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Sreechem Resins Ltd. के निदेशक की रिपोर्ट

Mar 31, 2025

We are pleased to present the report on our business and operations for the year ended 31^st March, 2025.

1. Results of our Operations:

The Companyâs financial performance for the year ended 31^st March, 2025 is summarized below;

Particulars	FY 2024-2025	FY 2023-2024
Revenue from Operations (Net)	3550.25	5,297.29
Other Income	16.42	7.86
Total Income	3566.67	5,305.15
Total Expenses	3618.71	4,984.16
Profit Before Tax & Extraordinary Items	(52.04)	320.99
Tax Expense
- Current Tax	0	(80.00)
- Tax related to earlier years	(7.03)	0.98
- Deferred Tax Liability/(Assets)	22.17	(6.76)
Net Profit/(Loss) for the Year	(36.90)	235.21

a. Review of operations and affairs of the Company:

During the year under review, the Company has made Net Loss of Rs. 36.90 lacs as compared to Net Profit of Rs. 235.21
lacs in the previous year. Sales of the Company came down substantially during the financial year for want of orders for
the Specialty Chemicals Products used in various grades of Coal and coke. In spite of efforts by the Directors, the orders
for new products were not received till date in the current year. The Directors are continuing to approach the customers
to secure the orders but the Company has not received the orders. These new products which were the growth drivers in
the last 3-4 years, are coming from the R&D pipeline of the Company and hence are yet to be fully stabilized in the market.
The volatile Coal price scenario prevailing globally has disrupted the viability matrix for our customers. The Company is
making all possible efforts to revive these growth areas and also open up new areas.

The Companyâs R&D Department has developed some consumers Products, which have been well received by the
customers. Though the volume is presently very small, but the Directors are hopeful that in the long term the sales of
these Products will improve.

b. Change in Nature of Business:

During the year under review, there has been no change in the nature of the business of the Company except the
Company has commenced online sales of some consumers Products developed by the Company.

c. Dividend:

In view of loss, the Board does not recommend any Dividend for the year.

d. Transfer to Reserves:

The Company has not proposed to transfer any amount to any reserve.

e. Transfer of Unclaimed Dividend to Investor Education and Protection Fund:

The provisions of section 125(2) of the Companies Act, 2013 is not applicable to the Company.

f. Details relating to deposits, covered under Chapter V of the Companies Act, 2013:

Sl. No.	Particulars	Details
1	Accepted during the year	NIL
2	Remained Outstanding or unpaid or unclaimed as at the end of the year	NIL
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:
a	at the beginning of the year	No
b	maximum during the year	NA
c	at the end of the year	NIL

g. Details of Deposits which are not in compliance with the requirements of Chapter V of the Companies Act, 2013:

The Company has not accepted any deposits during the year under review and hence the compliance with the provisions
of the Chapter V of the Companies Act, 2013 does not arise.

h. Particulars of loans, guarantees or investments:

During the year under review, the Company has not granted any loan or given any guarantee or provided any security.
The details of Investments made by the Company are provided in Note No. 3 of the Financial Statements.

i. Particulars of contracts or arrangements made with related parties:

The Policy on Related Party Transaction can be viewed on our website http://www.sreechem.in/policv.php.

j. Material changes & commitments affecting financial position of the Company, occurring between the end of
financial year and the Boards Report date:

There are no material changes or commitments likely to affect the financial position of the Company which in the opinion
of your Board has an impact on the functioning and working of the Company. The operations of the Company have
effectively been managed, and the Management reviews the performance from time to time in order to monitor the
business activities of the Company.

k. Variation in market Capitalization:

During the financial year under review, the shares of the Company were frequently traded. However, the variation in the
Market Capitalization of the Company as on 31^st March 2025 is as follows:

Particulars	As at 31^st March, 2025	As at 31^st March, 2024	Increase / (Decrease) in %
Market Value per share	37.05	70.17	(47.20)
No. of Shares	42,00,000	40,00,000	-
Market Capitalization	15,56,10,000	28,06,80,000	(44.56)
EPS	(0.88)	5.90	(114.92)
Price earnings ratio	NIL	11.89	(454.00)
Percentage increase/decrease in the Market Price of the Shares in comparison with the last issue. (In the Last issue, the Company issued and allotted 200000 Equity Shares of Rs. 10/- each on Preferential Basis vide Board Resolution dated 14.05.2024 at an issue price of Rs. 43.31 per share including a premium of Rs. 33.31 per share)			(14.45)

l. Management''s Discussion and Analysis:

Managementâs Discussion and Analysis Report for the year under review, as stipulated under Schedule V (B) of
Regulation 34(2) (e) of SEBI (Listing Obligations & Disclosure Requirements) Regulations, 2015, is appended as
Annexure II to this report.

m. Director''s Responsibility Statement:

Pursuant to Section 134(3) (c) and Section 134(5) of the Companies Act, 2013, the Board of Directors, to the best of their
knowledge and ability, confirm that:

i. In the preparation of the annual accounts, the applicable Indian Accounting Standards have been followed and
there are no material departures;

ii. 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 and of the profit and loss of the Company for that period;

iii. The directors have taken proper and sufficient care for the maintenance of adequate accounting records in
accordance with the provisions of the Companies Act, 2013 (erstwhile Companies Act, 1956) for safeguarding
the assets of the Company and for preventing and detecting fraud and other irregularities;

iv. The directors have prepared the annual accounts on a going concern basis;

v. The directors have laid down internal financial controls to be followed by the Company and such internal
financial controls are adequate and operating effectively;

vi. 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.

n. Recommendations of the Audit Committee:

During the year under review, all the recommendations made by the Audit Committee were accepted by the Board.

2. Human Resource Management:

To ensure good human resources management at Sreechem Resins Limited, we focus on all aspects of the employee lifecycle.
This provides a holistic experience for the employee as well. During their tenure at the Company, employees are motivated
through various skill-development, engagement and volunteering programs. All the while, we create effective dialogues
through our communication channels to ensure that the feedback reach the relevant teams, including the leadership.

a. Particulars of employees:

The table containing the details of remuneration of Directors and Employees in accordance with the provisions of Section
197(12) of the Companies Act, 2013, read with Rule 5(1) of the Companies (Appointment and Remuneration of
Managerial Personnel) Rules, 2014, is appended as Annexure III to this report.

There are no employees who were in receipt of remuneration in excess of the ceiling prescribed in the Rule 5(2) of the
Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014.

Further as on 31^st March, 2025 the Company had 73 employees and the Disclosure with respect to details of the Top 10
employees as on 31^st March, 2025 in pursuance to Rule 5(2) & Rule 5(3) of the Companies (Appointment and
Remuneration of Managerial Personnel) Rules, 2014 is given under Annexure IV.

The Company currently has not provided any Employee Stock Option Scheme/Employee Stock Purchase Scheme to its
employees.

b. Key Managerial Personnel:

i. Managing Director or Chief Executive Officer or Manager and in their absence, a Whole-Time Director:

> Mr. Binod Sharma (DIN: 00557039), Managing Director.

> Mr. Vikram Kabra (DIN: 00746232), Whole Time Director.

> Mr. Vibhor Sharma (DIN: 03011540), Whole Time Director.

ii. Company Secretary:

> Ms. Komal Bhauwala : Company Secretary cum Compliance Officer.

iii. Chief Financial Officer:

> Mr. Prabhu Dayal Somani : Chief Financial Officer.

3. Corporate Governance:

Corporate governance is an ethically driven business process that is committed to values aimed at enhancing an organization''s
brand and reputation. This is ensured by taking ethical business decisions and conducting business with a firm commitment to
values, while meeting stakeholders'' expectations. At Sreechem Resins Limited, it is imperative that our Companyâs affairs are
managed in a fair and transparent manner. This is vital to gain and retain the trust of our stakeholders. The Company is
committed to maintain the highest standards of corporate governance and adhere to the corporate governance requirements
set out by SEBI. The Company has also implemented several best corporate governance practices as prevalent globally.

As per the Regulation 15(2)(a) of Chapter IV of Securities and Exchange Board of India (Listing Obligations and Disclosure
Requirements) Regulations 2015; The compliance with the Corporate Governance provisions as specified in regulations 17,
17A, 18, 19, 20, 21,22, 23, 24 24A, 25, 26, 27 and clauses (b) to (i) and (t) of sub-regulation (2) of regulation 46 and para C , D
and E of Schedule V shall not apply, in respect of the Listed entity having paid up Equity share capital not exceeding Rs. 10
Crore and Net-worth not exceeding of 25 Crore, as on the last day of the Previous financial year. It is hereby informed that your
Company during the Financial Year ended 31^st March, 2024 and 31^st March, 2025 had the paid-up capital of Rs. 4,00,00,000/-
divided into 40,00,000 Equity Shares of Rs. 10/- each and Rs. 4,20,00,000/- divided into 42,00,000 Equity Shares of Rs. 10/-
each respectively and the Net-worth of the Company was Rs. 1,379.58 Lakhs and Rs. 1,429.30 Lakhs, respectively. Thus, the
compliance with provisions of Corporate Governance in accordance with Securities and Exchange Board of India (Listing
Obligations and Disclosure Requirements) Regulations, 2015 is not applicable to your Company.

a. Compliance Department:

> Ms. Komal Bhauwala is the Company Secretary cum Compliance Officer of the Company.

The Compliance department of the Company is responsible for independently ensuring that the operating and business
units comply with regulatory and internal guidelines. New instructions/guidelines issued by the Regulatory authorities
were disseminated across the Company to ensure that the business and business units operate within the boundaries set
by the regulators and that compliance risks are suitably monitored and mitigated in course of their activities & processes.

b. Information on the Board of Directors of the Company:

The following changes took place in the Composition of Board of Directors of the Company;

1. The Shareholders at the Annual General Meeting of the Company held on 30th September, 2024 approved the
following:

i. Re-Appointment of Mr. Binod Sharma (DIN: 00557039), who retired by rotation at this Annual General
Meeting.

2. In compliance with the Companies Act, 2013 the following directors are proposed to be appointed/re-appointed as
Director/Independent Directors/Executive Director of the Company by the approval of the Share Holders of the
Company;

i. Vikram Kabra (DIN: 00746232) retires by rotation at this Annual General Meeting and being eligible has
offered himself for re-appointment.

c. Board Diversity:

The Company recognizes and embraces the importance of a diverse board in its success. We believe that a truly diverse
board will leverage differences in thought, perspective, knowledge, skill, regional and industry experience, cultural and
geographical background, age, ethnicity, race and gender, which will help us, retain our competitive advantage. The Board
has adopted the Board Diversity Policy which sets out the approach to diversity of the Board of Directors. The Board
Diversity Policy is available on our website http://www.sreechem.in/policv.php.

d. Details with regard to meeting of Board of Directors and attendance during the year of the Company:

fi) Composition of the Board of Directors as on the date of this Report is mentioned below;

Name of the Director	Designation	Category
Mr. Binod Sharma	Managing Director	Executive Director
Mr. Vikram Kabra	Whole Time Director	Executive Director
Mr. Vibhor Sharma	Whole Time Director	Executive Director
Mr. Vinay loshi	Director	Independent Director
Mr. Niwesh Sharma	Director	Independent Director
Mrs. Sweta Maheshwari	Director	Independent Director

(ii) Meeting of Board of Directors and Attendance During the Year:

During the FY 2024-2025, 11 (Eleven) meetings of the Board of Directors of the Company were held i.e. on 01^stApril, 2024, 14^th May, 2024, 30^th May, 2024, 13^th August, 2024, 23^th August, 2024, 31^st August, 2024, 13^thNovember, 2024, 20^th January, 2025, 10^th February, 2025, 14^th February, 2025 & 6^th March, 2025. The gap
between two meetings did not exceed 120 days. The attendance of the members at the Board of Directors
meetings was as follows:

Name of Director	Attendance Particulars		No. of DirectorÂ¬ ships in other Public Company*	No. of Chairmanship/ Membership of Board Committees in other Companies#
Name of Director	Board Meeting	Last AGM	No. of DirectorÂ¬ ships in other Public Company*	Chairman	Member
Mr. Binod Sharma	11	YES	-	-	-
Mr. Vikram Kabra	11	YES	-	-	-
Mr. Vibhor Sharma	11	YES	-	-	-
Mrs. Sweta Maheshwari	03	NO	-	-	-
Mr. Niwesh Sharma	11	YES	-	-	-
Mr. Vinay Joshi	08	NO	-	-	-

*The Directorships held by the Directors as mentioned above do not include Alternate Directorships
and Directorships held in Foreign Companies, and Companies registered under Section 25 of the Companies
Act, 1956 or Section 8 of the Companies Act, 2013.

#In accordance with Regulation 26 (1) (b) of SEBI (Listing Obligations & Disclosure Requirements)
Regulations, 2015 Membership/Chairpersonship of only the Audit Committees and Stakeholdersâ Relationship
Committee in all Public Limited Companies has only been considered.

e. Policy on Directors'' Appointment and Remuneration:

The current policy is to have an appropriate mix of executive, non-executive and independent directors to maintain the
independence of the Board and separate its functions of governance and management. As on 31^st March, 2025, the Board
consist of 6 Members, 3 of whom are Executive Directors and the 3 others are Independent Directors. The Board
periodically evaluates the need for change in its composition and size.

The Policy of the Company on Directorâs Appointment and Remuneration, including criteria for determining
qualifications, positive attributes, independence of director and other matters provided under Section 178(3) of the
Companies Act, 2013, adopted by the Board, is available on our website http://www.sreechem.in/policy.php We affirm
that the Remuneration paid to the directors is as per the terms laid out in the said policy.

f. Declaration by Independent Directors:

The Company has received necessary declarations under Section 149(7) of the Companies Act, 2013, from the
Independent Director(s) that, they meet the criteria of independence laid down in Section 149(6) of the Companies Act,
2013 and Regulation 16(b) of the Securities and Exchange Board of India (Listing Obligations and Disclosure
Requirements) Regulations, 2015.

In the opinion of Board of Directors of the Company, Independent Directors of your Company holds highest standards of
integrity and are highly qualified, recognized and respected individually in their respective fields. The composition of
Independent Directors is the optimum mix of expertise (including financial expertise), leadership and professionalism.

g. Training of Independent Directors:

Every new Independent Director at the time of appointment is issued a detailed Appointment Letter incorporating the
Role, Duties and Responsibilities, Remuneration and Performance evaluation process, Code of Conduct and obligations on
disclosures.

Further every new Independent Director is provided with copy of latest Annual Report, the Code of Conduct, the Code of
Conduct for Internal Procedures and to Regulate, Monitor and Report Trading by Insiders ("Code of Insider Trading") and
the Code of Practices & Procedures for Fair Disclosure of Unpublished Price Sensitive Information (Code for Fair
Practice), Tentative Schedule of upcoming Board and Committee meetings.

The Company through its Executive Directors / Key Managerial Personnel conduct programs /presentations periodically
to familiarize the Independent Directors with the strategy, operations and functions of the Company.

Thus, such programs / presentations provide an opportunity to the Independent Directors to interact with the senior
leadership team of the Company and help them to understand the Companyâs strategy, business model, operations,
service and product offerings, markets, organization structure, finance, human resources, technology, quality, facilities
and risk management and such other areas as may arise from time to time. The Policy on the Familiarization Programme
for Independent Directors is available on our website http://www.sreechem.in/policv.php.

h. Statement regarding opinion of the Board with regard to integrity, expertise and experience (including the
proficiency) of the independent directors appointed during the year:

In the opinion of the Board, there has been no change in the circumstances which may affect their status as Independent
Directors of the Company and the Board is satisfied of the integrity, expertise, and experience (including proficiency in
terms of Section 150(1) of the Act and applicable rules thereunder) of all Independent Directors on the Board. Further, in
terms of Section 150 read with Rule 6 of the Companies (Appointment and Qualification of Directors) Rules, 2014, as
amended, Independent Directors of the Company have included their names in the data bank of Independent Directors
maintained with the Indian Institute of Corporate Affairs.

i. Board''s Committees:

Currently, the Board has three Committees: the Audit Committee, the Nomination and Remuneration Committee and the
Stakeholderâs Relationship Committee. All Committees are appropriately constituted.

a) The details of the Composition of the Committees of the Board as on the date of this Report is
mentioned below:

Name of the Committee	Name of the Company Member	Position in the Committee
Audit Committee	Mr. Niwesh Sharma	Chairman
	Mr. Vinay loshi	Member
	Mr. Vikram Kabra	Member
Nomination and Remuneration Committee	Mr. Niwesh Sharma	Chairman
	Mrs. Sweta Maheshwari	Member
	Mr. Vinay loshi	Member
Stakeholders Relationship Committee	Mr. Niwesh Sharma	Chairman
	Mr. Vinay loshi	Member
	Mr. Binod Sharma	Member

b) Meeting of Audit Committee and Attendance during the year:

During the financial year under review, The Audit Committee Meetings was held 5 times in the year viz., on 1^stApril, 2024, 30th May, 2024, 13th August, 2024, 13th November, 2024 and 14th February, 2025 and the
attendance of the members at the Audit Committee meetings was as follows:

Name of the Director	Attendance Particular
Name of the Director	Meeting Held during their tenure	Meeting Attended during their tenure
Mr. Vikram Kabra	5	5
Mr. Niwesh Sharma	5	5
Mr. Vinay loshi	5	5

c) Meeting of Nomination and Remuneration Committee and Attendance during the year:

During the financial year under review, the Nomination and Remuneration Committee Meetings was held two
times in the year on 30th May, 2024 and 13th November, 2024. The attendance of the members at the
Nomination and Remuneration Committee meeting was as follows:

Name of the Director	Attendance Particulars
Name of the Director	Meeting Held during their tenure	Meeting Attended during their tenure
Mrs. Sweta Maheshwari	2	1
Mr. Niwesh Sharma	2	2
Mr. Vinay loshi	2	1

d) Meeting of Stakeholder Relationship Committee and Attendance during the year:

During the financial year under review, Stakeholder Relationship Committee Meetings was held 4 times in the
year viz., 30^th May, 2024, 13^th August, 2024, 13^th November, 2024 and 14^th February, 2025 and the attendance
of the members at the Stakeholder Relationship Committee meeting was as follows:

Name of the Director	Attendance Particulars
Name of the Director	Meeting Held during their tenure	Meeting Attended during their tenure
Mr. Binod Sharma	4	4
Mr. Niwesh Sharma	4	4
Mr. Vinay loshi	4	4

j. Board Evaluation:

The Board of Directors has carried out an Annual Evaluation of its "own performanceâ, "Board committeesâ and
"Individual Directorsâ pursuant to the section 134(3) of the Companies Act, 2013.

The performance of the Board was evaluated by the Board after seeking inputs from all the directors on the basis of the
criteria such as the Board composition and structure, effectiveness of board processes, information and functioning, etc.

The performance of the Committees was evaluated by the Board after seeking inputs from the Committee members on
the basis of the criteria such as the composition of Committees, effectiveness of Committee meetings, etc.

The Board and the Nomination and Remuneration Committee ("NRCâ) reviewed the performance of the individual
Directors on the basis of the criteria such as the contribution of the individual Director to the Board and committee
meetings like preparedness on the issues to be discussed, meaningful and constructive contribution and inputs in
meetings, etc.

In a separate meeting of Independent Directors, performance of non-Independent Directors, performance of the Board as
a whole was evaluated. The same was discussed in the Board meeting that followed the meeting of the Independent
Directors at which the report as submitted by the Independent Directors was taken on record and discussed.

k. Listing:

The equity shares of Sreechem Resins Ltd. (Scrip Code: 514248) are listed at BSE (INE377C01010) and The Calcutta Stock
Exchange.

Your Company has paid the Listing Fees to the BSE Limited for the FY 2024-2025 & 2025-2026 in terms of Uniform
Listing Agreement entered with the said Stock Exchange.

The Shares of the Company are suspended at The Calcutta Stock Exchange.

l. Insider Trading:

In compliance with the SEBI (Prohibition of Insider Trading) Regulations, 2015, your Company has constituted a
comprehensive Code titled as "Code of Conduct for Internal Procedures and to Regulate, Monitor and Report Trading by
Insidersâ which lays down guidelines and advises the Directors and Employees of the Company on procedures to be
followed and disclosures to be made while dealing insecurities of the Company. The said policy is available on our
website http://www.sreechem.in/policy.php.

4. Auditors:

a. Statutory Auditor:

At the Annual General Meeting held on 28^th September 2022, M/s R C Jhawer & Co, Chartered Accountants, (Firm
Registration No. 310068E) were appointed as Statutory Auditor of the Company to hold office from the conclusion of the
34^th Annual General Meeting till the conclusion of the 39^th Annual General Meeting of the Company to be held in the year
2027.

b. Secretarial Auditors:

Pursuant to the provisions of Section 204 of the Companies Act, 2013 and the Companies (Appointment and
Remuneration of Managerial Personnel) Rules, 2014 the Board of Directors of the Company, had appointed M/s. N.K. &

Associates, Practicing Company Secretaries as the Secretarial Auditors of the Company to conduct an audit of the
secretarial records for the financial year 2024-25.

The Secretarial Audit Report for the Financial Year 2024-2025 is appended as Annexure V to this report.

c. Cost Auditors:

Pursuant to Rule 3 of Companies (Cost Records and Audit) Rules, 2014 read with Companies (Cost Records and Audit)
Amendment rules, 2014, Cost Audit is not applicable to your Company.

d. Internal Auditor:

The Board of Directors had appointed Mr. Bimal Kumar Choraria, Chartered Accountant as the Internal Auditor of the
Company pursuant to the provisions of Section 138 of the Companies Act, 2013 for the Financial Year 2024-2025.

e. Comments of the Board on the qualification/reservation/adverse remarks/ Observations/disclosure made:

(i) by the Statutory Auditor in the Audit Report:

The Statutory Audit report does not contain any qualification, reservation or adverse remarks.

(ii) by the Secretarial Auditor in the Secretarial Audit Report:

i. The Company being a listed entity has been suspended from the Calcutta Stock Exchange (''CSE'').
Further the Company has not complied any of LODR regulations with Calcutta Stock Exchange
Limited (CSE).

It is herewith stated that, the Trading Terminal of The Calcutta Stock Exchange Limited has been
suspended by Securities Exchange Board of India. As there is no active trading terminal which can be
provided by the Calcutta Stock Exchange Limited and in line with many other regional Stock Exchanges
even the Calcutta Stock Exchange Limited would ultimately lose its license to act as a Stock Exchange and
hence the Company has not tried to apply for removal of suspension with the Calcutta Stock Exchange
Limited.

ii. The newspaper publication pertaining to Regulation 47 of the SEBI (Listing Obligations and
Disclosure Requirements) Regulations, 2015 has been delayed for the Quarter ended 30th June
2024 and 31st December 2024 respectively.

It is herewith stated that the Company gets the financial results published through a publisher and have
always sent the data of the financial results on time. However, due to the delay at the end of the Publisher,
the financial results have been published in delay.

f. Reporting of Fraud by Auditors:

No Fraud has been reported by the Auditors of the Company under Section 143(12) of the Companies Act, 2013.

g. Internal Financial Control:

The Board has adopted the policies and procedures for ensuring the orderly and efficient conduct of its business,
including adherence to the Company''s policies, the safeguarding of its assets, the prevention and detection of frauds and
errors, the accuracy and completeness of the accounting records, and the timely preparation of reliable financial
disclosures.

h. Risk Management:

The Company has a robust Risk Management framework to identify, evaluate business risks and opportunities. This
framework seeks to create transparency, minimize adverse impact on the business objectives and enhance the Companyâs
competitive advantage. The business risk framework defines the risk management approach across the enterprise at
various levels including documentation and reporting. The framework has different risk models which help in identifying
risks trend, exposure and potential impact analysis at a Company level as also separately for business segments. The
Company has identified various risks and also has mitigation plans for each risk identified. The Risk Management Policy
of the Company is available on our website http://www.sreechem.in/policy.php.

i. Vigil Mechanism:

The Company has established a mechanism for Directorâs and employeeâs to report their concerns relating to fraud,
malpractice or any other activity or event which is against the interest of the Company.

The Whistle Blower Policy is in place. Employees can report to the Management concerned unethical behavior, act or
suspected fraud or violation of the Companyâs Code of Conduct Policy. No Employee has been denied access to the Audit
Committee. The Whistle Blower Policy is available on our website http://www.sreechem.in/policv.php.

5. Subsidiaries, Associates and Joint Ventures:

The Company neither has any Subsidiary/Associate Company nor does it have Joint Venture with any entity.

6. Corporate Social Responsibility:

As per the provision of Section 135 of the Companies Act, 2013, all companies having a net worth of Rs.500 crore or more, or a
turnover of Rs.1,000 crore or more or a net profit of Rs.5 crore or more during the immediately preceding financial year are
required to constitute a CSR committee and since our Company does not meet the criteria as mentioned above, the Company
has not constituted any Corporate Social Responsibility Committee; and has not developed and implemented any Corporate
Social Responsibility initiatives and the provisions of Section 135 of the Companies Act, 2013 is not applicable to the Company.

7. Particulars on conservation of energy, research and development, technology absorption and foreign exchange
earnings and outgo:

i. Conservation of Energy:

(i)	The steps taken or impact on conservation of energy	Company has taken various steps for conservation of energy and has installed energy efficient equipment
(ii)	the steps taken by the Company for utilizing alternate sources of energy
(iii)	The capital investment on energy conservation equipmentâs	and thereby able to minimize the energy consumption.

ii. Total Energy Consumption and Energy Consumption per unit of Production as per Form-A of the Annexure to the
Rules in Respect of Industries Specified in the Schedule thereto:

> Power & Fuel Consumption:

	Particulars	Unit of Measurement	2024-2025	2023-2024
i.	Electricity Purchased Unit	KWH	393348	473732
	Total Amount	INR	37,40,622	49,87,703
	Rate	Rs./KWH	9.51	10.53
2.	Own Generation through Diesel Generator Unit	KWH	365360	346730
	Unit per Litre of Diesel	KWH/ Ltr.	3.84	3.78
	Cost per Unit	Rs./ KWH	21.86	22.43
	Total Amount	INR	21,68,679	17,44,150

> Consumption per unit Production:

Sl. No.

Particulars

Unit of
Measurement

2024-2025

2023-2024

Consumption Per Unit Production

(Electricity)

KWH/MT

143

147

iii. Technology Absorption:

(i)	The efforts made towards technology absorption:	The Company has developed New Products, which has increased the existing range of Products for Sales. The Company will continue to further develop the Research & Development in the above areas and identify new areas of applications.
(ii)	The benefits derived like product improvement, cost reduction, product development or import substitution etc
(iii)	In case of imported technology (imported during the last three years reckoned from the beginning of the financial year):	NIL
	(a) The details of technology imported
	(b) Year of Import;
	(c) Whether the technology been fully absorbed
	(d) If not fully absorbed, areas where has not taken place, reasons thereof
(iv)	The expenditure incurred on Research and Development	The expenditure on R & D was incurred in developing and commercializing products and as such specific expenditure under this head cannot be classified.

iv. Foreign Exchange Earnings & Outgo:

Particulars	2024-2025	2023-2024
Earnings	20.43	24.48
Expenditure	-	-

8. Extract of Annual Return:

The Annual Return as required under Section 92 of the Companies Act, 2013 has been published in the website of the Company
which can be accessed through the following link http://www.sreechem.in/investor center.php.

9. Others:

a. 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:

During the year under review, there was no instance of one-time settlement with any Bank or Financial Institution.

b. Details of Application made or any Proceeding Pending under the Insolvency and Bankrupt Code, 2016 (31 of
2016) during the year along with their status as at the end of the Financial Year:

There is no proceeding pending under the Insolvency and Bankruptcy Code, 2016.

c. Significant and Material Orders:

There are no significant and material orders passed by the regulators or courts or tribunals impacting the going concern
status and Companyâs operations in future.

d. Disclosure of Certain types of Agreements binding the Listed Entity:

Information required to be disclosed under clause 5A of Paragraph A of Part A of Schedule III of SEBI (Listing Obligations
and Disclosure Requirements) Regulations, 2015:

The Company has not entered into such agreements which could impact the management or control of the listed entity or
impose any restriction or create any liability upon the listed entity.

e. Gender-wise Composition of Employees:

In alignment with the principles of diversity, equity, and inclusion (DEI), the Company discloses below the gender
composition of its workforce as on 31^st March, 2025:

Particulars	Status
(a) Number of Male Employees	67
(b) Number of Female Employees	6
(c) Number of Transgender Employees	00

This disclosure reinforces the Companyâs efforts to promote an inclusive workplace culture and equal opportunity for all
individuals, regardless of gender.

f. Disclosure under the Sexual Harassment of Women at Workplace (Prevention, Prohibition & Redressal) Act,
2013:

The Company has zero tolerance for sexual harassment at workplace. In accordance with the requirements of the Sexual
Harassment of Women at Workplace (Prevention, Prohibition & Redressal) Act, 2013 ("POSH Act") and Rules made
thereunder, the Company has adopted a policy and constituted an Internal Complaints Committee (ICC) to redress and
resolve any complaints arising under the POSH Act.

During the financial year under review:

Particulars	Status
(a) Number of complaints of sexual harassment received during the year	Nil
(b) Number of complaints disposed off during the year	Nil
(c) Number of cases pending for a period exceeding ninety days	Nil

g. Compliance with the Maternity Benefit Act, 1961:

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

The Company also ensures that no discrimination is made in recruitment or service conditions on the grounds of
maternity. Necessary internal systems and HR policies are in place to uphold the spirit and letter of the legislation.

h. Secretarial Standards:

The Company has complied with all the applicable Secretarial Standards issued by the Institute of Company Secretaries of
India.

i. Soliciting Shareholders Information:

This is to inform you that the Company is in process of up-dation of records of the shareholders in order to reduce the
physical documentation as far as possible. With new BSE Uniform listing agreement, it is mandatory for all the investors
including transferors to complete their KYC information. Hence, we have to update your PAN No., Phone no. and e-mail id
in our records. We would also like to update your current signature records in our system.

Further, in view of the SEBI Circular SEBI/HO/MIRSD/DOP1/CIR/P/2018/73 dated 20th April, 2018 and the
corresponding amended circular SEBI/HO/MIRSD/DOS3/CIR/P/2018/115 dated 16th July, 2018 have requested all the
listed companies to comply with the procedures mentioned in the Circulars. To achieve this, we solicit your co-operation
in providing the following details to us;

> If you are holding the shares in dematerialized form you may update all your records with your Depository
Participant (DP).

> If you are holding shares in physical form, you may provide the following:

i. ) Folio No.

ii. ) Name

iii. ) Pan No.

iv. ) E-mail ID

v. ) Telephone / Mobile No

vi. ) Specimen Signatures (3 in Nos.)

j. Share Transfer System:

With reference to the SEBI Notification No. SEBI/LAD-NRO/GN/2018/24 dated 08^th June, 2018 the shares of the
Company can be transferred only in dematerialised form w.e.f. December 05, 2018 and thus with a view to facilitate
seamless transfer of shares in future and as advised by the Stock Exchanges, the shareholders holding shares in physical
form are advised to dematerialise their shareholding in the Company.

k. Issue of Equity Share Capital:

During the year under review, the Company successfully completed its Preferential Allotment by issuing 2,00,000 equity
shares of face value Rs.10/- each at an issue price of Rs.43.31/- per share (including a premium of Rs. 33.31 per share).
The allotment was made on 14^th May, 2024, and the equity shares were listed on the BSE on 8^th July, 2024. Pursuant to the
Preferential Allotment, the paid-up equity share capital increased from Rs.4,00,00,000/- to Rs.4,20,00,000/- comprising a
total of 42,00,000 equity shares of Rs.10/- each as on 31st March, 2025.

l. Other Disclosures:

Your Directors state that no disclosure or reporting is required in respect to the following items as there were no
transactions on these items during the year under review:

i. ) Issue of equity shares with differential rights as to dividend, voting, or otherwise;

ii. ) Issue of shares (including sweat equity shares) to employees of the Company under any scheme;

iii. ) Issue of Bonus Shares;

iv. ) Issued any securities that are convertible into equity shares at a future date and nor any such shares are

outstanding previously;

v. ) Shares having voting rights not exercised directly by the employees and for the purchase of which or

subscription to which loan was given by the Company;

vi. ) Redemption of Preference Shares and/or Debentures;

vii. ) Buyback of any of its securities & As at the end of the previous financial year, none of the Directors of the

Company held instruments convertible into equity shares of the Company.

10. Cautionary Statement:

Shareholders and Readers are cautioned that in the case of data and information external to the Company, no representation
is made on its accuracy or comprehensiveness though the same are based on sources believed to be reliable. Utmost care has
been taken to ensure that the opinions expressed by the management herein contain its perceptions on the material impacts
on the Company''s operations, but it is not exhaustive as they contain forward-looking statements which are extremely
dynamic and increasingly fraught with risk and uncertainties. Actual results, performances, achievements or sequence of
events may be materially different from the views expressed herein.

11. Acknowledgement:

Your Directors wish to place on record their appreciation for the contribution made by the employees at all levels but for
whose hard work, and support, your Companyâs achievements would not have been possible. Your Directors also wish to
thank its customers, dealers, agents, suppliers, investors and bankers for their continued support and faith reposed in the
Company.

By Order of the Board of Directors
For SREECHEM RESINS LIMITED

Sd/- Sd/-

binod sharma vikram kabra

Date: 13.08.2025 (DIN: 00557039) (DIN: 00746232)

Place: Kolkata MANAGING DIRECTOR WHOLE TIME DIRECTOR

Mar 31, 2024

We are pleased to present the report on our business and operations for the year ended 31^st March, 2024.

1. Results of our Operations:

The Company''s financial performance for the year ended 31^st March, 2024 is summarized below;

Particulars	FY 2023-2024	FY 2022-2023
Revenue from Operations (Net)	5,297.29	7,653.42
Other Income	7.86	4.74
Total Income	5,305.15	7,658.16
Total Expenses	4,984.15	7,549.23
Profit Before Tax & Extraordinary Items	321.00	108.93
Tax Expense
- Current Tax	80.00	22.00
- Tax related to earlier years	(0.97)	0.42
- Deferred Tax Liability/(Assets)	6.76	4.88
Net Profit/(Loss) for the Year	235.21	81.63

a. Review of operations and affairs of the Company:

During the year under review, the Company has made Net Profit of Rs. 235.21 lacs as compared to Rs.81.63 lacs in the year.
Sales of the company came down substantially during first two quarter of the financial year for want of orders for the new
products. In spite of efforts by the Directors, the Orders for new products were not received till date in the current year.
The Directors are continuing to approach the customers to secure the orders but the company has not received the orders
and the situation is uncertain presently. However, the Directors are hopeful that in the long term the situation will improve.

b. Change in Nature of Business:

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

c. Dividend:

The Board does not recommend any Dividend during the year under review.

d. Transfer to Reserves:

The Company has not proposed to transfer any amount to any reserve.

e. Transfer of Unclaimed Dividend to Investor Education and Protection Fund:

The provisions of section 125(2) of the Companies Act, 2013 is not applicable to the Company.

f. Details relating to deposits, covered under Chapter V of the Companies Act, 2013:

Sl. No.	Particulars	Details
1	Accepted during the year	NIL
2	Remained Outstanding or unpaid or unclaimed as at the end of the year	NIL
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:
a	at the beginning of the year	No
b	maximum during the year	NA
c	at the end of the year	NIL

g. Details of Deposits which are not in compliance with the requirements of Chapter V of the Companies Act, 2013:

The Company has not accepted any deposits during the year under review and hence the compliance with the provisions
of the Chapter V of the Companies Act, 2013 does not arise.

h. Particulars of loans, guarantees or investments:

During the year under review, the Company has not granted any loan or given any guarantee or provided any security. The
details of Investments made by the Company are provided in Note No. 3 of the Financial Statement.

i. Particulars of contracts or arrangements made with related parties:

The Company has entered into related party transaction and the particulars of contracts or arrangements with related
parties referred to in section 188(1) of the Companies Act, 2013, as prescribed in Form AOC-2 is appended as Annexure I.
The Policy on Related Party Transaction can be viewed on our website http://www.sreechem.in/policy.php

j. Material changes & commitments affecting financial position of the Company, occurring between the end of
financial year and the Boards Report date:

The Company do not have orders for the new products from start of the current financial year which may affect the
financials of the current year. There are no material changes or commitments likely to affect the financial position of the
Company which in the opinion of your Board has an impact on the functioning and working of the Company. The operations

of the Company have effectively been managed and the Management reviews the performance from time to time in order
to monitor the business activities of the Company.

k. Variation in market Capitalization:

During the financial year under review, the shares of the Company were frequently traded. However, the variation in the
Market Capitalization of the Company as on 31^st March 2024 is as follows:

Particulars	As at 31^st March, 2024	As at 31^st March, 2023	Increase / Decrease in %
Market Value per share	70.17	41.61	68.64%
No. of Shares	40,00,000	40,00,000	N.A.
Market Capitalization	28,06,80,000	16,64,40,000	68.64%
EPS	5.90	2.04	189.21%
Price earnings ratio	11.89	20.40	( 41.72)%
Percentage increase/decrease in the Market Price of the Shares in comparison with the
last issue. (The Last issue of the Company in the FY 1993-1994 was brought out at a rate			601.70%

l. Management''s Discussion and Analysis:

Management''s Discussion and Analysis Report for the year under review, as stipulated under Schedule V (B) of Regulation
34(2) (e) of SEBI (Listing Obligations & Disclosure Requirements) Regulations, 2015, is appended as Annexure II to this
report.

m. Director''s Responsibility Statement:

Pursuant to Section 134(3) (c) and Section 134(5) of the Companies Act, 2013, the Board of Directors, to the best of their
knowledge and ability, confirm that:

i. In the preparation of the annual accounts, the applicable Indian Accounting Standards have been followed and
there are no material departures;

ii. 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 and of the profit and loss of the Company for that period;

iv. The directors have prepared the annual accounts on a going concern basis;

v. The directors have laid down internal financial controls to be followed by the Company and such internal
financial controls are adequate and operating effectively;

vi. 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.

n. Recommendations of the Audit Committee:

During the year under review, all the recommendations made by the Audit Committee were accepted by the Board.

2. Human Resource Management:

To ensure good human resources management at Sreechem Resins Limited, we focus on all aspects of the employee lifecycle.
This provides a holistic experience for the employee as well. During their tenure at the Company, employees are motivated
through various skill-development, engagement and volunteering programs. All the while, we create effective dialogues through
our communication channels to ensure that the feedback reach the relevant teams, including the leadership.

a. Particulars of employees:

The table containing the details of remuneration of Directors and Employees in accordance with the provisions of Section
197(12) of the Companies Act, 2013, read with Rule 5(1) of the Companies (Appointment and Remuneration of Managerial
Personnel) Rules, 2014, is appended as Annexure III to this report.

There are no employees who were in receipt of remuneration in excess of the ceiling prescribed in the Rule 5(2) of the
Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014.

Further as on 31^st March, 2024 the Company had 81 employees and the Disclosure with respect to details of the Top 10
employees as on 31^st March, 2024 in pursuance to Rule 5(2) & Rule 5(3) of the Companies (Appointment and Remuneration
of Managerial Personnel) Rules, 2014 is given under Annexure IV.

The Company currently has not provided any Employee Stock Option Scheme/Employee Stock Purchase Scheme to its
employees.

b. Key Managerial Personnel:

i. Managing Director or Chief Executive Officer or Manager and in their absence, a Whole-Time Director:

> Mr. Binod Sharma (DIN: 00557039), Managing Director.

> Mr. Vikram Kabra (DIN: 00746232), Whole Time Director.

> Mr. Vibhor Sharma (DIN: 03011540), Whole Time Director.

ii. Company Secretary:

> Ms. Komal Bhauwala : Company Secretary cum Compliance Officer.

iii. Chief Financial Officer:

> Mr. Prabhu Dayal Somani : Chief Financial Officer.

3. Corporate Governance:

Corporate governance is an ethically driven business process that is committed to values aimed at enhancing an organization''s
brand and reputation. This is ensured by taking ethical business decisions and conducting business with a firm commitment to
values, while meeting stakeholders'' expectations. At Sreechem Resins Limited, it is imperative that our company affairs are
managed in a fair and transparent manner. This is vital to gain and retain the trust of our stakeholders. The Company is
committed to maintain the highest standards of corporate governance and adhere to the corporate governance requirements
set out by SEBI. The Company has also implemented several best corporate governance practices as prevalent globally.

As per the Regulation 15(2) (a) of Chapter IV of Securities and Exchange Board of India (Listing Obligations and Disclosure
Requirements) Regulations 2015; The compliance with the Corporate Governance provisions as specified in regulations 17, 18,
19, 20, 21,22, 23, 24, 25, 26, 27 and clauses (b) to (i) of sub-regulation (2) of regulation 46 and para C , D and E of Schedule V
shall not apply, in respect of the Listed entity having paid up Equity share capital not exceeding Rs. 10 Crore and Net-worth not
exceeding of 25 Crore, as on the last day of the Previous financial year. It is hereby informed that your Company during the
Previous Financial Year ended 31^st March, 2023 and 31^st March, 2024 had the paid-up capital of Rs. 4,00,00,000/- divided in to
40,00,000 Equity Shares of Rs. 10/- each and the Net-worth of the Company was Rs. 1,143.44 /- Lakhs and Rs. 13,79.58/- Lakhs
respectively. Thus, the compliance with provisions of Corporate Governance in accordance with Securities and Exchange Board
of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 is not applicable to your Company.

a. Compliance Department:

> Ms. Komal Bhauwala is the Company Secretary cum Compliance Officer of the Company.

b. Information on the Board of Directors of the Company:

The following changes took place in the Composition of Board of Directors of the Company;

i. ) The Board at its Meeting held on 30^th August, 2023 approved the following:

i. ) Appointment of Mr. Vinay Joshi (DIN: 10298402) as an Additional Director cum Independent Director

for a period of five year w.e.f. 30^th August, 2023 upto 29^th August, 2028.

ii. ) Resignation of Mr. Vishal Joshi (DIN: 03290549) from the Board of Directors of the Company.

ii. ) The Shareholders at the Annual General Meeting of the Company held on 29^th September, 2023 approved the

following:

i. Re-Appointment of Mr. Vibhor Sharma (DIN: 03011540), Retirement by Rotation.

ii. Re-Appointment of Mr. Binod Sharma (DIN: 00557039) as Managing Director for a period of five years
w.e.f 01^st April, 2023 upto 31^st March, 2028.

iii. Re-Appointment of Mr. Vikram Kabra (DIN: 00746232) as Whole Time Director for a period of five
years w.e.f. 01^st April, 2023 upto 31^st March, 2028.

iv. Re-Appointment of Mrs. Sweta Maheshwari (DIN: 07389832) as an Independent Director for a period
of five years w.e.f. 01^st April, 2023 upto 31^st March, 2028.

v. Re-Appointment of Mr. Niwesh Sharma (DIN: 08099366) as an Independent Director for a period of
five years w.e.f. 01^st April, 2023 upto 31^st March, 2028.

vi. Appointment of Mr. Vinay Joshi (DIN: 10298402) as Independent Director for a period of five years
w.e.f. 30th August, 2023 upto 29th August, 2028.

iii. ) In compliance with the Companies Act, 2013 the following directors are proposed to be appointed/re-appointed

as Director/Independent Directors/Executive Director of the Company by the approval of the Share Holders of the
Company;

i. Re-Appointment of Mr. Binod Sharma (DIN: 00557039), Retirement by Rotation.

c. Board Diversity:

d. Details with regard to meeting of Board of Directors and attendance during the year of the Company:

(i) Composition of the Board of Directors as on the date of this Report is mentioned below;

Name of the Director	Designation	Category
Mr. Binod Sharma	Managing Director	Executive Director
Mr. Vikram Kabra	Whole Time Director	Executive Director
Mr. Vibhor Sharma	Whole Time Director	Executive Director
Mr. Vinay Joshi	Director	Independent Director
Mr. Niwesh Sharma	Director	Independent Director
Mrs. Sweta Maheshwari	Director	Independent Director

(ii) Meeting of Board of Directors and Attendance During the Year:

During the FY 2023-2024, 8 (Eight) meetings of the Board of Directors of the Company were held i.e. on 01^s''
April, 2023, 30^th May, 2023, 08^th August 2023, 30^th August, 2023, 14 November, 2023, 21^st December 2023, 7^thFebruary 2024 & 16^th February, 2024. The gap between two meetings did not exceed 120 days. The attendance
of the members at the Board of Directors meetings was as follows:_

Name of Director	Attendance Particulars		No. of DirectorÂ¬ ships in other Public Company*	No. of Chairmanship/ Membership of Board Committees in other Companies
Name of Director	Board Meeting	Last AGM	No. of DirectorÂ¬ ships in other Public Company*	Chairman	Member
Mr. Binod Sharma	8	YES
Mr. Vikram Kabra	8	YES	-	-	-
Mr. Vibhor Sharma	8	YES	-	-	-
Mrs. Sweta Maheshwari	2	YES	-	-	-
Mr. Niwesh Sharma	5	YES	-	-	-
Mr. Vishal Joshi ¹	3	NA	-	-	-
Mr. Vinay Joshi ²	4	YES	_-	_-	_-

Note: 1. Resigned w.e.f. 30^th August, 2023 2. Appointed w.e.f. 30^th August, 2023

*The Directorships held by the Directors as mentioned above do not include Alternate Directorships
and Directorships held in Foreign Companies, and Companies registered under Section 25 of the Companies Act,
1956 or Section 8 of the Companies Act, 2013.

#In accordance with Regulation 26 (1) (b) of SEBI (Listing Obligations & Disclosure Requirements) Regulations,
2015 Membership/Chairpersonship of only the Audit Committees and Stakeholdersâ Relationship Committee in
all Public Limited Companies has only been considered.

e. Policy on Directors'' Appointment and Remuneration:

The current policy is to have an appropriate mix of executive, non-executive and independent directors to maintain the
independence of the Board, and separate its functions of governance and management. As on 31^st March, 2024, the Board
consist of 6 Members, 3 of whom are Executive Directors and the 3 others are Independent Directors. The Board
periodically evaluates the need for change in its composition and size.

The Policy of the Company on Director''s Appointment and Remuneration, including criteria for determining qualifications,
positive attributes, independence of director and other matters provided under Section 178(3) of the Companies Act, 2013,
adopted by the Board, is available on our website http://www.sreechem.in/policy.php We affirm that the Remuneration
paid to the directors is as per the terms laid out in the said policy.

f. Declaration by Independent Directors:

The Company has received necessary declarations under Section 149(7) of the Companies Act, 2013, from the Independent
Director(s) that, they meet the criteria of independence laid down in Section 149(6) of the Companies Act, 2013 and
Regulation 16(b) of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements)
Regulations, 2015.

g. Training of Independent Directors:

Every new Independent Director at the time of appointment is issued a detailed Appointment Letter incorporating the Role,
Duties and Responsibilities, Remuneration and Performance evaluation process, Code of Conduct and obligations on
disclosures.

Further every new Independent Director is provided with copy of latest Annual Report, the Code of Conduct, the Code of
Conduct for Internal Procedures and to Regulate, Monitor and Report Trading by Insiders (âCode of Insider Tradingâ) and
the Code of Practices & Procedures for Fair Disclosure of Unpublished Price Sensitive Information (Code for Fair Practice),
Tentative Schedule of upcoming Board and Committee meetings.

Thus, such programs / presentations provide an opportunity to the Independent Directors to interact with the senior
leadership team of the Company and help them to understand the Companyâs strategy, business model, operations, service
and product offerings, markets, organization structure, finance, human resources, technology, quality, facilities and risk
management and such other areas as may arise from time to time. The Policy on the Familiarization Programme for
Independent Directors is available on our website http://www.sreechem.in/policy.php.

h. Statement regarding opinion of the Board with regard to integrity, expertise and experience (including the
proficiency) of the independent directors appointed during the year:

i. Board''s Committees:

Currently, the Board has three Committees: the Audit Committee, the Nomination and Remuneration Committee, and the
Stakeholder''s Relationship Committee. All Committees are appropriately constituted

i.) The details of the composition of the Committees as on the date of this Renort is mentioned helow:

Name of the Committee	Name of the Company Member	Position in the Committee
	Mr. Niwesh Sharma	Chairman
Audit Committee	Mr. Vinay Joshi ¹	Member
	Mr. Vikram Kabra	Member
Nomination and Remuneration Committee	Mr. Niwesh Sharma	Chairman
	Mrs. Sweta Maheshwari	Member
	Mr. Vinay Joshi ¹	Member
Stakeholders Relationship Committee	Mr. Niwesh Sharma	Chairman
	Mr. Vinay Joshi ¹	Member
	Mr. Binod Sharma	Member

Note: 1. Appointed w.e.f. 30^th August, 2023

a) MEETING OF AUDIT COMMITTEE AND ATTENDANCE DURING THE YEAR:

During the financial year under review, The Audit Committee Meetings was held 4 times in the year viz., on
30^th May 2023, 08^th August, 2023, 14^th November, 2023 and 07^th February, 2024 and the attendance of the

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	Attendance Particular
Name of the Director	Meeting Held during their tenure	Meeting Attended during their tenure
Mr. Vikram Kabra	4	4
Mr. Niwesh Sharma	4	3
Mr .Vishal Joshi ¹	2	2
Mr. Vinay Joshi ²	2	2

Note: 1. Resigned w.e.f. 30^th August, 2023 2. Appointed w.e.f. 30^th August, 2023

h) MEETINGS OF NOMINATION AND REMUNERATION COMMITTEE AND ATTENDANCE DURING THE YEAR:
During the financial year under review, the Nomination and Remuneration Committee Meetings was held three
times in the year on 01^st April, 2023, 30^th August, 2023 and 21^st December, 2023. The attendance of the members
at the Nomination and Remuneration Committee meeting was as follows:

	Attendance Particulars
Name of the Director	Meeting Held during their tenure	Meeting Attended during their tenure
Mrs. Sweta Maheshwari	3	2
Mr. Niwesh Sharma	3	2
Mr. Vishal Joshi ¹	2	1
Mr. Vinay Joshi ²	1	1

Note: 1. Resigned w.e.f. 30^th August, 2023 2. Appointed w.e.f. 30^th August, 2023

c) MEETING OF STAKEHOLDER RELATIONSHIP COMMITTEE AND ATTENDANCE DURING THE YEAR:

During the financial year under review, Stakeholder Relationship Committee Meetings was held 4 times in the
year viz., 30^th May, 2023, 08^th August, 2023, 14^th November, 2023 and 07^th February, 2024 and the attendance of
the members at the Stakeholder Relationship Committee meeting was as follows:

Name of the Director	Attendance Particulars
Name of the Director	Meeting Held during their tenure	Meeting Attended during their tenure
Mr. Binod Sharma	4	4
Mr. Niwesh Sharma	4	1
Mr. Vishal Joshi ¹	2	2
Mr. Vinay Joshi ²	2	2

Note: 1. Resigned w.e.f. 30^th August, 2023 2. Appointed w.e.f. 30^th August, 2023

j. Board Evaluation:

The Board of Directors has carried out an Annual Evaluation of its âown performance", âBoard committees" and âIndividual
Directors" pursuant to the section 134(3) of the Companies Act, 2013.

The performance of the Committees was evaluated by the Board after seeking inputs from the Committee members on the
basis of the criteria such as the composition of Committees, effectiveness of Committee meetings, etc.

The Board and the Nomination and Remuneration Committee (âNRC") reviewed the performance of the individual
Directors on the basis of the criteria such as the contribution of the individual Director to the Board and committee
meetings like preparedness on the issues to be discussed, meaningful and constructive contribution and inputs in meetings,
etc.

k. Listing:

The equity shares of Sreechem Resins Ltd. (Scrip Code: 514248) are listed at BSE (INE377C01010) and The Calcutta Stock
Exchange.

Your Company has paid the Listing Fees to the BSE Limited for the FY 2023-2024 & 2024-2025 in terms of Uniform Listing
Agreement entered with the said Stock Exchange.

The Shares of the Company are suspended at The Calcutta Stock Exchange.

l. Insider Trading:

In compliance with the SEBI (Prohibition of Insider Trading) Regulations, 2015, your Company has constituted a
comprehensive Code titled as âCode of Conduct for Internal Procedures and to Regulate, Monitor and Report Trading by
Insiders" which lays down guidelines and advises the Directors and Employees of the Company on procedures to be
followed and disclosures to be made while dealing insecurities of the Company. The said policy is available on our website
http://www.sreechem.in/policy.php

4. Auditors:

a. Statutory Auditor:

At the Annual General Meeting held on 28^th September 2022, M/s R C Jhawer & Co, Chartered Accountants, (Firm
Registration No. 310068E) were appointed as Statutory Auditor of the Company to hold office from the conclusion of this
the 34^th Annual General Meeting till the conclusion of the 39^th Annual General Meeting of the Company to be held in the
year 2027.

b. Secretarial Auditors:

M/s. N.K. & Associates, Practising Company Secretaries are the Secretarial Auditors of the Company.

The Secretarial Audit Report for the FY 2023-2024 is appended as Annexure V to this report

c. Cost Auditors:

Pursuant to Rule 3 of Companies (Cost Records and Audit) Rules, 2014 read with Companies (Cost Records and Audit)
Amendment rules, 2014, Cost Audit is not applicable to your company.

d. Internal Auditor:

The Board of Directors had appointed M/s. B K Choraria & Co as the Internal Auditor of the Company pursuant to the
provisions of Section 138 of the Companies Act, 2013 for the Financial Year 2023-2024.

e. Comments of the Board on the qualification/reservation/adverse remarks/ Observations/disclosure made:

(i) by the Statutory Auditor in the Audit Report:

The Statutory Audit report does not contain any qualification, reservation or adverse remarks.

(ii) by the Secretarial Auditor in the Secretarial Audit Report:

i. The Company being a listed entity has been suspended from the Calcutta Stock Exchange (''CSE'') and
the status is under ''Z'' category. Further the Company has not complied any of LODR regulations with
Calcutta Stock Exchange Limited (CSE).

It is herewith stated that, the Trading Terminal of The Calcutta Stock Exchange Limited has been suspended
by Securities Exchange Board of India. As there is no active trading terminal which can be provided by the
Calcutta Stock Exchange Limited and in line with many other regional Stock Exchanges even the Calcutta
Stock Exchange Limited would ultimately lose its license to act as a Stock Exchange and hence the company
has not tried to apply for removal of suspension with the Calcutta Stock Exchange Limited.

f. Reporting of Fraud by Auditors:

No Fraud has been reported by the Auditors of the Company under Section 143(12) of the Companies Act, 2013.

g. Internal Financial Control:

The Board has adopted the policies and procedures for ensuring the orderly and efficient conduct of its business, including
adherence to the Company''s policies, the safeguarding of its assets, the prevention and detection of frauds and errors, the
accuracy and completeness of the accounting records, and the timely preparation of reliable financial disclosures.

h. Risk Management:

The Company has a robust Risk Management framework to identify, evaluate business risks and opportunities. This
framework seeks to create transparency, minimize adverse impact on the business objectives and enhance the Company''s
competitive advantage. The business risk framework defines the risk management approach across the enterprise at
various levels including documentation and reporting. The framework has different risk models which help in identifying
risks trend, exposure and potential impact analysis at a Company level as also separately for business segments. The
Company has identified various risks and also has mitigation plans for each risk identified. The Risk Management Policy of
the Company is available on our website http://www.sreechem.in/policy.php.

i. Vigil Mechanism:

The Company has established a mechanism for Director''s and employee''s to report their concerns relating to fraud,
malpractice 201 or any other activity or event which is against the interest of the Company.

The Whistle Blower Policy is in place. Employees can report to the Management concerned unethical behavior, act or
suspected fraud or violation of the Company''s Code of Conduct Policy. No Employee has been denied access to the Audit
Committee. The Whistle Blower Policy is available on our website http://www.sreechem.in/policy.php

5. Subsidiaries, Associates and Joint Ventures:

The Company neither has any Subsidiary/Associate Company nor does it have Joint Venture with any entity.

6. Corporate Social Responsibility:

As per the provision of Section 135 of the Companies Act, 2013, all companies having a net worth of Rs.500 crore or more, or a
turnover of Rs.1,000 crore or more or a net profit of Rs.5 crore or more during the immediately preceding financial year are
required to constitute a CSR committee and since our Company does not meet the criteria as mentioned above, the Company has
not constituted any Corporate Social Responsibility Committee; and has not developed and implemented any Corporate Social
Responsibility initiatives and the provisions of Section 135 of the Companies Act, 2013 is not applicable to the Company.

a. Particulars on conservation of energy, research and development, technology absorption and foreign exchange
earnings and outgo:

i CONSERVATION OF ENERGY:

(i)	The steps taken or impact on conservation of energy	Company has taken various steps	for
(ii)	the steps taken by the company for utilizing alternate sources of energy	conservation of energy and has installed energy efficient equipment and thereby able to
(iii)	The capital investment on energy conservation equipment''s	minimize the energy consumption.

TOTAL ENERGY CONSUMPTION AND ENERGY CONSUMPTION PER UNIT OF PRODUCTION AS PER FORMÂ¬
A OF THE ANNEXURE TO THE RULES IN RESPECT OF INDUSTRIES SPECIFIED IN THE SCHEDULED
THERETO:

> POWER & FUEL CONSUMPTION:

1	Particulars	Unit of Measurement	2023-2024	2022-2023
1.	Electricity Purchased Unit	KWH	473732	5,50,242
1.	Total Amount	INR	49,87,703	47,84,020
	Rate	Rs./KWH	10.53	8.69
	Own Generation through Diesel Generator Unit	KWH	346730	3,67,870
2.	Unit per Litre of Diesel	KWH / Ltr.	3.78	3.56
	Cost per Unit	Rs./ KWH	22.43	21.38
	Total Amount	INR	17,44,150,	1,5,80,483

> CONSUMPTION PER UNIT PRODUCTION:

Sl.

No.

Particulars

Unit of
Measurement

2023-2024

2022-2023

Consumption Per Unit
Production (Electricity)

KWH/MT

147

144

ii. TECHNOLOGY ABSORPTION:

(i)	The efforts made towards technology absorption:	The Company has developed New Product, which has increased the existing range of Products for sales and has also helped the Company to reduce its cost of production. The Company will continue to further develop the Research & Development in the above areas and identify new areas of applications.
(ii)	The benefits derived like product improvement, cost reduction, product development or import substitution etc
(iii)	In case of imported technology (imported during the last three years reckoned from the beginning of the financial year):	NIL
	(a) The details of technology imported
	(b) Year of Import;
	(c) Whether the technology been fully absorbed
	(d) If not fully absorbed, areas where has not taken place, reasons thereof
(iv)	The expenditure incurred on Research and Development	The expenditure on R & D was incurred in developing and commercializing products and as such specific expenditure under this head cannot be classified.

(i) Foreign Exchange earnings and Outgo:

Particulars	2023-2024	2022-2023
Earnings	24.48	20.90
Expenditure	-	-

7. Others:

a. Extract of Annual Return:

The Annual Return as required under Section 92 of the Companies Act, 2013 has been published in the website of the
Company which can be accessed through the following link http://www.sreechem.in/investor center.php.

b. 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:

During the year under review, there was no instance of one-time settlement with any Bank or Financial Institution.

c. Details of Application made or any Proceeding Pending under the Insolvency and Bankrupt Code, 2016 (31 of
2016) during the year along with their status as at the end of the Financial Year:

There is no proceeding pending under the Insolvency and Bankruptcy Code, 2016.

d. Significant and Material Orders:

There are no significant and material orders passed by the regulators or courts or tribunals impacting the going concern
status and Company''s operations in future.

e. Disclosure of Certain types of Agreements binding the Listed Entity:

Information required to be disclosed under clause 5A of Paragraph A of Part A of Schedule III of SEBI (Listing Obligations
and Disclosure Requirements) Regulations, 2015:

The Company has not entered into such agreements which could impact the management or control of the listed entity or
impose any restriction or create any liability upon the listed entity.

f. 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 requirement of the Sexual Harassment of
Women at workplace (Prevention, Prohibition and Redressal) Act 2013. All the employees (Permanent, Contractual,
Temporary, Trainees) are covered under this policy.

As stipulated under Section 4 of Sexual Harassment of Women at workplace (Prevention, Prohibition and Redressal) Act
2013, the Company has set up an Internal Complaints Committee.

During the year under review, no complaints were received falling under the category of Sexual Harassment of Women.

g. Secretarial Standards:

The Company has complied with all the applicable Secretarial Standards issued by the Institute of Company Secretaries of
India.

h. Soliciting Shareholders Information:

This is to inform you that the company is in process of up-dation of records of the shareholders in order to reduce the
physical documentation as far as possible. With new BSE Uniform listing agreement, it is mandatory for all the investors
including transferors to complete their KYC information. Hence, we have to update your PAN No., Phone no. and e-mail id
in our records. We would also like to update your current signature records in our system.

> If you are holding the shares in dematerialized form you may update all your records with your Depository
Participant (DP).

> If you are holding shares in physical form, you may provide the following:

i. ) Folio No.

ii. ) Name

iii. ) Pan No.

iv. ) E-mail ID

v. ) Telephone / Mobile No

vi. ) Specimen Signatures (3 in Nos.)

i. Share Transfer System:

With reference to the SEBI Notification No. SEBI/LAD-NRO/GN/2018/24 dated 08^th June, 2018 the shares of the Company
can be transferred only in dematerialised form w.e.f. December 05, 2018 and thus with a view to facilitate seamless transfer
of shares in future and as advised by the Stock Exchanges, the shareholders holding shares in physical form are advised to
dematerialise their shareholding in the Company.

j. Issue of Equity Share Capital:

During the Financial year under review the Company has not made any further issue of shares and the share capital remains
same as at the end of previous year.

k. Other Disclosures:

Your Directors state that no disclosure or reporting is required in respect to the following items as there were no
transactions on these items during the year under review:

i. ) Issue of equity shares with differential rights as to dividend, voting, or otherwise;

ii. ) Issue of shares (including sweat equity shares) to employees of the company under any scheme;

iii. ) Issue of Bonus Shares;

iv. ) Issued any securities that are convertible into equity shares at a future date and nor any such shares are

outstanding previously;

v. ) Shares having voting rights not exercised directly by the employees and for the purchase of which or

subscription to which loan was given by the Company;

vi. ) Redemption of Preference Shares and/or Debentures;

vii. ) Buyback of any of its securities & As at the end of the previous financial year, none of the Directors of the

Company held instruments convertible into equity shares of the Company.

8. Cautionary Statement:

Shareholders and Readers are cautioned that in the case of data and information external to the Company, no representation is
made on its accuracy or comprehensiveness though the same are based on sources believed to be reliable. Utmost care has been
taken to ensure that the opinions expressed by the management herein contain its perceptions on the material impacts on the
Company''s operations, but it is not exhaustive as they contain forward-looking statements which are extremely dynamic and
increasingly fraught with risk and uncertainties. Actual results, performances, achievements or sequence of events may be
materially different from the views expressed herein.

9. Acknowledgement:

Your Directors wish to place on record their appreciation for the contribution made by the employees at all levels but for whose
hard work, and support, your company''s achievements would not have been possible. Your Directors also wish to thank its
customers, dealers, agents, suppliers, investors and bankers for their continued support and faith reposed in the company.

By Order of the Board of Directors
For SREECHEM RESINS LIMITED

Sd/- Sd/-

BINOD SHARMA VIKRAM KABRA

Date: 31.08.2024 (DIN: 00557039) (DIN: 00746232)

Place: Kolkata Managing Director Whole Time Director

Mar 31, 2015

Dear Members,

The Directors have pleasure in presenting the Twenty Seventh Annual Report together with the Audited Accounts for the year ended 31st March 2015.

Financial Results:

(Figures in Rs. '000)

Year ended Year ended

31.03.2015 31.03.2014

Net Income from operations and other income 312708 307287

Profit Before Depreciation, Interest & Tax 11792 10925

Interest 4877 5078

Depreciation 2383 4574

Profit/Loss before Tax 3373 1273

Provision for Taxation & Previous year taxes 1065 1100

Deferred Tax (68) (688)

Profit/Loss after Tax 2375 879

Balance Brought forward from Previous year 13602 12723

Leaving a balance to be carried forward 15977 13602

OPERATIONS:

Your Directors have to report that the net Income from operations for the year is Rs 31.35 crores against last years Rs. 30.73 crores exclusive of Inter Unit Transfers of Rs.9.56 crores against Rs 6.76 crores last year. The profit before taxes is Rs. 33.73 lacs against Rs. 12.73 lacs in previous year. After provision for income taxe amounting to Rs.10.65 lacs and write back of Deferred Tax Liabilities of Rs.

0.68 lacs, Net Profit amounts to Rs.23.75 lacs, against Rs.8.79 lacs last year. The Net Profit is higher mainly on account of lower depreciation. Adding the brought forward profit of Rs. 136.02 lacs, the balance of Rs. 159.77 lacs is carried over to the next year.

During the year sales increased marginally in value terms compared to last year. The prices of various raw materials increased substantially, which could not be passed on to customers. The Directors initiated cost reductions measures during the year under review. In spite of that the net profit was lower. There is huge competition from other manufacturers as reported in the last year and the directors do not expect the situation to improve in the foreseeable future as order inflows have reduced in the current year.

DIVIDEND:

Looking to small profit, Your Directors want to conserve the funds for use in working capital and as such do not declare any dividend for the year.

CLOSURE OF MEMBERS AND SHARE TRANSFER BOOKS:

The Register of Members and Share Transfer Books of the Company will be closed with effect from 23rd September, 2015 to 30th September, 2015 (both days inclusive).

TRANSFER TO RESERVES:

The Company did not transfer any amount to General Reserve during the year.

SHARE CAPITAL:

The Authorized Share Capital of the Company is 5,00,00,000/- (Rupees five Crores only) divided into 50,00,000 Equity Shares of 10/- each. As on March 31, 2015 the paid-up share capital of the Company is 4,00,00,000 (Rupees four Crores only) divided into 40,00,000 Equity Shares of 10/- each. During the year your Company has not issued any equity shares.

DEPOSITS:

Your Company has not accepted any deposits within the meaning of Section 73 of the Companies Act, 2013 and as such, no amount of principal or interest was outstanding as at March 31, 2015.

PERSONNEL:

The Company does not have any employee whose particulars are required to be given under section 217(2A) of the Companies Act, 1956 read with the companies (Particulars of Employees) Rules, 1975.

DIRECTORS

Sri B.M. Banerjee and Sri S.K. Joshi, Directors who retires by rotation as required under company's act and being eligible, offers themselves for reappointment. Smt. Rajee Sharma was appointed as women Director in the Board in terms of SEBI Guidelinesand being eligible, offers herself for re-appointment.

MANAGEMENT DISSCUSSION AND ANYLYSIS REPORT:

A report on management discussion & analysis is enclosed as part "C" of the Directors Report as per requirement of the listing agreement with the Stock Exchanges.

BOARD EVALUATION:

Pursuant to the provisions of Section 134 (3) (p) of the Companies Act, 2013 and Clause 49 of the Listing Agreement, a structured questionnaire was prepared after taking into consideration of the various aspects of the Board's functioning, composition of the Board and its Committees, culture, execution and performance of specific duties, obligations and governance.

The performance evaluation of the independent Directors was completed. The performance evaluation of the Managing Director and the non-independent Directors was carried out by the independent Directors. The Board of Directors expressed their satisfaction with the evaluation process.

DETAILS OF LOANS, GUARANTEES OR INVESTMENTS BY COMPANY:

The Company has not given any loans or guarantees covered under the provisions of Section 186 of the Companies Act, 2013 except as mentioned in annual report.

AUDITORS REPORT & AUDITORS' OBSERVATION:

There is no audit qualification in the Company's financial statements. The company continues to adopt practices to ensure best practice as per Indian Accounting Standards. The Notes on Accounts referred to in the Auditors' Report enclosed are self-explanatory and do not call for any further comments.

STATUTORY AUDIT:

M/s R.C. Jhawer & Co., Chartered Accountants (Reg. No. 110068E), the statutory auditors of the Company, were appointed as Statutory Auditors for 1 year at the Twenty Sixth Annual General Meeting of the Company held on 30.09.2014. The Board recommends their re-appointment for 5 years.

SECRETARIAL AUDIT:

Pursuant to provisions of section 204 of the Companies Act, 2013 and The Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 Secretarial Audit has been carried out by M/s J Patnayak & assosiates, Kolkata a firm of company Secretaries in practice. The Secretarial Audit Report is annexed herewith as "Annexure I". The Secretarial Audit Report does not contain any qualification, reservation or adverse remarks.

COST AUDIT:

The Cost Audit Report for the Financial Year 2013-14 was filed with Ministry of Company Affairs.

AUDIT COMMITTEE RECOMMENDATION:

During the year all the recommendations of the Audit Committee were accepted by the Board. The composition of the Audit Committee is as described in the Corporate Governance Report.

LISTING:

The shares of the Company are listed at Bombay Stock Exchange, Ahmedabad Stock Exchange, Bhubaneswer Stock Exchange and Calcutta Stock Exchange Limited. The Scrip Code at BSE is 518075 and at CSE is 13054. ISIN No. for Demat of Shares is : INE377C01010

The respective listing fees have been paid to Bhubaneswar & Ahmedabad Stock Exchanges up to the year 2014-15.

RECONCILIATION OF SHARE CAPITAL:

As directed by Securities Exchange Board of India (SEBI), Reconciliation of Share Capital is being carried out quarterly by a practicing Company Secretary. The findings of the Reconciliation of Share Capital were satisfactory.

DIRECTOR'S RESPONSIBILITY STATEMENT:

Pursuant to section 134 (3) (c) of the Companies Act, 2013 the Board of Directors of the Company confirm that;

(i) in the preparation of annual accounts, the applicable Accounting Standards as specified by the Institute of Chartered Accountants of India have been followed and that there has been no material departures from the same;

(ii) 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 and of the profit or loss of the company for that period.

(iii) the Directors have taken proper and sufficient care, to the best of their for the maintenance of adequate accounting records in accordance with the provision of the Companies Act 1956 for safeguarding the assets of the company and for preventing and detecting fraud and other irregularities; and

(iv) the annual accounts have been prepared on going concern basis.

SUBSEQUENT EVENTS:

There are no material changes and commitments affecting the financial position of the company which have occurred between March 31, 2015 and the date of the report except the order inflows have come down and the Raigarh unit is running at a lower capacity.

NUMBER OF BOARD MEETINGS DURING FY 2014-15:

During the FY 2014-15 the number of meeting of Board of Directors of the Company comes to 6 (Six). The details of the number of meetings of the Board held during the financial year forms part of the Corporate Governance Report.

CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE EARNINGS AND OUTGO:

The prescribed details as required Section 134 (3)(m) of the Companies Act, 2013 read with Rule 8(3) of the Companies (Accounts) Rules, 2014 are set out in Annexure 'A' forming part of this report.

DECLARATION OF INDEPENDENCE:

The Company has received Declaration of Independence from Mr. S.K. Joshi (DIN- 01457519), Mr. Uttam Jhawar (DIN- 00631065), Mr. Sanjay Bansal (DIN - 00142576) the Independent Directors of the Company as per sub-section (6) of Section 149 of the Companies Act, 2013. The declarations are annexed to the Report as Annexure II

REMUNERATION & NOMINATION POLICY:

The Board of Directors has framed a policy which lays down a framework in relation to remuneration of Directors, Key Managerial Personnel and senior Management of the Company. This policy also lays down criteria for selection and appointment of Board Members. The detail of the policy is explained in the Corporate Governance Report.

RELATED PARTY TRASACTION:

There are no materially significant related party transactions made by the company with Promoters, Key Managerial Personnel or other designated persons which may have potential conflict with interest of the Company at large.

VIGIL MECHANISM POLICY:

The Company has a vigil mechanism named Fraud and Risk Management Policy to deal with instance of fraud and mismanagement, if any.

In staying true to our values of Strength, Performance and Passion and in line with our vision of being one of the most respected companies, the Company is committed to the high standards of Corporate Governance and stakeholder responsibility.

The Company has a Fraud Risk and Management Policy to deal with instances of fraud and mismanagement, if any.

The FRM Policy ensures that strict confidentiality is maintained whilst dealing with concerns and also that no discrimination will be meted out to any person for a genuinely raised concern.

A high level Committee has been constituted which looks into the complaints raised. The Committee reports to the Audit Committee and the Board.

WHISTLE BLOWER POLICY:

The Company has a "Whistle Blower Policy" to report genuine concerns or grievances. The Whistle Blower Policy has been posted on the website of the Company.

PREVENTION OF INSIDER TRADING:

The Company has adopted a Code of Conduct for Prevention of Insider Trading with a view to regulate trading in securities by the Directors and designated employees of the Company. The Code requires pre-clearance for dealing in the Company's shares and prohibits the purchase or sale of Company shares by the Directors and the designated employees while in possession of unpublished price sensitive information in relation to the Company and during the period when the Trading Window is closed. The Board is responsible for implementation of the Code.

All Board Directors and the designated employees have confirmed compliance with the Code.

REMUNERATION COMMITTEE: The remuneration committee is duly formed. The recommendations of the remuneration committee is considered by audit committee and forwarded to the Board.

SUBSIDIARIES: The Company does not have any subsidiaries.

MANAGERIAL REMUNERATION:

Executive Directors are paid remuneration by way of salary, commission, perquisites and retirement benefits as recommended by the Nomination and Remuneration Committee and approved by the Board and shareholders of the Company.

Key Managerial Personnel and senior Management Personnel are paid remuneration by way of salary (comprising fixed components and variable component). Remuneration to Directors, Key Managerial personnel involves a balance between fixed and incentive pay reflecting short and long term performance objectives appropriate to the working of the Company and its goals.

The Company does not have any Stock Option Scheme. No severance pay is payable on termination of appointment.

BUSINESS RISK MANAGEMENT:

Pursuant to section 134 (3) (n) of the Companies Act, 2013 & Clause 49 of the listing agreement, the company has constituted a business risk management committee. The details of the committee and its terms of reference are set out in the corporate governance report forming part of the Boards report. At present the company has not identified any element of risk which may threaten the existence of the company.

REGARDING KEY MANAGERIAL PERSONNEL:

The Company has appointed/designated the following as the Key Managerial Personnel of the Company:

Mr. S.N. Kabra - Managing Director Mr. Binod Sharma - Jt. Managing Director Mr. P.D. Somani - Chief Financial Officer

Selection and appointment of key managerial persons was done on recommendations of audit and remuneration committee. EXTRACTS OF ANNUAL RETURN IN MGT- 9:

The details forming part of the extract of the Annual Return for the year ended on 31.03.2014 in Form MGT-9, as required under Section 92 of the Companies Act, 2013, is included in this Report as Annexure- III and forms an integral part of this Report.

CORPORATE GOVERNANCE AND MANAGEMENT DISCUSSION & ANALYSIS REPORTS:

The Corporate Governance and Management Discussion & Analysis Report, which form an integral part of this Report, are set out as separate Annexure as mentioned below, together with the Certificate from the auditors of the Company regarding compliance with the requirements of Corporate Governance as stipulated in Clause 49 of the Listing Agreement.

Pursuant to Clause 49 of the Listing Agreement with Stock Exchanges, the following form part of this Annual Report:

CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION, FOREIGN EXCHANGE EARNING AND OUTGO:

Details regarding the present energy consumption including captive generation, technology absorption, foreign exchange earning and outgo are furnished in Annexure-'A' as per the requirements of the Companies (Disclosure of particulars in the report of the Board of Directors) Rules, 1988, other reports includes:

(i) Report on Corporate Governance - (Annexure 'B');

(ii) Management Discussion & Analysis Report - (Annexure 'C').

ACKNOWLEDGEMENT AND APPRECIATION:

The Board wishes to place on record their sincere thanks to the Employees of the Company for their sincere and hard work. The Board also wish to place on record their sincere thanks to the Company's Bankers the ALLAHABAD BANK, KOLKATA and convey their gratitude and thanks to the Company's esteemed share holders, customers and other business associates for their support.

Place: Kolkata For and by Order of Board

Dated : The 21st day of August, 2015

S. N. Kabra Binod Sharma Managing Director JT. Managing Director

Mar 31, 2014

Dear members,

The Directors have pleasure in presenting the Twenty Sixth Annual Report together with the Audited Accounts for the year ended 31 st March 2014.

Financial Results:

(Figures in Rs. 000) Year ended Year ended 31.03.2014 31.03.2013

Net Income from operations and other income 307287 285972

Profit Before Depreciation, Interest &Tax 10925 11366

Interest 5078 5396

Depreciation 4574 4441

Profit/Loss before Tax 1273 1518

Provision for Taxation & Previous year taxes 1082 1100

Deferred Tax (688) (667)

Profit/Loss after Tax 879 1085

Balance Brought forward from Previous year 12723 11638

Leaving a balance to be carried forward 13602 12723

OPERATIONS:

Your Directors have to report that the net Income from operations for the year is Rs30.73 crores against last years Rs. 28.60 crores exclusive of Inter Unit Transfers of Rs.6.76 crores against Rs 8.11 crores last year. The profit before taxes is Rs. 12.73 lacs against Rs. 15.18 lacs in previous year. After provision for current taxes amounting to Rs.11.00 lacs, Wright- back of excess provision of previous years Rs 0.19 lac and write back of deferred Tax Liabilities of Rs. 6.88 lacs, Net Profit amounts to Rs.8.79. lacs, against Rs. 10.85 lacs last year. Adding the brought forward profit of Rs. 127.23 lacs, the balance of Rs. 136.02 lacs is carried over to the next year.

During the year though sales increased marginally in value terms compared to last year but declined in terms of quantity. During the year production also declined in view of insufficient orders. The prices of various raw materials increased substantially, which could not be passed on to customers fully resulting in lower profit. The directors do not expect the situation to improve substantially in the foreseeable future although the Directors are trying their best to improve the situation. There is huge competition from other manufacturers as newer plants have come up around the customers locations.

DIVIDEND:

Looking to small profit, Your Directors want to conserve the funds for use in working capital and as such do not declare any dividend for the year.

PERSONNEL:

The Company does not have any employee whose particulars are required to be given under section 217(2A) of the Companies Act, 1956 read with the companies (Particulars of Employees) Rules, 1975.

PUBLIC DEPOSITS:

The Company has not accepted any deposit from the public during the year.

DIRECTORS RESPONSIBILITY STATEMENT - SECTION 217 (2AA) OF THE COMPANIES ACT, 1956

Pursuant to the requirement under Section 217 (2AA) of the Companies Act, 1956 as amended by the Companies (Amendment) Act, 2000 with respect to Directors Responsibility Statement, it is hereby confirmed.

i) that in the preparation of the annual accounts, for the financial year ended 31st March 2014, the applicable accounting standards had been followed along with proper explanation relating to material departures;

ii) that the Directors had selected such accounting policies and applied them consistently and made judgments and estimates that were 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 an''" of the profit or loss of the company for the year under review;

iii) that the directors had taken proper and sufficient care tor 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; and

iv) that the directors had prepared the annual accounts for the financial year ended 31 st March 2014, on a going concern basis.

MANAGEMENT DISSCUSSION AND ANYLYSIS REPORT:

A report on management discussion & analysis is enclosed as part "C" of the Directors Report as per requirement of the listing agreement with the Stock Exchanges.

DIRECTORS:

Sri Yogesh Kumar Dalmia resigned from the board and the resignation was accepted on 14.08.2013. The Board appreciates the services and guidance''s provided by him during his tenure as director.

Sri Vikram Kabra & Sri Vibhor Sharma, Directors, retires by rotation as required under the provisions of the companies Act 1956 at the ensuing Annual General Meeting and being eligible offers themselves for reappointment.

AUDITORS REPORT:

The Auditors in their report have referred to the notes forming part of the accounts. The said notes are self explanatory and do not require further elucidation.

AUDITORS:

M/s. R.C.Jhawer & Co, Chartered Accountants, auditors, retires at the ensuing Annual General meeting and are eligible for reappointment, offers themselves for re- appointment and the Board recommends their reappointment.

CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION, FOREIGN EXCHANGE EARNING AND OUTGO:

Details regarding the present energy consumption including captive generation, technology absorption, foreign exchange earning and outgo are furnished in Annexure-''A'' as per the requirements of the Companies (Disclosure of particulars in the report of the Board of Directors) Rules, 1988.

ACKNOWLEDGEMENTS:

The Board wishes to place on record their sincere thanks to the Employees of the Company for their sincere and hard work. The Board also wish to place on record their sincere thanks to the Company''s Bankers the ALLAHABAD BANK, KOLKATA and convey their gratitude and thanks to the Company''s esteemed share holders, customers and other business associates for their support.

For and by Order of Board

S. N. Kabra Binod Sharma Managing Director JT.Managing Director

Place : Kolkata

Dated : The 16th day of August, 2014

Mar 31, 2010

The Directors have pleasure in presenting the Twenty Second Annual Report together with the Audited Accounts for the year ended 31st March 2010.

Financial Results:

(Figures in Rs. 000)

Year ended Year ended

31.03.2010 31.03.2009

Net Sales and other income 181289 213989

Profit Before Depreciation, Interest & Tax 8361 10353

Interest 2857 5024

Depreciation 4114 4086

Profit/Loss before Tax 1390 1243

Provision for Taxation 1220 1100

Provision For F.B.T. NIL 150

Deferred Tax (581) (949)

Profit/Loss after Tax 751 942

Balance Brought forward from Previous year 8525 7583

Leaving a balance to be carried forward 9276 8526

OPERATIONS :

Your Directors have to report that the net sales for the year is Rs. 18.13 crores against last years Rs. 21.40 crores exclusive of Inter Unit Transfers of Rs.3.55 crores against Rs 4.18 crores last year. The profit before taxes is Rs. 13.90 lacs against Rs. 12.43 lacs in Previous year. After provision for current Taxes amounting to Rs. 12.20 lacs and write back of deferred Tax Liabilities of Rs, 5.81 lacs, Net Profit amounts to Rs. 7.51 lacs, against Rs.9.42 lacs last year. Adding the brought forward profit of Rs. 85.25 lacs, the balance of Rs. 92.76 lacs is carried over to the next year.

In spite of revival of Indian economy the demand for the products of the company remained subdued throughout the year resulting in lower production and sales during the year as compared to last year. The effect of general recession of previous year continued during the year. However the directors expect the demand to improve for the products of the company during the current year and thus improve sales and production. However as reported last year your directors are of the opinion that due to planned huge investments both green field as well as brown field by main steel producers, your Directors expect the demand to improve in coming years and your companys future looks better in longer term.

DIVIDEND :

Your Directors do not recommend any dividend for the year due to inadequate profit during the year.

PERSONNEL:

The Company does not have any employee whose particulars are required to be given under section 217(2A) of the Companies Act, 1956 read with the companies (Particulars of Employees) Rules, 1975.

PUBLIC DEPOSITS :

The Company has not accepted any deposit from the public during the year.

DIRECTORS RESPONSIBILITY STATEMENT - SECTION 217 (2AA) OF THE COMPANIES ACT, 1956

Pursuant to the requirement under Section 217 (2AA) of the Companies Act, 1956 as amended by the Companies (Amendment) Act, 2000 with respect to Directors Responsibility Statement, it is hereby confirmed.

i) that in the preparation of the annual accounts, for the financial year ended 31st March 2010, the applicable accounting standards had been followed along with proper explanation relating to material departures;

ii) that the Directors had selected such accounting policies and applied them consistently and made judgments and estimates that were 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 or loss of the company for the year under review;

iii) that 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; and

iv) that the directors had prepared the annual accounts for the financial year ended 31st March 2010, on a going concern basis.

DIRECTORS:

Mr. Yogesh Dalmia, Director retires by rotation as required under the provisions of the companies Act 1956 at the ensuing Annual General Meeting and being eligible offers himself for reappointment.

AUDITORS REPORT:

The Auditors in their report have referred to the notes forming part of the accounts. The said notes are self explanatory and do not require further elucidation.

AUDITORS :

M/s. R.C.Jhawer & Co, Chartered Accountants, auditors, retires at the ensuing Annual General meeting and are eligible for reappointment, offers themselves for re- appointment and the Board recommends their reappointment.

CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION, FOREIGN EXCHANGE EARNING AND OUTGO :

Details regarding the present energy consumption including captive generation, technology absorption, foreign exchange earning and outgo are furnished in Annexure-A as per the requirements of the Companies (Disclosure of particulars in the report of the Board of Directors) Rules, 1988.

ACKNOWLEDGEMENTS :

The Board wish to place on record their sincere thanks to the Employees of the Company for their sincere and hard work. The Board also wish to place on record their sincere thanks to the Companys Bankers the ALLAHABAD BANK and convey their gratitude and thanks to the Companys esteemed share holders, customers and other business associates for their support.

Place : Kolkata For and by Order of Board Dated : The 5th day of August, 2010 V N. Kabra Binod Sharma

Managing Director JT. Managing Direcor

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Sreechem Resins Ltd. पर और जानकारी

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Sreechem Resins Ltd. के निदेशक की रिपोर्ट

1. Results of our Operations:

a. Review of operations and affairs of the Company:

b. Change in Nature of Business:

c. Dividend:

d. Transfer to Reserves:

e. Transfer of Unclaimed Dividend to Investor Education and Protection Fund:

f. Details relating to deposits, covered under Chapter V of the Companies Act, 2013:

g. Details of Deposits which are not in compliance with the requirements of Chapter V of the Companies Act, 2013:

h. Particulars of loans, guarantees or investments:

i. Particulars of contracts or arrangements made with related parties:

j. Material changes & commitments affecting financial position of the Company, occurring between the end offinancial year and the Boards Report date:

k. Variation in market Capitalization:

l. Management''s Discussion and Analysis:

m. Director''s Responsibility Statement:

n. Recommendations of the Audit Committee:

2. Human Resource Management:

a. Particulars of employees:

b. Key Managerial Personnel:

i. Managing Director or Chief Executive Officer or Manager and in their absence, a Whole-Time Director:

ii. Company Secretary:

iii. Chief Financial Officer:

3. Corporate Governance:

a. Compliance Department:

b. Information on the Board of Directors of the Company:

c. Board Diversity:

d. Details with regard to meeting of Board of Directors and attendance during the year of the Company:

fi) Composition of the Board of Directors as on the date of this Report is mentioned below;

(ii) Meeting of Board of Directors and Attendance During the Year:

e. Policy on Directors'' Appointment and Remuneration:

f. Declaration by Independent Directors:

g. Training of Independent Directors:

h. Statement regarding opinion of the Board with regard to integrity, expertise and experience (including theproficiency) of the independent directors appointed during the year:

i. Board''s Committees:

a) The details of the Composition of the Committees of the Board as on the date of this Report ismentioned below:

b) Meeting of Audit Committee and Attendance during the year:

c) Meeting of Nomination and Remuneration Committee and Attendance during the year:

d) Meeting of Stakeholder Relationship Committee and Attendance during the year:

j. Board Evaluation:

k. Listing:

l. Insider Trading:

4. Auditors:

a. Statutory Auditor:

b. Secretarial Auditors:

c. Cost Auditors:

d. Internal Auditor:

e. Comments of the Board on the qualification/reservation/adverse remarks/ Observations/disclosure made:

(i) by the Statutory Auditor in the Audit Report:

(ii) by the Secretarial Auditor in the Secretarial Audit Report:

f. Reporting of Fraud by Auditors:

g. Internal Financial Control:

h. Risk Management:

i. Vigil Mechanism:

5. Subsidiaries, Associates and Joint Ventures:

6. Corporate Social Responsibility:

7. Particulars on conservation of energy, research and development, technology absorption and foreign exchangeearnings and outgo:

i. Conservation of Energy:

ii. Total Energy Consumption and Energy Consumption per unit of Production as per Form-A of the Annexure to theRules in Respect of Industries Specified in the Schedule thereto:

> Power & Fuel Consumption:

iii. Technology Absorption:

iv. Foreign Exchange Earnings & Outgo:

8. Extract of Annual Return:

9. Others:

a. Details of difference between amount of the Valuation done at the time of One Time Settlement and the Valuationdone while taking Loan from the Banks or Financial Institutions along with the reasons thereof:

b. Details of Application made or any Proceeding Pending under the Insolvency and Bankrupt Code, 2016 (31 of2016) during the year along with their status as at the end of the Financial Year:

c. Significant and Material Orders:

d. Disclosure of Certain types of Agreements binding the Listed Entity:

e. Gender-wise Composition of Employees:

f. Disclosure under the Sexual Harassment of Women at Workplace (Prevention, Prohibition & Redressal) Act,2013:

g. Compliance with the Maternity Benefit Act, 1961:

h. Secretarial Standards:

i. Soliciting Shareholders Information:

j. Share Transfer System:

k. Issue of Equity Share Capital:

l. Other Disclosures:

10. Cautionary Statement:

11. Acknowledgement:

By Order of the Board of DirectorsFor SREECHEM RESINS LIMITED

Sd/- Sd/-

Sreechem Resins Ltd. पर और जानकारी

j. Material changes & commitments affecting financial position of the Company, occurring between the end of
financial year and the Boards Report date:

h. Statement regarding opinion of the Board with regard to integrity, expertise and experience (including the
proficiency) of the independent directors appointed during the year:

a) The details of the Composition of the Committees of the Board as on the date of this Report is
mentioned below:

7. Particulars on conservation of energy, research and development, technology absorption and foreign exchange
earnings and outgo:

ii. Total Energy Consumption and Energy Consumption per unit of Production as per Form-A of the Annexure to the
Rules in Respect of Industries Specified in the Schedule thereto:

a. 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:

b. Details of Application made or any Proceeding Pending under the Insolvency and Bankrupt Code, 2016 (31 of
2016) during the year along with their status as at the end of the Financial Year:

f. Disclosure under the Sexual Harassment of Women at Workplace (Prevention, Prohibition & Redressal) Act,
2013:

By Order of the Board of Directors
For SREECHEM RESINS LIMITED