late in time is only a procedural mistake.

• DETAILS IN RESPECT OF FRAUDS REPORTED BY AUDITORS UNDER SUB-SECTION (12) OF SECTION 143 OTHER THAN THOSE WHICH ARE REPORTABLE TO THE CENTRAL GOVERNMENT:

During the year under consideration, there were no such instances.

• DISCLOSURE OF COMMISSION:

According to section 197(14) of the Companies Act, 2013, no Director received a commission from the Company and none of the Managing Director/Whole-time Director of the holding Company was disqualified from receipt of any remuneration or commission form any Company.

• DISCLOSURE ABOUT DISQUALIFICATION:

None of the Directors of the Company are disqualified under Section 164 (2) of The Companies Act, 2013.

• SEXUAL HARASSMENT OF WOMEN AT WORKPLACE (PREVENTION, PROHIBITION AND REDRESSAL) ACT, 2013:

The Company has zero tolerance for sexual harassment at workplace and has adopted a Policy on Prevention, Prohibition and Redressal of sexual harassment at workplace in line with the provisions of the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013 and rules framed thereunder. The Company has not received any complaints during the year.

• SECRETARIAL STANDARDS COMPLIANCES:

The Directors state that the applicable Secretarial Standards i.e., SS-1 and SS-2, issued by the Institute of Company Secretaries of India, relating to Meetings of Board of Directors and General Meetings respectively have been duly complied with.

• MANAGEMENT''S DISCUSSION AND ANALYSIS REPORT:

Management''s Discussion and Analysis Report forms an integral part of the Report, as stipulated under the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 ("Listing Regulations"), and provides details of the overall industry structure, developments, performance and state of affairs of the Company''s various businesses. The same is presented in "Annexure-E" herewith.

• DIRECTORS'' RESPONSIBILITY STATEMENT:

In accordance with the provisions of Section 134(5) of the Companies Act, 2013, the Board hereby declares 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 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 Year and of the profit 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;

e. The Directors had laid down internal financial controls to be followed by the Company and that such internal financial controls are adequate and were operating effectively; and

f. The Directors had devised proper systems to ensure compliance with the provisions of all applicable laws and that such systems were adequate and operating effectively.

• ACKNOWLEDGEMENT:

The Directors wish to convey their appreciation to all of the Company''s employees for their contribution towards the Company''s performance. The Directors would also like to thank the customers, Shareholders, bankers, auditors, end users, business partners and other business constituents for their continuous support to the Company and their confidence in its management.

Date: August 31^st, 2024 By Order of the Board

Place: Gondal For, JIGAR CABLES LIMITED

Sd/-

Mrs. Sangitaben N. Vaghasiya Chairperson & Managing Director [DIN:06910845]

---

Mar 31, 2018

To,

The Members,

JIGAR CABLES LIMITED

The Directors are pleased to present the 02^nd Annual Report of the company together with the Annual Audited Financial Statements for the year ended 31^st March, 2018.

STATEMENT OF COMPANY’S AFFAIRS: (section 134 (3) (I))

01] FINANCIAL HIGHLIGHTS:

(Rs. in Lakh except earnings per share)

Particulars	Standalone Results		Consolidated Results
	31.03.2018	31.03.2017	31.03.2018	31.03.2017
Revenue From Operation	1984.692	125.483	1990.69	--
Other Income	15.125	1.795	9.73
Total Revenue	1999.817	127.278	2000.42	--
Expenditure	1958.956	126.527	1952.55	--
Profit(loss) before Tax (PBT)	41.019	0.751	47.71	--
Tax Expenses : Current Tax	5.895	3.120	6.64	--
Wealth Tax
Deferred Tax (Credit)	0.180	(5.227)	(2.99)
Net Profit/loss after tax (PAT)	34.942	2.858	39.74	--
Earning per Equity Share: Basic	0.55	0.55	0.63
Diluted	0.55	0.55	0.63	--

Your directors are pleased to report that for the year under review, your company has been able to achieve a net turnover to Rs.1984.69 lakh as compared to 125.48 lakh in the previous year. Profit after tax has increased from 2.858 to 34.942 Lakh. There is a tremendous growth in the financial figure of the Company.

During the year under review company has issued 18,64,000 shares through initial Public offering process each having face value of Rs. 10 per share at a security premium of Rs. 20 per share. The Company has also allotted 6, 68,000 shares through preferential allotment process each having face value of Rs. 10 per share at a security premium of Rs. 20 per share.

02] SHARE CAPITAL:

The Authorized capital of the company is 8,00,00,000/- (Rs. Eight Crore Only) divided into 80, 00,000/- (Eighty Lakh Only) equity share of Rs. 10 each.

During the year company has allotted 6, 68,000/- equity shares on preferential basis and allotted 18, 64,000/- equity share through Initial Public Offer. So, the Paid up capital of the company increased from 4, 50,00,000/- (Rs. Four Crore Fifteen Lakh Only) divided into 45,00,000/- (Forty-Five Lakh Only) equity share of Rs. 10 each to Rs. 7,03,20,000/- (Rs. Seven Crore Three Lakh Twenty Thousand Only) divided into 70,32,000/- (Seventy Lakh Thirty- Two Thousand Only) equity share of Rs. 10 each.

03] CHANGE IN NATURE OF BUSINESS:

There is no significant change made in the nature of the company during the financial year.

04] EXTRACT OF THE ANNUAL RETURN:

According to Section 134 sub-section (3) (a), the company has annexed the extract of Annual Return in “Annexure-A” in form MGT-9 with Director Report.

Further According to Section 134 sub-section (3) (a) the company is required to place copy of annual return prepared U/s 92 of the Companies Act, 2013. The copy of Annual return is found at the link www.sigmacab.com.

05] DETAILS OF BOARD MEETING:

The Board of Directors met Seventeen (17) times during the financial year. The intervening gap between any two meetings was within the period prescribed by the Companies Act, 2013.

The Board meetings are held at least once in every quarter. The Board meetings are generally held at Registered Office of the Company. The dates of the Board Meetings are fixed well in advance and intimated to the Board members so as to enable the Directors to plan their schedule accordingly.

During the year ended March 2017- ‘18 meeting was held on the following dates:

01.04.2017	07.04.2017	25.04.2017	15.05.2017	20.05.2017
17.05.2017	02.06.2017	03.06.2017	05.06.2017	10.07.2017
25.07.2017	22.09.2017	14.11.2017	15.11.2017	05.02.2018
26.02.2018	26.03.2018

Attendance of Directors at the Board Meeting he d from the date of incorporation:

Sr. No.	Name	Designation	No. of board meeting held	No. of board meeting attend	Attendance of last AGM Meeting
01.	Vijay Gopalbhai Shingala	Managing Director	17	17	YES
02.	Parshottambhai Laljibhai Vaghasiya	Whole Time Director	17	17	YES
03.	Vaishali Vijay Shingala	Director	17	17	YES
04.	Parshotambhai Sakhia	Independent Director	17	17	YES
05.	Dhirajbhai Sakhiya	Independent Director	17	17	YES
06.	Bipinkumar Vora	Independent Director	17	17	YES

It is clarified by the entire director that they are not a member in more than 10 committees or act as Chairman of more than five committees across all companies in which he is a director.

06] RESPONSIBILITY STATEMENT:

Pursuant to the requirement under Section 134(3)(c) of the Companies Act, 2013, with respect to Directors’ Responsibility Statement, it is hereby confirmed:

(i) that in the preparation of the annual accounts, the applicable accounting standards have been followed;

(ii) that 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 the state of affairs of the Company at the end of the financial year ended 31^st March, 2017 and of the Profit of the Company for that year;

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

(iv) that the Directors have prepared the annual accounts on a going concern basis;

(v) that the Directors have laid down internal financial controls to be followed by the Company and that such internal controls are adequate and are operating effectively; and

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

07] LOAND, GURANTEES AND INVESTEMENT U/S 186

The Company has make investment in securities in wholly owned subsidiary company. Disclosure is require t as per section 134 (3) (g) of the Act provided as under.

Sr. No.	Particular	Information
01)	Investment in wholly owned subsidiary company	50,000 equity share of Rs. 10 each

08] DECLARATION BY INDEPENDENT DIRECTORS

All Independent Directors have given declarations that they meet the criteria of independence as laid down under Section 149 (6) of the Companies Act, 2013.

Independent Directors of the Company meet one time during the financial year as on 14.12.2017 as per Regulation 25 of Securities and Exchange Board of India (Listing Obligation and Disclosure Requirement) Regulations, 2015.

09] RESERVE AND SURPLUS

The Company has transfer Rs. 34, 94,283/- to the surplus account and Rs. 5, 06, 40,000/- as Securities Premium account during the current year.

10] DIVIDEND

The Board of Directors of company has not recommended any dividend during the year ending on 31st March, 2018. As the Board of Directors wants to plough back the profit in the business.

11] CONTRACT OR ARRANGEMENT WITH RELATED PARTY U/s 188 (1)

All contracts / arrangements / transactions entered by the Company during the financial year with related parties were in the ordinary course of business and on an arm’s length basis. During the year, the Company had not entered into any contract / arrangement / transaction with related parties which could be considered material in accordance with the policy of the Company on materiality of related party transactions. There is no contract which is deemed as a material contract as per Rule 15 of the Sub Rule 3 so the close is not applicable to the company. Justification of contract is attached as “Annexure B” in form AOC-2.

12] MATERIAL CHANGES AFFECTING FINANCIAL POSITION

The Company has listed its securities on SME platform of BSE Limited as on 28^th July, 2017 and allotted 18, 64,000 equity shares through Initial Public Offer having face value of Rs. 10 per share at a Security Premium of Rs. 20 per share.

13] CONSERVATION OF TECHNOLOGY, ENERGY ABSORPTION & FOREGIN EXCHANGE EARNINGS AND OUTGOING

The Information relating to Conversion of energy, technology absorption and foreign exchange earnings and outgoing as required pursuant to section 134(3) (m) of the Companies Act, 2013 read with Rule 8(3) of Companies (Accounts) Rules, 2014 provided under “Annexure-C”.

14] RISK MANAGEMENT POLICY

The Company has established a well-defined process of risk management, wherein the identification, analysis and assessment of the various risks, measuring of the probable impact of such risks, formulation of risk mitigation strategy and implementation of the same takes place in a structured manner. Though the various risks associated with the business cannot be eliminated completely, all efforts are made to minimize the impact of such risks on the operations of the Company. Necessary internal control systems are also put in place by the Company on various activities across the board to ensure that business operations are directed towards attaining the stated organizational objectives with optimum utilization of the resources.

15] VIGIL MECHANISM

The Company is committed to the highest standards of ethical, moral and legal business conduct. The Board of Directors has formulated the Whistler Blower Policy which is in compliance with the provisions of Section 177(10) of the Companies Act, 2013. The Policy is available on www.sigmacab.com. The policy provides for a framework and process whereby concerns can be raised by its employees against any kind of discrimination, harassment, victimization or any other unfair practice being adopted against them.

17] CHANGE IN KEY-MANAGERIAL PERSONNEL

No change in the key-managerial personnel during the year.

18] SUBSIDIARY, JOINT VENTURE OR ASSOCIATES COMPANY Detailed information of subsidiary company has been annexed under “Annexure-D”.

19] CONSOLIDATED FINANCIAL STATEMENT:

In accordance with the Companies Act, 2013 (“the Act”) and Accounting Standard (AS) - 21 on Consolidated Financial Statements read with AS - 23 on Accounting for Investments in Associates and AS - 27 on Financial Reporting of Interests in Joint Ventures, the audited consolidated financial statement is provided in the Annual Report.

20] DETAILS OF DEPOSIT

The details relating to deposits, covered under chapter V of the Companies Act, 2013

Sr. No.	Particular	Details
01.	Accepted during the year	Nil
02.	Remained unpaid or unclaimed as at the end of the year	Nil
03.	Whether there has been any default in repayment of deposits or payment of interest thereon during the year and if so, number of such cases and the total amount involved- i ) at the beginning of the year ii ) maximum during the year iii ) at the end of the year	Nil
04.	Details of deposits which are not in compliance with the requirements of Chapter V of the Act	Not Applicable

The Company has accepted unsecured loan during the year from its director, Promoters which is as per stipulation of bank/financial statement.

Security Deposit

The company has provided security deposit to supplier for the performance of the contract for supply of goods.

21] SIGNIFICANT AND MATERIAL ORDER PASSED

There has not been any order passed by the courts, regulations and tribunals.

22] REVISION OF FINANCIAL STATEMENT

According to section 131 (1) of the Companies Act, 2013, there is not required to revised the financial statement.

23 DISCLOSURE OF VOTING RIGHTS

The Company has not purchase its shares and has not provided loan for purchase of its shares due to that disclosure under section 67(3) of the Companies Act, 2013 shall not applied to the company.

24] DISCLOSURE OF VARIOUS COMMITTEES

i. AUDIT COMMITTEE

During the year four audit committee meetings were held. Details information with date and attendance of members of meeting provided as under;

Sr. No.	Name of Member	Designation	Designation in committee	No. of meeting attended
01.	Parshotambhai M. Sakhiya (Din: 07780714)	Independent Director	Chairman	05
02.	Dhiraj Bhawanbhai Sakhiya (Din: 07756790)	Independent Director	Member	05
03.	Vijaybhai Shingala (Din: 07662235)	Managing Director	Member	05

ii NOMINATION AND REMUNERATION COMMITTEE

During the year two Nomination and Remuneration Committee meetings were held. Details information with date and attendance of members of meeting provided as under;

Sr. No.	Name of Member	Designation	Designation in committee	No. of meeting attended
01.	Bipinbhai B. Vora (Din: 07756787)	Independent Director	Chairman	02
02.	Parshotambhai M. Sakhiya (Din: 07780714)	Independent Director	Member	02
03.	Vaishaliben V. Shingala (Din: 07662204)	Woman Director	Member	02

iii. STAKEHOLDERS RELATIONSHIP COMMITTEE

During the year one Stakeholders Relationship Committee meetings were held. Details information with date and attendance of members of meeting provided as under;

Sr. No.	Name of Member	Designation	Designation in committee	No. of meeting attended
01.	Dhiraj Bhawanbhai Sakhiya (Din: 07756790)	Independent Director	Chairman	01
02.	Parshotambhai M. Sakhiya (Din: 07780714)	Independent Director	Member	01
03.	Bipinbhai B. Vora (Din: 07756787)	Woman Director	Member	01

25] DISCLOSURE OF COMMISSION

According to section 197(14) of the Companies Act, 2013 there is no any director who receipt the commission from the company and the managing director/ whole time director of the company was not disqualified from receiving a remuneration or commission form any company.

26] DISCLOSURE RELATED TO EMPLOYEE

The provisions of Rule 5(2) & (3) of the Companies (Appointment & Remuneration of Managerial Personnel) Rules, 2014 are not applicable to the Company as none of the employees of the company has received remuneration above the limits specified in the Rule 5(2) & (3) of the Companies (Appointment & Remuneration of Managerial Personnel) Rules, 2014 during the financial year 2017-18.

The information required under Section 197(12) of the Companies Act, 2013 read with Rule 5 of the Companies (Appointment & Remuneration of Managerial Personnel) Rules, 2014 is given in the Statement annexed herewith as “Annexure-E”.

27] CORPORATE SOCIAL RESPONSIBILITY

The criteria specified under section 135 of the Companies Act, 2013 is not applicable to the Company. Due to that not required to formulate a Social Responsibility Committee and Corporate Social Responsibility Policy. However the company has formulated a policy which is available at the website of the company on www.sigmacab.com which is applicable to the company as and when section applicable to the company. (https://www.sigmacab.com/pdf/Corporate-Social-Responsibility-Policy.pdf).

28] AUDITORS REPORT & BOARD’S COMMENTS ON QUALIFICATIONS

The Notes on financial statement referred to in the Auditors’ Report are self-explanatory and do not call for any further comments.

29] CORPORATE GOVERNANCE

The Equity Shares of the Company are listed on SME Platform of Bombay Stock Exchange Limited and therefore pursuant to Regulation 15(2)(b) of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, Regulation 27 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 and Part C of Schedule V relating to compliance of Corporate Governance shall not apply to the Company. Therefore, the Company need not to give report on compliance of Corporate Governance as specified in Part E of Schedule II pursuant to Regulation 27(1) SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 and submitting Compliance Report on Corporate Governance on quarterly basis pursuant to Regulation 27(2) SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015.

30] MANAGEMENT DISCUSSION AND ANALYSIS REPORT

Management’s Discussion and Analysis Report for the year under review, is presented in a separate section forming part of the Annual Report and is annexed herewith as “Annexure F”.

31] AUDIT

Internal Audit

The Company has adopted the policy and procedure for ensuring the orderly and efficient conduct of business including adherence to company’s policies, safeguarding of assets, prevention and detection of fraud and error, the accuracy and completeness of the accounting records, and the timely preparation of reliable financial information. However company has still not appointed Internal Auditor as per Section 138 of the Companies Act, 2013.

Statutory Auditor

M.N. MANVAR & CO. is appointed as statutory auditor in the first Annual General Meeting until the conclusion of Second Annual General Meeting. The Board of Directors recommended appointing M.N. MANVAR & CO. as statutory auditor of the company for further period from the conclusion of ensuring Annual General meeting till the Conclusion of next Annual General Meeting. They have confirmed their eligibility to the effect that their appointment if made, would be within the prescribed limits under the Act and that they are not disqualified for appointment.

Secretarial Audit

In terms of Section 204 of the Companies Act, 2013 and rules made there under Piyush Jethva, Practicing Company Secretary appointed as Secretarial Auditor of the Company in the meeting of Board of Directors held on 18^th April, 2018. The report of the Secretarial Audit is enclosed as “Annexure-G”.

The Management is hereby clarified on the comment of the Secretarial Audit Report that as this was the first financial year of the company after listing of its Equity of SME Platform. Till the date company does not find any proper person who shall appointed as Internal Auditor under section 138 of the Companies Act, 2013. However in present year internal auditor will be appointed by the Company. Further Management clarifies that Non filing or Filing of Form late in time is only a Procedural mistake.

20] EQUITY SHARES WITH DIFFERENTIAL RIGHTS SWEAT EQUITY & ESOS:

No Equity shares with Differential rights, sweat equities or share under employee stock option scheme were issued during the year.

21] REASON FOR RESIGNATION OF DIRECTOR (SECTION 168(1)):

Not Applicable as no directors have resigned

32] SEXUAL HARASSMENT

The Company ensures that there is a healthy and safe atmosphere for every woman employee at the workplace. Further there was no case filled during the year under the sexual harassment of woman at workplace.

33] APPRECIATION

The Board wishes to place on record their sincere appreciation and acknowledge with gratitude the effort put in and co-operation extended by bankers, shareholders, employees at all levels and all other associated persons, bodies or agencies for their continued support.

By order of the Board of Directors

JIGAR CABLES LIMITED

Date: 03.08.2018

Place: Gondal [Managing Director] [Whole Time Director]

[Vijay G. Shingala] [Parshottambhai L. Vaghasiya]

[DIN: 07662235] [DIN:07662195]