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Elecon Engineering Co.Ltd. Annual Report 2025

May 31, 2025

63235_rns_2025-05-31_2b8c50d8-18c1-44ab-8b62-bba171d15d4d.pdf

Annual Report

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31[st] May, 2025

To,

The Manager (Listing),
The BSE Ltd.
Mumbai
The Manager (Listing),
National Stock Exchange of India Ltd.
Mumbai
Company’s Scrip Code: 505700 Company’s Scrip Code: ELECON

Sub. : Notice of the 65[th] Annual General Meeting of the Company scheduled to be held on Wednesday, 25[th] June, 2025

Dear Sir/Madam,

This is in continuation to our letter dated 21[st] May, 2025, informing that the Company has scheduled its 65[th] Annual General Meeting (“AGM”) on Wednesday, 25[th] June, 2025 at 3:00 p.m. (IST) through Video Conferencing (‘VC’)/ Other Audio Video Means (‘OAVM’) in accordance with the relevant circulars issued by the Ministry of Corporate Affairs (“MCA”) and Securities and Exchange Board of India (“SEBI”). In this regard, please find enclosed herewith the Notice of 65[th] Annual General Meeting of the Company for the Financial Year 2024-25.

Please note that the electronic copy of the Notice of the 65[th] AGM and the Annual Report for the Financial Year 2024-25 is being sent by email to those Members whose email addresses are registered with the Company/Depositories. Further pursuant to Regulation 36(1)(b) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, a letter including the exact path, where complete details of the Annual Report & Notice of AGM are available is being sent to those Members whose email addresses are not registered with the Company/Depositories. The Notice of the 65[th] AGM and the Annual Report are also being uploaded on the website of the Company at www.elecon.com.

You are requested to take the same on your record.

Thanking you.

Yours faithfully,

For Elecon Engineering Company Limited,

Isarani Digitally signed by Isarani Bhartiben Bhartiben Lalitkumar Date: 2025.05.31 Lalitkumar 16:59:27 +05'30' Bharti Isarani Company Secretary & Compliance Officer

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Encl.: As above

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65[th] Annual Report 2024-25

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Future-Driven. Innovation-Led. Sustainability-Focussed.

Across the Pages

01-32

CORPORATE OVERVIEW

Corporate Snapshot 2
Journey 4
Global Footprint 6
Chairman & ManagingDirector’s Statement 8
Board of Directors 10
Management Insights 12
Awards & Accolades 13
Business Segments 14
Financial Insights 22
ManufacturingExcellence 24
Research and Development Competence 28
ESG Approach 30
BigMoments 32

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STATUTORY REPORTS 33-123
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Management Discussion & Analysis
Board’s Report
33
41
Business Responsibility& SustainabilityReport
Corporate Governance Report
60
97

FINANCIAL STATEMENTS 124-279 Standalone 125 Consolidated 201

- 280 294

AGM NOTICE

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For more investor-related information, please visit https://www.elecon.com/ investors/financial-reports

Or scan the QR code

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INVESTOR INFORMATION

Market Capitalisation `10,079 Crores as of March 31, 2025

CIN L29100GJ1960PLC001082 BSE Code 505700 NSE Symbol ELECON AGM Date June 25, 2025 Deemed AGM Venue Registered Office of the Company at Anand - Sojitra Road, Vallabh Vidyanagar - 388 120, Gujarat, India

Disclaimer

This document contains statements about expected future events and financials of Elecon Engineering Company Limited (‘the Company’), which are forward-looking. By their nature, forward-looking statements require the Company to make assumptions and are subject to inherent risks and uncertainties. There is a significant risk that the assumptions, predictions, and other forward-looking statements may not prove to be accurate. Readers are cautioned not to place undue reliance on forwardlooking statements as several factors could cause assumptions, actual future results, and events to differ materially from those expressed in the forwardlooking statements. Accordingly, this document is subject to the disclaimer and qualified in its entirety by the assumptions, qualifications and risk factors referred to in the Management Discussion and Analysis section of this Annual Report.

FUTURE-DRIVEN. INNOVATION-LED. SUSTAINABILITY-FOCUSSED.

FUTURE-DRIVEN

At Elecon Engineering, we are progressing towards the future with a prudent set of strategies. With a clear long-term vision, we are aligning our goals with global opportunities, aiming for a balanced revenue mix between domestic and international markets. Backed by a flexible operating model, an expanding global presence, and a drive to surpass new revenue milestones, we are shaping a stronger tomorrow.

INNOVATION-LED

Innovation propels our momentum. From investing in world-class facilities to developing proprietary technologies, our engineering excellence remains unmatched. With solutions like advanced efficiency systems, condition monitoring for gearboxes, and a strong R&D foundation, we stay ahead of the curve. Innovation goes beyond products; it is about reimagining our processes and delivering tangible outcomes.

SUSTAINABILITY-FOCUSSED

Sustainability is a shared responsibility and a core principle that guides our actions. It encompasses strong financial performance, responsible governance, and the holistic well-being of our stakeholders. We are cultivating a unified ‘One Elecon Culture’ across geographies, enhancing accountability and sustainability. While our solutions enable customers to optimise resources, we remain committed to reducing our environmental footprint. For us, true progress is inclusive, enduring, and rooted in ethics.

THE ELECON WAY

Driven by foresight, powered by innovation, and anchored in responsibility, we are charting a course for sustainable growth across borders and generations. We are engineering a legacy that is Future-Driven, Innovation-Led, and Sustainability-Focussed.

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Corporate Overview
Statutory Reports Financial Statements
01-32 33-123 124-279
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Shaping Tomorrow WITH PRECISION

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Accelerating Elecon’s Legacy

Elecon Engineering Company Limited (referred to as ‘Elecon’, ‘Our Company’, or‘We’) stands at the forefront of industrial innovation as a global leader in industrial gear solutions and bulk material handling equipment in India. With expansive and technologically advanced manufacturing capabilities rooted in continuous innovation and a rich engineering legacy, we deliver precision-engineered, custom-built solutions to clients across the globe. Our expertise spans critical sectors such as steel, cement, power, sugar, marine, and mining industries, where performance, reliability, and scale are of paramount importance. Fuelled by innovation and decades of domain leadership, we continue to engineer excellence for the world’s most demanding applications.

Founded in 1951 by the visionary Late Shri Ishwarbhai B. Patel in Goregaon, Mumbai, ELECON is derived from ELEvators and CONveyors, reflecting our pioneering roots. What began as a humble venture soon expanded in scope and ambition, with our Company’s relocation to Vallabh Vidyanagar in 1960. This marked a pivotal step in Elecon’s growth journey, laying the foundation for an expansive presence in Engineering, Procurement, and Construction (EPC) projects.

Today, under the leadership of the third generation and energised by the fresh perspective of the emerging fourth generation, we proudly stand as one of Asia’s largest industrial gear solutions companies based in India. Our global footprint extends across Asia, the Middle East, the UK, Europe, USA, and Africa. This enduring legacy reflects our steadfast values, clear vision, and the strength of the heritage we continue to build.

Benzlers and Radicon, strengthen our ability to serve diverse markets with tailored, high-performance solutions. Beyond scale, it is our strong commitment to longterm value creation, trust, and sustainability that defines us. As a reliable partner to critical industries worldwide, we are focussed on shaping a resilient, future-ready world.

From optimising bulk material movement to delivering gear solutions for complex applications, including naval aircraft carriers, we consistently push the boundaries of engineering. Innovation continues to drive our evolution as we integrate advanced technologies, AI-driven solutions, and a global perspective to enhance industrial performance. Our global brands,

Our Cultural Beliefs

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Go Global
Own It Let’s Unify
Let’s Innovate Customer F1rst Learn & Lead
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Our Values are Our Bedrock!

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D R I V E
Delightful
Customer Resolute Ingenious Ethics at
Experience Trust Entrepreneurship Value Creation the Core
Core Strengths
Key Facts
Diverse Product Range
Global Presence
+
70 2
Market Leader
Years of Industry Experience Business Segments
Research and Development
Competence
State-of-the-art
Manufacturing Facilities &
5
+ Assembly Centres
State-of-the-art Manufacturing 2,000
Facility & Assembly Centres Customers Strong Brand Recognition
Sustainable Workforce
Financial Stability
2
3 Locations with Technology and Digital
Capabilities
Brands serving the Globe Integrated R&D Centre
Sustainability and Social
Responsibility
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65[th] Annual Report 2024-25

Elecon Engineering Company Limited

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JOURNEY

Tracing THE ARC OF OUR PROGRESS

As we continue our journey, every milestone reflects our tireless commitment to innovation and unmatched quality. Each step we have taken forward is the relentless drive to leap boldly into the future rather than merely keep pace. Year after year, we have been building on our legacy. This, while powering industries, transforming infrastructure, and shaping a smarter, more connected world for tomorrow.

Corporate ~~Overview~~ Statutory Reports Financial Statements 01-32 33-123 124-279 1951 1969 1974 2006 2008 Established in Mumbai Collaborated with Received India’s Mr. Prayasvin B. Patel ~~Collaborated with M~~ /s by the visionary Late Alfred Wiseman for largest MHE order from became the Chairman Haisung Industrial Mr. Ishwarbhai B. Patel, worm gearboxes Neyveli Lignite & Managing Director System Co. Ltd., South we started our journe ~~y~~ Korea by venturing into the business of conveying 2025 equipment Achieved a record 2010 revenue of 2,227 Crores and an all-time First international high profit of 415 acquisition by Elecon Crores. We are poised to of UK-based Benzlers build on this momentum and Radicon Group going forward 1975 1999 1968 Collaborated with Received prestigious 1960 Mr. Bhanubhai I. Patel WGW (TGW) Thyssen order from the Indian assumed the position Getriebe Works for Navy for ‘CODOG’ 2022 Established to of Managing Director spiral bevel and helical gearbox manufacture ELEvators gearboxes Delivered a large and and CONveyors (Elecon) complex gearbox in Bombay, now Mumbai 2011 successfully for an 1998 Indian Navy defence Launched brand project Developed lift gearbox ambassadors “STACKY – TM 500 model RECLAIMY” and “ROLLY GEARRY” for ELECON MHE and Gear division 1994 1967 1976 First gear manufacturing company in India to The first stacker-cumFounded Elecon’s gear division receive ISO certification

1967 The first stacker-cumreclaimer machine was installed at Santaldih TPS, WBSEB 1961 Shifted to Vallabh Vidyanagar, Gujarat and became a Public Limited Company

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2016 Received the biggest order from the Indian Navy 2013 2015 Commissioned an ultramodern manufacturing Installed longest pipe facility, the Bhanubhai conveyor successfully Memorial Centre of at Manikgarh Cement, Excellence (BMCE) India.

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1985

Received first export order from EGAT, Thailand, in collaboration with Renk AG, Germany

1963 Installated India’s first CNC machine

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1992 We continue our collaboration with Renk AG while also working closely with SIME France on hydrokinetic fluid couplings.

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1962 Got listed on the stock exchange

65[th] Annual Report 2024-25

Elecon Engineering Company Limited

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Corporate Overview
Statutory Reports Financial Statements
01-32 33-123 124-279
GLOBAL FOOTPRINT
ITALY
UNITED KINGDOM
Accelerating
NETHERLANDS
ACROSS THE GLOBE DENMARK
SWEDEN
Headquartered in India, we have nurtured
a reputation for engineering excellence
that extends far beyond our national FINLAND
borders. With a presence spanning Asia,
the Middle East, Europe, the Americas,
and Africa, we stand at the intersection of
global demand and precise delivery. GERMANY
We meet the needs of diverse markets by anticipating, Canada
adapting, and responding with solutions built to last.
DUBAI
Every product we deliver embodies our commitment to
innovation, precision, and performance, driving real-
Saudi Thailand
world progress and keeping industries moving forward USA Arabia INDIA Shanghai
across the world.
Egypt
Maxico
Algeria Vietnam
Morocco Malaysia
Ethiopia
Colombia Uganda Kenya SINGAPORE
Tanzania
Nigeria Zambia
PRESENCE ACROSS MARKETS Ghana INDONESIA
Peru
Senegal Mozambique
Domestic Market Mauritius
Botswana
Zimbabwe
Australia
1 + + Serving SOUTH AFRICA
13 65 60
Manufacturing
Sales Offices Distributors Customer Across
Facility
and Dealers Representatives India
Overseas Market
Manufacturing Facility Assembly & Repair Centers
Sales Offices Sales Representatives
4 + +
10 110 35
Manufacturing
Sales Offices Distributors Customer Countries
and Assembly Centres and Dealers Representatives Served [95][+] Disclaimer: This map is a generalised illustration only for the ease of the reader to understand the locations, and it is not intended to be used for reference purposes.
The representation of any political boundaries and the names of geographical features/states do not necessarily reflect the actual position. The Company or any
of its directors, officers or employees cannot be held responsible for any misuse or misinterpretation of any information or design thereof. The Company does not
warrant or represent any kind of connection with its accuracy or completeness.
6 65 [th] Annual Report 2024-25 Elecon Engineering Company Limited 7
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Corporate ~~Overview~~ Statutory Reports Financial Statements 01-32 33-123 124-279

CHAIRMAN & MANAGING DIRECTOR’S STATEMENT

Engineering the Road AHEAD WITH EXCELLENCE

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industrial gear solutions and material handling equipment. The industrial world is undergoing a dynamic transformation, shaped by evolving global supply chains, growing demand for energy-efficient solutions, rising infrastructure investments, and the increasing adoption of smart, digitalised systems. Amid this evolving environment, India’s economic trajectory remains solid, with a strong capex cycle and expanding domestic demand offering a compelling opportunity landscape.

“We supplied critical gearboxes for India’s first indigenous aircraft carrier, INS Vikrant, marking a proud chapter in our journey of national service and technological contribution.”

We have remained closely attuned to these macroeconomic and industrial developments. For over 74 years, our purpose has remained steady: to deliver excellence and create enduring value for all our stakeholders. We recognise the trust our partners place in us, and every gearbox and bulk material handling system we deliver mirrors that trust, strengthened by cutting-edge technology, precision engineering, and reliable performance.

Dear Shareholders,

I am pleased to present the Annual Report for 2024-25, a year defined by resilience, strategic action, and deep commitment to our stakeholders. As we reflect on our journey, I am proud to say we have moved beyond being a company with a strong legacy; we have embraced transformation with clarity, courage, and conviction. We are building a future that is more sustainable, focussed, global, and relevant than ever before.

Prominence in India

As India’s largest industrial gearbox solution provider with a commanding presence in the market, Elecon is synonymous with quality, trust, and precision engineering. Our market leadership is defined by both size and relevance. Customer loyalty drives much of our order volume. That is the strength of our legacy and presence.

Staying Aligned with Focus

In 2025, India’s economy carried forward its strong momentum, with GDP growth estimated at around 6.2%, supported by structural reforms, robust domestic consumption, and a strong infrastructure push. The industrial sector expanded by 6.2%, propelled by a surge in construction activity and higher output across key manufacturing verticals. This uptrend further spurred demand for advanced

With great pride, I share that the fourth generation of our founding family is actively involved in the business, taking

on greater responsibilities and helping steer Elecon towards continued growth — a testament to our enduring legacy of engineering excellence spanning over seven decades. Every generation has chosen to stay within the same business, and that continuity has provided us with unmatched depth, wisdom, and commitment.

Our contribution to nation-building is a source of great pride, especially in the import substitution and defence sectors. One of our most significant milestones has been where we supplied critical gearboxes for India’s first indigenous aircraft carrier, INS Vikrant, marking a proud chapter in our journey of national service and technological contribution.

Performance During the Past Year

Despite a challenging market environment in the first half of 2024-25, marked by global geopolitical uncertainties and a temporary slowdown in capital expenditure due to elections, we demonstrated resilience. Backed by an innovation-led mindset, strong engineering capabilities, and a sharp focus on precision, we responded with agility and foresight. A healthy order book further reinforced execution momentum, positioning us for sustained growth across both domestic and international markets.

Consolidated Financial Performance

We posted consolidated performance in 2024-25, with a revenue of 2,227 Crores, reflecting 14.9% year-on-year growth, in line with our annual guidance. EBITDA stood at543 Crores with a robust EBITDA margin of 24.4%, while PAT came in at 415 Crores, delivering a PAT margin of 18.6%. The consolidated Order Book as at March 31, 2025, stood at948 Crores, an increase from `796 Crores as at March 31, 2024, representing a 19.1% growth.

Industrial Gear Division

Our Gear division anchors our topline, generating 1,763 Crores in revenue, representing a 5.6% increase year-onyear. Despite a moderation in margins due to product mix, EBIT stood at435 Crores, reflecting a margin of 24.7%. Serving critical industries such as steel, cement, power, mining, and marine, we design everything across sectors. Decades of investment in advanced machinery and strong in-house R&D place us alongside global peers. we design everything across sectors.

Material Handling Equipment (MHE) Division

The MHE division, the foundation of our company, sustained strong growth and delivered an impressive performance during the year. Revenue surged 72.8% to 464 Crores, with EBIT more than doubling to132 Crores reflecting a margin of 28.4%. This division’s performance reflects successful execution of strategies, increasing demand and our ability to deliver tailored solutions to our customers.

This year has shown not only Elecon’s resilience and the strength of our business to survive challenging times but also to capitalise handsomely on improving market conditions.

Expanding Global Horizons

We are steadily progressing towards our long-term strategic goal of achieving a balanced contribution from international markets to our consolidated revenue by 2029-30. In 2024-25, our international business accounted for approximately 23% of consolidated revenue, amounting to `517 Crores. This performance reflects our sharp strategic focus, strong operational execution, and ability to deliver value in an evolving global landscape.

Our Industrial Gear Division made remarkable strides, with our international OEM business crossing our projections for the year. This strong performance positions us for even greater growth in 2025-26, particularly as we deepen our presence in developing markets that value cost-effective, high-performance engineering solutions.

In a significant step forward, we have also forayed into exports under the MHE division. This was made possible by securing a major international order, a development that opens exciting new avenues for growth in global markets.

Investing in Our People

Our team is central to our transformation. We have proactively implemented cultural change initiatives focussed on strengthening our core values and beliefs, promoting a growth mindset, and cultivating a positive and inclusive workplace culture. These efforts aim to establish an environment where every individual feels valued, empowered, and motivated to give their best. Our objective is to transform Elecon into an inspiring workplace where talent is acknowledged, ideas thrive, and leadership is continually developed to address future challenges.

“As India’s largest industrial gearbox solution provider with a commanding presence in the market, Elecon is synonymous with quality, trust, and precision engineering.”

A Strong Commitment to Sustainability

We believe sustainability is an integrated philosophy that shapes our operations, culture, and growth. Environmentally, we have achieved a key milestone with SBTi approval for our science-based climate targets, committing to reducing absolute Scope 1 and 2 greenhouse gas emissions by 54.6% by 2032-33, compared to the 2022-23 baseline. This commitment reflects our clear focus on delivering value to all stakeholders through energy efficiency and responsible manufacturing.

Our dedication to sustainability extends well beyond merely reducing emissions. We are also committed to enhancing employee well-being, responsibly

managing resources, and building strong connections with the communities we support.

Our governance framework, rooted in accountability, integrity, and transparency, ensures that we uphold stakeholder trust, and make wellinformed decisions aligned with longterm objectives.

For us, sustainability signifies preparing for the opportunities of tomorrow. By increasing our reliance on renewable energy, minimising waste, and consistently enhancing operational efficiencies, we are constructing a resilient foundation for long-term, sustainable growth.

Looking Ahead

The road ahead is rich with opportunity. Rising capital investments, expanding export potential, increasing demand for intelligent material handling, and the growing shift towards high-efficiency gear solutions are reshaping our industry. We are ready. With sharper focus, stronger fundamentals, and a deeply committed team, we move forward with confidence and clear purpose.

On behalf of the Board, I extend my sincere thanks to our shareholders, customers, partners, and employees. Your continued trust and support fuel our journey. Together, we are building a future-ready Elecon that is rooted in legacy, powered by innovation, and driven by sustainable progress.

Best regards,

Prayasvin B. Patel Chairman & Managing Director

65[th] Annual Report 2024-25

Elecon Engineering Company Limited

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Corporate Overview
Statutory Reports Financial Statements
01-32 33-123 124-279
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BOARD OF DIRECTORS

Guiding the Future WITH STRATEGIC LEADERSHIP

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Mr. Prayasvin B. Patel Chairman & Managing Director

With over 5 decades of industry experience, Mr. Prayasvin B. Patel brings strong technical and commercial expertise to Elecon. He holds a bachelor’s degree in mechanical engineering and is an MBA graduate from USA. Moreover, he plays a key role in strategy across the Gear and Material Handling Equipment (MHE) divisions, overseeing marketing and business development.

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Mr. Pradip M. Patel Non-Independent & Non-Executive Director

With over 5 decades of experience in the bearing industry, Mr. Pradip M. Patel brings a wealth of knowledge and insight to the business. He is an MBA from a university in USA and excels in leadership, strategic planning, and providing strong operational direction, playing a key role in driving growth and performance.

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Mr. Aayush A. Shah

Non-Independent & Non-Executive Director

Mr. Aayush A. Shah serves as the Executive Director of Power Build Private Limited. He has been actively involved in managing business units, formulating strategic plans and budgets, enhancing operational processes, overseeing project execution, and leading successful business turnaround efforts.

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Mr. Prashant C. Amin Non-Independent & Non-Executive Director

With over 4 decades of experience in leading and operating enterprises, Mr. Prashant C. Amin has demonstrated strong leadership in successfully acquiring, integrating, and managing foreign companies. He completed his MBA in USA, along with a master’s degree in engineering and management.

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Mr. Ashutosh A. Pednekar

Independent & Non-Executive Director

Mr. Ashutosh A. Pednekar is a practising Chartered Accountant and has been a Partner at M. P. Chitale & Co., Chartered Accountants, since 1992. He possesses deep expertise in accountancy, finance, risk management, and insurance contracts, bringing valuable insights across these critical areas.

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Mr. Pranav C. Amin Independent & Non-Executive Director

Mr. Pranav C. Amin earned a degree in Economics and Industrial Management, along with an MBA in International Management.With his deep expertise in strategic leadership and organisational management, he brings both a global outlook and sharp business insight to every decision.

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Mr. Nirmal P. Bhogilal Independent & Non-Executive Director

Mr. Nirmal P. Bhogilal brings over 5 decades of extensive experience in the machine tool building and engineering industry. A graduate in Chemical Engineering from London University, he currently serves as the Chairman of the Batliboi Group.

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Dr. Sonal V. Ambani Independent & Non-Executive Director

Dr. Sonal V. Ambani holds a PhD in business management and is the founding Chairperson of the FICCI Ladies Organisation (FLO), Ahmedabad chapter. A recognised innovator, she has been granted two patents in USA. She is also an active member of the United Nations Development Fund for Women (UNIFEM), reflecting her commitment to global gender equity and empowerment.

65[th] Annual Report 2024-25

Elecon Engineering Company Limited

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Corporate ~~Overview~~

Statutory Reports Financial Statements 01-32 33-123 124-279

MANAGEMENT INSIGHTS

Powering OUR PROGRESS WITH INSIGHTS

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Mr. M. M. Nanda Business Head, Gear Division

Mr. P. K. Bhasin Business Head, Material Handling Division

Mr. Narasimhan Raghunathan Chief Financial Officer

“Our financial performance in 2024-25 is a testament to disciplined execution, rigorous cost control, and strategic capital allocation. We delivered a consolidated revenue of 2,227 Crores, with an EBITDA of 543 Crores and PAT of ` 415 Crores, achieving our highest-ever revenue alongside strong margins. Despite macroeconomic headwinds, our margin resilience highlights the strength of our operating model and strategic discipline. We have laid a solid foundation for sustainable, long-term growth. Our continued investments in advanced technology and engineering excellence distinguish us in a competitive landscape. Our calibrated capital allocation approach continues to prioritise long-term value creation and shareholder returns. Backed by a healthy balance sheet and a forward-looking mindset, we are wellpositioned to capitalise on emerging opportunities and scale new frontiers in the industry.”

“The growth achieved in our MHE division is not accidental but the result of focussed strategy and the strengthening of our delivery capabilities. As we exited from EPC work and focussed solely on equipment supply and the aftermarket segment, which sharpened execution and improved margins. This shift has paid off: revenue rose from 269 Crore in 2023-24 to464 Crore in 2024-25, and we secured an export order worth USD 1.65 million. Our innovation agenda remains closely aligned with industry evolution, ensuring we meet expectations with speed, precision, and reliability. Our distinct offerings and service agility have reinforced client trust and translated into greater market engagement.

“The Industrial Gear Division remains a pillar of strength, driven by its diversified sectoral reach and decades of engineering expertise. Serving industries such as steel, power, and cement, we manufacture a full range of gearboxes using cutting-edge technology and precision engineering. We consistently import best-in-class machinery and develop advanced engineering capabilities coupled with remarkably short turnaround times. This technological advantage fuels both superior product quality and enhanced operational efficiency. Our advanced condition monitoring systems enhance performance, reduce costs, and meet evolving customer needs. In the domestic market, we continue to maintain our leadership position in this division. Our customers’ recognition is evidence of our commitment to precision, reliability, and performance remaining firm. Internationally, we exceeded our OEM business by achieving our projection through strategic partnerships that are strengthening our global footprint. With a unified ‘One Elecon’ culture, we ensure consistent quality while scaling sustainably across markets.”

With limited competition and a clear strategy, Elecon is India’s top MHE player, poised to deepen its domestic leadership and expand globally.”

AWARDS & ACCOLADES

Marking Moments THAT MATTER

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Received the ‘Excellence Award’ in the category of ‘Best Practices in HR and IR policies’ by the Federation of

Gujarat Industries.

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Certified as a ‘Great Place to Work’ organisation for the third consecutive time in a row with 78% trust score.

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Bestowed with the ‘Best Performance’ award by Quality Circle Forum of India.

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Honoured for ‘Incredible Achievement in the Industrial Segment for 2023-24’ by the Vitthal Udyognagar Industries Association.

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Awarded the ‘Appreciation Certificate’ in Occupational Safety & Health by the National Safety Council of India.

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Corporate Overview
Statutory Reports Financial Statements
01-32 33-123 124-279
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BUSINESS SEGMENTS

WITH OUR STRENGTHS

We stand at the intersection of a rich legacy and a future full of possibilities. Across our business segments, be it advanced material handling solutions or high-performance industrial gears, we are driven by a spirit of innovation. We focus on both today and what lies ahead, constantly striving for excellence, quality, and sustainability in everything we do. By strengthening our reputation as a trusted global partner, we are powering progress across industries and creating a lasting impact for years to come.

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Industrial Gearboxes
One of Asia’s Largest Gear Solution Providers
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Our Industrial Gear Division reflects critical applications across steel, the strength of our legacy and cement, power, sugar, marine, and the precision of our engineering mining, among others. These sectors excellence. With over seven decades contribute more than half of our of experience in engineering overall order intake, underscoring behind us, we take pride in being the scale and importance of our India’s largest and most trusted diversified presence. We continue to manufacturer in this space. We expand our global reach, acquiring build high-performance, reliable, and new customers and reinforcing our customised solutions that power position in international markets.

4 stages, Vertical, Helical Gear Box cum Pinion Stand

OUR DIVERSIFIED PRODUCT RANGE

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24“ Worm Gearbox Roller Press Drive

EON[2] Helical and Bevel Inline Type Helical Helical Gearbox Gearbox for Central Drive Pinion Stand Calendar Drive

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Complete Drive System High Speed Gearbox

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Vertical Roller Mill Drive Rubber Mixer Drive Parallel Shift Helical Spiral Bevel Gears Gearbox Gearbox Gearbox Combined

Elecon Engineering Company Limited

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Corporate Overview
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Compact and
Efficient
Highly Precision and
Smooth Operations
KEY PROPERTIES
High Torque and
Lasting Durability OF ELECON’S GEAR
BOXES Versatile and
Robust
High Speed
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Key Strengths

We offer one of the most

We serve a diverse range of

We are powered by technology: Our in-house R&D, world-class imported machinery, and deep understanding of applications help us stay ahead in innovation.

comprehensive gear solutions portfolios: From standard catalogue models to fully customised, engineered products, we design everything across sectors.

industries: From steel, cement, and power to marine, defence, and mining, we are present wherever performance matters.

We back our products with strong support: Our extensive service network ensures prompt assistance and proactive maintenance, wherever our products are in use.

We lead the Indian market with

confidence: With a dominant presence across key sectors, our leadership is the result of decades of quality, trust, and delivery.

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We prioritise customer efficiency: Our gearboxes consume less power, use oil optimally, and reduce cost structures for our clients.

We are growing globally: Strengthened by long-term partnerships with international OEMs, our overseas business has exceeded initial expectations, reinforcing Elecon’s expanding global footprint.

We are building intelligent gearboxes: New Condition Monitoring Systems allow customers to remotely monitor performance, access diagnostics, and receive maintenance reports.

We deliver sustainable and

reliable products: Our gearboxes are built to perform longer, run smarter, and consistently deliver performance.

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Statutory Reports Financial Statements
01-32 33-123 124-279
Key Downstream Industries Served
Power Steel
Cement Sugar
Marine Mining
Rubber Plastic
. . . and many more
Performance Highlights, 2024-25
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Performance Highlights, 2024-25

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Industrial Robot for machine loading
& unloading
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The gear division registered a 5.6% Y-o-Y revenue growth. While the first half of the year reflected Elecon’s resilience in navigating challenging and volatile market conditions, the latter half showcased our agility in capitalising on improving industry dynamics, particularly in the domestic steel, cement, and power sectors, leading to a strong turnaround in the segment.

Consolidated Revenue Comparison

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(` in Crores)
1,669 1,763
5.6%
Revenue
Growth
from
2023-24
2023-24 2024-25
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EBIT margins declined slightly by approximately 160 basis points, reaching 24.7%, primarily due to a change in product mix.

Order intake for the year was ` 1,794 Crores, reflecting a healthy Y-o-Y growth of 12.1%.

The order book stood at ` 583 Crores as at March 31, 2025, indicating sustained customer confidence and demand.

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Inside view of BMCE Plant

65[th] Annual Report 2024-25

Elecon Engineering Company Limited

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Corporate ~~Overview~~ Statutory Reports 01-32 33-123 124-279

Statutory Reports Financial Statements

INDUSTRY-WISE CONSOLIDATED ORDER BOOK ANALYSIS

As of March 31, 2025

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1 1 Power 12.3%
2 Steel 11.0%
12 2 3 Cement 8.9%
4 Marine 7.5%
5 MHE 6.2%
6 Sugar 4.1%
1,794 3 7 Engineering 3.9%<br>Crores 8 Construction 3.3%<br>11 9 Mining 2.8%<br>10 Plastic and Rubber 1.5%<br>4<br>11 Dealers & Distributors 13.8%<br>10<br>12 Others 24.7%<br>9 5<br>8<br>7 6<br>1 Marine 21.4%<br>12 2 Steel 18.4%<br>1<br>3 Power 11.1%<br>4 Cement 8.4%<br>11<br>5 Sugar 5.3%<br>10 6 Construction 3.2%<br>9<br>583 7 MHE 3.1%
8 Crores
8 Engineering 3.0%
7 2
9 Mining 2.3%
6
10 Plastic and Rubber 0.8%
5 11 Dealers & Distributors 6.8%
12 Others 16.2 %
4 3
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Way Forward

We are focussed on scaling our Gear Division with purpose and precision. Our priority is to deepen technological capability through sustained investments in intelligent design, digital integration, and advanced manufacturing systems. We are accelerating global expansion by targeting strategic OEM alliances and untapped geographies, with a clear objective of achieving a balanced revenue mix between India and overseas markets. Our efforts will remain anchored in delivering engineering excellence, enhancing product efficiency, and building long-term customer value, keeping us ahead of the curve and powering the industries of tomorrow.

Material Handling Equipment

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One of India’s Largest Manufacturers of Bulk Material Handling Equipment
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Elecon has a strong legacy in focus on our core strengths, this Elecon remains a trusted partner to material handling equipment, offering division is again emerging as a key key sectors, including steel, power, smart, reliable solutions designed growth driver for Elecon. As one cement, mining, and fertilisers, to keep pace with changing industry of India’s largest manufacturers of among others. demands. With renewed strategic bulk material handling equipment,

OUR DIVERSIFIED PRODUCT RANGE

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Stacker cum Reclaimer

Specialised Conveyors

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Tandem Wagon Tippler

Sizers

65[th] Annual Report 2024-25

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Corporate Overview
Statutory Reports Financial Statements
01-32 33-123 124-279
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Key Strengths of the Segment

We offer a broad and versatile

We prioritise safety and

We lead India’s MHE market with

product portfolio: From conveyor belts to stacker reclaimers and wagon tipplers, our range covers all essential bulk material handling equipment.

pride: With very few competitors left and decades of sustained presence, Elecon is recognised as the top-most player in this space.

reliability: Safety is embedded at every stage, from design and manufacturing to installation, ensuring dependable, longlasting solutions.

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We serve critical sectors across

India: From power and steel to cement, mining, and fertilisers, our equipment supports the backbone of India’s industrial infrastructure.

We are powered by deep in-

house expertise: With design,

manufacturing, and project management under one roof, we offer integrated solutions that meet complex operational needs.

We are evolving with a productcentric approach: Moving away from EPC contracts, we now focus on delivering high-quality equipment with supervision of installation and commissioning.

We strengthen customer

confidence through quality: Our commitment to consistent quality and timely delivery builds lasting partnerships and drives repeat business.

We are entering new markets through exports: We have begun exporting MHE equipment, secured an order worth USD 1.65 million, and are actively exploring global opportunities.

Key Downstream Industries Performance Highlights, 2024-25 Served

The Material Handling Equipment (MHE) division delivered a strong performance, registering a robust 72.8% Y-o-Y revenue growth. This performance was driven by a strategic focus on strengthening product supply and enhancing after-sales services, leading to a remarkable turnaround in the segment.

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Steel
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Cement
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EBIT margins improved significantly by approximately 670 basis points, reaching 28.4%, primarily due to a better product mix and a higher contribution from the after-market segment.

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Power

  • Order intake for the year was ` 586 Crores, reflecting a healthy year-on-year growth of 49.1%.

Mining

  • The order in hand stood at ` 365 Crores as at March 31, 2025, indicating sustained customer confidence and demand.

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Fertiliser
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We secured a significant order worth USD 1.65 million, marking a strategic milestone in our global ambitions.

. . . and many more

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Consolidated Revenue Comparison
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(` in Crores)
269 464
72.8%
Revenue
Growth
from
2023-24
2023-24 2024-25
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Manufacturing facility at MHE division
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INDUSTRY-WISE CONSOLIDATED ORDER BOOK ANALYSIS

As of March 31, 2025

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1 1
6
6 586 5365
5
Crores Crores
4 4
3 2 3
2
1 Steel 46.5% 1 Steel 69.4%
2 Power 30.0% 2 Cement 14.7%
3 Cement 17.6% 3 Power 13.2%
4 Fertiliser 3.0% 4 Fertiliser 1.8%
5 Mining 2.5% 5 Mining 0.4%
6 Others 0.4% 6 Others 0.5%
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Way Forward

Looking ahead, we are confident that the MHE division will continue its growth momentum. Our focus will be on continuous product innovation, strengthening after-sales service, and deepening customer engagement. We will also actively explore export opportunities to build our presence in international markets. By staying true to our core strengths and leveraging the lessons from our transformation journey, we are poised to lead the material handling industry in India and beyond.

65[th] Annual Report 2024-25

Elecon Engineering Company Limited

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FINANCIAL INSIGHTS

Narrating PROGRESS THROUGH NUMBERS

During the year under review, we delivered healthy financial performance, supported by a focussed strategy and disciplined execution. Consistent revenue growth, stable profitability, and a healthy order book reflect our ability to navigate market challenges effectively and make the most of emerging opportunities.

STANDALONE FINANCIAL HIGHLIGHTS

Revenue from Operations ( ` in Lakhs)

Year 2015-16 2016-17 2017-18 2018-19 2019-20 2020-21 2021-22 2022-23 2023-24 2024-25
1,06,473 99,648 91,954 95,546 83,574 79,610 89,282 1,19,699 1,59,967 1,87,112

EBITDA ( ` in Lakhs)

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Year 2015-16 2016-17 2017-18 2018-19 2019-20 2020-21 2021-22 2022-23 2023-24 2024-25
14,237 15,580 10,936 11,349 10,530 14,381 18,423 28,069 41,361 46,359
EBITDA
13.37 15.64 10.94 11.88 12.60 18.06 20.63 23.45 25.86 24.78
Margin (%)
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PAT ( ` in Lakhs)

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Year 2015-16 2016-17 2017-18 2018-19 2019-20 2020-21 2021-22 2022-23 2023-24 2024-25
3,651 2,106 808 1,207 7,242 3,626 9,552 18,815 30,316 34,003
PAT Margin
3.43 2.11 0.88 1.26 8.67 4.56 10.70 15.72 18.95 18.17
(%)
Net Worth ( ` in Lakhs)
Year 2015-16 2016-17 2017-18 2018-19 2019-20 2020-21 2021-22 2022-23 2023-24 2024-25
71,550 72,230 72,517 73,360 77,800 81,637 90,567 1,07,782 1,34,548 1,65,036
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Debt-Equity Ratio (X)

Year 2015-16 2016-17 2017-18 2018-19 2019-20 2020-21 2021-22 2022-23 2023-24 2024-25 0.79 0.63 0.68 0.65 0.50 0.31 0.13 0.02 0.03 0.09

Return on Capital Employed (%)

Year 2015-16 2016-17 2017-18 2018-19 2019-20 2020-21 2021-22 2022-23 2023-24 2024-25
4.94 1.72 0.64 0.96 6.44 9.77 14.39 23.31 30.01 27.74

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Corporate Overview
Statutory Reports Financial Statements
01-32 33-123 124-279
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CONSOLIDATED FINANCIAL HIGHLIGHTS

Revenue from Operations ( ` in Lakhs)

Year 2015-16 2016-17 2017-18 2018-19 2019-20 2020-21 2021-22 2022-23 2023-24 2024-25
1,36,555 1,27,466 1,18,972 1,22,484 1,08,846 1,04,444 1,21,195 1,52,968 1,93,742 2,22,696

EBITDA ( ` in Lakhs)

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Year 2015-16 2016-17 2017-18 2018-19 2019-20 2020-21 2021-22 2022-23 2023-24 2024-25
16,083 15,992 11,333 13,970 14,038 18,534 24,644 33.888 47,447 54,259
EBITDA
11.78 12.87 9.75 11.41 12.90 17.75 20.33 22.15 24.49 24.36
Margin (%)
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PAT ( ` in Lakhs)

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Year 2015-16 2016-17 2017-18 2018-19 2019-20 2020-21 2021-22 2022-23 2023-24 2024-25
5,961 4,386 562 8,826 1,951 5,763 14,049 23,749 35,558 41,510
PAT Margin
2.74 0.84 0.64 5.72 8.24 5.52 11.59 15.53 18.35 18.64
(%)
Net Worth ( ` in Lakhs)
Year 2015-16 2016-17 2017-18 2018-19 2019-20 2020-21 2021-22 2022-23 2023-24 2024-25
59,110 60,660 58,780 74,559 83,470 90,127 1,03,492 1,26,156 1,58,408 1,97,509
Debt-Equity Ratio (X)
Year 2015-16 2016-17 2017-18 2018-19 2019-20 2020-21 2021-22 2022-23 2023-24 2024-25
0.79 0.82 0.83 0.71 0.54 0.36 0.14 0.05 0.04 0.09
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Return on Capital Employed (%)

Year 2015-16 2016-17 2017-18 2018-19 2019-20 2020-21 2021-22 2022-23 2023-24 2024-25
2.82 0.83 0.06 0.51 7.02 11.29 16.92 22.84 28.70 26.76

65[th] Annual Report 2024-25

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Corporate Overview
Statutory Reports Financial Statements
01-32 33-123 124-279
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MANUFACTURING EXCELLENCE

Harnessing TECHNOLOGY TO SHAPE TOMORROW

Our world-class manufacturing facilities are powered by advanced digital tools, AI-driven design simulations, and precision engineering. With seamless integration across our value chain, we are equipped to serve the most demanding industries, including steel, power, cement, and mining, among others, with unmatched accuracy and reliability. From smart condition monitoring systems embedded in our gearboxes to intelligent automation across our shop floors, we are redefining how heavy engineering operates in a fast-evolving world.

We are the pioneers in India’s heavy engineering space. By combining cuttingedge technologies with deep industry expertise, we deliver material handling and industrial gear solutions that often exceed global standards.

Our Manufacturing Facility and Assembly Centres: Footprint Across India and Abroad

Assembly Centres

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Benzlers Plant (Sweden) Benzlers Plant (The Netherlands)
~3,100 ~1,700
Square Metres of Area Square Metres of Area
2010 2010
Year of Acquisition Year of Acquisition
Products Manufactured Products Manufactured
Industrial Gears and Industrial Gears and
Reducers Reducers
Place: Helsingborg Place: Venlo
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Benzlers Plant (Sweden)

Radicon Plant (The UK)

Radicon Plant (USA)

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~3,000 ~ 4,900
Square Metres of Area Square Metres of Area
2010 2010
Year of Acquisition Year of Incorporation
Products Manufactured Products Manufactured
Industrial Gears and Industrial Gears and
Reducers Reducers
Place: Elland Place: Elgin
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Manufacturing Competence

Manufacturing Facility

Elecon Plant (India)

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~3,35,000
Square Metres of Area
1960
Year of Commencement
Products Manufactured
Material Handling
Equipment and
Industrial Gears
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Place: Vallabh Vidyanagar, Gujarat
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Outside view of BMCE Plant

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Product Innovation

Process Innovation

Decades of R&D have kept our product portfolio evolving to meet global standards. From marine gearboxes for warships to vertical mill gearboxes for cement and power sectors, our products are tailored for precision and reliability. The MHE division offers customised, advanced bulk material handling solutions across industries.

Right from the beginning, we have chosen to build rather than borrow. While most equipment was imported, we established our manufacturing, fostering a culture of innovation. Today, we use state-of-the-art machinery from top global manufacturers, prioritising long-term quality and precision. Though not fully automated yet, our processes are continuously optimised for efficiency, consistency, and scale.

Advanced Tool Management

Embracing Digitalisation and IoT

Integrated In-house Capabilities

We safeguard high-value machining tools with a secure, card-controlled Cardex storage system. This way, we ensure accountability, reduce downtime and maintain smooth operations.

We are developing intelligent gearboxes with advanced Condition Monitoring Systems, leveraging IoT. This enables our customers to remotely track performance, access diagnostics, and schedule predictive maintenance, redefining uptime and transparency.

Our backward integration ensures control over every production stage from raw materials to final assembly. This helps to enhance flexibility, speeding delivery and improve quality.

Helical assembly unit

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Corporate ~~Overview~~ Statutory Reports Financial Statements 01-32 33-123 124-279

Quality Control

Precision That Goes Deeper Than Microns

When we say precision, we mean gear-cutting accuracy down to a few microns, about one-tenth the thickness of a human hair. Our DIN-class facility in Vallabh Vidyanagar is designed to uphold these global benchmarks. Every gearbox we manufacture reflects our obsession with detail and performance, from the smallest pinion to the most complex industrial drive.

Competence of the Quality Team

Key Quality Control Processes

Our approach to quality is methodical and Our quality assurance team is one of our greatest uncompromising. We have implemented an Integrated strengths. With years of hands-on experience and deep Management System (IMS) based on internationally technical expertise, they bring exceptional attention recognised standards, ensuring end-to-end control to detail and a strong understanding of compliance throughout every stage of our operations. From raw standards. Their dedication ensures we consistently material receipt to final testing before dispatch, each uphold our reputation for world-class quality and process is closely monitored the performance and operational excellence. reliability our customers expect.

QUALITY CERTIFICATION

Quality Management Environmental Management Occupational Health NABL Accredited and Safety Laboratory

SNIPPETS OF MANUFACTURING COMPETENCE

Pioneer in India First Company to Manufacture Innovative Bulk Material Handling Equipment

One of Asia’s Largest Leading Providers of Gear Solutions and Material Handling Systems

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Defence-Grade Engineering The Only Indian Company Capable of Manufacturing Complex Gearboxes for the Indian Navy

A Legacy of Trust Trusted by Industries across India and Global Markets

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Corporate ~~Overview~~ Statutory Reports Financial Statements 01-32 33-123 124-279

RESEARCH AND DEVELOPMENT COMPETENCE

Leading Engineering

Innovation is at the heart of how we grow and serve our customers. With wellequipped R&D centres across multiple locations in India, we are constantly enhancing our systems and gear products through a combination of steady innovation and hands-on engineering expertise. This commitment enables us to stay agile, respond effectively to the evolving needs of our clients, and consistently deliver longterm value in everything we do.

DSIR-APPROVED IN-HOUSE R&D FACILITY

R&D INITIATIVES

Our in-house Research and Development (R&D) facility, recognised by the Department of Scientific and Industrial Research (DSIR), Government of India, is a strong testament to our unwavering commitment to innovation and excellence. This prestigious recognition reflects the high standards and robust capabilities we maintain in our research initiatives.

We take great pride in our strong research and development foundation. With a dedicated team of over 100 engineers, we are constantly exploring new possibilities to stay ahead of industry demands. Our R&D team leverages more than 20 advanced software platforms for design, analysis, and parameter validation, ensuring every solution we develop is robust, efficient, and futureready. Our efforts go beyond just creating new products; we are equally focussed on enhancing the efficiency, reliability, and sustainability of our existing offerings.

Our R&D activities cover the entire product development lifecycle—from concept design and engineering to value engineering, 3D modelling, detailed drawings, and Finite Element Analysis (FEA). Each phase is executed with a focus on quality, performance, and continuous improvement.

This facility not only supports the development of advanced, reliable products but also plays a key role in 2 5 enhancing customer value, reducing time-to-market, and Patents Granted Patents Currently under fostering technological leadership in our industry. Application

DRIVING THE FUTURE OF INDUSTRIAL POWER TRANSMISSION

In early 2023, we introduced the ‘EON[2] ’ industrial gearbox, an innovation that reflects our commitment to engineering excellence and customer-centric design. This next-generation gearbox was conceived with a clear vision: to deliver superior performance, enhanced energy efficiency, and unmatched durability. EON[2] is more than just a product; it is the result of deep research, precision manufacturing, and our resolve to stay ahead of industry needs. Through this launch, we reaffirmed our focus on delivering solutions that meet the highest global standards while also aligning seamlessly with our customers’ evolving operational requirements.

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STRENGTHENING MANUFACTURING EXCELLENCE TO POWER GLOBAL ASPIRATIONS

Over the last five years, we have intensified our focus on strengthening the backbone of our operations, our manufacturing processes. Through our ‘One Elecon’ initiative, we are driving greater cohesion across all production units. We are achieving this by standardising processes, implementing robust Standard Operating Procedures (SOPs), and aligning quality benchmarks across facilities. This strategic integration ensures consistency, enhances precision, and reinforces our ability to deliver world-class engineering solutions with unmatched reliability. Our success in this endeavour is exemplified by a notable USD 1.65 Million export order secured in the MHE division last year, reinforcing the growing trust in our capabilities.

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Corporate Overview
Statutory Reports Financial Statements
01-32 33-123 124-279
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ESG APPROACH

Balancing Innovation

Guided by a commitment to responsible progress, we integrate Environmental, Social, and Governance (ESG) principles into every aspect of our operations. This focus drives

lasting impact, creating value that supports communities, protects the planet, and builds a better future for all.

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For us, engineering and environmental stewardship go hand in hand. By delivering energy-efficient gear solutions and smart material handling systems, we actively contribute to the global transition towards lower emissions and reduced consumption of natural resources. Demonstrating our commitment, we received approval for our Near-Term Science-Based Targets (SBTs) from the Science Based Targets initiative (SBTi) on January 6, 2025.

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18.7MW 7MW Wind and Solar Wind and Solar Energy Energy Installed (Under Commissioning) 60% 95% Total energy needs sourced Lighting infrastructure through renewable energy converted to LED systems

Elecon remains committed to responsible growth by investing in its people and contributing to the society. We foster skilled, diverse workforce through long-term development and leadership initiatives, while maintaining a zero-fatality workplace supported by robust health and safety measures. Our social outreach extends to healthcare, education, sports, and community welfare, reflecting our belief that sustainable progress includes meaningful impact beyond the business.

250+ Development Programmes Conducted + workforce hours 3,200 SHE training

  • 15,000 Total Training Hours

` 523.97 Lakhs CSR Spend

At Elecon, corporate governance is a continuous journey centred on integrity, transparency, and accountability. With a balanced Board of experts, top-level executives, and skilled professionals, supported by robust systems, we ensure ethical conduct across our operations. Our commitment to strong governance, beyond mere policies, drives our growth while considering the well-being of all stakeholders. We uphold ethical conduct through proactive risk management, open communication, and regular audits— reinforced by key policies such as our Code of Conduct, Whistleblower, Risk Management, and Insider Trading policies. Governance at Elecon isn’t just compliance—it’s a driver of long-term value.

4 3 Independent Directors Non-Independent & NonExecutive Directors

1 Executive Director

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BIG MOMENTS
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A Glimpse into
ELECON
ENGINEERING,
2024–25
Hillhead 2024 (Mining & Quarrying) Exhibition,
The UK – June 2024
ADIPEC 2024 Exhibition, Abu Dhabi, SPS (Smart Production Solutions) Exhibition,
The UAE– November, 2024 Nuremberg, Germany – November, 2024
National Council of Cement and Building Materials Exhibition, Delhi – November 2024
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MANAGEMENT DISCUSSION & ANALYSIS 2024-25

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~~Statutory Reports~~ Corporate Overview Financial Statements 01-32 33-123 124-279

GLOBAL ECONOMIC OVERVIEW

already unstable and looking for some fresh impetus.

uncertainty threatening to destabilise already unstable and looking for the global economy, which was some fresh impetus. looking to get back on track. A The IMF has projected global GDP series of tariff increases initiated by growth to decelerate to 2.8% in the United States was proposed to 2025 and marginally recover to be countered in equal measure by 3.0% in 2026 . That is significantly most of its major trading partners. below the historical average growth Although the tariff war has been of ~3.7% seen over 2000-2019. paused for the time being, the sword Advanced economies are expected still hangs over the neck of the to grow at just 1.4 %, with the U.S. global economy. If implemented, the slowing to 1.8 % and the Euro Area effective global tariff rates will rise to 0.8 %, amid increased policy to their highest levels in a century. uncertainty and weaker demand. This represents a major spanner in Growth in the emerging markets the works of the global economy, and developing economies are considerably dragging down the expected to slow to 3.7% in 2025 growth outlook at a time when and 3.9% in 2026 . international trade dynamics were

The global economy entered 2025 with cautious stability. After enduring a prolonged period of unprecedented shocks ranging from the Covid pandemic to global geopolitical instability, green shoots of stabilization began emerging in 2024. Inflation moderated from multi-decadal highs, while labour markets showed signs of normalization, with unemployment and vacancy rates returning to pre-pandemic levels. Global growth has hovered around 3% in recent years.

However, the international trade landscape has once again been thrown into a frenzy with clouds of

Global GDP Growth Forecast (% YoY):

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3.3 2.8 0.9 4.3 5.0 6.5 2.8 1.8 0.8 3.7 4.0 6.2 3.0 1.7 1.2 3.9 4.0 6.3
World World World
2024 2025P 2026P
World United States Euro Area Emerging & Developing Economies China India
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While the trade war threat still looms, recent developments such as the trade deal between the US and the UK, the positive tone coming out US’s trade talks with China, and India and US working constructively on a bilateral trade deal provide some sense of relief and hope. A retreat from protectionist measures and renewed multilateral cooperation could help restore growth momentum. Policymakers must prioritize transparency, debt sustainability, and coordination to mitigate risks and bolster medium-term growth prospects.

INDIAN ECONOMY

India remains a standout performer on the international stage and is expected to continue leading global growth. Despite a slight downward revision from its earlier forecast in January 2025 to factor in heightened global trade tensions and uncertainty, the IMF has projected India to remain the fastest-growing major economy over the next two years, with India’s GDP expected to grow at 6.2% in 2025 and 6.3% in 2026 .

back-to-back rate cuts in February and April 2025.

The outlook for the Indian economy continues to be positive, driven by macroeconomic stability, pro-growth monetary policy environment, and resilient domestic demand.

The HSBC Manufacturing PMI hit a 10-month high of 58.2 in April 2025, inching up slightly from 58.1 in March 2025. The Manufacturing PMI has remained above the 50-mark since July 2021, indicating sustained growth in the manufacturing sector in the country.

With an approximately 10% Y-o-Y increase in its budget for 2025-26, the government has allocated ₹ 11.2 Lakh Crores for capital expenditure, underlined its continuing thrust on investment-led growth in India. The outlook for the Indian economy continues to be positive, driven by macroeconomic stability, pro-growth monetary policy environment, and resilient domestic demand.

The bright outlook stems from India’s strong macroeconomic fundamentals, resilient domestic consumption, and its ability to maintain a steady trajectory while navigating a complex global landscape. IMF’s reaffirmation of India’s resilience and potential underscores its expanding role as a global growth engine.

Retail inflation in India eased to a 6-year low of 4.6% in 2024-25. It eased further to 3.16% in April 2025. This highlights the effectiveness of RBI’s monetary policy in successfully balancing economic expansion and price stability. With inflation under control, RBI has been stepping on the pedal to support growth with two

Industry Outlook

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Engineering & Capital Goods Sector

India’s capital goods sector is playing a pivotal role in the country’s industrialization journey. With a contribution of approximately 1.9% to India’s GDP, the sector includes machinery, electrical equipment, and construction products, all of which are vital for infrastructure expansion.

Government initiatives have played a key role in strengthening India’s capital goods sector. The Ministry of Heavy Industries has implemented several targeted policies, including Production Linked Incentive (PLI) schemes, aimed at boosting domestic production and reducing dependence on imports. These measures align with the broader “Make in India” campaign, which seeks to increase the manufacturing sector’s contribution to GDP, generate employment opportunities, and enhance technological capabilities. As a backbone of industrial growth, the capital goods sector supports large-scale manufacturing and infrastructure projects across the country. With the momentum of increasing urbanization, expansive infrastructure development, and robust policy support, the sector is well-positioned to drive sustainable industrial growth and elevate India’s competitiveness in the global market.

65[th] Annual Report 2024-25

Elecon Engineering Company Limited

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~~Statutory Reports~~ Financial Statements

Corporate Overview

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COMPANY PERFORMANCE – ELECON ENGINEERING

GEARBOX INDUSTRY

The industrial gearbox industry Additionally, the rising demand is experiencing steady growth, for heavy-duty machinery across driven by the increasing various industries, particularly adoption of automation across in construction, mining, and a wide range of sectors and energy, is further accelerating continuous technological market expansion. The push for advancements in gearbox design infrastructure development and and performance. Gearboxes large-scale public works projects are critical components in is boosting the need for robust automated applications such as industrial gearbox drives in CNC machines, robotic systems, construction equipment, including conveyor mechanisms, and cranes, lifts, hoists, and other assembly lines, where precision, material handling machinery. In efficiency, and reliability are these high-load, high-demand essential. environments, gearboxes must

deliver exceptional durability and performance.

As companies strive for higher operational efficiency and throughput, the role of industrial gearboxes becomes even more pivotal.

All in all, the increased industrial process automation and rising need for energy efficiency will continue to drive demand for gearboxes and the outlook for the sector remains positive.

Operational Highlights – 2024-25

2024-25 has been another remarkable year for Elecon. The Company delivered its best-ever performance in 2024-25, recording its highest Revenue, EBITDA and PAT. This achievement, especially after considering the slow start to the year, demonstrates Elecon’s resilience and strength during times of global macroeconomic challenges.

Despite soft momentum in the earlier part of the year, Elecon overcame the challenges, showcasing its ability to hold its ground during adverse times. The Company roared back with a robust performance in the latter part of the year and has delivered on what it had committed on an annual basis.

After election-led domestic slowdown and global macroeconomic uncertainties impacted the business in the first half of the year, the Gear division saw a robust recovery in the second half and ended the year with a growth of 5.6%. While the first half demonstrated Elecon’s resilience in navigating challenging and volatile market conditions, the second half has shown the Company’s ability to capitalize on improving industry dynamics. Looking forward, the demand continues to be steady across domestic as well as export markets. In the domestic market, the Company is seeing consistent momentum in the power, steel and cement industries. Enquiry levels across the export markets are showing promising signs as well.

Elecon’s industry-leading turnaround time, consistent aftermarket support,

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and customized solutions continue to make it a preferred OEM partner globally. Our partnerships with the OEMs in overseas markets is delivering better-than-expected results in terms of order inflow and revenue.

of ₹ 583 Crores in the Gear division and ₹ 365 Crores in the MHE division as at March 31, 2025, there is strong visibility for the coming year.

Elecon has firmly established itself as the leader in India and as one of the largest industrial gearbox solution providers in Asia. Our successful OEM partnerships in international markets underline our confidence in expanding our geographical presence. The references and credibility we gain through these partnerships serve as a catalyst for further expansion.

The MHE division continued to grow from strength to strength in 2024-25, delivering a robust 72.8% growth during the year. This growth momentum is underpinned by a strong order book, with demand largely driven by the steel, power and cement industries. The pivot towards product supply and sharp focus on after-market services continued to bear fruit for Elecon. The Company expects sustained and profitable growth trajectory in the MHE division to continue.

The Company’s wide product range, technological capabilities, focus on innovation, operational excellence, and strategic international partnerships positions it well to harness future opportunities in both, domestic and global markets. The focus on steady cash flow generation and maintaining financial discipline remains unwavering.

At ₹ 2,380 Crores, 2024-25 also saw strong momentum in terms of order intake, reflecting a 19.4% growth for the year. With a strong order backlog

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Sector-Specific Growth Drivers

Elecon’s gearboxes and material handling equipment find its use across sectors such as steel, power, cement, fertilizers, mining etc. The steel, power and cement sectors contributed 20%, 16% and 11% respectively to the Company’s Order Intake during 2024-25.

Cement

The cement sector has undergone significant consolidation following a series of acquisitions. The domestic cement industry also faced operational challenges in 2024 such as moderate capacity utilisation levels, lower realisations, slower pace of volume growth and pressure on margins. After seeing soft demand in H1 2024-25 due to the election and extended monsoon, the growth momentum picked up in the second half of 2024-25, driven by a pick-up in construction activities.

While realisations were under pressure in H1 2024-25, prices saw some stabilisation in the second half of the year. Given the government’s budgetary allocation towards capital expenditure, cement demand is expected to grow steadily. That should support prices, profitability and capacity expansion for the cement industry. The cement sector is likely to see 43-45 Million tons of capacity expansion in 2025-26.

The outlook for the cement sector is positive, driven by rising demand, reduced competition, and cost efficiencies. Volumes and prices are expected to increase. These factors lay the foundation for steady capacity expansion, which in turn will aid growth for Elecon.

While realisations were under pressure in H1 2024-25, prices saw some stabilisation in the second half of the year. Given the government’s budgetary allocation towards capital expenditure, cement demand is expected to grow steadily.

sectors like engineering, packaging, and industrial manufacturing will further contribute to this growth.

Steel

In India, steel demand is expected to grow at 8-9% in calendar year 2025, significantly outpacing the growth rates of other countries. This optimistic outlook reflects a strong trajectory for the Indian steel industry. The growth in steel demand is primarily attributed to a transition towards metal-intensive construction in the residential and infrastructure sectors. Large-scale government initiatives such as the Pradhan Mantri Awas Yojana (housing for all) and the Gati Shakti Master Plan (infrastructure development) are expected to be major catalysts. Additionally, rising demand from

Power

India’s electricity consumption grew by ~6%, driven primarily by weatherrelated demand. The ongoing expansion in India’s power sector, driven by rising electricity demand, substantial capacity additions in Coal based Power plants and government policy support, is creating strong business opportunities for Elecon. These developments, along with increased traction in the aftermarket segment, position Elecon well to capitalize on the sector’s growth momentum.

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FINANCIAL PERFORMANCE

It can be referred in the Board’s Report under heading “Financial Results” in this Annual Report.

Financial Ratios

Pursuant to Regulation 34 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015:

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Particulars Standalone Consolidated
31.03.2025 31.03.2024 31.03.2025 31.03.2024
Debtors Turnover Ratio 3.81 4.53 4.21 4.90
Inventory Turnover Ratio 11.71 9.70 9.42 7.62
Interest Coverage Ratio 59.61 113.19 50.31 74.64
Current Ratio 2.90 2.92 3.16 3.05
Debt Equity Ratio
0.09 0.03 0.09 0.04
Operating Profit Margin (%) 24.78 25.86 24.36 24.49
Net Profit Margin (%) 18.17 18.95 18.64 18.53
Return on Net Worth (%) 20.60 22.53 21.02 22.45
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*There is a change of more than 25% in Interest Coverage Ratio and Debt Equity Ratio. Such change in Interest Coverage Ratio is mainly due to reduction in finance cost and debt. Such change in Debt-Equity Ratio is mainly due to entrance of new lease agreement by the Company.

RISK AND CONCERNS

there is no guarantee that it will always get the better of competition.

economic cycles in the Company’s target markets and volatility in foreign currency exchange rates could have a negative impact on the Company’s performance. This risk is mitigated to some extent due to the Company’s presence in multiple and diverse markets. The Company also takes necessary steps such as forex hedging to mitigate exchange rate risks.

The Company could be susceptible to strategy, innovation and business or product portfolio related risks if there is any significant and unfavourable shift in industry trends, customer preferences or returns on R&D investments. Elecon does have the benefit of being very well entrenched with many of its customers, involved in their critical and strategic initiatives. Therefore, client concentration related risks are mitigated to that extent.

The Company’s operating performance is subject to risks associated with factors that may be beyond its control, such as the termination or modification of contracts and non-fulfilment of contractual obligations by clients due to their own financial difficulties or changed priorities or other reasons. Elecon does have mechanism in place to try and prevent such situations as well as taking insurance cover as necessary.

Elecon operates in a highly competitive industry, replete with multiple competitors, in both India and abroad. Shifts in clients’ and prospective clients’ dispositions could affect its business. While the Company has strong domain expertise, robust delivery capabilities and significant project experience,

Risks emanating from changes in the global markets such as the recent financial meltdown, regulatory or political changes and alterations in the competitive landscape could affect the Company’s operations and outlook. Any adverse movements in

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BOARD’S REPORT

Dear Members,

INTERNAL CONTROLS SYSTEM

DEVELOPMENT IN HUMAN RESOURCES/INDUSTRIAL FRONT

The Company has a strong committed work force nurtured and backed up by its professional culture coupled with innovative HR process aimed at strategic alignment with the business objectives. It has been the tradition of the Company to maintain excellent industrial relations at all levels. This has ensured that we have a committed and dedicated workforce with a high level of enthusiasm.

The Company has mechanisms in place to establish and maintain adequate internal controls over all operational and financial functions. The Company intends to undertake further measures as necessary in line with its intent to adhere to procedures, guidelines and regulations as applicable in a transparent manner.

The number of employees as on March 31, 2025 was 740 as against 687 as on March 31, 2024.

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Internal Controls are continuously evaluated by the Internal Auditors and Management. Findings from internal audits are reviewed by the Management and the Audit Committee. The corrective actions and controls have been put in place wherever necessary. Scope of work of Internal Auditors covers review of controls on accounting, statutory and other compliances and operational areas in addition to reviews relating to efficiency and economy in operations.

Strategic Outlook

efficiencies and strive to maintain its strong cash flow generation and financial discipline. With a robust order book, diversified sector presence, and a culture of excellence, Elecon is wellpositioned to deliver sustained and profitable growth, thereby creating long-term value for its stakeholders.

While the global macroeconomic Elecon will remain committed landscape poses some challenges, to maintaining its leadership the Indian economy continues position in the domestic market, to demonstrate resilience and is while at the same time expanding expected to lead global growth. its global presence through A stable government, growthstrategic partnerships. The focus focussed policy and steady on innovation and R&D remains domestic demand combine to unwavering. The company will create a conducive environment for also continue to drive operational investments.

The Board of Directors present the Company’s Sixty-Fifth Annual Report and Company’s Audited Financial Statements for the Financial Year ended on March 31, 2025.

As our valued partners in the Company, we share our vision for growth with you. Our core principles combine realism and optimism, which have been, and will continue to be, the driving force behind all our future efforts.

The summary of financial highlight is given below:

FINANCIAL RESULTS

The Company’s financial performance (Standalone and Consolidated) for the financial year ended on March 31, 2025 is summarised below:

||||(in Lakhs)|(in Lakhs)|
|---|---|---|---|---|
|Particulars|Standalone||Consolidated||
||March 31, 2025|March 31, 2024|March 31, 2025|March 31, 2024|
|Turnover
Proft Before Tax, Finance Cost, Depreciation &
Amortisation and Adjustments for previous year
(EBIDTA)
Add:Other Income
EBIDTA (Including other income)
Less : Finance Cost
Depreciation & Amortisation
Proft Before share of equity accounted Investee
and Tax
Share of Proft of Associates
Proft before Tax
Less:Provision for Tax
Deferred Tax
Proft After Tax
Add:
Other Comprehensive Income
Previous Year Balance Brought Forward
PROFIT AVAILABLE FOR APPROPRIATION
APPROPRIATIONS:
Dividend Paid
Balance Carried Forward|1,87,112|1,59,967
2,22,696
1,93,742
41,361
54,259
47,447
3,971
6,005
4,406
45,332
60,264
51,853
594
1,304
864
4,125
6,076
5,092
40,613
52,884
45,897
-
813
641
40,613
53,697
46,538
10,331
12,417
11,014
(34)
(230)
(34)
30,316
41,510
35,558
(135)
194
88
53,739
1,08,903
76,623
83,920
1,50,607
1,12,269
3,366
3,366
3,366
80,544
1,47,241
1,08,903|||
||46,359||||
||5,287||||
||51,646||||
||993||||
||5,058||||
||45,595||||
||-||||
||45,595||||
||11,822||||
||(230)||||
||34,003||||
||||||
||(61)||||
||80,554||||
||1,14,496||||
||||||
||3,366||||
||1,11,130||||

65[th] Annual Report 2024-25

Elecon Engineering Company Limited

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BOARD’S REPORT (CONTD.)

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Corporate Overview Financial Statements
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BOARD’S REPORT (CONTD.)

PERFORMANCE OF THE COMPANY

Standalone Financial Performance

For the financial year ended on March 31, 2025, the Company has achieved a Turnover of **1,87,112 Lakhs** as against 1,59,967 Lakhs in the previous year.

For the year ended on March 31, 2025, the Company has achieved Earnings Before Interest (Finance Cost), Depreciation & Amortisation and Tax (EBIDTA) of **46,359 Lakhs** as against the EBIDTA of 41,361 Lakhs during the previous year.

The Net Profit after tax of the Company for the financial year 2024-25 was **34,003 Lakhs** compared to 30,316 Lakhs during the previous year.

The Company holds total unexecuted orders of about 87,138 Lakhs ( 50,656 Lakhs for Gear Division and ` 36,482 Lakhs for MHE Division) as on March 31, 2025. This will help us to continue to have sustainable growth in coming years.

Consolidated Operations

Your Company’s total consolidated turnover for the year ended on March 31, 2025 was **2,22,696 Lakhs** as against 1,93,742 Lakhs in the previous year.

For the year ended on March 31, 2025, the Company has achieved Earnings Before Interest (Finance Cost), Depreciation & Amortisation and Tax (EBIDTA) of **54,259 Lakhs** as against the EBIDTA of 47,447 Lakhs during the previous year.

The Consolidated Net Profit after tax of the Company for the financial year 2024-25 was **41,510 Lakhs** compared to 35,558 Lakhs during the previous year.

During the year under review, your Company’s consolidated Net Worth is **1,97,509 Lakhs** as against 1,58,408 Lakhs for the previous year.

The Company holds total unexecuted orders of about 94,785 Lakhs ( 58,303 Lakhs for Gear Division and ` 36,482 Lakhs for MHE Division) as on March 31, 2025. This will help us to continue to have sustainable growth in coming years.

Dividend

During the year, your Board has declared and paid an Interim Dividend of 0.50/- (i.e. 50%) per Equity Share of 1/- each for the financial year 2024-25. The

said interim dividend was paid to shareholders of the Company on November 12, 2024 and resulted to a cash outflow of ` 1,122 Lakhs.

Your Directors have recommended Final Dividend of 1.50/- (i.e. 150 %) per Equity Share of 1/- each for the financial year ended on March 31, 2025 (previous year 2.00 per Equity Share of face value of 2/- each). The said dividend, if approved by the shareholders, would involve a cash outflow of 3,366 Lakhs as against 2,244 Lakhs dividend in the previous year.

The dividend recommended is in accordance with the Company’s Dividend Distribution Policy. As required under the Regulation 43A of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (“Listing Regulations”), the Company has a Policy on Dividend Distribution. The Dividend Distribution Policy of the Company can be accessed at https://www.elecon.com/views/ - templates/admin uploads/Investors/Policies/ Dividend-Distribution-Policy.pdf

During the year under review, the unclaimed dividend pertaining to the financial year 2016-17 has been transferred to the Investor Education & Protection Fund.

Transfer to Reserves

The Board of Directors has decided to retain the entire amount of profit for the financial year 2024-25 in the statement of profit and loss.

Share Capital

The paid-up Equity Share Capital as on March 31, 2025 was ` 2,244 Lakhs. During the year under review, the Company has not issued any shares with differential voting rights neither granted stock options nor sweat equity.

During the year under review, the Company has subdivided one equity share of face value of 2/- each fully paid-up, into 2 equity shares of face value of 1/- each fully paid-up.

Borrowings

Working Capital Borrowings:

Continuous monitoring and review of the receivables, inventories and other working capital parameters helped the Company to continue with Nil working capital borrowings as at March 31, 2025. Further,

the Company is working on effective Supply Chain Management to optimise overall working capital flow in the Company.

Cash and Cash Equivalent as at March 31, 2025 was ` 9,312 Lakhs.

There is no instance of one-time settlement and valuation while taking loans from banks/financial Institutions.

Fixed Deposits

The Company has not accepted any fixed deposits and there are no unpaid/unclaimed deposits as on March 31, 2025.

Particulars of Loans, Guarantees or Investments

The details of Loans given, Guarantees and Securities provided and Investments made by the Company in compliance with the Companies Act, 2013 are given in the notes to the Financial Statements.

Subsidiary, Joint Venture & Associate Companies

As on March 31, 2025, the Company has 12 Direct & Indirect Subsidiary Companies.

Pursuant to the provisions of Sections 129, 134 and 136 of the Companies Act, 2013 read with Rules framed thereunder and Listing Regulations, your Company has prepared Consolidated Financial Statements of the Company and its Subsidiaries and a separate statement containing salient features of financial statement of Subsidiaries forms part of the Annual Report.

The Annual Report of the Company containing standalone and consolidated financial statements has been placed on the website of the Company. Further, annual accounts of the Subsidiary Companies have also been placed on the website of your Company. Any member who is interested in obtaining the Audited Financial Statements of the Subsidiary Companies may obtain the same by writing to the Company.

Financial Performance – Subsidiary Companies

Radicon Transmission UK Limited (Consolidated)

The total Income of the Benzlers Radicon Group has decreased by 9.6% to GBP 29.80 Millions in the current year compared to 32.97 Millions in the previous year. EBITDA excluding other income increased to GBP

5.32 Millions in the current year compared to GBP 5.12 Millions in the previous year. The Company has made a Profit before Tax for GBP 4.37 Millions in Current Year compared to Profit before Tax of GBP 3.97 Millions in previous year. Despite the reduction in earnings, the Company maintained profitability through cost rationalisation and a strategic shift towards operational optimisation.

Benzlers Group (Nordic and Europe)

Benzlers Group has witnessed a decrease in Sales Revenue of 13.8% to GBP 12.5 Millions in the current year compared to GBP 14.5 Millions in the previous year. The Company’s EBITDA Margin is GBP 2.36 Millions in the current year compared to GBP 0.95 Million in the previous year. Profits before Tax and exceptional income have increased to GBP 2.06 Millions compared to 0.80 Million in the previous year. Despite the reduction in earnings, the Company maintained profitability through cost rationalisation and a strategic shift towards operational optimisation.

Radicon Transmission UK Limited

The Sales Revenue for the year has decreased by 19% to GBP 8.86 Millions compared to GBP 10.98 Millions in the previous year. EBITDA Margin has decreased to GBP 1.07 Millions compared to GBP 1.83 Millions in the previous year. Profits before Tax are GBP 0.75 Million in the current year compared to 1.35 Million in the previous year.

Radicon Drive Systems, Inc. (Radicon USA)

Radicon-USA has witnessed an increase in Sales Revenue of 10.2% to GBP 9.30 Millions in the current year compared to GBP 8.44 Millions in the previous year. EBITDA decreased in the current year to GBP 1.90 Million, compared with the previous year of GBP 2.35 Millions. Generating a Profit before Tax of GBP 1.43 Million in the current year compared to GBP 1.78 Million in the previous year. Despite the reduction in earnings, the Company maintained profitability through cost rationalisation and a strategic shift towards operational optimisation.

Elecon Singapore Pte. Limited

During the year under consideration, revenue of Elecon Singapore Pte. Ltd., has increased by 21.6% from USD 2.68 Millions 2023-24 to USD 3.26 Millions

Elecon Engineering Company Limited

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65[th] Annual Report 2024-25

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BOARD’S REPORT (CONTD.)

2024-25. EBITDA has increased by 92.8% from 0.15 Million 2023-24 to USD 0.29 Million 2024-25.

Elecon Middle East FZCO, Dubai (Consolidated)

During the year, total revenue of Elecon Middle East FZCO (consolidated) has increased by 60.4 %, from AED 32.08 Millions 2023-24 to AED 51.46 Millions 2024-25. Increase in EBITDA by 66.61% from AED 5.45 Millions 2023-24 to AED 9.08 Millions 2024-25.

Elecon Middle East FZCO, Dubai

During the year, total revenue of Elecon Middle East FZCO has increased by 58.9%, from AED 31.98 Millions 2023-24 to AED 50.82 Millions 2024-25. Increase in EBITDA by 66.85% from AED 5.43 Millions 2023-24 to AED 9.06 Millions 2024-25.

Elecon Radicon Africa (Pty) Ltd.

Elecon Middle East FZCO, Dubai, a Wholly Owned Subsidiary of the Company has incorporated its wholly owned subsidiary namely “Elecon Radicon Africa (Pty) Limited” on November 17, 2023. During the year, total revenue of Elecon Radicon Africa (Pty) Limited ZAR 3.17 Millions 2024-25 compared to ZAR 0.55 Million in previous year and EBITDA ZAR 0.16 Million 2024-25 compared to previous year ZAR 0.12 Million.

Financial Performance – Associate

Eimco Elecon (India) Limited (EEIL)

During the year, EEIL has achieved a Turnover of 24,647 Lakhs for financial year ended on March 31, 2025 as against 22,750 Lakhs in the previous year. For the year ended on March 31, 2025; EEIL has achieved Earnings Before Interest (Finance Cost), Depreciation & Amortisation and Tax (EBIDTA) including other income of 7,401 Lakhs as against the EBIDTA of 5,649 Lakhs during the previous year.

With the consent of the Board of Directors, the Company executed a Termination Agreement on April 23, 2025, effectively ending all shareholders agreements previously entered into with Tamrock Great Britain Holdings Limited and other associated companies or individuals. As a result of this Termination, Eimco Elecon (India) Limited is ceased

to be classified as an Associate Company of the Company, effective from April 23, 2025.

Directors & Key Managerial Personnel (KMPs)

Cessation of Tenure of Independent Director

During the year under review, there has been no cessation in the tenure of Independent Directors.

New Appointment

Mrs. Natasha Treasurywala (DIN: 07049212), was appointed as a Non-Executive & Independent Woman Director of the Company effective from April 24, 2025 for a period of five years, not liable to retire by rotation, subject to approval of the members.

Members’ approval for her appointment as an Independent Woman Director, under Sections 149 and 152 of the Companies Act, 2013 and under Regulation 17(1A) and Regulation 25 of Listing Regulations has been sought in the Notice convening the 65[th] Annual General Meeting of the Company.

Mrs. Natasha Treasurywala is an advocate and partner in M/s. Desai & Diwanji’s corporate commercial practice group. Her practice includes a wide range of transactions including mergers and acquisitions, joint ventures, structured finance and general corporate law. She regularly advises on high value, cross border M&As. She also advises commercial and investment banks, financial institutions, private equity sponsors and borrowers in connection with secured and unsecured credit facilities, cross-border acquisition financings with a particular focus on non-convertible debenture and bond issuances.

She has been named as one of the India’s top 100 lawyers by Forbes consistently in 2021, 2022 and 2023. She was also honoured as one of the India’s top 50 super lawyers by Asian Legal Business in 2023.

In the opinion of the Board, she has the requisite skills and capabilities for handling the desired roles & responsibilities as a Non- Executive & Independent Woman Director of the Company, her vast experience in the realm of various fields will be beneficial to the Company. Further, she possesses relevant proficiency which will bring tremendous value to the Board and to the Company.

BOARD’S REPORT (CONTD.)

In terms of Section 149 and other applicable provisions of the Companies Act, 2013 and Regulation 16(1)(b) and other applicable regulations of the Listing Regulations, an Independent Director shall hold office for a term of five consecutive years and not be liable to retire by rotation. Accordingly, Mrs. Natasha Treasurywala (DIN: 07049212) is appointed as an Independent Director to hold office for a term of five consecutive years from the date of April 24, 2025 and shall not be liable to retire by rotation.

Director Retiring by rotation

In accordance with the provisions of the Companies Act, 2013 and the Articles of Association of the Company, Mr. Aayush Alkesh Shah (DIN: 07140517), Director retires by rotation at the forthcoming 65[th] Annual General Meeting of the Company and being eligible, offers himself for re-appointment.

The Board recommends his appointment for your approval.

Disclosures by Directors

None of the Directors of your Company is disqualified as per provisions of Section 164(2) of the Companies Act, 2013. Your Directors have made necessary disclosures to this effect as required under Companies Act, 2013.

Declaration by Independent Directors

The Company has received necessary declarations from each Independent Director under Section 149(7) of the Companies Act, 2013 and under Regulation 25(8) of Listing Regulations, that he/she meets the criteria of independence laid down in Section 149(6) of the Companies Act, 2013 and Regulation 16(1)(b) of Listing Regulations, respectively.

Meetings

During the year under review, four Board Meetings, four Audit Committee Meeting, one Stakeholders Relationship Committee Meeting, one Nomination and Remuneration Committee Meeting, one Corporate Social Responsibility Committee Meeting, two Risk Management Committee Meetings and one Separate Meeting of Independent Directors were held. During the year, no resolutions were passed by way of circular by the Board of Directors. However, Audit Committee had passed one resolution by way of circular. The intervening gaps between the Board and Committee

Meetings were within the period prescribed under the Companies Act, 2013 and Listing Regulations.

Composition of Various Committees

Details of various committees constituted by the Board as per the provisions of Companies Act, 2013 and Listing Regulations and their meetings are given in the Corporate Governance Report which forms a part of this report.

Meeting of Independent Directors

The Independent Directors met on March 05, 2025 without attendance of Non-Independent Directors and Members of the Management. The Independent Directors reviewed the performance of NonIndependent Directors and Board as a whole and assessed the quality, quantity and timeliness of flow of information between the Company Management and the Board that is necessary for the Board to effectively and reasonably perform their duties.

Nomination and Remuneration Policy

The Board has framed a policy for selection and appointment of Directors, Key Managerial Personnel (KMP) and Senior Management Personnel (SMP) and their remuneration.

As and when need arises to appoint Director, KMP and SMP, the Nomination and Remuneration Committee (NRC) of the Company will determine the criteria based on the specific requirements. NRC, while recommending candidatures to the Board, takes into consideration the qualification, attributes, experience and independence of the candidate. Director(s), KMP(s) and SMP(s) appointment and remuneration will be as per NRC Policy of the Company.

The salient features of the NRC Policy of the Company have been disclosed in the Corporate Governance Report, which is a part of this report. The said Policy is available on the Company’s website on - https://www.elecon.com/views/templates/admin uploads/Investors/Policies/Nomination%20&%20 - Remuenration%20Policy%20 25.04.2023.pdf.

Familiarisation Programme for the Independent Directors

In compliance with the requirements of Listing Regulations, the Company has put in place a Familiarisation Programme for Independent Directors to familiarise them with the working of

Elecon Engineering Company Limited

65[th] Annual Report 2024-25

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BOARD’S REPORT (CONTD.)

the Company, their roles, rights and responsibilities vis-à-vis the Company, the industry in which the Company operates, business model etc., alongwith updating on various amendments in the Listing Regulations and the Companies Act, 2013. The policy on Familiarisation Programme is uploaded on the website of the Company and can be accessed through web link https://www.elecon.com/views/templates/ admin-uploads/Investors/Policies/Details-ofFamiliarization-Programmes-for-IDs.pdf.

The Company has conducted the familiarisation programme for Independent Directors of the Company, details for the same have been disclosed on the Company’s website https://www.elecon.com/ investors/corporate-information.

Evaluation of Board and Senior Management

Pursuant to the provisions of the Companies Act, 2013 and Regulation 17 of Listing Regulations, the Board has carried out an annual performance evaluation of its own performance, the directors individually as well as the evaluation of the working of its Committees. Further, the Nomination and Remuneration Committee has carried out the performance evaluation of Senior Management including the Company Secretary and Chief Financial Officer of the Company. The manner in which the evaluation was carried out has been explained in the Corporate Governance Report which forms a part of this report.

Key Managerial Personnel (KMP)

As on the date of this report, the following are the Key Managerial Personnel (“KMPs”) of the Company as per Sections 2(51) and 203 of the Companies Act, 2013:

  • Mr. Prayasvin B. Patel, Chairman & Managing Director

  • Mr. Narasimhan Raghunathan, Chief Financial Officer

Mrs. Bharti Isarani, Company Secretary

Directors’ Responsibility Statement

Pursuant to Section 134(5) of the Companies Act, 2013, with respect to the Directors’ Responsibility Statement, the Board of Directors confirmed that:

  • (a) In the preparation of the annual accounts, the applicable accounting standards have been

followed alongwith proper explanation relating to material departures;

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

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

  • (d) The Directors have prepared the annual accounts on a going concern basis;

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

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

Board Diversity

The Company recognises and embraces the importance of a diverse board in its success. The Company believes 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 the Company to retain its competitive advantage. The Board has adopted the Board Diversity Policy which sets out the approach to diversity of the Board of Directors. The policy is available on our website at https://www.elecon.com/ - views/templates/admin uploads/Investors/Policies/ Index-Elecon-Board-Diversity-Policy-30.08.2022.pdf

Related Party Transactions

All contracts or arrangements with related parties, entered during the financial year were at arm’s length basis and in the ordinary course of the Company’s business. All such contracts or arrangements were

BOARD’S REPORT (CONTD.)

entered into with prior approval of Audit Committee. No material contract or arrangement with related parties was entered into during the year under review. Therefore, there is no requirement to report any transaction in Form No. AOC-2 in terms of Section 134 of the Companies Act, 2013 read with Rule 8 of the Companies (Accounts) Rules, 2014.

The policy on Related Party Transactions as approved by the Board is uploaded on the Company’s website at https://www.elecon.com/views/templates/adminuploads/Investors/Policies/RPT-Policy-2022-FINAL. pdf. None of the Directors or any Key Managerial Personnel has any material pecuniary relationships or transactions vis-à-vis the Company.

Auditors

Statutory Auditors

M/s. C N K & Associates, LLP, Chartered Accountants, appointed as Statutory Auditors of the Company for a period of 5 (five) years i.e. from the conclusion of 61[st ] Annual General Meeting for the Financial Year 2020-21.

The Board has taken note and M/s. C N K & Associates LLP, Chartered Accountants have confirmed their eligibility under Section 141 of the Companies Act, 2013 and the Rules framed thereunder as Statutory Auditors of the Company. As required under Listing Regulations, the Auditors have also confirmed that they hold a valid certificate issued by the Peer Review Board of the Institute of Chartered Accountants of India.

Cost Auditors

Pursuant to Section 148 of the Companies Act, 2013 read with the Companies (Cost Records and Audit) Rules, 2014, the Cost Audit records maintained by the Company in respect of its manufacturing activity are required to be audited. Your Directors have, on the recommendation of the Audit Committee, appointed M/s. Ketki D. Visariya & Co., Cost Accountants as Cost Auditors to audit the cost accounts of the Company for the financial year ended on March 31, 2026 at a remuneration of ` 1,70,000/- p.a. As required under the Companies Act, 2013, the remuneration payable to the Cost Auditors is required to be placed before the Members in a General Meeting for their ratification. Accordingly, a Resolution seeking Member’s ratification for the remuneration payable to M/s. Ketki

D. Visariya & Co., Cost Auditors is included in the Notice convening the 65[th] Annual General Meeting.

The Cost Audit Report provided by the Cost Auditors of the Company i.e. M/s Ketki D. Visariya & Co., for the financial year 2023-24 was filed with the Ministry of Corporate Affairs within the statutory period.

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 Company has appointed M/s. Samdani Shah & Kabra, Company Secretary in Practice to undertake the Secretarial Audit of the Company for the financial year 2024-25. The Report on the Secretarial Audit carried out by the Secretarial Auditor i.e. M/s. Samdani Shah & Kabra, Practicing Company Secretary during the Financial Year 2024-25 is annexed herewith as “Annexure A” . The Secretarial Audit Report does not contain any qualification, reservation or adverse remark.

Further, as per Regulation 24A (1) of the Listing Regulations, the Company may appoint an individual for not more than one term of five consecutive years and a Secretarial Audit Firm for not more than two terms of five consecutive years as Secretarial Auditors of the Company with the approval of its shareholders in its Annual General Meeting. In view of the same, your Directors, on the recommendation of the Audit Committee appointed M/s. Samdani Shah & Kabra, Vadodara, Practicing Company Secretary, for the first term of five consecutive years to carry out the Secretarial Audit of the Company from financial year 2025-26 upto financial year 2029-30 and to fix their remuneration.

Members’ approval for appointment of M/s. Samdani Shah & Kabra, Vadodara, Practicing Company Secretary, under Regulation 24A(1) of the Listing Regulations has been sought in the Notice convening the 65[th] Annual General Meeting of the Company.

Annual Secretarial Compliance Report

The Company has undertaken an audit for the Financial Year 2024-25 for all the applicable compliances as per Listing Regulations and Circulars/Guidelines issued by SEBI from time to time. The Annual Secretarial Compliance Report for abovesaid financial year shall be submitted to the stock exchanges within prescribed time limit as per Listing Regulations.

Elecon Engineering Company Limited

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BOARD’S REPORT (CONTD.)

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Internal Financial Control Systems and their adequacy

Your Company has an effective internal control and risk mitigation systems, which are constantly assessed and strengthened with new/revised standard operating procedures. The Company’s internal control system is commensurate with its size, scale and complexities of its operations. The main thrust of internal audit is to test and review controls, appraisal of risks and business processes, besides benchmarking controls with best practices in the industry.

The Audit Committee of the Board of Directors actively reviews the adequacy and effectiveness of the internal control systems and suggests improvements to strengthen the same. The Company has a robust Management Information System, which is an integral part of the control mechanism.

The Audit Committee of the Board of Directors, the Statutory Auditors and the Business Heads are periodically apprised of the internal audit findings and corrective actions are taken by the Management. Audit plays a key role in providing assurance to the Board of Directors. Significant audit observations and corrective actions taken by the Management are presented to the Audit Committee of the Board. To maintain its objectivity and independence, the Internal Audit function reports to the Chairman of the Audit Committee.

Risk Management

Being one of the top 500 Listed Companies, the Company has implemented Risk Management System. The Board of the Company has constituted a Risk Management Committee to frame, implement and monitor the risk management plan for the Company. The said committee is responsible for reviewing the risk management plan and ensuring its effectiveness. The Audit Committee has additional oversight in the areas of financial risks and controls. The details pertaining to the composition of the Risk Management Committee are included in the Corporate Governance Report, which is a part of this report.

Corporate Social Responsibility (CSR) Initiatives

In accordance with the provisions of Section 135 of the Companies Act, 2013 and Companies (Corporate Social

Responsibility Policy) Rules, 2014, your Company has adopted CSR policy on the recommendation of the Members of the CSR Committee and with the approval of the Board. The CSR policy may be accessed on the Company’s Website at the https://www.elecon.com/ - views/templates/admin uploads/Investors/Policies/ Index-CSR%20Policy-05.05.2021-30.08.2021.pdf

The Composition of the Committee and other details are provided in Corporate Governance Report, which is a part of this Annual Report.

The Company implements various CSR activities directly and / or through the implementing agencies and the activities undertaken by the Company are in accordance with Schedule VII of the Companies Act, 2013. The Report on CSR activities as required under the Companies (Corporate Social Responsibility Policy) Rules, 2014 and amendments thereto, is given in “Annexure B” , forming part of this report.

[Energy Conservation, Technology Absorption and ] Foreign Exchange Earnings and Outgo

The information on conservation of energy, technology absorption and foreign exchange earnings and outgo stipulated under Section 134(3)(m) of the Companies Act, 2013 read with Rule 8 of the Companies (Accounts) Rules, 2014, is annexed herewith as “Annexure C ” .

Particulars of Employees

Disclosures relating to remuneration and other details as required under Section 197(12) of the Act read with Rule 5(1) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 forms a part of this Report as “Annexure D”

Details of employee remuneration as required under the provisions of Section 197 of the Companies Act, 2013 and Rules 5(2) and 5(3) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, are available to any Shareholder for inspection on request. If any Shareholder is interested in obtaining a copy thereof, such Shareholder may write to the Company Secretary, where upon a copy would be sent through email only. The Annual Report excluding the aforesaid information is being sent to the members of the Company.

[Business Responsibility and Sustainability Report ]

  • Pursuant to Regulation 34(2)(f) of Listing Regulations, Business Responsibility and Sustainability Report (BRSR) is mandatory for the top 1,000 listed companies (by market capitalisation).

Your Company being covered under top 500 companies, BRSR is applicable to it. The BRSR is forming part of the Annual Report and annexed as “Annexure- E” .

On a voluntary basis, your Company has obtained Reasonable Assurance for the BRSR Core Key Performance Indicators (KPIs) and Limited Assurance for the Essential Indicators from CNK & Associate LLP. This assurance report is annexed alongwith the BRSR.

Corporate Governance

  • Pursuant to Regulation 34(3) read with Schedule V of the Listing Regulations, separate reports on Management Discussion & Analysis and Corporate Governance together with a certificate from the Practicing Company Secretary form part of this Report.

Your Company is committed to maintain the highest standards of Corporate Governance, reinforcing the valuable relationship between the Company and its Stakeholders. A detailed report on Corporate Governance is annexed as “Annexure F” to this Report alongwith the Auditors’ Certificate on its compliance by the Company.

Compliance of Secretarial Standards

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

Prevention of Sexual Harassment at Workplace

The Company has zero tolerance towards sexual harassment at the workplace and has adopted a policy on prevention, prohibition and redressal of sexual harassment at workplace in line with the provisions of the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013 and the Rules thereunder. As required under law, an Internal Committee (IC) has been constituted for reporting and conducting inquiry into the complaints made by the victim on the harassment at the work

place. During the year under review, there were no complaints pertaining to sexual harassment.

The policy on Sexual Harassment at Workplace is placed on the Company’s website at https://www. - elecon.com/views/templates/admin uploads/ Investors/Policies/POSH-Policy-Final.pdf.

Vigil Mechanism / Whistle Blower Policy

The Company has in place a Vigil Mechanism/Whistle Blower Policy for Directors and Employees to report their concerns about unethical behavior, actual or suspected fraud or violation of the Company’s Code of Conduct. The Mechanism provides for adequate safeguards against victimisation of Director(s) and Employee(s) who avail the mechanism.

The Vigil Mechanism/Whistle Blower Policy is available on Company’s website at https://www. - elecon.com/views/templates/admin uploads/ Investors/whistle-blower-policy/Elecon-WhistleBlower-Policy-2022-new.pdf.

Material Subsidiaries

The Board of Directors of the Company has approved a Policy for determining material subsidiaries, which is in line with the Listing Regulations as amended from time to time. The policy is available on our website at https://www.elecon.com/views/templates/ admin-uploads/Investors/Policies/Elecon-Policy-onDetermining-Material-Subsidiary-2020.pdf

  • The Company does not have material subsidiary company.

Annual Return

The annual return of the Company as on March 31, 2025 in the prescribed format is available on the Company’s website. The web-link is as under:

https://www.elecon.com/investors/annual-returnas-provided-under-section-92-of-the-companiesact-2013

[Significant and Material Orders passed by the ] Regulators or Courts or Tribunals

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

Elecon Engineering Company Limited

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65[th] Annual Report 2024-25

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BOARD’S REPORT (CONTD.)

ANNXURE – A TO BOARD’S REPORT

SECRETARIAL AUDIT REPORT FOR THE FINANCIAL YEAR ENDED ON MARCH 31, 2025

[Application made or proceeding pending under the ] Insolvency and Bankruptcy Code, 2016

During the financial period under review, no application is made or pending under the Insolvency and Bankruptcy Code, 2016 (“IBC 2016”) against the Company.

[Reporting of Frauds]

There was no instance of fraud during the year under review, which required the Statutory Auditors and/or Secretarial Auditors to report to the Audit Committee, Board and/or Central Government under Section 143(12) of the Companies Act, 2013 and Rules framed thereunder.

[Insurance]

The Company takes a very pragmatic approach towards insurance. Adequate cover has been taken for all movable and immovable assets for various types of risks.

[Industrial Relations/Personnel ]

Your Company is committed to upholding its excellent reputation in the field of Industrial relations. Through continuous efforts, the Company invests and improvises development programmes for its employees.

[Material Changes and Commitments]

There are no material changes and commitments, affecting the financial performance of the Company that occurred during the Financial Year to which the Financial Statements relate and the date of this Report.

There is no change in the nature of business during the year under review.

[Acknowledgement]

Your Directors are highly grateful for the unstinted guidance, support and assistance received from the Government and Financial Institutions. Your Directors are thankful to all valuable Stakeholders of the Company viz. shareholders, customers, dealers, vendors, suppliers and business associates for their faith, trust and confidence reposed in the Company.

Your Directors wish to place on record their sincere appreciation for the dedicated efforts and consistent contribution made by the employees to ensure that the Company continues to grow and excel.

For and on behalf of Board of Directors,

Prayasvin B. Patel

Chairman & Managing Director

DIN: 00037394

Place: Vallabh Vidyanagar Date: April 24, 2025

[Pursuant to Section 204(1) of the Companies Act, 2013 and Rule 9 of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 and Regulation 24A of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015]

  • v. The following Regulations and Guidelines prescribed under the Securities and Exchange Board of India (“SEBI”) Act, 1992: -

To,

The Members,

ELECON ENGINEERING COMPANY LIMITED Anand - Sojitra Road, Vallabh Vidyanagar - 388 120, Gujarat, India.

  • a. SEBI (Issue of Capital and Disclosure Requirements) Regulations, 2018; However, there were no actions / events pursuant to these regulations, hence not applicable.

We have conducted the Secretarial Audit of the compliance of applicable statutory provisions and the adherence to good corporate practices by Elecon Engineering Company Limited (“Company”). Secretarial Audit was conducted in a manner that provided us a reasonable basis for evaluating the corporate conducts / statutory compliances and expressing our opinion thereon.

  • b. SEBI (Substantial Acquisition of Shares and Takeovers) Regulations, 2011;

  • c. SEBI (Buy-back of Securities) Regulations, 2018; However, there were no actions / events pursuant to these regulations, hence not applicable.

  • d. SEBI (Share Based Employee Benefits and Sweat Equity) Regulations, 2021; However, there were no actions / events pursuant to these regulations, hence not applicable.

Based on our verification of the Company’s Books, Papers, Minute Books, Forms and Returns filed and other records maintained by the Company and also the information provided by the Company, its officers, agents and authorised representatives during the conduct of Secretarial Audit, we hereby report that, in our opinion, the Company has, during the audit period covering the Financial Year ended on March 31, 2025 (“review period”), complied with the statutory provisions listed hereunder and also that the Company has proper Board-Processes and Compliance-Mechanism in place to the extent, in the manner and subject to the reporting made hereinafter:

  • e. SEBI (Prohibition of Insider Trading) Regulations, 2015;

  • f. SEBI (Registrars to an Issue and Share Transfer Agents) Regulations, 1993, regarding the Act and dealing with client;

  • g. SEBI (Delisting of Equity Shares) Regulations, 2021; However, there were no actions / events pursuant to these regulations, hence not applicable;

We have examined the Books, Papers, Minute Books, Forms and Returns filed and other records maintained by the Company for the review period, according to the provisions of:

  • h. SEBI (Depositories and Participants) Regulations, 2018;

  • i. SEBI (Issue and Listing of Non-Convertible Securities) Regulations, 2021; However, there were no actions / events pursuant to these regulations, hence not applicable;

  • i. The Companies Act, 2013 (“Act”) and the Rules made thereunder;

  • ii. The Securities Contracts (Regulation) Act, 1956 and the Rules made thereunder;

  • j. SEBI (Debenture Trustees) Regulations, 1993; However, there were no actions / events pursuant to these regulations, hence not applicable.

  • iii. The Depositories Act, 1996 and the Regulations and Bye-laws framed thereunder;

  • We have also examined compliance with the applicable clauses / regulations of the following: -

  • iv. Foreign Exchange Management Act, 1999 and the Rules and Regulations made thereunder to the extent of Foreign Direct Investment, Overseas Direct Investment and External Commercial Borrowings;

  • i. Secretarial Standards issued by The Institute of Company Secretaries of India; and

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ANNXURE – A TO BOARD’S REPORT (CONTD.)

  • ii. Listing Agreements entered into by the Company with BSE Limited and National Stock Exchange of India Limited, read with SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015.

During the review period, the Company has complied with the provisions of the applicable Acts, Rules, Regulations, Guidelines, Standards, etc. as mentioned above.

We further report that;

  • A. The Board of Directors of the Company is duly constituted with proper balance of Executive Directors, Non-Executive Directors and Independent Directors. The changes in the composition of the Board of Directors that took place during the review period were carried out in compliance with the provisions of the Act;

  • B. Adequate notice is given to all the Directors to schedule Board Meetings, Agenda and detailed

Notes on Agenda were sent at least seven days

in advance and a system exists for seeking and obtaining further information and clarification on the agenda items before the meeting and for meaningful participation at the meeting;

  • C. As per the minutes of the meetings duly recorded and signed by the Chairman, the decisions of the Board were unanimous and no dissenting views have been recorded;

  • D. There are adequate systems and processes in the Company commensurate with the size and operations of the Company to monitor and ensure compliance with all the applicable Laws, Rules, Regulations and Guidelines;

  • E. During the review period, there were no specific instances / actions in the Company in pursuance of the above referred Laws, Rules, Regulations, Guidelines, Standards etc. having major bearing on the Company’s affairs.

ANNXURE – A TO BOARD’S REPORT (CONTD.)

APPENDIX A

To

The Members, Elecon Engineering Company Limited Anand - Sojitra Road, Vallabh Vidyanagar - 388 120,

Gujarat, India.

Our Secretarial Audit Report of even date is to be read alongwith this letter, that:

  • i. Maintenance of secretarial records and compliance of the provisions of Corporate and other applicable Laws, Rules, Regulations, Standards is the responsibility of the management of the Company. Our examination was limited to the verification and audit of procedures and records on test basis. Our responsibility is to express an opinion on these secretarial records and compliances based on such verification and audit.

  • ii. We have followed the audit practices and processes as were appropriate to obtain reasonable assurance about the correctness of the contents of secretarial records. The verification was done on test basis to ensure that correct facts are reflected in secretarial records and we believe that the processes and practices we followed provide a reasonable basis for our opinion.

  • iii. Wherever required, we have obtained the management representations about the Compliance of Laws, Rules and Regulations, happening of events, etc.

  • iv. The Secretarial Audit Report is neither an assurance as to the future viability of the Company nor of the efficacy or effectiveness with which the management has conducted the Company’s affairs.

S. Samdani

Partner

S. Samdani

Partner

Samdani Shah & Kabra Company Secretaries

FCS No. 3677 | CP No. 2863

Samdani Shah & Kabra

Company Secretaries

FCS No. 3677 | CP No. 2863

ICSI Peer Review # 1079/2021

Place: Vadodara

ICSI Unique Code: P2008GJ016300 ICSI UDIN: F003677G000188499

Date: April 24, 2025

Note: This report is to be read with our letter of even date which is annexed as Appendix A and forms an integral part of this report.

Place: Vadodara Date: April 24, 2025

ICSI Peer Review # 1079/2021

ICSI Unique Code: P2008GJ016300 ICSI UDIN: F003677G000188499

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ANNEXURE – B TO BOARD’S REPORT

ANNEXURE – B TO BOARD’S REPORT (CONTD.)

CORPORATE SOCIAL RESPONSIBILITY (CSR) ACTIVITIES FOR FINANCIAL YEAR ENDED ON MARCH 31, 2025

  1. CSR amount spent or unspent for the Financial Year:

  2. A brief outline on CSR Policy of the Company:

The Company’s CSR Policy is in adherence to the provisions of Section 135 of the Companies Act, 2013 read with Rules framed thereunder and provides for carrying out CSR activities in the area of Education, Healthcare including preventive healthcare, etc. either directly by the Company or through ‘Non-Profit Organisations’, viz. B. I. Patel Charitable Trust, I.

B. Patel Charitable Trust and others or by way of contribution to Central / State Government Relief Funds.

  1. Composition of CSR Committee:

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Sr. Name of Directors Designation / Nature Number of meeting(s) of CSR Number of meeting(s)
No. of Directorship Committee held during the year of CSR Committee
attended during the year
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1. Dr. Sonal V. Ambani Chairperson, 1 1
Independent & Non-
Executive Director
2. Mr. Prayasvin B. Patel Member, Non- 1 1
Independent &
Executive Director
3. Mr. Prashant C. Amin Member, Non- 1 1
Independent & Non-
Executive Director
  1. Provide the web-link(s) where Composition of CSR Committee, CSR Policy and CSR Projects approved by the Board are disclosed on the website of the Company.

Composition of the CSR Committee shared above and is available on the Company’s website on: https://www.elecon. com/about-us/board-committees

CSR Policy - https://www.elecon.com/views/templates/admin-uploads/Investors/Policies/Elecon-Corporate-Social- - - Responsibility Policy may 2021.pdf

CSR Projects – Not applicable

  1. Provide the executive summary alongwith web-link(s) of Impact Assessment of CSR projects carried out in pursuance of Sub-rule (3) of Rule 8 of the Companies (Corporate Social Responsibility Policy) Rules, 2014, if applicable: Not Applicable

  2. CSR Obligation for the financial year:

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Sr. Particulars Amount
No. ( ` in Lakhs)
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(a) Average Net Proft of the Company as per sub-section (5) of Section 135 25,968.72
(b) Two percent of Average Net Proft of the Company as per sub-section (5) of Section 135 519.37
(c) Surplus arising out of the CSR Projects or programmes or activities of the previous fnancial NIL
years
(d) Amount required to be set-off for the fnancial year, if any NIL
(e) Total CSR Obligation for the fnancial year [(b)+(c)-(d)] 519.37

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Sr. Particulars Amount
No. ( in Lakhs)<br>(a) Amount spent on CSR Projects (both Ongoing Project and other than Ongoing Project) 523.97<br>(b) Amount spent in Administrative Overheads NIL<br>(c) Amount spent on Impact Assessment, if applicable Not applicable<br>(d) Total amount spent for the Financial Year [(a)+(b)+(c)] 523.97<br>(e) CSR amount spent or unspent for the Financial Year:<br>Total amount Amount unspent ( in Lakhs)
spent for the
Financial Year Total amount transferred to the Amount transferred to any fund specified under
( ` in Lakhs) Unspent CSR Account as per Schedule VII as per the second proviso to sub-section
sub-section (6) of Section 135 (5) of Section 135
Amount. Date of transfer. Name of the fund. Amount. Date of transfer.
523.97 NIL - - NIL -
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  • (f) Excess amount for set-off, if any:

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Sr. Particulars Amount
No. ( ` in Lakhs)
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(i) Two percent of average net proft of the Company as per sub-section (5) of Section 135. 519.37
(ii) Total amount spent for the Financial Year 523.97
(iii) Excess amount spent for the Financial Year [(ii)-(i)] 4.60
(iv) Surplus arising out of the CSR projects or programmes or activities of the previous Financial NIL
Years, if any
(v) Amount available for set off in succeeding Financial Years [(iii)-(iv)] 4.60

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Details of Unspent Corporate Social Responsibility amount for the preceding three financial years: Not Applicable
Sr. Preceding Amount Balance Amount Amount transferred to a Amount Deficiency,
No. Financial transferred amount in spent Fund as specified under remaining to if any
Year(s) to Unspent Unspent in the Schedule VII as per be spent in
CSR CSR Financial second proviso to sub- succeeding
Account Account Year section (5) of Section 135, Financial
under sub- under sub- ( in Lakhs) if any Years<br>section (6) section (6) ( in Lakhs)
of Section of Section Amount Date of
135 135 ( in Lakhs) transfer<br>( in Lakhs)
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Not applicable

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Corporate Overview

ANNEXURE – B TO BOARD’S REPORT (CONTD.)

ANNEXURE – C TO BOARD’S REPORT

ENERGY CONSERVATION, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE EARNINGS AND OUTGO

  1. Whether any capital assets have been created or acquired through Corporate Social Responsibility amount spent in the Financial Year:

  2. Yes No

If Yes, enter the number of Capital assets created / acquired: Not Applicable

Furnish the details relating to such asset(s) so created or acquired through Corporate Social Responsibility amount spent in the Financial Year:

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Sr. Short Pin code of Date of Amount of Details of entity / Authority / beneficiary of the
No. particulars of the property creation CSR amount registered owner
the property or asset(s) spent
or asset(s) CSR Name Registered
[including Registration address
complete Number, if
address and applicable
location of the
property]
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NIL

  1. Specify the reason(s), if the Company has failed to spend two per cent of the average net profit as per sub-section (5) of Section 135: Not Applicable

For and on behalf of the Board of Directors,

Prayasvin B. Patel Sonal V. Ambani Place : Vallabh Vidyanagar Chairman & Managing Director Chairperson of CSR Committee Date : April 24, 2025 DIN : 00037394 DIN : 02404841

Information required under Section 134(3) (m) of the Companies Act, 2013 read with Rule 8 of the Companies (Accounts) Rules, 2014

  • Air condenser is replaced by water condenser in grinding room machines to conserve 97,500 KWH of electricity per annum.

1. CONSERVATION OF ENERGY

  • a) Energy Conservation measures taken

  • Continuous efforts towards energy conservation by adopting new technology with more focus on improvement and process, through improved maintenance practices like Time Base Maintenance and Analysis through Short interval control etc.

  • To meet increased demand of electricity, old 1,500 KVA transformers replaced with new energy efficient OLTC 2,000 KVA transformer for better quality power and low transformer losses.

(b) Additional investments and proposal if any, being implemented for reduction of consumption of energy

  • New VRV technology adopted in air cooling plant for office air conditioner, which replaces old ductable system of cooling. It results in saving more than 30,000 units annually.

  • Continuous measures are being adapted in the Company for energy conservation. For Solar harvesting, we are proud to announce that we are planning to install 4 MW of solar and 3 MW of wind renewable energy capacity.

  • Servo System adopted in Broaching Machines in place of Conventional Induction Motor Hydraulic power pack, culminates in saving of 18,000 KWH annually

(c) Impact of measures at (a) and (b) above for reduction of energy consumption and consequent impact on the cost of production of goods

  • Old existing air compressors replaced with permanent Magnet Motor (Efficiency class, IE4) technology to optimise energy consumption, we achieved savings of 15,000 units.

  • Significant reductions in consumption of energy and production cost of goods be observed by the implementation of above referred measures. Implementation of above referred measures has resulted in increased facility reliability as well as improved equipment performance without any cost.

  • Continuous monitoring and reconditioning of PFC panel leads to PF unity which saves energy bill as well as active power usage.

  • Use of Green Energy: in addition to existing solar plants, the Company had added 1 MW roof top solar plant at MHE Division of the Company at Vallabh Vidyanagar, Gujarat to harvest Solar Energy.

2. TECHNOLOGY ABSORPTION

(I) Research and Development (R&D)

  • Specific Area in which R&D carried out by the Company and benefits derived as a result of R&D:

  • The Company has an in-house R&D facility that has been approved by the Department of Scientific and Industrial Research, where R&D activities are carried out. The following are some of the R&D activities completed and the benefits obtained as a result:

  • Replacement of old Condensers of Grinding room AC Plants upgrades overall efficiency and results in saving of 40,000 units annually.

  • To stop compressed air leakages in the plant, 465 meters, new legris make aluminum, less friction, oxidation free pipes installed for air distribution which results in saving of 10,000 KWH of electricity per annum.

  • A planetary gearbox with grooved flex pin and double cantilever concept developed for load distribution to get higher efficiency.

  • 92 nos. overhead, LED lamps replaced in Dowty Shed of the Company to conserve 57,408 KWH of electricity per annum.

  • Highly flexible coupling developed for application where shock load is high and this coupling allows high misalignment.

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Statutory Reports
Corporate Overview Financial Statements
01-32 33-123 124-279
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ANNEXURE – C TO BOARD’S REPORT (CONTD.)

ANNEXURE – D TO BOARD’S REPORT

STATEMENT OF DISCLOSURE OF REMUNERATION OF DIRECTORS AND EMPLOYEES

  • A new Helical and Bevel Helical gearbox 2. Upgradation of existing conveyor series. series has been upgraded. The benefits include high efficiency, robust design, 3. Development of Special Worm gearbox

  • Development of Special Worm gearbox series.

  • increased thermal rating, universal mounting and excellent torque to weight capacity.

  • Expenditure on R & D: In order to pursue R&D endeavors, the Company incurs R&D expense on a continual basis, which is separately recognised in the financial statements. The overall R&D expenditure for the Financial Year 2024-25 is as follows:

  • Standard and Customised condition monitoring system developed as per industry IoT 4.0.

  • Fluid coupling develops with slip optimisation.

`in Lakhs
Capital Expenditure NIL
Revenue Expenditure 600.66
Total 600.66
  • Pinion stand gearbox standardisation helps for fast delivery.

  • Developed single stage helical gearbox with large torque capacity for mill application.

  • Marine gearbox design was successfully validated through classification society.

  • (II) Technology absorption, adaptation & innovation, measures taken and benefits derived therefrom:

  • Develop single stage extruder gearbox series for plastic and rubber industry.

  • Procured software for shock calculation of marine gearbox.

  • Develop the concept of direct meshing girth gear unit for mill application.

3. FOREIGN EXCHANGE DETAILS

Future plan of action:

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(` in Lakhs)
Particulars 2024-25 2023-24
Earnings 16,333.57 10,987.16
Outgo 12,166.32 8,685.51
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  • The following is a summary of the future action plan:

  • Development of a Twin Screw extruder gearbox series.

  • Information pursuant to Section 197 of the Companies Act, 2013 read with Rule 5(1) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014.

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Sr. Name of Directors and KMPs Designation % Increase in Ratio of Remuneration
No. Remuneration in to Median
2024-25 Remuneration of
Employees
A. Directors:-
1 Mr. Prayasvin B. Patel Chairman & Managing Director 17.36 295.52
2 Mr. Aayush A. Shah Non-Independent & Non- 22.32 1.79
Executive Director
3 Mr. Pradip M. Patel Non-Independent & Non- 18.96 1.96
Executive Director
4 Mr. Prashant C. Amin Non-Independent & Non- 21.33 1.81
Executive Director
5 Mr. Ashutosh A. Pednekar Independent & Non-Executive 20.93 1.97
Director
6 Mr. Nirmal P. Bhogilal Independent & Non-Executive # 1.98
Director
7 Mr. Pranav C. Amin Independent & Non-Executive 28.92 1.80
Director
8 Dr. Sonal V. Ambani Independent & Non-Executive 18.69 1.99
Director
B. Key Managerial Personnel:-
1 Mr. Narasimhan Raghunathan Chief Financial Officer 8.53 8.92
2 Mrs. Bharti L. Isarani Company Secretary 10.32 3.67
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  • The Commission payable of 17.25 Crores is included in the remuneration of Mr. Prayasvin B. Patel for the financial year 2024-25 ( 15.00 Crores for financial year 2023-24).

Mr. Nirmal P. Bhogilal was appointed as a Non-Executive Independent Director w.e.f. April 01, 2024. Hence, his current year’s remuneration is not comparable.

  • (i) The median remuneration of employees of the Company during the financial year was ` 7.67 Lakhs. There was an increase of 14.61% in the median remuneration of employees.

  • (ii) There were 740 permanent employees on the rolls of Company as on March 31, 2025.

  • (iii) There was an increase of 11.25% in average percentage salaries of employees (other than the managerial personnel) in the last financial year i.e. 2024-25 whereas the managerial personnel remuneration for the same financial year was increased to 17.36%. Change in Managerial Personnel Remuneration is mainly due to change in remuneration and commission payment to Mr. Prayasvin B. Patel for the financial year 2024-25.

  • (iv) The key parameters for the variable component of remuneration availed by the Directors are considered by the Board of Directors based on the recommendations of the Nomination and Remuneration Committee as per the Nomination and Remuneration Policy for Directors, Key Managerial Personnel and other Employees.

  • (v) It is hereby affirmed that the remuneration paid is as per the Nomination and Remuneration Policy for Directors, Key Managerial Personnel and other Employees.

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Statutory Reports
Corporate Overview Financial Statements
01-32 33-123 124-279
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ANNEXURE - E TO BOARD’S REPORT

ANNEXURE – E TO BOARD’S REPORT (CONTD.)

BUSINESS RESPONSIBILITY & SUSTAINABILITY REPORT

Elecon Engineering Company Limited exemplifies industry leadership and innovation in the Transmission business while offering integrated solutions across the entire value chain of material handling systems. In alignment with the evolving standards of our peers, we are committed to fostering a culture of transparency, accountability, and collaboration with our stakeholders to drive sustainable development that benefits all.

Recognising the growing importance of Environmental, Social, and Governance (ESG) factors within our industry, we have embedded these principles deeply into our corporate strategy. By aligning our practices with global benchmarks and industry leaders, we aim to minimise our environmental footprint, contribute positively to society, and uphold the highest standards of governance. This commitment reflects our dedication to creating long-term value for all stakeholders while addressing the broader impact of our operations on society and the environment.

SECTION A: GENERAL DISCLOSURES

I. Details of the listed entity

  1. Corporate Identity Number (CIN) of the Listed Entity L29100GJ1960PLC001082 2. Name of the Listed Entity Elecon Engineering Company Limited 3. Year of incorporation 1960 4. Registered office address Anand-Sojitra Road, Vallabh Vidyanagar 388 120, Dist. Anand, Gujarat, India.

  2. Corporate address Anand-Sojitra Road, Vallabh Vidyanagar - 388 120, Dist. Anand, Gujarat, India.

  3. E-mail id [email protected] 7. Telephone +91-2692-238701 8. Website www.elecon.com 9. Financial year for which reporting is being done 2024-25

  4. Name of the Stock Exchange(s) where shares are listed National Stock Exchange of India Limited and BSE Limited

  5. Paid-up Capital ` 2,244.00 Lakhs

  6. Name and contact details (telephone, email address) of the person who may be contacted in case of any queries on the BRSR report

  7. Mrs. Bharti L. Isarani,

  8. Company Secretary & Compliance Officer +91-2692-238701 [email protected]

  9. Reporting boundary

  10. Standalone Basis

  11. Name of Assurance provider

  12. Name of Assurance provider CNK & Associates LLP 15. Type of Assurance obtained Reasonable Assurance – BRSR Core KPIs Limited Assurance – Essential Indicators

17. Products/Services sold by the entity (accounting for 90% of the entity’s Turnover):

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Sr. Product/Service NIC Code % of total Turnover
no. contributed
1 Gears (Reduction gears) 29131 70.16%
2 Bulk Material Handling Equipment 29151 27.37%
3 Repair and maintenance of bearings, gears, gearing and driving 29138 1.27%
element
4 Repair and maintenance of lifting and handling equipment 29158 1.20%
18. Number of locations where plants and/or operations/offices of the entity are situated:
Location Number of plants Number of offices Total
National 2 13 15
International - - -
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III. Operations

  1. Number of locations where plants and/or operations/offices of the entity are situated:

  2. However, Elecon has 4 manufacturing & assembly centres and 10 sales offices through its foreign subsidiaries.

19. Markets served by the entity:

a. Number of locations

Locations Number
National (No. of States) 29
International(No. of Countries) 31
  • b. What is the contribution of exports as a percentage of the total turnover of the entity?

  • Exports constitute 8.60% of the total turnover of the entity.

  • c. A brief on types of customers

We are engaged in manufacturing of Industrial Gears and Material Handling Equipment. We cater to the following industries:

  • Steel Industries

  • Cement Manufacturing Industries

  • Power Generation & Transmission Industries

  • Sugar Manufacturing Industries

  • Material Handling Equipment Industries

  • Defense Industries

  • Mining Industries

II. Products/services

  • Fertiliser Industries

  • Details of business activities (accounting for 90% of the turnover):

Sr.
No.
Description of Main Activity Description of Business Activity % of Turnover of the entity
1.
Manufacturing, Repairs &
Maintenance
Electrical equipment, General purpose and
Special purpose Machinery & Equipment,
Transport equipment
100%

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ANNEXURE – E TO BOARD’S REPORT (CONTD.)

IV. Employees

20. Details at the end of Financial Year:

a. Employees and workers (including differently abled)

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Sr. Particulars Total (A) Male Female
No.
No. (B) % (B / A) No. (C) % (C / A)
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EMPLOYEES EMPLOYEES
1. Permanent (D) 740 718 97.03% 22 2.97%
2. Other than Permanent (E)
3. Total employees (D + E) 740 718 97.03% 22 2.97%
WORKERS
4.
5.
Permanent (F)
Other than Permanent (G)
1,422 1,419 99.79% 3 0.21%
6. Total workers (F + G) 1,422 1,419 99.79% 3 0.21%

b. Differently abled Employees and workers:

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Sr. Particulars Total (A) Male Female
No.
No. (B) % (B /A) No. (C) % (C/A)
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DIFFERENTLY ABLED EMPLOYEES DIFFERENTLY ABLED EMPLOYEES
1. Permanent (D) 8 7 87.50% 1 12.50%
2. Other than Permanent (E)
3. Total differently abled
employees (D + E)
8 7 87.50% 1 12.50%
DIFFERENTLY ABLED WORKERS
1. Permanent (F)
- - - - -
2. Other than Permanent (G)
3. Total differently abled workers - - - - -
(F + G)

21. Participation/Inclusion/Representation of women:

Particulars Total No. and percentage of Females No. and percentage of Females
(A) No. (B) % (B / A)
Board of Directors
8
Key Management Personnel*
2
1
12.50%
1
50.00%

*Excluding Key Management Personnel covered under Board of Directors

ANNEXURE – E TO BOARD’S REPORT (CONTD.)

V. Holding, Subsidiary and Associate Companies (including joint ventures)

23. (a) Names of Holding / Subsidiary / Associate Companies / Joint Ventures

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Sr. Name of the Holding / Subsidiary Indicate whether % of shares held by Does the entity indicated
No. / Associate Companies / Joint Holding/ listed entity at column A, participate
Ventures (A) Subsidiary/ in the Business
Associate/ Joint Responsibility initiatives of
Venture the listed entity? (Yes/No)
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1 Radicon Transmission UK Limited Subsidiary 100 No
2 Elecon Singapore PTE. Limited Subsidiary 100 No
3 Elecon Middle East FZCO Subsidiary 100 No
4 Benzlers Systems AB Step Down 100 No
Subsidiary
5 AB Benzlers Step Down 100 No
Subsidiary
6 Radicon Drive Systems Inc. Step Down 100 No
Subsidiary
7 Benzlers Transmission A.S. Step Down 100 No
Subsidiary
8 Benzlers Antriebstechnik G.m.b.h Step Down 100 No
Subsidiary
9 Benzlers TBA B.V. Step Down 100 No
Subsidiary
10 OY Benzlers AB Step Down 100 No
Subsidiary
11 Benzlers Italia s.r.l. Step Down 100 No
Subsidiary
12 Elecon Radicon Africa (Pty) Limited Step Down 100 No
Subsidiary
13 Eimco Elecon (India) Limited Associate 16.62% No

VI. CSR Details

24. (i) Whether CSR is applicable as per Section 135 of the Companies Act, 2013: (Yes/No) Yes

  • (ii) Turnover (in **)** - 1,87,112 Lakhs (2024-25)

  • (iii) Net worth (in **)** - 1,65,327 Lakhs (2024-25)

  • Turnover rate for permanent employees and workers (in %)

Particulars 2024-25
(Turnover rate in Current FY)
2024-25
(Turnover rate in Current FY)
2024-25
(Turnover rate in Current FY)
2023-24
(Turnover rate in Previous FY)
2023-24
(Turnover rate in Previous FY)
2023-24
(Turnover rate in Previous FY)
2022-23
(Turnover rate in the year prior
to Previous FY)
2022-23
(Turnover rate in the year prior
to Previous FY)
2022-23
(Turnover rate in the year prior
to Previous FY)
Male Female Total Male Female Total Male Female Total
Permanent
Employees
Permanent
Workers
9.30
4.55
9.15
9.82
11.54
9.88
9.12
11.11
9.17
8.00
-
8.00
38.10
-
38.10
32.36
-
32.36

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Statutory Reports
Corporate Overview Financial Statements
01-32 33-123 124-279
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ANNEXURE – E TO BOARD’S REPORT (CONTD.)

VII. Transparency and Disclosures Compliances

  1. Complaints/ Grievances on any of the principles (Principles 1 to 9) under the National Guidelines on Responsible Business Conduct (NGRBC):

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Stakeholder Grievance 2024-25 2023-24
group from Redressal (Current Financial Year) (Previous Financial Year)
whom Mechanism
Number of Number of Remarks Number of Number of Remarks
complaint is in Place
complaints complaints complaints complaints
received (Yes/No) (If
filed during pending filed during pending
Yes, then the year resolution the year resolution
provide at close of at close of
web-link for
the year the year
grievance
redress
policy
Communities Yes - - NA - - NA
Investors Yes - - NA - - NA
(other than
shareholder)
Shareholders Yes 11 - NA 9 - NA
Employees Yes - - NA - - NA
and workers
Consumers Yes 583 23 NA 359 15 NA
Value Chain Yes - - NA - - NA
Partners
Other (please - - - NA - - NA
specify)
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Links: https://www.elecon.com/investors/policies

https://www.elecon.com/views/templates/admin-uploads/Investors/Policies/Code%20of%20Conduct-new-2023.pdf - - https://www.elecon.com/views/templates/admin uploads/Investors/Policies/Human%20Rights%20Policy new-2023.pdf

  • https://www.elecon.com/views/templates/admin uploads/Investors/Policies/Supplier%20Code%20of%20 Conduct-2023.pdf - https://www.elecon.com/views/templates/admin uploads/Investors/Policies/Customer%20Relationship%20 - Policy 2023.pdf

  • Overview of the entity’s material responsible business conduct issues

Sr.
No.
Material
issue
identifed
Indicate
whether
risk or
opportunity
(R/O)
Rationale for identifying the risk /
opportunity
In case of risk,
approach to
adapt or mitigate
Financial implications
of the risk or
opportunity
(Indicate positive or
negative implications)
1
Sustainable
Product
Opportunity
Our R&D team is dedicated to enhance
our
product
range
to
minimise
electricity and oil consumption during
operation.
Both
our
existing
and
upcoming products are focused on use
of recyclable materials.
-
Positive

ANNEXURE – E TO BOARD’S REPORT (CONTD.)

Sr. Material Indicate Rationale for identifying the risk / In case of risk, Financial implications No. issue whether opportunity approach to of the risk or identified risk or adapt or mitigate opportunity opportunity (Indicate positive or (R/O) negative implications) 2 Renewable Opportunity In our commitment to renewable energy, - Positive Energy we have transitioned to solar and wind power, significantly expanding our renewable energy footprint. This shift not only benefits the environment but also helps to reduce our energy costs. Currently, we have an installed capacity of 5.5 MW in solar and 13.25 MW in wind farms. Our efforts are ongoing as we work towards commissioning 4 MW of solar and 3 MW of wind renewable energy capacity. These initiatives reflect our dedication to sustainability and our proactive approach to adopting clean energy solutions.

3 Sustainable Opportunity The Company values long-term - Positive supply chain relationships with suppliers, viewing them as essential partners in growth. We regularly organise Strategic Partner Meetings to strengthen these bonds, promote open communication, and foster collaboration. This approach ensures mutual success, aligns strategic goals, and drives sustainable growth through shared innovation and partnership. 4 Occupational Risk Neglecting health and safety can We are Negative Health & disrupt smooth operations, reduce enhancing Safety workforce availability and potentially our safe work result in legal action. Ensuring robust practices/ health and safety measures is crucial procedures by to maintaining operational efficiency, automating most protecting employee well-being, and of our machinery avoiding costly litigation. This proactive and working approach safeguards the Company’s procedures. In productivity and reputation. addition, we are working towards increasing the frequency and coverage of our training and awareness programs.

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ANNEXURE – E TO BOARD’S REPORT (CONTD.)

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----- Start of picture text -----

Sr. Material Indicate Rationale for identifying the risk / In case of risk, Financial implications
No. issue whether opportunity approach to of the risk or
identified risk or adapt or mitigate opportunity
opportunity (Indicate positive or
(R/O) negative implications)
----- End of picture text -----

5 Training and
Skill Develop-
Opportunity Our skill enhancement and training
programs boost efciency and help
- Positive
ment retain our highly skilled workforce. By
investing in continuous learning and
professional development, we ensure
our
employees
remain
competent
and engaged, leading to improved
performance and long-term retention of
specialised talent.
This commitment to growth drives our
overall success and competitiveness.
6 Stakeholder Opportunity As we strive to become a more - Positive
Engagement sustainable business, including diverse
stakeholders in our growth journey is
essential. We incorporate their feedback
into our strategic planning and regularly
engage
with
employees,
investors,
suppliers, and customers. Through
initiatives like employee engagement
programs,
investor
meetings,
and
vendor conferences, we ensure ongoing
collaboration and alignment with our
sustainability goals.
7 Ethical Opportunity Adhering to ethical behavior, as outlined - Positive
Behavior in our Code of Conduct, promotes good
governance and ensures compliance
with regulatory standards. Our Company
places signifcant emphasis on ethical
conduct and compliance, and it is one
of our core values. This commitment
fosters a positive organisational culture,
upholding integrity, accountability, and
responsible business practices.

SECTION B: MANAGEMENT AND PROCESS DISCLOSURES

This section is aimed at helping businesses demonstrate the structures, policies and processes put in place towards adopting the NGRBC Principles and Core Elements.

ANNEXURE – E TO BOARD’S REPORT (CONTD.)

  • Policy and management processes P1 P2 P3 P4 P5 P6 P7 P8 P9 2. Whether the entity has translated the policy into Yes Yes Yes Yes Yes Yes Yes Yes Yes procedures. (Yes / No)

    1. Do the enlisted policies extend to your value chain Yes Yes Yes Yes Yes Yes Yes Yes Yes partners? (Yes/No)
  • ISO 14001 (2015), ISO 45001 (2018), Authorised Economic Operator certification, Great Place to Work certification, ISO 9001 (2015), API standards as per requirement, National Accreditation Board for Testing & Calibration Laboratories (NABL) certificate, CE/ATEX certification for certain products.

  • Name of the national and international codes/ certifications/labels/ standards (e.g. Forest Stewardship Council, Fairtrade, Rainforest Alliance, Trustea) standards (e.g. SA 8000, OHSAS, ISO, BIS) adopted by your entity and mapped to each principle.

  • Specific commitments, goals and targets set by the entity with defined timelines, if any.

Sustainability Commitments:

  • Renewable Energy Investments: Strategic projects for enhancement of 3 MW windmill(s) and 4 MW solar farms by next financial year.

  • SBTi Goals: The Company has committed to reduce absolute scope 1 and 2 GHG emissions 54.6% by FY 2033. The Company has also committed that 81.4% of its suppliers by emissions covering purchase of goods and services, and up and downstream transportation and distribution, by FY 2028.

  • Environmental Stewardship: Enhancing rainwater recharge wells by next financial year.

  • Adoption of EVs: Usage of electric vehicles / equipment into operations to reduce fossil fuel consumption resulting into minimisation of carbon emissions.

  • Inclusivity & Awareness: Conducting sustainabilityfocused ongoing training and awareness programs for value chain partners.

  • Performance of the entity against specific commitments, goals and targets along-with reasons in case the same are not met.

  • We installed a 1 MW solar roof top in the Company premises. The balanced committed 3 MW solar farm increased to 4 MW solar farm, which will be commissioned in the next financial year.

Additionally, our wind farm generates electricity supplied to the grid, with unit credits offsetting our electricity bill. Our total capacity includes 5.5 MW in solar and 13.25 MW in windfarms.

Disclosure Questions

  • Policy and management processes P1 P2 P3 P4 P5 P6 P7 P8 P9 1. a. Whether your entity’s policy/policies cover each Yes Yes Yes Yes Yes Yes Yes Yes Yes principle and its core elements of the NGRBCs. (Yes/No)

  • b. Has the policy been approved by the Board? (Yes/No)

  • c. Web Link of the Policies, if available

  • Yes Yes Yes Yes Yes Yes Yes Yes Yes

https://www.elecon.com/investors/policies

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ANNEXURE – E TO BOARD’S REPORT (CONTD.)

Governance, leadership and oversight

  1. Statement by Director responsible for the business responsibility report, highlighting ESG related challenges, targets and achievements (listed entity has flexibility regarding the placement of this disclosure)

The Company stands as a beacon of industry leadership, driven by the visionary efforts of its founders and successors to achieve excellence through a sustainability-focused business strategy. This approach harmonises ecological and social progress with financial growth, reflecting a commitment to creating long-term value for all stakeholders. Inspired by industry best practices, we prioritise customer satisfaction, adopt eco-friendly and energy-efficient manufacturing processes and uphold exemplary standards in workplace safety and employee well-being.

To embed sustainability across our operations, our Board and Committees actively engage in strategic discussions on key ESG issues, guided by a materiality assessment process. Our open and continuous dialogue with employees, suppliers, customers, associations and regulatory authorities ensures a collaborative approach to driving progress in quality, environmental stewardship and workplace safety.

Our innovative solutions empower industries and businesses to reduce their environmental footprint, contributing to a sustainable future. With significant investments in renewable energy, we are transitioning to cleaner energy sources, including the commissioning of an additional 4 MW of solar and 3 MW wind farm capacity this year, complementing our existing 5.5 MW solar and 13.25 MW wind energy assets. These initiatives not only enhance energy efficiency but also deliver cost savings, reinforcing our commitment to operational excellence.

Recognising the evolving ESG landscape, we continuously review and enhance our management systems through rigorous internal and external evaluations. This iterative approach drives improvements in our overall performance, ensuring alignment with global sustainability benchmarks. The strong emphasis on our ESG and Sustainability agenda reflects our dedication to fostering resilience, innovation and shared value creation, positioning us as a leader in sustainable business practices.

  1. Details of the highest authority responsible for Our Board has overview on the Business Responsibility implementation and oversight of the Business Policies. Respective Business Heads are responsible Responsibility policy (ies). for implementing and driving the policies.

  2. Does the entity have a specified Committee of the Board/ No. Our Board, during their meetings, discusses topics Director responsible for decision making on sustainability on sustainability and takes appropriate decisions as related issues? (Yes / No). If yes, provide details. and when required. The respective business heads are responsible for implementation and monitoring of ESG parameters within their scope.

10. Details of Review of NGRBCs by the Company:

Subject For Review Indicate whether review was undertaken Frequency (Annually /Half yearly/ by Director / Committee of the Board/ Quarterly, Any other-Please Specify) Any other Committee

  • P1 P2 P3 P4 P5 P6 P7 P8 P9 P1 P2 P3 P4 P5 P6 P7 P8 P9

  • Performance against As a sustainable practice, our Board Our Board reviews the policies on need above policies and follow reviews the policies on need basis and basis and sustainability initiatives on an up action sustainability initiatives on an annual annual basis. basis. During review, the effectiveness of the policies is assessed and any necessary changes to policies and procedures are adopted. Department and Business Heads also review our policies and their effectiveness periodically and any update or change is timely presented to the Board for approval, if required.

Compliance with statutory Board of Directors and its Committee Annual Basis requirements of relevance to the principles, and, rectification of any noncompliances

ANNEXURE – E TO BOARD’S REPORT (CONTD.)

  1. Has the entity carried out independent assessment/ evaluation of the working of its policies by an external agency? (Yes/No). If yes, provide name of the agency.

  2. P1 P2 P3 P4 P5 P6 P7 P8 P9

  3. While the Company has not carried out an independent audit of the policies, the policies are periodically reviewed by the Board and its Committees as well as Auditors of respective functions like ISO Auditors, Internal Auditors and Secretarial Auditors, etc. In addition, Elecon is certified for ISO 9001, ISO 14001 and ISO 45001 which are assessments done by external audit agency. They assess the policies and procedures maintained by the organisation as part of the certification process. The Information security policy, privacy policy and risk management policy have been reviewed as part of this process. Elecon has documented management policies reviewed and approved by Management.

12. If answer to question (1) above is “No” i.e. not all Principles are covered by a policy, reasons to be stated: Questions P1 P2 P3 P4 P5 P6 P7 P8 P9

The entity does not consider the Principles material to its business (Yes/No)

The entity is not at a stage where it is in a position to formulate and implement the policies on specified principles (Yes/No)

Not Applicable

The entity does not have the financial or/human and technical resources available for the task (Yes/No) It is planned to be done in the next financial year (Yes/No)

Any other reason (please specify)

SECTION C: PRINCIPLE WISE PERFORMANCE DISCLOSURE

This section is aimed at helping entities demonstrate their performance in integrating the Principles and Core Elements with key processes and decisions. The information sought is categorised as “Essential” and “Leadership”. While the essential indicators are expected to be disclosed by every entity that is mandated to file this report, the leadership indicators may be voluntarily disclosed by entities which aspire to progress to a higher level in their quest to be socially, environmentally, and ethically responsible.

PRINCIPLE 1: Businesses should conduct and govern themselves with integrity, and in a manner that is Ethical, Transparent and Accountable.

Essential Indicators

1 Percentage coverage by training and awareness programmes on any of the Principles during the financial year:

Segment Total number
of training and
awareness
programmes held
Topics / principles covered under
the training and its impact
Percentage of people
in respective category
covered by the awareness
programmes
Board of Directors
4
Recent
Amendment
in
the
SEBI
Regulations,
SEBI
(LODR)
Regulations,
2015
and
SEBI
(Prohibition
of
Insider
Training)
Regulations, 2015, Training of code
of conduct, ESG Policy
100.00%
Key Managerial Personnel
7
POSH, Skill Enhancement, Health &
Safety, Leadership
64.29%

Elecon Engineering Company Limited

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Statutory Reports
Corporate Overview Financial Statements
01-32 33-123 124-279
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ANNEXURE – E TO BOARD’S REPORT (CONTD.)

Segment Total number
of training and
awareness
programmes held
Topics / principles covered under
the training and its impact
Percentage of people
in respective category
covered by the awareness
programmes
Employees other than BoD
and KMPs
88
POSH, Values, Health & Safety, Human
Rights & Culture, Skill Enhancement
100%
Workers
75
Health & Safety, Skill Enhancement,
Quality
&
Manufacturing
Circle
Awareness
81.08%
  • 2 Details of fines / penalties /punishment/ award/ compounding fees/ settlement amount paid in proceedings (by the entity or by directors / KMPs) with regulators/ law enforcement agencies/ judicial institutions, in the financial year, in the following format (Note: the entity shall make disclosures on the basis of materiality as specified in Regulation 30 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 and as disclosed on the entity’s website):

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Monetary
NGRBC Name of the Amount Brief of the Case Has an appeal
Principle regulatory/ (In Lakhs) been preferred?<br>enforcement (Yes/No)<br>agencies/ judicial<br>institutions<br>Penalty/ Fine Principle 1 GST State 2.07 Penalty was levied No<br>Tax Officer - regarding Tax<br>Adjudication, Invoice Raised to<br>Coimbatore an Unregistered<br>(Tamil Nadu) business place of a<br>Register Taxpayers.<br>Settlement - None - Not applicable Not applicable<br>Compounding fee - None - Not applicable Not applicable<br>Non - Monetary<br>NGRBC Name of the Amount Brief of the Case Has an appeal<br>Principle regulatory/ (In ) been preferred?
enforcement (Yes/No)
agencies/ judicial
institutions
Imprisonment - None - Not applicable Not applicable
Punishment - None - Not applicable Not applicable
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ANNEXURE – E TO BOARD’S REPORT (CONTD.)

Web-link to the policy:

https://www.elecon.com/views/templates/admin-uploads/Investors/Policies/Elecon-Code-of-Conduct.pdf, https://www.elecon.com/views/templates/admin-uploads/Investors/Policies/Code%20of%20Conduct-new-2023.pdf.

  • 5 Number of Directors/KMPs/employees/workers against whom disciplinary action was taken by any law enforcement agency for the charges of bribery/ corruption:

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Particulars 2024-25 2023-24
(Current Financial Year) (Previous Financial Year)
Directors - -
KMPs - -
- -
Employees
Workers - -
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  • 6 Details of complaints with regard to conflict of interest:

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Particulars 2024-25 2023-24
(Current Financial Year) (Previous Financial Year)
Number Remarks Number Remarks
Number of complaints received in relation to - -
Not Applicable Not Applicable
issues of Conflict of Interest of the Directors
Number of complaints received in relation - -
Not Applicable Not Applicable
to issues of Conflict of Interest of the KMPs
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  • 7 Provide details of any corrective action taken or underway on issues related to fines / penalties / action taken by regulators/ law enforcement agencies/ judicial institutions, on cases of corruption and conflicts of interest.

Not applicable.

  • 8 Number of days of accounts payables ((Accounts payable *365) / Cost of goods/services procured) in the following format:
Particulars 2024-25
(Current Financial Year)
2023-24
(Previous Financial Year)
Number of days of account payables
79
78
  • 3 Of the instances disclosed in Question 2 above, details of the Appeal/ Revision preferred in cases where monetary or non-monetary action has been appealed
Case Details Name of the regulatory/ enforcement agencies/ judicial institutions
Not Applicable
Not Applicable
  • 4 Does the entity have an anti-corruption or anti-bribery policy? If yes, provide details in brief and if available, provide a web-link to the policy.

Yes. It is a part of our Code of Conduct. We ensure all our systems are operated ethically.

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~~Statutory Reports~~ Corporate Overview Financial Statements 01-32 33-123 124-279

ANNEXURE – E TO BOARD’S REPORT (CONTD.)

ANNEXURE – E TO BOARD’S REPORT (CONTD.)

9 Open-ness of business:

Provide details of concentration of purchases and sales with trading houses, dealers, and related parties along-with loans and advances & investments, with related parties, in the following format:

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Parameter Metrics 2024-25 2023-24
(Current (Previous
Financial Year) Financial Year)
Concentration of a. Purchases from trading houses as % of total
14.45% 17.95%
Purchases purchases
b. Number of trading houses where purchases are
372 435
made from
c. Purchases from top 10 trading houses as % of
58.33% 59.41%
total purchases from trading houses
Concentration of a. Sales to dealers / distributors as % of total sales 8.90% 9.37%
Sales
b. Number of dealers / distributors to whom sales
69 64
are made
c. Sales to top 10 dealers/ distributors as % of total
59.37% 58.17%
sales to dealers / distributors
Share of RPTs in a. Purchases (Purchases with related parties /
13.40% 12.14%
Total Purchases)
b. Sales (Sales to related parties / Total Sales) 7.23% 8.14%
c. Loans & advances (Loans & advances given to related parties / Total loans & advances) - -
d. Investments (Investments in related parties /
21.77% 34.62%
Total Investments made)
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PRINCIPLE 2: Businesses should provide goods and services in a manner that is sustainable and safe

Essential Indicators

1. Percentage of R&D and capital expenditure (capex) investments in specific technologies to improve the environmental and social impacts of product and processes to total R&D and capex investments made by the entity, respectively.

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2024-25 2023-24 Details of improvements in environmental and social (Current (Previous impacts Financial Year) Financial Year)

  • R&D - - Our R&D department is not only focused on upgrading our technology but also focused on making our products more sustainable. To reduce the environment and social impact of our products the department works on projects considering reduction of weight of our product and optimal use of oil in operations, improvising safety features and operational efficiency.

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2024-25 2023-24 Details of improvements in environmental and social
(Current (Previous impacts
Financial Year) Financial Year)
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Capex 14.08% 10.15% Increased renewable energy generation & consumption by
adding 1 MW solar roof top system.
New auto scrap transfer conveyor system to eliminate
human intervention and fatigue as well as increase safety
for work force.
Installation of Cooling system for human comfort at new
workshop and ofce.

2. a. Does the entity have procedures in place for sustainable sourcing? (Yes/No)

Yes

b. If yes, what percentage of inputs were sourced sustainably?

  • Around 80% of inputs were sourced sustainably, the Company has formulated an operating procedure to approve vendors. Materials are procured from approved vendors both, local and international. The quality assurance team of the Company conducts periodic audit of the vendors, especially those who supply key materials and there is very specific focus towards the conservation of energy, water & environment at their end.

3. Describe the processes in place to safely reclaim your products for reusing, recycling and disposing at the end of life, for (a) Plastics (including packaging) (b) E-waste (c) Hazardous waste and (d) other waste.

Our product line comprises products predominantly made of metals, accounting for around 99% of the composition. This metal content renders our products highly recyclable. The materials used, including ferrous and non-ferrous elements, contribute to a robust and sustainable life cycle lasting approximately 20-25 years. As a result, direct reclamation of our products for recycling post their life cycle is currently unviable.

Our product manual serves as a tool to raise awareness among customers, advocating for the recycling of used products through designated recyclers. At the end of their life cycle, our products do not generate plastic, e-waste, hazardous waste, or any other form of waste, aligning with our commitment to environmental sustainability.

4. Whether Extended Producer Responsibility (EPR) is applicable to the entity’s activities (Yes / No). If yes, whether the waste collection plan is in line with the Extended Producer Responsibility (EPR) plan submitted to Pollution Control Boards? If not, provide steps taken to address the same.

Yes, we are disposing the waste in line with the EPR requirement to registered recyclers.

Our R&D/Manufacturing department created a process for producing higher quality class gears to reduce meshing losses, which increases gearbox efficiency and reduces power loss. Furthermore, higher quality gears minimise noise levels, which is critical for the environment.

Elecon Engineering Company Limited

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Statutory Reports
Corporate Overview Financial Statements
01-32 33-123 124-279
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ANNEXURE – E TO BOARD’S REPORT (CONTD.)

PRINCIPLE 3: Businesses should respect and promote the well-being of all employees, including those in their value chains

Essential Indicators

1. a. Details of measures for the well-being of employees:

% of employees covered by % of employees covered by % of employees covered by % of employees covered by % of employees covered by % of employees covered by % of employees covered by % of employees covered by % of employees covered by % of employees covered by
**Category ** Total (A) Health insurance Accident insurance Maternity benefts Paternity Benefts Day Care facilities
Number % Number % Number % Number % Number %
Male
718
Female
22
Total
740
Permanent Employees and Other than Permanent Employees
718
100%
718
100%
-
-
-
-
-
-
22
100%
22
100%
22
100%
-
-
-
-
740
100%
740
100%
22
100%
-
-
-
-

ANNEXURE – E TO BOARD’S REPORT (CONTD.)

3. Accessibility of workplaces

Are the premises / offices of the entity accessible to differently abled employees and workers, as per the requirements of the Rights of Persons with Disabilities Act, 2016? If not, whether any steps are being taken by the entity in this regard.

Yes, our office and manufacturing unit are accessible to differently abled employees and workers.

4. Does the entity have an equal opportunity policy as per the Rights of Persons with Disabilities Act, 2016? If so, provide a web link to the policy

Yes, we emphasise on treating every individual with dignity and respect inside our organisation and throughout the supply chain. We also ensure that Human Rights Policy is strictly adhered in our premises and also encourages its supply chain partners to comply with our policy.

    • https://www.elecon.com/views/templates/admin uploads/Investors/Policies/Human%20Rights%20Policy

b. Details of measures for the well-being of workers:

% of workers covered by % of workers covered by % of workers covered by % of workers covered by % of workers covered by % of workers covered by % of workers covered by % of workers covered by % of workers covered by % of workers covered by % of workers covered by % of workers covered by
**Category ** Total (A) Health insurance Accident insurance Maternity benefts Paternity Benefts Day Care facilities
Number % Number % Number % Number % Number %
Male
1,419
Female
3
Total
1,422
Permanent Employees and Other than Permanent Employees
1,419
100%
1,419
100%
-
-
-
-
-
-
3
100%
3
100%
3
100%
-
-
-
-
1,422
100%
1,422
100%
3
0.21%
-
-
-
-
c.
Spending on
permanent) in
measures towards well-being of employees and workers (including permanent and other than
the following format:
Particulars 2024-25
(Current Financial Year)
2023-24
(Previous Financial Year)
Cost incurred on wellbeing measures as a % of total revenue
of the Company
0.03%
0.04%
  • c. Spending on measures towards well-being of employees and workers (including permanent and other than permanent) in the following format:

2. Details of retirement benefits, for Current Financial Year and Previous Financial Year.

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Benefits 2024-25 2023-24
(Current Financial Year) (Previous Financial Year)
No. of No. of Deducted No. of No. of Deducted
employees workers and employees workers and
covered as covered as deposited covered as covered as deposited
a % of total a % of total with the a % of total a % of total with the
employees workers authority employees workers authority
(Y/N/N.A.) (Y/N/N.A.)
PF 100% 100% Y 100% 100% Y
Gratuity 100% 100% Y 100% 100% Y
ESI NA NA NA NA NA NA
Others – Please Specify
Felicitation Scheme 100% NA NA 100% NA NA
NPS 5.50% - Y 5.68% - Y
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new-2023.pdf

5. Return to work and Retention rates of permanent employees and workers that took parental leave.

Gender Permanent Employees Permanent Workers

Return to work rate
Retention rate
Return to work rate
Retention rate
Male
Female
Total
-
-
-
-
100%
100%
-
-
100%
100%
-
-**

*One female employee went on maternity leave during the 2023-24 financial year and returned in April 2024. Another female employee went on maternity leave in June, 2024 and returned in December, 2024.

6. Is there a mechanism available to receive and redress grievances for the following categories of employees and workers? If yes, give details of the mechanism in brief.

Yes/No (If Yes, then give details of the mechanism in brief)

Permanent Employees Yes*, we have a grievance redressal mechanism which is elaborated in our Other than Permanent Employees Code of Conduct through which Employees & Workers can raise their concerns, and which are addressed at the earliest. Permanent Workers Other than Permanent Workers Employees & Workers will promptly report to the Management about any actual or possible violation of the Code of Conduct, or any event he or she becomes aware of that could affect the business or reputation of any unit of our Company to the appropriate person(s) as defined in the policy.

*Detailed redressal mechanism can be viewed in specific policies whose link is https://www.elecon.com/investors/ policies,

https://www.elecon.com/views/templates/admin-uploads/Investors/Policies/Code%20of%20Conduct-new-2023.pdf - - https://www.elecon.com/views/templates/admin uploads/Investors/Policies/Code of Conduct 2023.pdf, - - https://www.elecon.com/views/templates/admin uploads/Investors/Policies/Human%20Rights%20Policy new-2023.pdf

  • The facilities and branches of the Company are either exempted from or not covered under ESIC Scheme.

Elecon Engineering Company Limited

65[th] Annual Report 2024-25

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ANNEXURE – E TO BOARD’S REPORT (CONTD.)

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Statutory Reports
Corporate Overview Financial Statements
01-32 33-123 124-279
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ANNEXURE – E TO BOARD’S REPORT (CONTD.)

7. Membership of employees and worker in association(s) or Unions recognised by the listed entity:

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Category 2024-25 2023-24
(Current Financial Year) (Previous Financial Year)
Total No. of % (B / A) Total No. of % (C / D)
employees/ employees/ employees/ employees
workers in workers in workers in / workers in
respective respective respective respective
category (A) category, who category (C) category, who
are part of are part of
association(s) association(s)
or Union (B) or Union (D)
Total Permanent Employees
Male - - - - - -
Female - - - - - -
Total Permanent Workers
Male - - - - - -
Female - - - - - -
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8. Details of training given to employees and workers:

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Category 2024-25 2023-24
(Current Financial Year) (Previous Financial Year)
Total On Health and On Skill Total On Health and On Skill
(A) safety measures upgradation (D) safety measures upgradation
No. (B) % (B / A) No. (C) % (C / A) No. (E) % (E / D) No. (F) % (F / D)
Employees
Male 718 718 100% 579 81% 665 648 97% 545 82%
Female 22 19 86% 11 50% 22 22 100% 15 68%
Total 740 737 100% 590 80% 687 670 98% 560 82%
Workers
Male 1,419 959 68% 592 42% 1,286 1,286 100% 349 28%
Female 3 1 33% - - 1 1 100% - -
Total 1,422 960 68% 592 42% 1,287 1,287 100% 349 28%
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9. Details of performance and career development reviews of employees and workers:

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Category 2024-25 2023-24
(Current Financial Year) (Previous Financial Year)
Total (A) No. (B) % (B / A) Total (C) No. (D) % (D / C)
Employees
Male 718 694 97% 665 640 96%
Female 22 22 100% 22 20 91%
Total 740 716 97% 687 660 96%
Workers
Male 1,419 - - 1,286 - -
Female 3 - - 1 - -
Total 1,422 - - 1,287 - -
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10 Health and safety management system:

a. Whether an occupational health and safety management system has been implemented by the entity? (Yes/ No). If yes, the coverage of such a system?

Yes, at Elecon, safety is ingrained as a fundamental value rather than just a priority. To mitigate safety incidents and emphasise the importance of well-being, we take proactive and preventive measures. These include safety audits, emergency preparedness plans, fire safety protocols, comprehensive training, and targeted initiatives. Our dedication to preventing injuries and occupational illnesses is reflected in our adherence to ISO 45001:2018 standards and similar guidelines, which we promote throughout our organisation. This comprehensive occupational health and safety management system underscores our commitment to ensuring a safe and healthy work environment for all employees. The detailed policy is available at https://www.elecon.com/views/templates/ admin-uploads/Investors/Policies/EHS%20policy-2023.pdf.

b. What are the processes used to identify work-related hazards and assess risks on a routine and non-routine basis by the entity?

To ensure comprehensive risk management across our offices and manufacturing facility, we have implemented a systematic risk management procedure. This includes active involvement from engineers, production-in-charge personnel, and members of the Environment Health & Safety (EHS) team in conducting risk assessments and managing identified risks. Documentation, approval, and communication of risk mitigation plans to relevant stakeholders are integral steps in our risk management process. Our operations are guided by safety observations, rectification plans, and procedures encompassing Hazard Identification & Risk Assessment for all activities, contractor safety management, and regular external audits to maintain a safe and compliant workplace.

  • c. Whether you have processes for workers to report the work-related hazards and to remove themselves from such risks. (Y/N)

Yes, We have a structured risk management approach in place to ensure safety across our offices and manufacturing facility. This involves engineers, production supervisors, and EHS team members actively participating in risk assessments and managing identified risks. Documenting, approving, and communicating risk mitigation plans to stakeholders is crucial. Our operations are guided by safety observations, rectification plans, and procedures covering Hazard Identification & Risk Assessment, contractor safety management, and routine external audits for workplace safety compliance.

  • d. Do the employees/ workers of the entity have access to non-occupational medical and healthcare services? (Yes/ No)

Yes, all workers, including their dependent family members, have access to an external multispecialty reputed hospital in close proximity to our premises. This hospital is equipped with the latest facilities and infrastructure to provide comprehensive non-occupational medical and healthcare services. Additionally, we conduct awareness programs conducted by experts on various topics such as good health habits, heart attack, varicose veins, orthopedic pain, and more to educate and empower our employees and their families.

Furthermore, all our employees are covered under a group health insurance policy that ensures access to a wide range of non-occupational medical and healthcare services. This coverage reinforces our commitment to supporting the well-being and health needs of our workforce and their loved ones.

  • Only employees joining before the cut-off date, i.e., December 31, are eligible for performance review.

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Statutory Reports
Corporate Overview Financial Statements
01-32 33-123 124-279
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ANNEXURE – E TO BOARD’S REPORT (CONTD.)

11. Details of safety related incidents, in the following format:

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Safety Incident/Number Category 2024-25 2023-24
(Current (Previous
Financial Year) Financial Year)
Lost Time Injury Frequency Rate Employees - -
(LTIFR) (per one Million-person
hours worked) Workers 0.18 0.20
Total recordable work-related - -
Employees
injuries
Workers 1 1
No. of fatalities - -
Employees
Workers - -
High consequences for work- Employees - -
related injury or ill-health (excluding
fatalities) Workers - -
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12. Describe the measures taken by the entity to ensure a safe and healthy workplace.

The entity maintains a safe and healthy workplace through a range of measures. These include routine safety audits, emergency preparedness plans, fire safety measures, and comprehensive training programs. Hazards are promptly identified, and risk levels are mitigated to acceptable standards, with controls regularly reviewed and deviations addressed promptly. Adherence to safety protocols is closely monitored, with a focus on hazard elimination. Additionally, periodic training and awareness sessions reinforce safety practices, fostering a culture of safety across all operations. This holistic approach ensures that the entity prioritises the well-being of its employees and creates a conducive environment for productive and safe work.

13. Number of Complaints on the following made by employees and workers:

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Category 2024-25 2023-24
(Current Financial Year) (Previous Financial Year)
Filed during Pending Remarks Filed during Pending Remarks
the year resolution the year resolution
at the end of at the end of
year year
Working Conditions - - NA - - NA
Health & Safety - - NA - - NA
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14. Assessments for the year:

% of your plants and ofces that were assessed
(by entity or statutory authorities or third parties)
Health and safety practices
100
Working Conditions
100

ANNEXURE – E TO BOARD’S REPORT (CONTD.)

15. Provide details of any corrective action taken or underway to address safety-related incidents (if any) and on significant risks / concerns arising from assessments of health & safety practices and working conditions.

Our actions are addressed in form of Kaizens and Poka-yoke based on recommendations received by assessments in order to mitigate the risk & concerns arising at working locations proactively with horizontal deployment.

PRINCIPLE 4: Businesses should respect the interests of and be responsive to all its stakeholders

Essential Indicators

1. Describe the processes for identifying key stakeholder groups of the entity.

Through our Stakeholder Engagement and Materiality Assessment process, we have identified important internal and external groups of stakeholders. These stakeholders play an important role in activities related to Elecon and can help our company shape a sustainable future.

2. List stakeholder groups identified as key for your entity and the frequency of engagement with each stakeholder group.

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Stakeholder Whether Channels of Frequency of Purpose and scope of
Group identified as communication engagement (Annually/ engagement including
Vulnerable & (Email, SMS, Half yearly/ Quarterly / key topics and concerns
Marginalised Newspaper, Pamphlets, others – please specify) raised during such
Group (Yes/No) Advertisement, engagement
Community Meetings,
Notice Board, Website,
Other)
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Customers No Direct engagement, As and when required To ensure product
Customer satisfaction quality and safety, high
survey, Customer customer satisfaction
feedback
Shareholders No Email, SMS, Newspaper Annually/ Half yearly/ Annual Financial
advertisement, website Quarterly Statements and other
related information
Employees No Meetings, Email, SMS, Monthly/ Quarterly Engagement Initiatives,
Intranet, Posters, meetings and continuous Trainings and Policy
Slogans communications updates, Occupational
Health & Safety and
other Department
updates
Regulatory & No Direct engagement As and when required To comply with
Government applicable regulations
Communities No Direct engagement, CSR As and when required To have an overview on
partners the implementation and
success of the projects
Vendors No Regular supplier and As and when required To resolve supplier and
contractor meets contractor concerns and
encourage suppliers
to adhere to Elecon’s
policies

*Third party assessments are carried out viz. IMS audit. We also undertake external safety audit as per BIS 14489 and, approved accredited laboratories carry out workplace condition monitoring on timely basis.

Elecon Engineering Company Limited

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Statutory Reports
Corporate Overview Financial Statements
01-32 33-123 124-279
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ANNEXURE – E TO BOARD’S REPORT (CONTD.)

PRINCIPLE 5: Businesses should respect and promote human rights

Essential Indicators

1. Employees and workers who have been provided training on human rights issues and policy(ies) of the entity, in the following format:

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Category 2024-25 2023-24
(Current Financial Year) (Previous Financial Year)
Total (A) No. of % (B/A) Total (C) No. of % (D/C)
employees/ employees/
workers workers
covered (B) covered (D)
Employees
Permanent
740 740 100% 687 687 100%
Other than Permanent
Total Employee 740 740 100% 687 687 100%
Workers
Permanent
1,422 1,422 100% 1,287 1,287 100%
Other than Permanent
Total Workers 1,422 1,422 100% 1,287 1,287 100%
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2. Details of minimum wages paid to employees and workers, in the following format:

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Category 2024-25 2023-24
(Current Financial Year) (Previous Financial Year)
Total Equal to Minimum More than Total Equal to Minimum More than
(A) Wage Minimum Wage (D) Wage Minimum Wage
No. (B) % (B / A) No. (C) % (C / A) No. (E) % (E / D) No. (F) % (F / D)
Employees (Permanent and Other than Permanent)
Male 718 - - 718 100% 665 - - 665 100%
Female 22 - - 22 100% 22 - - 22 100%
Workers (Permanent and Other than Permanent)
Male 1,419 62 4% 1,357 96% 1,286 64 5% 1,222 95%
Female 3 - - 3 100% 1 - - 1 100%
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3. Details of remuneration/salary/wages, in the following format:

a. Median remuneration / wages:

Male Male Female Female
Number Median remuneration
/ salary / wages of
respective category
Number Median remuneration/
salary/ wages of
respective category
Board of Directors (BoD)
Key Managerial Personnel
Employees other than BoD and KMP
Workers
7
15,06,000
1
15,24,000

1
65,07,588
1
25,84,872
716
7,50,054
21
8,75,292
1,419
2,43,852
3
3,20,088
  • It is inclusive of remuneration, sitting fees with commission payable to the Directors for 2024-25.

ANNEXURE – E TO BOARD’S REPORT (CONTD.)

b. Gross wages paid to females as % of total wages paid by the entity, in the following format:

Particulars 2024-25
(Current Financial Year)
2023-24
(Previous Financial Year)
Gross wagespaid to females as % of total wages
2.27%
3.30%

The percentage is calculated basis CTC (inclusive of Gratuity) of female Employees (Permanent & Other than Permanent) to that of total CTC of Employees (Permanent & Other than Permanent).

4. Do you have a focal point (Individual/ Committee) responsible for addressing human rights impacts or issues caused or contributed to by the business? (Yes/No)

Yes. The HR Department and respective Business Heads are responsible for addressing human rights-related issues.

5. Describe the internal mechanisms in place to redress grievances related to human rights issues.

Yes. The HR Department is the focal point of contact for any human rights issue. A cross-functional team is formed to verify and investigate if an issue is reported. After identifying and resolving the issue, a report is prepared, and all business heads are made aware of it for precautionary measures. In case of any severe human rights issues, the Board is presented with the report findings and further action to avoid repetition.

6. Number of Complaints on the following made by employees and workers:

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2024-25 2023-24
(Current Financial Year) (Previous Financial Year)
Filed during Pending Remarks Filed during Pending Remarks
the year resolution the year resolution
at the end of at the end of
year year
Sexual Harassment - - NA - - NA
Discrimination at - - NA - - NA
workplace
Child Labour - - NA - - NA
Forced Labour/ - - NA - -
NA
Involuntary Labour
Wages - - NA - - NA
Other human rights - - NA - - NA
related issues
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7. Complaints filed under the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013, in the following format:

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Particulars 2024-25 2023-24
(Current Financial Year) (Previous Financial Year)
- -
Total Complaints reported under Sexual Harassment of
Women at Workplace (Prevention, Prohibition and Redressal)
Act, 2013 (POSH)
- -
Complaints on POSH as a % of female employees / workers
Complaints on POSH upheld - -
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8. Mechanisms to prevent adverse consequences to the complainant in discrimination and harassment cases.

We are dedicated towards preventing harassment in the workplace, particularly sexual harassment, and have zero tolerance for such behavior. We support reporting any concerns about harassment and take complaints about it or any unpleasant or uncomfortable behavior seriously. Committee have been established to investigate complaints of sexual harassment and to suggest appropriate action where necessary.

We have a Prevention of Sexual Harassment (POSH) Policy and Human Rights Policy that defines the mechanism of resolving any discrimination and harassment case, which has set guidelines for members of the grievance redressal mechanism.

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ANNEXURE – E TO BOARD’S REPORT (CONTD.)

9. Do human rights requirements form part of your business agreements and contracts? (Yes/No)

Yes, we encourage our suppliers to adhere with our Supplier Code of Conduct and other policies. Our Supplier Code of Conduct can be viewed at https://www.elecon.com/views/templates/admin-uploads/Investors/Policies/Supplier%20 Code%20of%20Conduct-2023.pdf.

10. Assessments for the year:

% of plants and offices that were assessed (by entity or statutory authorities or third parties)

Child labour

Forced/involuntary labor 100%. Our HR team takes a survey by randomly selecting employees and Sexual harassment contractors for evaluation. An external auditor verifies and assesses the Discrimination at workplace processes followed by our HR team. Regulatory inspectors also verify the Wages processes being followed in our manufacturing plants.

Others – please specify

11. Provide details of any corrective actions taken or underway to address significant risks / concerns arising from the assessments at Question 9 above.

There were no significant risks / concerns arising from the human rights assessments.

PRINCIPLE 6: Businesses should respect and make efforts to protect and restore the environment

Essential Indicators

1. Details of total energy consumption (in Joules or multiples) and energy intensity, in the following format:

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(In Giga Joules)
Parameter 2024-25 2023-24
(Current Financial Year) (Previous Financial Year)
From renewable sources (Giga Joules)
Total electricity consumption (A) 32,292.25 41,306.60
- -
Total fuel consumption (B)
Energy consumption through other sources (Renewable
13,180.57 13,990.20
Energy) (C)
Total energy consumption (A+B+C) 45,472.82 55,296.80

From non-renewable sources (Giga Joules)
Total electricity consumption (D) 63,760.50 50,751.20
Total fuel consumption (E) 51,287.00 32,161.10
- -
Energy consumption through other sources (F)
Total energy consumption from nonrenewable sources
1,15,047.50 82,912.30
(D+E+F)
Total energy consumption (A+B+C+D+E+F) 1,60,520.32 1,38,209.10
Energy intensity per rupee of turnover (Total energy
0.86 0.86
consumption/ revenue from operations)
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ANNEXURE – E TO BOARD’S REPORT (CONTD.)

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(In Giga Joules)
Parameter 2024-25 2023-24
(Current Financial Year) (Previous Financial Year)
Energy intensity per rupee of turnover adjusted for
Purchasing Power Parity (PPP) (Total energy consumed /
17.72 19.35
Revenue from operations adjusted for PPP) ((GJ/Lakh of
adjusted turnover)
Energy intensity in terms of physical Output - NA
*
Energy intensity (optional) – the relevant metric may be selected by the entity - -
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*Small part of our solar rooftop electricity generated is supplied to the grid and the same is not included in this calculation as the value is not significant.

**Intensity, in terms of physical output, is not applicable due to the diverse range of products manufactured, majority of measured in numbers rather than tonnage, making it challenging to track in standardised units.

***Purchasing power parity (PPP) conversion factor is 20.66 for the year 2025 as per IMF data available at https://www.imf.org/external/datamapper/PPPEX@WEO/OEMDC/IND.

Note: Indicate if any independent assessment/ evaluation/assurance has been carried out by an external agency? (Y/N) If yes, name of the external agency.

No such assessment or evaluation is being carried out during the year

2. Does the entity have any sites / facilities identified as designated consumers (DCs) under the Performance, Achieve and Trade (PAT) Scheme of the Government of India? (Y/N) If yes, disclose whether targets set under the PAT scheme have been achieved. In case targets have not been achieved, provide the remedial action taken, if any.

Not Applicable, as we do not have any recognised sites/facilities as a Designated Consumer (DC) under Perform, Achieve & Trade scheme.

3. Provide details of the following disclosures related to water, in the following format:

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Particulars 2024-25 2023-24
(Current Financial Year) (Previous Financial Year)
Water withdrawal by source (in kilolitres)
(i) Surface water - -
(ii) Groundwater 2,33,855.77 2,02,164.09
- -
(iii) Third party water
(iv) Seawater / desalinated water - -
(v) Others - -
Total volume of water withdrawal (in kilolitres) 2,33,855.77 2,02,164.09
(i + ii + iii + iv + v)
Total volume of water consumption (in kilolitres) 2,33,855.77 2,02,164.09
Water intensity per rupee of turnover (Water consumed / 1.25 1.26
turnover) – KL/INR Lakh
Water intensity per rupee of turnover adjusted for 25.82 28.31
Purchasing Power Parity (PPP) (Total water consumption /
Revenue from operations adjusted for PPP)
Water intensity in terms of physical output NA NA
- -
Water intensity (optional) – the relevant metric may be
selected by the entity
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*93,807.18 kiloliters consumption of recycled water is not considered in this calculation as per the definition in the regulation.

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ANNEXURE – E TO BOARD’S REPORT (CONTD.)

Note: Indicate if any independent assessment/ evaluation/assurance has been carried out by an external agency? (Y/N) If yes, name of the external agency.

No such assessment or evaluation is being carried out during the year.

4. Provide the following details related to water discharged:

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Parameter 2024-25 2023-24
(Current Financial Year) (Previous Financial Year)
Water discharge by destination and level of treatment (in kilolitres)
(i) To Surface water -
- No treatment - -
- With treatment – please specify level of treatment - -
(ii) To Ground water (Gardening)
- No treatment -
- With treatment – please specify level of treatment 93,807.18 (Tertiary) -
(iii) To Sea water - -
- No treatment - -
- With treatment – please specify level of treatment - -
- -
(iv) Sent to third-parties
- No treatment - -
- With treatment – please specify level of treatment - -
(v) Other - -
- No treatment - -
- With treatment – please specify level of treatment - -
-
Total water discharge (in kilolitres) 93,807.18
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  • Our units implement initiatives to conserve freshwater by recycling treated wastewater, ensuring ZLD (Zero Liquid Discharge).

Note: Indicate if any independent assessment/ evaluation/assurance has been carried out by an external agency? (Y/N) If yes, name of the external agency.

No such assessment or evaluation is being carried out during the year.

5. Has the entity implemented a mechanism for Zero Liquid Discharge? If yes, provide details of its coverage and implementation.

Yes. Our water stewardship strategy revolves around optimising water usage to minimise intake while maximising efficiency. Across all our company-owned facilities and offices, we prioritise water conservation and recycling efforts, aiming for Zero Liquid Discharge (ZLD). Following treatment, all wastewater is recycled to support the preservation and expansion of our green spaces. Moreover, we’ve implemented rainwater harvesting systems across our extensive industrial site, channeling collected rainwater into designated pits to replenish our groundwater levels.

6. Please provide details of air emissions (other than GHG emissions) by the entity, in the following format:

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Parameter Units 2024-25 2023-24
(Current Financial Year) (Previous Financial Year)
NOx MT 15.68 0.17
SOx MT 0.19 0.16
Particulate matter (PM) MT 13.17 19.30
Persistent organic pollutants (POP) MT NA Not Available
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ANNEXURE – E TO BOARD’S REPORT (CONTD.)

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Parameter Units 2024-25 2023-24
(Current Financial Year) (Previous Financial Year)
Volatile organic compounds (VOC) M MT 0.33 Not Available
Hazardous air pollutants (HAP) MT NA Not Available
Others – please specify NA NA Not Available
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  • This year we have calculated air emissions for 17 stacks 2024-25 using CPCB Standards.

Note: Indicate if any independent assessment/ evaluation/assurance has been carried out by an external agency? (Y/N) If yes, the name of the external agency.

Yes, independent assessment has been carried out by external third-party agency. This agency is National Accreditation Board for Testing and Calibration Laboratories (NABL) accredited, and Ministry of Environment, Forest and Climate Change (MoEF) approved.

7. Provide details of greenhouse gas emissions (Scope 1 and Scope 2 emissions) & its intensity, in the following format:

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Parameter Units 2024-25 2023-24
(Current Financial Year) (Previous Financial Year)
Total Scope 1 emissions (Break-up of the
GHG into CO2, CH4, N2O, HFCs, PFCs, SF6, MtCO2e 2,361.24 2,213.45
NF3, if available)
Total Scope 2 emissions (Break-up of the
GHG into CO2, CH4, N2O, HFCs, PFCs, SF6, MtCO2e 12,681.26 10,943.85
NF3, if available)
Total Scope 1 and Scope 2 emissions
per rupee of turnover (Total Scope 1 and
Scope 2 GHG emissions / Revenue from MtCO2e/ Lakh 0.08 0.08<br>operations)<br>Total Scope 1 and Scope 2 emissions<br>per rupee of turnover adjusted for<br>Purchasing Power Parity (PPP)<br>(Total Scope 1 and Scope 2 GHG MtCO2e/ Lakh 1.66 1.72
emissions / Revenue from operations
adjusted for PPP)
Total Scope 1 and Scope 2 emission - - NA
intensity in terms of physical output
Total Scope 1 and Scope 2 emission
- - -
intensity (optional) – the relevant metric
may be selected by the entity
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Note: Indicate if any independent assessment/ evaluation/assurance has been carried out by an external agency? (Y/N) If yes, name of the external agency.

No such independent assessment is being carried out during the year ending March 31, 2025.

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Statutory Reports
Corporate Overview Financial Statements
01-32 33-123 124-279
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ANNEXURE – E TO BOARD’S REPORT (CONTD.)

8. Does the entity have any project related to reducing Green House Gas emission? If Yes, then provide details.

Yes, this year we have set up a 2 MW capacity of solar rooftop, significantly contributing to our organisation’s sustainability efforts by reducing greenhouse gas emissions. Additionally, to achieve net-zero emissions in our operations, we’ve established our own wind farm, which generates electricity supplied to the grid. We receive credits for the units contributed, effectively reducing our electricity bills. Our renewable energy infrastructure boasts a total installed capacity of 5.5 MW in solar rooftops and 13.25 MW in windfarms. Through the utilisation of these renewable sources, we’ve successfully avoided CO2 emissions.

We are committed to reducing our greenhouse gas emissions in alignment with the Science-Based Targets initiative (SBTi), target validation will get done this year. Our emission reduction target will be established based on identified decarbonisation strategies, including the adoption of renewable energy, enhancing energy efficiency, and implementing fuel-switching measures.

9. Provide details related to waste management by the entity, in the following format:

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Parameter 2024-25 2023-24
(Current Financial Year) (Previous Financial Year)
Total Waste Generated (in metric tonnes)
Plastic waste (A) 11.56 10.99
E Waste (B) 3.71 -
- -
Bio medical waste (C)
- -
Construction and Demolition Waste (D)
Battery Waste (E) 4.14 2.41
- -
Radio-active waste (F)
Hazardous waste. Please specify, if any. (G) 127.43 156.34
Other Non-hazardous waste generated (H) Please specify, if
any (Break-up by composition i.e., by materials relevant to 14,463.59 10,773.12
the sector)
Total (A + B + C + D + E + F + G + H) 14,610.43 10,942.85
Waste intensity per rupee of turnover (Total waste
0.08 0.07
generated / Revenue from operations)
Waste intensity per rupee of turnover adjusted for
Purchasing Power Parity (PPP) (Total waste generated / 1.61 1.53
Revenue from operations adjusted for PPP)
Waste intensity in terms of physical output NA NA NA
Waste intensity (optional) – the relevant metric may be selected by the entity - -
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ANNEXURE – E TO BOARD’S REPORT (CONTD.)

For each category of waste generated, total waste recovered through recycling, re-using or other recovery operations (in metric tonnes)

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Parameter 2024-25 2023-24
(Current Financial Year) (Previous Financial Year)
Category of Waste
(i) Recycled 7,087.50 4,874.84
(ii) Re-used
7522.73 6,067.85
- -
(iii) Other recovery operations
Total 14,610.23 10,942.69
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  • *Waste recovery is done internally as well as through authorised recyclers.

For each category of waste generated, total waste disposed of by nature of disposal method (in metric tonnes)

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Parameter 2024-25 2023-24
(Current Financial Year) (Previous Financial Year)
Category of Waste
(i) Incineration 0.20 0.16
- -
(ii) Landfilling
- -
(iii) Other recovery operations
Total 0.20 0.16
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Note: Indicate if any independent assessment/ evaluation/assurance has been carried out by an external agency? (Y/N) If yes, name of the external agency.

No. During our ISO 14001 external audit, the waste collection procedure and data is verified as a part of the process.

10. Briefly describe the waste management practices adopted in your establishments. Describe the strategy adopted by your Company to reduce usage of hazardous and toxic chemicals in your products and processes and the practices adopted to manage such wastes.

We closely monitor waste management techniques. Automated machining of gear parts addresses this issue by minimising the amount of metal scrap generated. We generate a substantial amount of metal scrap, which is then reused in our foundry shop to make castings. Hazardous waste (used oil) contaminated empty containers (carboys, tins, cans, etc.) are disposed of to an approved recycler in accordance with regulatory requirements. Our foundry produces a substantial volume of burnt sand, which is used by recyclers in the infrastructure and building industries.

11. If the entity has operations/offices in/around ecologically sensitive areas (such as national parks, wildlife sanctuaries, biosphere reserves, wetlands, biodiversity hotspots, forests, coastal regulation zones etc.) where environmental approvals / clearances are required, please specify details in the following format:

Sr. Location of operations/offices Type of operations Whether the conditions of environmental approval / No. clearance are being complied with? (Y/N) If no, the reasons thereof and corrective action taken, if any.

Not Applicable, as our plants/ offices are not situated in ecological sensitive areas where environmental approval/ clearance is required.

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Statutory Reports
Corporate Overview Financial Statements
01-32 33-123 124-279
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ANNEXURE – E TO BOARD’S REPORT (CONTD.)

12. Details of environmental impact assessments of projects undertaken by the entity based on applicable laws in the current financial year:

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Name and brief details of project EIA Date Whether Results Relevant
Notification conducted communicated in Web link
No. by public domain
independent (Yes/No)
external
agency
(Yes/No)
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Environmental impact assessments are not applicable to us, and we have not performed the same during the financial year ending March 31, 2025.

13. Is the entity compliant with the applicable environmental law/ regulations/ guidelines in India; such as the Water (Prevention and Control of Pollution) Act, Air (Prevention and Control of Pollution) Act, Environment protection act and rules thereunder (Y/N). If not, provide details of all such non-compliances, in the following format: We are compliant with.

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Sr. Specify the law/ Provide details of the Any fines / penalties/ Corrective action taken,
No. regulation / guidelines non-compliance action taken by if any
which was not complied regulatory agencies
with such as pollution control
boards or by courts
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Not applicable, as we have not violated any ruled mentioned in the Water (Prevention and Control of Pollution) Act, Air (Prevention and Control of Pollution) Act, Environment protection act for the year ending March 31, 2025.

PRINCIPLE 7: Businesses, when engaging in influencing public and regulatory policy, should do so in a manner that is responsible and transparent

Essential Indicators

1. a. Number of affiliations with trade and industry chambers/ associations.

  - We are associated with 9 trade and Industry chambers/ Associations
  • b. List the top 10 trade and industry chambers/ associations (determined based on the total members of such a body) the entity is a member of/ affiliated to.

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Sr. Name of the trade and industry chambers/ associations Reach of trade and industry chambers/
No. associations (State/National)
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1 Confederation of Indian Industry (CII) National
2 Federation Gujarat Industries (FGI) State
3 Gujarat Chamber of Commerce & Industry (GCCI) State
4 Central Gujarat Chamber of Commerce & Industry (CGCCI) State
5 Indo-German Chamber of Commerce (IGCC) National
6 EEPC India National
7 Vitthal Udyognagar Industries Association Local
8 Indian Institute of Materials Management National
9 Quality Circle Federation of India(QCFI) National

ANNEXURE – E TO BOARD’S REPORT (CONTD.)

2. Provide details of corrective action taken or underway on any issues related to anti-competitive conduct by the entity, based on adverse orders from regulatory authorities.

Name of Authority Brief of the Case Corrective Action Taken

Not applicable, as no such adverse order is received from any authority for which corrective action must be taken by our Company for the year ending March 31, 2025.

PRINCIPLE 8: Businesses should promote inclusive growth and equitable development

Essential Indicators

1. Details of Social Impact Assessments (SIA) of projects undertaken by the entity based on applicable laws, in the current financial year.

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Name and brief details of SIA Date of Whether Results Relevant Web
project Notification notification conducted by communicated link
No. independent in public
external domain (Yes/
agency (Yes / No)
No)
Not Applicable
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2. Provide information on project(s) for which ongoing Rehabilitation and Resettlement (R&R) is being undertaken by your entity, in the following format:

Sr.
No.
Name of Project
for which R&R
is ongoing
State District No. of Project
Affected
Families (PAFs)
No. of Project
Affected
Families (PAFs)
Amounts paid to
PAFs in the FY
(In INR)
Not Applicable

3. Describe the mechanisms to receive and redress grievances of the community.

  • We have grievance redressal mechanism in our Human Rights Policy. Our Board level CSR Committee is responsible to redresses any community related grievances.

4. Percentage of input material (inputs to total inputs by value) sourced from suppliers:

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2024-25 2023-24
(Current Financial Year) (Previous Financial Year)
Directly sourced from MSMEs/ small producers 52.40% 62.00
Sourced directly from within the district and neighboring
46.48% 50.01
districts
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5. Job creation in smaller towns – Disclose wages paid to persons employed (including employees or workers employed on a permanent or non-permanent / on contract basis) in the following locations, as % of total wage cost

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Location 2024-25 2023-24
(Current Financial Year) (Previous Financial Year)
Rural - -
Semi-Urban 90.55% 86.44%
Urban 2.44% 0.57%
Metropolitan 7.01% 12.99%
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The percentage is calculated basis CTC (inclusive of Gratuity) of employees and workers to that of total CTC.

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Statutory Reports
Corporate Overview Financial Statements
01-32 33-123 124-279
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ANNEXURE – E TO BOARD’S REPORT (CONTD.)

PRINCIPLE 9: Businesses should engage with and provide value to their consumers in a responsible manner

Essential Indicators

1. Describe the mechanisms in place to receive and respond to consumer complaints and feedback.

We have divided our operational geography amongst branches. Each branch is responsible for customers in their respective geography. We have deployed service personnel in each of our geography. Our service personnel are technically sound and are being given regular training.

Our customers can raise issues or complaints in the respective branches or online in our central Customer Resolution Management. These details are made available in our handbook to every customer. After lodging of a complaint, we deploy our competent personnel to resolve the complaint. After resolution, the service personnel shall inform the customer of the preventive action to be taken to avoid further complaints and safe operations of our equipment.

Complaints are reported to all concern HOD’s/CEO/Vice President on Monthly basis and a Management Review Meeting (M.R.M.) is carried out every six months.

2. Turnover of products and/ services as a percentage of turnover from all products/services carry information about:

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As a percentage to total turnover
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ANNEXURE – E TO BOARD’S REPORT (CONTD.)

5. Does the entity have a framework/ policy on cyber security and risks related to data privacy? (Yes/No) If available, provide a web-link of the policy.

Yes, we secure our digital data and maintain privacy through various mechanisms. We have our own internal IT policy which is adhered to.

  • https://www.elecon.com/views/templates/admin uploads/Investors/Policies/Data%20Privacy%20and%20Cyber%20 - Security%20Policy 2023.pdf

6. Provide details of any corrective actions taken or underway on issues relating to advertising, and delivery of essential services; cyber security and data privacy of Consumers; re-occurrence of instances of product recalls; penalty / action taken by regulatory authorities on safety of products / services.

Nil

7. Provide the following information relating to data breaches:

a. Number of instances of data breaches Nil
b. Percentage of data breaches involving personally identifable information of customers Not Applicable
c. Impact, if any, of the data breaches Not Applicable
Environmental and social parameters relevant to the product 71.33%
Safe and responsible usage 100.00
Recycling and/or safe disposal 71.33%

3. Number of consumer complaints in respect of the following:

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2024-25 2023-24
(Current Financial Year) (Previous Financial Year)
Received Pending Remarks Received Pending Remarks
during the resolution at during the resolution at
year end of year year end of year
- - - - - -
Data Privacy
- - - - - -
Advertising
- - - - - -
Cyber-security
Delivery of essential services - - - - - -
Restrictive Trade
Practices - - - - - -
Unfair Trade Practices - - - - - -
Other - - - - - -
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4. Details of instances of product recalls on account of safety issues:

Number Reasons for recall
Voluntary recalls
Nil
Forced recalls

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Statutory Reports
Corporate Overview Financial Statements
01-32 33-123 124-279
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ANNEXURE – E TO BOARD’S REPORT (CONTD.)

INDEPENDENT REASONABLE AND LIMITED ASSURANCE REPORT ON BUSINESS RESPONSIBILITY SUSTAINABILITY REPORT OF ELECON ENGINEERING COMPANY LIMITED

if any, related to reporting on Sustainability Information, Identification of key aspects, engagement with stakeholders, content, preparation and presentation of the Identified Sustainability Information in accordance with the Criteria. This responsibility includes design, implementation and maintenance of internal control relevant to the preparation of BRSR and the measurement of Identified Sustainability Information, which is free from material misstatement, whether due to fraud or error.

To,

The Board of Directors,

Elecon Engineering Company Limited Gujarat, India.

We have undertaken to perform a Reasonable Assurance for Business Responsibility Sustainability Report [hereinafter “BRSR”] ‘Core Key Performance Indicators (KPIs)’ and Limited Assurance for ‘Essential Indicators’ for Elecon Engineering Company Limited vide Engagement Letter dated December 27, 2024 in respect of the agreed BRSR in accordance with the criteria stated below. This is included in BRSR of the company for the financial year ended March 31, 2025.

Inherent Limitations

The absence of a significant body of established practice on which to draw to evaluate and measure non-financial information allows for different, but acceptable, measures and measurement techniques and can affect comparability between entities.

Criteria

The criteria used by the Company to prepare the Identified Sustainability Information is as per the guidelines issued by Securities and Exchange Board of India (SEBI) in accordance with the circulars:

Our Independence and Quality Control

We have maintained our independence and confirm that we have met the requirements of Code of Ethics issued by Institute of Chartered Accountants of India (ICAI) and have the required competencies and experience to conduct this assurance engagement and

  • SEBI/HO/CFD/PoD2/CIR/P/2023/120 dated July 11, 2023

  • SEBI/HO/CFD/CFD-SEC-2/P/CIR/2023/122 dated July 12, 2023 and clarifications issued for the same.

The firm applies Standard on Quality Control (SQC) 1, “Quality Control for Firms that Perform Audits and Reviews of Historical Financial Information, and Other Assurance and Related Services Engagements” issued by the ICAI and accordingly maintains a comprehensive system of quality control including documented policies and procedures regarding compliance with ethical requirements, professional standards, and applicable legal and regulatory requirements.

This engagement was conducted by a multidisciplinary team including assurance practitioners, social, governance and environmental experts.

Identified Sustainability Information

The identified Sustainability Information for the financial year ended March 31, 2025 is summarised below as per Appendix 1;

The areas for which Reasonable and Limited assurance is undertaken are also given in Appendix 1 to the report; and

Our Responsibility

Our responsibility is to express a Reasonable and Limited assurance conclusion, as applicable and given in the Appendix 1 to this report on the Identified Sustainability Information based on the procedures we have performed and evidence we have obtained;

Our Reasonable and Limited assurance engagement was with respect to the year ended March 31, 2025 information only unless otherwise stated and we have not performed any procedures with respect to earlier periods or any other elements included in the BRSR and, therefore, do not express any conclusion thereon.

We conducted our engagement in accordance with the Standard on Sustainability Assurance Engagements (SSAE) 3000, “Assurance Engagements on Sustainability Information”, issued by the ICAI. This standard requires that we plan and perform our engagement to obtain reasonable assurance about whether the Identified Sustainability

Management’s Responsibility

The Company’s management is responsible for selecting or establishing suitable criteria for preparing the Sustainability Information, considering applicable laws and regulations,

ANNEXURE – E TO BOARD’S REPORT (CONTD.)

Information are prepared, in all material respects, in accordance with the Reporting Criteria. A reasonable assurance engagement involves assessing the risks of material misstatement of the Identified Sustainability Information whether due to fraud or error, responding to the assessed risks as necessary in the circumstances;

For the purpose of limited assurance, this standard requires that we plan and perform our engagement to obtain limited assurance about whether the Identified Sustainability Information is free from material misstatement;

A limited assurance engagement involves assessing the suitability in the circumstances of the Company’s use of the Criteria as the basis for the preparation of the Identified Sustainability Information, assessing the risks of material misstatement of the Identified Sustainability Information whether due to fraud or error, responding to the assessed risks as necessary in the circumstances, and evaluating the overall presentation of the Identified Sustainability Information;

A limited assurance engagement is substantially less in scope than a reasonable assurance engagement in relation to both the risk assessment procedures, including an understanding of internal control, and the procedures performed in response to the assessed risks; and

The procedures we performed were based on our professional judgment and included inquiries, observation of processes performed, inspection of documents, evaluating the appropriateness of quantification methods and reporting policies, analytical procedures and agreeing or reconciling with underlying records.

Basis of Opinion:

Given the circumstances of the engagement, in performing the procedures listed above, we:

  • Obtained an understanding of the identified sustainability indicators and related disclosures;

  • Obtained an understanding of the assessment criteria and their suitability for the evaluation and / or measurements of the identified sustainability indicators;

  • Made enquiries of Company’s Management, including those responsible for Sustainability, Environment, Social, Governance (ESG), Corporate

Social Responsibility (CSR), etc., and those with responsibility for managing the Company’s BRSR;

Obtained an understanding and performed an evaluation of the design of the key systems, processes and controls for managing, recording and reporting on the Identified Sustainability Indicators including at the sites and corporate office visited;

  • Based on that understanding, the risks that the selected information may be materially misstated and determining the nature, timing and extent of further procedures;

  • Checked the consolidation for various domestic branch offices, 2 plant sites and corporate office under the reporting boundary (as mentioned in the BRSR) for ensuring the completeness of data being reported except data pertaining to energy, waste, water and emissions domestic branch offices are not included for the purpose of BRSR Core KPIs;

  • Based on above understanding and the risks that the identified sustainability indicators may be materially misstated, determined the nature, timing and extent of further procedures;

  • Performed substantive testing on a sample basis of the Identified Sustainability Indicators at corporate head office, and 2 plant sites located at Vallabh Vidyanagar, Gujarat to verify that data had been appropriately measured with underlying documents recorded, collated and reported;

  • Assessed records and performed testing including recalculation of sample data;

  • Reviewed records and performed testing including recalculation of sample data;

  • Assessed the level of adherence to the ‘Guidance note for BRSR format’ issued by SEBI followed by the Company in preparing the BRSR;

  • Assessed the BRSR for detecting, on a test basis, any major anomalies between the information reported in the BRSR on performance with respect to agreed indicators and relevant source data/information; and

  • Obtained representations from Company’s Management.

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ANNEXURE – E TO BOARD’S REPORT (CONTD.)

Exclusions:

The following and therefore we do not express a conclusion on the same:

  • Operations of the Company other than those mentioned in the Scope of Assurance as per the above referred Engagement Letter;

  • Aspects of the BRSR and the data/information (qualitative or quantitative) other than the Identified Sustainability Information;

  • Data and information outside the defined reporting period i.e., Financial Year 2024-25 and

  • The statements that describe expression of opinion, belief, aspiration, expectation, aim, or future intentions provided by the Company.

Opinion on the Reasonable Assurance

Based on the procedures we have performed and the evidence we have obtained, the Identified Sustainability Information for the financial year ended March 31, 2025 (as stated under “Identified Sustainability Information”) are prepared in all material respects, in accordance with the criteria.

Limited Assurance Conclusion

Based on the procedures we have performed and the evidence we have obtained, nothing has come to our attention that causes us to believe that the Company’s

Identified Sustainability Information included in the BRSR for year ended March 31, 2025 are not prepared, in all material respects, in accordance with the Criteria.

Restriction on use

Our Reasonable Assurance Report and Limited assurance conclusion have been prepared and addressed to the Board of Directors of Elecon Engineering Company Limited at the request of the company solely, to assist company in reporting on Company’s sustainability performance and activities. Accordingly, we accept no liability to anyone other than the company. Our Deliverables should not be used for any other purpose or by any person other than the addresses of our Deliverables. The firm neither accepts nor assumes any duty of care or liability for any other purpose or to any other party to whom our Deliverables are shown or into whose hands it may come without our prior consent in writing.

For C N K & Associates LLP

Chartered Accountants

Firm Registration Number: 101961 W/W – 100036

Himanshu Kishnadwala

Partner Membership Number: 037391

Date: April 24, 2025 Place: Mumbai UDIN: 25037391BMLFTN1851

ANNEXURE – E TO BOARD’S REPORT (CONTD.)

APPENDIX 1:

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Sr Indicator Number Name of Indicator Type of Assurance
No.
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1 Section C - Principle 6 -Q7 Provide details of greenhouse gas emissions Reasonable
(Scope 1 and Scope 2 emissions) & its intensity,
in the given format
2 Section C - Principle 6 -Q3 Provide details of the following disclosures Reasonable
related to water withdrawal, in the given format
3 Section C - Principle 6 -Q4 Provide the following details related to water Reasonable
discharged
4 Section C - Principle 6 -Q1 Details of total energy consumption (in Joules Reasonable
or multiples) and energy intensity, in the given
format
5 Section C - Principle 6 -Q9 Provide details related to waste management by Reasonable
the entity, in the given format
6 Section C - Principle 3 - Q1c Spending on measures towards well-being of Reasonable
employees and workers (including permanent
and other than permanent) in the given format
7 Section C - Principle 3 - Q11 Details of safety related incidents, in the given Reasonable
format
8 Section C - Principle 5 - Q3b Gross wages paid to females as % of total wages Reasonable
paid by the entity, in the given format
9 Section C - Principle 5 - Q 7 Complaints fled under the Sexual Harassment Reasonable
of Women at Workplace (Prevention, Prohibition
and Redressal) Act, 2013, in the given format
10 Section C - Principle 8 -Q4 Percentage of input material (inputs to total Reasonable
inputs by value) sourced from suppliers
11 Section C - Principle 8-Q 5 Job creation in smaller towns - Disclose wages Reasonable
paid to persons employed (including employees
or workers employed on a permanent or non-
permanent / on contract basis) in the given
locations, as % of total wage cost
12 Section C - Principle 9 - Q 7 Provide the following information relating to data Reasonable
breaches:
  • a. Number Of instances of data breaches

  • b. Percentage of data breaches involving personally identifiable information of customers

  • c. Impact, if any, of the data breaches

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Sr Indicator Number Name of Indicator Type of Assurance
No.
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13 Section C - Principle 1 - Q 8 Number of days of accounts payables (Accounts Reasonable
Payable * 365) / cost of goods/services
procured) in the given format.
14 Section C - Principle 1 - Q 9 Open-ness of business Provide details of Reasonable
concentration of purchases and sales with
trading houses, dealers, and related parties
along with loans and advances & investments,
with related parties, in the given format
15 BRSR Report 1.
Section A: General Disclosure – 24
Limited
indicators
2.
Section B: Management & Process
disclosures – 12 indicators
3.
Section C: Principle wise performance
disclosures – 9 Principles (Essential
indicators except the Core KPI’s as covered
in Sr. No. 1 – 14 above)

ANNEXURE - F TO BOARD’S REPORT CORPORATE GOVERNANCE REPORT

Prevention of Insider Trading Code

This report is prepared in accordance with the provisions of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 (“Listing Regulations”) and the report contains the details of Corporate Governance systems and processes at Elecon Engineering Company Limited (“the Company”).

The Board of Directors of the Company has approved the policy on the Code of Conduct for Prevention of Insider Trading & Code of Practices and Procedures for Fair Disclosure of Unpublished Price Sensitive Information as per the SEBI (Prohibition of Insider Trading) Regulations, 2015 as available on the website of the Company and can be accessed at web-link https:// www. - elecon.com/views/templates/admin uploads/Investors/ Trading-Window/2020-2021/Elecon_Code_of_Conduct_ of_Prevention_of_Insider_Trading_and_Code_of_Fair_ Disclosure_of_UPSI_2020_2021.pdf. The Compliance Officer of the Company is responsible for adherence to the Code of Conduct for Prohibition of Insider Trading Code of Practices and Procedures for Fair Disclosure of Unpublished Price Sensitive Information.

STATEMENT ON COMPANY’S PHILOSOPHY ON CODE OF GOVERNANCE

Effective corporate governance practices constitute the strong foundation on which successful commercial enterprises are built to last longer. Corporate Governance comprises of a set of system and practices to ensure that Company’s affairs are managed in a manner which ensures accountability, transparency and fairness in all the transactions in the widest sense. The objective is to meet stakeholders’ aspirations and societal expectations. We are committed to evolve and follow the Corporate Governance guidelines and best practices in the best interest of all our stakeholders and society. We consider it our inherent responsibility to disclose timely and accurate information regarding our financials and performances as well as the governance of the Company. We believe to constantly improve sustainable value creation. It is an upward-moving target that we collectively strive towards achieving. The Board of Directors of the Company strives for the best Corporate Governance practices with appropriate checks and balances at right places and at right intervals.

Whistle Blower Policy

The Company has in place a Whistle Blower Policy and Vigil Mechanism under which Employees and Directors are encouraged to report their concerns about unethical behavior / practices. Employees may use this channel to report concerns related to discrimination, retaliation and harassment and are assured of complete anonymity and confidentiality. During the year under review, no such case was reported. No employee of the Company has been denied to access to the Audit Committee. The detail of such mechanism is communicated to all the Directors and Employees and the Whistle Blower Policy is available on the website of the Company and can be accessed at web-link - https://www.elecon.com/views/templates/admin uploads/ Investors/whistle-blower-policy/Elecon-Whistle-BlowerPolicy-2022-new.pdf.

POLICIES AND PRACTICES

Code of Conduct

The Company has in place a comprehensive Code of Conduct (‘’the code”) and the code applies to all the Board Members including Independent Directors and Members of the Senior Management of the Company. The Codes gives guidance and strives for ethics, honesty, integrity and fairness. The Code is available on the website of the Company and can be accessed at https://www.elecon. - com/views/templates/admin uploads/Investors/Policies/ Elecon-Code-of-Conduct.pdf. The compliance to the code is affirmed annually by the above stated persons to whom the code applies.

Policy for Determining Materiality for Disclosures

In line with requirements under Regulation 30 of the Listing Regulations, the Company has framed a policy on disclosure of material events and information, which is available on our website https://www.elecon.com/views/ - - templates/admin uploads/Investors/Policies/Elecon Policy-on-Determination-of-Materiality-of-Events-2017.pdf. The objective of this policy is to have uniform disclosure practices and ensure timely, adequate and accurate disclosure of material event and information on an ongoing basis.

A declaration on confirmation of compliance of the Code of Conduct, signed by the Company’s Chairman and Managing Director is attached to this Report.

Policy for Determining Material Subsidiary

The Company has adopted policy for determining material subsidiaries and material non-listed subsidiary of the

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ANNEXURE – F TO BOARD’S REPORT (CONTD.)

Company to provide the governance framework for them. The Company’s policy on “Material Subsidiary” is placed on the Company’s website and can be accessed through weblink https://www.elecon.com/views/templates/adminuploads/Investors/Policies/Elecon-Policy-on-DeterminingMaterial-Subsidiary-2020.pdf. For financial year 2024-25, the Company does not have any material subsidiary.

decision-making process at the meetings of the Board and Committees in an informed and efficient manner.

The Board provides strategic guidance and independent views to the Company’s management while discharging its fiduciary responsibilities. The Board also provides direction and also exercises appropriate control to ensure that the Company is managed in a manner that fulfills stakeholder’s aspirations and society’s expectations. The Company is managed by the Board of Directors consisting highly qualified and experienced professionals from different fields, which formulates strategies, policies and reviews its performance periodically. The Chairman & Managing Director manages the business of the Company under the overall supervision, guidance and control of the Board.

BOARD OF DIRECTORS

The Company has defined guidelines and established framework for the meetings of the Board and its Committees. These guidelines seek to systematise the

Composition of the Board

The Company has a balanced Board with optimum combination of Executive and Non-Executive Directors, including Independent Professionals, which plays a crucial role in Board processes and provides independent judgment on issues of strategy and performance.

As on March 31, 2025, the Board consists of Eight (8) Directors as follows:

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Sr. Category Name of Director % of total Board Size
No.
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1 Executive Director Mr. Prayasvin B. Patel, CMD* 12.5
2 Non-Independent & Non-Executive Director Mr. Aayush A. Shah 37.5
Mr. Pradip M. Patel
Mr. Prashant C. Amin
3 Independent & Non-Executive Director** Mr. Ashutosh A. Pednekar 50
Mr. Nirmal P. Bhogilal
Mr. Pranav C. Amin
Dr. Sonal V. Ambani
  • *CMD: Chairman and Managing Director

**Independent & Non-Executive Director includes One Woman Independent Director

Moreover, none of the Directors on the Company’s Board is a Member of more than 10 (Ten) Committees or act as Chairman of more than 5 (Five) Committees (Committees being Audit Committee and Stakeholders Relationship Committee) across all the Companies in which he or she is a Director pursuant to the Regulation 26 of Listing Regulations. Necessary disclosures have been made by each Director.

ANNEXURE – F TO BOARD’S REPORT (CONTD.)

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BOARD COMPOSITION BOARD GENDER DIVERSITY
1 2
3
GRAPH TO COME 2 87.5% GRAPH TO COME 1
1 Executive Director Non-Executive Directors on the Board
2 Non-Executive Director 1 Men
3 Independent Director 2 Women
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Brief Profile of Directors

Details of Directors of the Company as on March 31, 2025, including their category, shareholding in the Company, number of other Directorships including name of listed entities where he/she is a director alongwith the category of their directorships, committee positions held by them in other companies as a Member or Chairperson are given below:

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Name and Designation of Date of Appointment, Other Directorship, Committee List of Directorship held in
Director(s) (DIN) Positions and Shareholding in the Company Other Listed Companies and
Category of Directorship
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Mr. Prayasvin B. Patel Appointed: July 01, 2011 Eimco Elecon (India) Limited
Chairman & Managing Other Directorships#: 8 -Executive Director
Director
(DIN: 00037394)
Committee membership(s)/
Chairmanship(s) in other
NIL
Company(ies)^:
No. of Shares held 39,25,864
Mr. Aayush A. Shah Appointed: April 25, 2023 --
Non-Independent & Other Directorships#: NIL
Non-Executive Director
(DIN: 07140517)
Committee membership(s)/
Chairmanship(s) in other
NIL
Company(ies)^:
No. of Shares held NIL
Mr. Pradip M. Patel Appointed: November 14, 1977 Eimco Elecon (India) Limited
Non-Independent & Other Directorships#: 2 – Chairman, Non-Executive -
Non-Executive Director
(DIN: 00012138)
Committee membership(s)/
Chairmanship(s) in other
2 Non Independent Director
Company(ies)^:
No. of Shares held 1,24,824

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Name and Designation of Date of Appointment, Other Directorship, Committee List of Directorship held in
Director(s) (DIN) Positions and Shareholding in the Company Other Listed Companies and
Category of Directorship
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Mr. Prashant C. Amin Appointed: July 29, 2008 Eimco Elecon (India) Limited-
Non-Independent & Other Directorships#: 2 Non-Executive - Nominee
Non-Executive Director
(DIN: 01056652)
Committee membership(s)/
Chairmanship(s) in other
1 (as a Chairman) Director
Company(ies)^:
No. of Shares held 81,350
Mr. Ashutosh A. Pednekar Appointed: July 01, 2022 Northern Arc Capital Limited-
Independent & Other Directorships#: 3 Non-Executive - Independent
Non-Executive Director
(DIN: 00026049)
Committee membership(s)/
Chairmanship(s) in other
2 (as a Chairman) Director
Company(ies)^:
No. of Shares held NIL
Mr. Nirmal P. Bhogilal Appointed: April 01, 2024 Batliboi Limited-
Independent & Other Directorships#: 1 Chairman, Executive Director
Non-Executive Director
(DIN: 00173168)
Committee membership(s)/
Chairmanship(s) in other
1
Company(ies)^:
No. of Shares held NIL
Mr. Pranav C. Amin Appointed: May 27, 2021 Alembic Pharmaceuticals
Independent & Other Directorships#: 3 Limited -
Non-Executive Director
(DIN: 00245099)
Committee membership(s)/
Chairmanship(s) in other
2 (including one as
a Chairman)
Managing Director
Max Healthcare Institute
Company(ies)^: Limited -Non-Executive -
No. of Shares held NIL Independent Director
Dr. Sonal V. Ambani Appointed: August 14, 2015 Carysil Limited -
Independent & Other Directorships#: 6 Non-Executive - Independent
Non-Executive Director
(DIN: 02404841)
Committee membership(s)/
Chairmanship(s) in other
3 Director
Fairchem Organics Limited -
Company(ies)^: Non-Executive - Independent
No. of Shares held NIL Director

# excluding Directorship(s) held in the Company, alternate directorships, directorship in foreign companies and Section 8 companies and private limited companies which are not the subsidiaries of public limited companies.

ANNEXURE – F TO BOARD’S REPORT (CONTD.)

Notes:

  1. The brief profile of the Directors is available on the website of the Company.

  2. Relationship between the Directors inter-se as on March 31, 2025, none of the Directors of the Company were related to each other except Mr. Pradip M. Patel who is Mr. Prayasvin B. Patel’s sister’s husband and Mr. Aayush A. Shah who is the son in law of Mr. Prayasvin B. Patel.

  3. All Independent Directors have given declarations that they meet the criteria of independence as laid down under Section 149(6) of the Companies Act, 2013 (the Act) and Regulation 16(1)(b) of the Listing Regulations. In the opinion of the Board, the Independent Directors fulfil the conditions and are independent of the Management.

  4. During the period under review, none of the Independent Directors of the Company has resigned.

  5. Video / teleconferencing facilities are used as and when required to facilitate Directors at other locations to participate in the meetings.

  6. The number of Directorship(s) and Committee Membership(s)/Chairmanship(s) of all Directors is/ are within the respective limits prescribed under the Act and the Listing Regulations.

CORE SKILLS/EXPERTISE/ COMPETENCIES AVAILABLE WITH THE BOARD

The Board comprises qualified and experienced members who possesses required skills, expertise and competencies that allow them to make effective contributions to the Board and its Committees. The Board has an identified list of core skills/expertise/competences of Directors as required in the context of the business of the Company.

The following skills/expertise/ competencies have been identified for the effective functioning of the Company and are currently available with all the members of the Board:

1. Qualification & Knowledge:

  • Degree holder in relevant disciplines (e.g. management, finance, engineering, marketing, legal, etc.);

  • Knowledge to understand the Company’s business (including its mission, vision & values), strategic plans, goals, policies and major risk factors as well as threats & opportunities

2. Experience:

  • Experience of management in a diverse organisation

  • Experience in finance, administration, corporate and strategic planning, sales & marketing etc.

  • Demonstrable ability to work effectively with Board of Directors

  • Experience in Corporate Strategic Decision Making to achieve the goals and mission

3. Skills:

  • Excellent interpersonal, communication and representational skills

  • Financial Skills, Technical or other relevant Professional Skills

  • Demonstrable leadership skills

  • Extensive team building and management skills

  • Strong influencing and negotiating skills

  • Having continuous professional development to refresh knowledge and skills

4. Abilities and Attributes:

  • Commitment to high standards of ethics, personal integrity and probity

  • Commitment to the promotion of equal opportunities, community cohesion and health and safety in the workplace

  • Attributes & Competencies to function well as team members and to interact with the key stakeholders

  • Social Responsibilities towards Society at large

^ In accordance with Regulation 26 of the Listing Regulations.

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ANNEXURE – F TO BOARD’S REPORT (CONTD.)

ANNEXURE – F TO BOARD’S REPORT (CONTD.)

BOARD MEETINGS AND PROCEDURE

Scheduling and selection of Agenda items for Board Meetings

  • i. The meetings are being convened by giving appropriate advance notice after obtaining the approval of the Chairman of the Board. Detailed agenda, management reports and other explanatory statements are circulated in advance amongst the members for facilitating meaningful, informed and focused discussions at the meeting. To address specific urgent need, meetings are also being called at shorter notice. The Board and Committees thereof are also authorised to pass resolution by circulation for all such matters, which are of utmost urgent nature.

  • ii. Where it is not practicable to attach any document or the agenda is of confidential nature, the same is placed on the table with the permission of the Chairman of the Board. In special and exceptional circumstances, additional or supplemental item(s) on the agenda are permitted. In order to transact some urgent business which may come after circulation of agenda papers, the same is placed before the Board by way of Table Agenda or Chairman’s Agenda. Frequent and detailed deliberation on the agenda provides the strategic roadmap for the future growth of the Company.

  • iii. The agenda papers are prepared by the Company Secretary and submitted to the Chairman and Managing Director for his approval. Duly approved agenda papers are circulated amongst the Board Members by the Company Secretary.

  • iv. Detailed presentations are made at the Board/ Committee meetings covering finance, major business segments and operations of the Company and on auditors reports before approving the quarterly/half yearly/annual financial results of the Company.

  • v. As per the convenience of the Members of the Board, the Board Meetings are usually held at the Company’s registered office.

  • vi. The Members of the Board have complete access to all information of the Company. The Board is also free to recommend inclusion of any matter in agenda for discussion. Senior Management Officials are invited to provide additional inputs to the items discussed by the Board as and when necessary.

  • vii. The Companies Act, 2013 read with the relevant rules made thereunder, now facilitates the participation of a Director in Board/Committee Meetings through video conferencing or other audio visual mode. Accordingly, the option to participate in the Meeting through video conferencing was made available for the Directors in compliance with the Act and the Listing Regulations.

  • viii. Post Meeting Follow Up System: The Company has an effective post Board Meeting follow up procedure. Action Taken Report on the decisions taken in a meeting is placed at the next meeting for information of the Board.

Compliance

The Company Secretary is responsible for preparation of Agenda papers for the meetings and is required to ensure adherence to all the applicable provisions of laws, rules, guidelines etc. The Company Secretary has to ensure compliance to all the applicable laws including the Companies Act, 2013 read with rules issued thereunder, SEBI Guidelines, Listing Regulations, Secretarial Standards issued by the Institute of Company Secretaries of India and other statutory requirements pertaining to capital market. The Board of Directors reviews quarterly Compliance Report confirming adherence to all applicable laws, rules, regulations and guidelines.

Board Meetings and Attendance

During the financial year 2024-25, 4 (Four) Board Meetings were held meeting.

The details of Board meetings and attendance of Directors at these meetings and at last Annual General Meeting (AGM) are given below:

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Name of Directors Last AGM held on Board Meetings held on % Attendance
June 25, 2024 April 19, July 17, October 18, January 22, of Director
2024 2024 2024 2025
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Mr. Prayasvin B. Patel Yes Yes Yes Yes Yes 100%
Mr. Aayush A. Shah Yes Yes Yes Yes Yes 100%
Mr. Pradip M. Patel Yes Yes Yes Yes Yes 100%
Mr. Prashant C. Amin Yes Yes Yes Yes Yes 100%
Mr. Ashutosh A. Pednekar Yes Yes Yes Yes Yes 100%
Mr. Nirmal P. Bhogilal Yes Yes Yes Yes Yes 100%
Mr. Pranav C. Amin Yes Yes Yes Yes Yes 100%
Dr. Sonal V. Ambani Yes Yes Yes Yes Yes 100%

During the year under review, no Circular Resolution was passed by the Board of the Directors of the Company.

There is no any instance where the Board had not accepted any recommendation of any committee of the Board during the financial year 2024-25 .

Recording minutes of proceedings at the Board Meeting

Separate meeting of Independent Directors

Separate meeting of Independent Directors was held on March 05, 2025 to evaluate the performance of NonIndependent Directors and the Board as a whole as well as the performance of the Chairman of the Company.

The Minutes of the proceedings of each Board Meeting is recorded and the same is sent to all Directors for their comments, if any. The said minutes are taken for approval at the next Board Meeting and the same are signed by the Chairman in the manner as prescribed under the Companies Act, 2013 & Rules made thereunder and as per the Secretarial Standards.

Familiarisation Programme for Independent Directors

The Company has conducted the familiarisation programme for Independent Directors of the Company; details for the same have been disclosed on the Company’s website and can be accessed through web-link https:// www.elecon.com/investors/corporate-information.

Disclosure regarding Directors retiring by rotation and

being re-appointed

Mr. Aayush A. Shah (DIN: 07140517), Director retires by rotation at the ensuing Annual General Meeting and being eligible, offers himself for re-appointment.

Certification from Company Secretary in Practice

The Company has received a certificate from M/s. Samdani Shah & Kabra, Practicing Company Secretaries, as required under the Listing Regulations, confirming that none of the Directors on the Board of the Company has debarred or disqualified from being appointed or continuing as director of the Companies by the SEBI/Ministry of Corporate Affairs or any such statutory authority.

A brief profile of Mr. Aayush A. Shah is given in the notice of Annual General Meeting, annexed to this Annual Report.

Appointment of Independent Directors

On appointment of new Independent Director, Company issues formal letter of appointment to independent director describing their duties, responsibilities etc.

CEO / CFO Certificate

The terms and conditions of appointment of Independent Directors are uploaded on the website of the Company and can be accessed through web-link https://www.elecon. - com/views/templates/admin uploads/Investors/Policies/ LOA-independent-directors-terms-conditions.pdf.

The Managing Director/CEO and the Chief Financial Officer of the Company have furnished the requisite certificate to the Board of Directors under Regulation 17(8) of Listing Regulations. The said certificate is a part of the Annual Report.

Elecon Engineering Company Limited

102

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65[th] Annual Report 2024-25

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Statutory Reports
Corporate Overview Financial Statements
01-32 33-123 124-279
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ANNEXURE – F TO BOARD’S REPORT (CONTD.)

REMUNERATION OF DIRECTORS

Remuneration of the Executive Director for the Financial Year 2024-25

The Company pays remuneration by way of salary, perquisites and allowances to its Executive Director, which is within the permissible limits of the Companies Act, 2013 as approved by Board and Shareholders.

Remuneration of the Executive Director for the Financial Year 2024-25
The Company pays remuneration by way of salary, perquisites and allowances to its Executive Director, which is within the
permissible limits of the Companies Act, 2013 as approved by Board and Shareholders.
Remuneration of the Executive Director for the Financial Year 2024-25
The Company pays remuneration by way of salary, perquisites and allowances to its Executive Director, which is within the
permissible limits of the Companies Act, 2013 as approved by Board and Shareholders.
Remuneration of the Executive Director for the Financial Year 2024-25
The Company pays remuneration by way of salary, perquisites and allowances to its Executive Director, which is within the
permissible limits of the Companies Act, 2013 as approved by Board and Shareholders.
Remuneration of the Executive Director for the Financial Year 2024-25
The Company pays remuneration by way of salary, perquisites and allowances to its Executive Director, which is within the
permissible limits of the Companies Act, 2013 as approved by Board and Shareholders.
Remuneration of the Executive Director for the Financial Year 2024-25
The Company pays remuneration by way of salary, perquisites and allowances to its Executive Director, which is within the
permissible limits of the Companies Act, 2013 as approved by Board and Shareholders.
Remuneration of the Executive Director for the Financial Year 2024-25
The Company pays remuneration by way of salary, perquisites and allowances to its Executive Director, which is within the
permissible limits of the Companies Act, 2013 as approved by Board and Shareholders.
(`in Lakhs)
Name of Director Salary Perquisites* Commission Total Stock Options
Mr. Prayasvin B. Patel
Chairman and Managing Director
529.65
11.26
1,725.00
2,265.91
Nil

* Monetary value of perquisites is in accordance with provisions of the Income Tax Act, 1961.

The Chairman and Managing Director is appointed on contractual basis. There is no separate provision for payment of severance fees.

Remuneration of the Non-Executive Directors for the Financial Year 2024-25

Remuneration of the Non-Executive Directors for the Financial Year 2024-25 Remuneration of the Non-Executive Directors for the Financial Year 2024-25 Remuneration of the Non-Executive Directors for the Financial Year 2024-25 Remuneration of the Non-Executive Directors for the Financial Year 2024-25
(`in Lakhs)
Name of Directors Sitting fees for
2024-25*
Commission on
Annual basis for
Financial Year
2024-25
Total
Mr. Aayush A. Shah
1.20
12.50
13.70
Mr. Pradip M. Patel
2.56
12.50
15.06
Mr. Prashant C. Amin
1.38
12.50
13.88
Mr. Ashutosh A. Pednekar
2.64
12.50
15.14
Mr. Nirmal P. Bhogilal
2.68
12.50
15.18
Mr. Pranav C. Amin
1.32
12.50
13.82
Dr. Sonal V. Ambani
2.74
12.50
15.24

During the year, there were no other pecuniary relationships or transactions of Non-Executive Directors with the Company. The Company has not granted any stock options to its Non-Executive Directors.

Procedure at Committee Meetings

BOARD COMMITTEES

The Board has constituted five main Committees, viz. Audit Committee, Nomination and Remuneration Committee, Stakeholders’ Relationship Committee, Corporate Social Responsibility (CSR) Committee and Risk Management Committee. The recommendations of the Committees are submitted to the Board for approval. During the year, all the recommendations of the Committees were accepted by the Board. The Board supervises the execution of its responsibilities by the Committees and is responsible for their actions.

The Company’s guidelines relating to the Board meetings are applicable to the Committee meetings. The composition and terms of reference of all the Committees are in compliance with the Companies Act, 2013 and the Listing Regulations, as applicable. Each Committee has the authority to engage outside experts, advisors and counsels to the extent it considers appropriate to assist in its functioning. Minutes of the proceedings of Committee meetings are circulated to the respective Committee members and are also placed before the Board for its noting.

Mrs. Bharti L. Isarani, Company Secretary and Compliance Officer of the Company, is the Secretary to all the Committees constituted by the Board.

ANNEXURE – F TO BOARD’S REPORT (CONTD.)

AUDIT COMMITTEE

The constitution and terms of reference of the Audit Committee are in accordance with Section 177 of the Companies Act, 2013 and Regulation 18 of the Listing Regulations.

Composition

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Name of Members Designation Category
Mr. Ashutosh A. Pednekar Chairperson Independent & Non-Executive Director
----- End of picture text -----

Composition
Name of Members
Mr. Ashutosh A. Pednekar
Designation
Chairperson
Category
Independent & Non-Executive Director
Mr. Nirmal P. Bhogilal Member Independent & Non-Executive Director
Mr. Pradip M. Patel Member Non-Independent & Non-Executive Director
Dr. Sonal V. Ambani Member Independent & Non-Executive Director

The CFO, Statutory Auditors, Internal Auditors are permanent invitees to the meetings and attended & participated at the meetings of the Committee.

All the members of the Audit Committee possess requisite qualifications.

Terms of Reference

  1. Reviewing, with the management, the quarterly financial statements before submission to the Board for approval;

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

  3. Reviewing, with the management, the statement of uses / application of funds raised through an issue (public issue, rights issue, preferential issue, etc.), the statement of funds utilised for purposes other than those stated in the offer document / prospectus / notice and the report submitted by the monitoring agency monitoring the utilisation of proceeds of a public or rights issue, and making appropriate recommendations to the Board to take up steps in this matter;

  4. Recommendation for appointment, remuneration and terms of appointment of auditors of the Company;

  5. Approval of payment to statutory auditors for any other services rendered by the statutory auditors;

  6. Reviewing, with the management, the annual financial statements and Auditor’s Report thereon before submission to the Board for approval, with particular reference to:

  7. Review and monitor the auditor’s independence and performance, and effectiveness of audit process;

  8. a) Matters required to be included in the Director’s Responsibility Statement to be included in the Board’s report in terms of clause (c) of subsection 3 of Section 134 of the Companies Act, 2013

  9. Approval or any subsequent modification of transactions of the Company with related parties;

  10. Scrutiny of inter-corporate loans and investments;

  11. Valuation of undertakings or assets of the Company, wherever it is necessary;

  12. b) Changes, if any, in accounting policies and practices and reasons for the same

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

  14. c) Major accounting entries involving estimates based on the exercise of judgment by management

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

  16. d) Significant adjustments made in the financial statements arising out of audit findings

  17. Reviewing the adequacy of internal audit function, if any, including the structure of the internal audit department, staffing and seniority of the official heading the department, reporting structure coverage and frequency of internal audit;

  18. e) Compliance with listing and other legal requirements relating to financial statements

  19. f) Disclosure of any related party transactions g) modified opinion(s) in the draft audit report

Elecon Engineering Company Limited

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65[th] Annual Report 2024-25

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Statutory Reports
Corporate Overview Financial Statements
01-32 33-123 124-279
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ANNEXURE – F TO BOARD’S REPORT (CONTD.)

  1. Discussion with internal auditors of any significant findings and follow up thereon;

  2. Reviewing the utilisation of loans and/ or advances from/investment by the holding company in the subsidiary exceeding ` 100 Crores or 10% of the asset size of the subsidiary, whichever is lower including existing loans / advances / investments existing as on the date of coming into force of this provision;

  3. Reviewing the findings of any internal investigations by the internal auditors into matters where there is suspected fraud or irregularity or a failure of internal control systems of a material nature and reporting the matter to the board;

  4. Consider and comment on rationale, cost-benefits and impact of schemes involving merger, demerger, amalgamation etc., on the Company and its shareholders;

  5. Discussion with statutory auditors before the audit commences, about the nature and scope of audit as well as post-audit discussion to ascertain any area of concern;

  6. Mandatorily review the following information:

    • a. management discussion and analysis of financial condition and results of operations;
  7. To look into the reasons for substantial defaults in the payment to the depositors, debenture holders, shareholders (in case of non-payment of declared dividends) and creditors;

  8. b. management letters / letters of internal control weaknesses issued by the statutory auditors;

  9. To review the functioning of the Whistle Blower mechanism;

  10. c. internal audit reports relating to internal control weaknesses;

  11. Approval of appointment of CFO (i.e., the wholetime Finance Director or any other person heading the finance function or discharging that function) after assessing the qualifications, experience and background, etc., of the candidate;

  12. d. the appointment, removal and terms of remuneration of the chief internal auditor;

  13. e. statement of deviations:

    • (i) quarterly statement of deviation(s) including report of monitoring agency, if applicable, submitted to stock exchange(s) in terms of Regulation 32(1).
  14. Carrying out any other function as is mentioned in the terms of reference of the Audit Committee.

  15. To review compliance with the provisions of SEBI (Prohibition of Insider Trading) Regulations, 2015 and verify that the systems for internal control are adequate and are operation effectively;

  16. (ii) annual statement of funds utilised for purposes other than those stated in the offer document/prospectus/notice in terms of Regulation 32(7).

Meetings and Attendance

4 (Four) meetings of the Committee were held during the year. The details of the meetings and attendance of members of the Committee at these meetings are given below:

Date of the
Meeting
Attended by Attended by Attended by Attended by % Attendance at
Meeting
Mr. Ashutosh A.
Pednekar
Mr. Nirmal P.
Bhogilal
Mr. Pradip M.
Patel
Dr. Sonal V.
Ambani
April 19, 2024
July 17, 2024
October 18, 2024
January 22, 2025
Yes
Yes
Yes
Yes
100%
Yes
Yes
Yes
Yes
100%
Yes
Yes
Yes
Yes
100%
Yes
Yes
Yes
Yes
100%

ANNEXURE – F TO BOARD’S REPORT (CONTD.)

NOMINATION AND REMUNERATION COMMITTEE

The constitution and terms of reference of Nomination and Remuneration Committee of the Company are in compliance with provisions of Section 178 of the Companies Act, 2013 and the Regulation 19 of the Listing Regulations.

Composition

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Name of Members Designation Category
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Mr. Nirmal P. Bhogilal Chairperson Independent & Non-Executive Director
Mr. Pradip M. Patel Member Non-Independent & Non-Executive Director
Dr. Sonal V. Ambani Member Independent & Non-Executive Director

Terms of Reference

  1. Formulation of criteria for evaluation of Independent Directors and the Board;

  2. Formulation of the criteria for determining qualifications, positive attributes and independence of a Director and recommend to the Board a policy, relating to the remuneration of the Directors, Key Managerial Personnel and other employees;

  3. Devising a policy on Board diversity;

  4. Identifying persons who are qualified to become Directors and who may be appointed in Senior Management in accordance with the criteria laid down and recommend to the Board their appointment and removal and shall carry out evaluation of every Director’s performance.

  5. For every appointment of an independent director, the Nomination and Remuneration Committee shall evaluate the balance of skills, knowledge and experience on the Board and on the basis of such evaluation, prepare a description of the role and capabilities required of an independent director. The person recommended to the Board for appointment as an independent director shall have the capabilities identified in such description. For the purpose of identifying suitable candidates, the Committee may:

  6. Review whether to extend or continue the term of appointment of the independent director, on the basis of the report of performance evaluation of the independent directors.

  7. Recommend to the Board, all remuneration, in whatever form, payable to Senior Management.

  8. a. use the services of an external agencies, if required;

  9. The policy is framed by the Nomination and Remuneration

  10. b. consider candidates from a wide range of Committee and approved by the Board. The terms and backgrounds, having due regard to diversity; and conditions of appointment of Directors are disclosed on

  11. c. consider the time commitments of the the website of the Company at https://www.elecon.com/ candidates. investors/policies.

Meetings and Attendance

1 (One) meeting of the Committee was held during the year. The details of the meeting and attendance of members of the Committee at these meetings are given below:

Date of the Meeting Attended by Attended by Attended by % Attendance at
Meeting
Mr. Nirmal P. Bhogilal Mr. Pradip M. Patel Dr. Sonal V. Ambani
April 15, 2024 Yes
Yes
Yes
100%
All these Committee meetings were held through video conference and physical mode in compliance of MCA Circulars and
SEBI Circulars.

During the year under review, the Board had approved and passed one resolution by circulation on September 27, 2024.

All these Committee meetings were held through video conference and physical mode in compliance of MCA Circulars and SEBI Circulars.

Elecon Engineering Company Limited

106

107

65[th] Annual Report 2024-25

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----- Start of picture text -----

Statutory Reports
Corporate Overview Financial Statements
01-32 33-123 124-279
----- End of picture text -----

ANNEXURE – F TO BOARD’S REPORT (CONTD.)

Nomination and Remuneration Policy

The Company has adopted a Policy relating to the remuneration for Directors, Key Managerial Personnel, Senior Management Personnel and other employees of the Company, which is uploaded on the website of the Company and its weblink is https://www.elecon.com/ - views/templates/admin uploads/Investors/Policies/ Nomination%20&%20Remuenration%20Policy%20 - 25.04.2023.pdf

The Remuneration of the Executive Directors is determined by the Nomination and Remuneration Committee within the permissible limits of the Companies Act, 2013 and as approved by Board and Shareholders.

The Company’s remuneration policy is driven by the success and performance of the managerial personnel. While reviewing the remuneration of managerial personnel, Key Managerial Personnel (KMPs) and other senior officials, the Committee takes into account the following:

  • Financial position of the Company

  • Scales prevailing in the industry

  • Appointee’s qualification and expertise

  • Past performance

  • Past remuneration etc.

Performance Evaluation

The Nomination and Remuneration Committee has laid down the criteria for performance evaluation of the Individual Directors and the Board. The framework of performance evaluation of the Independent Directors will capture the following points:

  • Leadership & stewardship abilities;

  • Contributing to clearly defined corporate objectives & plans;

  • Communication of expectations & concerns clearly with subordinates;

  • Obtain adequate, relevant & timely information from external sources;

  • Review & approve achievement of strategic and operational plans, objectives, budgets;

  • Regular monitoring of corporate results against projections;

  • Identify, monitor & mitigate significant corporate risks;

  • Assess policies, structures & procedures;

  • Direct, monitor & evaluate KMPs, senior officials;

  • Review management’s succession plan;

  • Effective meetings;

  • Assuring appropriate board size, composition, independence, structure;

  • Clearly defining roles & monitoring activities of committees; and

  • Review of corporation’s ethical conduct.

Pursuant to the provisions of the Companies Act, 2013 and the Listing Regulations, the Board has carried out the annual performance evaluation of its own performance, the Directors individually as well as the evaluation of the working of committees. A structured questionnaire was prepared after taking into consideration inputs received from the Directors, covering various aspects of the Board’s functioning such as adequacy of the composition of the Board and its Committees, Board culture, execution and performance of specific duties, obligations and governance.

A separate exercise was carried out to evaluate the performance of individual Directors, including the Chairman of the Board, who were evaluated on parameters such as level of engagement and contribution, independence of judgement, safeguarding the interest of the Company and its minority shareholders, etc. The performance evaluation of the Independent Directors was carried out by the entire Board. The performance evaluation of the Chairman and the Non-Independent Directors was carried out by the Independent Directors. The performance of the Committee was evaluated by the Board after seeking inputs from the Committee members. The Directors expressed their satisfaction with the evaluation process.

The Committee has also reviewed the performance of the KMPs and Senior officials as per the said policy of the Company for the year under review.

ANNEXURE – F TO BOARD’S REPORT (CONTD.)

STAKEHOLDERS RELATIONSHIP COMMITTEE

The constitution and terms of reference of Stakeholders Relationship Committee of the Company are in compliance with the provisions of Section 178 of the Companies Act, 2013 and Regulation 20 of the Listing Regulations.

Composition

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----- Start of picture text -----

Name of Members Designation Category
----- End of picture text -----

Mr. Nirmal P. Bhogilal
Chairperson
Independent & Non-Executive Director
Mr. Pradip M. Patel
Member
Non-Independent & Non-Executive Director
Dr. Sonal V. Ambani
Member
Independent & Non-Executive Director
Terms of reference 4.
Review of the various measures and initiatives taken
1. Resolving the grievances of the security holders of the by the listed entity for reducing the quantum of
listed entity including complaints related to transfer/ unclaimed dividends and ensuring timely receipt of
transmission of shares, non-receipt of annual report,
non-receipt of declared dividends, issue of new/
duplicate certifcates, general meetings etc.
dividend warrants/annual reports/statutory notices
by the shareholders of the Company.
  1. Review of measures taken for effective exercise of 5. Carry out any other function as may be referred by the voting rights by shareholders. Board from time to time or endorsed by any statutory

  2. Review of adherence to the service standards adopted notification / amendment or modifications as may be by the listed entity in respect of various services being applicable. rendered by the Registrar & Share Transfer Agent.

Meetings and Attendance

1 (One) meeting of the Committee was held during the year. The details of the meeting and attendance of members of the Committee at these meetings are given below:

Date of the Meeting Attended by Attended by Attended by % Attendance at
Meeting
Mr. Nirmal P. Bhogilal Mr. Pradip M. Patel Dr. Sonal V. Ambani
April 15, 2024 Yes
Yes
Yes
100%

All these Committee meetings were held through video conference and physical mode in compliance of the MCA Circulars and the SEBI Circulars.

Redressal of Investor Grievance

The Company as well as its Registrar & Transfer Agent addresses all complaints, suggestions, and grievances.

The number of complaints received and resolved to the satisfaction of investors during the financial year 2024-25 are as under:

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Type of Complaints No. of Complaints
Pending at the beginning of the financial year Nil
----- End of picture text -----

Type of Complaints
Pending at the beginning of the fnancial year
No. of Complaints
Nil
Received during the fnancial year 11
Disposed off during the fnancial year 11
Remaining unresolved at the end of fnancial year Nil

All the complaints and grievances were taken into consideration and resolved expeditiously within 7-10 days except in case of dispute over facts or other legal impediments and procedural issues. The Company also endeavours to take into consideration the suggestions of the stakeholders.

Elecon Engineering Company Limited

108

109

65[th] Annual Report 2024-25

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Statutory Reports
Corporate Overview Financial Statements
01-32 33-123 124-279
----- End of picture text -----

ANNEXURE – F TO BOARD’S REPORT (CONTD.)

CORPORATE SOCIAL RESPONSIBILITY (CSR) COMMITTEE

The Company has constituted CSR Committee as per the provisions of Section 135 of Companies Act, 2013 and rules framed thereunder.

Composition

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----- Start of picture text -----

Name of Members Designation Category
----- End of picture text -----

Dr. Sonal V. Ambani Chairperson Independent & Non-Executive Director
Mr. Prashant C. Amin Member Non-Independent & Non-Executive Director
Mr. Prayasvin B. Patel Member Executive Director
Terms of Reference 6. The CSR Committee/Board shall ensure that the
1. The list of CSR projects or programmes that are administrative overheads shall not exceed fve
approved to be undertaken in areas or subjects
specifed in Schedule VII of the Act;
percent of total CSR expenditure of the Company for
the fnancial year;
  1. The list of CSR projects or programmes that are approved to be undertaken in areas or subjects specified in Schedule VII of the Act;

  2. Monitor and ensure that the surplus arising out of the CSR projects or programs or activities shall not form part of the business profits of a Company;

  3. The manner of execution of such projects or programmes as specified in Sub-Rule (1) of Rule 4;

  4. The modalities of utilisation of funds and implementation schedules for the projects or programmes;

  5. Review and comply with the requirements of the provisions of the Act, CSR Rules and periodical disclosure requirements.

  6. Monitoring and reporting mechanism for the projects or programmes;

  7. To take necessary actions on the matters delegated by the Board from time to time.

  8. Details of need and impact assessment, if any, for the projects undertaken by the Company;

Meetings and Attendance

1 (One) meeting of the Committee was held during the year. The details of the meeting and attendance of members of the Committee at these meetings are given below:

Date of the Meeting Attended by Attended by Attended by % Attendance at
Meeting
Dr. Sonal V. Ambani Mr. Prashant C. Amin Mr. Prayasvin B. Patel
April 15, 2024 Yes
Yes
Yes
100%

All these Committee meetings were held through video conference and physical mode in compliance of the MCA Circulars and the SEBI Circulars.

ANNEXURE – F TO BOARD’S REPORT (CONTD.)

RISK MANAGEMENT COMMITTEE

The constitution and terms of reference of Risk Management Committee of the Company are in compliance Regulation 21 of the Listing Regulations.

Composition

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----- Start of picture text -----

Name of Members Designation Category
----- End of picture text -----

Mr. Ashutosh A. Pednekar Chairperson Independent & Non-Executive Director
Mr. Prashant C. Amin Member Non-Independent & Non-Executive Director
Mr. Prayasvin B. Patel Member Executive Director
Mr. Man Mohan Nanda* Member Head - Gear Division
Mr. Pravin Kumar Bhasin* Member Head - MHE Division

* Senior Executives of the Company are the Members of the Risk Management Committee.

Terms of Reference

  1. To monitor and oversee implementation of the risk management policy, including evaluating the adequacy of risk management systems;

  2. To formulate a detailed risk management policy which shall include:

  3. To periodically review the risk management policy, at least once in two years, including by considering the changing industry dynamics and evolving complexity;

  4. a) A framework for identification of internal and external risks specifically faced by the Company, in particular including financial, operational, sectoral, sustainability (particularly, ESG related risks), information, cyber security risks or any other risk as may be determined by the Committee.

  5. To keep the Board of Directors informed about the nature and content of its discussions, recommendations and actions to be taken;

  6. The appointment, removal and terms of remuneration of the Chief Risk Officer (if any) shall be subject to review by the Risk Management Committee;

  7. b) Measures for risk mitigation including systems and processes for internal control of identified risks.

    1. To monitor and review the risk management plan, cyber security and such other functions as may be delegated by the Board to the Risk Management Committee, as may be necessary for effective implementation of the Risk Management Policy; and
  8. c) Business continuity plan.

  9. To ensure that appropriate methodology, processes and systems are in place to monitor and evaluate risks associated with the business of the Company;

  10. To take necessary actions on the matters delegated by the Board from time to time.

Meetings and Attendance

2 (Two) meetings of the Committee were held during the year. The details of the meetings and attendance of members of the Committee at these meetings are given below:

Date of the Meeting Attended by Attended by Attended by Attended by Attended by % Attendance at
Meeting
Mr. Ashutosh
A. Pednekar
Mr. Prashant
C. Amin
Mr. Prayasvin
B. Patel
Mr. M. M.
Nanda
Mr. P. K.
Bhasin
August 28, 2024
February 06, 2025
Yes
Yes
No
Yes
No
60%
Yes
Yes
No
Yes
No
60%

Elecon Engineering Company Limited

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65[th] Annual Report 2024-25

111

~~Statutory Reports~~ Corporate Overview Financial Statements 01-32 33-123 124-279

ANNEXURE – F TO BOARD’S REPORT (CONTD.)

Risk Management Policy

The Risk Management Policy of the Company is available at the website of the Company https://www.elecon.com/views/ - - - templates/admin uploads/Investors/Policies/Risk Management Policy.pdf.

SENIOR MANAGEMENT

Particulars of Senior Management:

Sr.
No
Name of Senior Management Personnel (“SMP”) Designation
1
Mr. Man Mohan Nanda
Head - Gear Division
2
Mr. Pravin Kumar Bhasin
Head - MHE Division
3
Mr. Narasimhan Raghunathan
Chief Financial Ofcer
4
Mrs. Bharti L. Isarani

Company Secretary & Compliance Ofcer

* They are also Key Managerial Personal (KMP) of the Company.

There is no change in Senior Management Personnel during the financial year 2024-25.

COMPLIANCE OFFICER

Mrs. Bharti L. Isarani, Company Secretary and Compliance Officer, is the Compliance Officer of the Company.

GENERAL BODY MEETINGS

Annual General Meetings

The day, date, time and venue of the Annual General Meetings held during preceding three years and the special resolution(s) passed thereat, are as follows:

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----- Start of picture text -----

Day, Date and time Special Resolutions Passed Venue
----- End of picture text -----

Tuesday, Appointment
of
Mr.
Ashutosh
A.
Pednekar
Through Video Conferencing
June 28, 2022 (DIN: 00026049), as a Non-Executive & Independent (deemed venue Registered
3:00 p.m. Director of the Company with effect from July 01, 2022 Ofce of the Company)
Wednesday, Appointment of a Director in place of Mr. Pradip M. Through Video Conferencing
June 28, 2023 Patel (DIN: 00012138), who retires by rotation and (deemed venue Registered
3:00 p.m. being eligible, offers himself for re-appointment who Ofce of the Company)
has attained the age of Seventy-fve (75) years.
Re-appointment of Mr. Prayasvin B. Patel (DIN:
00037394), as the Chairman & Managing Director of the
Company for a period of 3 years with effect from July
01, 2023 and fxation of remuneration.
Tuesday,
June 25, 2024 Nil
3.00 p.m.

Through Video Conferencing (deemed venue Registered Office of the Company)

ANNEXURE – F TO BOARD’S REPORT (CONTD.)

Postal Ballot

During the year under review, no resolutions were passed through Postal Ballot process.

Special resolutions proposed to be conducted through Postal Ballot

None of the businesses proposed to be transacted at the ensuing Annual General Meeting require passing a resolution through Postal Ballot. Any Special resolutions by way of Postal Ballot, if required to be passed in the future, will be decided at the relevant time.

Procedure for Postal Ballot

The Postal Ballot shall be carried out as per the provisions of Sections 108 and 110 and other applicable provisions of the Companies Act, 2013, read with the rules framed thereunder and MCA Circulars.

FRAMEWORK FOR MONITORING SUBSIDIARY COMPANIES

The Company has 12 Direct & Indirect Subsidiary Companies. The subsidiaries of the Company function with an adequately empowered Board of Directors and sufficient resources. For more effective governance, the Company monitors performance of subsidiary companies, inter alia, by following means:

  • a) Financial statements, in particular investments made by unlisted subsidiary companies, are reviewed quarterly by the Company’s Audit Committee.

  • b) Minutes of meetings of Board of Directors of the unlisted subsidiary Company be placed before the Board of the Company regularly. For the financial year under review, the Company does not have any material unlisted subsidiary Company.

  • c) A statement, wherever applicable, of all significant transactions and arrangements entered into by the Company’s subsidiaries is presented to the Board of the Company at its meetings. The risk factors and project reports of the Subsidiary Companies are also reviewed by the Audit Committee of the Company.

RELATED PARTY TRANSACTIONS

Full disclosure of related party transactions in compliance with Indian Accounting Standard – 24 notified by the Ministry of Corporate Affairs are given in the Notes to Financial Statements. All contracts or arrangements with related parties, entered during the financial year

were at arm’s length basis and in the ordinary course of the Company’s business as defined under the Act and Regulation 23 of the Listing Regulations. There were no materially significant related party transaction during the financial year which were in conflict with the interest of the Company.

The policy on Related Party Transactions as approved by the Board of Directors is uploaded on the Company’s website at - https://www.elecon.com/views/templates/admin uploads/ Investors/Policies/RPT-Policy-2022-FINAL.pdf.

Details of Non-Compliance by the Company and penalties, strictures imposed on the Company by the Stock Exchange, SEBI or any Statutory Authorities on any matter related to capital market during the last three years

No penalties or strictures were imposed by SEBI, Stock Exchanges or any Statutory Authorities for any matter relating to Capital Market during last three years.

DISCLOSURE OF ACCOUNTING TREATMENT

In the preparation of the financial statements, the Company has followed the Indian Accounting Standard notified by the Ministry of Corporate Affairs. The significant accounting policies applied in preparation and presentation of financial statements has been set out in the Notes to Financial Statements.

MEANS OF COMMUNICATION

Quarterly results: The quarterly/ half yearly and annual financial results are normally published in prominent daily newspapers viz. The Economic Times, Financial Express, The Business Standard, The Hindu Business Line, Naya Padkar, Jay Hind having wide circulation across the country and also displayed on the website of the Company on www.elecon.com.

News releases, presentations: Official news releases and official media releases are generally sent to Stock Exchanges and are also available on the website of the Company.

Presentations to institutional investors/analysts: Detailed presentations are made to institutional investors and financial analysts on the Company’s quarterly, halfyearly as well as annual financial results and are sent to the Stock Exchanges. These presentations, audio recordings and transcript of the meetings are available on the website of the Company.

Elecon Engineering Company Limited

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Statutory Reports
Corporate Overview Financial Statements
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ANNEXURE – F TO BOARD’S REPORT (CONTD.)

Website: The Company’s website (www.elecon.com) contains a separate dedicated section ‘Investors’ where shareholders’ information is available.

centric letters/e-mails/SMS to its shareholders during the year. This include reminders for claiming unclaimed/ unpaid dividend from the Company; claiming shares lying in unclaimed suspense account with the Company; dematerialisation of shares, updating e-mail address, PAN, bank account details and nomination details.

Letters/e-mails/SMS to Investors: Apart from sending Annual Report, the Company or its Registered and share transfer agent has also addressed various investor-

Dividend History

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Financial Year Rate (%) Per Share ( ) Amount<br>( in lakhs)
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2017-2018 10% 0.20 224.40
2018-2019 10% 0.20 224.40
2019-2020 Nil Nil Nil
2020-2021 20% 0.40 448.80
2021-2022 70% 1.40 1,570.80
2022-2023 100% 2.00 2,244.00
2023-2024 (Interim Dividend) 50% 1.00 1,122.00
2023-2024 100% 2.00 2,244.00
2024-2025 (Interim Dividend) 50% 0.50 1,122.00
2024-2025* 150% 1.50 3,366.00

* Subject to the approval by the members at the 65[th] AGM.

Stock Options / Convertible instruments

The Company has not issued any Stock options/Convertible instruments to its Directors/Employees.

Green Initiative

Electronic copies of the Annual Report 2024-25 and the Notice of the 65[th] Annual General Meeting are sent to all members whose email addresses are registered with the Company/Depository Participant(s).

GENERAL SHAREHOLDER INFORMATION

Annual General Meeting

ANNEXURE – F TO BOARD’S REPORT (CONTD.)

Registrar & Transfer (R&T) Agent:

Payment of Listing Fees

Annual listing fees for the financial year 2024-25 has been paid by the Company to BSE Limited and National Stock Exchange of India Limited. The equity shares of the Company have neither been de-listed nor suspended from trading during the year under review.

MUFG Intime India Private Limited

(formerly known as Link Intime India Private Limited)

Geetakunj, 1 Bhakti Nagar Society, Behind ABS Tower, Old Padra Road, Vadodara, Gujarat – 390 015.

Fees Paid to the Statutory Auditors

Email: [email protected] Phone: 0265-3566768

Details relating to fees paid to the Statutory Auditors are given in Note 34 to the Standalone Financial Statements and Note 35 to the Consolidated Financial Statements.

Contact Person: Mr. Alpesh Gandhi

Shareholders are requested to correspond directly with the R & T Agent for transfer / transmission of shares, change of address, queries pertaining to their shares, dividend etc.

During the year under review, there is no payment made to the entities in the network firm/network entity of which the statutory auditors are a part.

Share Transfer System:

As mandated by SEBI, securities of the Company can be transferred/ traded only in dematerialised form. Shareholders holding shares in physical form are advised to avail the facility of dematerialisation.

The Board has delegated powers to Registrar and Transfer Agents to effect requests for transmission, name deletion, duplicate share certificates, etc.

Shareholding Pattern as on March 31, 2025:

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Category No. of Shares held (%) of total
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Promoters 13,30,12,116 59.28
Banks, Financial Institutions and Insurance Companies 17,20,511 0.77
Foreign Portfolio Investors 1,94,09,626 8.65
Mutual Funds 56,64,828 2.52
N.R. I. / O.C. B. 23,18,125 1.03
Bodies Corporate 39,46,768 1.76
Public 5,83,27,956 25.99
TOTAL 22,43,99,930 100.00

June 25, 2025 at 3:00 p.m. IST through Video Conferencing/ Other Audio Visual Means as set out in the Notice convening the 65[th] Annual General Meeting. Deemed venue of the meeting be Registered Office of the Company at Anand – Sojitra Road, Vallabh Vidyanagar – 388 120, Dist. Anand, Gujarat.

Financial Calendar

April 01 to March 31.

Date of Book Closure

Saturday; June 14, 2025 to Wednesday; June 25, 2025 (both days inclusive).

Dividend Payment Date

Credit/dispatch of Dividend Warrants on or after Monday; June 30, 2025.

Elecon Engineering Company Limited

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ANNEXURE – F TO BOARD’S REPORT (CONTD.)

7 1
2
3
4
5
1
Promoter
13,30,12,116, 59%
1
3
2
Banks, FI & Insurance
17,20,511, 1%
3
Foreign Portfolio Investors
1,94,09,626, 9%
4
Mutual Funds
56,64,828, 2%
5
NRI / OCB
23,18,125, 1%
6
Bodies Corporates
39,46,768, 2%
7
Public
5,83,27,956, 26%
6

Distribution of Shareholding as on March 31, 2025:

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Category No. of Percentage of Total No. of Shares Percentage of Total
Shareholders
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1 - 500 1,00,428 88.37 95,01,180 4.23
501 – 1000 6,261 5.51 48,36,246 2.16
1001 – 2000 3,208 2.82 49,19,658 2.19
2001 – 3000 1,104 0.97 28,06,979 1.25
3001 – 4000 644 0.57 23,18,037 1.03
4001 – 5000 419 0.37 19,22,900 0.86
5001 – 10001 793 0.70 56,77,422 2.53
Above 10001 789 0.69 19,24,17,508 85.75
TOTAL 1,13,646 100.00 22,43,99,930 100.00

Dematerialisation of Shares and Liquidity

As on March 31, 2025, 22,24,97,840 Shares were in dematerialised form representing 99.15% of total Shares. The Company’s shares are traded on the BSE Limited, Mumbai and the National Stock Exchange of India Limited, Mumbai.

Outstanding GDRs/ADRs/Warrants or any other convertible Instruments, conversion date and likely impact on equity:

There is no outstanding GDRs/ADRs/Warrants or any other Convertible Instruments as on March 31, 2025.

Unclaimed Dividend

As per the provisions of Section 124 read with Section 125 of the Companies Act, 2013, the Company is required to transfer the dividend remained unclaimed and unpaid for a period of seven years from the due dates to the Investor Education and Protection Fund (lEPF) set up by the Central Government. During the year, the unclaimed dividend pertaining to the financial year 2016-17 has been transferred to the Investor Education & Protection Fund.

ANNEXURE – F TO BOARD’S REPORT (CONTD.)

Here below are the proposed dates for transfer of the unpaid dividend to IEPF Authority by the Company.

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Financial Year Date of Proposed date for Amount
Declaration transfer to IEPF ( ` in lakhs) lying
unpaid as on
March 31, 2025
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2017-2018 26-09-2018 29-11-2025 3.11
2018-2019 17-09-2019 17-11-2026 2.73
2019-2020** - - Not Applicable
2020-2021 06-08-2021 14-10-2028 4.73
2021-2022 28-06-2022 16-09-2029 12.74
2022-2023 28-06-2023 02-09-2030 14.87
2023-2024 (Interim Dividend) 20-10-2023 02-01-2031 6.50
2023-2024 (Final) 25-06-2024 24-09-2031 20.63
2024-2025 (Interim Dividend) 18-10-2024 21-12-2031 9.09
Total amount lying unpaid as on March 31, 2025 74.40

* Indicative dates, actual dates may vary.

  • ** In the financial year 2019-20, the Company had not declared dividend.

Unclaimed Shares

The details of unclaimed equity shares lying unclaimed in Elecon Engineering Company Limited - Unclaimed Suspense Account and shares claimed by rightful owners during the financial year are as under:

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Particulars No. of Shares Notes
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Opening Balance (April 01, 2024) 37,815 Face value`2 per share (before Sub-division)
Shares Claimed Before Sub-division (80) Claimed by rightful owners prior to Sub-division
Unclaimed Shares Before Sub-division 37,735 -
Post Subdivision Balance 75,470 Face value`1 per shares (after 1:2 split)
Shares Claimed (Post Sub-division) (2,720) Claimed by rightful owners
Shares Transferred to IEPFA as per IEPF Rules (19,140) -
Closing Balance(March 31, 2025) 53,610 Remaining unclaimed shares at year-end

*The Voting rights on such shares remain frozen until claimed by rightful owner.

Transfer of Unclaimed Equity Shares to Investor Education and Protection Fund (IEPF) Authority

Pursuant to the provisions of Sections 124 and 125 of the Companies act, 2013 and the Investor Education and Protection Fund Authority (Accounting, Audit, Transfer and Refund) Rules, 2016 as amended, (“Rules”) all shares on which dividend has not been paid or claimed for seven consecutive years or more shall be transferred to an IEPFA after complying with the procedure laid down under the Rules.

The Company is in compliance with the aforesaid provisions and the Rules made thereunder. During the year under review, the Company transferred total 1,54,728 number of equity shares of 218 folios of which dividends had remained unpaid or unclaimed for a period of seven consecutive years or more, to the demat account of IEPF Authority.

The shareholders who have a claim on above shares may claim the same from IEPF Authority by submitting an online application in the prescribed Form No. IEPF-5 available on the website www.iepf.gov.in and sending a physical copy of the same, duly signed to the Company, along with requisite documents enumerated in the Form No. IEPF-5. No claims shall lie against the Company in respect of the dividend/shares so transferred to IEPF Authority.

Elecon Engineering Company Limited

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Statutory Reports
Corporate Overview Financial Statements
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ANNEXURE – F TO BOARD’S REPORT (CONTD.)

Commodity price risk or foreign exchange risk and hedging activities

The raw materials of the Company are subject to market rate fluctuations including raw materials prices and foreign exchange volatility. The Company has in place a risk management framework for identification, monitoring and mitigation of above market rate fluctuations by way of hedging instruments as well as pass through of the impact to the Customers. The exposure to currency risk is explained in detail in the notes to the financial statements.

Plant Locations

Division Gear Division Material Handling Equipment Division
Address
Anand-Sojitra Road,
Anand-Sojitra Road,
Vallabh Vidyanagar - 388 120, Gujarat
Vallabh Vidyanagar - 388 120, Gujarat

Address of Registered Office of the Company

Anand-Sojitra Road,

Vallabh Vidyanagar – 388 120, Gujarat

Website

www.elecon.com

Address for Correspondence:

The Shareholders may address their communication/suggestions/grievances/queries to:

Mrs. Bharti L. Isarani

Company Secretary & Compliance Officer

Elecon Engineering Company Limited

Anand-Sojitra Road,

Vallabh Vidyanagar - 388 120,

Tal. & Dist. Anand, Gujarat, India.

Tel No. +91 2692 238701, 238702

Email address: [email protected]

CREDIT RATING

Following are the list of credit ratings obtained by the Company from ICRA Limited (Current Rating Agency) during the Financial Year 2024-25:

Rating by ICRA Limited (ICRA) for Bank Facilities of amount as mentioned hereunder:

Instrument Details Rating June, 2023 Rating June, 2023 Current Rating July, 2024 Current Rating July, 2024
Amount
(**in Crores)**|**Rating**|**Amount**<br>**(**in Crores)
Rating
Rated on Long Term Scale:
Cash Credit Limits
Rated on Short Term Scale:
Non-Fund Based Limits
100.00
[ICRA]AA- (Stable)
400.00
[ICRA]AA (Stable)
200.00
[ICRA]A1+
[ICRA]A1+

ANNEXURE – F TO BOARD’S REPORT (CONTD.)

COMPLIANCE WITH MANDATORY / DISCRETIONARY

REQUIREMENTS

During the year, the Company has fully complied with the mandatory requirements as stipulated in Listing Agreement and Listing Regulations.

The Company has adopted the following discretionary requirements of the Listing Regulations:

1. The Board

  • The requirement regarding maintenance of office and reimbursement of expenses for the Non-Executive Chairman is not applicable, as the Chairman is an Executive Director.

2. Shareholders’ Rights

  • The Company has not adopted the practice of sending out half-yearly declarations of financial performance to shareholders.

  • However, quarterly results as approved by the Board are submitted to stock exchanges and published on the Company’s website for public access.

3. Separation of Roles

  • The Company has not adopted the discretionary requirement of separating the roles of the Chairperson and the Managing Director/CEO.

4. Modified Opinion(s) in Audit Report

  • The Company’s Standalone and Consolidated Financial Statements for the financial year ended on March 31, 2025, have been issued with an unmodified audit opinion.

  • This reflects the Company’s strong financial discipline, adherence to applicable accounting standards, and internal controls.

5. Reporting of Internal Auditors

  • The Internal Auditors report directly to the Audit Committee, thereby ensuring independence and transparency in the audit process.

  • Internal audit reports are submitted quarterly and are thoroughly reviewed by the Audit Committee, which provides guidance and oversees the implementation of any recommended actions, supporting a culture of continuous improvement.

6. Meetings of Independent Directors

  • The Independent Directors met once during the year without the presence of non-independent directors and management as against recommended two meetings, as per the discretionary requirements.

Practicing Company Secretary’s Corporate Governance Certificate

The Company has obtained a certificate from M/s. Samdani Shah & Kabra, Practicing Company Secretaries confirming compliance of the conditions of Corporate Governance as stipulated in Para E of Schedule V to the Listing Regulations is annexed to this report.

The Company is in compliance with the Corporate Governance requirements specified in Regulations 17 to 27 and clause (b) to (i) of sub-regulation (2) of Regulation 46 of of the Listing Regulations.

OTHER DISCLOSURES

Disclosures in relation to the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013

The Company has in place a policy for prevention of sexual harassment at the work place in line with the requirements of Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013. The Company has complied with the provisions relating to the constitution of Internal Complaints Committee under the above Act.

The following is the summary of sexual harassment complaints received and disposed off during the current financial year:

  1. Number of Complaints received: Nil

  2. Number of Complaints disposed off: Nil

  3. Number of Complaints pending as on end of the financial year: Nil

Details of utilisation of funds raised through preferential allotment or qualified institutions placement as specified under Regulation 32 (7A):

During the period under review, it is not applicable to the Company.

Disclosure by listed entity and its subsidiaries of ‘Loans and advances in the nature of loans to firms/companies in which directors are interested by name and amount

During the period under review, there is no loan to firms/ companies in which directors are interested be given by the Company.

Details of material subsidiaries of the listed entity; including the date and place of incorporation and the name and date of appointment of the statutory auditors of such subsidiaries

  • During the period under review, it is not applicable to the Company.

Disclosure of certain types of agreements binding

Company

  • During the year under review, no such agreement has been entered which required to be disclosed under the Clause 5A of Paragraph A of Part A of Schedule III of the Listing Regulations.

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~~Statutory Reports~~ Corporate Overview Financial Statements 01-32 33-123 124-279

ANNEXURE – F TO BOARD’S REPORT (CONTD.)

CERTIFICATE OF NON-DISQUALIFICATION OF DIRECTORS

FOR THE FINANCIAL YEAR ENDED MARCH 31, 2025

[Pursuant to Regulation 34(3) read with Schedule V Para C Clause 10 (i) of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015]

To,

The Members,

Elecon Engineering Company Limited

Anand – Sojitra Road,

Vallabh Vidyanagar – 388 120,

Gujarat, India.

We have examined the Registers, Papers, Books, Records, Forms, Returns, Declarations, Disclosures and other related documents of Elecon Engineering Company Limited (“Company”), having CIN: L29100GJ1960PLC001082, Registered Office situated at Anand - Sojitra Road, Vallabh Vidyanagar - 388 120, Gujarat, India, as produced before us by the Company for the purpose of issuing this Certificate, in accordance with Regulation 34(3) read with Schedule V Para C Clause 10(i) of the Securities and Exchange Board of India (“SEBI”) (Listing Obligations and Disclosure Requirements) Regulations, 2015.

In our opinion and to the best of our information and according to the verifications (including Director Identification Number (“DIN”) status at the portal www.mca.gov.in) as considered necessary and explanations furnished to us by the Company, its officers and representatives, we hereby certify that none of the Directors on the Board of the Company, as stated below for the Financial Year ended on March 31, 2025, have been debarred or disqualified from being appointed or continuing as Director of the Company by the SEBI, Ministry of Corporate Affairs, or any such other Statutory Authority.

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Sr. Name of the Directors DIN Original Date of Appointment
No.
----- End of picture text -----

1. Mr. Aayush Alkesh Shah 07140517 25-04-2023
2. Mr. Ashutosh Arvind Pednekar 00026049 01-07-2022
3. Mr. Nirmal Pratap Bhogilal* 00173168 01-04-2024
4. Mr. Pradip Manubhai Patel 00012138 14-11-1977
5. Mr. Pranav Chirayu Amin 00245099 27-05-2021
6. Mr. Prashant Chandrakant Amin 01056652 29-07-2008
7. Mr. Prayasvin Patel 00037394 01-07-2011
8. Dr. Sonal Vimal Ambani 02404841 14-08-2015

* Mr. Nirmal Pratap Bhogilal has been appointed as Non-Executive & Independent Director of the Company effective from April 01, 2024.

ANNEXURE – F TO BOARD’S REPORT (CONTD.)

CORPORATE GOVERNANCE COMPLIANCE CERTIFICATE

FOR THE FINANCIAL YEAR ENDED MARCH 31, 2025

[pursuant to Regulation 34(3) read with Schedule V – Para E of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015]

To,

The Members,

Elecon Engineering Company Limited

Anand – Sojitra Road, Vallabh Vidyanagar – 388 120, Gujarat, India.

We have examined the compliance of the conditions of Corporate Governance by Elecon Engineering Company Limited (“Company”) for the Financial Year ended March 31, 2025 (“review period”), as per the relevant provisions of Securities and Exchange Board of India (“SEBI”) (Listing Obligations and Disclosure Requirements) Regulations, 2015 (“Listing Regulations”).

The Compliance of conditions of Corporate Governance is the responsibility of the Company’s Management. Our examination was limited to the procedures and implementation thereof, adopted by the Company for ensuring the compliance of the conditions of Corporate Governance. It is neither an audit nor an expression of an opinion on the Financial Statements of the Company.

In our opinion and to the best of our information and according to the explanations given to us, and the representations provided by the Management, we certify that the Company has complied with the conditions of Corporate Governance as stipulated in Regulations 17 to 27 and clauses (b) to (i) and (t) of Regulation 46(2) and Para C, D and E of Schedule V of the Listing Regulations for the review period.

We further state that such compliance is neither an assurance as to the future viability of the Company nor the efficiency or effectiveness with which the Management has conducted the affairs of the Company.

S. Samdani

ICSI Peer Review # 1079/2021 ICSI Unique Code: P2008GJ016300 ICSI UDIN: F003677G000188158 Place: Vadodara Date: April 24, 2025

Partner Samdani Shah & Kabra Company Secretaries FCS No. 3677 | CP No. 2863

Ensuring the eligibility for the appointment/continuity of every Director on the Board is the responsibility of the Management of the Company. Our responsibility is to express an opinion on these, based on our verification. This certificate is neither an assurance as to the future viability of the Company nor of the efficiency or effectiveness with which the management has conducted the affairs of the Company.

S. Samdani

Partner

Samdani Shah & Kabra

Company Secretaries FCS No. 3677 | CP No. 2863

ICSI Peer Review #: 1079/2021 ICSI Unique Code: P2008GJ016300 ICSI UDIN: F003677G000188391

Place: Vadodara Date: April 24, 2025

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ANNEXURE – F TO BOARD’S REPORT (CONTD.)

DECLARATION

To,

The Members,

Elecon Engineering Company Limited

Anand – Sojitra Road,

Vallabh Vidyanagar - 388 120,

Gujarat, India.

I, Prayasvin B. Patel, Chairman & Managing Director of the Company, do hereby declare that all members of the Board of Directors (including Independent Directors) and Senior Management Personnel of the Company have affirmed to exercise their authorities and powers and discharged their duties and functions in accordance with the requirement of the Code of Conduct as prescribed by the Company and have adhere to the provisions of the same, for the financial year ended on March 31, 2025.

For, Elecon Engineering Company Limited,

Prayasvin B. Patel

Chairman & Managing Director DIN : 00037394

Place : Vallabh Vidyanagar Date : April 24, 2025

ANNEXURE – F TO BOARD’S REPORT (CONTD.)

CHIEF EXECUTIVE OFFICER (CEO) & CHIEF FINANCIAL OFFICER (CFO) CERTIFICATE

To,

The Board of Directors

Elecon Engineering Company Limited

Anand – Sojitra Road,

Vallabh Vidyanagar – 388 120,

Gujarat, India.

We the undersigned in our respective capacities as Chief Executive Officer and Chief Financial Officer of Elecon Engineering Company Limited (“the Company”) to the best of our knowledge and belief, certify that:

  • (a) We have reviewed financial statements and the cash flow statement for the financial year ended on March 31, 2025 and that to the best of our knowledge and belief:

  • (i) these statements do not contain any materially untrue statement or omit any material fact or contain statements that might be misleading;

  • (ii) these statements together present a true and fair view of the Company’s affairs and are in compliance with existing accounting standards, applicable laws and regulations.

  • (b) To the best of our knowledge and belief, no transactions entered into by the Company during the financial year ended on March 31, 2025, which are fraudulent, illegal or violate of the Company’s Code of Conduct or ethics policy.

  • (c) We accept responsibility for establishing and maintaining internal controls for financial reporting and that we have evaluated the effectiveness of the internal control systems of the Company pertaining to the financial reporting and we have disclosed to the auditors and the Audit Committee, deficiencies in the design or operation of such internal controls, if any, of which we are aware and the steps we have taken or propose to take to rectify these deficiencies.

  • (d) We have indicated to the Auditors and the Audit Committee-

  • (i) there are no significant changes in internal control over financial reporting during the financial year ended on March 31, 2025;

  • (ii) there are no significant changes in accounting policies during the financial year ended on March 31, 2025 and that the same have been disclosed in the notes to the financial statements; and

  • (iii) there are no instances of fraud of which we have become aware and the involvement therein, if any, of the management or an employee having a significant role in the Company’s internal control system over financial reporting.

For Elecon Engineering Company Limited,

Prayasvin B. Patel

Chairman & Managing Director Place : Vallabh Vidyanagar Date : April 24, 2025

Narasimhan Raghunathan Chief Financial Officer

Elecon Engineering Company Limited

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INDEPENDENT AUDITORS’ REPORT

Standalone Financial Statements

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TO THE MEMBERS OF ELECON ENGINEERING COMPANY LIMITED

BASIS FOR OPINION

We conducted our audit of the Standalone Financial Statements in accordance with the Standards on Auditing (SAs) specified under section 143(10) of the Act. Our responsibilities under those Standards are further described in the ‘Auditor’s responsibilities for the Audit of the Standalone Financial Statements’ section of our report. We are independent of the Company in accordance with the Code of Ethics issued by the Institute of Chartered Accountants of India (‘ICAI’) together with the independence requirements that are relevant to our audit of the Standalone Financial Statements under the provisions of the Act and the Rules thereunder, and we have fulfilled our other ethical responsibilities in accordance with these requirements and the ICAI’s Code of Ethics. We believe that the audit evidence obtained by us is sufficient and appropriate to provide a basis for our opinion on the Standalone Financial Statements.

Report on the Audit of the Standalone Financial Statements

OPINION

We have audited the accompanying Standalone Financial Statements of Elecon Engineering Company Limited (“the Company”), which comprise the Standalone Balance Sheet as at March 31, 2025, the Standalone Statement of Profit and Loss (including Other Comprehensive Income), Standalone Statement of Changes in Equity and Standalone Statement of Cash Flows for the year then ended and notes to the Standalone Financial Statements, including a summary of material accounting policies and other explanatory information (hereinafter referred to as the “Standalone Financial Statements”).

In our opinion and to the best of our information and according to the explanations given to us, the aforesaid Standalone Financial Statements give the information required by the Companies Act, 2013 (the “Act”) in the manner so required and give a true and fair view in conformity with the Indian Accounting Standards prescribed under section 133 of the Act read with the Companies (Indian Accounting Standards) Rules, 2015 as amended (“Ind AS”) and accounting principles generally accepted in India, of the state of affairs of the Company as at March 31, 2025, the profit and other comprehensive income, changes in equity and its cash flows for the year ended on that date.

KEY AUDIT MATTERS

Key audit matters are those matters that, in our professional judgment, were of most significance in our audit of the Standalone Financial Statements of the current period. These matters were addressed in the context of our audit of the Standalone Financial Statements as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters. We have determined the matters described below to be the key audit matters to be communicated in our report.

Sr. Key Audit Matters no.

Auditor’s Response

We applied the following audit procedures among others, to obtain sufficient and appropriate audit evidence:

  1. Related party transactions

  2. The Company has undertaken several transactions with its related parties. These include sale of goods, • purchase of goods and availing / rendering of services from / to related parties. We identified related party transactions as a key audit matter due to significance of related party transactions, increased regulatory compliances and risk of such transactions remaining • undisclosed in the financial statements.

  3. Obtained and read the Company’s policies, processes and procedures in respect of identifying related parties, obtaining approval, determining whether the same are at Arm’s Length basis, recording and disclosure of related party transactions;

  4. Read minutes of shareholder meetings, board meetings, audit committee meetings and reports of Internal Auditors regarding Company’s assessment of related party transactions being in the ordinary course of business and at arm’s length;

  5. Tested, on a sample basis, related party transactions with the underlying contracts, confirmations and other supporting documents;

  6. Verified the related party information disclosed in the financial statements as per the relevant Indian accounting standards with the underlying supporting documents, on a sample basis.

Elecon Engineering Company Limited

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Corporate Overview Statutory Reports
01-32 33-123 124-279
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INDEPENDENT AUDITORS’ REPORT (CONTD.)

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Sr. Key Audit Matters Auditor’s Response
no.
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2. Allowance for Expected credit loss on trade receivables.

We applied the following audit procedures among others, to obtain sufficient and appropriate audit evidence:

  • Evaluation of trade receivables for impairment or Expected Credit Loss (ECL) requires exercise of judgement and involves consideration of various factors. These factors include customer’s ability and willingness to pay the outstanding amounts, past due receivables, financial and economic difficulties of customers;

  • Evaluating the accounting policy for impairment of trade receivables in terms of the relevant Indian accounting standard;

  • Testing the design, implementation and operating effectiveness of the Company’s key internal financial controls. These controls relate to measurement of ECL on trade receivables;

  • This assessment is done for each group of customers resulting from possible defaults over the expected life of the receivables. Based on this assessment, credit loss rate is determined in provision matrix. The credit loss rate is based on the experience of actual credit losses over past years adjusted to reflect the current economic conditions and forecasts of future economic conditions. Based on such credit loss rate, the Company records ECL allowance for trade receivables.

• Evaluated monitoring mechanism by the company related to credit control, collection of trade receivables, follow up for past due amounts and for identification and recognition of corresponding impairment losses; • For past due receivables, we examined the ageing of receivables, impairment losses provided/ reversed during the year and compared them to historical experience;

  • Evaluating the Company’s assessment regarding credit worthiness of such customers and identification of the credit impaired customers;

  • In view of the above, we have considered measurement of ECL on trade receivables (including retention monies) as a key audit matter.

  • Balance confirmation requests were circulated to some of the selected customers on random sampling;

  • • We evaluated the historical credit loss experience, current observable data and forward-looking outlook including subsequent realisation;

  • Assessing the adequacy of the related disclosures in the Standalone Financial Statements with reference to the relevant Indian accounting standards.

If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact. When we read the other information, if we conclude that there is a material misstatement therein, we are required to communicate the matter to those charged with governance.

INFORMATION OTHER THAN THE STANDALONE FINANCIAL STATEMENT AND AUDITOR’S REPORT THEREON

The Company’s Management and the Board of Directors is responsible for the other information. The other information comprises the information included in the Management Discussion and Analysis, Board’s Report including Annexures to that Board’s Report, Business Responsibility and Sustainability Report, Corporate Governance and Shareholder’s Information, but does not include the Financial Statements and our auditor’s report thereon.

RESPONSIBILITIES OF MANAGEMENT AND THOSE CHARGED WITH GOVERNANCE FOR THE STANDALONE

FINANCIAL STATEMENTS

The Company’s Management and Board of Directors is responsible for the matters stated in section 134(5) of the Act, with respect to the preparation of these Standalone Financial Statements that give a true and fair view of the state of affairs, profit/loss and other comprehensive income, changes in equity and cash flows of the Company in accordance with the Ind AS and other accounting principles generally accepted in India, including the accounting Standards specified under section 133 of the Act. This responsibility also includes maintenance of adequate accounting records in accordance with the

Our opinion on the Standalone Financial Statements does not cover the other information and we do not express any form of assurance conclusion thereon.

In connection with our audit of the Standalone Financial Statements, our responsibility is to read the other information identified above when it becomes available and, in doing so, consider whether the other information is materially inconsistent with the Standalone Financial Statements or our knowledge obtained during the course of the audit or otherwise appears to be materially misstated.

INDEPENDENT AUDITORS’ REPORT (CONTD.)

provisions of the Act for safeguarding of the assets of the Company and for preventing and detecting frauds and other irregularities; selection and application of appropriate accounting policies; making judgments and estimates that are reasonable and prudent; and design, implementation and maintenance of adequate internal financial controls, that were operating effectively for ensuring the accuracy and completeness of the accounting records, relevant to the preparation and presentation of the Standalone Financial Statements that give a true and fair view and are free from material misstatement, whether due to fraud or error.

  • In preparing the Standalone Financial Statements, the Management and Board of Directors is responsible for assessing the Company’s ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless management either intends to liquidate the Company or to cease operations, or has no realistic alternative but to do so.

The Board of Directors are also responsible for overseeing the company’s financial reporting process.

AUDITOR’S RESPONSIBILITIES FOR THE AUDIT OF STANDALONE FINANCIAL STATEMENTS

Our objectives are to obtain reasonable assurance about whether the Standalone Financial Statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditor’s report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with SAs will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these Standalone Financial Statements.

As part of an audit in accordance with SAs, we exercise professional judgment and maintain professional skepticism throughout the audit. We also:

  • Identify and assess the risks of material misstatement of the Standalone Financial Statements, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for

one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control.

Obtain an understanding of internal financial controls relevant to the audit in order to design audit procedures that are appropriate in the circumstances. Under section 143(3)(i) of the Act, we are also responsible for expressing our opinion on whether the Company has adequate internal financial controls system with reference to financial statements in place and the operating effectiveness of such controls.

Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by the Management and Board of Directors.

Conclude on the appropriateness of the Management and Board of Directors use of the going concern basis of accounting in preparation of standalone financial statements and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the Company’s ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditor’s report to the related disclosures in the Standalone Financial Statements or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditor’s report. However, future events or conditions may cause the Company to cease to continue as a going concern.

Evaluate the overall presentation, structure and content of the Standalone Financial Statements, including the disclosures, and whether the Standalone Financial Statements represent the underlying transactions and events in a manner that achieves fair presentation.

Materiality is the magnitude of misstatements in the financial statements that, individually or in aggregate, makes it probable that the economic decisions of a reasonably knowledgeable user of the financial statements may be influenced. We consider quantitative materiality and qualitative factors in (i) planning the scope of our audit work and in evaluating the results of our work; and (ii) to evaluate the effect of any identified misstatements in the financial statements.

Elecon Engineering Company Limited

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65[th] Annual Report 2024-25

Corporate Overview

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Financial S tatements
Statutory Reports
01-32 33-123 124-279
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INDEPENDENT AUDITORS’ REPORT (CONTD.)

We communicate with those charged with governance regarding, among other matters, the planned scope and timing of the audit and significant audit findings, including any significant deficiencies in internal control that we identify during our audit.

We also provide those charged with governance with a statement that we have complied with relevant ethical requirements regarding independence, and to communicate with them all relationships and other matters that may reasonably be thought to bear on our independence, and where applicable, related safeguards.

From the matters communicated with those charged with governance, we determine those matters that were of most significance in the audit of the Standalone Financial Statements of the current period and are therefore the key audit matters. We describe these matters in our auditor’s report unless law or regulation precludes public disclosure about the matter or when, in extremely rare circumstances, we determine that a matter should not be communicated in our report because the adverse consequences of doing so would reasonably be expected to outweigh the public interest benefits of such communication.

REPORT ON OTHER LEGAL AND REGULATORY

REQUIREMENTS

  1. As required by the Companies (Auditor’s Report) Order, 2020 (“the Order”), issued by the Central Government of India in terms of sub-section (11) of section 143 of the Act, we give in the “Annexure A”, a statement on the matters specified in paragraphs 3 and 4 of the Order, to the extent applicable.

  2. As required by section 143(3) of the Act, based on our audit we report that:

  3. a) We have sought and obtained all the information and explanations which to the best of our knowledge and belief were necessary for the purposes of our audit;

  4. b) In our opinion, proper books of account as required by law have been kept by the Company so far as it appears from our examination of those books (Also refer our comments in para 2(h)(vi));

  5. c) The Standalone Balance Sheet, the Standalone Statement of Profit and Loss (including other comprehensive income), the Standalone Statement of Changes in Equity and the Standalone Cash Flow Statement dealt with by this Report are in agreement with the relevant books of account;

  6. d) In our opinion, the aforesaid Standalone Financial Statements comply with the Indian Accounting Standards specified under section 133 of the Act;

  7. e) On the basis of the written representations received from the directors as on March 31, 2025 taken on record by the Board of Directors, none of the directors is disqualified as on March 31, 2025 from being appointed as a director in terms of section 164(2) of the Act;

  8. f) With respect to the adequacy of the internal financial controls with reference to Standalone Financial Statements of the Company and the operating effectiveness of such controls, refer to our separate Report in “Annexure B”. Our report expresses an unmodified opinion on the adequacy and operating effectiveness of the company’s internal financial controls with reference to Standalone Financial Statements;

  9. g) With respect to the other matters to be included in the Auditor’s Report in accordance with the requirements of section 197(16) of the Act, as amended:

  10. In our opinion and to the best of our information and according to the explanations given to us, the remuneration paid by the Company to its directors during the year is in accordance with the provisions of section 197 of the Act; and

  11. h) With respect to the other matters to be included in the Auditor’s Report in accordance with Rule 11 of the Companies (Audit and Auditors) Rules, 2014, as amended, in our opinion and to the best of our information and according to the explanations given to us:

  12. i. The Company has disclosed the impact of pending litigations as on March 31, 2025 on its financial position in its Standalone Financial Statements - Refer note no - 41 to the Standalone Financial Statements;

  13. ii. The Company has made provision, as required under the applicable law or accounting standards, for material foreseeable losses on long-term contracts including derivative contracts;

  14. iii. There has been no delay in transferring amounts, required to be transferred, to the Investor Education and Protection Fund by the Company.

INDEPENDENT AUDITORS’ REPORT (CONTD.)

iv. a) The Management has represented, that, to the best of its knowledge and belief, as disclosed in note no – 46(h) to the Standalone Financial Statement no funds (which are material either individually or in the aggregate) have been advanced or loaned or invested (either from borrowed funds or share premium or any other sources or kind of funds) by the company to or in any other person or entity, including foreign entities (“Intermediaries”), with the understanding, whether recorded in writing or otherwise, that the intermediary shall, whether, directly or indirectly, lend or invest in other persons or entities identified in any manner whatsoever by or on behalf of the company (“Ultimate Beneficiaries”) or provide any guarantee, security or the like on behalf of the Ultimate Beneficiaries;

  • b) The Management has represented, that, to the best of its knowledge and belief, as disclosed in note no – 46(i) to the Standalone Financial Statement no funds (which are material either individually or in the aggregate) have been received by the company from any person(s) or entity(ies), including foreign entities (“Funding Parties”), with the understanding, whether recorded in writing or otherwise, that the Company shall, whether, directly or indirectly, lend or invest in other persons or entities identified in any manner whatsoever by or on behalf of the Funding Party (“Ultimate Beneficiaries”) or provide any guarantee, security or the like on behalf of the Ultimate Beneficiaries; and

  • c) Based on such audit procedures that have been considered reasonable and appropriate in the circumstances, nothing has come to our notice that has caused us to believe that the representations under sub-clause (i) and (ii) of Rule 11(e), as provided under a) and b) above, contain any material misstatement.

  • v. The interim dividend declared and paid by the company during the year is in accordance with section 123 of the Act;

  • The final dividend paid by the company during the year in respect of the same declared for the previous year is in accordance with section 123 of the Act to the extent it applies to payment of dividend;

  • As stated in note no.- 16.2 to the financial statements, the Board of Directors of the Company have proposed final dividend for the year which is subject to the approval of the members at the ensuring Annual General Meeting. The dividend declared is in accordance with section 123 of the Act, to the extent it applies to declaration of dividend;

  • vi. Based on our examination, which included test checks, the company has used accounting software for maintaining its books of account which has the feature of recording audit trail (edit logs) facility and the same has operated throughout the year for all relevant transactions recorded in the respective software except Human Resources Management System Software implemented during the year in which audit trail is not available at data base level. Further, during the course of our audit we did not come across any instances of audit trail feature being tampered with. Additionally, the audit trail has been preserved by the company as per the statutory requirements for record retention.

For C N K & Associates LLP

Chartered Accountants Firm Registration Number 101961W/W-100036

Himanshu Kishnadwala

Partner

Membership No.037391 UDIN: 25037391BMLFTK2408

Place: Vallabh Vidyanagar Date: April 24, 2025

Elecon Engineering Company Limited

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65[th] Annual Report 2024-25

~~Financial S~~ tatements Corporate Overview Statutory Reports 01-32 33-123 124-279

ANNEXURE “A” TO THE INDEPENDENT AUDITORS’ REPORT

ANNEXURE “A” TO THE INDEPENDENT AUDITORS’ REPORT (CONTD.)

[Referred to in paragraph 1 under ‘Report on Other Legal and Regulatory Requirements’ section of our report of even date]

To the best of our information and according to the explanations provided to us by the Company and the books of account and records examined by us in normal course of audit, we state that:

  • i. In respect of the Company’s Property, Plant and Equipment and Intangible Assets:

  • a) (A) The Company has maintained proper records showing full particulars, including quantitative details and situation of Property, Plant and Equipment and relevant details of right-of-use assets;

  • (B) The Company has maintained proper records showing full particulars of intangible assets;

  • b) The Company has a programme of physical verification of its Property, Plant and Equipment, investment property and right-of-use assets so by which all the items are verified in a phased manner over a period of three years. In accordance with this programme, the Company has physically verified certain Property, Plant and Equipment during the year and the discrepancies were not material and have been properly dealt with in the books of account;

  • c) On the basis of our examination of the records of the Company, the title deeds of all the immovable properties (other than properties where the company is the lessee and the lease agreements are duly executed in favour of the lessee) disclosed in the financial statements are held in the name of the Company, except the following: -

Description of property Gross
carrying value
held
(`In Lakhs)
Title deeds
held in name
of
Whether
promoter, director
or their relative or
employee
Period held
since which
date
Reason for
not being held
in name of
company
Land Survey No.75/2, 76/1/P-1,
79/P/1, 82/P-1/P-1, 94/P-1/P-1,
100/P-1, 99/1/P-1, 108/P-4/P-1
Naransari, Bhachau, Kutch
46
Veer Energy &
Infrastructure
Limited
No
August 29,
2008
Mutation
Pending
  • returns / statements filed by the Company are broadly in agreement with the books of accounts and no material unreconciled discrepancies have been observed Refer note no.17.1(i)(g) to the Standalone Financial Statements.

  • d) The company has not revalued any of its Property, Plant and Equipment (including Right of Use assets) or intangible assets or both during the year;

  • e) As disclosed in note no. 46(a) of the Standalone Financial Statements, No proceedings have been initiated during the year or pending against the Company as at March 31, 2025 for holding any benami property under the Benami Transactions (Prohibition) Act, 1988 and rules made thereunder;

  • iii. a) During the year, the Company has not provided loans, advances in the nature of loans, stood guarantee or provided security to companies, firms, Limited Liability Partnerships or any other parties. Hence reporting under clause 3 (iii) a) of the order is not applicable;

  • ii. a) The physical verification of inventories except goods-in-transit have been conducted by the management during the year. In our opinion, the frequency of verification is reasonable. Considering the size of the Company and nature of its operations, the coverage and procedures are adequate. The discrepancies noticed on physical verification of inventory did not exceed 10% or more for each class of inventory and the same have been appropriately dealt in the books of account;

  • b) In our opinion, the investments made during the year are, prima facie, not prejudicial to the Company’s interest;

  • c) In the case of loans granted by the Company in earlier years, in our opinion, the repayment of principal and payment of interest has been stipulated and the repayments or receipts have been regular as per stipulation;

  • d) There is no overdue amount for more than ninety days in respect of loans granted in earlier years;

  • b) The company has been sanctioned working capital limits in excess of five crore rupees, in aggregate during the year from various banks on the basis of security of current assets. The quarterly

  • e) There are no loans which has fallen due during the year, that have been renewed or extended

or fresh loans granted to settle the overdues of existing loans given to the same parties;

the prescribed accounts and records have been made and maintained. However, we have not made a detailed examination of the cost records with a view to determine whether they are accurate or complete;

  • f) During the year the Company has not granted any loans either repayable on demand or without specifying any terms or period of repayment. Hence reporting under clause 3 (iii) f) of the order is not applicable;

    • vii. In respect of statutory dues:

      • a) In our opinion, the company has been generally regular in depositing undisputed statutory dues, including Goods and Service tax, Provident Fund, Employees’ State Insurance, Income Tax, Sales tax, Service Tax, Duty of Custom, Duty of Excise, Value Added Tax, Cess and other material statutory dues applicable to it with the appropriate authorities. There were no undisputed amounts payable in respect of Goods and Service tax, Provident Fund, Employees’ State Insurance, Income Tax, Sales tax, Service Tax, Duty of Custom, Duty of Excise, Value Added Tax, Cess and other material statutory dues to the extent applicable to the Company, in arrears as at March 31, 2025 for a period of more than six months from the date they became payable;
  • iv. The Company has complied with the provisions of section 185 and 186 of the Act in respect of loans granted, investment made, guarantee and securities provided, as applicable;

  • v. The Company has not accepted any deposits or amounts which are deemed to be deposits. Hence reporting under clause 3(v) of the order is not applicable;

  • vi. We have broadly reviewed the books of accounts maintained by the Company pursuant to the rules prescribed by the Central Government for the maintenance of cost records under Section 148(1) of the Act and are of the opinion that prima facie,

  • b) Details of statutory dues referred to in clause a) above which have not been deposited as on March 31, 2025 on account of any disputes are given below:

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----- Start of picture text -----

(` in Lakhs)
Sr. Name of the Statute Nature of Amount (net Amount Period to Forum where
No. the Dues of amount paid which the dispute is pending
paid under under amount
protest) protest relates
----- End of picture text -----

1 Finance Act, 1994 Service 2,812 249 2009 to 2014 CESTAT, Ahmedabad
Tax
2 Central Excise Act, 1944 Excise 1,869 - November Gujarat High Court
Duty 2014 to June
2017
3 Goods & Service Tax, Act Goods & 928 93 July 2017 Additional
2017 Service Commissioner of
Tax GST & Central Excise
4 Sales Tax Act Sales Tax 12 - 2017-18 Commissioner of Tax
/ Value
Added Tax
5 Goods & Service Tax, Act Goods & 15 1 2018-19 Deputy
2017 Service Commissioner of
Tax GST & Central Excise
6 Goods & Service Tax, Act Goods & 4 - 2020-21 Joint Commissioner
2017 Service of Tax
Tax
7 Income Tax Act, 1961 Income 2,947 1,174 A.Y. 2009-10, Commissioner
Tax A.Y. 2014-15 to of Income Tax
A.Y. 2018-19, (Appeals)

Elecon Engineering Company Limited

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65[th] Annual Report 2024-25

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Financial S tatements
Corporate Overview Statutory Reports
01-32 33-123 124-279
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ANNEXURE “A” TO THE INDEPENDENT AUDITORS’ REPORT (CONTD.)

  • viii. As disclosed in note no.- 46(d) of the Standalone Financial Statements, there are no transactions which are not recorded in the books of account and have been surrendered or disclosed as income during the year in the tax assessments under the Income Tax Act, 1961;

    • c) As represented to us by the management, there are no whistle blower complaints received by the company during the year;
  • xii. The Company is not a Nidhi Company and hence reporting under clause 3(xii) of the order is not applicable;

  • ix. a) The Company has not defaulted in repayment of loans or other borrowings or in the payment of interest thereon to any lender during the year;

  • xiii. The Company is in compliance with section 177 and 188 of the Companies Act, 2013, with respect to applicable transactions with the related parties and the details of related party transactions have been disclosed in the Standalone Financial Statements as required by the applicable accounting standards;

  • b) As disclosed in note no. 46(b) of the Standalone Financial Statements, the Company is not declared wilful defaulter by any bank or financial institution or other lender;

  • xiv. a) In our opinion, the company has an adequate internal audit system commensurate with the size and nature of its business;

  • c) On an examination of the records of the company, we report that the funds of term loans have been utilised for the purpose for which the loans were obtained;

  • b) We have considered report of the internal auditors for the period under audit; issued to the company during the year and till date, in determining the nature, timing and extent of our audit procedures;

  • d) We report that the company has not utilised funds raised on short term basis for long term purposes;

  • e) The company has not taken any funds from any entity or person on account of or to meet the obligations of its subsidiaries, associates or joint ventures;

  • xv. The Company has not entered into non-cash transactions with the directors or persons connected with its directors. Hence, the provisions of section 192 of the Act, are not applicable;

  • f) The company has not raised loans during the year on the pledge of securities held in its subsidiaries, joint ventures, or associate companies;

  • xvi. a) In our opinion, the Company is not required to be registered under section 45-IA of the Reserve Bank of India Act, 1934. Hence, reporting under clause 3 (xvi) a), b) and c) of the order is not applicable;

  • x. a) The Company has not raised money by way of initial public offer or further public offer (including debt instruments) during the year and hence reporting under clause 3 (x) a) of the order is not applicable;

  • b) As informed to us by the Management, there is no core investment company within the Group (as defined in the Core Investment Companies (Reserve Bank) Directions, 2016) and hence reporting under clause 3 (xvi) d) of the Order is not applicable;

  • b) The Company has not made any preferential allotment or private placement of shares or convertible debentures (fully or partly or optionally) during the year and hence the reporting under clause 3 (x) b) of the order is not applicable;

  • xvii. The Company has not incurred cash losses during the financial year covered by our audit and during the immediately preceding financial year;

  • xi. a) No fraud by the Company and no material fraud on the company has been noticed or reported during the year;

  • xviii. There has been no resignation of the statutory auditors of the Company during the year;

  • b) No report under sub-section (12) of section 143 of the Act has been filed by the auditors in Form ADT-4 as prescribed under rule 13 of Companies (Audit and Auditors) Rules, 2014 with the Central Government, during the year and up to the date of this report;

  • xix. On the basis of the financial ratios, ageing and expected dates of realisation of financial assets and payment of financial liabilities, other information accompanying the financial statements, knowledge of the Board of Directors and management plans

ANNEXURE “A” TO THE INDEPENDENT AUDITORS’ REPORT (CONTD.)

  • reporting under clause 3 (xx) a) of the Order is not applicable;

and based on our examination of the evidence supporting the assumptions, nothing has come to our attention, which causes us to believe that any material uncertainty exists as on the date of the audit report indicating that company is not capable of meeting its liabilities existing at the date of balance sheet as and when they fall due within a period of one year from the balance sheet date; We, however, state that this is not an assurance as to the future viability of the company. We further state that our reporting is based on the facts up to the date of the audit report and we neither give any guarantee nor any assurance that all liabilities falling due within a period of one year from the balance sheet date, will get discharged by the company as and when they fall due;

  • b) There are no unspent amounts in respect of ongoing projects that are required to be transferred to a special account in compliance of provision of sub-section (6) of section 135 of the Act. Hence reporting under clause 3 (xx) b) of the Order is not applicable.

For C N K & Associates LLP

Chartered Accountants

Firm Registration Number 101961W/W-100036

Himanshu Kishnadwala

Partner

  • xx. a) In respect of other than ongoing projects, there are no unspent amounts that are required to be transferred to a fund specified in Schedule VII of the Act in compliance with second proviso to sub-section (5) of section 135 of the Act. Hence

Membership No. 037391 UDIN: 25037391BMLFTK2408

Place: Vallabh Vidyanagar Date: April 24, 2025

Elecon Engineering Company Limited

132

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65[th] Annual Report 2024-25

~~Financial S~~ tatements Corporate Overview Statutory Reports 01-32 33-123 124-279

ANNEXURE “B” TO THE INDEPENDENT AUDITORS’ REPORT

ANNEXURE “B” TO THE INDEPENDENT AUDITORS’ REPORT (CONTD.)

[Referred to in paragraph 2 f) under ‘Report on Other Legal and Regulatory Requirements’ section of our report of even date]

Report on the Internal Financial Controls with reference to the aforesaid Standalone Financial Statements under Clause (i) of Sub-section 3 of Section 143 of the Companies Act, 2013 (“the Act”)

OPINION

We have audited the internal financial controls with reference to Standalone Financial Statements of Elecon Engineering Company Limited (“the Company”) as of March 31, 2025 in conjunction with our audit of the Standalone Financial Statements of the Company for the year ended on that date.

In our opinion, the Company has, in all material respects, adequate internal financial controls with reference to Standalone Financial Statements and such internal financial controls were operating effectively as at March 31, 2025 except for the matters stated in the para 2(h)(vi) of Report on other legal and regulatory requirements on reporting under Rule 11(g), based on the internal financial controls with reference to Standalone Financial Statements criteria established by the Company considering the essential components of internal control stated in the Guidance Note on Audit of Internal Financial Controls Over Financial Reporting issued by the Institute of Chartered Accountants of India (the “Guidance Note”).

MANAGEMENT’S RESPONSIBILITY FOR INTERNAL FINANCIAL CONTROLS

The Company’s management and the Board of Directors are responsible for establishing and maintaining internal financial controls based on the internal financial controls with reference to Standalone Financial Statements criteria established by the Company considering the essential components of internal control stated in the Guidance Note. These responsibilities include the design, implementation and maintenance of adequate internal financial controls that were operating effectively for ensuring the orderly and efficient conduct of its business, including adherence to 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 information, as required under the Act,.

AUDITOR’S RESPONSIBILITY

Our responsibility is to express an opinion on the Company’s internal financial controls with reference to Standalone Financial Statements based on our audit. We conducted

our audit in accordance with the Guidance Note and the Standards on Auditing, prescribed under section 143(10) of the Act to the extent applicable to an audit of internal financial controls with reference to Standalone Financial Statements. Those Standards and the Guidance Note require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance about whether adequate internal financial controls with reference to Standalone Financial Statements were established and maintained and whether such controls operated effectively in all material respects.

Our audit involves performing procedures to obtain audit evidence about the adequacy of the internal financial controls with reference to Standalone Financial Statements and their operating effectiveness. Our audit of internal financial controls with reference to Standalone Financial Statements included obtaining an understanding of such internal financial controls, assessing the risk that a material weakness exists, and testing and evaluating the design and operating effectiveness of internal control based on the assessed risk. The procedures selected depend on the auditor’s judgement, including the assessment of the risks of material misstatement of the Standalone Financial Statements, whether due to fraud or error.

We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion on the Company’s internal financial controls with reference to Standalone Financial Statements.

MEANING OF INTERNAL FINANCIAL CONTROLS WITH REFERENCE TO STANDALONE FINANCIAL STATEMENTS

A company’s internal financial controls with reference to Standalone Financial Statements is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of Standalone Financial Statements for external purposes in accordance with generally accepted accounting principles. A company’s internal financial controls with reference to Standalone Financial Statements include those policies and procedures that (1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company; (2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of Standalone Financial Statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance

with authorisations of management and directors of the company; and (3) provide reasonable assurance regarding prevention or timely detection of unauthorised acquisition, use, or disposition of the company’s assets that could have a material effect on the Standalone Financial Statements.

INHERENT LIMITATIONS OF INTERNAL FINANCIAL CONTROLS WITH REFERENCE TO STANDALONE FINANCIAL STATEMENTS

Because of the inherent limitations of internal financial controls with reference to Standalone Financial Statements, including the possibility of collusion or improper management override of controls, material misstatements due to error or fraud may occur and not be detected. Also, projections of any evaluation of the internal financial controls with reference to Standalone Financial Statements to future periods are subject to the risk that the internal

financial controls with reference to Standalone Financial Statements may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.

For C N K & Associates LLP

Chartered Accountants

Firm Registration Number 101961W/W-100036

Himanshu Kishnadwala

Partner

Membership No. 037391 UDIN: 25037391BMLFTK2408

Place: Vallabh Vidyanagar Date: April 24, 2025

Elecon Engineering Company Limited

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135

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~~Financial S~~ tatements

Corporate Overview

Statutory Reports

01-32 33-123

124-279

STANDALONE BALANCE SHEET

AS AT MARCH 31, 2025

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(` in Lakhs)
Particulars Notes As at As at
March 31, 2025 March 31, 2024
ASSETS
I. Non-current assets
(a) Property, plant and equipment 3 55,352 51,504
(b) Capital work-in-progress 3 659 69
(c) Investment property 4 2,501 2,512
(d) Right of Use Assets 3 18,013 8,076
(e) Other Intangible assets 5 291 203
(f) Financial assets
(i) Investments 6 12,909 13,858
(ii) Other financial assets 7 2 553
(g) Income tax assets (net) 8 1,253 1,046
(h) Other non-current assets 9 1,873 3,678
Total non-current assets 92,853 81,499
II. Current assets
(a) Inventories 10 16,558 15,413
(b) Financial assets
(i) Investments 11 41,455 20,328
(ii) Trade receivables 12 57,508 40,653
(iii) Cash and cash equivalents 13 9,312 2,770
(iv) Bank balances other than (iii) above 13 7,101 8,865
(v) Other financial assets 7 1,418 5,605
(c) Other current assets 14 3,468 823
Total current assets 1,36,820 94,457
Total assets 2,29,673 1,75,956
EQUITY AND LIABILITIES
EQUITY
(a) Equity share capital 15 2,244 2,244
(b) Other equity 16 1,63,083 1,32,507
Total equity 1,65,327 1,34,751
LIABILITIES
I. Non-current liabilities
(a) Financial liabilities
(i) Borrowings 17 - -
(ii) Lease liabilities 21 12,424 3,918
(b) Non-current provisions 18 274 575
(c) Other Non -Current liabilities 19 2,144 1,845
(d) Deferred tax liabilities (net) 36 2,290 2,540
Total non-current liabilities 17,132 8,878
II. Current liabilities
(a) Financial liabilities
(i) Borrowings 17 331 -
(ii) Lease liabilities 21 2,314 430
(iii) Trade payables 20
(A) Total Outstanding dues of micro enterprises and small enterprises 5,573 5,759
(B) Total Outstanding dues of creditors other than micro enterprises 17,536 9,711
and small enterprises
(iv) Other financial liabilities 22 4,859 4,506
(b) Other current liabilities 23 13,751 9,703
(c) Current provisions 24 2,304 1,695
(d) Current tax liabilities (net) 25 546 523
Total current liabilities 47,214 32,327
Total liabilities 64,346 41,205
Total equity and liabilities 2,29,673 1,75,956
The accompanying notes form an integral part of the Standalone Financial Statements. 2 - 47
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STANDALONE STATEMENT OF PROFIT AND LOSS

FOR THE YEAR ENDED MARCH 31, 2025

(` in Lakhs)

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Particulars Notes Year ended Year ended
March 31, 2025 March 31, 2024
INCOME
Revenue from operations 26 1,87,112 1,59,967
Other income 27 5,287 3,971
Total income (I) 1,92,399 1,63,938
EXPENSES
Cost of materials consumed 28 89,462 70,336
Change in inventories of finished goods and work-in-progress 29 25 777
Manufacturing expense and erection charges 30 15,537 15,097
Employee benefit expenses 31 12,954 11,052
Finance costs 32 993 594
Depreciation and amortisation expense 3,4 & 5 5,058 4,125
Other expenses 33 22,775 21,344
Total expenses (II) 1,46,804 1,23,325
Profit before tax (I - II) 45,595 40,613
Tax expense 36
Current tax 11,822 10,331
Deferred tax (230) (34)
Total tax expense 11,592 10,297
Profit for the year 34,003 30,316
Other comprehensive income
Items that will not be reclassified to profit or loss
Re-measurement of defined benefit plans (81) (181)
Income tax related to items that will not be reclassified to profit 20 46
or loss
Other comprehensive income (net of tax) for the year (61) (135)
Total comprehensive income for the year 33,942 30,181
Earnings per equity share ( in ₹) 35<br>Equity share of face value 1 each
Basic 15.15 13.51
Diluted 15.15 13.51
The accompanying notes form an integral part of the Standalone 2 - 47
Financial Statements.
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As per our report of even date attached

For and on behalf of the Board of Directors Elecon Engineering Company Limited

For CNK & Associates LLP

Chartered Accountants

Firm's Registration No : 101961W/W-100036

CIN: L29100GJ1960PLC001082

As per our report of even date attached

For CNK & Associates LLP

Chartered Accountants

Firm's Registration No : 101961W/W-100036

Himanshu Kishnadwala

Partner Membership No: 037391

Place : Vallabh Vidyanagar Date : April 24, 2025

For and on behalf of the Board of Directors Elecon Engineering Company Limited CIN: L29100GJ1960PLC001082

Prayasvin Patel

Chairman & Managing Director DIN : 00037394

Narasimhan Raghunathan Chief Financial Officer

Place : Vallabh Vidyanagar Date : April 24, 2025

Ashutosh Pednekar Director DIN : 00026049

Bharti Isarani

Company Secretary

Himanshu Kishnadwala

Partner

Membership No: 037391

Place : Vallabh Vidyanagar Date : April 24, 2025

Prayasvin Patel

Ashutosh Pednekar

Chairman & Managing Director Director DIN : 00037394 DIN : 00026049

Narasimhan Raghunathan Chief Financial Officer

Bharti Isarani

Company Secretary

Place : Vallabh Vidyanagar Date : April 24, 2025

Elecon Engineering Company Limited

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Corporate Overview Statutory Reports 01-32 33-123

124-279

STANDALONE STATEMENT OF CHANGES IN EQUITY

FOR THE YEAR ENDED MARCH 31, 2025

A. EQUITY SHARE CAPITAL

(1) Current reporting period

(` in Lakhs)

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Balance as at April 01, 2024 Changes in Equity Restated balance Changes in equity Balance as at
Share Capital due as at April 01, share capital March 31, 2025
to prior period 2024 during the year
errors
2,244 - 2,244 - 2,244
(2) Previous reporting period
(in Lakhs)<br>Balance as at April 01, 2023 Changes in Equity Restated balance Changes in equity Balance as at<br>Share Capital due as at April 01, share capital March 31, 2024<br>to prior period 2023 during the year<br>errors<br> 2,244 - 2,244 - 2,244<br>(1) Current reporting period<br>( in Lakhs)
Particulars Reserves and Surplus
Capital Securities General Retained Total
Reserve Premium Reserve Earnings
Balance as at April 01, 2024 4,942 2,878 44,133 80,554 1,32,507
Restated balance as at April 01, 4,942 2,878 44,133 80,554 1,32,507
2024
Remeasurements of post- - - - (61) (61)
employment benefit obligation,
(net of tax) accounted through
other comprehensive income
Profit for the year - - - 34,003 34,003
Total Comprehensive Income for - - - 33,942 33,942
the year
Dividends - - - (3,366) (3,366)
Balance as at March 31, 2025 4,942 2,878 44,133 1,11,130 1,63,083
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(2) Previous reporting period

B. OTHER EQUITY

(1) Current reporting period

STANDALONE STATEMENT OF CHANGES IN EQUITY FOR THE YEAR ENDED MARCH 31, 2025 (CONTD.)

(2) Previous reporting period

(` in Lakhs)

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Particulars Reserves and Surplus
Capital Securities General Retained Total
Reserve Premium Reserve Earnings
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Balance as at April 01, 2023
Restated balance as at April 01,
2023
Remeasurements of post-
employment beneft obligation,
(net of tax) accounted through
other comprehensive income
Proft for the year
Total Comprehensive Income for
the year
Dividends
Balance as at March 31, 2024
4,942
2,878
44,133
53,739

1,05,692
4,942
2,878
44,133
53,739

1,05,692
-
-
-
(135)
-
-
-
30,316
-
-
-
30,181
-
-
-
(3,366)
(135)

30,316

30,181
(3,366)
4,942
2,878
44,133
80,554

1,32,507

For description of Reserves refer Note 16.

The accompanying notes form an integral part of the Standalone Financial Statements. (2 - 47)

For and on behalf of the Board of Directors Elecon Engineering Company Limited CIN: L29100GJ1960PLC001082

For CNK & Associates LLP Chartered Accountants Firm's Registration No : 101961W/W-100036

Himanshu Kishnadwala Partner Membership No: 037391

Prayasvin Patel Ashutosh Pednekar Chairman & Managing Director Director DIN : 00037394 DIN : 00026049

Narasimhan Raghunathan Bharti Isarani Chief Financial Officer Company Secretary

Place : Vallabh Vidyanagar Date : April 24, 2025

Place : Vallabh Vidyanagar Date : April 24, 2025

Elecon Engineering Company Limited

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65[th] Annual Report 2024-25

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Financial S tatements
Corporate Overview Statutory Reports
01-32 33-123 124-279
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STANDALONE STATEMENT OF CASH FLOWS

FOR THE YEAR ENDED MARCH 31, 2025

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(` in Lakhs)
Particulars Year ended Year ended
March 31, 2025 March 31, 2024
CASH FLOW FROM OPERATING ACTIVITIES
Profit before tax 45,595 40,613
Adjustments for:
Depreciation and amortisation expense 5,058 4,125
Finance costs 993 594
(Gain)/loss on fair valuation of investment (1,003) (65)
(Gain)/Loss on sale of/discarded property plant and equipment (net) (81) (261)
Interest income (2,483) (1,600)
Dividend income (63) (87)
(Gain)/Loss on sale of investments (104) (90)
Allowances for Expected Credit Loss (including Bad debts and advances written off) 974 1,656
Unrealised exchange (gain) / loss (88) (51)
Provision for other contractual liabilities, warranty and others 25 304
Increase/(reversal) of provision for onerous contract - (73)
Provision for Slow and non moving inventory (3) 1,142
Liabilities written-back (133) (552)
Rent received (385) (329)
48,302 45,326
Working Capital Adjustments:
(Increase)/Decrease in trade receivables (17,331) (12,057)
(Increase)/Decrease in inventories (1,142) 1,019
(Increase)/Decrease in financial assets (52) (5,235)
(Increase)/Decrease in other current and non-current assets (2,301) (1,565)
(Decrease)/Increase in trade payables 7,843 1,451
(Decrease)/Increase in provisions, current and non-current liabilities 4,250 4,230
(Decrease)/Increase in other financial liabilities 353 (339)
Cash generated from operations 39,921 32,830
Taxes paid (Net of Refund) (12,006) (10,130)
Net cash (used in)/generated from operating activities (A) 27,915 22,700
CASH FLOW FROM INVESTING ACTIVITIES
Payments for purchase of property, plant and equipment (6,503) (3,069)
Proceeds from sale of property, plant and equipment 197 592
Payments for Purchase of investments (20,954) (21,243)
(Increase)/Decrease in Bank Balances other than Cash & Cash Equivalents 6,805 3,101
Proceeds from sale of Investments 1,883 1,012
Rent received 385 330
Interest received 2,232 1,498
Dividend received 63 87
Net cash (used in)/generated from investing activities (B) (15,892) (17,692)
CASH FLOW FROM FINANCING ACTIVITIES
Repayments of non-current borrowings - -
(Repayment)/Proceeds of current borrowings (Net) 331 -
Repayment against other financial arrangements - (430)
Finance cost paid (993) (595)
Dividend paid (3,366) (3,366)
Payment of lease liabilities (1,452) (294)
Net cash (used in)/generated from financing activities (C) (5,480) (4,685)
Net Increase/(Decrease) in cash and cash equivalents (A+B+C) 6,542 323
Cash and cash equivalents at beginning of the year (Refer note -13) 2,770 2,447
Cash and cash equivalents at the end of the year (Refer note -13) 9,312 2,770
Components of cash & cash equivalents :
Cash on hand - -
Balances with banks
- In current accounts 681 867
- Remittance in Transit 11 -
- Deposits with bank (with maturity up to 3 months) 8,620 1,903
9,312 2,770
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STANDALONE STATEMENT OF CASH FLOWS FOR THE YEAR ENDED MARCH 31, 2025 (CONTD.)

Notes:

  1. Cash and cash equivalents includes positive balances in Cash credit accounts with banks and forms an integral part of the Company’s cash management.

  2. The above Statement of Cash Flow has been prepared under the “Indirect Method” as set out in Indian Accounting Standard (Ind AS 7) - Statement of Cash Flows

  3. In accordance with para 22 of Ind AS 7 - Statement of Cash Flows, cash flows from current borrowings have been reported on net basis since these being working capital facilities, the maturities are short.

  4. During the year non cash transaction from investing and financing activities with respect to acquisition of Right to Use Assets with corresponding adjustment to Lease liabilities 16,022 Lakhs (March 31, 2024: 2,931 Lakhs)

  5. Figures in brackets indicates cash outflow.

  6. Movement in liabilities arising from financing activities as at March 31, 2025:

(` in Lakhs)

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Particulars Borrowings Lease liabilities Dividends paid Finance costs
(including taxes)
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Balance at the beginning of the year
Proceeds from borrowings and lease
liabilities
Repayment of borrowings/liabilities
Impact of Effective Interest Rate (EIR)
Dividends paid (including taxes)
Interest paid
Net cash outfows
Interest accrued during the year
Remeasurement of lease liability
Charge to statement of proft and
loss
Interest Accrued during the yaer
Balance at the end of theyear
-
4,348
-
-
-
11,180
-
-
331
(1,452)
-
-
-
-
-
-
-
-
(3,366)
-
-
-
-
(993)
331
14,076
(3,366)
(993)
-
-
-
-
-
-
-
-
-
-
-
993
-
662
-
-
331
14,738
-
-

For and on behalf of the Board of Directors

For CNK & Associates LLP Chartered Accountants Firm's Registration No : 101961W/W-100036

Elecon Engineering Company Limited CIN: L29100GJ1960PLC001082

Himanshu Kishnadwala

Prayasvin Patel Ashutosh Pednekar Chairman & Managing Director Director DIN : 00037394 DIN : 00026049

Partner Membership No: 037391

Narasimhan Raghunathan Bharti Isarani Chief Financial Officer Company Secretary

Place : Vallabh Vidyanagar Date : April 24, 2025

Place : Vallabh Vidyanagar Date : April 24, 2025

Elecon Engineering Company Limited

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65[th] Annual Report 2024-25

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~~Financial S~~ tatements Corporate Overview Statutory Reports 01-32 33-123 124-279

NOTES TO THE STANDALONE FINANCIAL STATEMENTS

FOR THE YEAR ENDED MARCH 31, 2025

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Particulars Measurement
basis
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1. REPORTING ENTITY

Elecon Engineering Company Limited (‘the Company’) is a public company domiciled in India and incorporated under the provisions of the Companies Act, 1956. Its equity shares are listed on the Bombay Stock Exchange (‘BSE’) and National Stock Exchange (‘NSE’) in India.

a) Investments in Fair value
certain equity
shares/other
securities of
entities other than
b) subsidiaries and
associates
Net defned beneft
(asset)/ liability
Fair value of
plan assets less
present value of
defned beneft
obligations

The registered office of the Company is located at Anand-Sojitra Road, Vallabh Vidyanagar, Gujarat. The Company is involved in the design and manufacturing of Industrial Gears and Material Handling Equipment and is also involved in providing erection and commissioning solutions for its products. The Company has manufacturing operations based out of India, Sweden, UK, USA and The Netherlands with Sales Offices at Dubai and Singapore.

2.3 Use of estimates and judgements

The preparation of the standalone financial statements in conformity with Ind AS requires the management to make estimates, judgments and assumptions. These estimates, judgments and assumptions affect the application of accounting policies and the reported amounts of assets and liabilities, the disclosures of contingent assets and liabilities at the date of the standalone financial statements and reported amounts of revenues and expenses during the period.

2. BASIS OF PREPARATION

2.1 Statement of compliance

These Standalone financial statements of the Company comprises, the standalone balance sheet, the standalone statement of profit and loss (including other comprehensive income), standalone statement of changes in equity and standalone statement of cash flows for the year then ended, and notes to the standalone financial statements, including a summary of the material accounting policies and other explanatory information (herein referred to as “Standalone financial statements”). These standalone financial statements have been prepared in accordance with Indian Accounting Standards (‘Ind AS’) as per the Companies (Indian Accounting Standards) Rules, 2015 (as amended) notified under Section 133 of Companies Act, 2013, (the ‘Act’) and guidelines issued by the Securities and Exchange Board of India (SEBI).

The application of accounting policies that require critical accounting estimates involving complex and subjective judgments and the use of assumptions in these financial statements have been disclosed below. Accounting estimates could change from period to period. Actual results could differ from those estimates. Appropriate changes in estimates are made as management becomes aware of changes in circumstances surrounding the estimates. Changes in estimates and judgements are reflected in the financial statements in the period in which changes are made and, if material, their effects are disclosed in the notes to the standalone financial statements.

Details of the Company’s material accounting policies are included in Note 2.5.

Judgements

2.2 Basis of measurement

Information about judgments made in applying accounting policies that have the most significant effects on the amounts recognised in the standalone financial statements is included in the following notes:

The standalone financial statements have been prepared under the historical cost convention on accrual basis except for the following:

NOTES TO THE STANDALONE FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2025 (CONTD.)

  • Note 6 – identification of whether the Company has significant influence over an investee where the shareholding is below 20% of the issued share capital.

  • Note 4 – identification of the land and/ or building as an investment property.

  • Note 6 – determining the amount of Impairment loss.

  • Note 37 – determining the amount of expected credit loss on financial assets (including trade receivables)

  • Note 2.5 l and 26– identification of performance obligation in revenue recognition

Assumptions and estimation uncertainties

Information about assumptions and estimation uncertainties that have a significant risk of resulting in a material adjustments is included in the following notes:

  • Note 3-5 – estimate of useful life used for the purposes of depreciation and amortisation on property plant and equipment, investment properties and intangible assets.

  • Note 36 – recognition of tax expense;

  • Note 40 – measurement of defined benefit obligations: key actuarial assumptions;

  • Notes 19, 24 and 41 – recognition and measurement of provisions and contingencies: key assumptions about the likelihood and magnitude of an outflow of resources;

  • Note 37 – impairment of financial and nonfinancial assets.

  • Note 24 and 43 – Revenue recognition based on percentage of completion and provision for onerous contracts.

  • Note 3 and 21 - Ind AS 116 Leases requires lessee to determine the lease term as the non-cancellable period of a lease adjusted with any option to extend or terminate the lease, if the use of such option is reasonably certain. The Company makes assessment on the expected lease term on lease by lease

  • basis and thereby assesses whether it is reasonably certain that any options to extend or terminate the contract will be exercised. In evaluating the lease term, the Company considers factors such as any significant leasehold improvements undertaken over the lease term, costs relating to the termination of lease and the importance of the underlying to the Company’s operations taking into account the location of the underlying asset and the availability of the suitable alternatives.

  • The lease term in future periods is reassessed to ensure that the lease term reflects the current economic circumstances.

The discount rate is generally based on the incremental borrowing rate specific to the lease being evaluated or for a portfolio of leases with similar characteristics.

2.4 Measurement of fair values

Some of the Company’s accounting policies and disclosures require the measurement of fair values, for both financial and non-financial assets and liabilities.

The Company has an established control framework with respect to the measurement of fair values. This includes a financial reporting team that has overall responsibility for overseeing all significant fair value measurements, including Level 3 fair values, and reports directly to the chief financial officer.

The financial reporting team regularly reviews significant unobservable inputs and valuation adjustments. If third party information, such as pricing services, is used to measure fair values, then the financial reporting team assesses the evidence obtained from the third parties to support the conclusion that these valuations meet the requirements of Ind AS, including the level in the fair value hierarchy in which the valuations should be classified.

Fair values are categorised into different levels in a fair value hierarchy based on the inputs used in the valuation techniques as follows.

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NOTES TO THE STANDALONE FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2025 (CONTD.)

  • Level 1: quoted prices (unadjusted) in active markets for identical assets or liabilities.

  • Level 2: inputs other than quoted prices included in Level 1 that are observable for the asset or liability, either directly (i.e. as prices) or indirectly (i.e. derived from prices).

  • Level 3: inputs for the asset or liability that are not based on observable market data (unobservable inputs).

When measuring the fair value of an asset or a liability, the Company uses observable market data as far as possible. If the inputs used to measure the fair value of an asset or a liability fall into different levels of the fair value hierarchy, then the fair value measurement is categorised in its entirety in the same level of the fair value hierarchy as the lowest level input that is significant to the entire measurement.

The Company recognises transfers between levels of the fair value hierarchy at the end of the reporting period during which the change has occurred.

Further information about the assumptions made in measuring fair values is included in the following notes:

  • Note 4 – investment property;

  • Note 37 and 38 – financial instruments.

2.5 Material accounting policies

  • (a) Operating cycle and classification of current and non-current:

Based on the nature of products and the time between the acquisition of assets for processing and their realisation in cash and cash equivalent, the Company considers the operating cycle for assets and liabilities as 12 months.

All the assets and liabilities are classified as current and non-current as per the Company’s normal operating cycle, and other criteria set out in Schedule III of the Companies Act, 2013.

An asset is treated as current when it is:

  • Expected to be realised or intended to be sold or consumed in normal operating cycle;

  • Held primarily for the purpose of trading;

  • Expected to be realised within twelve months after the reporting period; or

  • Cash or cash equivalent, unless restricted from being exchanged or used to settle a liability for at least twelve months after the reporting period.

All other assets are classified as non-current.

A liability is treated as current when:

  • It is expected to be settled in normal operating cycle;

  • It is held primarily for the purpose of trading;

  • It is due to be settled within twelve months after the reporting period; or

  • There is no unconditional right to defer the settlement of the liability for at least twelve months after the reporting period.

Other Assets and Liabilities except as stated above are classified as non-current.

  • (b) Foreign currency transactions

The functional currency of the Company is the Indian rupee. These financial statements are presented in Indian rupees.

Transactions in foreign currencies are translated into the functional currency of the Company at the exchange rates at the dates of the transactions or an average rate if the average rate approximates the actual rate at the date of the transaction.

Monetary assets and liabilities denominated in foreign currencies are translated into the

NOTES TO THE STANDALONE FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2025 (CONTD.)

functional currency at the exchange rate at the reporting date. Non-monetary assets and liabilities that are measured at fair value in a foreign currency are translated into the functional currency at the exchange rate when the fair value was determined. Non-monetary assets and liabilities that are measured based on historical cost in a foreign currency are translated at the exchange rate at the date of the transaction. Exchange differences are recognised in statement of profit and loss.

  • (c) Financial instruments

Recognition and initial measurement

Trade receivables are initially recognised when they are originated. All other financial assets and financial liabilities are initially recognised when the Company becomes a party to the contractual provisions of the instrument.

A financial asset or financial liability is initially measured at fair value plus, for an item not at fair value through profit and loss (‘FVTPL’), transaction costs that are directly attributable to its acquisition or issue.

Financial assets - classification and subsequent measurement

On initial recognition, a financial asset is classified as measured at

  • Amortised cost;

  • FVOCI – Equity investment; or

  • FVTPL

Financial assets are not reclassified subsequent to their initial recognition, except if and in the period the Company changes its business model for managing financial assets.

A financial asset is measured at amortised cost if it meets both of the following conditions and is not designated as at FVTPL:

  • the asset is held within a business model whose objective is to hold assets to collect contractual cash flows; and

  • the contractual terms of the financial asset give rise on specified dates to cash flows that are solely payments of principal and interest on the principal amount outstanding.

A debt investment is measured at FVOCI if it meets both of the following conditions and is not designated as at FVTPL:

  • the asset is held within a business model whose objective is achieved by both collecting contractual cash flows and selling financial assets; and

  • the contractual terms of the financial asset give rise on specified dates to cash flows that are solely payments of principal and interest on the principal amount outstanding.

FVTPL is a residual category for debt instruments. Any debt instrument, which does not meet the criteria for categorisation as at amortised cost or as FVTOCI, is classified as at FVTPL.

On initial recognition of an equity investment that is not held for trading, the Company may irrevocably elect to present subsequent changes in the investment’s fair value in OCI (designated as FVOCI – equity investment). This election is made on an investment-by-investment basis. At present there are no such investments.

All financial assets not classified as measured at amortised cost or FVOCI as described above are measured at FVTPL. This includes all derivative financial assets. On initial recognition, the Company may irrevocably designate a financial asset that otherwise meets the requirements to be measured at amortised cost or at FVOCI as at FVTPL if doing so eliminates or significantly reduces an accounting mismatch that would otherwise arise.

Financial assets: Business model assessment

The Company makes an assessment of the objective of the business model in which

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Corporate Overview

Statutory Reports

01-32 33-123

124-279

NOTES TO THE STANDALONE FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2025 (CONTD.)

a financial asset is held at a portfolio level because this best reflects the way the business is managed and information is provided to management. The information considered includes:

  • the stated policies and objectives for the portfolio and the operation of those policies in practice. These include whether management’s strategy focuses on earning contractual interest income, maintaining a particular interest rate profile, matching the duration of the financial assets to the duration of any related liabilities or expected cash outflows or realising cash flows through the sale of the assets;

  • how the performance of the portfolio is evaluated and reported to the Company’s management;

  • the risks that affect the performance of the business model (and the financial assets held within that business model) and how those risks are managed;

  • how managers of the business are compensated – e.g. whether compensation is based on the fair value of the assets managed or the contractual cash flows collected; and

  • the frequency, volume and timing of sales of financial assets in prior periods, the reasons for such sales and expectations about future sales activity.

Transfers of financial assets to third parties in transactions that do not qualify for derecognition are not considered sales for this purpose, consistent with the Company’s continuing recognition of the assets.

Financial assets that are held for trading or are managed and whose performance is evaluated on a fair value basis are measured at FVTPL.

Financial assets: Assessment whether contractual cash flows are solely payments of principal and Interest.

For the purposes of this assessment, ‘principal’ is defined as the fair value of the financial asset on initial recognition. ‘Interest’ is defined as consideration for the time value of money and for the credit risk associated with the principal amount outstanding during a particular period of time and for other basic lending risks and costs (e.g. liquidity risk and administrative costs), as well as a profit margin.

In assessing whether the contractual cash flows are solely payments of principal and interest, the Company considers the contractual terms of the instrument. This includes assessing whether the financial asset contains a contractual term that could change the timing or amount of contractual cash flows such that it would not meet this condition. In making this assessment, the Company considers:

  • contingent events that would change the amount or timing of cash flows;

  • terms that may adjust the contractual coupon rate, including variable interest rate features;

  • prepayment and extension features; and

  • terms that limit the Company’s claim to cash flows from specified assets (e.g. non-recourse features).

A prepayment feature is consistent with the solely payments of principal and interest criterion if the prepayment amount substantially represents unpaid amounts of principal and interest on the principal amount outstanding, which may include reasonable additional compensation for early termination of the contract. Additionally, for a financial asset acquired at a significant discount or premium to its contractual amount, a feature that permits or requires prepayment at an amount that substantially represents the contractual par amount plus accrued (but unpaid) contractual interest (which may also include reasonable additional compensation for

NOTES TO THE STANDALONE FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2025 (CONTD.)

early termination) is treated as consistent with this criterion if the fair value of the prepayment feature is insignificant at initial recognition. Subsequent measurement and gains and losses for financial assets held by the Company

Financial assets at These assets are FVTPL s u b s e q u e n t l y m e a s u r e d at fair value. Net gains and losses, including any interest or dividend income, are recognised in the statement of profit and loss.

Financial assets at These assets are amortised cost s u b s e q u e n t l y measured at amortised cost using the effective interest method. The amortised cost is reduced by impairment losses. Interest income, foreign exchange gains and losses and impairment are recognised in profit or loss. Any gain or loss on derecognition is recognised in the statement of profit and loss.

Classification,

Financial liabilities: subsequent measurement and gains and losses

Financial liabilities are classified as measured at amortised cost or FVTPL. A financial liability is classified as at FVTPL if it is classified as held-for-trading, or it is a derivative or it is designated as such on initial recognition. Financial liabilities at FVTPL are measured at fair value and net gains and losses, including any interest expense, are recognised in profit or loss. Other financial liabilities are subsequently

measured at amortised cost using the effective interest method. Interest expense and foreign exchange gains and losses are recognised in profit or loss. Any gain or loss on derecognition is also recognised in the statement of profit and loss. Presently, all the financial liabilities are measured at amortised cost.

Derecognition

Financial assets

The Company derecognises a financial asset when the contractual rights to the cash flows from the financial asset expire, or it transfers the rights to receive the contractual cash flows in a transaction in which substantially all of the risks and rewards of ownership of the financial asset are transferred or in which the Company neither transfers nor retains substantially all of the risks and rewards of ownership and does not retain control of the financial asset.

If the Company enters into transactions whereby it transfers assets recognised on its balance sheet but retains either all or substantially all of the risks and rewards of the transferred assets, the transferred assets are not derecognised.

Financial liabilities

The Company derecognises a financial liability when its contractual obligations are discharged, cancelled or expire.

Off-setting

Financial assets and financial liabilities are offset and the net amount presented in the balance sheet when, and only when, the Company currently has a legally enforceable right to set off the amounts and it intends either to settle them on a net basis or to realise the asset and settle the liability simultaneously.

Derivative financial instruments:

The Company uses derivative financial instruments, such as foreign exchange forward contracts to manage its exposure

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to foreign exchange risks. Such derivative financial instruments are initially recognised at fair value on the date on which a derivative contract is entered into and are subsequently re-measured at fair value. Derivatives are carried as financial assets when the fair value is positive and as financial liabilities when the fair value is negative.

Any profit or loss arising on cancellation or renewal of such a forward exchange contract is recognised as income or as expense in the period in which such cancellation or renewal is made.

(d) Property, plant and equipment

Recognition and measurement

Items of property, plant and equipment are measured at cost, which includes capitalised borrowing costs, less accumulated depreciation and accumulated impairment losses, if any.

Cost of an item of property, plant and equipment comprises its purchase price, including import duties and nonrefundable purchase taxes, after deducting trade discounts and rebates, any directly attributable cost of bringing the item to its working condition for its intended use and estimated costs of dismantling and removing the item and restoring the site on which it is located. The cost of a self-constructed item of property, plant and equipment comprises the cost of materials and direct labor, any other costs directly attributable to bringing the item to working condition for its intended use, and estimated costs of dismantling and removing the item and restoring the site on which it is located.

If significant parts of an item of property, plant and equipment have different useful lives, then they are accounted for as separate items (major components) of property, plant and equipment.

Any gain or loss on disposal of an item of property, plant and equipment is recognised in statement of profit and loss.

Subsequent measurement

Subsequent expenditure is capitalised only if it is probable that the future economic benefits associated with the expenditure will flow to the Company.

Depreciation

The estimate of the useful life of the assets has been assessed based on technical advice which considers the nature of the asset, the usage of the asset, expected physical wear and tear, the operating conditions of the asset, anticipated technological changes, manufacturers warranties and maintenance support, etc. Details of useful life considered for depreciation along with method of depreciation are provided below:

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Particulars Depreciation Useful Life
Method
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Plant and Straight Line 5 to 25 years
Equipment Basis
Buildings Written 10 to 60
Down Value years
Basis
All other Written As
Property Down Value prescribed
Plant and Basis in Schedule
Equipment II to the
Companies
Act, 2013

The Management believes that these estimated useful lives reflect fair approximation of the period over which the assets are likely to be used.

The residual values, useful lives and methods of depreciation of property, plant and equipment are reviewed at each financial year end and adjusted prospectively, if appropriate.

Capital Work in Progress (CWIP)

Cost of assets not ready for intended use, as on the balance sheet date, is shown as CWIP. CWIP is stated at cost, net of accumulated impairment loss, if any.

Advances given towards acquisition of assets (including CWIP) and outstanding at each balance sheet date are disclosed as “Other Non-Current Assets”.

NOTES TO THE STANDALONE FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2025 (CONTD.)

Derecognition

The carrying amount of an item of property, plant and equipment is derecognised on disposal or when no future economic benefits are expected from its use or disposal. The consequential gain or loss is measured as the difference between the net disposal proceeds and the carrying amount of the item and is recognised in the statement of profit and loss.

  • (e) Intangible assets

Internally generated: Research and development activities and Enterprise resource planning software

Expenditure on research activities is recognised in statement of profit and loss as incurred.

Development expenditure is capitalised as part of the cost of the resulting intangible asset only if the expenditure can be measured reliably, the product or process is technically and commercially feasible, future economic benefits are probable, and the Company intends to and has sufficient resources to complete development and to use or sell the asset. Otherwise, it is recognised in the statement of profit and loss as incurred.

Subsequent to initial recognition, the asset is measured at cost less accumulated amortisation and any accumulated impairment losses.

Other intangible assets

Other intangible assets that are acquired by the Company and that have finite useful lives are measured at cost less accumulated amortisation and accumulated impairment losses. The cost of intangible assets acquired in a business combination is their fair value at the date of acquisition.

Subsequent expenditure

Subsequent expenditure is capitalised only when it increases the future economic benefits embodied in the specific asset to which it relates.

Amortisation

Amortisation is calculated to amortise the cost of intangible assets over their estimated useful lives (6 years) using the straight-line method and is included in depreciation and amortisation in Statement of profit and loss is provided below:

Particulars Depreciation
Method
Useful Life
Computer
Software
Straight Line
Basis
3 years
Licenses
Straight Line
Basis
6 years

Amortisation method, useful lives and residual values are reviewed at the end of each reporting date and adjusted if appropriate.

(f) Leases

As a lessee

The Company recognises a right-of-use asset and a lease liability at the lease commencement date. The right-of-use asset is initially measured at cost, which comprises the initial amount of the lease liability adjusted for any lease payments made at or before the commencement date, plus any initial direct costs incurred and an estimate of costs to dismantle and remove the underlying asset or to restore the underlying asset or the site on which it is located, less any lease incentives received.

The right-of-use asset is subsequently depreciated using the straight-line method from the lease commencement date to the end of the lease term, unless the lease transfers ownership of the underlying asset to the Company by the end of the lease term or the cost of the right-of-use asset reflects that the Company will exercise a purchase option. In that case the right-of-use asset will be depreciated over the useful life of the underlying asset, which is determined on the same basis as those of property and equipment. In addition, the right-of-use asset is periodically reduced by impairment losses, if any, and adjusted for certain remeasurements of the lease liability.

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The lease liability is initially measured at the present value of the lease payments that are not paid at the commencement date, discounted using the interest rate implicit in the lease or, if that rate cannot be readily determined, the Company’s incremental borrowing rate. Generally, the Company uses its incremental borrowing rate as the discount rate.

The Company determines its incremental borrowing rate by obtaining interest rates from various external financing sources and makes certain adjustments to reflect the terms of the lease and type of the asset leased.

Lease payments included in the measurement of the lease liability comprise the following: fixed payments, including insubstance fixed payments;

  • variable lease payments that depend on an index or a rate, initially measured using the index or rate as at the commencement date;

  • amounts expected to be payable under a residual value guarantee; and

  • the exercise price under a purchase option that the Company is reasonably certain to exercise, lease payments in an optional renewal period if the Company is reasonably certain to exercise an extension option, and penalties for early termination of a lease unless the Company is reasonably certain not to terminate early.

The lease liability is measured at amortised cost using the effective interest method. It is remeasured when there is a change in future lease payments arising from a change in an index or rate, if there is a change in the Company’s estimate of the amount expected to be payable under a residual value guarantee, if the Company changes its assessment of whether it will exercise a Purchase, extension or termination option or if there is a revised in-substance fixed lease payment.

When the lease liability is remeasured in this way, a corresponding adjustment is made to the carrying amount of the right-of-use asset, or is recorded in profit or loss if the carrying amount of the right-of-use asset has been reduced to zero.

Short-term leases and leases of low-value assets

The Company has elected not to recognise right-of-use assets and lease liabilities for leases of low-value assets and short-term leases. The Company recognises the lease payments associated with these leases as an expense on a straight-line basis over the lease term.

As a lessor

Lease income from operating leases, where the Company is a lessor, is recognised on a straight-line basis over the lease term unless the receipts are structured to increase in line with expected general inflation to compensate for the expected inflation.

  • (g) Investment properties

  • Investment properties are properties held to earn rentals and/or for capital appreciation (including property under construction for such purposes). Investment properties are measured initially at cost, including transaction costs. Subsequent to initial recognition, investment properties are measured in accordance with Ind AS 16 requirements for cost model. Investment property includes freehold/leasehold land and building.

Depreciation

Based on technical evaluation, the Management believes a period of 25-60 years as representing the best estimate of the period over which investment properties (which are quite similar) are expected to be used. Accordingly, the Company depreciates investment properties over this period on a straight-line basis. This is different from the indicative useful life of relevant type of assets mentioned in Schedule II to the Companies Act 2013.

NOTES TO THE STANDALONE FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2025 (CONTD.)

Any gain or loss on disposal of an investment property is recognised in statement of profit and loss. An investment property is derecognised upon disposal or when the investment property is permanently withdrawn from use and no future economic benefits are expected from the disposal.

Any gain or loss arising on derecognition of the property is calculated as the difference between the net disposal proceeds and the carrying amount of the asset and included in the statement of profit or loss in the period in which the property is derecognised.

(h) Inventories

Inventories are measured at the lower of cost and net realisable value. The cost of inventories is based on Weighted Average Cost basis, and includes expenditure incurred in acquiring the inventories, production or conversion costs and other costs incurred in bringing them to their present location and condition. Costs incurred in bringing each product to its present location and condition are accounted for as follows:

  • Raw materials: cost includes cost of purchase and other costs incurred in bringing the inventories to their present location and condition. Cost is determined on Weighted Average Cost basis.

  • Finished goods and work in progress: cost includes cost of direct materials and labour and a proportion of manufacturing overheads based on the normal operating capacity but excluding borrowing costs. Cost is determined on Weighted Average Cost basis.

• Stores and spares (consisting of engineering spares, which are used in operating machines or consumed as indirect materials in the manufacturing process): cost includes cost of purchase and other costs incurred in bringing the inventories to their present location and condition. Cost is

determined on Weighted Average Cost

basis.

  • Traded goods: cost includes cost of purchase and other costs incurred in bringing the inventories to their present location and condition. Cost is determined on weighted average basis.

Net realisable value is the estimated selling price in the ordinary course of business, less the estimated costs of completion and selling expenses. The net realisable value of work-in-progress is determined with reference to the selling prices of related finished products.

The comparison of cost and net realisable value is made on an item-by-item basis.

The factors that the Company considers in determining the allowance for slow moving, obsolete and other non-saleable inventory include estimated shelf life, planned product discontinuances, price changes, ageing of inventory and introduction of competitive new products, to the extent each of these factors impact the Company’s business and markets.

(i) Impairment

Impairment of financial assets

The Company recognises loss allowances for expected credit losses on financial assets measured at amortised cost.

At each reporting date, the Company assesses whether financial assets carried at amortised cost credit-impaired. A financial asset is ‘credit-impaired’ when one or more events that have a detrimental impact on the estimated future cash flows of the financial asset have occurred.

Evidence that a financial asset is credit-impaired includes the following observable data:

  • significant financial difficulty of the borrower or issuer;

  • a breach of contract such as a default or being significantly past due;

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  • the restructuring of a loan or advance by the Company on terms that the Company would not consider otherwise; or

  • it is probable that the borrower will enter bankruptcy or other financial reorganisation.

Loss allowances for trade receivables are always measured at an amount equal to lifetime expected credit losses. The Company follows ‘simplified approach’ for recognition of impairment loss allowance on trade receivables or contract revenue receivables. Under the simplified approach, the Company is not required to track changes in credit risk. Rather, it recognises impairment loss allowance based on lifetime Expected credit losses (‘ECL”) together with appropriate Management’s estimate of credit loss at each reporting date, from its initial recognition.

The Company uses a provision matrix to determine impairment loss allowance on the group of trade receivables. The provision matrix is based on its historically observed default rates over the expected life of the trade receivable and is adjusted for forward looking estimates. At every reporting date, the historical observed default rates are updated and changes in the forward-looking estimates are analysed.

Measurement of expected credit losses

Expected credit losses are a probability-weighted estimate of credit losses. Credit losses are measured as the present value of all cash shortfall (i.e. the difference between the cash flows due to the Company in accordance with the contract and the cash flows that the Company expects to receive).

Presentation of allowance for expected credit losses in the balance sheet

Loss allowances for financial assets measured at amortised cost are deducted from the gross carrying amount of the assets.

Write off

The gross carrying amount of a financial asset is written off (either partially or in full) to the extent that there is no realistic prospect of recovery. This is generally the case when the Company determines that the debtor does not have assets or sources of income that could generate sufficient cash flows to repay the amounts subject to the write-off. However, financial assets that are written off could still be subject to enforcement activities in order to comply with the Company’s procedures for recovery of amounts due.

Impairment of non-financial assets

The Company’s non-financial assets, other than inventories and deferred tax assets, are reviewed at each reporting date to determine whether there is any indication of impairment. If any such indication exists, then the asset’s recoverable amount is estimated.

For impairment testing, assets that do not generate independent cash inflows are grouped together into cash-generating units (CGUs). Each CGU represents the smallest group of assets that generates cash inflows that are largely independent of the cash inflows of other assets or CGUs.

The recoverable amount of a CGU (or an individual asset) is the higher of its value in use and its fair value less costs to sell. Value in use is based on the estimated future cash flows, discounted to their present value

Using a pre-tax discount rate that reflects current market assessments of the time value of money and the risks specific to the CGU (or the asset).

An impairment loss is recognised if the carrying amount of an asset or CGU exceeds its estimated recoverable amount. Impairment losses are recognised in the statement of profit and loss. Impairment loss recognised in respect of a CGU is allocated to reduce the carrying amounts of

NOTES TO THE STANDALONE FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2025 (CONTD.)

the assets of the CGU (or group of CGUs) on a pro rata basis.

Assets (other than goodwill) for which impairment loss has been recognised in prior periods, the Company reviews at each reporting date whether there is any indication that the loss has decreased or no longer exists. An impairment loss is reversed if there has been a change in the estimates used to determine the recoverable amount. Such a reversal is made only to the extent that the asset’s carrying amount does not exceed the carrying amount that would have been determined, net of depreciation or amortisation, if no impairment loss had been recognised.

(j) Employee benefits

Short term employee benefits

All employee benefits payable within twelve months of rendering the service are classified as short-term employee benefits. Benefits such as salaries, wages etc. and the expected cost of ex-gratia are recognised in the period in which the employee renders the related service. A liability is recognised for the amount expected to be paid when there is a present legal or constructive obligation to pay this amount as a result of past service provided by the employee and the obligation can be estimated reliably.

Defined contribution plans

A defined contribution plan is a postemployment benefit plan under which the Company makes specified monthly contributions towards government administered provident fund scheme. Obligations for contributions to defined contribution plans are recognised as an employee benefit expense in statement of profit and loss in the periods during which the related services are rendered by employees.

Prepaid contributions are recognised as an asset to the extent that a cash refund or a reduction in future payments is available.

Defined benefit plans

A defined benefit plan is a post-employment benefit plan other than a defined contribution plan. The Company’s net obligation in respect of defined benefit plans is calculated separately for each plan by estimating the amount of future benefit that employees have earned in the current and prior periods, discounting that amount and deducting the fair value of any plan assets.

The calculation of defined benefit obligation is performed annually by a qualified actuary using the projected unit credit method. When the calculation results in a potential asset for the Company, the recognised asset is limited to the present value of economic benefits available in the form of any future refunds from the plan or reductions in future contributions to the plan (‘the asset ceiling’). In order to calculate the present value of economic benefits, consideration is given to any minimum funding requirements.

Remeasurements of the net defined benefit liability, which comprise actuarial gains and losses, the return on plan assets (excluding interest) and the effect of the asset ceiling (if any, excluding interest), are recognised in OCI. The Company determines the net interest expense/ (income) on the net defined benefit liability/ (asset) for the period by applying the discount rate used to measure the defined benefit obligation at the beginning of the annual period to the thennet defined benefit liability/ (asset), taking into account any changes in the net defined benefit liability (asset) during the period as a result of contributions and benefit payments. Net interest expense and other expenses related to defined benefit plans are recognised in the statement of profit and loss.

When the benefits of a plan are changed or when a plan is curtailed, the resulting change in benefit that relates to past service (‘past service cost’ or ‘past service gain’) or the gain or loss on curtailment is recognised

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immediately in the statement of profit and loss. The Company recognises gains and losses on the settlement of a defined benefit plan when the settlement occurs.

Other long-term employee benefits

The Company’s net obligation in respect of long-term employee benefits other than post-employment benefits is the amount of future benefit that employees have earned in return for their service in the current and prior periods; that benefit is discounted to determine its present value, and the fair value of any related assets is deducted. The obligation is measured on the basis of an annual independent actuarial valuation using the projected unit credit method. Remeasurements gains or losses are recognised in the statement of profit and loss in the period in which they arise.

Termination benefits

Termination benefits are expensed through statement of profit and loss at the earlier of when the Company can no longer withdraw the offer of those benefits and when the Company recognises costs for a restructuring.

  • (k) Provisions (other than employee benefits)

A provision is recognised if, as a result of a past event, the Company has a present legal or constructive obligation that can be estimated reliably, and it is probable that an outflow of economic benefits will be required to settle the obligation.

Warranties

A provision for warranties is recognised when the underlying products or services are sold. The provision is based on technical evaluation, historical warranty data and all possible outcomes by their associated probabilities.

Onerous contracts

A contract is considered to be onerous when the expected economic benefits to be derived by the Company from the contract

are lower than the unavoidable cost of meeting its obligations under the contract. The provision for an onerous contract is measured at the present value of the lower of the expected cost of terminating the contract and the expected net cost of continuing with the contract.

  • (l) Contingent Liabilities and Contingent Assets

Contingent liability is disclosed for (i) Possible obligations which will be confirmed only by the future events not wholly within the control of the Company or (ii) Present obligations arising from past events where it is not probable that an outflow of resources will be required to settle the obligation or a reliable estimate of the amount of the obligation cannot be made.

Contingent assets are not recognised in the financial statements. A contingent asset is disclosed where an inflow of economic benefits is probable. Contingent assets are assessed continually and, if it is virtually certain that an inflow of economic benefits will arise, the asset and related income are recognised in the period in which the change occurs.

  • (m) Revenue recognition

Sale of goods and services

Revenue is recognised upon transfer of control of promised goods to customers in an amount that reflects the consideration which the Company expects to receive in exchange for those goods.

Revenue from the sale of goods is recognised at the point in time when control is transferred to the customer, which generally coincides with the delivery of goods to customers, based on contracts with the customers.

Revenue is measured based on the transaction price, which is the consideration, adjusted for volume discounts, price concessions, incentives, and returns, if any, as specified in the contracts with the customers.

NOTES TO THE STANDALONE FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2025 (CONTD.)

Revenue excludes taxes collected from customers on behalf of the government. Accruals for discounts/incentives and returns are estimated (using the most likely method) based on accumulated experience and underlying schemes and agreements with customers.

Revenue from services towards erection, commissioning and other services is recognised when services are rendered and there is certainty of the realisation.

Transaction Price

The Company is required to determine the transaction price in respect of each of its contracts with customers. Contract with customers for sale of goods or services are either on a fixed price or on variable price basis. For allocating the transaction price, the Company measures the revenue in respect of each performance obligation of contract at its relative standalone selling price. The price that is regularly charged for an item when sold separately is the best evidence of its standalone selling price. In making judgment about the standalone selling price, the Company also assesses the impact of any variable consideration in the contract, due to discounts or rebates.

Performance Obligations

If a contract contains more than one distinct goods and service, the transaction price is allocated to each performance obligation based on relative stand-alone selling prices.

Dividend and Interest income:

Dividend income from investments is recognised when the Company’s right to receive payment is established.

Interest income from financial assets is recognised when it is probable that economic benefits will flow to the Company and the amount of income can be measured reliably. Interest income is accrued on a time basis, by reference to the principal outstanding and at the effective interest rate applicable, which is the rate that exactly

discounts estimated future cash receipts through the expected life of the financial asset to that asset’s net carrying amount on initial recognition.

Insurance claim:

Insurance claims are recognised on the basis of claims admitted / expected to be admitted, to the extent that the amount recoverable can be measured reliably and it is reasonable to expect ultimate collection.

Other Income:

Other income is comprised primarily of gain / loss on investments, exchange gain/ loss on foreign currency transactions and commission for corporate guarantee.

  • (n) Government Grants

The export incentives received by the Company such as duty draw back, Remission of Duties or Taxes on Export Products Scheme (RoDTEP) and Export Promotions on Capital Goods (EPCG) scheme are treated as government grants.

  • (o) Income taxes

Income tax expense comprises current and deferred tax. It is recognised in the statement of profit and loss except to the extent it may relate to a business combination, or items recognised directly in equity or in OCI.

The Company has determined that interest and penalties related to income taxes, including uncertain tax treatments, do not meet the definition of income taxes, and therefore accounted for them under Ind AS 37 “Provisions, Contingent Liabilities and Contingent Assets”

Current tax

Current tax comprises the expected tax payable or receivable on the taxable income or loss for the year and any adjustment to the tax payable or receivable in respect of previous years. The amount of current tax reflects the best estimate of the tax amount expected to be paid or received after considering the uncertainty, if any, related to

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income taxes. It is measured using tax rates (and tax laws) enacted or substantively enacted by the reporting date.

Current tax assets and current tax liabilities are offset only if there is a legally enforceable right to set off the recognised amounts, and it is intended to realise the asset and settle the liability on a net basis or simultaneously.

Deferred tax

Deferred tax is recognised in respect of temporary differences between the carrying amounts of assets and liabilities for financial reporting purposes and the corresponding amounts used for taxation purposes. Deferred tax is also recognised in respect of carried forward tax losses and tax credits, if any.

Deferred tax assets are recognised for unused tax losses, unused tax credits and deductible temporary differences to the extent that it is probable that future taxable profits will be available against which they can be used. Deferred tax assets – unrecognised or recognised, are reviewed at each reporting date and are recognised/ reduced to the extent that it is probable/ no longer probable respectively that the related tax benefit will be realised.

Deferred tax is measured at the tax rates that are expected to apply to the period when the asset is realised or the liability is settled, based on the laws that have been enacted or substantively enacted by the reporting date.

The measurement of deferred tax reflects the tax consequences that would follow from the manner in which the Company expects, at the reporting date, to recover or settle the carrying amount of its assets and liabilities.

  • (p) Borrowing cost

Borrowing costs are interest and other costs incurred in connection with the borrowing of funds. Borrowing costs directly attributable

to acquisition or construction of an asset which necessarily take a substantial period of time to get ready for their intended use are capitalised as part of the cost of that asset. Other borrowing costs are recognised as an expense in the period in which they are incurred.

  • (q) Segment reporting

Operating segments are reported in a manner consistent with the internal reporting provided to the Chief Operating Decision Maker (CODM) of the Company. The CODM is responsible for allocating resources and assessing performance of the operating segments of the Company. For the disclosure on reportable segments see Note 43.

  • (r) Cash and cash equivalents

Cash and cash equivalents comprise cash and cheques in hand, bank balances, demand deposits with banks where the original maturity is three months or less and other short term highly liquid investments.

  • (s) Investments in subsidiaries and associates

The Company has elected to recognise its investments in subsidiary and associate companies at cost in accordance with the option available in Ind AS 27, Separate Financial Statements.

  • (t) Cash flow statement

Cash flows are reported using the indirect method, whereby profit for the period is adjusted for the effects of transactions of a non-cash nature, any deferrals or accruals of past or future operating cash receipts or payments and item of income or expenses associated with investing or financing cash flows. The cash flows from the operating, investing and financing activities of the Company are segregated. In the cash-flow statement, cash and cash equivalents are shown net of bank overdrafts, which are included as current borrowings in liabilities on the balance sheet.

NOTES TO THE STANDALONE FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2025 (CONTD.)

  • (u) The Dividend Distribution to equity shareholders:

The Holding Company recognises a liability to make cash distributions to equity holders when the distribution is authorised and the distribution is no longer at the discretion of the Holding Company. A distribution is authorised when it is approved by the shareholders. A corresponding amount is recognised directly in other equity.

  • (v) Earnings per share

Basic earnings per equity share are computed by dividing the net profit attributable to the equity holders of the Company by the weighted average number of equity shares outstanding during the period. Diluted earnings per equity share is computed by dividing the net profit attributable to the equity holders of the Holding Company by the weighted average number of equity shares considered for deriving basic earnings per equity share and also the weighted average number of equity shares that could have been issued upon conversion of all dilutive potential equity shares. The dilutive potential equity shares are adjusted for the proceeds receivable had the equity shares been actually issued at fair value (i.e. the average market value of the outstanding equity shares). Dilutive potential equity shares are deemed converted as of

the beginning of the period, unless issued at a later date. Dilutive potential equity shares are determined independently for each period presented. The number of equity shares and potentially dilutive equity shares are adjusted retrospectively for all periods presented for any share splits and bonus shares issues including for changes effected prior to the approval of the financial statements by the Board of Directors.

2.6 Recent pronouncements

Ministry of Corporate Affairs (“MCA”) notifies new standards or amendments to the existing standards under Companies (Indian Accounting Standards) Rules as issued from time to time. For the year ended March 31, 2025, MCA has notified Ind AS – 117 Insurance Contracts and amendments to Ind AS 116 – Leases, relating to sale and leaseback transactions, applicable to the Company w.e.f. April 1, 2024.

The Company has reviewed the new pronouncements and based on its evaluation has determined that it does not have any significant impact in its financial statements.

2.7 Rounding off

Amounts in these Financial Statements are rounded off to the nearest Lakhs except Earnings per share. The amount “0” (zero) represents value, which is less than ` 1 Lakh.

Elecon Engineering Company Limited

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65[th] Annual Report 2024-25

157

~~Financial S~~ tatements

Corporate Overview Statutory Reports 01-32 33-123 124-279

NOTES TO THE STANDALONE FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2025 (CONTD.)

(`in Lakhs)
Capital work
in progress
(CWIP)
27,434
7,350
44,349
172
291
647
702
1
80,946
12
336
1,277
764
-
253
7
231
-
2,868
2,925
-
-
(485)
-
(6)
-
-
-
(491)
-
-
-
-
-
-
-
-
-
(2,868)
27,770
8,627
44,628
172
538
654
933
1
83,323
69
14
4,721
1,028
1,360
131
110
7,364
7,954
-
-
-
-
-
-
-
-
-
-
-
(378)
-
(8)
-
-
-
(386)
-
-
-
-
-
-
-
-
-
-
(7,364)
27,784
13,348
45,278
172
1,890
785
1,043
1
90,301
659
-
4,541
22,824
126
209
433
206
1
28,340
-
381
3,089
12
45
128
217
-
3,872
-
-
-
-
-
-
-
-
-
-
-
(388)
-
(5)
-
-
-
(393)
-
4,922
25,525
138
249
561
423
1
31,819
-
354
2,524
9
296
71
182
3,436
-
-
(294)
-
(1)
-
-
-
(295)
-
-
-
-
-
-
(11)
-
(11)
-
5,276
27,755
147
544
632
594
1
34,949
27,784
8,072
17,523
25
1,346
153
449
-
55,352
Total
Other
Equipments
Electrical
Installations
& fttings
Ofce
Equipments
Vehicles
Furniture &
Fixtures
Plant &
Equipments
Buildings
Freehold
Land
Particulars

NOTES TO THE STANDALONE FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2025 (CONTD.)

(ii) Title Deeds of Immovable Properties not held in the name of the Company

Relevant line item in the Balance
Sheet
Gross
carrying
value
(`in Lakhs)
Title deeds
held in the
name of
Whether title deed
holder
is a promoter,
director or
relative of
promoter /
director or
employee of
promoter /
director
Property held
since which
date
Reason for not
being held in
the name of
the Compan
Property, Plant & Equipment
LAND
Survey No.75/2, 76/1/P-1,
79/P/1, 82/P-1/P-1, 94/P-1/P-1,
100/P-1, 99/1/P-1, 108/P-4/P-1
Naransari, Bhachau, Kutch
46
Veer Energy &
Infrastructure
Ltd.
No
29-Aug-08
Mutation
Pending

3 (iii) The following is the movement in Right Of use Assets (ROU) during the year ended March 31, 2025:

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(in Lakhs)<br>Particulars Leasehold Building Plant & Total<br>Land Equipment<br>I. Cost<br>As at April 01, 2023 5,595 57 23 5,675<br>Additions 29 - 2,930 2,959<br>Deduction - (57) (14) (71)<br>As at March 31, 2024 5,624 - 2,939 8,563<br>Addition during the year 981 - 15,231 16,212<br>Deductions - - (5,010) (5,010)<br>As at March 31, 2025 6,605 - 13,160 19,765<br>II. Accumulated Depreciation<br>As at April 01, 2023 338 45 17 400<br>Depreciation during the year 136 2 10 148<br>Deduction - (47) (14) (61)<br>As at March 31, 2024 474 - 13 487<br>Depreciation during the year 152 - 1,328 1,480<br>Deductions - (215) (215)<br>As at March 31, 2025 626 - 1,126 1,752<br>Carrying value (net) as at March 31, 2025 5,979 - 12,034 18,013<br>Carrying value (net) as at March 31, 2024 5,150 - 2,926 8,076<br>(iv) Capital work in progress (CWIP) Ageing Schedule<br>( in Lakhs)
Capital work in progress (CWIP) Amount in CWIP for the period of
Less than 1 1-2 years 2-3 years More than 3 Total
year years
As at March 31, 2024
Projects in progress 69 - - - 69
As at March 31, 2025
Projects in progress 659 - - - 659
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Note: There are no projects whose completion is overdue or has exceeded its cost as at Balance Sheet date.

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65[th] Annual Report 2024-25

~~Financial S~~ tatements Corporate Overview Statutory Reports 01-32 33-123 124-279

NOTES TO THE STANDALONE FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2025 (CONTD.)

4 INVESTMENT PROPERTY

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(` in Lakhs)
Particulars Land Office Building Total
Cost
As at April 01, 2023 2,300 336 2,636
Addition - - -
As at March 31, 2024 2,300 336 2,636
Addition - - -
As at March 31, 2025 2,300 336 2,636
Accumulated depreciation
As at April 01, 2023 - 113 113
Depreciation for the year - 11 11
Deductions - - -
As at March 31, 2024 - 124 124
Depreciation for the year - 11 11
As at March 31, 2025 - 135 135
Carrying value (net)
As at March 31, 2025 2,300 201 2,501
As at March 31, 2024 2,300 212 2,512
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Information regarding income and expenditure of Investment property

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(` in Lakhs)
Particulars Year ended Year ended
March 31, 2025 March 31, 2024
Rental income derived from Investment property 16 14
Less: Direct operating expenses (including repairs and maintenance) 4 2
generating rental income
Profit arising from Investment property before depreciation and indirect 12 12
expenses
Less: Depreciation 11 11
Profit arising from Investment property before indirect expenses 1 1
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Notes :

  • 1) The Company has no restrictions on the realisability of its Investment property and no contractual obligations to purchase, construct or develop investment property or for repairs, maintenance and enhancements.

NOTES TO THE STANDALONE FINANCIAL STATEMENTS

FOR THE YEAR ENDED MARCH 31, 2025 (CONTD.)

Estimation of fair value

As at March 31, 2025 and March 31, 2024 the fair values of the property are based on valuations performed by Registered Valuer as defined under rule 2 of the Companies (Registered Valuers and Valuation) Rules 2017.

Valuation model used in determination of investment property fair values is in accordance with the recommended valuation techniques by the International Valuation Standards Committee.

The Company obtains independent valuations for its investment property at least annually. The best evidence of fair value is current prices in an active market for similar properties.

The valuation of investment property as at March 31, 2025 and March 31, 2024 is done based on market feedback on values of similar properties and hence considered under “Level 2” of fair value measurement.

5 OTHER INTANGIBLE ASSETS

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(` in Lakhs)
Particulars Computer Software Licenses Total
Cost
As at April 01, 2023 732 40 772
Additions 35 108 143
Deductions - - -
As at March 31, 2024 767 148 915
Additions 219 - 219
Deductions - - -
As at March 31, 2025 986 148 1,134
Accumulated amortisation
As at April 01, 2023 587 31 618
Amortisation for the year 63 31 94
Deductions - - -
As at March 31, 2024 650 62 712
Amortisation for the year 92 39 131
Deductions - - -
As at March 31, 2025 742 101 843
Carrying value (net)
As at March 31, 2025 244 47 291
As at March 31, 2024 117 86 203
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Note:

Fair value of the Investment property are as under:

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(` in Lakhs)
Fair value Land Office Building
Balance as at April 01, 2023 2,888 663
Fair value increase/(decrease) for the year 166 9
Purchases / (Sale) - -
Balance as at March 31, 2024 3,054 672
Fair value increase/(decrease) for the year 33 35
Purchases / (Sale) - -
Balance as at March 31, 2025 3,087 707
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  1. There are no Intangible Assets under development as on March 31, 2025 and March 31, 2024.

6 NON-CURRENT FINANCIAL ASSETS - INVESTMENTS

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(` in Lakhs)
Particulars March 31, 2025 March 31, 2024
Investment in subsidiary companies (Fully paid-up) (at cost) - Unquoted
(Refer note 2.5(s))
(a) 12,486,287 equity shares (March 31, 2024 : 12,486,287 equity shares) 11,297 11,297
of GBP 1 each of Radicon Transmission UK Limited - United Kingdom
(b) 897,844 equity shares (March 31, 2024 : 897,844 equity shares) of S$ 248 248
1 each of Elecon Singapore Pte. Limited
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~~Financial S~~ tatements

NOTES TO THE STANDALONE FINANCIAL STATEMENTS

FOR THE YEAR ENDED MARCH 31, 2025 (CONTD.)

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(in Lakhs)<br>Particulars March 31, 2025 March 31, 2024<br>(c) 600 equity shares (March 31, 2024 : 600 equity shares) of AED 1000 73 73<br>each of Elecon Middle East FZE<br>(A) 11,618 11,618<br>Investment in associates ( Fully paid-up) (at cost) (Refer note 2.5(s))<br>Quoted<br>(a) 958,426 equity Shares (March 31, 2024 : 958,426 equity shares) of 217 217<br> 10 each of Eimco Elecon (India) Limited
(B) 217 217
Investments carried at fair value through profit and loss:
Investment in equity shares
(i) Unquoted
(a) 30 equity shares (March 31, 2024: 30 equity shares) of ` 500 0 0
each of Charotar Gas Sahakari Mandali Limited #
Investment in Mutual Fund
(i) Quoted
(a) 18,000 units (March 31, 2024 : 36,500 units) of SBI Magnum 1,074 2,023
Ultra SD Fund ##
(C) 1,074 2,023
Total Investments (A+B+C) 12,909 13,858
Aggregate value of quoted investments (including investments in 217 217
associates)
Aggregate market value of quoted investments (other than investments in - -
associates)
Aggregate value of unquoted investments (including investments in 12,692 13,641
subsidiaries and associates)
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The Company’s investments on disposal will fetch only the principal amount invested and hence the Company considers cost and fair value to be the same.

Corporate Overview Statutory Reports 01-32 33-123

124-279

NOTES TO THE STANDALONE FINANCIAL STATEMENTS

FOR THE YEAR ENDED MARCH 31, 2025 (CONTD.)

8 INCOME TAX ASSETS (NET)

(`in Lakhs)
Particulars March 31, 2025
March 31, 2024
Income tax assets (net)
Total income tax assets(net)
1,253
1,046
1,253
1,046

9 OTHER NON-CURRENT ASSETS

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(` in Lakhs)
Particulars March 31, 2025 March 31, 2024
Unsecured, considered good
Capital advances 1,311 2,981
Expenses paid in advance 47 80
Balances with government authorities (including amounts paid under 515 617
protest)
Total other non-current assets 1,873 3,678
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10 INVENTORIES

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(in Lakhs)<br>Particulars March 31, 2025 March 31, 2024<br>(At lower of cost and net realisable value)#<br>Raw materials 4,932 3,941<br>[(Includes Goods in transit 631 Lakhs (March 31, 2024: ` 15 Lakhs)]
Work-in-progress 7,329 5,754
Finished goods 2,572 1,587
Goods in transit 1,389 3,974
Stores and spares 336 157
Total inventories 16,558 15,413
Carrying amount of inventories pledged as security for liabilities 16,558 15,413
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Net of inventory allowance aggregating to 1,494 Lakhs (March 31, 2024: 1,414 Lakhs)

Pledged with State Bank of India as margin for availing Non-Fund Based limits.

7 Financial asset - Other financial assets

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(` in Lakhs)
Particulars March 31, 2025 March 31, 2024
Current Non-current Current Non-current
Unsecured, considered good
Deposits with banks earmarked as margin money - 1 - 456
Deposits with banks having original maturity of more 355 1 4,845 97
than 12 months
Security Deposits # 271 - 219 -
Accrued Interest on Fixed Deposits 89 - 346 -
Accrued Interest on Investments 703 - 195 -
Total other financial assets 1,418 2 5,605 553
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Security deposits are primarily in relation to public utility services, tender deposits and rental properties.

11 CURRENT FINANCIAL ASSETS - INVESTMENTS

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(` in Lakhs)
Particulars March 31, 2025 March 31, 2024
Investment at FVTPL
Exchange Traded Funds : Quoted 955 552
Infrastructure Investment Trust (InvITs): Quoted - 830
Non Convertible Market Linked Debentures : Quoted 25,933 12,464
Mutual Funds : Quoted 15,641
Less: Amount pledged disclosed as Non current Investment (1,074) 14,567 6,482
Total Current Financial assets - Investments 41,455 20,328
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12 TRADE RECEIVABLES

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(` in Lakhs)
Particulars March 31, 2025 March 31, 2024
Secured, considered good - -
Unsecured, considered good 58,868 42,455
Credit impaired 1,062 -
59,930 42,455
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NOTES TO THE STANDALONE FINANCIAL STATEMENTS

FOR THE YEAR ENDED MARCH 31, 2025 (CONTD.)

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----- Start of picture text -----

(` in Lakhs)
Particulars March 31, 2025 March 31, 2024
Less : Allowance for expected credit loss # (2,422) (1,802)
Total Trade receivables 57,508 40,653
Receivables from related parties (Refer note 39) 3,186 3,872
Receivables from others 54,322 36,781
Total 57,508 40,653
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Allowance for expected credit loss (ECL)

Allowance for Expected Credit Loss is calculated based on the ECL model as described under Ind AS 109. Refer Note 2.5 (i) and Note 37(b) for the Company’s accounting policy and basis of calculating ECL allowance.

Movement in allowance for expected credit loss :

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(` in Lakhs)
Particulars March 31, 2025 March 31, 2024
Balance at the beginning of the year 1,802 1,050
Add : Allowance for the year 1,259 932
Less : Reversal of allowance (639) (180)
Balance at the end of the year 2,422 1,802
Doubtful trade receivables written off - -
Total charges to Statement of Profit and Loss 620 752
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12A TRADE RECEIVABLES (CURRENT)

  • (1) For the year ending March 31 2025

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(` in Lakhs)
Particulars Outstanding for following periods from due date of payment
Not Due Less than 6 months 1-2 years 2-3 years More than Total
6 months - 1 year 3 years
(i) Undisputed Trade 34,219 22,380 1,303 263 177 120 58,462
receivables – considered
good
(ii) Undisputed Trade - - - - - - -
Receivables – which
have significant increase
in credit risk
(iii) Undisputed Trade -
Receivables – credit
impaired
(iv) Disputed Trade 2 - 5 163 17 220 407
Receivables– considered
good
(v) Disputed Trade - - - - - - -
Receivables – which
have significant increase
in credit risk
(vi) Disputed Trade - - - 154 - 908 1,062
Receivables – credit
impaired
Less: ECL Provision (2,422)
Total 34,221 22,380 1,308 580 194 1,248 57,508
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NOTES TO THE STANDALONE FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2025 (CONTD.)

(2) For the year ending March 31 2024.

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----- Start of picture text -----

(` in Lakhs)
Particulars Outstanding for following periods from due date of payment
Not Due Less 6 months 1-2 years 2-3 years More Total
than 6 - 1 year than 3
months years
(i) Undisputed Trade 20,531 18,066 1,333 635 197 306 41,068
receivables – considered
good
(ii) Undisputed Trade - - - - - - -
Receivables – which
have significant increase
in credit risk
(iii) Undisputed Trade - - - - - - -
Receivables – credit
impaired
(iv) Disputed Trade 18 106 55 67 112 1,029 1,387
Receivables– considered
good
(v) Disputed Trade - - - - - - -
Receivables – which
have significant increase
in credit risk
(vi) Disputed Trade - - - - - - -
Receivables – credit
impaired
Less: ECL Provision (1,802)
Total 20,549 18,172 1,388 702 309 1,335 40,653
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Above includes retention money receivable amounting to ` 3,706 Lakhs.

13 CASH AND BANK BALANCES

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(` in Lakhs)
Particulars March 31, 2025 March 31, 2024
(a) Cash and cash equivalents
Balance with banks
Current accounts and debit balance in cash credit accounts 681 867
Remittance in transit 11 -
Deposits with banks (with maturity up to 3 months) 8,620 1,903
Cash on hand - -
Total cash and cash equivalents 9,312 2,770
(b) Other bank balances
Deposits with banks earmarked as margin money 5,283 3,497
Deposits with banks having original maturity of more than 3 months 1,744 5,308
but less than 12 months
Unpaid dividend accounts 74 60
Total other bank balances 7,101 8,865
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Above includes retention money receivable amounting to ` 4,536 Lakhs.

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~~Financial S~~ tatements Corporate Overview Statutory Reports 01-32 33-123 124-279

NOTES TO THE STANDALONE FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2025 (CONTD.)

14 OTHER CURRENT ASSETS

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(` in Lakhs)
Particulars March 31, 2025 March 31, 2024
Unsecured, considered good
Advance to suppliers 2,173 281
Receivable from government authorities 105 257
Less: Provision for doubtful balances - (246)
105 11
Expenses paid in advance 602 431
Other Receivables 5 29
Gratuity paid in advance 14 -
Contract assets 434 31
Export Incentive receivable 135 40
Total other current assets 3,468 823
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15 EQUITY SHARE CAPITAL

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(in Lakhs)<br>Particulars March 31, 2025 March 31, 2024<br>No. of shares in Lakhs No. of shares in Lakhs<br>Authorised share capital<br>Equity shares of 1 each (previous year 2 each) 45,50,00,000 4,550 22,75,00,000 4,550<br>Cumulative Redeemable Preference Shares of 2 2,50,00,000 500 2,50,00,000 500
each
Non-cumulative non-convertible Redeemable 1,27,50,000 12,750 1,27,50,000 12,750
Preference Shares of 100 each<br> 49,27,50,000 17,800 26,52,50,000 17,800<br>Issued, subscribed and fully paid up<br>Equity shares of 1 each (previous year ` 2 each) 22,43,99,930 2,244 11,21,99,965 2,244
Total equity share capital 22,43,99,930 2,244 11,21,99,965 2,244
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15.1 Reconciliation of shares outstanding at the beginning and at the end of the reporting year

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(in Lakhs)<br>Particulars March 31, 2025 March 31, 2024<br>No. of shares in Lakhs No. of shares ` in Lakhs
At the beginning of the year 11,21,99,965 2,244 11,21,99,965 2,244
Increase in the number of shares on account of 11,21,99,965 - - -
sub-division of equity shares (Refer note below)
At the end of the year 22,43,99,930 2,244 11,21,99,965 2,244
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Note : The Board of Directors at their Meeting held on April 19, 2024 approved the sub-division of each equity share of face value of 2 each fully paid-up into 2 equity shares of face value of 1 each fully paid-up. The same has been approved by the Members at their Annual General Meeting held on June 25, 2024. The effective date for the sub-division was July 19, 2024 (“Record Date”).

NOTES TO THE STANDALONE FINANCIAL STATEMENTS

FOR THE YEAR ENDED MARCH 31, 2025 (CONTD.)

15.2 Rights, preferences and restrictions attached to the equity shares

The Company has only one class of Equity Shares having a par value of ` 1 per share. Each shareholder is eligible for one vote per share held. The dividend proposed by the Board of Directors is subject to the approval of the shareholders in the ensuing Annual General Meeting, except in case of interim dividend, which is approved by Board of Directors. In the event of liquidation, the equity shareholders are eligible to receive the remaining assets of the Company after distribution of all preferential amounts, in proportion to their shareholding.

15.3 Number of shares held by each shareholder holding more than 5% shares in the Company

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(in Lakhs)<br>Name of the shareholders March 31, 2025 March 31, 2024<br>No. of shares % of No. of shares % of<br>shareholding shareholding<br>Equity shares of 1 each fully paid held by
(previous year ` 2 each):
Aakaaish Investments Private Limited 10,46,04,474 46.62 5,23,02,237 46.62
K. B. Investments Private Limited 1,94,47,548 8.67 97,23,774 8.68
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15.4 Number of Shares held by Promoters/Promoter Group

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(` in Lakhs)
Sr. Name of the Promoters/ March 31, 2025 March 31, 2024 % Change
No. Promoter Group No. of Shares % of Total No. of Shares % of Total during the
Shares Shares year
1 Prayasvin Bhanubhai Patel 39,25,864 1.75% 19,62,932 1.75% 0.00%
2 Trupti Pradip Patel 28,62,116 1.28% 14,31,058 1.28% 0.00%
3 B I Patel-HUF (Bhanubhai Patel- 4,54,980 0.20% 2,27,490 0.20% 0.00%
Karta)
4 Taruna Patel 4,37,834 0.20% 2,18,917 0.20% 0.00%
5 Aishwarya P. Patel 10,440 0.00% 5,220 0.00% 0.00%
6 Akansha P. Patel 12,36,940 0.55% 6,18,470 0.55% 0.00%
7 Aakaaish Investments Private 10,46,04,474 46.62% 5,23,02,237 46.62% 0.00%
Limited
8 K B Investments Private Limited 1,94,47,548 8.67% 97,23,774 8.67% 0.00%
9 Power Build Private Limited 31,920 0.01% 15,960 0.01% 0.00%
10 Emtici Engineering Limited - 0.00% - 0.00% 0.00%
11 Prayas Engineering Limited - 0.00% - 0.00% 0.00%
12 Elecon Information Technology - 0.00% - 0.00% 0.00%
Limited
13 Akaaish Mechatronics Limited - 0.00% - 0.00% 0.00%
14 Akaaish Printing Press Private - 0.00% - 0.00% 0.00%
Limited (formerly known as
Speciality Woodpack Private
Limited)
15 Aisho Tours and Travels Limited - 0.00% - 0.00% 0.00%
(Formerly known as Wizard
Fincap Limited)#
16 Lotus Trust$ - 0.00% - 0.00% 0.00%
Total holding of Promoters and 13,30,12,116 59.27% 6,65,06,058 59.27% -
Promoter Group
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65[th] Annual Report 2024-25

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Financial S tatements
Corporate Overview Statutory Reports
01-32 33-123 124-279
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NOTES TO THE STANDALONE FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2025 (CONTD.)

Note : The Board of Directors at their Meeting held on April 19, 2024 approved the sub-division of each equity share of face value of 2 each fully paid-up into 2 equity shares of face value of 1 each fully paid-up. The same has been approved by the Members at their Annual General Meeting held on June 25, 2024. The effective date for the sub-division was July 19, 2024 (“Record Date”).

Reclassified under Public category of shareholders w.e.f. October 23, 2024.

$ Ultimate beneficiary.

16 OTHER EQUITY

16.1 Other reserves

(` in Lakhs)

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Balance General Securities Capital Retained Total
Reserve Premium Reserve Earnings
As at April 01, 2023 44,133 2,878 4,942 53,739 1,05,692
Total comprehensive income
for the period
Profit for the year - - - 30,316 30,316
Remeasurements of post- - - - (135) (135)
employment benefit obligation,
(net of tax) accounted through
other comprehensive income
Balance available for 44,133 2,878 4,942 83,920 1,35,873
appropriation
Appropriations
Dividend paid - - - (3,366) (3,366)
As at March 31, 2024 44,133 2,878 4,942 80,554 1,32,507
Profit for the year - - - 34,003 34,003
Remeasurements of post- - - - (61) (61)
employment benefit obligation,
(net of tax) accounted through
other comprehensive income
Balance available for 44,133 2,878 4,942 1,14,496 1,66,449
appropriation
Appropriations
Dividend paid - - - (3,366) (3,366)
As at March 31, 2025 44,133 2,878 4,942 1,11,130 1,63,083
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16.2 Dividend distribution made and proposed

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Particulars March 31, 2025 March 31, 2024
Dividends on equity shares declared and paid
Final dividend for year ended March 31, 2024: 2 per share (March 31, 2,244 2,244<br>2023: 2 per share)
Interim dividend for FY 2024-25: 0.5 per share 1,122 1,122<br> 3,366 3,366<br>Proposed dividend on Equity shares<br>Final dividend proposed for the year ended March 31, 2025: 1.50 per 3,366 2,244
share (March 31, 2024: ` 2 per share)
3,366 2,244
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NOTES TO THE STANDALONE FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2025 (CONTD.)

16.3 Description of Reserves

General Reserve

General Reserve represents appropriation of retained earnings and are available for distribution to shareholders.

Securities Premium

Securities premium is used to record the premium received on issue of shares. It is utilised in accordance with the provisions of the Companies Act, 2013.

Capital Reserve

  • a) Capital reserve amounting to ` 4,259 Lakhs is recorded in bargain purchase transaction of business combination in which the fair value of acquired net assets exceeded the purchase consideration. Capital reserve is not available for dividend distribution.

  • b) Capital Reserve amounting to ` 683 Lakhs represent difference between book value of the net assets and reserves of Elecon Transmission International Limited (‘ETIL’) and investment in equity shares of Elecon Transmission International Limited.

Retained Earnings

Retained earnings represents surplus/accumulated earnings of the Company and are available for distribution to shareholders.

17 BORROWINGS

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(` in Lakhs)
Particulars March 31, 2025 March 31, 2024
Working capital loans (at amortised cost)
From banks (Refer note 17.1) 331 -
Less : Accrued interest - -
Total current borrowings 331 -
Total borrowings 331 -
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17.1 Nature of Securities {Loans repayable on demand}

  • i) Working Capital Loans from banks granted by Consortium of Banks consisting of State Bank of India (As Lead Bank), Axis Bank, IDBI Bank and HDFC Bank (Including guarantees issued by them in favour of various clients of the Company) are secured by:-

  • a) First pari passu hypothecation charge over all the current assets of the Company, present and future.

  • b) Omnibus Counter Guarantee of the Company for consortium BG limits

  • c) Extension of first pari passu hypothecation charge over property, plant and equipment (movable and immovable) present and future, excluding certain assets specifically / exclusively charged to other banks/ financial institutions.

  • d) Undertaking for non disposal of various land parcels of the Company as per loan sanction letter.

e) Securities released by Consortium of Banks during the current year:

  • Registered mortgage on factory land and building as per NOC.

  • f) Rate of Interest for Loan from banks during the year ended:

Proposed dividend on equity shares is subject to approval at the ensuing Annual General Meeting and is not recognised as a liability as at March 31, 2025.

Elecon Engineering Company Limited

168

169

65[th] Annual Report 2024-25

~~Financial S~~ tatements

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----- Start of picture text -----

Corporate Overview Statutory Reports
01-32 33-123 124-279
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NOTES TO THE STANDALONE FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2025 (CONTD.)

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(` in Lakhs)
Name of the Bank Interest Rate %
March 31, 2025 March 31, 2024
State Bank of India 8.70% to 9.05% 8.60% to 8.70%
IDBI Bank Ltd. 8.90% to 9.30% 8.00% to 8.90%
Axis Bank Ltd. 8.75% to 9.10% 5.45% to 9.10%
HDFC Bank Ltd. 9.20% to 9.45% 6.75% to 9.20%
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g) Borrowings secured against Current Assets

Borrowings secured against Current Assets Borrowings secured against Current Assets Borrowings secured against Current Assets Borrowings secured against Current Assets Borrowings secured against Current Assets Borrowings secured against Current Assets Borrowings secured against Current Assets
(`in Lakhs)
Quarter
ended
Name of
Bank
Details of
security
provided
Amount as
per Books
Amount
reported in
quarterly
returns
Amount of
Difference
Reasons for
material
discrepancies#
June 2024
Consortium of
Banks led by
State Bank of
India
Inventory
18,025
18,025
-
NA
Receivables
30,841
30,841
-
September 2024
Inventory
19,314
19,314
-
Receivables
40,738
40,738
-
December 2024
Inventory
22,805
22,805
-
Receivables
40,998
40,998
-
March 2025
Inventory
16,558
16,558
-
Receivables
57,508
57,508
-

Considered upto 5% of amount reported in quarterly returns.

18 NON-CURRENT PROVISIONS

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(` in Lakhs)
Particulars March 31, 2025 March 31, 2024
Provision for employee benefits
Provision for compensated absences (Refer note - 40) 8 1
Other Provision
Provision for warranty 266 574
Total non-current provisions 274 575
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19 OTHER NON CURRENT LIABILITY

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(` in Lakhs)
Particulars March 31, 2025 March 31, 2024
Deferred government grant (Refer Note19.1):
EPCG Obligation 299 -
Amount received under protest # 1,845 1,845
Total non-current provisions 2,144 1,845
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Amount received against arbitration award from customer pending disposal of the litigation with higher court.

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19.1 Particulars March 31, 2025 March 31, 2024
Opening balance at the beginning of the year - 76
Received during the year 299 -
Released to the Statement of Profit and Loss - (76)
Closing balance at the end of the year 299 -
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NOTES TO THE STANDALONE FINANCIAL STATEMENTS

FOR THE YEAR ENDED MARCH 31, 2025 (CONTD.)

20 TRADE PAYABLES

(` in Lakhs)

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Particulars March 31, 2025 March 31, 2024
Total Outstanding dues of micro and small enterprises 5,573 5,759
Total Outstanding dues of creditors other than micro and small enterprises 17,536 9,711
Total trade payables 23,109 15,470
Dues to related parties (Refer note - 39) 1,541 1,422
Dues to third parties 21,568 14,048
23,109 15,470
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Includes retention money payable to creditors amounting to 43 Lakhs (March 31, 2024 - 3 Lakhs)

Details of Dues to Micro, Small & Medium Enterprises (MSME) as defined under MSMED Act, 2006

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(` in Lakhs)
Particulars March 31, 2025 March 31, 2024
Principal amount remaining unpaid to any supplier as at the period end 5,573 5,759
Interest due thereon - -
The amount of payment made to supplier beyond appointed date 26,503 21,826
Interest paid thereon - -
Amount of interest due and payable for the period of delay in making - -
payment (which have been paid but beyond the appointed day during the
period) but without adding the interest specified under the MSMED, 2006
Amount of interest accrued and remaining unpaid at the end of the - -
accounting year.
The amount of further interest remaining due and payable even in the - -
succeeding years, until such date when the interest dues as above are
actually paid to the small enterprise for the purpose of disallowance as a
deductible expenditure under the MSMED Act, 2006
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Under the Micro, Small and Medium Enterprises Development Act, 2006 (“MSMED Act”), certain disclosures are required to be made relating to MSME. On the basis of the information and records available with the Company’s management, dues to MSME have been determined to the extent such parties have been identified on the basis of information collected till the reporting date and has been relied upon by the Statutory Auditors. The Management has not provided for interest due (if any) to these MSME parties basis, no claim being made for the same and management representation that the same would be waived. The disclosures as required by Section 22 of the MSMED Act are given above.

20A Trade payables (Current)

(1) For the year ending March 31, 2025

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(` in Lakhs)
Particulars Outstanding for following periods from
due date of payment
Not Due Less than 1 1-2 years 2-3 years More than 3 Total
year years
(i) MSME 4,573 997 3 - - 5,573
(ii) Others 12,697 4,839 - - - 17,536
(iii) Disputed dues – MSME - - - - - -
(iv) Disputed dues – Others - - - - - -
Total 17,270 5,836 3 - - 23,109
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Government assistance in the form of duty benefit availed under Export Promotion Capital Goods (EPCG) Scheme on purchase of property, plant and equipments accounted for as government grant. These grants will be recognised in statement of profit and loss on the basis of fulfillment of export obligation.

Elecon Engineering Company Limited

170

65[th] Annual Report 2024-25

171

~~Financial S~~ tatements 124-279

Corporate Overview Statutory Reports 01-32 33-123

NOTES TO THE STANDALONE FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2025 (CONTD.)

(2) For the year ending March 31, 2024

(`in Lakhs)
Particulars Outstanding for following periods from
due date of payment
Not Due Less than 1
year
1-2 years 2-3 years More than 3
years

Total
(i)
MSME
(ii) Others
(iii) Disputed dues – MSME
(iv) Disputed dues – Others
Total
4,916
843
-
-
-
8,217
1,475
11
-
9
-
-
-
-
-
-
-
-
-
-

5,759

9,711

-

-
13,133
2,318
11
-
9
15,470

21 LEASE LIABILITIES

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(` in Lakhs)
Particulars March 31, 2025 March 31, 2024
Current Non-current Current Non-current
Lease Liabilities 2,314 12,424 430 3,918
Total lease liabilities 2,314 12,424 430 3,918
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22 OTHER FINANCIAL LIABILITIES - CURRENT

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(` in Lakhs)
Particulars March 31, 2025 March 31, 2024
Security deposits 204 200
Unpaid dividend # 74 60
Managerial Remuneration payable 1,725 1,500
Other Employee payables 2,534 2,133
Payables against capital goods 322 613
Total other financial liabilities - Current 4,859 4,506
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There are no amounts due for payment to the Investor Education and Protection Fund under Section 125 of the Companies Act, 2013 as at the year end.

NOTES TO THE STANDALONE FINANCIAL STATEMENTS

FOR THE YEAR ENDED MARCH 31, 2025 (CONTD.)

Movement in Provisions:

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(` in Lakhs)
Particulars Provision for Provision for Provision for
contract liabilities Warranties Onerous contracts
Carrying amount as at March 31 2023 142 1,873 73
- -
Provision made / increase in provision 2,241
Provision amount used during the year (142) (1,873) (73)
Carrying amount as at March 31 2024 - 2,241 -
- -
Provision made / increase in provision 2,339
Provision amount used during the year 226 (2,241) -
Carrying amount as at March 31 2025 226 2,339 -
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Refer 2.5 (k) of material accounting policies.

Provision for contract liabilities - It includes provision for possible levy of liquidated damages and other estimated costs expected to be incurred by the Company on account of potential delays in meeting the contractual obligations of the Company with regard to agreed deliveries/commissioning.

Provision for warranties - A provision for warranties relates mainly to standard warranty on sale of the products manufactured by the Company. The provision is based on technical evaluation, historical warranty data and a weighing of all possible outcomes by their associated probabilities. The timing of the outflows is expected to be within a period of one year from the date of balance sheet.

Provision for onerous contracts - The Company has entered into various contracts primarily into material handling. Provision for onerous contract is measured at the present value of the lower of the expected cost of terminating the contract and the expected net cost of continuing with the contract. The movement of onerous contracts is recognised in cost of material consumed (Refer note 28).

25 CURRENT TAX LIABILITIES (NET)

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(` in Lakhs)
Particulars March 31, 2025 March 31, 2024
Provision for tax (net of taxes paid in advance) 546 523
Total current tax liabilities (net) 546 523
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23 OTHER CURRENT LIABILITIES

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(` in Lakhs)
Particulars March 31, 2025 March 31, 2024
Advance from customers 7,674 7,176
Statutory dues 3,783 2,527
Billing in excess of revenue - Contract liability 2,294 -
Total other current liabilities 13,751 9,703
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24 CURRENT PROVISIONS

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(` in Lakhs)
Particulars March 31, 2025 March 31, 2024
Provision for employee benefits (Refer note - 40)
Provision for compensated absences 5 28
Other Provisions
Provision for contract liabilities 226 -
Provision for warranties 2,073 1,667
Total provisions 2,304 1,695
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26 REVENUE FROM OPERATIONS

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(` in Lakhs)
Particulars Year ended Year ended
March 31, 2025 March 31, 2024
Sale of products (Refer note 43)
Transmission equipment sales
Local 1,02,644 1,12,200
Export sales 15,780 12,033
Material handling equipment
Local 45,895 27,756
Export sales 307 2
1,64,626 1,51,991
Sale of services
Service charges 4,173 2,628
4,173 2,628
Sale- Others 15,324 2,259
15,324 2,259
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Elecon Engineering Company Limited

172

173

65[th] Annual Report 2024-25

~~Financial S~~ tatements

Corporate Overview

Statutory Reports 01-32 33-123 124-279

NOTES TO THE STANDALONE FINANCIAL STATEMENTS

FOR THE YEAR ENDED MARCH 31, 2025 (CONTD.)

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----- Start of picture text -----

(` in Lakhs)
Particulars Year ended Year ended
March 31, 2025 March 31, 2024
Other operating revenue
Sale of scrap 1,450 1,249
Income from generation of electricity from renewable sources 1,165 1,426
Export incentives 374 414
2,989 3,089
Total revenue from operations 1,87,112 1,59,967
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27 OTHER INCOME

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(` in Lakhs)
Particulars Year ended Year ended
March 31, 2025 March 31, 2024
Interest income (measured at amortised cost):
- on deposits 784 1,176
- on investments 1,697 359
- on loans - 9
- others 2 56
Dividend income:
- From Associates 48 48
- From Others 15 39
Gain on sale of Property, plant and equipment (net) 81 261
Gain arising on financial assets at FVTPL (net) 1,003 65
Gain on sale of Investments at FVTPL (net) 104 90
Foreign exchange gain (net) 402 221
Rent income 385 329
Liabilities no longer payable written-back 133 552
Trade receivables previously written off, now recovered / advance written 524 327
back
Insurance claims - 372
Commission on Corporate Guarantee 12 29
Miscellaneous income 97 38
Total other income 5,287 3,971
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28 COST OF MATERIALS CONSUMED

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(` in Lakhs)
Particulars Year ended Year ended
March 31, 2025 March 31, 2024
Inventory at the beginning of the year 3,926 4,334
Add : Purchases during the year (See Note) 89,836 69,928
93,762 74,262
Less : Inventory at the end of the year 4,300 3,926
Total cost of material consumed 89,462 70,336
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Note:

NOTES TO THE STANDALONE FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2025 (CONTD.)

29 CHANGE IN INVENTORIES OF FINISHED GOODS AND WORK-IN-PROGRESS

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(` in Lakhs)
Particulars Year ended Year ended
March 31, 2025 March 31, 2024
(Increase) / decrease in inventories
Opening work-in-progress 5,754 6,789
Closing work-in-progress (7,329) (5,754)
(1,575) 1,035
Opening finished goods 5,561 5,303
Closing finished goods (3,961) (5,561)
1,600 (258)
Total change in inventories of finished goods and work-in-progress 25 777
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30 MANUFACTURING EXPENSES AND ERECTION CHARGES

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(` in Lakhs)
Particulars Year ended Year ended
March 31, 2025 March 31, 2024
Stores, tools and spares consumed 4,493 5,807
Sub-contracting charges 5,210 3,983
Power and fuel 2,715 2,696
Erection and other charges 741 803
Other manufacturing expenses 2,378 1,808
Total manufacturing expense and erection charges 15,537 15,097
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31 EMPLOYEE BENEFIT EXPENSES

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(` in Lakhs)
Particulars Year ended Year ended
March 31, 2025 March 31, 2024
Salaries, wages and bonus 11,970 10,369
Contribution to provident fund and other funds (Refer note - 40) 385 334
Employee welfare expenses 599 349
Total employee benefit expenses 12,954 11,052
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32 FINANCE COSTS

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(` in Lakhs)
Particulars Year ended Year ended
March 31, 2025 March 31, 2024
Interest expenses: #
- Interest on working capital 108 75
- Interest on lease 662 130
- Interest - others 8 157
Other borrowing costs (including guarantee charges) 215 232
Total finance costs 993 594
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Interest expenses are calculated under the Effective Interest Method and measured at amortised cost.

  • (i) includes 15,324 Lakhs of items traded during the current year (March 31, 2024: 2,259 Lakhs)

Elecon Engineering Company Limited

65[th] Annual Report 2024-25

174

175

~~Financial S~~ tatements

Corporate Overview Statutory Reports 01-32 33-123 124-279

NOTES TO THE STANDALONE FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2025 (CONTD.)

33 OTHER EXPENSES

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(` in Lakhs)
Particulars Year ended Year ended
March 31, 2025 March 31, 2024
Rent (Refer note 44.2) 1,037 1,249
Rates and taxes 174 169
Duties and Fees 110 224
Insurance expense 198 298
Repairs and maintenance:
- Building 1,918 944
-
Machinery 2,963 2,483
- Others 91 132
Computer software maintenance charges 1,652 1,331
Payment to auditors:
- Statutory Audit Fee 20 20
- For other services (Limited review, certification etc.) 21 17
- Tax Audit 4 4
- Other Services (Assurance for BRSR) 6 -
- Out of pocket expenses 2 2
Legal and professional fees 892 751
Directors sitting fees 15 14
Commission to non-executive directors 88 70
Travelling, communication and conveyance expenses 1,190 1,157
Bank charges 29 25
Packing, forwarding and distribution expenses (net of recoveries) 3,383 2,718
Commission and brokerage 5,131 4,869
Advertisements and sales promotion expenses 507 218
Warranty claims (Refer note 24) 344 881
Business Support Services 166 408
Doubtful trade receivables written off 354 904
Allowance for Expected Credit loss recognised / (reversed) (Refer note 12) 620 752
Donations - 8
Expenditure on corporate social responsibility (Refer note - 34) 524 293
Miscellaneous expenses 1,335 1,403
Total other expenses 22,775 21,344
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(i) Research and development expenditure accounted through statement of profit and loss aggregates 601 Lakhs (March 31, 2024: 375 Lakhs).

34 CORPORATE SOCIAL RESPONSIBILITY EXPENDITURE

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(` in Lakhs)
Particulars Year ended Year ended
March 31, 2025 March 31, 2024
(a) Amount of CSR required to be spent as per the limits of Section 135 of 519 288
companies Act, 2013
(b) Amount spent during the year 524 293
(c) Shortfall at the end of the year - -
(d) Total of Previous Year Shortfall - -
(e) Reason for shortfall Not Applicable Not Applicable
(f) Nature of CSR activity # #
(g) Details of Related party transaction ## 522 291
(h) where a provision is made with respect to a liability incurred by entering Not Applicable Not Applicable
into a contractual obligation, the movement in the provision during the
year
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Promoting Education and Healthcare

NOTES TO THE STANDALONE FINANCIAL STATEMENTS

FOR THE YEAR ENDED MARCH 31, 2025 (CONTD.)

35 EARNINGS PER SHARE

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Particulars Year ended Year ended
March 31, 2025 March 31, 2024
Basic & Diluted Earning Per Share (EPS)
a) Profit attributable to equity shareholders of the Company (` in Lakhs) 34,003 30,316
b) Weighted average number of equity shares outstanding during the year# 22,43,99,930 11,21,99,965
c) Earning per share (Basic and Diluted) (INR in ₹) 15.15 13.51
d) Face value per share (INR in ₹) 1 2
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The Company has sub-divided its 11,21,99,965 Equity Shares having face value of 2 (Two) per share into 22,43,99,930 Equity Shares having face value of 1 (One) per share effective from July 19, 2024 (“Record Date”). Accordingly, earnings per share of comparative periods presented is calculated based on number of shares outstanding in respective periods, as increased due to sub-division of its equity shares.

36 TAX EXPENSES

The major component of income tax expense for the years ended March 31, 2025 and March 31, 2024 are:

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(` in Lakhs)
Particulars Year ended Year ended
March 31, 2025 March 31, 2024
Current Tax:
Current tax expense for current year 11,838 10,155
Current tax expense/(income) pertaining to prior years (16) 176
(A) 11,822 10,331
Deferred Tax:
Deferred tax expense/(income) for current year (245) 153
Deferred tax benefit pertaining to prior years 15 (187)
(B) (230) (34)
Income tax expense reported in the Statement of Profit and Loss (A+B) 11,592 10,297
Other comprehensive income:
Deferred tax charge / (credit) on remeasurements losses of defined (20) (46)
benefit plans # (C)
Total tax expense (A+B+C) 11,572 10,251
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# Considered in tax reconciliation in A) below

Reconciliation of tax expense and the accounting profit multiplied by domestic tax rate for the year ended March 31, 2025 and March 31, 2024:

A) Current tax

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(` in Lakhs)
Particulars Year ended Year ended
March 31, 2025 March 31, 2024
Profit before tax 45,595 40,613
Statutory income tax rate 25.17% 25.17%
Tax using the Company's statutory tax rate 11,476 10,222
Tax effects of :
Income exempt from tax (37) (41)
Tax at special rate (10) -
Disallowable expenses 214 97
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Contribution made to B.I. Patel Charitable Trust, a related party.

Elecon Engineering Company Limited

176

65[th] Annual Report 2024-25

177

~~Financial S~~ tatements

Corporate Overview Statutory Reports 01-32 33-123 124-279

NOTES TO THE STANDALONE FINANCIAL STATEMENTS

FOR THE YEAR ENDED MARCH 31, 2025 (CONTD.)

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(` in Lakhs)
Particulars Year ended Year ended
March 31, 2025 March 31, 2024
Reversal of deferred liability on indexation of land (Refer note (i) (74) (20)
below)
Tax pertaining to Prior years (1) (11)
Others 5 4
96 29
Tax expense 11,572 10,251
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Notes:

  • (i) At the time of transition to Indian Accounting Standards (Ind AS) with effect from April 01, 2015, the Company had recognised the fair value of its land parcels in the books of account and had also recognised corresponding deferred tax liability considering the future tax obligation that would arise upon sale of land in the expected manner in future (sale of land parcels on a piecemeal basis, delinked from the business).

B) Deferred tax

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(` in Lakhs)
Particulars Balance as Accounted Balance as Accounted Balance as
at March 31, through at March 31, through at March 31,
2023 Statement 2024 Statement 2025
of Profit and of Profit and
loss and OCI loss and OCI
Deferred tax assets:
Provision for Impairment loss 447 68 515 95 610
recognised
Expenditure allowable on realised 19 (18) 1 (1) -
basis
Deferred tax on long term capital loss 7 2 9 (9) -
Deferred tax on other financing 111 (109) 2 131 133
arrangement
Expenditure allowable on payment (87) (54) (141) 53 (88)
basis
Deferred tax expense / (income) 125 46 171 20 191
accounted through OCI
Total Deferred tax assets 622 557 846
Deferred tax liabilities:
Depreciation for tax purposes (2,488) 128 (2,360) 114 (2,246)
Impact of fair valuation of financial (741) 20 (721) 91 (630)
assets
Deferred tax on fair value of (13) (3) (16) (244) (260)
investments/Derivatives
Total Deferred tax liabilities (3,242) (3,097) (3,136)
Net deferred tax assets/(liabilities) (2,620) 80 (2,540) 250 (2,290)
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NOTES TO THE STANDALONE FINANCIAL STATEMENTS

FOR THE YEAR ENDED MARCH 31, 2025 (CONTD.)

Reconciliation of deferred tax (liabilities) / assets (net):

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(` in Lakhs)
Reconciliation of deferred tax assets / (liabilities), net March 31, 2025 March 31, 2024
Balance at the beginning of the year (2,540) (2,620)
Tax income/(expense) during the period recognised in profit or loss 230 34
Tax income/(expense) during the period recognised in OCI 20 46
Balance at the end of the year (2,290) (2,540)
----- End of picture text -----

The Company offsets tax assets and liabilities if and only if it has a legally enforceable right to set off current tax assets and current tax liabilities and the deferred tax assets and deferred tax liabilities relate to income taxes levied by the same tax authority.

37 FINANCIAL INSTRUMENTS RISK MANAGEMENT OBJECTIVES AND POLICIES

The Company’s financial liabilities comprise mainly of borrowings, trade and other payables. The Company’s financial assets comprise mainly of investments, cash and cash equivalents, other balances with banks, loans, trade receivables and other receivables.

The Company is exposed to Market risk, Credit risk and Liquidity risk. The Board of the Company has constituted a Risk Management Committee to frame, implement and monitor the risk management plan for the Company. The said committee is responsible for reviewing the risk management plan and ensuring its effectiveness. The Audit Committee has additional oversight in the area of financial risks and controls. It also covers policies on specific risk areas such as currency risk, interest rate risk, credit risk and investment of surplus funds.

The following disclosures summarise the Company’s exposure to financial risks and information regarding use of derivatives employed to manage exposures to such risks. Quantitative sensitivity analysis have been provided to reflect the impact of reasonably possible changes in market rates on the financial results, cash flows and financial position of the Company.

(a) Market risk

Market risk is the risk that the fair value of future cash flows of a financial instrument will fluctuate because of changes in market prices. Market risk comprises three types of risks: interest rate risk, currency risk and other price risk. Financial instruments affected by market risk includes borrowings, investments, trade payables, trade receivables and loans.

Interest rate risk

Interest rate risk is the risk that the fair value or future cash flows of a financial instrument will fluctuate because of changes in market interest rates. The Company seeks to mitigate such risk by maintaining an adequate proportion of floating and fixed interest rate borrowings. As at March 31, 2025, approximately 100% of the Company’s borrowings which consist of cash credits for working capital are at fixed rate (March 31, 2024 : 100%). Summary of financial assets and financial liabilities has been provided below:

Exposure to interest rate risk

The interest rate profile of the Company’s interest - bearing financial instrument as reported to management is as follows:

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(` in Lakhs)
Particulars Year ended Year ended
March 31, 2025 March 31, 2024
Fixed-rate instruments
Financial Assets 41,937 28,570
Financial Liabilities - -
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Elecon Engineering Company Limited

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65[th] Annual Report 2024-25

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----- Start of picture text -----

Financial S tatements
Corporate Overview Statutory Reports
01-32 33-123 124-279
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NOTES TO THE STANDALONE FINANCIAL STATEMENTS

FOR THE YEAR ENDED MARCH 31, 2025 (CONTD.)

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----- Start of picture text -----

(` in Lakhs)
Particulars Year ended Year ended
March 31, 2025 March 31, 2024
Variable-rate instruments
Financial Assets - -
Financial Liabilities 331 -
----- End of picture text -----

Interest rate sensitivity

Profit or loss is sensitive to higher/lower interest expense from borrowings as a result of change in interest rates. The following table demonstrates the sensitivity of floating rate financial instruments to a reasonably possible change in interest rates. The risk estimates provided assume a parallel shift of 100 basis points interest rate across all yield curves. This calculation also assumes that the change occurs at the balance sheet date and has been calculated based on risk exposures outstanding as at that date. The period end balances are not necessarily representative of the average debt outstanding during the period.

representative of the average debt outstanding during the period.
(`in Lakhs)
Particulars Impact on Proft /
(loss) after tax
March 31, 2025
Increase in 100 basis points
Decrease in 100 basis points
2
(2)
March 31, 2024
Increase in 100 basis points -
Decrease in 100 basispoints -

Foreign currency risk

Foreign currency risk is the risk that the fair value or future cash flows of an exposure will fluctuate because of changes in foreign exchange rates. The Company transacts business in foreign currencies (primarily USD, EUR and GBP). Consequently, the Company has foreign currency trade payables and receivables and is therefore exposed to foreign exchange risk. The Company manages its foreign currency risk by following policies approved by board as per established risk management policy. The carrying amounts of the Company’s foreign currency denominated monetary items are as follows:

Exposure to Currency Risk:-

The summary of quantitative data about the Company’s exposure to currency risk (based on notional amounts) is as follows:

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(` in Lakhs)
Particular Year ended March 31, 2025 Year ended March 31, 2024
USD GBP EUR Total USD GBP EUR Total
Financial Assets
Trade receivables 3,379 114 278 3,771 2,452 273 620 3,345
Cash and cash 14 - 8 22 2 - 2 4
equivalents
Other financial assets - - - - - - - -
Loans 0 - - 0 - - - -
Total (A) 3,393 114 286 3,793 2,454 273 622 3,349
Financial Liabilities
Trade payables 68 - 1,539 1,607 123 - 252 375
Borrowings - - - - - - - -
Total (B) 68 - 1,539 1,607 123 - 252 375
Net exposure to foreign 3,325 114 (1,253) 2,186 2,331 273 370 2,974
currency (A-B)
----- End of picture text -----

NOTES TO THE STANDALONE FINANCIAL STATEMENTS

FOR THE YEAR ENDED MARCH 31, 2025 (CONTD.)

The Company is exposed to foreign currency risk on account of its receivables and payables. The functional currency of the Company is Indian Rupee. The Company has exposure to GBP, USD, EUR and other currencies. The Company has not hedged this foreign currency exposure as the Company has natural hedge for payables against receivables.

The following significant exchange rates have been applied during the year.

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----- Start of picture text -----

Rupees Average rate Year-end spot rate
As at Year ended As at Year ended As at Year ended As at Year ended
March 31, 2025 March 31, 2024 March 31, 2025 March 31, 2024
USD 1 84.48 82.80 85.58 83.37
GBP 1 108.02 103.58 110.74 105.29
EUR 1 91.27 89.91 92.32 90.22
----- End of picture text -----

Foreign currency sensitivity

The following table demonstrate the sensitivity to a reasonably possible change in USD, EUR and GBP rates to the functional currency of respective entity, with all other variables held constant. The Company’s exposure to foreign currency changes for all other currencies is not material. The impact on the Company’s profit before tax is due to changes in the fair value of monetary assets and liabilities.

(` in Lakhs)

Particular USD USD USD GBP GBP GBP EUR EUR EUR
Change in
exchange
rate
Proft /
(loss)
before
tax
Equity net
of tax
Change in
exchange
rate
Proft /
(loss)
before
tax
Equity net
of tax
Change in
exchange
rate
Proft /
(loss)
before
tax
Equity net
of tax
Year ended
March 31, 2025
Strengthening 1.00%
33
25
2.00%
2
2
1.00%
(13)
(9)
Weakening (33)
(25)
(2)
(2)
13
9
Year ended
March 31, 2024
Strengthening
Weakening
1.00%
23
17
2.00%
5
4
1.00%
4
3
(23)
(17)
(5)
(4)
(4)
(3)

(b) Credit risk

Credit risk is the risk that a counterparty will not meet its obligations under a financial instrument or customer contract, leading to a financial loss. The Company is exposed to credit risk primarily trade receivables and other financial assets including deposits with banks. The Company’s exposure and credit ratings of its counterparties are continuously monitored and the aggregate value of transactions is reasonably spread amongst the counterparties. Security deposits mainly includes rental deposits, earnest money deposits which are given as per contractual agreement. Contract assets mainly pertains to contracts where there has been no delay or default in the past periods.

Other financial assets

This comprises mainly of deposits with banks, investments in mutual funds, market linked debentures, other quoted instruments and other group receivables. Credit risk arising from these financial assets is limited because the counterparties are group companies, banks and recognised financial institutions and other corporates with high ratings, assigned by recognised credit rating agencies. In case of mutual fund investments, since majority of the investments are in overnight or liquid funds, having limited risk.

Elecon Engineering Company Limited

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181

65[th] Annual Report 2024-25

~~Financial S~~ tatements Corporate Overview Statutory Reports 01-32 33-123 124-279

NOTES TO THE STANDALONE FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2025 (CONTD.)

Trade receivables

Customer credit risk is managed by each business unit subject to the Company’s established policy and procedures. Trade receivables are non-interest bearing and generally have a credit period not exceeding 90 days. Credit limits are established for all customers based on internal rating criteria. Outstanding customer receivables are regularly monitored and any shipments to major customers are generally covered by letters of credit. The Company has no concentration of credit risk as the customer base is widely distributed both economically and geographically.

An impairment analysis is performed at each reporting date based on the facts and circumstances existing on that date to identify expected losses on account of time value of money and credit risk. For the purposes of this analysis, the receivables are categorised into groups based on types of receivables. Each group is then assessed for impairment using the Expected Credit Loss (ECL) model as per the provisions of Ind AS 109 - Financial instruments. The calculation is based on provision matrix which considers actual historical data adjusted appropriately for the future expectations and probabilities. Receivables from group companies and secured receivables are excluded for the purposes of this analysis since no credit risk is perceived on them. Proportion of expected credit loss provided for across the ageing buckets is summarised below:

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Bucket Year ended Year ended
March 31, 2025 March 31, 2024
Not due# 2.92% 3.41%
0-1 year 1.09% 2.42%
1-3 years 26.73% 9.88%
Greater than 3 years 76.76% 39.02%
Expected Credit Losses rate 4.04% 4.24%
Amount of expected credit loss provided (` in Lakhs) (2,422) (1,802)
----- End of picture text -----

Includes provision made for long outstanding retention money.

The loss rates are based on actual credit loss experience over past years. These loss rates are then adjusted appropriately to reflect differences between current and historical economic conditions and the Company’s view of economic conditions over the expected lives of the receivables.

The following significant change in the carrying amounts of trade receivables contributed to change in the impairment loss allowance during year ended March 31, 2025:

  • increase in credit impaired balances is due to additional impairment is considered for specific customers due to lapse of time in realising the receivable due.

Movement in provision of expected credit loss has been provided in Note no. 12.

(c) Liquidity risk

Liquidity risk is the risk that the Company will encounter difficulty in raising funds to meet commitments associated with financial instruments that are settled by delivering cash or another financial asset. Liquidity risk may result from an inability to sell a financial asset quickly at close to its fair value. The Company’s objective is to, at all times maintain optimum levels of liquidity to meet its cash and collateral requirements. The Company closely monitors its liquidity position and deploys a robust cash management system. It maintains adequate sources of financing including bilateral loans, debt and overdraft from both banks and financial institutions at an optimised cost.

The table below analyses non-derivative financial liabilities of the Company into relevant maturity groupings based on the remaining period from the reporting date to the contractual maturity date. The amounts disclosed under the ageing buckets are the contractual undiscounted cash flows and includes contractual interest payments.

NOTES TO THE STANDALONE FINANCIAL STATEMENTS

FOR THE YEAR ENDED MARCH 31, 2025 (CONTD.)

||(in Lakhs)|(in Lakhs)|(in Lakhs)|(in Lakhs)|(in Lakhs)|(in Lakhs)|
|---|---|---|---|---|---|---|
|Particular|Carrying
amount|Less than
12 months|1-2 years|2-5 years|more than 5
years|Total|
|Year ended March 31,
2025|||||||
|Financial liabilities|||||||
|Borrowings|331
331
-
-
-
331||||||
|Trade payables|23,109
23,109
-
-
-
23,109||||||
|Other fnancial liabilities|4,859
4,859
-
-
-
4,859||||||
|Lease liabilities|14,738
2,314
2,475
6,326
3,623
14,738||||||
|Total|43,037
30,613
2,475
6,326
3,623
43,037||||||
|Year ended March 31,
2024
Financial liabilities
Borrowings
Trade payables
Other fnancial liabilities
Lease liabilities
Total|-
-
-
-
-
-
15,470
15,470
-
-
-
15,470
4,506
4,506
-
-
-
4,506
4,348
430
701
761
2,456
4,348||||||
||24,324
20,406
701
761
2,456
24,324||||||

(d) Commodity price risk

Commodity price risk arises due to fluctuation in prices of steel. The Company has a risk management framework aimed at prudently managing the risk arising from the volatility in the commodity prices and freight costs. The Company’s commodity risk is managed through well-established control processes.

(e) Capital management

The Company’s policy is to maintain a strong capital base so as to maintain investor, creditor and market confidence and to sustain future development of the business. Management monitors the return on capital as well as the level of dividends to ordinary shareholders.

The Company has adequate cash and bank balances and no interest bearing liabilities. The Company monitors its capital by a careful scrutiny of the cash and bank balances, and a regular assessment of any debt requirements. In the absence of any interest bearing debt, the maintenance of debt equity ratio etc. is not of relevance to the Company.

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(` in Lakhs)
Particulars Year ended Year ended
March 31, 2025 March 31, 2024
Interest-bearing loans and borrowings (note 17 and 21) 331 -
Less: cash and cash equivalents (note 13) (9,312) (2,770)
Adjusted net debt (8,981) (2,770)
Equity share capital (note 15) 2,244 2,244
Other equity (note 16) 1,63,083 1,32,507
Total equity 1,65,327 1,34,751
Adjusted net debt to total equity ratio (0.05) (0.02)
----- End of picture text -----

No changes were made in the objectives, policies or processes for managing capital during the years ended March 31, 2025 and March 31, 2024.

Elecon Engineering Company Limited

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183

65[th] Annual Report 2024-25

~~Financial S~~ tatements Corporate Overview Statutory Reports 01-32 33-123 124-279

NOTES TO THE STANDALONE FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2025 (CONTD.)

38 FAIR VALUE MEASUREMENTS

A. Accounting classification and fair values

The following table shows the carrying amounts and fair values of financial assets and financial liabilities, including their levels in the fair value hierarchy. It does not include fair value information for financial assets and financial liabilities not measured at fair value if the carrying amount is a reasonable approximation of fair value.

As at March 31, 2025:

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----- Start of picture text -----

(` in Lakhs)
Particulars Fair Value
FVTPL FVTOCI Amortised Total Level 1 - Level 2 - Level 3 - Total
cost Quoted price Significant Significant
in active observable unobservable
markets inputs inputs
Investments (Note 1 42,529 - 0 42,529 42,529 - 0 42,529
below)
Trade receivables - - 57,508 57,508 - - - -
Cash and cash - - 9,312 9,312 - - - -
equivalents
Other bank balance - - 7,101 7,101 - - - -
Other financial assets - - 1,420 1,420 - - - -
Total Financial assets 42,529 - 75,341 1,17,870 42,529 - 0 42,529
Borrowings - - 331 331 - - - -
Trade payable - - 23,109 23,109 - - - -
Other financial liabilities - - 4,859 4,859 - - - -
Lease liabilities - - 14,738 14,738 - - - -
Total Financial liabilities - - 43,037 43,037 - - - -
----- End of picture text -----

As at March 31, 2024:

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----- Start of picture text -----

(` in Lakhs)
Particulars Fair Value
FVTPL FVTOCI Amortised Total Level 1 - Level 2 - Level 3 - Total
cost Quoted price Significant Significant
in active observable unobservable
markets inputs inputs
----- End of picture text -----

Investments (Note 1
below)
Trade receivables
Cash and cash
equivalents
Other bank balance
Other fnancial assets
Total Financial assets
Borrowings
Trade payables
Other fnancial liabilities
Lease liabilities
Total Financial liabilities
22,351
-
0
22,351
22,351
-
0
22,351
-
-
40,653
40,653
-
-
-
-
-
-
2,770
2,770
-
-
-
-
-
-
8,865
8,865
-
-
-
-
-
-
6,158
6,158
-
-
-
-
22,351
-
58,446
80,797
22,351
-
0
22,351
-
-
-
-
-
-
-
-
-
-
15,470
15,470
-
-
-
-
-
-
4,506
4,506
-
-
-
-
-
-
4,348
4,348
-
-
-
-
-
-
24,324
24,324
-
-
-
-

Note 1 Investments in associates and subsidiaries have been accounted at historical cost. Since these are scoped out of Ind AS 109 for the purposes of measurement, the same have not been disclosed in the tables above. Investments in unquoted equity shares of entities other than subsidiaries and associates have been designated as FVTPL. However, investments in equity shares on disposal will fetch only the principal amount invested and hence the Company considers cost and fair value to be the same.

NOTES TO THE STANDALONE FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2025 (CONTD.)

Fair value of financial assets and liabilities measured at amortised cost is not materially different from the amortised cost. Further, impact of time value of money is not significant for the financial assets and liabilities classified as current. Accordingly, the fair value has not been disclosed separately.

B. Measurement of fair values

i) Valuation techniques and significant unobservable inputs

The carrying amounts of financial assets and liabilities other than those valued at Level 1 and Level 2 are considered to be the same as their fair values due to the current and short term nature of such balances and no material differences in the values.

Fair value of borrowing is computed using the market comparison technique where information for the interest rate at which a borrowing can availed by company is used to arrive at fair value of borrowing. Further management measurement of fair value is not materially different from the amortised cost in these case significant unobservable inputs and inter relationship between significant unobservable inputs and fair value measurement is not applicable.

The Company’s investments on disposal will fetch only the principal amount invested and hence the Company considers cost and fair value to be the same for investments in equity shares of 0.15 Lakhs (March 31, 2024: 0.15 Lakhs).

ii) Levels 1, 2 and 3

Level 1 : It includes Investment in equity shares and mutual funds that have a quoted price and which are actively traded on the stock exchanges. It is been valued using the closing price as at the reporting period on the stock exchanges.

Level 2 : The fair value of financial instruments that are not traded in an active market is determined using valuation techniques which maximise the use of observable market data and rely as little as possible on entityspecific estimates. If all significant inputs required to fair value an instrument are observable, the instrument is included in level 2.

Level 3 : If one or more of the significant inputs is not based on observable market data, the instrument is included in Level 3.

C. Fair value through profit and loss - in unquoted equity shares:

i) Transfers between Levels 1 and 2

There have been no transfers between Level 1 and Level 2 during the reporting periods.

ii) Level 3 fair values

Movements in the values of unquoted equity instruments for the year ended March 31, 2025 and March 31, 2024 is as below:

2024 is as below:
(`in Lakhs)
Particulars Total
As at March 31, 2023 59
Acquisitions/ (disposals) (51)
Gains/ (losses) recognised in other comprehensive income -
Gains/ (losses) recognised in statement of proft or loss (8)
As at March 31, 2024 -
Acquisitions/ (disposals) -
Gains/ (losses) recognised in other comprehensive income -
Gains/ (losses) recognised in statement of proft or loss -
As at March 31, 2025 -

Elecon Engineering Company Limited

184

185

65[th] Annual Report 2024-25

~~Financial S~~ tatements

Corporate Overview Statutory Reports 01-32 33-123

124-279

NOTES TO THE STANDALONE FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2025 (CONTD.)

39. RELATED PARTY DISCLOSURES

As per the Ind AS - 24 Related Party Disclosures, the details are as under

  • A) Name of the related parties and nature of relationships :

  • a) Ultimate Holding company : Aakaaish Investments Private Limited

  • b) Entity with control over the Company : Lotus Trust

  • c) Wholly owned Subsidiary Companies:

(i) Radicon Transmission UK Limited, U.K.

(ii) Elecon Singapore Pte. Limited, Singapore

(iii) Elecon Middle East FZCO, Dubai

  • d) Wholly owned Step-down Subsidiaries:

(i) Benzlers Systems AB, Sweden

(ii) AB Benzlers, Sweden

(iii) Radicon Drive Systems, Inc., USA

(iv) Benzlers Transmission A.S., Denmark

(v) Benzlers Antriebstechnik GmbH, Germany

(vi) Benzlers TBA B.V., Netherlands

  • (vii) OY Benzlers AB, Finland

(viii) Benzlers Italia s.r.l.. Italy

(ix) Elecon Radicon Africa (Pty) Limited, South Africa

  • e) Associates:

(i) Eimco Elecon (India) Limited, India

(ii) Elecon Australia Pty. Limited, Australia

(iii) Elecon Africa Pty. Limited, Africa

(iv) Elecon Engineering (Suzhou) Co. Limited, China

Note:

The Company is in process of seeking RBI approval for liquidating its 3 associates namely Elecon Australia Pty. Limited, Elecon Africa Pty. Limited and Elecon Engineering (Suzhou) Co. Limited, China. There are no transactions in these 3 associate companies and there are no assets or liabilities pertaining to these associates.

f) Key managerial personnel:

(i) Mr Prayasvin B. Patel - Chairman and Managing Director

(ii) Mr Prashant C. Amin - Non-Executive Director

(iii) Mr. Aayush Shah - Non-Executive Director

(iv) Mr Pradip M. Patel - Director

(v) Dr. Sonal V Ambani - Independent Director

NOTES TO THE STANDALONE FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2025 (CONTD.)

  • (vi) Mr. Pranav C. Amin - Independent Director

  • (vii) Mr. Ashutosh Pednekar- Independent Director

  • (viii) Mr. Nirmal P. Bhogilal - Independent Director(w.e.f. April 01, 2024)

(ix) Mr Narasimhan Raghunathan- Chief Financial Officer

  • (x) Mrs. Bharti L Isarani- Company Secretary

g) Relatives of Key managerial personnel:

  • (i) Mrs. Taruna Patel

  • (ii) Ms. Akanksha Patel

  • (ii) Ms. Aishwarya Patel

  • (iii) B. I. Patel HUF (Karta)

  • (iv) Mrs. Trupti Pradip Patel

h) Entities forming part of the same group (with whom transaction undertaken during the year or previous year):

  • (i) Radicon Transmission FZE, Dubai

  • (ii) Radicon Transmission (Thailand) Limited, Thailand

  • (iii) Radicon Transmission (Australia) Pty Limited, Australia

  • (iv) Prayas Engineering Limited

  • (v) K. B. Investments Private Limited

  • (vi) Elecon Information Technology Limited

  • (vii) Tech Elecon Private Limited

  • (viii) Emtici Engineering Limited

  • (ix) Akaaish Printing Press Private Limited (formerly known as Speciality Woodpack Private Limited)

  • (x) Power Build Private Limited

  • (xi) Elecon Hydraulics Private Limited

  • (xii) Akaaish Mechatronics Limited

  • (xiii) Aisho Tours and Travels Limited (Formerly known as Wizard Fincap Limited) (upto October 22, 2024)

  • (xiv) Eimco Elecon Electricals Limited

  • (xv) Elecon Peripherals Limited

  • (xvi) Emtici Marketing LLP

  • (xvii) Modsonic Instruments Manufacturing Company Private Limited

  • (xviii Bipra Investments And Trusts Private Limited

  • (xix) Vijay M. Mistry Construction Private Limited

  • (xx) Naman Integrated Management Services Pvt. Ltd.

  • (xxi) B.I. Patel Charitable Trust

  • (xxii) Jamko Consultants Private Limited (upto September 24, 2024)

Elecon Engineering Company Limited

186

187

65[th] Annual Report 2024-25

~~Financial S~~ tatements

NOTES TO THE STANDALONE FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2025 (CONTD.)

  • i) Other related parties:

  • (a) Post employment benefit plan:

    • (i) Elecon Engineering Company Limited Employees Group Gratuity Fund

    • (ii) Elecon Engineering Company Limited Employees Superannuation Scheme

  • (b) Directors and/or their relatives are interested:

    • (i) Packme Industries Private Limited

    • (ii) Darshan Chemicals

    • (iii) United Marketing Company

    • (iv) Desmin Agencies

    • (v) Desai & Diwanji

B) Terms and conditions of transactions with related parties

Transactions with key management personnel

Compensation of key management personnel of the Company

(` in Lakhs)

==> picture [455 x 111] intentionally omitted <==

----- Start of picture text -----

Particulars Year Ended Year Ended
March 31, 2025 March 31, 2024
Remuneration
- Mr. Prayasvin B. Patel 2,261 1,937
- Mr. Narasimhan Raghunathan 67 57
- Mrs. Bharti L Isarani 28 23
Commission and sitting fees to Independent directors and non- 102 84
executive directors
Total compensation paid to key management personnel 2,458 2,101
----- End of picture text -----

Key Managerial Personnel who are under the employment of the Company are entitled to post employment benefits and other long term employee benefits recognised as per Ind AS 19 - Employee Benefits in the financial statements. As these employee benefits are lump sum amounts provided on the basis of actuarial valuation, the same is not included above .

Corporate Overview

Statutory Reports 01-32 33-123 124-279

NOTES TO THE STANDALONE FINANCIAL STATEMENTS

FOR THE YEAR ENDED MARCH 31, 2025 (CONTD.)

==> picture [462 x 629] intentionally omitted <==

----- Start of picture text -----

in Lakhs) 2023-24 13,025 21 32 9 29 82 573 234 8,490 1,908 2,101 1,828 1,243 1,479 1,140 80 2,000 141 291 889 8 21 50
(` Total 2024-25 13,521 44 12 - 12 48 518 269 12,040 550 2,483 1,928 1,711 1,095 1,036 72 1,997 172 522 - - 8 -
2023-24 372 - - - - - - - 47 - - - - 1 - - - 141 - - - - -
- - - - - - - - - - - - - - - - - - - -
parties 549 72 172
Other related
2024-25
2023-24 2,095 21 10 - - 34 76 199 7,514 1,908 - 1,828 1,243 1,304 1,060 - 293 - 291 - 8 21 50
Entities forming part of the same group 1,507 44 12 - - - 90 234 11,741 542 - 1,928 1,711 894 931 - 291 - 522 - - 8 -
2024-25
2023-24 - - - - - - - - - - - - - - - - 91 - - - - - -
- - - - - - - - - - - - - - - - 75 - - - - - -
personnel
Relatives of
Key managerial
2024-25
2023-24 - - - - - - - - - - 2,101 - - - 75 - 47 - - - - - -
Personnel - - - - - - - - - - - - - 100 - 62 - - - - - -
2,458
Key Managerial
2024-25
2023-24 9,867 - 22 9 29 - 497 - 814 - - - - 174 - 80 - - - 889 - - -
- - - 12 - 421 - 141 - - - - 201 - 72 - - - - - - -
Subsidiaries
2024-25 10,901
2023-24 691 - - - - 48 - 35 115 - - - - - 5 - - - - - - - -
- - - - 48 7 35 86 8 - - - - 5 - - - - - - - -
Associate 2024-25 564
2023-24 - - - - - - - - - - - - - - - - 1,569 - - - - - -
- - - - - - - - - - - - - - - - 1,569 - - - - - -
Holding Company 2024-25
Sale of goods and rendering of services Sale of scrap Sales of plant and equipment Interest Income Corporate Guarantee Commission Dividend income Reimbursement of Expense Rent Income Purchase of goods and availment of services Purchase of plant and equipment Remuneration expense Repairs & Maintenance Charges Software Service Charges Other Expenses Rent Expense Commission expense on Sales Dividend paid Contribution made to post employment defined plans trust Contribution made towards CSR activities Loans repaid by Related party Donation Paid Deposit Refund Received Rent Deposit Paid
Particulars Income: Expense: Other Transactions:
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NOTES TO THE STANDALONE FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2025 (CONTD.)

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in Lakhs) 2023-24 3,872 - 1,422 7 - 1,564 889
(Total - - - - in Lakhs)( the year
2024-25 3,186 1,541
March 31, 2024
- - - - - -
Maximum balance outstanding during
2023-24 -
- - - - - -
parties
Other related
the year
2024-25
775 - - - -
2023-24 1,277 Maximum balance outstanding during March 31, 2025
- - - -
group
128
1,440 -
Entities forming part of the same
2024-25
- - - - - -
Amount
2023-24
1,071 Lakhs.
- - - - - `
March 31, 2024
Relatives of personnel outstanding as at
Key managerial
2024-25 -
- - - - - -
Amount
2023-24
- - - - - -
Personnel
Key Managerial March 31, 2025
2024-25 outstanding as at
2023-24 3,020 - 125 7 - 1,564
- 73 - - -
Subsidiaries 2,736 Relationship
2024-25
2023-24 77 - 20 - - -
- 28 - - - Wholly owned subsidiary
Associate 2024-25 322
2023-24 - - - - - -
- - - - - -
Holding Company 2024-25
All the above expenses reported here are net of GST. The Company had written off Investments and loans outstanding from the 3 associates namely Elecon Australia Pty. Limited, Elecon Africa Pty. Limited and Elecon Engineering (Suzhou) Co. Limited in the financial year 2011-2012 amounting to Separate disclosure u/s 186(4) of The Companies Act, 2013 and Disclosure as per Regulation 53(F) of SEBI (Listing Obligations And Disclosure Requirements) Regulations:
Trade receivables Loan receivable Trade payables Advance received Guarantee taken Guarantee given
Particulars Outstanding balances: Assets: Liabilities: Guarantees: Notes: 1. 2. 3. Loans and advances in the nature of loans given to subsidiaries and taken from the firms/companies in which directors are interested: Name of the Party Radicon Transmission UK Limited
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NOTES TO THE STANDALONE FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2025 (CONTD.)

40 DISCLOSURE PURSUANT TO EMPLOYEE BENEFITS

A. Defined contribution plans:

Amount of 385 Lakhs (March 31, 2024: 334 Lakhs) is recognised as expenses and included in Note No. 31 “Employee benefits expense”

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(` in Lakhs)
Particulars As at As at
March 31, 2025 March 31, 2024
Provident fund and Pension Scheme 381 328
Superannuation fund 4 6
385 334
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B. Defined benefit plans:

The Company has following post employment benefits which are in the nature of defined benefit plans:

(a) Gratuity

The Company operates gratuity plan wherein every employee is entitled to the benefit as per scheme of the Company, for each completed year of service. The same is payable on retirement or termination whichever is earlier. The benefit vests only after five years of continuous service.

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NOTES TO THE STANDALONE FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2025 (CONTD.)

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in Lakhs) March 31, 2025 1,763 (1,777) (14) (14) in Lakhs) March 31, 2024 1,517 (1,517) - -
(- (212) (212) (212) ( - (257) (257) (257)
Contributions by employer Contributions by employer
71 9 81 81 131 50 181 181
Sub-total included in other income Sub-total included in other income
comprehensive comprehensive
Experience adjustments 26 - 26 26 Experience adjustments 44 - 44 44
45 - 45 45 87 - 87 87
Actuarial changes arising from changes in financial assumptions Actuarial changes arising from changes in financial assumptions
- - - - - - - -
Actuarial changes arising from changes in demographic assumptions Actuarial changes arising from changes in demographic assumptions
- 9 9 9 - 50 50 50
Remeasurement (gains)/losses in other comprehensive income Remeasurement (gains)/losses in other comprehensive income
Return on plan assets (excluding amounts included in net interest expense) Return on plan assets (excluding amounts included in net interest expense)
(52) 52 - - (75) 74 (1) (1)
paid paid
Benefit Benefit
(3) - (3) (3) 3 - 3 3
asset asset
Transfer Transfer
Transfer in/ Out liability/ Transfer in/ Out liability/
229 (109) 120 120 187 (97) 90 90
31) 31)
Sub-total included in Statement of Profit and Loss (Note Sub-total included in Statement of Profit and Loss (Note
109 (109) (0) (0) 96 (97) (1) (1)
expense expense
profit and loss Net interest profit and loss Net interest
120 - 120 120 91 - 91 91
Gratuity cost charged to statement of Gratuity cost charged to statement of
Service cost Service cost
April 1, 2024 1,517 (1,517) - - April 1, 2023 1,271 (1,287) (16) (16)
Defined benefit obligation Fair value of plan assets Defined benefit obligation Fair value of plan assets
Particulars Gratuity Benefit liability Total benefit liability March 31, 2024 : Changes in defined benefit obligation and plan assets Particulars Gratuity Benefit liability Total benefit liability
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NOTES TO THE STANDALONE FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2025 (CONTD.)

The major categories of plan assets of the fair value of the total plan assets of Gratuity are as follows:

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(` in Lakhs)
Particulars Year ended Year ended
March 31, 2025 March 31, 2024
Insurance Fund 100% 100%
(%) of total plan assets
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The principal assumptions used in determining above defined benefit obligations for the Company’s plans are shown below:

(` in Lakhs)

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Particulars Year ended Year ended
March 31, 2025 March 31, 2024
Discount rate 6.84% 7.20%
Future salary increase
For 1st year 9.00% 9.00%
For 2nd to 3rd year 9.00% 9.00%
Starting from 3rd year 9.00% 9.00%
Expected rate of return on plan assets 6.84% 7.20%
Employee turnover rate 6.00% 6.00%
Mortality rate during employment Indian Assured Indian Assured
Lives Mortality Lives Mortality
2012-14 (Urban) 2012-14 (Urban)
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Gratuity

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(` in Lakhs)
Particulars Sensitivity level (Increase) / Decrease in defined benefit
obligation (Impact)
Year ended Year ended
March 31, 2025 March 31, 2024
Discount rate 1% increase (121) (102)
1% decrease 139 117
Salary Increase 1% increase 117 105
1% decrease (111) (97)
Employee Turnover 1% increase (18) (13)
1% decrease 20 15
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(b) Leave obligations -Unfunded

The actuarial liability towards leave obligations as at March 31, 2025 is 13 Lakhs (March 31, 2024 is 29 Lakhs). Current year charge is included in Employee benefit expense (Refer note 31)

(c) Effect of Plan on Entity’s Future Cash Flows

(i) Funding arrangements and Funding Policy

The Company has purchased an insurance policy to provide for payment of gratuity to the employees. Every year, the insurance company carries out a funding valuation based on the latest employee data provided by the Company. Any deficit in the assets arising as a result of such valuation is funded by the Company.

(ii) Expected Contribution during the next annual reporting period

The Company’s best estimate of contribution during the next year is 131 Lakhs (As at 31st March 2024 is 120 Lakhs)

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Financial S tatements
Corporate Overview Statutory Reports
01-32 33-123 124-279
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NOTES TO THE STANDALONE FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2025 (CONTD.)

(iii) Expected cash flows over the next years (valued on undiscounted basis):

  • Weighted average duration (based on discounted cash flows)

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(` in Lakhs)
Particulars Year ended Year ended
March 31, 2025 March 31, 2024
1 year 232 187
2 to 5 year 563 516
6 to 10 year 670 571
More than 10 year 1,835 1,649
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41 CONTINGENT LIABILITIES AND COMMITMENTS

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(in Lakhs)<br>Particulars Year ended Year ended<br>March 31, 2025 March 31, 2024<br>I Contingent liabilities:<br>(a) Claims against the Company not acknowledged as debt #:<br>(i) Disputed with Excise and Service tax authority: 4,930 5,005<br>[FY 2024-25 : Amount deposited : 249 Lakhs ,
Net 4,681 Lakhs]<br>[FY 2023-24 : Amount deposited : 317 Lakhs ,
Net 4,688 Lakhs]<br>(ii) Disputed with Sales tax authority: 12 12<br>[FY 2024-25 : Amount deposited : NIL
Net 12 Lakhs]<br>[FY 2023-24 : Amount deposited : NIL
Net 12 Lakhs]<br>(iii) Disputed with GST tax Authority: 1,041 1,045<br>[FY 2024-25 : Amount deposited : 94 Lakhs ,
Net 947 Lakhs]<br>[FY 2023-24 : Amount deposited : 93 Lakhs ,
Net 952 Lakhs]<br>(iv) Disputed with Income tax authority: 3,692 4,133<br>[FY 2024-25 : Amount deposited : 1,174 Lakhs ,
Net 2,518 Lakhs]<br>[FY 2023-24 : Amount deposited : 1,174 Lakhs ,
Net ` 2,959 Lakhs]
(v) Dispute raised by Income Tax Department against the 1,021 961
Company with the higher authorities
(b) Guarantees:
Corporate Guarantee provided to Swedish Pension Authority - 1,564
to the tune of SEK NIL (March 31, 2024: SEK 20 Million) as a
security for the purchase of pension insurances relating to the
pension commitments on behalf of AB Benzlers Sweden, a
step-down subsidiary of Radicon Transmission UK Limited, UK, a
Wholly-owned Subsidiary of the Company.
II Commitments:
Estimated amount of contracts remaining to be executed on account 7,315 15,764
of capital goods and not provided for (net of capital advance)
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Future cash outflows are determinable only on receipt of judgements/ decisions pending with various forums/ authorities. It is not practical to disclose possibility of any reimbursement.

NOTES TO THE STANDALONE FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2025 (CONTD.)

42 SEGMENT REPORTING

  • The Company publishes these Standalone financial statements along with the Consolidated Financial Statements. In accordance with Ind AS 108, Operating Segments, the Company has disclosed the segment information in the Consolidated Financial Statements.

  • 43 DISCLOSURES PURSUANT TO INDIAN ACCOUNTING STANDARD (IND AS) 115, REVENUE FROM CONTRACTS WITH CUSTOMERS:

  • a Disaggregation of revenue

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(` in Lakhs)
Particulars Year ended Year ended
March 31, 2025 March 31, 2024
(i) Revenue from long-term construction contracts (revenue 23,753 560
recognised over time)
(ii) Revenue other than considered in (i) above (revenue recognised 1,60,370 1,56,318
at point in time)
Revenue from operations (excluding Other operating Revenues) 1,84,123 1,56,878
(Refer note 26)
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The Company believes that the information provided under Note 26 and Note 43, is sufficient to meet the disclosure requirements with respect to disaggregation of revenue under Ind AS 115, Revenue from Contracts with Customers .

  • b Reconciliation of the amount of revenue recognised in the standalone statement of profit and loss with the contracted price:

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(` in Lakhs)
Particulars Year ended Year ended
March 31, 2025 March 31, 2024
Revenue as per contracted price 1,83,275 1,57,365
Adjustments
Variable consideration (deducted)/recovered on account of liquidated 848 (487)
damages
Revenue from contract with customers (excluding Other operating 1,84,123 1,56,878
Revenues) (Refer note 26)
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c Contract balances:

The following table provides information about receivables, contract assets and contract liabilities from the contracts with customers.

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(` in Lakhs)
Particulars Year ended Year ended
March 31, 2025 March 31, 2024
Trade receivables 57,508 40,653
Contract assets 434 31
Contract liabilities
Billing in excess of revenue 2,294 -
Advance from customers 7,674 7,176
Revenue recognised from opening balance of contract liability (net) - -
Revenue recognised in the reporting year from performance - -
obligations satisfied (or partially satisfied) in previous years
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Note: Number of customers individually accounted for more than 10% of the revenue in the year ended March 31, 2025: NIL (March 31, 2024: NIL)

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NOTES TO THE STANDALONE FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2025 (CONTD.)

Unsatisfied performance obligations

d

The Company applies the practical expedient in Paragraph 121 of Ind AS 115 and does not disclose information about remaining performance obligations where the Company has a right to consideration from the customer in an amount that corresponds directly with the value to the customer of the Company’s performance completed to date. Accordingly, the Company recognises revenue by an amount to which the Company has a right to invoice.

44 LEASE TRANSACTIONS

  • The Company has elected below practical expedients while applying Ind AS 116:

  • Applied a single discount rate to a portfolio of leases with reasonably similar characteristics.

  • Applied the exemption not to recognise right of use assets and lease liabilities with less than 12 months of lease term on the date of initial application.

  • Excluded the initial direct costs from the measurement of right of use asset at the date of initial application.

A contract is, or contains, a lease if the contract conveys the right to control the use of an identified assets for a period of time in exchange for consideration.

The Company has elected not to apply the requirements of Ind AS 116 to short term leases of all the assets that have a lease term of twelve months or less and leases for which the underlying asset is of low value. The lease payments associated with these leases are recognised as an expense on a straight line basis over the lease term. The incremental borrowing rate applied to lease liabilities as at 1st April, 2024 is 14.50%, 8.00% and 8.5% for Lease Arrangements of current year.

44.1 As a Lessee - Movement in Lease liabilities

(` in Lakhs)

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Particulars Year ended Year ended
March 31, 2025 March 31, 2024
Balance as at April 01, 2024 4,348 1,594
New lease contracts entered during the year 16,022 2,931
Finance costs incurred during the year 662 130
Lease contracts terminated during the year (4,842) (13)
Payments of lease liabilities (1,452) (294)
Balance as at March 31, 2025 (Refer note 21) 14,738 4,348
Maturity analysis - Undiscounted cash flows
Less than one year 3,335 724
1-2 years 3,341 944
2-5 years 7,786 2,004
More than five years 7,687 4,363
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44.2 Amounts recognised in Statement of Profit and Loss

(` in Lakhs)

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Particulars Year ended Year ended
March 31, 2025 March 31, 2024
Interest on lease liabilities 662 130
Expenses relating to short-term leases 910 1,193
Expenses relating to leases of low value assets 127 56
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NOTES TO THE STANDALONE FINANCIAL STATEMENTS

FOR THE YEAR ENDED MARCH 31, 2025 (CONTD.)

44.3 As a Lessor

Lease income from lease contracts in which the Company acts as a lessor is as below:

(` in Lakhs)

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Particulars Year ended Year ended
March 31, 2025 March 31, 2024
Operating Lease 385 329
Maturity analysis - Undiscounted cash flows
Less than one year 159 132
1-2 years 119 92
2-5 years 398 316
More than five years 256 375
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The Company has classified these leases as operating leases, because they do not transfer substantially all of the risks and rewards incidental to the ownership of the assets.

45 DISCLOSURE AS PER SEC 186(4) OF THE COMPANIES ACT.,2013

  • The details of loans, guarantees and investments under Section 186 of the Companies Act, 2013 read with the Companies (Meetings of Board and its Powers) Rules, 2014 are as follows:

  • (i) Details of Investments made are disclosed in Note No. 6

  • (ii) Corporate Guarantees given by the Company in respect of loans as at March 31, 2025 are as under:

(`in Lakhs)
Sr.
No.
Particulars Relationship
Year ended
March 31, 2025
Year ended
March 31, 2024
1 AB Benzlers Sweden Step-down subsidiary
-
2,375

The above Corporate Guarantee is given for business purpose.

46 OTHER DISCLOSURES WITH RESPECT TO SCHEDULE III

  • (a) The Company does not have any Benami property, where any proceeding has been initiated or pending against the Company for holding any Benami property.

  • (b) The Company is not declared as wilful defaulter by any bank or financial Institution or other lender.

  • (c) There is no Scheme of Arrangements approved by the Competent Authority in terms of sections 230 to 237of the Companies Act, 2013

  • (d) The Company has no such transaction which is not recorded in the books of accounts that has been surrendered or disclosed as income during the year in the tax assessments under the Income Tax Act, 1961 (such as, search or survey or any other relevant provisions of the Income Tax Act, 1961.)

  • (e) The Company have not traded or invested in Crypto currency or Virtual Currency during the year.

  • (f) The Company does not have any transactions with companies struck off except as mentioned below:

Sr.
No.
Name of the Struck off company Nature of Transaction Balance Outstanding Relationship with the
struck off company, if
any, to be disclosed
(i) Vaishak Shares Limited Dividend payment NIL Shareholder
(ii) Dreams Broking Private Limited Dividend payment NIL Shareholder
(iii) Adarsh Textile Industries Pvt. Ltd. Dividend payment NIL Shareholder
(iv) Nitin Commercials Private Limited Dividendpayment NIL Shareholder

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01-32 33-123

124-279

NOTES TO THE STANDALONE FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2025 (CONTD.)

  • (g) The Company does not have any charges or satisfaction which is yet to be registered with Registrars of Companies beyond the statutory period.

  • (h) The Company have not advanced or loaned or invested funds to any other person(s) or entity(ies), including foreign entities (Intermediaries) with the understanding that the Intermediary shall:

    • (i) directly or indirectly lend or invest in other persons or entities identified in any manner whatsoever by or on behalf of the Company (Ultimate Beneficiaries) or

    • (ii) provide any guarantee, security or the like to or on behalf of the Ultimate Beneficiaries.

  • (i) The Company have not received any fund from any person(s) or entity(ies), including foreign entities (Funding Party) with the understanding (whether recorded in writing or otherwise) that the Company shall:

    • (i) directly or indirectly lend or invest in other persons or entities identified in any manner whatsoever by or on behalf of the Funding Party (Ultimate Beneficiaries) or

    • (ii) provide any guarantee, security or the like on behalf of the Ultimate Beneficiaries,

  • 47 The Standalone financial statements were authorised by the Board of Directors at its Board meeting held on April 24, 2025.

As per our report of even date attached

For and on behalf of the Board of Directors

For CNK & Associates LLP

Chartered Accountants

Elecon Engineering Company Limited

Firm's Registration No : 101961W/W-100036

CIN: L29100GJ1960PLC001082

Himanshu Kishnadwala

Prayasvin Patel Ashutosh Pednekar Chairman & Managing Director Director DIN : 00037394 DIN : 00026049

Partner

Membership No: 037391

Narasimhan Raghunathan Bharti Isarani Chief Financial Officer Company Secretary

Place : Vallabh Vidyanagar Place : Vallabh Vidyanagar Date : April 24, 2025 Date : April 24, 2025

NOTES TO THE STANDALONE FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2025 (CONTD.)

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Ratios Numerator Denominator FY 2024-25 FY 2023-24 % Variance Reason for variance
Current Ratio Current Asset Current 2.90 2.92 (0.8%)
Liabilities
Debtequity ratio Total Debt [(1)] Shareholders 0.09 0.03 (182.5%) Increased mainly on
Equity account of new lease
agreement entered into
by the Company.
Debt Service Earnings Debt Service [(3)] 14.20 44.27 (67.9%) Reduced due to
Coverage Ratio available for debt increased finance cost,
service [(2)] Scheduled principal
repayment of non-
current borrowings
and Current maturity of
lease liabilities
Return on Equity Net profit after Average 22.7% 25.0% (9.3%)
Ratio Taxes-Preference Shareholders
dividend (if any) Equity
Inventory turnover Sales Average 11.71 9.70 20.7%
ratio Inventory
Trade Receivables Net Credit Sales Average 3.81 4.53 (15.9%)
turnover ratio account
Receivable
Trade payables Net Credit Average Trade 4.66 4.66 0.0%
turnover ratio Purchases Payables
Net capital Net Sales Working Capital 2.09 2.57 (18.9%)
turnover ratio
Net profit ratio Net Profit Net Sales 18.17% 18.95% (4.1%)
Return on Capital Earning before Capital 27.74% 30.01% (7.6%)
employed interest and Employed [(4)]
taxes
Return on Income Average 7.04% 6.88% 2.2%
investment generated from Invested funds
invested funds [(5)] in Treasury
investments [(6)]
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  • (1) Total Debt represents Current Borrowings + Non Current Borrowings + Lease liabilities.

Earnings available for debt service represents Profit Before Tax + Interest on Debt + Depreciation

  • (2)

  • (3) Debt Service represents Interest on Debt + Scheduled principal repayment of non-current borrowings + Current maturity of lease liabilities

  • (4)

Capital Employed represents Total Equity + Borrowings + Deferred Tax liabilities

  • (5) Income generated from invested funds represents Interest Income

  • (6) Average Invested funds in Treasury investments represents Average Fixed deposits of two years

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Corporate Overview

01-32

INDEPENDENT AUDITORS’ REPORT

TO THE MEMBERS OF ELECON ENGINEERING COMPANY LIMITED

Report on the Audit of the Consolidated Financial Statements

31, 2025, their consolidated profit and other comprehensive income, consolidated cash flows and the consolidated changes in equity for the year ended on that date.

BASIS FOR OPINION

Consolidated Financial Statements

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We conducted our audit of the Consolidated Financial Statements in accordance with the Standards on Auditing (SAs) specified under section 143(10) of the Companies Act, 2013. Our responsibilities under those Standards are further described in the ‘Auditor’s Responsibilities for the Audit of the Consolidated Financial Statements’ section of our report. We are independent of the Group and its associate in accordance with the Code of Ethics issued by the Institute of Chartered Accountants of India (‘ICAI’) together with the independence requirements that are relevant to our audit of the Consolidated Financial Statements under the provisions of the Act and the Rules thereunder, and we have fulfilled our other ethical responsibilities in accordance with these requirements and the ICAI’s Code of Ethics. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion on the Consolidated Financial Statements.

OPINION

We have audited the accompanying Consolidated Financial Statements of Elecon Engineering Company Limited (“the Holding Company”), its subsidiaries (the Holding Company and its subsidiaries together referred to as “the Group”) and its associate comprising of the Consolidated Balance Sheet as at March 31, 2025, the Consolidated Statement of Profit and Loss, including Other Comprehensive Income, the Consolidated Statement of Cash Flow and the Consolidated Statement of Changes in Equity for the year then ended, and notes to the Consolidated Financial Statements, including a summary of material accounting policies and other explanatory information (hereinafter referred to as “the Consolidated Financial Statements”).

In our opinion and to the best of our information and according to the explanations given to us and based on the consideration of reports of other auditors on separate financial statements and on the other financial information of the subsidiaries and associate, the aforesaid Consolidated Financial Statements give the information required by the Companies Act, 2013 (the “Act”) in the manner so required and give a true and fair view in conformity with the Indian Accounting Standards prescribed under section 133 of the Act read with the Companies (Indian Accounting Standards) Rules, 2015 as amended (“Ind AS”) and accounting principles generally accepted in India, of the consolidated state of affairs of the Group and its associate as at March

KEY AUDIT MATTERS

Key audit matters are those matters that, in our professional judgement, were of most significance in our audit of the Consolidated Financial Statements of the current period. These matters were addressed in the context of our audit of the Consolidated Financial Statements as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters. We have determined the matters described below to be the key audit matters to be communicated in our report.

  • Sr. Key Audit Matters no. 1. Related party transactions The Company has undertaken several transactions with its related parties. These include sale of goods, • purchase of goods and availing /rendering of services from/to related parties. We identified related party transactions as a key audit matter due to significance of related party transactions, increased regulatory compliances and risk of such transactions remaining • undisclosed in the financial statements.

  • Auditor’s Response We applied the following audit procedures among others, to obtain sufficient and appropriate audit evidence: • Obtained and read the Company’s policies, processes and procedures in respect of identifying related parties, obtaining approval, determining whether the same are at Arm’s Length basis, recording and disclosure of related party transactions;

    • Read minutes of shareholder meetings, board meetings, audit committee meetings and reports of Internal Auditors regarding Company’s assessment of related party transactions being in the ordinary course of business and at arm’s length;

    • Tested, on a sample basis, related party transactions with the underlying contracts, confirmations and other supporting documents;

  • Verified the related party information disclosed in the financial statements as per the relevant Indian accounting standards with the underlying supporting documents, on a sample basis.

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Financial S tatements
Corporate Overview Statutory Reports
01-32 33-123 124-279
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INDEPENDENT AUDITORS’ REPORT (CONTD.)

Sr. Key Audit Matters Auditor’s Response no. 2. Allowance for Expected credit loss on trade We applied the following audit procedures among others, to receivables. obtain sufficient and appropriate audit evidence:

  • Evaluation of trade receivables for impairment or Expected Credit loss (ECL) requires exercise of judgement and involves consideration of various factors. These factors include customer’s ability and willingness to pay the outstanding amounts, past due receivables, financial and economic difficulties of customers;

  • Evaluating the accounting policy for impairment of trade receivables in terms of the relevant Indian accounting standard;

  • Testing the design, implementation and operating effectiveness of the Company’s key internal financial controls. These controls relate to measurement of ECL on trade receivables.

  • This assessment is done for each group of customers resulting from possible defaults over the expected life of the receivables. Based on this assessment, credit loss rate is determined in provision matrix. The credit loss rate is based on the experience of actual credit losses over past years adjusted to reflect the current economic conditions and forecasts of future economic conditions. Based on such credit loss rate, the Company records ECL allowance for trade receivables.

  • Evaluated monitoring mechanism by the company related to credit control, collection of trade receivables, follow up for past due amounts and for identification and recognition of corresponding impairment losses;

  • • For past due receivables, we examined the ageing of receivables, impairment losses provided/ reversed during the year and compared them to historical experience;

  • Evaluating the Company’s assessment regarding credit worthiness of such customers and identification of the credit impaired customers;

  • In view of the above, we have considered measurement of ECL on trade receivables (including retention monies) as a key audit matter.

  • Balance confirmation requests were circulated to some of the customers, selected basis random sampling;

  • We evaluated the historical credit loss experience, current observable data and forward-looking outlook including subsequent realisation;

  • Assessing the adequacy of the related disclosures in the Financial Statements with reference to the relevant Indian accounting standards.

If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact. When we read the other information, if we conclude that there is a material misstatement therein, we are required to communicate the matter to those charged with governance.

INFORMATION OTHER THAN THE CONSOLIDATED FINANCIAL STATEMENTS AND AUDITOR’S REPORT

THEREON

The Holding Company’s Management and Board of Directors is responsible for the other information. The other information comprises the information included in the Management Discussion and Analysis, Board’s Report including Annexures to that Board’s Report, Business Responsibility and Sustainability Report, Corporate Governance and Shareholder’s Information, but does not include Financial Statements, and our auditor’s report thereon.

RESPONSIBILITIES OF MANAGEMENT AND THOSE CHARGED WITH GOVERNANCE FOR THE CONSOLIDATED

FINANCIAL STATEMENTS

The Holding Company’s Management and Board of Directors is responsible for the matters stated in section 134(5) of the Act, with respect to the preparation and presentation of these Consolidated Financial Statements that give a true and fair view of the consolidated state of affairs, consolidated profit/loss and other comprehensive income, consolidated cash flows and consolidated statement of changes in equity of the Group including its associate in accordance with the accounting principles generally accepted in India, including the Indian Accounting Standards (Ind AS) specified under section 133 of the Act. The respective Management and Board of Directors of the companies included in the Group and of its associate are responsible for maintenance

Our opinion on the Consolidated Financial Statements does not cover the other information and we do not express any form of assurance conclusion thereon.

In connection with our audit of the Consolidated Financial Statements, our responsibility is to read the other information identified above when it becomes available and, in doing so, consider whether the other information is materially inconsistent with the Consolidated Financial Statements or our knowledge obtained during the course of our audit or otherwise appears to be materially misstated.

INDEPENDENT AUDITORS’ REPORT (CONTD.)

of adequate accounting records in accordance with the provisions of the Act, for safeguarding of the assets of the Group and of its associate and for preventing and detecting frauds and other irregularities; selection and application of appropriate accounting policies; making judgments and estimates that are reasonable and prudent; and the design, implementation and maintenance of adequate internal financial controls, that were operating effectively for ensuring the accuracy and completeness of the accounting records, relevant to the preparation and presentation of the Consolidated Financial Statements that give a true and fair view and are free from material misstatement, whether due to fraud or error, which have been used for the purpose of preparation of the Consolidated Financial Statements by the Management and Board of Directors of the Holding Company’s, as aforesaid.

In preparing the Consolidated Financial Statements, the respective Management and Board of Directors of the companies included in the Group and of its associate are responsible for assessing the ability of the Group and of its associate to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless management either intends to liquidate the Group or to cease operations, or has no realistic alternative but to do so.

Those respective Management and Board of Directors of the companies included in the Group and of its associate are also responsible for overseeing the financial reporting process of the Group and of its associate.

AUDITOR’S RESPONSIBILITIES FOR THE AUDIT OF THE CONSOLIDATED FINANCIAL STATEMENTS

Our objectives are to obtain reasonable assurance about whether the Consolidated Financial Statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditor’s report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with SAs will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these Consolidated Financial Statements.

As part of an audit in accordance with SAs, we exercise professional judgement and maintain professional skepticism throughout the audit. We also:

  • Identify and assess the risks of material misstatement of the Consolidated Financial Statements, whether due to fraud or error, design and perform audit procedures

responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control.

Obtain an understanding of internal controls relevant to the audit in order to design audit procedures that are appropriate in the circumstances. Under section 143(3) (i) of the Act, we are also responsible for expressing our opinion on whether the Holding Company has adequate internal financial controls with reference to financial statements in place and the operating effectiveness of such controls.

Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by the Management and Board of Directors.

Conclude on the appropriateness of the Management’s and Board of Directors use of the going concern basis of accounting in preparation of consolidated financial statement and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the ability of the Group and its associate to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditor’s report to the related disclosures in the Consolidated Financial Statements or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditor’s report. However, future events or conditions may cause the Group and its associate to cease to continue as a going concern.

Evaluate the overall presentation, structure and content of the Consolidated Financial Statements, including the disclosures, and whether the Consolidated Financial Statements represent the underlying transactions and events in a manner that achieves fair presentation.

Obtain sufficient appropriate audit evidence regarding the financial information of the entities or business activities within the Group and its associate of which we are the independent auditors and whose financial information we have audited, to express an opinion on the Consolidated Financial Statements. We are responsible for the direction, supervision and performance of the audit of the financial statements of such entities included in the Consolidated Financial Statements of which we are the independent auditors.

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~~Financial S~~ tatements

Corporate Overview

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Statutory Reports
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INDEPENDENT AUDITORS’ REPORT (CONTD.)

For the other entities included in the Consolidated Financial Statements, which have been audited by other auditors, such other auditors remain responsible for the direction, supervision and performance of the audits carried out by them. We remain solely responsible for our audit opinion. Our responsibilities in this regard are further described in paragraph a) of the section titled ‘Other Matters’ in this audit report.

Materiality is the magnitude of misstatements in the Consolidated Financial Statements that, individually or in aggregate, makes it probable that the economic decisions of a reasonably knowledgeable user of the Consolidated Financial Statements may be influenced. We consider quantitative materiality and qualitative factors in (i) planning the scope of our audit work and in evaluating the results of our work; and (ii) to evaluate the effect of any identified misstatements in the Consolidated Financial Statements.

We communicate with those charged with governance regarding, among other matters, the planned scope and timing of the audit and significant audit findings, including any significant deficiencies in internal control that we identify during our audit.

We also provide those charged with governance with a statement that we have complied with relevant ethical requirements regarding independence, and to communicate with them all relationships and other matters that may reasonably be thought to bear on our independence, and where applicable, related safeguards.

From the matters communicated with those charged with governance, we determine those matters that were of most significance in the audit of the Consolidated Financial Statements of the current period and are therefore the key audit matters. We describe these matters in our auditor’s report unless law or regulation precludes public disclosure about the matter or when, in extremely rare circumstances, we determine that a matter should not be communicated in our report because the adverse consequences of doing so would reasonably be expected to outweigh the public interest benefits of such communication.

OTHER MATTERS

  • a) The Consolidated Financial Statements include the Group’s share of net profit after tax of 813 Lakhs, total comprehensive income of 817 Lakhs for the year ended March 31, 2025 as considered in the Consolidated Financial Statements, in respect of an associate, whose financial statements, other financial information have been audited by other auditors and whose report has been furnished to us by the management. Our opinion on the Consolidated

Financial Statements, in so far as it relates to the amounts and disclosures included in respect of this associate and our report in terms of sub-sections (3) and (11) of section 143 of the Act, in so far as it relates to associate, is based solely on the report of such other auditors;

b) We did not audit the financial statements and other financial information, in respect of Six subsidiaries (including three step down subsidiaries) whose Financial Statements and other financial information as applicable, include before consolidation adjustments, total assets of 59,213 Lakhs as at March 31, 2025 and total revenues of 33,713 Lakhs, total net profit after tax of 4,021 Lakhs, total comprehensive income of 4,046 Lakhs for the year ended March 31, 2025 and net cash inflow of ` 1,099 Lakhs for the year ended March 31, 2025. These financial statement and other financial information have been audited by other auditors, which financial statements, other financial information and auditor’s reports have been furnished to us by the management. Our opinion on the Consolidated Financial Statements, in so far as it relates to the amounts and disclosures included in respect of these subsidiaries and our report in terms of sub-sections (3) and (11) of section 143 of the Act, in so far as it relates to the aforesaid subsidiaries, is based solely on the reports of such other auditors.

These Subsidiaries and Step-down Subsidiaries are located outside India whose financial statement and financial information have been prepared in accordance with accounting principles generally accepted in the respective countries and which have been audited by other auditors under generally accepted auditing standards applicable in their respective countries. The Company’s management has converted the financial statements of these subsidiaries and Step-down Subsidiaries from accounting principles generally accepted in their respective countries to accounting principles generally accepted in India. Our opinion in so far as it relates to the balances and affairs of these subsidiaries is based on the reports of other auditors and the conversion adjustments prepared by the management of the Company

  • c) The accompanying Consolidated Financial Statements include unaudited financial statements and other unaudited financial information in respect of Six step down subsidiaries which have not been audited by us, whose Consolidated Financial Statements and other financial information before consolidation adjustments reflect total assets of 10,755 Lakhs as at March 31, 2025, total revenues of 17,142 Lakhs, total net profit

INDEPENDENT AUDITORS’ REPORT (CONTD.)

after tax of 1,386 Lakhs, total comprehensive income of 1,422 Lakhs for the year ended March 31, 2025 and net cash outflow of ` 54 Lakhs for the year ended on that date. These unaudited financial statements and other unaudited financial information have been approved and furnished to us by the management. Our opinion, in so far as it relates to the amounts and disclosures included in respect of the aforesaid subsidiary and our report in terms of sub-sections (3) and (11) of section 143 of the Act, in so far as it relates to the aforesaid subsidiary is based solely on such unaudited financial statements and other unaudited financial information.

  • d) The statement also includes the Group’s share of net profit after tax of Nil and total comprehensive income of Nil for the year ended March 31, 2025, as considered in the Consolidated Financial Statements, in respect of three associates for which based on information and explanation given to us by Holding Company’s management there are no transactions and the same are under Liquidation.

Our opinion on the Consolidated Financial Statements, and our report on Other Legal and Regulatory Requirements below, is not modified in respect of the matters covered in paragraph a) and b) above with respect to our reliance on the work done and the reports of the other auditors and the financial statements and other financial information certified by the Management as referred in c) and d) above;

REPORT ON OTHER LEGAL AND REGULATORY REQUIREMENTS

  1. As required by Section 143(3) of the Act, based on our audit and on the consideration of report of the other auditors on separate financial statements and the other financial information of subsidiaries and associate, as noted in the ‘Other Matters’ paragraph we report, to the extent applicable, that:

  2. a) We have sought and obtained all the information and explanations which to the best of our knowledge and belief were necessary for the purposes of our audit of the aforesaid Consolidated Financial Statements;

  3. b) In our opinion, proper books of account as required by law relating to preparation of the aforesaid Consolidated Financial Statements have been kept so far as it appears from our examination of those books and reports of the other auditors (Also refer our comments in para 1(h)(vi));

  4. c) The Consolidated Balance Sheet, the Consolidated Statement of Profit and Loss (including Other Comprehensive Income), the Consolidated Statement of Cash Flow and the Consolidated Statement of Changes in Equity dealt with by this Report are in agreement with the relevant books of account maintained for the purpose of preparation of the Consolidated Financial Statements;

  5. d) In our opinion, the aforesaid Consolidated Financial Statements comply with the Indian Accounting Standards specified under section 133 of the Act, read with Rule 7 of the Companies (Accounts) Rules, 2014;

  6. e) On the basis of the written representations received from the directors of the Holding Company as on March 31, 2025 taken on record by the Board of Directors of the Holding Company and based on the considerations of the report of the statutory auditors of its associates, incorporated in India, none of the directors of the Holding Company and its associate incorporated in India are disqualified as on March 31, 2025 from being appointed as a director in terms of section 164(2) of the Act;

  7. f) With respect to the adequacy of the internal financial controls with reference to Consolidated Financial Statements of the Holding Company and its associate incorporated in India, and the operating effectiveness of such controls, refer to our separate Report in “Annexure A” which is based on the auditors’ reports of the Holding Company and its associate incorporated in India;

  8. g) With respect to the other matters to be included in the Auditor’s Report in accordance with the requirements of section 197(16) of the Act, as amended:

  9. In our opinion and to the best of our information and according to the explanations given to us and based on the consideration of auditors’ reports of the Holding Company and its associate incorporated in India, the remuneration paid by the Holding Company and its associate incorporated in India to their directors during the year is in accordance with the provisions of section 197 of the Act;

  10. h) With respect to the other matters to be included in the Auditor’s Report in accordance with Rule 11 of the Companies (Audit and Auditors) Rules, 2014,

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~~Financial S~~ tatements Corporate Overview Statutory Reports 01-32 33-123 124-279

INDEPENDENT AUDITORS’ REPORT (CONTD.)

as amended, in our opinion and to the best of our information and according to the explanations given to us and based on the consideration of the report of the other auditors on separate financial statements as also the other financial information of the subsidiaries and associate, as noted in the ‘Other Matters’ paragraph:

  • i. The Consolidated Financial Statements disclose the impact of pending litigations on its consolidated financial position of the Group and its associate in its Consolidated Financial Statements – Refer note no. 42 to the Consolidated Financial Statements;

  • ii. Provision has been made in the Consolidated Financial Statements, as required under the applicable law or accounting standards, for material foreseeable losses, if any, on longterm contracts including derivative contracts to the extent entered by the Group and its associate;

  • iii. There has been no delay in transferring amounts, required to be transferred, to the Investor Education and Protection Fund by the Holding Company and its associate incorporated in India;

  • iv. a) The respective managements of the Holding Company and its associate which are the companies incorporated in India whose financial statements have been audited under the Act have represented to us and the other auditors of such associate respectively that, to the best of its knowledge and belief, no funds (which are material either individually or in the aggregate) have been advanced or loaned or invested (either from borrowed funds or share premium or any other sources or kind of funds) by the Holding Company or its associate to or in any other persons or entities, including foreign entities (“Intermediaries”), with the understanding, whether recorded in writing or otherwise, that the Intermediary shall, whether, directly or indirectly lend or invest in other persons or entities identified in any manner whatsoever by or on behalf of the respective Holding Company or its associate (“Ultimate Beneficiaries”)

or provide any guarantee, security or the like on behalf of the Ultimate Beneficiaries;

  • b) The respective managements of the Holding Company and its associate which are the companies incorporated in India whose financial statements have been audited under the Act have represented to us and the other auditors of such associate respectively that, to the best of its knowledge and belief, no funds (which are material either individually or in the aggregate) have been received by the respective Holding Company or its associate from any persons or entities, including foreign entities (“Funding Parties”), with the understanding, whether recorded in writing or otherwise, that the Holding Company or its associate shall, whether, directly or indirectly, lend or invest in other persons or entities identified in any manner whatsoever by or on behalf of the Funding Party (“Ultimate Beneficiaries”) or provide any guarantee, security or the like on behalf of the Ultimate Beneficiaries; and

  • c) Based on the audit procedures that has been considered reasonable and appropriate in the circumstances performed by us and those performed by the auditors of the associate which is the company incorporated in India whose financial statements have been audited under the Act, nothing has come to our or other auditor’s notice that has caused us or the other auditors to believe that the representations under sub-clause a) and b) contain any material mis-statement;

  • v. The interim dividend declared and paid by the Holding Company during the year is in accordance with section 123 of the Act.

  • The final dividend paid, by the Holding Company and its associate incorporated in India, during the year in respect of dividend declared for the previous year is in accordance with section 123 of the Act to the extent it applies to payment of dividend.

INDEPENDENT AUDITORS’ REPORT (CONTD.)

  • As stated in note no. 17.2 to the Consolidated Financial Statements, the respective Board of Directors of the Holding Company and its associate incorporated in India have proposed final dividend for the year which is subject to the approval of the members of the respective companies at the respective ensuing Annual General Meeting. The dividend declared is in accordance with section 123 of the Act to the extent it applies to declaration of dividend.

  • vi. Based on our examination, which included test checks, that performed by us on the Holding Company and the respective auditors of the Associate which are companies incorporated in India whose financial statements have been audited under the Act, the Holding Company and its Associate have used an accounting software for maintaining its books of account which has a feature of recording audit trail (edit log) facility and the same has operated throughout the year for all relevant transactions recorded in the respective software except Human Resources Management System Software implemented during the year in which audit trail is not available at data base level. Further, during the course of our audit, we and respective auditors of the above referred Associate did not come across any instance of audit trail

  • feature being tampered with. Additionally, the audit trail has been preserved by the company and its Associate as per the statutory requirements for record retention.

  • With respect to the matters specified in paragraphs 3(xxi) and 4 of the Companies (Auditor’s Report) Order, 2020 (the “Order”/ “CARO”) issued by the Central Government in terms of section 143(11) of the Act, to be included in the Auditors’ Report, according to the information and explanations given to us and based on the CARO report issued by us for the Holding Company and based on CARO report issued by other auditors in respect of an associate whose financial information has been considered in the Consolidated Financial Statements and to which reporting under CARO is applicable, we report that there are no qualifications or adverse remarks in these CARO reports.

For C N K & Associates LLP

Chartered Accountants

Firm Registration Number. 101961W/W-100036

Himanshu Kishnadwala

Partner

Membership No.037391 UDIN: 25037391BMLFTM6635

Place: Vallabh Vidyanagar Date: April 24, 2025

Elecon Engineering Company Limited

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Financial S tatements
Corporate Overview Statutory Reports
01-32 33-123 124-279
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ANNEXURE “A” TO THE INDEPENDENT AUDITOR’S REPORT

ANNEXURE “A” TO THE INDEPENDENT AUDITORS’ REPORT (CONTD.)

[Referred to in paragraph 1 f) under ‘Report on Other Legal and Regulatory Requirements’ section of our report of even date]

Report on the Internal Financial Controls with reference to the aforesaid Consolidated Financial Statements under clause (i) of sub-section 3 of section 143 of the Companies Act, 2013 (the “Act”)

OPINION

We have audited the internal financial controls over financial reporting of Elecon Engineering Company Limited (“the Holding Company”) and its associate company wherein such audit of internal financial controls over financial reporting was carried out by other Auditors whose reports have been forwarded to us and have been appropriately dealt with by us in making this report as on March 31, 2025 in conjunction with our audit of the Consolidated Financial Statements of the Company for the year ended on that date.

In our opinion and to the best of our information and according to the explanations given to us, the Holding Company and its associate company has, in all material respects, an internal financial controls with reference to financial statements of the Holding Company and such internal financial controls over financial reporting were operating effectively as at March 31, 2025 except for the matters stated in the para 1(h)(vi) of Report on other legal and regulatory requirements on reporting under Rule 11(g), based on the internal control over financial reporting criteria established by company considering the essential components of internal control stated in the Guidance Note on Audit of Internal Financial Controls Over Financial Reporting issued by the Institute of Chartered Accountants of India (the “Guidance Note”).

MANAGEMENT’S RESPONSIBILITY FOR INTERNAL FINANCIAL CONTROLS

The respective Management and Board of Directors of the Holding Company and its associate company, which is company incorporated in India are responsible for establishing and maintaining internal financial controls based on the internal control over financial reporting criteria established by the Company considering the essential components of internal control stated in the Guidance Note on Audit of Internal Financial Controls over Financial Reporting issued by the Institute of Chartered Accountants of India (“ICAI”). These responsibilities include the design, implementation and maintenance of internal financial controls with reference to financial statements of the Company that were operating effectively for ensuring the orderly and efficient conduct of its business, including

adherence to the respective 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 information, as required under the Act.

AUDITOR’S RESPONSIBILITY

Our responsibility is to express an opinion on the internal financial controls over financial reporting of the Company, based on our audit. We conducted our audit in accordance with the Guidance Note on Audit of Internal Financial Controls over Financial Reporting (the “Guidance Note”) and the Standards on Auditing, prescribed under section 143(10) of the Act, to the extent applicable to an audit of internal financial controls. Those Standards and the Guidance Note require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance about whether internal financial controls with reference to financial statements of the Company were established and maintained and if such controls operated effectively in all material respects.

Our audit involves performing procedures to obtain audit evidence about the internal financial controls with reference to financial statements of the company and their operating effectiveness. Our audit of internal financial controls over financial reporting included obtaining an understanding of internal financial controls over financial reporting, assessing the risk that a material weakness exists, and testing and evaluating the design and operating effectiveness of internal control based on the assessed risk. The procedures selected depend on the auditor’s judgement, including the assessment of the risks of material misstatement of the Consolidated Financial Statements, whether due to fraud or error.

We believe that the audit evidence we have obtained and the audit evidence obtained by the other auditors in terms of their reports referred to in the Other Matter paragraph below, is sufficient and appropriate to provide a basis for our audit opinion on the Company’s internal financial controls system over financial reporting.

MEANING OF INTERNAL FINANCIAL CONTROLS OVER FINANCIAL REPORTING

A Company’s internal financial control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in

accordance with generally accepted accounting principles. A Company’s internal financial control over financial reporting includes those policies and procedures that (1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the Company; (2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the Company are being made only in accordance with authorisations of management and directors of the Company; and (3) provide reasonable assurance regarding prevention or timely detection of unauthorised acquisition, use, or disposition of the company’s assets that could have a material effect on the financial statements.

INHERENT LIMITATIONS OF INTERNAL FINANCIAL CONTROLS OVER FINANCIAL REPORTING

Because of the inherent limitations of internal financial controls over financial reporting, including the possibility of collusion or improper management override of controls, material misstatements due to error or fraud may occur and not be detected. Also, projections of any evaluation of the internal financial controls over financial reporting to future

periods are subject to the risk that the internal financial control over financial reporting may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.

OTHER MATTER

Our aforesaid report under section 143(3)(i) of the Act on the adequacy and the operating effectiveness of the internal financial controls over financial reporting in so far as it relates to associate company, which is incorporated in India, are based on the corresponding reports of the auditors of such company incorporated in India.

Our Opinion is not modified in respect of above matter.

For C N K & Associates LLP

Chartered Accountants

Firm Registration Number. 101961W/W-100036

Himanshu Kishnadwala

Partner

Membership No.037391 UDIN: 25037391BMLFTM6635

Place: Vallabh Vidyanagar Date: April 24, 2025

Elecon Engineering Company Limited

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~~Financial S~~ tatements

Corporate Overview Statutory Reports 01-32 33-123

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CONSOLIDATED BALANCE SHEET

AS AT MARCH 31, 2025

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(` in Lakhs)
Particulars Notes As at As at
March 31, 2025 March 31, 2024
ASSETS
I. Non-current assets
(a) Property, plant and equipment 3 55,479 51,601
(b) Capital work-in-progress 3 670 91
(c) Investment property 4 2,501 2,512
(d) Right of Use Assets 3 20,875 10,570
(e) Goodwill 5 10,177 10,177
(f) Other intangible assets 5 2,360 1,995
(g) Investments accounted for using the equity method 6 7,051 6,290
(h) Financial assets
(i) Investments 7 1,074 2,023
(ii) Other financial assets 8 7 553
(i) Deferred tax assets (net) 37 - 92
(j) Income tax assets (net) 9 1,253 1,046
(k) Other non-current assets 10 1,873 3,557
Total non-current assets 1,03,320 90,507
II. Current assets
(a) Inventories 11 24,296 22,974
(b) Financial assets
(i) Investments 12 41,455 20,328
(ii) Trade receivables 13 61,387 44,510
(iii) Cash and cash equivalents 14 15,885 10,969
(iv) Bank balances other than (iii) above 14 19,959 15,362
(v) Other financial assets 8 1,429 5,613
(c) Other current assets 15 5,216 2,137
Total current assets 1,69,627 1,21,893
Total assets 2,72,947 2,12,400
EQUITY AND LIABILITIES
EQUITY
(a) Equity share capital 16 2,244 2,244
(b) Other equity 17 1,97,625 1,58,159
Total equity 1,99,869 1,60,403
LIABILITIES
I. Non-current liabilities
(a) Financial liabilities
(i) Borrowings 18 - -
(ii) Lease liabilities 19 14,654 5,941
(b) Non-current provisions 20 274 1,725
(c) Other Non-current liabilities 21 2,144 1,845
(d) Deferred tax liabilities (net) 37 2,294 2,555
Total non-current liabilities 19,366 12,066
II. Current liabilities
(a) Financial liabilities
(i) Borrowings 18 331 -
(ii) Lease liabilities 19 3,138 1,105
(iii) Trade payables 22
(A) Total outstanding dues of micro and small enterprises 5,573 5,759
(B) Total outstanding dues of creditors other than micro and small 22,441 13,032
enterprises
(iv) Other financial liabilities 23 4,859 4,506
(b) Other current liabilities 24 14,292 13,005
(c) Current provisions 25 2,347 1,736
(d) Current tax liabilities (net) 26 731 788
Total current liabilities 53,712 39,931
Total liabilities 73,078 51,997
Total equity and liabilities 2,72,947 2,12,400
The accompanying notes form an integral part of the Consolidated Financial 2-50
Statements.
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As per our report of even date attached

For and on behalf of the Board of Directors Elecon Engineering Company Limited

For C N K & Associates LLP

Chartered Accountants

Firm's Registration No : 101961 W/W - 100036

CIN: L29100GJ1960PLC001082

Himanshu Kishnadwala Partner Membership No: 037391

Prayasvin Patel

Ashutosh Pednekar Director

Chairman & Managing Director DIN : 00037394

DIN : 00026049

Narasimhan Raghunathan Chief Financial Officer

Bharti Isarani

Company Secretary

Place : Vallabh Vidyanagar Date : April 24, 2025

Place : Vallabh Vidyanagar Date : April 24, 2025

CONSOLIDATED STATEMENT OF PROFIT AND LOSS

FOR THE YEAR ENDED MARCH 31, 2025

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(in Lakhs)<br>Particulars Notes Year ended Year ended<br> March 31, 2025 March 31, 2024<br>INCOME<br>Revenue from operations 27 2,22,696 1,93,742<br>Other income 28 6,005 4,406<br>Total income (I) 2,28,701 1,98,148<br>EXPENSES<br>Cost of materials consumed 29 1,01,587 84,022<br>Changes in inventories of finished goods and work-in-progress 30 1,285 2,194<br>Manufacturing expenses and erection charges 31 15,863 15,611<br>Employee benefit expenses 32 20,856 18,848<br>Finance costs 33 1,304 864<br>Depreciation and amortisation expense 3,4 & 5 6,076 5,092<br>Other expenses 34 28,846 25,620<br>Total expenses (II) 1,75,817 1,52,251<br>Profit before share of equity accounted investee and tax (I-II) 52,884 45,897<br>Share of profit from associate (net of tax) 813 641<br>Profit before tax 53,697 46,538<br>Tax expense 37<br>Current tax 12,417 11,014<br>Deferred tax (230) (34)<br>Total tax expense 12,187 10,980<br>Profit for the year 41,510 35,558<br>Other comprehensive income<br>A. Other comprehensive income to be reclassified to profit or loss in subsequent<br>periods:<br>Exchange differences in translating the financial statements of foreign operations 17 1,127 212<br>Net other comprehensive income to be reclassified to profit or loss in subsequent 1,127 212<br>periods (A)<br>B. Other comprehensive income not to be reclassified to profit or loss in subsequent<br>periods:<br>Re-measurement gains / (losses) on defined benefit plans 17 172 41<br>Income tax related to items that will not be reclassified to profit or loss 22 47<br>Net other comprehensive income not to be reclassified to profit or loss in subsequent 194 88<br>periods (B)<br>Total other comprehensive income for the year (net of tax) [A+B] 1,321 300<br>Total comprehensive income for the year 42,831 35,858<br>Profit attributable to:<br>Owners of the Company 41,510 35,558<br>Non-controlling interest - -<br>Profit for the year 41,510 35,558<br>Other comprehensive income attributable to:<br>Owners of the Company 1,321 300<br>Non-controlling interest - -<br>Other comprehensive income for the year 1,321 300<br>Total comprehensive income attributable to:<br>Owners of the Company 42,831 35,858<br>Non-controlling interest - -<br>Total comprehensive income for the year 42,831 35,858<br>Earnings per equity share ( in ) 36
Equity share of face value ` 1 each
Basic 18.50 15.85
Diluted 18.50 15.85
The accompanying notes form an integral part of the Consolidated Financial 2-50
Statements.
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As per our report of even date attached

For and on behalf of the Board of Directors Elecon Engineering Company Limited CIN: L29100GJ1960PLC001082

For C N K & Associates LLP

Chartered Accountants

Firm's Registration No : 101961 W/W - 100036

Himanshu Kishnadwala Partner Membership No: 037391

Prayasvin Patel

Ashutosh Pednekar Director DIN : 00026049

Chairman & Managing Director DIN : 00037394

Narasimhan Raghunathan Chief Financial Officer

Bharti Isarani

Company Secretary

Place : Vallabh Vidyanagar Date : April 24, 2025

Place : Vallabh Vidyanagar Date : April 24, 2025

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Corporate Overview

Statutory Reports 01-32 33-123

124-279

CONSOLIDATED STATEMENT OF CHANGES IN EQUITY

FOR THE YEAR ENDED MARCH 31, 2025

A. EQUITY SHARE CAPITAL

(1) Current reporting period

(` in Lakhs)

Particulars Balance as at
April 1, 2024
Balance as at
April 1, 2024
Changes in Equity
Share Capital due
to prior period
errors
Changes in Equity
Share Capital due
to prior period
errors
Restated balance
as at April 1,
2024
Restated balance
as at April 1,
2024
Changes in equity
share capital
during the year
Changes in equity
share capital
during the year
Balance as at
March 31, 2025
Balance as at
March 31, 2025
Equity share capital
2,244
-
2,244
-
2,244
(2) Previous reporting period
(`in Lakhs)
Particulars Balance as at
April 1, 2023
Changes in Equity
Share Capital due
to prior period
errors
Restated balance
as at April 1,
2023
Changes in equity
share capital
during the year
Balance as at
March 31, 2024
Equity share capital 2,244
-
2,244
-
2,244
B. OTHER EQUITY (`in Lakhs)
Particulars Other equity Total equity
attributable to
the owners of
the Company
Reserves & Surplus Other
Comprehensive
Income
Capital
reserve
Securities
premium
General
reserve
Retained
earnings
Exchange
difference on
translating
the fnancial
statement
Balance as at
April 1, 2023
Total comprehensive
income for the period
Proft for the year
Remeasurements
of post-employment
beneft obligation,
(net of tax) accounted
through Other
comprehensive
income
Foreign currency
translation
Dividend paid
Total comprehensive
income for the period
Balance as at March
31, 2024
247
2,878
44,324
76,623
1,594
1,25,667
-
-
-
35,558
-
35,558
-
-
-
88
-
88
-
-
-
-
212
212
(3,366)
-
(3,366)
-
-
-
32,280
212
32,492
247
2,878
44,324
1,08,903
1,806
1,58,159

CONSOLIDATED STATEMENT OF CHANGES IN EQUITY FOR THE YEAR ENDED MARCH 31, 2025 (CONTD.)

(` in Lakhs)

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Particulars Other equity Total equity
attributable to
Reserves & Surplus Other
the owners of
Comprehensive
Income the Company
Capital Securities General Retained Exchange
reserve premium reserve earnings difference on
translating
the financial
statement
Balance as at April 1, 247 2,878 44,324 1,08,903 1,806 1,58,159
2024
Total comprehensive
income for the period
Profit for the year - - - 41,510 - 41,510
Remeasurements - - - 194 - 194
of post-employment
benefit obligation,
(net of tax) accounted
through Other
comprehensive
income
Foreign currency - - - - 1,127 1,127
translation
Dividend paid - - - (3,366) - (3,366)
Total comprehensive - - - 38,338 1,127 39,466
income for the period
Balance as at March 247 2,878 44,324 1,47,242 2,933 1,97,625
31, 2025
----- End of picture text -----

For description of reserves refer note 17

The accompanying notes form an integral part of the Consolidated Financial Statements. (2-50)

As per our report of even date attached

For and on behalf of the Board of Directors Elecon Engineering Company Limited

For C N K & Associates LLP

Chartered Accountants

Firm's Registration No : 101961 W/W - 100036

CIN: L29100GJ1960PLC001082

Himanshu Kishnadwala

Prayasvin Patel

Ashutosh Pednekar

Chairman & Managing Director Director DIN : 00037394 DIN : 00026049

Partner

Membership No: 037391

Narasimhan Raghunathan Chief Financial Officer

Bharti Isarani

Company Secretary

Place : Vallabh Vidyanagar Date : April 24, 2025

Place : Vallabh Vidyanagar Date : April 24, 2025

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Corporate Overview Statutory Reports
01-32 33-123 124-279
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CONSOLIDATED STATEMENT OF CASH FLOWS

FOR THE YEAR ENDED MARCH 31, 2025

==> picture [495 x 624] intentionally omitted <==

----- Start of picture text -----

(in Lakhs)<br>Particulars Year ended Year ended<br>March 31, 2025 March 31, 2024<br>CASH FLOW FROM OPERATING ACTIVITIES<br>Profit before tax 53,697 46,538<br>Adjustments for:<br>Share of profit of associates (813) (641)<br>Depreciation and amortisation expense 6,076 5,092<br>Finance costs 1,304 864<br>(Gain)/loss on sale of investment (104) (90)<br>(Gain)/loss on fair valuation of investment (1,002) (66)<br>(Gain)/loss on sale of/discarded property, plant and equipment (net) (81) (272)<br>Interest income (2,814) (1,870)<br>Dividend income (15) (39)<br>Allowances for Expected Credit Loss (including Bad debts and advanced written off) 981 1,676<br>Unrealised exchange (gain)/loss 689 (17)<br>Provision for other contractual liabilities, warranty and others 942 243<br>Increase/(reversal) of provison for onerous contract - (73)<br>Liabilities written back (178) (553)<br>Rent Income (393) (337)<br>Provision for Slow and non moving inventory (217) 1,127<br> 58,072 51,582<br>Working Capital Adjustments<br>(Increase)/Decrease in trade receivables (17,617) (11,286)<br>(Increase)/Decrease in inventories (1,105) 3,779<br>(Increase)/Decrease in financial assets 9,510 726<br>(Increase)/Decrease in other current and non-current assets (2,882) (2,240)<br>(Decrease)/Increase in trade payables 9,291 184<br>(Decrease)/Increase in provisions, current and non-current liabilities 289 4,834<br>(Decrease)/Increase in other financial liabilities 353 (339)<br>Cash generated from operations 55,911 47,240<br>Taxes paid (Net of Refund) (12,681) (10,759)<br>Net cash (used in)/generated from operating activities (A) 43,230 36,481<br>CASH FLOW FROM INVESTING ACTIVITIES<br>Payments for purchase of property, plant and equipment (6,600) (3,149)<br>Proceeds from sale of property, plant and equipment 198 594<br>Payments for purchase of investments (20,955) (21,242)<br>(Increase)/Decrease in Bank balances other than cash and cash equivalents (9,634) (7,113)<br>Proceeds from sale of Investments 1,883 1,012<br>Interest received 3,071 1,572<br>Dividend received 15 39<br>Dividend received from associate 52 53<br>Rent received 393 337<br>Net cash (used in)/generated from investing activities (B) (31,577) (27,897)<br>CASH FLOW FROM FINANCING ACTIVITIES<br>(Repayment)/proceeds of current borrowings (net) 331 -<br>Repayment against other financing arrangements - (430)<br>Finance cost paid (1,304) (864)<br>Dividend paid (3,366) (3,366)<br>Payment of lease liabilities (2,398) (1,191)<br>Net cash (used in)/generated from financing activities (C) (6,737) (5,851)<br>Net Increase/(Decrease) in cash and cash equivalents (A+B+C) 4,916 2,734<br>Cash and cash equivalents at the beginning of the year (Refer note 14) 10,969 8,235<br>Cash and cash equivalents at the end of the period (Refer note 14) 15,885 10,969<br>Components of cash and cash equivalents :-<br>Cash on hand (below 1 Lakh) - -
Balances with banks
-In current accounts 7,038 8,233
-Remittance in Transit 11 -
Deposits with bank (with maturity up to 3 months) 8,836 2,736
15,885 10,969
----- End of picture text -----

CONSOLIDATED STATEMENT OF CASH FLOWS FOR THE YEAR ENDED MARCH 31, 2025 (CONTD.)

Notes:

  1. Cash and cash equivalents includes positive balances in cash credit accounts with banks and form an integral part of the Group’s cash management.

  2. The above Statement of Cash Flow has been prepared under the “Indirect Method” as set out in Indian Accounting Standard (Ind AS 7) - Statement of Cash Flows.

  3. In accordance with para 22 of Ind AS 7 - Statement of Cash Flows, cash flows from current borrowings have been reported on net basis since these being working capital facilities, the maturities are short.

  4. During the year non cash transaction from investing and financing activities with respect to acquisition of Right to Use Assets with corresponding adjustment to Lease liabilities 17,017 Lakhs (March 31, 2024: 3,077 Lakhs)

  5. Figures in brackets indicates cash outflow.

  6. Movement in liabilities arising from financing activities as at March 31, 2025:

(` in Lakhs)

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Particulars Borrowings Lease Liabilities Dividends paid Finance costs
(including taxes)
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Balance at the beginning of the year
Proceeds from non-current
borrowings
Repayment of borrowings/liabilities
Dividend paid (including taxes)
Interest paid
Net cash outfows
Interest accrued during the year
Remeasurement of lease liability
Charge to statement of proft and
loss
Foreign exchange fuctuation
Balance at the end of theyear
-
7,046
-
-
331
12,220
-
-
-
(2,398)
-
-
-
-
(3,366)
-
-
-
-
(1,304)
331
16,868
(3,366)
(1,304)
-
789
-
-
-
-
-
-
-
-
-
1,304
-
135
-
-
331
17,792
-
-

The accompanying notes form an integral part of the Consolidated Financial Statements. (2-50)

As per our report of even date attached

For and on behalf of the Board of Directors

For C N K & Associates LLP

Chartered Accountants Firm's Registration No : 101961 W/W - 100036

Elecon Engineering Company Limited CIN: L29100GJ1960PLC001082

Himanshu Kishnadwala

Prayasvin Patel

Ashutosh Pednekar

Chairman & Managing Director Director DIN : 00037394 DIN : 00026049

Partner Membership No: 037391

Narasimhan Raghunathan Bharti Isarani Chief Financial Officer Company Secretary

Place : Vallabh Vidyanagar Date : April 24, 2025

Place : Vallabh Vidyanagar Date : April 24, 2025

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NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

FOR THE YEAR ENDED MARCH 31, 2025

the Holding Company’s functional currency. All amounts have been rounded-off to the nearest Lakhs, unless otherwise indicated.

1. REPORTING ENTITY

Elecon Engineering Limited (‘the Holding Company or Company’) is a public company domiciled in India and incorporated under the provisions of the Companies Act, 1956. Its equity shares are listed on the Bombay Stock Exchange (‘BSE’) and National Stock Exchange (‘NSE’) in India. The registered office of the Company is located at Anand-Sojitra Road, Vallabh Vidyanagar, Gujarat.

2.3 Basis of measurement

The consolidated financial statements have been prepared under the historical cost convention on accrual basis except for the following:

Particulars Measurement basis

These consolidated financial statements comprise the Company and its subsidiaries (referred to collectively as the ‘Group’) and the Group’s interest in associates. The Group is involved in the design and manufacturing of Material Handling Equipment and Industrial Gears and also involved in providing erection and commissioning solutions for its products. The Group has manufacturing operations based out of India, Sweden, UK, USA and The Netherlands with sales offices at Dubai and Singapore.

a) Investments in Fair value certain equity shares/other securities of entities other than subsidiaries and associates

b) Net defined benefit Fair value of (asset)/ liability plan assets less present value of defined benefit obligations

2. BASIS OF PREPARATION

2.4 Use of estimates and judgments

2.1 Statement of compliance

The preparation of the consolidated financial statements in conformity with Ind AS requires the management to make estimates, judgments and assumptions. These estimates, judgments and assumptions affect the application of accounting policies and the reported amounts of assets and liabilities, the disclosures of contingent assets and liabilities at the date of the consolidated financial statements and reported amounts of revenues and expenses during the period. The application of accounting policies that require critical accounting estimates involving complex and subjective judgments and the use of assumptions in these financial statements have been disclosed below. Accounting estimates could change from period to period. Actual results could differ from those estimates. Appropriate changes in estimates are made as management becomes aware of changes in circumstances surrounding the estimates. Changes in estimates and judgements are reflected in the financial statements in the period in which changes are made and, if material, their effects are disclosed in the notes to the consolidated financial statements.

These Consolidated financial statements of the Group comprises, the consolidated balance sheet, the consolidated statement of profit and loss (including other comprehensive income), consolidated statement of changes in equity and consolidated statement of cash flows for the year then ended, and notes to the consolidated financial statements, including a summary of the significant accounting policies and other explanatory information (herein referred to as “Consolidated financial statements”). These consolidated financial statements have been prepared in accordance with Indian Accounting Standards (‘Ind AS’) as per the Companies (Indian Accounting Standards) Rules, 2015 (as amended) notified under Section 133 of Companies Act, 2013, (the ‘Act’) and guidelines issued by the Securities and Exchange Board of India (SEBI).

Details of the Group’s material accounting policies are included in Note 2.6.

2.2 Functional currency and presentation currency

These consolidated financial statements are presented in Indian Rupees (`), which is also

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2025 (CONTD.)

Judgments

Information about judgments made in applying accounting policies that have the most significant effects on the amounts recognised in the consolidated financial statements is included in the following notes:

  • Note 6 – identification of whether the Group has significant influence over an investee where the shareholding is below 20% of the issued share capital.

  • Note 4 – identification of the land and/or building as an investment property.

  • Note 6 – determining the amount of Impairment loss.

  • Note 38 – determining the amount of expected credit loss on financial assets (including trade receivables)

  • Note 43 – identification of reportable operating segments; and

  • Note 2.5(m) and 27 – identification of performance obligation in revenue recognition

Assumptions and estimation uncertainties

Information about assumptions and estimation uncertainties that have a significant risk of resulting in a material adjustment is included in the following notes:

  • Note 3-5 – estimate of useful life used for the purposes of depreciation and amortisation on property plant and equipment, investment properties and intangible assets.

  • Note 37 – recognition of deferred tax assets: availability of future taxable profit against which tax losses carried forward can be used;

  • Note 41 – measurement of defined benefit obligations: key actuarial assumptions;

  • Notes 20, 25 and 41 – recognition and measurement of provisions and contingencies: key assumptions about the likelihood and magnitude of an outflow of resources;

  • Note 38 – impairment of financial assets.

  • Note 27 and 44 – Revenue recognition based on percentage of completion and provision for onerous contracts

  • Note 3 and 19 - Ind AS 116 Leases requires lessee to determine the lease term as the non-cancellable period of a lease adjusted with any option to extend or terminate the lease, if the use of such option is reasonably certain. The Group makes assessment on the expected lease term on lease by lease basis and thereby assesses whether it is reasonably certain that any options to extend or terminate the contract will be exercised. In evaluating the lease term, the Group considers factors such as any significant leasehold improvements undertaken over the lease term, costs relating to the termination of lease and the importance of the underlying to the Group’s operations taking into account the location of the underlying asset and the availability of the suitable alternatives. The lease term in future periods is reassessed to ensure that the lease term reflects the current economic circumstances.

The discount rate is generally based on the incremental borrowing rate specific to the lease being evaluated or for a portfolio of leases with similar characteristics.

2.5 Measurement of fair values

Some of the Group’s accounting policies and disclosures require the measurement of fair values, for both financial and non-financial assets and liabilities.

The Group has an established control framework with respect to the measurement of fair values. This includes a financial reporting team that has overall responsibility for overseeing all significant fair value measurements, including Level 3 fair values, and reports directly to the chief financial officer.

The financial reporting team regularly reviews significant unobservable inputs and valuation adjustments. If third party information, such as pricing services, is used to measure fair values, then the financial reporting team assesses

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NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2025 (CONTD.)

the evidence obtained from the third parties to support the conclusion that these valuations meet the requirements of Ind AS, including the level in the fair value hierarchy in which the valuations should be classified.

Fair values are categorised into different levels in a fair value hierarchy based on the inputs used in the valuation techniques as follows.

  • Level 1: quoted prices (unadjusted) in active markets for identical assets or liabilities.

  • Level 2: inputs other than quoted prices included in Level 1 that are observable for the asset or liability, either directly (i.e. as prices) or indirectly (i.e. derived from prices).

  • Level 3: inputs for the asset or liability that are not based on observable market data (unobservable inputs).

When measuring the fair value of an asset or a liability, the Group uses observable market data as far as possible. If the inputs used to measure the fair value of an asset or a liability fall into different levels of the fair value hierarchy, then the fair value measurement is categorised in its entirety in the same level of the fair value hierarchy as the lowest level input that is significant to the entire measurement.

The Group recognises transfers between levels of the fair value hierarchy at the end of the reporting period during which the change has occurred.

Further information about the assumptions made in measuring fair values is included in the following notes:

  • Note 4 – investment property;

  • Note 38 and 39 – financial instruments.

2.6 Material accounting policies

a) Business combinations

(i) Subsidiaries

Subsidiaries are entities controlled by the Group. The Group controls an entity when it is exposed to, or has rights to, variable returns from its involvement with the entity and has the ability to affect those returns through its power

over the entity. The financial statements of subsidiaries are included in the consolidated financial statements from the date on which control commences until the date on which control ceases.

(ii) Equity accounted investees

The Group’s interests in equity accounted investees comprise interests in associates.

An associate is an entity in which the Group has significant influence, but not control or joint control, over the financial and operating policies. Interests in associates are accounted for using the equity method. They are initially recognised at cost which includes transaction costs. Subsequent to initial recognition, the consolidated financial statements include the Group’s share of profit or loss and OCI of equity accounted investees until the date on which significant influence ceases.

(iii) Transactions eliminated on consolidation

Intra-group balances and transactions, and any unrealised income and expenses arising from intra-group transactions, are eliminated. Unrealised gains arising from transactions with equity accounted investees are eliminated against the investment to the extent of the Group’s interest in the investee. Unrealised losses are eliminated in the same way as unrealised gains, but only to the extent that there is no evidence of impairment.

b) Operating cycle and classification of current and non-current:

  • Based on the nature of products and the time between the acquisition of assets for processing and their realisation in cash and cash equivalent, the Company has considered the operating cycle as the life of the project for project related assets and liabilities and for rest of the assets

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2025 (CONTD.)

and liabilities it has been considered as 12 months.

All the assets and liabilities are classified as current and non current as per the Company’s normal operating cycle, and other criteria set out in Schedule III of the Companies Act, 2013.

An asset is treated as current when it is:

  • Expected to be realised or intended to be sold or consumed in normal operating cycle;

  • Held primarily for the purpose of trading;

  • Expected to be realised within twelve months after the reporting period; or

• Cash or cash equivalent, unless restricted from being exchanged or used to settle a liability for at least twelve months after the reporting period.

All other assets are classified as non-current.

A liability is treated as current when:

  • It is expected to be settled in normal operating cycle;

  • It is held primarily for the purpose of trading;

  • It is due to be settled within twelve months after the reporting period; or

• There is no unconditional right to defer the settlement of the liability for at least twelve months after the reporting period.

Other Assets and Liabilities except as stated above are classified as non-current.

c) Foreign currency transactions

  • The functional currency of the Company is the Indian rupee. These financial statements are presented in Indian rupees.

Transactions in foreign currencies are translated into the functional currency of the Group companies at the exchange rates at the dates of the transactions or an average

rate if the average rate approximates the actual rate at the date of the transaction.

Monetary assets and liabilities denominated in foreign currencies are translated into the functional currency at the exchange rate at the reporting date. Non-monetary assets and liabilities that are measured at fair value in a foreign currency are translated into the functional currency at the exchange rate when the fair value was determined. Non-monetary assets and liabilities that are measured based on historical cost in a foreign currency are translated at the exchange rate at the date of the transaction. Exchange differences are recognised in the statement of profit and loss.

d) Financial instruments

Recognition and initial measurement

Trade receivables are initially recognised when they are originated. All other financial assets and financial liabilities are initially recognised when the Group becomes a party to the contractual provisions of the instrument.

  • A financial asset or financial liability is initially measured at fair value plus, for an item not at fair value through profit and loss (‘FVTPL’), transaction costs that are directly attributable to its acquisition or issue.

Financial assets - classification and subsequent measurement

  • On initial recognition, a financial asset is classified as measured at

  • amortised cost;

  • FVOCI – equity investment; or

  • FVTPL

Financial assets are not reclassified subsequent to their initial recognition, except if and in the period the Group changes its business model for managing financial assets.

A financial asset is measured at amortised cost if it meets both of the following

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NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2025 (CONTD.)

conditions and is not designated as at FVTPL:

  • the asset is held within a business model whose objective is to hold assets to collect contractual cash flows; and

  • The contractual terms of the financial asset give rise on specified dates to cash flows that are solely payments of principal and interest on the principal amount outstanding.

A debt investment is measured at FVOCI if it meets both of the following conditions and is not designated as at FVTPL:

  • The asset is held within a business model whose objective is achieved by both collecting contractual cash flows and selling financial assets; and

  • The contractual terms of the financial asset give rise on specified dates to cash flows that are solely payments of principal and interest on the principal amount outstanding.

FVTPL is a residual category for debt instruments. Any debt instrument, which does not meet the criteria for categorisation as at amortised cost or as FVOCI, is classified as at FVTPL.

On initial recognition of an equity investment that is not held for trading, the Group may irrevocably elect to present subsequent changes in the investment’s fair value in OCI (designated as FVOCI – equity investment). This election is made on an investment-byinvestment basis. At present there are no such investments.

All financial assets not classified as measured at amortised cost or FVOCI as described above are measured at FVTPL. This includes all derivative financial assets. On initial recognition, the Group may irrevocably designate a financial asset that otherwise meets the requirements to be measured at amortised cost or at FVOCI or at FVTPL if doing so eliminates or significantly reduces an accounting mismatch that would otherwise arise.

Financial assets: Business model assessment

  • The Group makes an assessment of the objective of the business model in which a financial asset is held at a portfolio level because this best reflects the way the business is managed and information is provided to management. The information considered includes:

  • The stated policies and objectives for the portfolio and the operation of those policies in practice. These include whether management’s strategy focuses on earning contractual interest income, maintaining a particular interest rate profile, matching the duration of the financial assets to the duration of any related liabilities or expected cash outflows or realising cash flows through the sale of the assets;

  • how the performance of the portfolio is evaluated and reported to the Group’s management;

  • the risks that affect the performance of the business model (and the financial assets held within that business model) and how those risks are managed;

  • how managers of the business are compensated – e.g. whether compensation is based on the fair value of the assets managed or the contractual cash flows collected; and

  • The frequency, volume and timing of sales of financial assets in prior periods, the reasons for such sales and expectations about future sales activity.

Transfers of financial assets to third parties in transactions that do not qualify for derecognition are not considered sales for this purpose, consistent with the Group’s continuing recognition of the assets.

Financial assets that are held for trading or are managed and whose performance is

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2025 (CONTD.)

evaluated on a fair value basis are measured at FVTPL.

Financial assets: Assessment whether contractual cash flows are solely payments of principal and interest

For the purposes of this assessment, ‘principal’ is defined as the fair value of the financial asset on initial recognition. ‘Interest’ is defined as consideration for the time value of money and for the credit risk associated with the principal amount outstanding during a particular period of time and for other basic lending risks and costs (e.g. liquidity risk and administrative costs), as well as a profit margin.

In assessing whether the contractual cash flows are solely payments of principal and interest, the Group considers the contractual terms of the instrument. This includes assessing whether the financial asset contains a contractual term that could change the timing or amount of contractual cash flows such that it would not meet this condition. In making this assessment, the Group considers:

  • contingent events that would change the amount or timing of cash flows;

  • terms that may adjust the contractual coupon rate, including variable interest rate features;

  • prepayment and extension features; and

  • Terms that limit the Group’s claim to cash flows from specified assets (e.g. non-recourse features).

A prepayment feature is consistent with the solely payments of principal and interest criterion if the prepayment amount substantially represents unpaid amounts of principal and interest on the principal amount outstanding, which may include reasonable additional compensation for early termination of the contract. Additionally, for a financial asset acquired at a significant discount or premium to its

contractual amount, a feature that permits or requires prepayment at an amount that substantially represents the contractual par amount plus accrued (but unpaid) contractual interest (which may also include reasonable additional compensation for early termination) is treated as consistent with this criterion if the fair value of the prepayment feature is insignificant at initial recognition.

Subsequent measurement and gains and losses for financial assets held by the Group

Financial assets at These assets FVTPL are subsequently measured at fair value. Net gains and losses, including any interest or dividend income, are recognised in the statement of profit and loss.

Financial assets at amortised cost

These assets are subsequently measured at amortised cost using the effective interest method. The amortised cost is reduced by impairment losses. Interest income, foreign exchange gains and losses and impairment are recognised in the statement of profit and loss. Any gain or loss on derecognition is recognised in the statement of profit and loss.

Financial liabilities: Classification, subsequent measurement and gains and losses

Financial liabilities are classified as measured at amortised cost or FVTPL. A financial liability is classified as at FVTPL if it is classified as held-for-trading, or it is

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NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2025 (CONTD.)

a derivative or it is designated as such on initial recognition. Financial liabilities at FVTPL are measured at fair value and net gains and losses, including any interest expense, are recognised in the statement of profit and loss. Other financial liabilities are subsequently measured at amortised cost using the effective interest method. Interest expense and foreign exchange gains and losses are recognised in the statement of profit and loss. Any gain or loss on derecognition is also recognised in the statement of profit and loss. Presently, all the financial liabilities are measured at amortised cost.

Derecognition:

Financial assets

The Group derecognises a financial asset when the contractual rights to the cash flows from the financial asset expire, or it transfers the rights to receive the contractual cash flows in a transaction in which substantially all of the risks and rewards of ownership of the financial asset are transferred or in which the Group neither transfers nor retains substantially all of the risks and rewards of ownership and does not retain control of the financial asset.

If the Group enters into transactions whereby it transfers assets recognised on its balance sheet, but retains either all or substantially all of the risks and rewards of the transferred assets, the transferred assets are not derecognised.

Financial liabilities

The Group derecognises a financial liability when its contractual obligations are discharged, cancelled, or expire.

Offsetting

Financial assets and financial liabilities are offset and the net amount presented in the balance sheet when, and only when, the Group currently has a legally enforceable right to set off the amounts and it intends either to settle them on a net basis or to

realise the asset and settle the liability simultaneously.

Derivative financial instruments:

The Group uses derivative financial instruments, such as foreign exchange forward contracts to manage its exposure to foreign exchange risks. Such derivative financial instruments are initially recognised at fair value on the date on which a derivative contract is entered into and are subsequently re-measured at fair value. Derivatives are carried as financial assets when the fair value is positive and as financial liabilities when the fair value is negative.

Any profit or loss arising on cancellation or renewal of such a forward exchange contract is recognised as income or as expense in the period in which such cancellation or renewal is made.

  • e) Property, plant and equipment

Recognition and measurement

Items of property, plant and equipment are measured at cost, which includes capitalised borrowing costs, less accumulated depreciation and accumulated impairment losses, if any.

Cost of an item of property, plant and equipment comprises its purchase price, including import duties and nonrefundable purchase taxes, after deducting trade discounts and rebates, any directly attributable cost of bringing the item to its working condition for its intended use and estimated costs of dismantling and removing the item and restoring the site on which it is located. The cost of a self-constructed item of property, plant and equipment comprises the cost of materials and direct labor, any other costs directly attributable to bringing the item to working condition for its intended use, and estimated costs of dismantling and removing the item and restoring the site on which it is located.

If significant parts of an item of property, plant and equipment have different useful

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2025 (CONTD.)

lives, then they are accounted for as separate items (major components) of property, plant and equipment.

Any gain or loss on disposal of an item of property, plant and equipment is recognised in the statement of profit and loss.

Subsequent measurement

Subsequent expenditure is capitalised only if it is probable that the future economic benefits associated with the expenditure will flow to the Group.

Depreciation

The estimate of the useful life of the assets for Holding Company has been assessed based on technical advice which considers the nature of the asset, the usage of the asset, expected physical wear and tear, the operating conditions of the asset, anticipated technological changes, manufacturers warranties and maintenance support, etc. Details of useful life considered for depreciation along with method of depreciation are provided below:

(i) For Holding Company

Particulars Depreciation Useful life Method Plant and Straight line 5 to 35 years Equipments Basis Buildings Written 10 to 60 Down Value years Basis All other Written As Property, Down Value prescribed Plant and Basis in Schedule Equipment II to the Companies Act, 2013

(ii) For Overseas Subsidiaries

Particulars Depreciation Useful Life Method Plant and Straight line 7 years Machineries Basis Buildings Straight line 20 years Basis All other Straight line 4 to 5 years Property, Basis Plant and Equipment

The management believes that these estimated useful lives reflect fair approximation of the period over which the assets are likely to be used.

The residual values, useful lives and methods of depreciation of property, plant and equipment are reviewed at each financial year end and adjusted prospectively, if appropriate.

Capital Work in Progress (CWIP)

Cost of assets not ready for intended use, as on the Balance Sheet date, is shown as CWIP. CWIP is stated at cost, net of accumulated impairment loss, if any.

Advances given towards acquisition of assets (including CWIP) and outstanding at each balance sheet date are disclosed as “Other Non-Current Assets.”

Derecognition

The carrying amount of an item of property, plant and equipment is derecognised on disposal or when no future economic benefits are expected from its use or disposal. The consequential gain or loss is measured as the difference between the net disposal proceeds and the carrying amount of the item and is recognised in the statement of profit and loss.

f) Leases

The Group at inception of a contract, assesses whether a contract is, or contains, a lease. A contract is, or contains, a lease if the contract conveys the right to control the use of an identified asset for a period of time in exchange for consideration.

The Group recognises a right-of-use asset and a lease liability at the lease commencement date except for leases with a term of twelve months or less (short-term leases) and low value leases. For these short-term and low value leases, the lease payments associated with these leases as an expense on a straight-line basis over the lease term.

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Lease term is a non-cancellable period together with periods covered by an option to extend the lease if the Company is reasonably certain to exercise that option; and periods covered by an option to terminate the lease if the Company is reasonably certain not to exercise that option.

The right-of-use asset is initially measured at cost, which comprises the initial amount of the lease liability adjusted for any lease payments made at or before the commencement date, plus any initial direct costs incurred and an estimate of costs to dismantle and remove the underlying asset or to restore the underlying asset or the site on which it is located, less any lease incentives received.

The right-of-use asset is subsequently depreciated using the straight-line method from the commencement date to the end of the lease term, unless the lease transfers ownership of the underlying asset to the Group by the end of the lease term or the cost of the right-of-use asset reflects that the Group will exercise a purchase option.

In that case the right-of-use asset will be depreciated over the useful life of the underlying asset. In addition, the right-of-use asset is periodically reduced by impairment losses, if any, and adjusted for certain remeasurements of the lease liability.

The lease liability is initially measured at the present value of the lease payments to be paid over the lease term at the commencement date, discounted using the interest rate implicit in the lease or, if that rate cannot be readily determined, the Group’s incremental borrowing rate. Generally, the Group uses its incremental borrowing rate as the discount rate. Subsequently, the lease liability is measured at amortised cost using the effective interest method.

The Group determines its incremental borrowing rate by obtaining interest rates from various external financing sources and makes certain adjustments to reflect

the terms of the lease and type of the asset leased.

Lease payments included in the measurement of the lease liability comprise the following:

  • fixed payments, including in-substance fixed payments;

  • variable lease payments that depend on an index or a rate, initially measured using the index or rate as at the commencement date;

  • amounts expected to be payable under a residual value guarantee; and

  • the exercise price under a purchase option that the Group is reasonably certain to exercise, lease payments in an optional renewal period if the Group is reasonably certain to exercise an extension option, and penalties for early termination of a lease unless the Group is reasonably certain not to terminate early.

The lease liability is measured at amortised cost using the effective interest method. It is remeasured when there is a change in future lease payments arising from a change in an index or rate, if there is a change in the Group’s estimate of the amount expected to be payable under a residual value guarantee, if the Group changes its assessment of whether it will exercise a purchase, extension or termination option or if there is a revised in-substance fixed lease payment.

When the lease liability is remeasured in this way, a corresponding adjustment is made to the carrying amount of the right-of-use asset, or is recorded in profit or loss if the carrying amount of the right-of-use asset has been reduced to zero.

Short-term leases and leases of low-value assets

The Group has elected not to recognise right-of-use assets and lease liabilities for leases of low-value assets and short-term

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2025 (CONTD.)

leases, including IT equipment. The Group recognises the lease payments associated with these leases as an expense on a straight-line basis over the lease term.

As a lessor

Lease income from operating leases, where the Company is a lessor, is recognised on a straight-line basis over the lease term unless the receipts are structured to increase in line with expected general inflation to compensate for the expected inflation.

g) Goodwill and other Intangible assets

Goodwill

For measurement of goodwill that arises on a business combination (see Note 2.6 (a) (i)). Subsequent measurement is at cost less any accumulated impairment losses.

In respect of business combinations that occurred prior to April 01, 2014, goodwill is included on the basis of its deemed cost, which represents the amount recorded under Previous GAAP, adjusted for the reclassification of certain intangibles.

Internally generated: Research and development activities and software development

Expenditure on research activities is recognised in the statement of profit and loss as incurred.

Development expenditure is capitalised as part of the cost of the resulting intangible asset only if the expenditure can be measured reliably, the product or process is technically and commercially feasible, future economic benefits are probable, and the Group intends to and has sufficient resources to complete development and to use or sell the asset. Otherwise, it is recognised in the statement of profit and loss as incurred.

Subsequent to initial recognition, the asset is measured at cost less accumulated amortisation and any accumulated impairment losses.

Other intangible assets

Other intangible assets that are acquired by the Group and that have finite useful lives are measured at cost less accumulated amortisation and accumulated impairment losses. The cost of intangible assets acquired in a business combination is their fair value at the date of acquisition.

Subsequent expenditure

Subsequent expenditure is capitalised only when it increases the future economic benefits embodied in the specific asset to which it relates.

Amortisation

Amortisation is calculated to amortise the cost of intangible assets over their estimated useful lives (6 years) using the straight-line method and is included in depreciation and Amortisation in the statement of profit and loss.

Particulars Depreciation
Method
Useful life
Computer
Software
Straight Line
Basis
3 years
Licenses
Straight Line
Basis
6 years

Amortisation method, useful lives and residual values are reviewed at the end of each financial year and adjusted if appropriate.

h) Investment properties

Investment properties are properties held to earn rentals and/or for capital appreciation (including property under construction for such purposes). Investment properties are measured initially at cost, including transaction costs. Subsequent to initial recognition, investment properties are measured in accordance with Ind AS 16 requirements for cost model. Investment property includes freehold/leasehold land and building.

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Depreciation

Based on technical evaluation and consequent advice, the management believes a period of 25-60 years as representing the best estimate of the period over which investment properties (which are quite similar) are expected to be used. Accordingly, the Group depreciates investment properties over this period on a straight- line basis. This is different from the indicative useful life of relevant type of assets mentioned in Schedule II to the Companies Act 2013.

An investment property is derecognised upon disposal or when the investment property is permanently withdrawn from use and no future economic benefits are expected from the disposal. Any gain or loss arising on derecognition of the property is calculated as the difference between the net disposal proceeds and the carrying amount of the asset and included in the statement of profit or loss in the period in which the property is derecognised.

  • i) Inventories

  • Inventories are measured at the lower of cost and net realisable value. The cost of inventories is based on weighted average cost basis, and includes expenditure incurred in acquiring the inventories, production or conversion costs and other costs incurred in bringing them to their present location and condition. Costs incurred in bringing each product to its present location and condition are accounted for as follows:

  • Raw materials: cost includes cost of purchase and other costs incurred in bringing the inventories to their present location and condition. Cost is determined on Weighted Average Cost basis.

  • Finished goods and work in progress: cost includes cost of direct materials and labour and a proportion of manufacturing overheads based on the normal operating capacity, but

excluding borrowing costs. Cost is determined on Weighted Average Cost basis.

  • Stores and spares (consisting of engineering spares, which are used in operating machines or consumed as indirect materials in the manufacturing process): cost includes cost of purchase and other costs incurred in bringing the inventories to their present location and condition. Cost is determined on Weighted Average Cost basis.

  • Traded goods: cost includes cost of purchase and other costs incurred in bringing the inventories to their present location and condition. Cost is determined on weighted average basis.

  • Net realisable value is the estimated selling price in the ordinary course of business, less the estimated costs of completion and selling expenses. The net realisable value of work-in-progress is determined with reference to the selling prices of related finished products.

The comparison of cost and net realisable value is made on an item-by-item basis.

The factors that the Company considers in determining the allowance for slow moving, obsolete and other non-saleable inventory include estimated shelf life, planned product discontinuances, price changes, ageing of inventory and introduction of competitive new products, to the extent each of these factors impact the Company’s business and markets.

  • j) Impairment

  • Impairment of financial assets

The Group recognises loss allowances for expected credit losses on financial assets measured at amortised cost.

At each reporting date, the Group assesses whether financial assets carried at amortised cost are credit-impaired. A financial asset is ‘credit-impaired’ when one or more events

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2025 (CONTD.)

that have a detrimental impact on the

estimated future cash flows of the financial asset have occurred.

Evidence that a financial asset is creditimpaired includes the following observable data:

  • significant financial difficulty of the borrower or issuer;

  • a breach of contract such as a default or being significantly past due;

  • the restructuring of a loan or advance by the Group on terms that the Group would not consider otherwise; or

  • it is probable that the borrower will enter bankruptcy or other financial reorganisation.

Loss allowances for trade receivables are always measured at an amount equal to lifetime expected credit losses. The Group follows ‘simplified approach’ for recognition of impairment loss allowance on trade receivables or contract revenue receivables. Under the simplified approach, the Group is not required to track changes in credit risk. Rather, it recognises impairment loss allowance based on lifetime Expected Credit Losses (‘ECL”) together with appropriate management estimates for credit loss at each reporting date, right from its initial recognition.

The Group uses a provision matrix to determine impairment loss allowance on the group of trade receivables. The provision matrix is based on its historically observed default rates over the expected life of the trade receivable and is adjusted for forward looking estimates. At every reporting date, the historical observed default rates are updated and changes in the forward-looking estimates are analysed.

Measurement of expected credit losses

Expected credit losses are a probabilityweighted estimate of credit losses. Credit losses are measured as the present value

of all cash shortfalls (i.e. the difference between the cash flows due to the Group in accordance with the contract and the cash flows that the Group expects to receive).

Presentation of allowance for expected credit losses in the balance sheet

Loss allowances for financial assets measured at amortised cost are deducted from the gross carrying amount of the assets.

Write off

The gross carrying amount of a financial asset is written off (either partially or in full) to the extent that there is no realistic prospect of recovery. This is generally the case when the Group determines that the debtor does not have assets or sources of income that could generate sufficient cash flows to repay the amounts subject to the write-off. However, financial assets that are written off could still be subject to enforcement activities in order to comply with the Group’s procedures for recovery of amounts due.

Impairment of non-financial assets

The Group’s non-financial assets, other than inventories, deferred tax assets, investment properties and contract assets, are reviewed at each reporting date to determine whether there is any indication of impairment. If any such indication exists, then the asset’s recoverable amount is estimated. Goodwill is tested annually for impairment

For impairment testing, assets that do not generate independent cash inflows are grouped together into cash- generating units (CGUs). Each CGU represents the smallest group of assets that generates cash inflows that are largely independent of the cash inflows of other assets or CGUs. Goodwill arising from a business combination is allocated to CGUs or groups of CGUs that are expected to benefit from the synergies of the combination.

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The recoverable amount of a CGU (or an individual asset) is the higher of its value in use and its fair value less costs to sell. Value in use is based on the estimated future cash flows, discounted to their present value using a pre-tax discount rate that reflects current market assessments of the time value of money and the risks specific to the CGU (or the asset).

An impairment loss is recognised if the carrying amount of an asset or CGU exceeds its estimated recoverable amount. Impairment losses are recognised in the statement of profit and loss. Impairment loss recognised in respect of a CGU is allocated to reduce the carrying amounts of the assets of the CGU (or group of CGUs) on a pro rata basis.

An impairment loss in respect of goodwill is not reversed. Assets (other than goodwill) for which impairment loss has been recognised in prior periods, the Group reviews at each reporting date whether there is any indication that the loss has decreased or no longer exists. An impairment loss is reversed if there has been a change in the estimates used to determine the recoverable amount. Such a reversal is made only to the extent that the asset’s carrying amount does not exceed the carrying amount that would have been determined, net of depreciation or amortisation, if no impairment loss had been recognised.

k) Employee benefits

Short term employee benefits

All employee benefits payable within twelve months of rendering the service are classified as short-term employee benefits. Benefits such as salaries, wages, etc. and the expected cost of ex-gratia are recognised in the period in which the employee renders the related service. A liability is recognised for the amount expected to be paid when there is a present legal or constructive obligation to pay this amount as a result of past service provided by the employee and the obligation can be estimated reliably.

Defined contribution plans

A defined contribution plan is a postemployment benefit plan under which the Group makes specified monthly contributions towards government administered provident fund scheme. Obligations for contributions to defined contribution plans are recognised as an employee benefit expense in the statement of profit and loss in the periods during which the related services are rendered by employees.

Prepaid contributions are recognised as an asset to the extent that a cash refund or a reduction in future payments is available.

Defined benefit plans

A defined benefit plan is a post-employment benefit plan other than a defined contribution plan. The Group’s net obligation in respect of defined benefit plans is calculated separately for each plan by estimating the amount of future benefit that employees have earned in the current and prior periods, discounting that amount and deducting the fair value of any plan assets.

The calculation of defined benefit obligation is performed annually by a qualified actuary using the projected unit credit method. When the calculation results in a potential asset for the Group, the recognised asset is limited to the present value of economic benefits available in the form of any future refunds from the plan or reductions in future contributions to the plan (‘the asset ceiling’). In order to calculate the present value of economic benefits, consideration is given to any minimum funding requirements.

Remeasurements of the net defined benefit liability, which comprise actuarial gains and losses, the return on plan assets (excluding interest) and the effect of the asset ceiling (if any, excluding interest), are recognised in OCI. The Group determines the net interest expense/(income) on the net defined benefit liability/(asset) for the period by applying the discount rate used to measure the defined benefit obligation at the beginning of the

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2025 (CONTD.)

annual period to the then-net defined benefit liability/(asset), taking into account any changes in the net defined benefit liability/ (asset) during the period as a result of contributions and benefit payments. Net interest expense and other expenses related to defined benefit plans are recognised in the statement of profit and loss.

When the benefits of a plan are changed or when a plan is curtailed, the resulting change in benefit that relates to past service (‘past service cost’ or ‘past service gain’) or the gain or loss on curtailment is recognised immediately in the statement of profit and loss. The Group recognises gains and losses on the settlement of a defined benefit plan when the settlement occurs.

Other long-term employee benefits

The Group’s net obligation in respect of long-term employee benefits other than post-employment benefits is the amount of future benefit that employees have earned in return for their service in the current and prior periods; that benefit is discounted to determine its present value, and the fair value of any related assets is deducted. The obligation is measured on the basis of an annual independent actuarial valuation using the projected unit credit method. Re-measurements gains or losses are recognised in the statement of profit and loss in the period in which they arise.

Termination benefits

Termination benefits are expensed at the earlier of when the Group can no longer withdraw the offer of those benefits and when the Group recognises costs for a restructuring.

l) Provisions (other than employee benefits) A provision is recognised if, as a result of a past event, the Group has a present legal or constructive obligation that can be estimated reliably, and it is probable that an outflow of economic benefits will be required to settle the obligation.

Warranties

A provision for warranties is recognised when the underlying products or services are sold. The provision is based on technical evaluation, historical warranty data and a weighing of all possible outcomes by their associated probabilities.

Onerous contracts

A contract is considered to be onerous when the expected economic benefits to be derived by the Group from the contract are lower than the unavoidable cost of meeting its obligations under the contract. The provision for an onerous contract is measured at the present value of the lower of the expected cost of terminating the contract and the expected net cost of continuing with the contract.

Contingent Liabilities

Contingent liability is disclosed for (i) Possible obligations which will be confirmed only by the future events not wholly within the control of the Company or (ii) Present obligations arising from past events where it is not probable that an outflow of resources will be required to settle the obligation or a reliable estimate of the amount of the obligation cannot be made.

Contingent Assets

Contingent assets are not recognised in the financial statements. A contingent asset is disclosed where an inflow of economic benefits is probable. Contingent assets are assessed continually and, if it is virtually certain that an inflow of economic benefits will arise, the asset and related income are recognised in the period in which the change occurs.

m) Revenue recognition

Sale of goods and services

Revenue is recognised upon transfer of control of promised goods to customers in an amount that reflects the consideration which the Group expects to receive in exchange for those goods.

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Revenue from the sale of goods is recognised at the point in time when control is transferred to the customer, which generally coincides with the delivery of goods to customers, based on contracts with the customers.

Revenue is measured based on the transaction price, which is the consideration, adjusted for volume discounts, price concessions, incentives, and returns, if any, as specified in the contracts with the customers.

Revenue excludes taxes collected from customers on behalf of the government. Accruals for discounts/incentives and returns are estimated (using the most likely method) based on accumulated experience and underlying schemes and agreements with customers.

Revenue from services towards erection, commissioning and other services is recognised when services are rendered and there is certainty of the realisation.

Transaction Price

The Group is required to determine the transaction price in respect of each of its contracts with customers. Contract with customers for sale of goods or services are either on a fixed price or on variable price basis. For allocating the transaction price, the Group measures the revenue in respect of each performance obligation of contract at its relative standalone selling price. The price that is regularly charged for an item when sold separately is the best evidence of its standalone selling price. In making judgment about the standalone selling price, the Group also assesses the impact of any variable consideration in the contract, due to discounts or rebates.

Performance Obligations

If a contract contains more than one distinct goods and service, the transaction price is allocated to each performance obligation based on relative stand-alone selling prices.

Dividend and Interest income

Dividend income from investments is recognised when the Group’s right to receive payment is established.

Interest income from financial assets is recognised when it is probable that economic benefits will flow to the Group and the amount of income can be measured reliably. Interest income is accrued on a time basis, by reference to the principal outstanding and at the effective interest rate applicable, which is the rate that exactly discounts estimated future cash receipts through the expected life of the financial asset to that asset’s net carrying amount on initial recognition.

Insurance claim

Insurance claims are recognised on the basis of claims admitted / expected to be admitted, to the extent that the amount recoverable can be measured reliably and it is reasonable to expect ultimate collection.

Other Income

Other income is comprised primarily of gain / loss on investments, exchange gain/loss on foreign currency transactions.

n) Government Grants

The export incentives received by the Group such as duty draw back, Remission of Duties or Taxes on Export Products Scheme (RoDTEP) and Export Promotions on Capital Goods (EPCG) scheme are treated as government grants.

o) Income taxes

Income tax expense comprises current and deferred tax. It is recognised in the statement of profit and loss except to the extent it relates to a business combination, or items recognised directly in equity or in OCI.

The Group has determined that interest and penalties related to income taxes, including uncertain tax treatments, do not meet the definition of income taxes, and

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2025 (CONTD.)

therefore accounted for them under Ind AS 37 “Provisions, Contingent Liabilities and Contingent Assets”.

Current tax

Current tax comprises the expected tax payable or receivable on the taxable income or loss for the year and any adjustment to the tax payable or receivable in respect of previous years. The amount of current tax reflects the best estimate of the tax amount expected to be paid or received after considering the uncertainty, if any, related to income taxes. It is measured using tax rates (and tax laws) enacted or substantively enacted by the reporting date.

Current tax assets and current tax liabilities are offset only if there is a legally enforceable right to set off the recognised amounts, and it is intended to realise the asset and settle the liability on a net basis or simultaneously.

Deferred tax

Deferred tax is recognised in respect of temporary differences between the carrying amounts of assets and liabilities for financial reporting purposes and the corresponding amounts used for taxation purposes. Deferred tax is also recognised in respect of carried forward tax losses and tax credits, if any.

Deferred tax assets are recognised for unused tax losses, unused tax credits and deductible temporary differences to the extent that it is probable that future taxable profits will be available against which they can be used. The existence of unused tax losses is strong evidence that future taxable profit may not be available. Therefore, in case of a history of recent losses, the Group recognises a deferred tax asset only to the extent that it has sufficient taxable temporary differences or there is convincing other evidence that sufficient taxable profit will be available against which such deferred tax asset can be realised. Deferred tax assets – unrecognised or recognised, are reviewed at each reporting date and are recognised/

reduced to the extent that it is probable/ no longer probable respectively that the related tax benefit will be realised.

Deferred tax is measured at the tax rates that are expected to apply to the period when the asset is realised or the liability is settled, based on the laws that have been enacted or substantively enacted by the reporting date.

The measurement of deferred tax reflects the tax consequences that would follow from the manner in which the Group expects, at the reporting date, to recover or settle the carrying amount of its assets and liabilities.

p) Borrowing cost

Borrowing costs are interest and other costs incurred in connection with the borrowing of funds. Borrowing costs directly attributable to acquisition or construction of an asset which necessarily take a substantial period of time to get ready for their intended use are capitalised as part of the cost of that asset. Other borrowing costs are recognised as an expense basis the Effective Interest Rate (EIR) method for non-current borrowings and for current borrowings the same are charged to the statement of profit and loss as and when incurred.

q) Segment reporting

Operating segments are reported in a manner consistent with the internal reporting provided to the Chief Operating Decision Maker (CODM) of the Group. The CODM is responsible for allocating resources and assessing performance of the operating segments of the Group. For the disclosure on reportable segments see Note 43.

r) Cash and cash equivalents

Cash and cash equivalents comprise cash and cheques in hand, bank balances, demand deposits with banks where the original maturity is three months or less and other short term highly liquid investments.

s) Cash flow statement

Cash flows are reported using the indirect method, whereby profit for the period is

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adjusted for the effects of transactions of a non-cash nature, any deferrals or accruals of past or future operating cash receipts or payments and item of income or expenses associated with investing or financing cash flows. The cash flows from the operating, investing and financing activities of the Company are segregated. In the cash-flow statement, cash and cash equivalents are shown net of bank overdrafts, which are included as current borrowings in liabilities on the balance sheet.

  • t) The Dividend Distribution to equity shareholders:

The Holding Company recognises a liability to make cash distributions to equity holders when the distribution is authorised and the distribution is no longer at the discretion of the Holding Company. A distribution is authorised when it is approved by the shareholders. A corresponding amount is recognised directly in other equity along with any tax thereon.

  • u) Earnings per share

Basic earnings per equity share are computed by dividing the net profit attributable to the equity holders of the Companyby the weighted average number of equity shares outstanding during the period. Diluted earnings per equity share is computed by dividing the net profit attributable to the equity holders of the Holding Company by the weighted average number of equity shares considered for deriving basic earnings per equity share and also the weighted average number of equity shares that could have been issued upon conversion of all dilutive potential equity shares.

The dilutive potential equity shares are adjusted for the proceeds receivable had the equity shares been actually issued at fair value (i.e. the average market value of the outstanding equity shares). Dilutive potential equity shares are deemed converted as of the beginning of the period, unless issued at a later date. Dilutive potential equity shares are determined independently for each period presented. The number of equity shares and potentially dilutive equity shares are adjusted retrospectively for all periods presented for any share splits and bonus shares issues including for changes effected prior to the approval of the financial statements by the Board of Directors.

2.7 Recent pronouncements

Ministry of Corporate Affairs (“MCA”) notifies new standards or amendments to the existing standards under Companies (Indian Accounting Standards) Rules as issued from time to time. For the year ended March 31, 2025, MCA has not notified Ind AS – 117 Insurance Contracts and amendments to Ind AS 116 – Leases, relating to sale and leaseback transactions, applicable to the Company w.e.f. April 01, 2024. The Holding Company has reviewed the new pronouncements and based on its evaluation has determined that it does not have any significant impact in its financial statements.

Rounding off

Amounts in these Financial Statements are rounded off to the nearest Lakhs except Earnings per share. The amount “0” (zero) represents value, which is less than ` 1 Lakh.

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2025 (CONTD.)

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in Lakhs) (CWIP) 12 3,010 - - - (2,931) 91 8,051 - - - (7,472) 670
(` Capital work in progress
Total 85,580 2,931 (492) (56) (60) - 87,903 7,472 (413) - 494 - 95,456 32,914 3,967 (402) (89) (88) 36,302 3,519 (321) (11) 489 39,978 55,479 51,601
Other equipments 1,186 12 - 345 (37) - 1,506 44 - - 155 - 1,705 1,158 36 - 257 (27) 1,424 26 - - 156 1,606 99 82
Electrical installations & fittings 702 230 - - - - 932 110 - - - - 1,042 207 218 - - - 425 182 - (11) - 596 446 507
Office equipment 815 13 (1) 215 (18) - 1,024 133 - - 35 - 1,192 551 132 (1) 254 (20) 916 76 - 36 1,028 164 108
Vehicles 390 291 (6) 8 (9) - 674 1,373 (35) - 6 - 2,018 297 54 (13) 8 (13) 333 310 (27) - 15 631 1,387 341
Furniture & fixture 408 1 - 238 (0) - 647 20 - - 36 - 703 348 24 - 217 (5) 584 19 - - 37 640 63 63
Plant & equipments 46,958 771 (485) (803) (28) - 46,413 1,057 (378) - 200 - 47,292 25,277 3,121 (388) (775) (22) 27,213 2,551 (294) - 192 29,662 17,630 19,200
Buildings 7,687 1,277 - (59) 32 - 8,937 4,721 - - 62 13,720 5,076 382 - (50) (0) 5,408 355 - 53 5,816 7,904 3,529
Freehold land 27,434 336 - - - - 27,770 14 - - - 27,784 - - - - - - - - - - - 27,784 27,770
Refer to Note 18.1 for information on property, plant and equipment pledged as security by the Group. For commitments on capital account refer note 42 (b). The Holding Company has not revalued any of its Property, plant & equipments during the years.
Particulars Cost As at April 1, 2023 Additions Deductions Recoupment/ Adjustment Exchange difference Capitalised As at March 31, 2024 Additions Deductions Recoupment/ Adjustment Exchange difference Capitalised As at March 31, 2025 Accumulated depreciation As at April 1, 2023 Depreciation for the year Deductions Recoupment/ Adjustment Exchange difference As at March 31, 2024 Depreciation for the year Deductions Recoupment/ Adjustment Exchange difference As at March 31, 2025 Carrying value (net) As at March 31, 2025 As at March 31, 2024 Notes:- 1) 2) 3)
----- End of picture text -----

Elecon Engineering Company Limited

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65[th] Annual Report 2024-25

~~Financial S~~ tatements Corporate Overview Statutory Reports 01-32 33-123 124-279

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2025 (CONTD.)

3 (II) THE FOLLOWING IS THE MOVEMENT IN RIGHT OF USE ASSETS (ROU) DURING THE YEAR ENDED MARCH 31, 2025

(` in Lakhs)

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----- Start of picture text -----

Particulars Leasehold land Building Vehicles Plant & Total
Equipments
Cost
As at April 1, 2023 5,594 4,664 456 71 10,785
Additions 29 43 119 2,930 3,121
Remeasurement due to lease - (39) (9) - (48)
modification
Deductions - (57) (182) (20) (259)
Recoupment/Adjustment - - - - -
Exchange difference 1 53 16 1 71
As at March 31, 2024 5,624 4,664 400 2,982 13,670
Additions 981 862 165 15,231 17,239
Remeasurement due to lease - (38) 12 (2) (28)
modification
Deductions - (1,311) (4) (5,010) (6,325)
Recoupment/Adjustment - - 36 - 36
Exchange difference - 283 (50) 2 235
As at March 31, 2025 6,605 4,460 559 13,203 24,827
Accumulated Depreciation
As at April 1, 2023 338 2,017 220 38 2,613
Depreciation for the year 136 629 90 18 873
Deductions - (49) (181) (20) (250)
Recoupment/Adjustment - (111) 4 - (107)
Exchange difference (0) (22) (6) (1) (30)
As at March 31, 2024 474 2,464 127 35 3,100
Depreciation for the year 152 650 121 1,336 2,259
Deductions - (1,311) (4) (215) (1,530)
Recoupment/Adjustment - - - (1) (1)
Exchange difference 0 111 9 3 124
As at March 31, 2025 626 1,914 253 1,158 3,952
Carrying value (net) as at March 5,979 2,546 306 12,045 20,875
31, 2025
Carrying value (net) as at March 5,150 2,201 273 2,947 10,570
31, 2024
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3 (III) CAPITAL WORK IN PROGRESS (CWIP) AGEING SCHEDULE

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2025 (CONTD.)

4 INVESTMENT PROPERTY

(` in Lakhs)

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Particulars Land Office Building Total
Cost
As at April 1, 2023 2,300 336 2,636
Additions - - -
As at March 31, 2024 2,300 336 2,636
Additions - - -
As at March 31, 2025 2,300 336 2,636
Depreciation and Impairment
As at April 1, 2023 - 113 113
Depreciation for the year - 11 11
As at March 31, 2024 - 124 124
Depreciation for the year - 11 11
As at March 31, 2025 - 135 135
Carrying value (net)
As at March 31, 2025 2,300 201 2,501
As at March 31, 2024 2,300 212 2,512
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Information regarding income and expenditure of Investment property

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(` in Lakhs)
Particulars Year ended Year ended
March 31, 2025 March 31, 2024
Rental income derived from Investment property 16 14
Less : Direct operating expenses (including repairs and maintenance) 4 2
generating rental income
Profit arising from Investment property before depreciation and indirect 12 12
expenses
Less : Depreciation 11 11
Profit arising from Investment property before indirect expenses 1 1
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Notes :

  • 1) The Group has no restrictions on the realisability of its investment property and no contractual obligations to purchase, construct or develop investment property or for repairs, maintenance and enhancements.

(` in Lakhs)

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CWIP Amount in CWIP for the period of
Less than 1 1-2 years 2-3 years More than 3 Total
year years
As at March 31, 2024
Projects in progress 91 - - - 91
As at March 31, 2025
Projects in progress 670 - - - 670
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Note: There are no projects whose completion is overdue or has exceeded its cost as at Balance Sheet date.

Fair value of the Investment property is as under:

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(` in Lakhs)
Fair value Land Office Building
Balance as at April 1, 2023 2,888 663
Fair value Increase/(Decrease) for the year 166 9
Balance as at March 31, 2024 3,054 672
Fair value Increase/(Decrease) for the year 33 35
Balance as at March 31, 2025 3,087 707
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Elecon Engineering Company Limited

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65[th] Annual Report 2024-25

~~Financial S~~ tatements Corporate Overview Statutory Reports 01-32 33-123 124-279

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2025 (CONTD.)

Estimation of fair value

As at March 31, 2025 and March 31, 2024 the fair values of the property are based on valuations performed by Registered Valuer as defined under rule 2 of the Companies (Registered Valuers and Valuation) Rules 2017.

Valuation model used in determination of investment property’ fair values is in accordance with the recommended valuation techniques by the International Valuation Standards Committee.

The Group obtains independent valuations for its investment property at least annually. The best evidence of fair value is current prices in an active market for similar properties.

The valuation of investment property as at March 31, 2025 and March 31, 2024 is done based on market feedback on values of similar properties and hence considered under “Level 2” of fair value measurement.

  • 5 OTHER INTANGIBLE ASSETS

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(` in Lakhs)
Particulars Intangible assets Goodwill
Computer Technical Licenses Total
Software Knowhow
-Acquired
Cost
As at April 1, 2023 731 2,670 40 3,442 10,282
Additions 36 - 107 143 -
Recoupment / Adjustment - - - - -
Deductions - - - - -
Exchange rate movement - 247 - 247 (105)
As at March 31, 2024 767 2,917 148 3,831 10,177
Additions 219 - - 219 -
Deductions - - - - -
Exchange rate movement - 278 - 278 -
As at March 31, 2025 986 3,195 148 4,329 10,177
Accumulated amortisation
As at April 1, 2023 587 1,069 31 1,687 -
Amortisation for the year 63 150 31 244 -
Recoupment / Adjustment - - - - -
Deductions - - - - -
Exchange rate movement - (95) - (95) -
As at March 31, 2024 650 1,124 62 1,836 -
Amortisation for the year 92 156 39 287 -
Deductions - - - - -
Exchange rate movement - (154) - (154) -
As at March 31, 2025 742 1,126 101 1,969 -
Carrying value (net)
As at March 31, 2025 244 2,069 47 2,360 10,177
As at March 31, 2024 117 1,793 86 1,995 10,177
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NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2025 (CONTD.)

Notes:-

The carrying value of goodwill predominantly relates to the goodwill that arose on the acquisition of Radicon Transmission Limited group (BR Group) and has been tested in both periods against the recoverable amount of BR Group cash generating unit (CGU), by the Group. This goodwill relates to expected synergies from combining BR Group’s activities with those of the Group and to assets, which could not be recognised as separately identifiable intangible assets. The goodwill is tested annually for impairment or more frequently if there are any indications that the goodwill may be impaired.

The recoverable amount of BR Group CGU has been determined from a value in use calculation. The calculation uses cash flow forecasts based on the most recently approved financial budgets and strategic forecasts and future projections taking the analysis out to 5 years. Key assumptions includes discount rate of 13.19% p.a. (March 31, 2024: 13.02% p.a.). Changes in selling prices and raw material costs are based on expectations of future changes in the market based on external market sources. Terminal growth rate of 0.50% p.a. (March 31, 2024: 0.50% p.a.) is used in the cash flow projections. The post-tax discount rate is mainly derived from the main entities operating out of the USA, UK and Sweden’s weighted average cost of capital (WACC). The outcome of the Group’s goodwill impairment testing as at March 31, 2025 for the BR Group CGU resulted in no impairment of goodwill (March 31, 2024: Nil).

The management believes that there is no reasonably possible change in any of the key assumptions used in the value in use calculation that would cause the carrying value of the CGU to materially exceed its value in use.

  • There are no Intangible Assets under development as on March 31, 2025 and March 31, 2024

6 INVESTMENTS ACCOUNTED FOR USING THE EQUITY METHOD

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(in Lakhs)<br>Particulars March 31, 2025 March 31, 2024<br>(i) Investment in associates ( Fully paid-up) (equity method - note 48)<br>Investment in Eimco Elecon (India) Limited<br> Cost of investments (958,426 equity shares (March 31, 2024 : 217 217<br>958,426 equity shares) of 10 each of Eimco Elecon (India) Limited)
Add : Share of post acquisition profit (net of accumulated losses and 6,834 6,073
dividends received)
Total Investment in associate (equity method) 7,051 6,290
NON-CURRENT FINANCIAL ASSETS - INVESTMENTS
(in Lakhs)<br>Particulars March 31, 2025 March 31, 2024<br>Investments carried at fair value through profit and loss:<br>Investment in equity shares<br>(i) Unquoted<br>(a) 30 equity shares (March 31, 2024: 30 equity shares) of 500 0 0
each of Charotar Gas Sahakari Mandali Limited #
(A) 0 0
Investment in Mutual Fund
(i) Quoted
18,000 units (March 31, 2024 : 36,500 units) of SBI Magnum Ultra SD 1,074 2,023
Fund ##
(B) 1,074 2,023
Total Investments (A + B) 1,074 2,023
----- End of picture text -----

7 NON-CURRENT FINANCIAL ASSETS - INVESTMENTS

The Company’s investments on disposal will fetch only the principal amount invested and hence the Company considers cost and fair value to be the same.

Pledged with State Bank of India as margin for availing Non-Fund Based limits.

Elecon Engineering Company Limited

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65[th] Annual Report 2024-25

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NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2025 (CONTD.)

8 FINANCIAL ASSET - OTHER FINANCIAL ASSETS

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(` in Lakhs)
Particulars March 31, 2025 March 31, 2024
Current Non-current Current Non-current
Unsecured, considered good
Deposits with banks earmarked as margin money - 6 - 456
Deposits with banks having original maturity of more 354 1 4,845 97
than 12 months
Accrued Interest on fixed deposits 89 - 346 -
Accrued Interest on investments 703 - 195 -
Security deposit # 283 - 227 -
Total other financial assets 1,429 7 5,613 553
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Security deposits are primarily in relation to public utility services, tender deposits and rental properties.

9 INCOME TAX ASSETS (NET)

INCOME TAX ASSETS (NET)
(`in Lakhs)
Particulars March 31, 2025
March 31, 2024
Income tax assets (net)
Total income tax assets(net)
1,253
1,046
1,253
1,046

10 OTHER NON-CURRENT ASSETS

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(` in Lakhs)
Particulars March 31, 2025 March 31, 2024
Unsecured, considered good
Capital advances 1,311 2,981
Expenses paid in advance 47 80
Balances with government authorities (including amount paid under 515 496
protest)
Total other non-current assets 1,873 3,557
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11 INVENTORIES

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(in Lakhs)<br>Particulars March 31, 2025 March 31, 2024<br>(At lower of cost and net realisable value)#<br>Raw materials [(includes goods in transit 631 Lakhs (March 31, 2024: ` 10,499 8,141
15 Lakhs)]
Work-in-progress 7,402 5,812
Finished goods 4,670 4,875
Goods in transit 1,389 3,989
Stores and spares 336 157
Total inventories 24,296 22,974
Carrying amount of inventories pledged as security for liabilities 16,557 15,413
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NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2025 (CONTD.)

12 CURRENT FINANCIAL ASSETS - INVESTMENTS

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(` in Lakhs)
Particulars March 31, 2025 March 31, 2024
Investment at FVTPL
Exchange Traded Funds : Quoted 955 552
Infrastructure Investment Trust (InvITs): Quoted - 830
Non Convertible Market Linked Debentures : Quoted 25,933 12,464
Mutual Funds : Quoted 15,641 8,505
Less: Amount pledged disclosed as Non current Investment (1,074) 14,567 (2,023)
Total Current Financial assets - Investments 41,455 20,328
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13 TRADE RECEIVABLES

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(in Lakhs)<br>Particulars March 31, 2025 March 31, 2024<br>Trade receivables<br>Secured, considered good - -<br>Unsecured, considered good 63,772 46,283<br>Unsecured which have significant increase in credit risk 55 68<br> 63,827 46,351<br>Less : Allowance for expected credit loss# (2,440) (1,841)<br>Total Trade receivables 61,387 44,510<br>Receivable from third parties (net of allowance) 60,832 43,518<br>Receivables from related parties (Refer note 40) 555 992<br>Total 61,387 44,510<br>Allowance for Expected Credit Loss (ECL)<br># Allowance for expected credit loss is calculated based on the ECL model as described under Ind AS 109. Refer Note<br>2.6 and Note 38(b) for the Group’s accounting policy and basis of calculating ECL allowance.<br>Movement in allowance for expected credit loss :<br>( in Lakhs)
Particulars March 31, 2025 March 31, 2024
Balance at the beginning of the year 1,841 1,081
Add : Allowance for the year 1,278 971
Less : Reversal of allowance (679) (211)
Balance at the end of the year 2,440 1,841
Trade receivables written off - -
Total charges to Statement of Profit and Loss 599 760
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Allowance for expected credit loss is calculated based on the ECL model as described under Ind AS 109. Refer Note 2.6 and Note 38(b) for the Group’s accounting policy and basis of calculating ECL allowance.

Net of inventory allowance aggregating to 2,920 Lakhs (March 31, 2024: 3,140 Lakhs)

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65[th] Annual Report 2024-25

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NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2025 (CONTD.)

13 TRADE RECEIVABLES

(i) For the year ending March 31, 2025

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(` in Lakhs)
Particulars Outstanding for following periods from
due date of payment
Not Due Less than 6 months 1-2 years 2-3 years More than Total
6 months - 1 year 3 years
(i) Undisputed Trade 35,866 24,441 1,419 279 226 121 62,352
receivables – considered
good
(ii) Undisputed Trade - - - - - 7 7
Receivables – which have
significant increase in
credit risk
(iii) Undisputed Trade - - - - - - -
Receivables – credit
impaired
(iv) Disputed Trade - - - - - - -
Receivables– considered
good
(v) Disputed Trade 2 - 5 163 17 220 407
Receivables – which have
significant increase in
credit risk
(vi) Disputed Trade - - - 154 - 908 1,062
Receivables – credit
impaired
Less: ECL Provision - - - - - - (2,440)
Total 35,868 24,441 1,424 596 243 1,256 61,387
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Includes retention money receivable amounting to ` 4,536 Lakhs

  • (ii) For the year ending March 31, 2024.

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(` in Lakhs)
Particulars Outstanding for following periods from
due date of payment
Not Due Less than 6 months 1-2 years 2-3 years More than Total
6 months - 1 year 3 years
(i) Undisputed Trade 21,567 20,520 1,510 639 197 321 44,754
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Particulars
(i)
Undisputed Trade
Outstanding for following periods from
due date of payment
Not Due
Less than
6 months
6 months
- 1 year
1-2 years
2-3 years
More than
3 years
21,567
20,520
1,510
639
197
321
(`in Lakhs)
Total

44,754
receivables – considered
good
(ii)
Undisputed Trade
Receivables – which have
signifcant increase in
credit risk
(iii) Undisputed Trade
Receivables – credit
impaired
(iv) Disputed Trade
Receivables– considered
good
(v)
Disputed Trade
Receivables – which have
signifcant increase in
credit risk
(vi) Disputed Trade
Receivables – credit
impaired
Less: ECL Provision
Total
32
146
-
-
-
15
-
-
3
-
-
-
18
106
56
67
115
1,029
-
-
-
11
-
-
-
-
-
-
-
-
-
-
-
-
-
-

193

3

1,391

11

-
(1,841)
21,617
20,772
1,569
717
312
1,365


44,510

Includes retention money receivable amounting to ` 3,706 Lakhs

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2025 (CONTD.)

14 CASH AND BANK BALANCES

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(` in Lakhs)
Particulars March 31, 2025 March 31, 2024
(a) Cash and cash equivalents
Balances with bank
Current accounts and debit balance in cash credit accounts 7,038 8,233
Remittance in transit 11 -
Deposits with bank (with maturity up to 3 months) 8,836 2,736
Total cash and cash equivalents 15,885 10,969
(b) Bank balances other than above
Deposits with bank earmarked as margin money # 5,109 3,633
Deposits with original maturity of more than 3 months but less than 14,776 11,669
12 months
Unpaid dividend accounts 74 60
Total other bank balances 19,959 15,362
Total cash and bank balances 35,844 26,331
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includes advance bank guarantee given to customer for Nil (March 31, 2024 : ` 98 Lakhs) which will be released by the bank upon delivery of the goods.

15 OTHER CURRENT ASSETS

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(` in Lakhs)
Particulars March 31, 2025 March 31, 2024
Unsecured, considered good
Advance to suppliers 2,173 281
Receivable from government authorities 526 364
Less : Provision for doubtful balances - (246)
526 118
Expenses paid in advance 1,831 1,330
Other receivables 103 217
Gratuity paid in advance 14 -
Contract assets 434 31
Export Incentive receivable 135 160
Total other current assets 5,216 2,137
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16 EQUITY SHARE CAPITAL

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(in Lakhs)<br>Particulars March 31, 2025 March 31, 2024<br>No. of shares in Lakhs No. of shares in Lakhs<br>Authorised share capital<br>Equity shares of 1 each (previous year 2 each) 45,50,00,000 4,550 22,75,00,000 4,550<br>Cumulative Redeemable Preference Shares of 2 2,50,00,000 500 2,50,00,000 500
each
Non-cumulative non-convertible Redeemable 1,27,50,000 12,750 1,27,50,000 12,750
Preference Shares of 100 each<br> 49,27,50,000 17,800 26,52,50,000 17,800<br>Issued, subscribed and fully paid up<br>Equity shares of 1 each (previous year ` 2 each) 22,43,99,930 2,244 11,21,99,965 2,244
Total equity share capital 22,43,99,930 2,244 11,21,99,965 2,244
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Elecon Engineering Company Limited

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65[th] Annual Report 2024-25

~~Financial S~~ tatements Corporate Overview Statutory Reports 01-32 33-123 124-279

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2025 (CONTD.)

16.1. Reconciliation of shares outstanding at the beginning and at the end of the reporting year

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(in Lakhs)<br>Particulars March 31, 2025 March 31, 2024<br>No. of shares in Lakhs No. of shares ` in Lakhs
At the beginning of the year 11,21,99,965 2,244 11,21,99,965 2,244
Increase in the number of shares on account of 11,21,99,965 - - -
sub-division of equity shares (refer note below)
At the end of the year 22,43,99,930 2,244 11,21,99,965 2,244
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Note : The Board of Directors at their Meeting held on April 19, 2024 approved the sub-division of each equity share of face value of 2 each fully paid up into 2 equity shares of face value of 1 each fully paid up. The same has been approved by the Members at its Annual General Meeting held on June 25, 2024. The effective date for the sub-division was July 19, 2024 (“Record Date”).

16.2. Rights, preferences and restrictions attached to the equity shares

The Holding Company has only one class of Equity shares having a par value of 1 per share (previous year 2 per share). Each shareholder is eligible for one vote per share held. The dividend proposed by the Board of Directors is subject to the approval of the shareholders in the ensuing Annual General Meeting, except in case of interim dividend which is approved by the Board of Directors.

In the event of liquidation, the equity shareholders are eligible to receive the remaining assets of the Holding Company after distribution of all preferential amounts, in proportion to their shareholding.

16.3. Number of shares held by each shareholder holding more than 5% Shares in the Holding Company

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(in Lakhs)<br>Name of the shareholder March 31, 2025 March 31, 2024<br>No. of shares % of No. of shares % of<br>shareholding shareholding<br>Equity shares of 1 each fully paid held by
(previous year ` 2 each):
Aakaaish Investments Private Limited 10,46,04,474 46.62 5,23,02,237 46.62
K. B. Investments Private. Limited 1,94,47,548 8.67 97,23,774 8.67
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16.4 Number of shares held by Promoters/Promoter Group

(` in Lakhs)

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Sr. Name of the Promoters/ No. of Shares held at the end No. of Shares held at the end % Change
No. Promoter Group of the year of the year during the
[As on March 31, 2025] [As on March 31, 2024] year
No. of Shares % of Total No. of Shares % of Total
Shares Shares
1 Prayasvin Bhanubhai Patel 39,25,864 1.75% 19,62,932 1.75% 0.00%
2 Trupti Pradip Patel 28,62,116 1.28% 14,31,058 1.28% 0.00%
3 B I Patel-HUF (Bhanubhai Patel- 4,54,980 0.20% 2,27,490 0.20% 0.00%
Karta)
4 Taruna Patel 4,37,834 0.20% 2,18,917 0.20% 0.00%
5 Aishwarya P. Patel 10,440 0.00% 5,220 0.00% 0.00%
6 Akansha P. Patel 12,36,940 0.55% 6,18,470 0.55% 0.00%
7 Aakaaish Investments Private 10,46,04,474 46.62% 5,23,02,237 46.62% 0.00%
Limited
8 K B Investments Private Limited 1,94,47,548 8.67% 97,23,774 8.67% 0.00%
9 Power Build Private Limited 31,920 0.01% 15,960 0.01% 0.00%
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NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

FOR THE YEAR ENDED MARCH 31, 2025 (CONTD.)

(` in Lakhs)

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Sr. Name of the Promoters/ No. of Shares held at the end No. of Shares held at the end % Change
No. Promoter Group of the year of the year during the
[As on March 31, 2025] [As on March 31, 2024] year
No. of Shares % of Total No. of Shares % of Total
Shares Shares
10 Emtici Engineering Limited - 0.00% - 0.00% 0.00%
11 Prayas Engineering Limited - 0.00% - 0.00% 0.00%
12 Elecon Information Technology - 0.00% - 0.00% 0.00%
Limited
13 Akaaish Mechatronics Limited - 0.00% - 0.00% 0.00%
14 Akaaish Printing Press Private - 0.00% - 0.00% 0.00%
Limited (formerly known as
Speciality Woodpack Private
Limited)
15 Aisho Tours and Travels Limited - 0.00% - 0.00% 0.00%
(Formerly known as Wizard
Fincap Limited) #
16 Lotus Trust $ - 0.00% - 0.00% 0.00%
Total holding of Promoters and 13,30,12,116 59.27% 6,65,06,058 59.27% 0.00%
Promoter Group
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Note : The Board of Directors at their Meeting held on April 19, 2024 approved the sub-division of each equity share of face value of 2 each fully paid up into 2 equity shares of face value of 1 each fully paid up. The same has been approved by the Members at its Annual General Meeting held on June 25, 2024. The effective date for the sub-division was July 19, 2024 (“Record Date”).

Reclassified under Public category of shareholders w.e.f. October 23, 2024.

$ Ultimate beneficiary.

17 OTHER EQUITY

17.1 Other reserves

(` in Lakhs)

Balance Other reserves Other reserves Other reserves Other reserves Component
of other
comprehensive
income
Total
General
reserve
Securities
premium
Capital
reserve
Retained
earnings
Exchange
difference on
translating
the fnancial
statement
As at April 1, 2023
Proft for the year
Remeasurements
of post-employment
beneft obligation,
(net of tax) accounted
through other
comprehensive income
44,324
2,878
247
76,623
1,594
1,25,667
-
-
-
35,558
-
35,558
-
-
-
88
-
88

Elecon Engineering Company Limited

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65[th] Annual Report 2024-25

~~Financial S~~ tatements

Corporate Overview Statutory Reports 01-32 33-123

124-279

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2025 (CONTD.)

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----- Start of picture text -----

(` in Lakhs)
Balance Other reserves Component Total
of other
comprehensive
income
General Securities Capital Retained Exchange
reserve premium reserve earnings difference on
translating
the financial
statement
Foreign currency - - - - 212 212
translation
Balance available for 44,324 2,878 247 1,12,269 1,807 1,61,525
appropriation
Appropriations
Dividend paid - - - (3,366) - (3,366)
As at March 31, 2024 44,324 2,878 247 1,08,903 1,807 1,58,159
Profit for the year - - - 41,510 - 41,510
Remeasurements - - - 194 - 194
of post-employment
benefit obligation,
(net of tax) accounted
through other
comprehensive income
Foreign currency - - - - 1,127 1,127
translation
Balance available for 44,324 2,878 247 1,50,608 2,934 2,00,991
appropriation
Appropriations
Issue of shares
Dividend paid - - - (3,366) - (3,366)
As at March 31, 2025 44,324 2,878 247 1,47,242 2,934 1,97,625
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17.2 Dividend distribution made and proposed

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(in Lakhs)<br>Particulars March 31, 2025 March 31, 2024<br>Dividend on equity shares declared and paid<br>Final dividend for year ended March 31, 2024: 2 per share (March 31, 2,244 2,244
2023: 2 per share)<br>Interim dividend for the FY 2024-25: 0.50 per share (FY 2023-24 : 1 per 1,122 1,122<br>share)<br> 3,366 3,366<br>Proposed dividend on Equity shares<br>Final dividend proposed for the year ended March 31, 2025: 1.50 per 3,366 2,244
share (March 31, 2024: ` 2 per share)
3,366 2,244
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NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

FOR THE YEAR ENDED MARCH 31, 2025 (CONTD.)

17.3 Description of Reserves

General Reserve

General Reserve represents appropriation of retained earnings and are available for distribution to shareholders.

Securities Premium

Securities premium is used to record the premium received on issue of shares. It is utilised in accordance with the provisions of the Companies Act, 2013.

Capital Reserve

Capital reserve is recorded in bargain purchase transaction of business combination in which the fair value of acquired net assets exceeded the purchase consideration. Capital reserve is not available for dividend distribution.

Retained Earnings

Retained earnings represents surplus/accumulated earnings of the Group and are available for distribution to shareholders.

Exchange difference on translation

Exchange differences arising on translation of assets, liabilities, income and expenses of the Group’s foreign subsidiaries and associates are recognised in other comprehensive income and accumulated separately in foreign currency translation reserve. The amounts recognised are transferred to the consolidated statement of profit and loss on disposal of the related foreign subsidiaries and associates.

18 BORROWINGS

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(` in Lakhs)
Particulars March 31, 2025 March 31, 2024
Working capital loans (at amortised cost)
From bank (Refer note 18.1) 331 -
Less : Accrued interest - -
Total current borrowings 331 -
Total borrowings 331 -
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18.1 Nature of Securities {Loans repayable on demand}

  • (i) Working Capital Loans from banks granted by Consortium of Banks consisting of State Bank of India (As Lead Bank), Axis Bank, IDBI Bank and HDFC Bank (Including guarantees issued by them in favour of various clients of the Company) are secured by:-

  • a) First pari passu hypothecation charge over all the current assets of the Company, present and future.

  • b) Omnibus Counter Guarantee of the Company for consortium BG limits

  • c) Extension of first pari passu hypothecation charge over property, plant and equipment (movable and immovable) present and future, excluding certain assets.

  • d) Undertaking for non disposal of various land parcels of the Company as per loan sanction letter.

e) Securities released by consortium of banks during the current year:

  • Registered mortgage on factory land and building as per NOC.

Proposed dividend on equity shares is subject to approval at the ensuing Annual General Meeting and is not recognised as a liability as at March 31, 2025.

Elecon Engineering Company Limited

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65[th] Annual Report 2024-25

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Corporate Overview Statutory Reports 01-32 33-123 124-279

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2025 (CONTD.)

f) Rate of Interest for Loan from banks during the year ended:

(` in Lakhs)

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----- Start of picture text -----

Name of the Bank Interest Rate %
March 31, 2025 March 31, 2024
State Bank of India 8.70% to 9.05% 8.60% to 8.70%
IDBI Bank Ltd. 8.90% to 9.30% 8.00% to 8.90%
Axis Bank Ltd. 8.75% to 9.10% 5.45% to 9.10%
Bank of Baroda - #
HDFC Bank Ltd. 9.20% to 9.45% 6.75% to 9.20%
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Ceased to be a lender under consortium w.e.f. November 1, 2023

19 LEASE LIABILITIES

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----- Start of picture text -----

(` in Lakhs)
Particulars March 31, 2025 March 31, 2024
Current Non-current Current Non-current
Lease liabilites (Refer note 45) 3,138 14,654 1,105 5,941
Total lease liabilities 3,138 14,654 1,105 5,941
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20 NON-CURRENT PROVISIONS

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----- Start of picture text -----

(` in Lakhs)
Particulars March 31, 2025 March 31, 2024
Provision for employee benefits (Refer note 41)
- Provision for gratuity and pension # - 1,150
- Provision for compensated absences 8 1
Other Provisions
- Provision for warranties 266 574
Total non-current provisions 274 1,725
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Corporate Guarantee by Intermediate Holding Company, is provided against a pension liability of Nil (March 31, 2024 : ` 1,058 Lakhs), issued to Swedish Pension Authority. The said pension liability has been repaid during the year and the Corporate Guarantee has been released by the Swedish Pension Authority.

21 OTHER NON-CURRENT LIABILITIES

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2025 (CONTD.)

22 TRADE PAYABLES

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----- Start of picture text -----

(` in Lakhs)
Particulars March 31, 2025 March 31, 2024
Total outstanding dues of micro and small enterprises 5,573 5,759
Total outstanding dues of creditors other than micro and small enterprises 22,441 13,032
Total trade payables 28,014 18,791
Dues to related parties (Refer note 40) 2,318 1,613
Dues to third parties 25,696 17,178
28,014 18,791
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Includes retention money payable to creditors amounting to 43 Lakhs (March 31, 2024 - 3 Lakhs)

(i) For the year ending March 31, 2025.

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----- Start of picture text -----

(` in Lakhs)
Particulars Outstanding for following periods from
due date of payment
Not Due Less than 1 1-2 years 2-3 years More than 3 Total
year years
(i) MSME 4,579 997 3 - - 5,579
(ii) Others 17,379 5,056 - - - 22,435
(iii) Disputed dues – MSME - - - - - -
(iv) Disputed dues – Others - - - - - -
Total 21,958 6,053 3 - - 28,014
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(ii) For the year ending March 31, 2024.

(` in Lakhs)

Particulars Outstanding for following periods from
due date of payment
Outstanding for following periods from
due date of payment
Outstanding for following periods from
due date of payment
Outstanding for following periods from
due date of payment
Outstanding for following periods from
due date of payment
Not Due Less than 1
year
1-2 years 2-3 years More than 3
years

Total
(i)
MSME
(ii) Others
(iii) Disputed dues – MSME
(iv) Disputed dues – Others
Total
4,916
843
-
-
-
11,185
1,627
13
-
207
-
-
-
-
-
-
-
-
-
-

5,759

**13,032 **

-

-
16,101
2,470
13
-
**207 **

**18,791 **

23 OTHER FINANCIAL LIABILITIES - CURRENT

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(` in Lakhs)
Particulars March 31, 2025 March 31, 2024
Deferred government grant (refer note 21.1) :
- EPCG Obligation 299 -
Amount received under Protest # 1,845 1,845
Total non-current provisions 2,144 1,845
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Amount received against arbitration award from customer pending disposal of the litigation with higher court.

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21.1 Particulars March 31, 2025 March 31, 2024
Opening balance at the beginning of the year - 76
Received during the year 299 -
Released to the Statement of Profit and Loss - (76)
Closing balance at the end of the year 299 -
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(` in Lakhs)
Particulars March 31, 2025 March 31, 2024
Security deposits 204 200
Unpaid dividend # 74 60
Managerial Remuneration payable 1,725 1,500
Other Employee payables 2,534 2,133
Payable against capital goods 322 613
Total other financial liabilities - Current 4,859 4,506
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There are no amounts due for payment to the Investor Education and Protection Fund under Section 125 of the Companies Act, 2013 as at the year end.

Government assistance in the form of duty benefit availed under Export Promotion Capital Goods (EPCG) Scheme on purchase of property, plant and equipments accounted for as government grant. These grants will be recognised in statement of profit and loss on the basis of fulfillment of export obligation.

Elecon Engineering Company Limited

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65[th] Annual Report 2024-25

~~Financial S~~ tatements

Corporate Overview Statutory Reports 01-32 33-123 124-279

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

FOR THE YEAR ENDED MARCH 31, 2025 (CONTD.)

24 OTHER CURRENT LIABILITIES

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----- Start of picture text -----

(` in Lakhs)
Particulars March 31, 2025 March 31, 2024
Advance from customers # 8,215 10,478
Statutory dues 3,783 2,527
Billing in excess of revenue - Contract liability 2,294 -
Total other current liabilities 14,292 13,005
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includes advance receieved from customer Nil (March 31,2024 : ` 98 Lakhs) which is secured by bank guarantees

25 CURRENT PROVISIONS

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----- Start of picture text -----

(` in Lakhs)
Particulars March 31, 2025 March 31, 2024
Provision for employee benefits (Refer note 41)
- Provision for compensated absences 5 28
Other Provisions
- Provision for contract liabilities 226 -
- Provision for warranties 2,116 1,708
Total provisions 2,347 1,736
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Movement in Provisions

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----- Start of picture text -----

(` in Lakhs)
Particulars Provision for Provision for Provision for
contract liabilities warranties onerous contracts
Carrying amount as at April 1, 2023 142 1,897 72
Provision made / increase in provision - 2,282 -
Provision amount used during the year (142) (1,897) (72)
Carrying amount as at March 31, 2024 - 2,282 -
Provision made / increase in provision - 2,382 -
Provision amount used during the year 226 (2,282) -
Carrying amount as at March 31, 2025 226 2,382 -
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Refer 2.6 of material accounting policies.

Provision for contract liabilities - It includes provision for possible levy of liquidated damages and other estimated costs expected to be incurred by the Group on account of potential delays in meeting the contractual obligations of the Group with regard to agreed deliveries/commissioning.

Provision for warranties - A provision for warranties relates mainly to standard warranty on sale of the products manufactured by the Company. The provision is based on technical evaluation, historical warranty data and a weighting of all possible outcomes by their associated probabilities. The timing of the outflows is expected to be within a period of one year from the date of balance sheet.

Provision for onerous contracts - The Group has entered into various contracts primarily into material handling. Provision for onerous contract is measured at the present value of the lower of the expected cost of terminating the contract and the expected net cost of continuing with the contract. The movement of provision for onerous contracts is recognised in cost of material consumed (Refer note 29)

26 CURRENT TAX LIABILITIES (NET)

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2025 (CONTD.)

27 REVENUE FROM OPERATIONS

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----- Start of picture text -----

(` in Lakhs)
Particulars Year ended Year ended
March 31, 2025 March 31, 2024
Sale of products (Refer note 44)
Transmission equipment sales
Local 1,26,382 1,37,553
Export sales 27,864 20,432
Material handling equipment
Local 45,588 27,754
Export sales 307 2
2,00,141 1,85,741
Sale of services
Erection, commissioning and service charges 4,235 2,653
4,235 2,653
Sale - others 15,324 2,259
Other operating revenue
Sale of scrap 1,450 1,249
Income from generation of electricity from renewable sources 1,165 1,426
Export incentives 374 414
Others 7 -
2,996 3,089
Total revenue from operations 2,22,696 1,93,742
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28 OTHER INCOME

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(` in Lakhs)
Particulars Year ended Year ended
March 31, 2025 March 31, 2024
Interest income (measured at amortised cost) :
- on deposits 784 1,176
- on income tax - -
- on investments 1,697 424
- on others 841 270
Dividend income 15 39
Gain on sale of Property, plant and equipment (net) 81 272
Foreign exchange gain (net) 288 445
Gain on sale of Investments (net) 104 90
Gain arising on financial assets at FVTPL (net) 1,002 66
Rent income 393 337
Liabilities no longer payable written-back 178 553
Trade receivables previously written off, now recovered / advance written 524 327
back
Insurance claims - 372
Miscellaneous income 98 35
Total other income 6,005 4,406
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----- Start of picture text -----

(` in Lakhs)
Particulars March 31, 2025 March 31, 2024
Provision for tax (net of taxes paid in advance) 731 788
Total current tax liabilities (net) 731 788
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Elecon Engineering Company Limited

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65[th] Annual Report 2024-25

~~Financial S~~ tatements

Corporate Overview Statutory Reports 01-32 33-123 124-279

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2025 (CONTD.)

29 COST OF MATERIALS CONSUMED

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----- Start of picture text -----

(` in Lakhs)
Particulars Year ended Year ended
March 31, 2025 March 31, 2024
Inventory at the beginning of the year 8,141 10,146
Add : Purchases during the year (See Note) 1,03,945 82,017
1,12,086 92,163
Less : Inventory at the end of the year 10,499 8,141
Cost of material consumed 1,01,587 84,022
Total cost of material consumed 1,01,587 84,022
----- End of picture text -----

Note :

(i) includes 15,324 Lakhs of items Traded during the current year (March 31, 2024: 2,259 Lakhs)

30 CHANGES IN INVENTORIES OF FINISHED GOODS AND WORK-IN-PROGRESS

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----- Start of picture text -----

(` in Lakhs)
Particulars Year ended Year ended
March 31, 2025 March 31, 2024
(Increase) / decrease in inventories
Opening work-in-progress 5,812 6,955
Closing work-in-progress (7,402) (5,812)
Exchange difference 1 4
(1,589) 1,147
Opening finished goods (including goods in transit) 8,864 9,630
Closing finished goods (including goods in transit) (6,059) (8,864)
Exchange difference 69 281
2,874 1,047
Total changes in inventories of finished goods and work-in-progress 1,285 2,194
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31 MANUFACTURING EXPENSE AND ERECTION CHARGES

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----- Start of picture text -----

(` in Lakhs)
Particulars Year ended Year ended
March 31, 2025 March 31, 2024
Stores, tools and spares consumed 4,536 5,167
Sub-contracting charges 5,210 3,983
Power and fuel 2,715 2,696
Erection and other charges 772 1,651
Other manufacturing expenses 2,630 2,114
Total manufacturing expense and erection charges 15,863 15,611
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32 EMPLOYEE BENEFITS EXPENSE

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----- Start of picture text -----

(` in Lakhs)
Particulars Year ended Year ended
March 31, 2025 March 31, 2024
Salaries, wages and bonus 17,657 15,954
Contribution to provident fund and other funds (Refer note 41) 684 586
Employee welfare expenses 2,515 2,308
Total employee benefits expense 20,856 18,848
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NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2025 (CONTD.)

33 FINANCE COSTS

(` in Lakhs)

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----- Start of picture text -----

Particulars Year ended Year ended
March 31, 2025 March 31, 2024
Interest expenses #
Interest on working capital 292 207
Interest on lease 789 268
Interest - others 8 157
Other borrowing costs (including guarantee charges) 215 232
Total finance costs 1,304 864
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Interest expenses are calculated under the Effective Interest Method and measured at amortized cost.

34 OTHER EXPENSES

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----- Start of picture text -----

(` in Lakhs)
Particulars Year ended Year ended
March 31, 2025 March 31, 2024
Rent (Refer note 45) 1,560 1,640
Rates and taxes 396 504
Duties & Fees 110 224
Insurance expense 381 487
Repairs and maintenance :
- Building 1,920 948
- Machinery 3,066 2,576
- Others 91 132
Computer software maintainence charges 2,173 1,818
Payment to auditors (Refer note 35) 138 116
Legal and professional fees 1,215 1,070
Directors sitting fees 15 14
Commission to non-executive directors 88 70
Travelling, conveyance and communication expenses 1,613 1,642
Bank charges 29 25
Packing, forwarding and distribution expenses (net of recoveries) 4,208 3,414
Commission and brokerage 7,542 5,571
Advertisements and business promotion expenses 708 338
Warranty claims (Refer note 25) 346 901
Business support services 166 408
Doubtful trade receivables written off 361 867
Allowance for Expected Credit loss recognised/(reversed) (Refer note 13) 620 809
Donations - 8
Expenditure on corporate social responsibility 524 292
Miscellaneous expenses 1,576 1,746
Total 28,846 25,620
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  • (i) Research and development expenditure accounted through Consolidated Statement of Profit and Loss aggregates

601 Lakhs (March 31, 2024: 375 Lakhs).

Elecon Engineering Company Limited

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65[th] Annual Report 2024-25

~~Financial S~~ tatements

Corporate Overview

Statutory Reports 01-32 33-123 124-279

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2025 (CONTD.)

35 PAYMENT TO AUDITORS

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----- Start of picture text -----

(` in Lakhs)
Particulars Year ended Year ended
March 31, 2025 March 31, 2024
(a) As auditors-audit fees 104 94
(b) For other services (limited review, certification etc.) 21 16
(c) Tax Audit 4 4
(d) Other Services (Assurance for BRSR) 6 -
(e) Out of pocket expenses 2 2
Total payment to auditors 138 116
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36 EARNINGS PER SHARE

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(in Lakhs)<br>Particulars Year ended Year ended<br> March 31, 2025 March 31, 2024<br>Basic and Diluted Earning Per Share (EPS)<br>a) Profit attributable to equity shareholders of the Group ( in Lakhs) 41,510 35,558
b) Weighted average number of equity shares outstanding during the year # 22,43,99,930 11,21,99,965
c) Earning per share (Basic and Diluted) (in ₹) 18.50 15.85<br>d) Face value per share ( in ₹) 1 2
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The Company has sub-divided its 11,21,99,965 Equity Shares having face value of 2 (Two) per share into 22,43,99,930 Equity Shares having face value of 1 (One) per share effective from July 19, 2024 (“Record Date”). Accordingly, earnings per share of comparative periods presented is calculated based on number of shares outstanding in respective periods, as increased due to sub-division of its equity shares.

37 TAX EXPENSES

The major components of income tax expense for the year ended March 31, 2025 and March 31, 2024 are :

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(` in Lakhs)
Particulars Year ended Year ended
March 31, 2025 March 31, 2024
Statement of Profit and Loss
Current tax
Current tax expense for current year 12,433 10,838
Current tax expense/(income) pertaing to prior years (16) 176
(A) 12,417 11,014
Deferred tax
Deferred tax expense/(income) for current year (245) 153
Deferred tax benefits pertaing to prior years 15 (187)
(B) (230) (34)
Income tax expense reported in the Statement of Profit and Loss (A+B) 12,187 10,980
Other comprehensive income
Deferred tax charge / (credit) on remeasurements losses of defined (22) (47)
benefit plans # (C)
Total tax expense (A+B+C) 12,165 10,933
----- End of picture text -----

Considered in tax reconciliation A) below

Reconciliation of tax expense and the accounting profit multiplied by domestic tax rate for the year ended March 31, 2025 and March 31, 2024

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

FOR THE YEAR ENDED MARCH 31, 2025 (CONTD.)

A) Current tax

(` in Lakhs)

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----- Start of picture text -----

Particulars Year ended Year ended
March 31, 2025 March 31, 2024
Profit before tax 53,697 46,538
Statutory income tax rate 25.168% 25.168%
Tax using the Company's statutory tax rate 13,514 11,713
Tax effects of :
Income exempt from tax (736) (477)
Deferred tax not recognised (17) -
Tax at special rate (10) -
Share of profit from associate (205) (161)
Disallowable expenses 214 97
Adjustment of tax expense relating to earlier periods (36) (11)
Different tax rates of foreign subsidiaries 298 (110)
Tax pertaining to prior years (1) 133
Reversal of deferred liablity on indexation of land (Refer note (i) (74) (20)
below)
Past losses utilised (403) (337)
Goodwill amortization allowable under UK GAAP. GBP 222,639 @ 25% (62) (59)
Group intercompany eliminations (profit in inventory) (323) 163
Others 5 2
(1,349) (780)
Income tax expense 12,165 10,933
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(i) At the time of transition to Indian Accounting Standards (Ind AS) with effect from April 01, 2015, the Holding Company had recognised the fair value of its land parcels in the books of account and had also recognised corresponding deferred tax liability considering the future tax obligation that would arise upon sale of land in the expected manner in future (sale of land parcels on a piecemeal basis, delinked from the business).

B) Deferred tax

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(` in Lakhs)
Particulars Balance as Accounted Balance as Accounted Balance as
at April 1, through at March 31, through on March 31,
2023 Statement 2024 Statement 2025
of Profit and of Profit and
loss and OCI loss and OCI
Depreciation for tax purposes (2,503) 127 (2,376) 131 (2,245)
Impact of fair valuation of financial (741) 20 (721) 91 (630)
assets
Deferred tax on fair value of (13) (3) (16) (244) (260)
investments/derivatives
Provision for Impairment loss 447 68 515 95 610
recognised
Provision for pension liability 209 (117) 92 - 92
Expenditure allowable on payment (54) (87) (141) 244 103
basis
Expenditure allowable on realised 19 (18) 1 (1) -
basis
Deferred tax on unabsorbed - - - - -
depreciation
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Elecon Engineering Company Limited

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65[th] Annual Report 2024-25

~~Financial S~~ tatements Corporate Overview Statutory Reports 01-32 33-123 124-279

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2025 (CONTD.)

(` in Lakhs)

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----- Start of picture text -----

Particulars Balance as Accounted Balance as Accounted Balance as
at April 1, through at March 31, through on March 31,
2023 Statement 2024 Statement 2025
of Profit and of Profit and
loss and OCI loss and OCI
Deferred tax on long term capital loss 7 2 9 (9) -
Deferred tax on other financing 110 (107) 3 131 134
arrangement
Deferred tax expense/(income) 344 9 353 (171) 182
accounted through OCI
Exchange difference directly (251) 69 (182) (98) (280)
recognised in equity
Total deferred tax (expense) / - (37) - 169 -
income
Net deferred tax assets/(liabilities) (2,426) - (2,463) - (2,294)
Reflected in the balance sheet are as
follows:
Deferred tax assets 209 92 -
Deferred tax liabilities (2,635) (2,555) (2,294)
Deferred tax liabilities (net) (2,426) (2,463) (2,294)
----- End of picture text -----

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----- Start of picture text -----

(` in Lakhs)
Reconciliation of deferred tax assets / (liabilities), net March 31, 2025 March 31, 2024
Balance at the beginning of the year (2,463) (2,426)
Tax income/(expense) during the period recognised in profit or loss 245 (153)
Tax income/(expense) during the period recognised in OCI 22 47
Exchange difference directly recognised in equity (98) 69
Balance at the end of the year (2,294) (2,463)
----- End of picture text -----

The Group offsets tax assets and liabilities if and only if it has a legally enforceable right to set off current tax assets and current tax liabilities and the deferred tax assets and deferred tax liabilities relate to income taxes levied by the same tax authority.

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

FOR THE YEAR ENDED MARCH 31, 2025 (CONTD.)

(` in Lakhs)
Financialyear March 31, 2025
2021-22 -
2022-23 -
2023-24 -

38 FINANCIAL INSTRUMENTS RISK MANAGEMENT OBJECTIVES AND POLICIES

The Group’s financial liabilities comprise mainly of borrowings, trade and other payables. The Group’s financial assets comprise mainly of investments, cash and cash equivalents, other balances with banks, loans, trade receivables and other receivables.

The Group is exposed to Market risk, Credit risk and Liquidity risk. The Board of the Group has constituted a Risk Management Committee to frame, implement and monitor the risk management plan for the Group. The said Committee is responsible for reviewing the risk management plan and ensuring its effectiveness. The Audit Committee has additional oversight in the area of financial risks and controls. It also covers policies on specific risk areas such as currency risk, interest rate risk, credit risk and investment of surplus funds.

The following disclosures summarize the Group’s exposure to financial risks and information regarding use of derivatives employed to manage exposures to such risks. Quantitative sensitivity analysis have been provided to reflect the impact of reasonably possible changes in market rates on the financial results, cash flows and financial position of the Group.

  • (a) Market risk

Market risk is the risk that the fair value of future cash flows of a financial instrument will fluctuate because of changes in market prices. Market risk comprises three types of risks: interest rate risk, currency risk and other price risk. Financial instruments affected by market risk includes borrowings, investments, trade payables, trade receivables and loans.

Interest rate risk

Interest rate risk is the risk that the fair value or future cash flows of a financial instrument will fluctuate because of changes in market interest rates. The Group seeks to mitigate such risk by maintaining an adequate proportion of floating and fixed interest rate borrowings. As at March 31, 2025, approximately 100% of the Group’s borrowings which consist of cash credits for working capital are at fixed rate (March 31, 2024 : 100%). Summary of financial assets and financial liabilities has been provided below:

Exposure to interest rate risk

Unused tax losses on which no deferred tax asset is recognised

The subsidiaries have the following unused tax losses which arose on incurrence of business losses under the Income tax for which no deferred tax asset have been recognized in the balance sheet. The losses can be carried forward for a period of 20 years.

forward for a period of 20 years.
(` in Lakhs)
Financialyear March 31, 2025
2010-11 448
2011-12 363
2012-13 1,344
2013-14 1,304
2014-15 -
2015-16 -
2016-17 -
2017-18 23
2018-19 -
2019-20 -
2020-21 58

The interest rate profile of the Group’s interest - bearing financial instrument as reported to management is as follows:

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----- Start of picture text -----

(` in Lakhs)
Particulars March 31, 2025 March 31, 2024
Fixed-rate instruments
Financial Assets 55,015 35,900
Financial Liabilities - -
Variable-rate instruments
Financial Assets - -
Financial Liabilities 331 -
----- End of picture text -----

Interest rate sensitivity

Profit or loss is sensitive to higher/lower interest expense from borrowings as a result of change in interest rates. The following table demonstrates the sensitivity of floating rate financial instruments to a reasonably possible change in interest rates. The risk estimates provided assume a parallel shift of 100 basis points interest rate across all yield curves. This calculation also assumes that the change occurs at the balance sheet date and has been calculated based on risk exposures outstanding as at that date. The period end balances are not necessarily representative of the average debt outstanding during the period.

Elecon Engineering Company Limited

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~~Financial S~~ tatements

Corporate Overview Statutory Reports 01-32 33-123 124-279

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

FOR THE YEAR ENDED MARCH 31, 2025 (CONTD.)

(`in Lakhs)
Particulars Impact on Proft /
(loss) after tax
March 31, 2025
Increase in 100 basis points
Decrease in 100 basis points
2
(2)
March 31, 2024
Increase in 100 basis points -
Decrease in 100 basispoints -

Foreign currency risk

Foreign currency risk is the risk that the fair value or future cash flows of an exposure will fluctuate because of changes in foreign exchange rates. The Group transacts business in foreign currencies (primarily USD, EUR and GBP). Consequently, the Group has foreign currency trade payables and receivables and is therefore exposed to foreign exchange risk. The Group manages its foreign currency risk by following policies approved by board as per established risk management policy. The carrying amounts of the Group’s foreign currency denominated monetary items are as follows:

Exposure to Currency Risk:-

The summary quantitative data about the Group’s exposure to currency risk (based on notional amounts) is as follows:

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----- Start of picture text -----

(` in Lakhs)
Particulars March 31, 2025 March 31, 2024
USD GBP EUR USD GBP EUR
Financial Assets
Trade receivables 4,571 2,329 1,695 2,463 2,793 2,644
Cash and cash 928 394 2,506 145 1,349 1,454
equivalents
Other financial assets - - - - - -
Loans - - - - -
Total A 5,499 2,723 4,201 2,608 4,142 4,098
Financial Liabilities
Trade payables 884 543 2,621 134 784 1,619
Other financial
Liabilities
Borrowings - - - - - -
Total B 884 543 2,621 134 784 1,619
Net exposure to foreign 4,615 2,180 1,580 2,474 3,358 2,479
currency (A-B)
----- End of picture text -----

The Group is exposed to foreign currency risk on account of its receivables and payables. The functional currency of the Group is Indian Rupee. The Group has exposure to GBP, USD, EUR and other currencies. The Group has not hedged this foreign currency exposure as the Group has natural hedge for payables against receivables.

The following significant exchange rates have been applied during the year.

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2025 (CONTD.)

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----- Start of picture text -----

Rupees Average rate Year-end spot rate
As at As at As at As at
March 31, 2025 March 31, 2024 March 31, 2025 March 31, 2024
USD 1 84.48 82.80 85.58 83.37
GBP 1 108.02 103.58 110.74 105.29
EUR 1 91.27 89.91 92.32 90.22
----- End of picture text -----

Foreign currency sensitivity

The following tables demonstrate the sensitivity to a reasonably possible change in USD, EUR and GBP rates to the functional currency of respective entity, with all other variables held constant. The Group’s exposure to foreign currency changes for all other currencies is not material. The impact on the Group’s profit before tax is due to changes in the fair value of monetary assets and liabilities.

||(in Lakhs)|(in Lakhs)|(in Lakhs)|(in Lakhs)|(in Lakhs)|(in Lakhs)|
|---|---|---|---|---|---|---|
|Particular|USD
|||GBP
|||
||Change in
exchange
rate|Proft /
(loss) before
tax|Equity net
of tax|Change in
exchange
rate|Proft /
(loss) before
tax|Equity net
of tax|
|March 31, 2025|||||||
|Strengthening|1.00%
46
35
2.00%
44
33||||||
|Weakening|(46)
(35)
(44)
(33)||||||
|March 31, 2024
Strengthening
Weakening|1.00%
25
19
2.00%
67
50
(25)
(19)
(67)
(50)||||||

(b) Credit risk

Credit risk is the risk that a counterparty will not meet its obligations under a financial instrument or customer contract, leading to a financial loss. The Company is exposed to credit risk primarily trade receivables and other financial assets including deposits with banks. The Group’s exposure and credit ratings of its counterparties are continuously monitored and the aggregate value of transactions is reasonably spread amongst the counterparties. Security deposits mainly includes rental deposits, earnest money deposits which are given as per contractual agreement. Contract asset mainly pertains to contracts where there has been no delay or default in the past periods.

Other financial assets

This comprises mainly of deposits with banks, investments in mutual funds, market linked debentures, other quoted instruments and other group receivables. Credit risk arising from these financial assets is limited because the counterparties are group companies, banks and recognised financial institutions and other corporates with high ratings, assigned by recognised credit rating agencies. In case of mutual fund investements, since majority of the investemnts are in overnight or liquid funds, having limited risk.

Trade receivables

Customer credit risk is managed by each business unit subject to the Group’s established policy and procedures. Trade receivables are non-interest bearing and generally have a credit period not exceeding 90 days. Credit limits are established for all customers based on internal rating criteria. Outstanding customer receivables are regularly monitored and any shipments to major customers are generally covered by letters of credit. The Group has no concentration of credit risk as the customer base is widely distributed both economically and geographically.

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65[th] Annual Report 2024-25

~~Financial S~~ tatements

Corporate Overview Statutory Reports 01-32 33-123

124-279

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2025 (CONTD.)

An impairment analysis is performed at each reporting date based on the facts and circumstances existing on that date to identify expected losses on account of time value of money and credit risk. For the purposes of this analysis, the receivables are categorised into groups based on types of receivables. Each group is then assessed for impairment using the Expected Credit Loss (ECL) model as per the provisions of Ind AS 109 - Financial instruments. The calculation is based on provision matrix which considers actual historical data adjusted appropriately for the future expectations and probabilities. Receivables from group companies and secured receivables are excluded for the purposes of this analysis since no credit risk is perceived on them. Proportion of expected credit loss provided for across the ageing buckets is summarised below:

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Bucket March 31, 2025 March 31, 2024
Not due# 2.92% 3.41%
0-1 year 1.09% 2.42%
1-3 years 26.73% 9.88%
Greater than 3 years 76.76% 39.02%
Expected Credit Losses rate 4.04% 4.24%
Amount of Expected credit loss provided ( ` in Lakhs) (2,440) (1,841)
----- End of picture text -----

Includes provision made for long outstanding retention money.

The loss rates are based on actual credit loss experience over past years. These loss rates are then adjusted appropriately to reflect differences between current and historical economic conditions and the Group’s view of economic conditions over the expected lives of the receivables.

The following significant change in the carrying amounts of trade receivables contributed to change in the impairment loss allowance during year ended March 31, 2025:

Increase in credit impaired balances is due to additional impairment is considerd for specific customers due to lapse of time in realsing the receivable due.

Movement in provision of expected credit loss has been provided in note no. 13.

(c) Liquidity risk

Liquidity risk is the risk that the Group will encounter difficulty in raising funds to meet commitments associated with financial instruments that are settled by delivering cash or another financial asset. Liquidity risk may result from an inability to sell a financial asset quickly at close to its fair value. The Group’s objective is to, at all times maintain optimum levels of liquidity to meet its cash and collateral requirements. The Group closely monitors its liquidity position and deploys a robust cash management system. It maintains adequate sources of financing including bilateral loans, debt and overdraft from both domestic and international banks at an optimised cost.

The table below analysis non-derivative financial liabilities of the Group into relevant maturity groupings based on the remaining period from the reporting date to the contractual maturity date. The amounts disclosed under the ageing buckets are the contractual undiscounted cash flows and includes contractual interest payments.

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(` in Lakhs)
Particular Carrying Less than 1-2 years 2-5 years more than 5 Total
amount 12 months years
Year ended March 31,
2025
Financial liabilites
Borrowings 331 331 - - - 331
Trade payables 28,014 28,014 - - - 28,014
Other financial liabilities 4,859 4,859 - - - 4,859
----- End of picture text -----

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2025 (CONTD.)

||(in Lakhs)|(in Lakhs)|(in Lakhs)|(in Lakhs)|(in Lakhs)|(in Lakhs)|
|---|---|---|---|---|---|---|
|Particular|Carrying
amount|Less than
12 months|1-2 years|2-5 years|more than 5
years|Total|
|Lease liabilities|17,792
3,138
3,282
7,406
3,966
17,792||||||
|Total|50,996
36,342
3,282
7,406
3,966
50,996||||||
|Year ended March 31,
2024
Financial liabilites
Borrowings
Trade payables
Other fnancial liabilities
Lease liabilities
Total|-
-
-
-
-
-
18,791
18,791
-
-
-
18,791
4,506
4,506
-
-
-
4,506
7,046
1,104
1,188
1,791
2,963
7,046||||||
||30,343
24,401
1,188
1,791
2,963
30,343||||||

(d) Commodity price risk

Commodity price risk arises due to fluctuation in prices of steel. The Group has a risk management framework aimed at prudently managing the risk arising from the volatility in the commodity prices and freight costs. The Group’s commodity risk is managed through well-established control processes.

(e) Capital management

The Group’s policy is to maintain a strong capital base so as to maintain investor, creditor and market confidence and to sustain future development of the business. Management monitors the return on capital as well as the level of dividends to ordinary shareholders.

The Group has adequate cash and bank balances and no interest bearing liabilities. The Group monitors its capital by a careful scrutiny of the cash and bank balances, and a regular assessment of any debt requirements. In the absence of any interest bearing debt, the maintenance of debt equity ratio etc. is not of any relevance to the Group.

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(` in Lakhs)
Particulars Year ended Year ended
March 31, 2025 March 31, 2024
Interest-bearing loans and borrowings (Note 18 and 19) 331 -
Less: cash and cash equivalents (Note 14) (15,885) (10,969)
Adjusted net debt (15,554) (10,969)
Equity share capital (Note 16) 2,244 2,244
Other equity (Note 17) 1,97,625 1,58,159
Total equity 1,99,869 1,60,403
Adjusted net debt to total equity ratio (0.08) (0.07)
----- End of picture text -----

No changes were made in the objectives, policies or processes for managing capital during the years ended March 31, 2025 and March 31, 2024.

39 FAIR VALUE MEASUREMENTS

A. Accounting classification and fair values

The following table shows the carrying amounts and fair values of financial assets and financial liabilities, including their levels in the fair value hierarchy. It does not include fair value information for financial assets and financial liabilities not measured at fair value if the carrying amount is a reasonable approximation of fair value

Elecon Engineering Company Limited

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----- Start of picture text -----

Financial S tatements
Corporate Overview Statutory Reports
01-32 33-123 124-279
----- End of picture text -----

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2025 (CONTD.)

As at March 31, 2025

(` in Lakhs)

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----- Start of picture text -----

Particulars Carrying amount Fair Value
Cost FVTPL FVTOCI Amortised Total Level 1 - Level 2 - Level 3 - Total
cost Quoted Significant Significant
price in observable unobservable
active inputs inputs
markets
Investments (Note 1 - 42,529 - - 42,529 42,529 - 0 42,529
below)
Trade receivables - - - 61,387 61,387 - - - -
Cash and cash - - - 15,885 15,885 - - - -
equivalents
Other bank balance - - - 19,959 19,959 - - - -
Other financial assets - - - 1,436 1,436 - - - -
Total Financial assets - 42,529 - 98,667 1,41,196 42,529 - 0 42,529
Borrowings - - - 331 331 - - - -
Trade payables - - - 28,014 28,014 - - - -
Other financial liabilites - - - 4,859 4,859 - - - -
Lease liabilities - - - 17,792 17,792 - - - -
Total Financial liabilities - - - 50,996 50,996 - - - -
----- End of picture text -----

As at March 31, 2024

(` in Lakhs)

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----- Start of picture text -----

Particulars Carrying amount Fair Value
Cost FVTPL FVTOCI Amortised Total Level 1 - Level 2 - Level 3 - Total
cost Quoted Significant Significant
price in observable unobservable
active inputs inputs
markets
Investments (Note 1 - 22,351 - - 22,351 22,351 - 0 22,351
----- End of picture text -----

below)
Trade receivables
Cash and cash
equivalents
Other bank balance
Other fnancial assets
Total Financial assets
Borrowings
Trade payables
Other fnancial liabilites
Lease liabilities
Total Financial liabilities
-
-
-
44,510
44,510
-
-
-
-
-
-
-
10,969
10,969
-
-
-
-
-
-
-
15,362
15,362
-
-
-
-
-
-
-
6,166
6,166
-
-
-
-
-
22,351
-
77,007
99,358
22,351
-
0 22,351
-
-
-
-
-
-
-
-
-
-
-
-
18,791
18,791
-
-
-
-
-
-
-
4,506
4,506
-
-
-
-
7,046
7,046
-
-
-
-
-
-
-
30,343
30,343
-
-
-
-

Note-1: Investments in associate have been accounted at historical cost. Since these are scoped out of Ind AS 109 for the purposes of measurement, the same have not been disclosed in the tables above. Investments in unquoted equity shares of entities other than associates have been designated as FVTPL. However, investments in equity shares on disposal will fetch only the principal amount invested and hence the Group considers cost and fair value to be the same.

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2025 (CONTD.)

B. Measurement of fair values

i) Valuation techniques and significant unobservable inputs

The carrying amounts of financial assets and liabilities other than those valued at Level 1 and Level 2 are considered to be the same as their fair values due to the current and short term nature of such balances and no material differences in the values.

Fair value of borrowings is computed using the market comparision techinique where information for the interest rate at which a borrowing can availed by Company is used to arrive at fair value of borrowing. Further management. measurement of fair value is not materially different from the amortised cost. in these case significant unobservable inputs and interrelationship between significant unobservable inputs and fair value measurement is not applicable.

The Group’s investments on disposal will fetch only the principal amount invested and hence the Company considers cost and fair value to be the same for investments in equity shares of 0.15 Lakhs (March 31, 2024: 0.15 Lakhs).

ii) Levels 1, 2 and 3

Level 1 : It includes Investment in equity shares and mutual funds that have a quoted price and which are actively traded on the stock exchanges. It is been valued using the closing price as at the reporting period on the stock exchanges.

Level 2: The fair value of financial instruments that are not traded in an active market is determined using valuation techniques which maximise the use of observable market data and rely as little as possible on entityspecific estimates. If all significant inputs required to fair value an instrument are observable, the instrument is included in level 2.

Level 3: If one or more of the significant inputs is not based on observable market data, the instrument is included in Level 3.

C. Fair value through profit and loss - in unquoted equity shares:

  • i) Transfers between Levels 1 and 2

There have been no transfers between Level 1 and Level 2 during the reporting periods.

ii) Level 3 fair values

Movements in the values of unquoted equity instruments for the year ended March 31, 2025 and March 31, 2024 is as below:

2024 is as below:
(`in Lakhs)
Particulars Amount
As at March 31, 2023 59
Acquisitions/ (disposals) (51)
Gains/ (losses) recognised in other comprehensive income -
Gains/ (losses) recognised in statement of proft or loss (8)
As at March 31, 2024 -
Acquisitions/ (disposals) -
Gains/ (losses) recognised in other comprehensive income -
Gains/ (losses) recognised in statement of proft or loss -
As at March 31, 2025 -

Fair value of financial assets and liabilities measured at amortised cost is not materially different from the amortised cost. Further, impact of time value of money is not significant for the financial classified as current. Accordingly, the fair value has not been disclosed separately.

Elecon Engineering Company Limited

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65[th] Annual Report 2024-25

~~Financial S~~ tatements

Corporate Overview Statutory Reports

01-32 33-123

124-279

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2025 (CONTD.)

40. RELATED PARTY DISCLOSURES

As per the Ind AS - 24 Related Party Disclosures, the details are as under :

A) Name of the related parties and nature of relationships :

  • a) Ultimate Holding company : Aakaaish Investments Private Limited

  • b) Entity with control over the group : Lotus Trust

c) Associates

  • (i) Eimco Elecon (India) Limited

  • (ii) Elecon Australia Pty. Limited (Refer note below)

(iii) Elecon Africa Pty. Limited (Refer note below)

(iv) Elecon Engineering (Suzhou) Co. Limited, China (Refer note below)

Note :

The Holding Company is in process of seeking RBI approval for liquidating its 3 associates namely Elecon Australia Pty. Limited, Elecon Africa Pty. Limited and Elecon Engineering (Suzhou) Co. Limited, China. There are no transactions in these 3 associate companies and there are no assets or liabilities pertaining to these associates.

d) Key managerial personnel

(i) Mr. Prayasvin B. Patel - Chairman and Managing Director

(ii) Mr. Prashant C. Amin - Non-Executive Director

(iii) Mr. Aayush Shah - Non-Executive Director

(iv) Mr. Pradip M. Patel - Director

(v) Dr. Sonal V Ambani - Independent Director

(vi) Mr. Pranav C. Amin - Independent Director

(vii) Mr. Ashutosh Pednekar- Independent Director

(viii) Mr. Nirmal P. Bhogilal - Independent Director(w.e.f. April 01, 2024)

(ix) Mr. Narasimhan Raghunathan- Chief Financial Officer

(x) Mrs. Bharti L Isarani- Company Secretary

(xi) Mr. Rajen F. Kavani- Director of Elecon Middle East FZCO

(xii) Mr. Vipul B. Shah- Director of Elecon Singapore Pte. Ltd.

(xiii) Mr. Chandrakant B. Patel - Director of Benzlers-Radicon Group

  • (xiv) Mr. Dineshkumar M. Patel - Director of Radicon Transmission UK Ltd. , Benzlers Systems AB, AB Benzlers, OY Benzler Ab, Benzler Transmission A/S

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2025 (CONTD.)

  • (iii) Ms. Aishwarya Patel

  • (iv) B. I. Patel HUF (Karta)

  • (v) Mrs. Trupti Pardip Patel

  • f) Entities forming part of the same Group (with whom transactions undertaken during the current year or previous year)

  • (i) Radicon Transmission FZE, Dubai

  • (ii) Radicon Transmission (Thailand) Limited, Thailand

  • (iii) Radicon Transmission (Australia) Pty Limited, Australia

  • (iv) Prayas Engineering Limited

  • (v) K. B. Investments Private Limited

  • (vi) Elecon Information Technology Limited

  • (vii) Tech Elecon Private Limited

  • (viii) Emtici Engineering Limited

  • (ix) Akaaish Printing Press Private Limited (formerly known as Speciality Woodpack Private Limited)

  • (x) Power Build Private Limited

  • (xi) Elecon Hydraulics Private Limited

  • (xii) Akaaish Mechatronics Limited

  • (xiii) Aisho Tours and Travels Limited (Formerly known as Wizard Fincap Limited) (upto October 22, 2024)

  • (xiv) Eimco Elecon Electricals Limited

  • (xv) Elecon Peripherals Limited

  • (xvi) Emtici Marketing LLP

(xvii) Modsonic Instruments Manufacturing Company Private Limited

(xviii) Bipra Investments And Trusts Private Limited

  • (xix) Vijay M. Mistry Construction Private Limited

  • (xx) Naman Integrated Management Services Pvt. Ltd.

  • (xxi) B.I. Patel Charitable Trust

(xxii) Jamko Consultants Private Limited (upto September 24, 2024)

g) Other related parties:

  • (a) Post employment benefit plan

  • (i) Elecon Engineering Company Limited Employees Group Gratuity Fund

(xv) Mr. Mark Cooper - Director of OY Benzler Ab

e) Relatives of Key managerial personnel

(i) Mrs. Taruna Patel

(ii) Ms. Akanksha Patel

Elecon Engineering Company Limited

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65[th] Annual Report 2024-25

~~Financial S~~ tatements

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----- Start of picture text -----

Corporate Overview Statutory Reports
01-32 33-123 124-279
----- End of picture text -----

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2025 (CONTD.)

  • (ii) Elecon Engineering Company Limited Employees Superannuation Scheme

(b) Directors and/or their relatives are interested:

(i) Packme Industries Private Limited

  • (ii) Darshan Chemicals

  • (iii) United Marketing Company

  • (iv) Desmin Agencies

  • (v) Desai & Diwanji

B. Terms and conditions of transactions with related parties

Transaction entered into with related party are made on terms equivalent to those that prevail in arm’s length transactions. Outstanding balances other than loan given and taken, at the year-end are unsecured and interest free and settlement occurs in cash other than for advance.

Transactions with key management personnel

Compensation of key management personnel of the Company

(` in Lakhs)

==> picture [455 x 149] intentionally omitted <==

----- Start of picture text -----

Particulars Year Ended Year Ended
March 31, 2025 March 31, 2024
Remuneration
- Mr. Prayasvin B. Patel 2,261 1,937
- Mr. Narasimhan Raghunathan 67 57
- Mrs. Bharti Isarani 28 23
Commission and sitting fees to Independent directors and non- 102 84
executive directors
Remuneration to directors #
- Mr. Rajen F. Kavani 119 102
- Mr. Vipul B. Shah 143 126
Total compensation paid to key management personnel 2,720 2,329
----- End of picture text -----

Key Managerial Personnel who are under the employment of the Group are entitled to post employment benefits and other long term employee benefits recognised as per Ind AS 19 - Employee Benefits in the financial statements. As these employee benefits are lump sum amounts provided on the basis of actuarial valuation, the same is not included above.

# Key Managerial Personnel who are under the employment of the overseas subsidiaires are entitled to post employment benefits and other long term employee benefits recognised as per the laws of the respective countries and hence the same are not included above.

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2025 (CONTD.)

(`in Lakhs) Total 2023-24 3,611
21
10
-
34
96
234
12,335
1,908
2,329
1,828
1,243
1,305
1,140
-
-
2,000
404
291
8
21
50
992
-
165
-
1,613
-
-
Note :
2024-25 3,072
44
12
5
-
108
269
18,684
550
2,720
1,928
1,711
1,030
1,036
-
-
1,997
388
522
-
8
-
555
-
-
2,318
-
-
Other related
parties
2023-24 372
-
-
-
-
-
-
47
-
-
-
-
1
-
-
-
-
404
-
-
-
-
-
-
-
-
-
-
2024-25 549
-
-
-
-
-
-
72
-
-
-
-
-
-
-
-
-
388
-
-
-
-
-
-
-
-
-
-
Entities forming
part of the same
group
2023-24 2,548
21
10
-
34
96
199
12,173
1,908
-
1,828
1,243
1,304
1,060
-
-
293
-
291
8
21
50
915
-
165
1,593
-
-
2024-25 1,959
44
12
5
101
234
18,526
542
-
1,928
1,711
1,030
931
-
-
291
-
522
8
233
-
-
2,290
-
-
Relatives of
Key managerial
personnel
2023-24 -
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
91
-
-
-
-
-
-
-
-
-
-
-
2024-25 -
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
75
-
-
-
-
-
-
-
-
-
-
-
Key Managerial
Personnel
2023-24 -
-
-
-
-
-
-
-
-
2,329
-
-
-
75
-
-
47
-
-
-
-
-
-
-
-
-
-
-
2024-25 -
-
-
-
-
-
-
-
-
-
2,720
-
-
-
100
-
-
62
-
-
-
-
-
-
-
-
-
-
-
Associate 2023-24 691
-
-
-
-
-
35
115
-
-
-
-
5
-
-
-
-
-
-
-
-
77
-
-
20
-
-
2024-25 564
-
-
-
-
7
35
86
8
-
-
-
-
5
-
-
-
-
-
-
-
-
322
-
-
28
-
-
Holding Company 2023-24 -
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
1,569
-
-
-
-
-
-
-
-
-
-
-
2024-25 -
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
1,569
-
-
-
-
-
-
-
-
-
-
-
Particulars Income:
Sale of goods and rendering of services
Sale of scrap
Sales of plant and equipment
Commission income
Dividend income
Reimbursement of Expenses
Rent Income
Expense:
Purchase of goods and availment of services
Purchase of plant and equipment
Remuneration Expenses
Repairs & Maintenance Charges
Software Service Charges
Other Expenses
Rent Expenses
Commission expense on Sales
Interest expenses
Dividend paid
Contribution made to post employment
defned plans trust
Contribution made towards CSR activities
Other Transactions:
Donation Paid
Deposit refund received
Rent deposit paid
Outstanding balances:
Assets:
Trade receivables
Loan receivable
Advance given
Liabilities:
Trade payables
Advance received
Gauarantees:
Guarantee taken

Elecon Engineering Company Limited

264

265

65[th] Annual Report 2024-25

~~Financial S~~ tatements

Corporate Overview

Statutory Reports 01-32 33-123

124-279

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2025 (CONTD.)

41 DISCLOSURE PURSUANT TO EMPLOYEE BENEFITS

A. Defined contribution plans:

  • Amount of 684 Lakhs (March 31, 2024: 586 Lakhs) is recognised as expenses and included in note no. 32 “Employee benefits expense”

==> picture [455 x 76] intentionally omitted <==

----- Start of picture text -----

(` in Lakhs)
Particulars As at As at
March 31, 2025 March 31, 2024
Provident Fund and Pension scheme 680 580
Superannuation Fund 4 6
684 586
----- End of picture text -----

B. Defined benefit plans:

The Group has the following post employement benefits which are in the nature of defined benefit plans:

(a) Gratuity and Pension

The Group operates gratuity plan wherein every employee is entitled to the benefit as per scheme of the Group, for each completed year of service. The same is payable on retirement or termination whichever is earlier. The benefit vests only after five years of continuous service.

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

FOR THE YEAR ENDED MARCH 31, 2025 (CONTD.)

|(in Lakhs)|**March 31,**<br>**2025**||**1,762**<br>**(1,777)**|**(15)**|-<br>-|**-**|**(15)**|(in Lakhs)|March 31,
2024||Gratuity
Defned beneft obligation
1,271
91
96
187
3
(75)
-
-
87
44
131
-
1,517
Fair value of plan assets
(1,287)
-
(97)
(97)
-
74
50
-
-
-
50
(257)
(1,517)
Beneft liability/(asset)
(16)
91
(1)
90
3
(1)
50
-
87
44
181
(257)
-
Pension, gratuity and
medical plan
Defned beneft obligation
2,414
-
63
63
(252)
(784)
-
-
(282)
(8)
(290)
-
1,151
Fair value of plan assets
-
-
-
-
-
-
-
-
-
-
-
-
-
Beneft liability
2,414
-
63
63
(252)
(784)
-
-
(282)
(8)
(290)
-
1,151
Total beneft liability
2,398
91
62
153
(249)
(785)
50
-
(195)
36
(109)
(257)
1,151|
|---|---|---|---|---|---|---|---|---|---|---|---|
||Contributions
by employer||-
(212)|(212)|-
-|-|(212)||Contributions
by employer|||
||ncome|Sub-total
included in
OCI|71
9|80|-
-|-|80||ncome|Sub-total
included in
OCI||
||comprehensive i|Experience
adjustments|26
-|26|-
-|-|26||comprehensive i|Experience
adjustments||
||(losses) in other|Actuarial
changes
arising from
changes in
fnancial
assumptions|45
-|45|-
-|-|45||(losses) in other|Actuarial
changes
arising from
changes in
fnancial
assumptions||
||surement gains/|Actuarial
changes
arising from
changes in
demographic
assumptions|-
-|-|-
-|-|-||surement gains/|Actuarial
changes
arising from
changes in
demographic
assumptions||
||Remea|Return on
plan assets
(excluding
amounts
included in
net interest
expense)|-
9|9|-
-|-|9||Remea|Return on
plan assets
(excluding
amounts
included in
net interest
expense)||
||Beneft
paid||(52)
52|-|(1,077)
-|(1,077)|(1,077)||Beneft
paid|||
||Transfer in/
Transfer
Out liability/
asset and
Increase
(decrease)
in obligation
due to
fuctuation
in exchange
rate||(3)
-|(3)|(105)
-|(105)|(108)|an assets|Transfer in/
Transfer
Out liability/
asset and
Increase
(decrease)
in obligation
due to
fuctuation
in exchange
rate|||
||charged to
nd loss|Sub-total
included in
statement
of proft and
loss (Note
32)|229
(109)|120|31
-|31|151|tion and pl|charged to
nd loss|Sub-total
included in
statement
of proft and
loss (Note
32)||
||d Pension cost
ent of proft a|Net interest
expense|109
(109)|-|31
-|31|31|eft obliga|d Pension cost
ent of proft a|Net interest
expense||
||Gratuity an
statem|Service cost|120
-|120|-
-|-|120|efned ben|Gratuity an
statem|Service cost||
||April 1,
2024||1,517
(1,517)|-|1,151
-|1,151|1,151|nges in d|April 1,
2023|||
||Particulars||Gratuity
Defned beneft obligation
Fair value of plan assets
Beneft liability/ (asset)
Pension, gratuity and
medical plan
Defned beneft obligation
Fair value of plan assets
Beneft liability
Total beneft liability|||||March 31, 2024 : Cha|Particulars|||

Elecon Engineering Company Limited

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267

65[th] Annual Report 2024-25

~~Financial S~~ tatements

Corporate Overview

Statutory Reports 01-32 33-123 124-279

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2025 (CONTD.)

The major categories of plan assets of the fair value of the total plan assets of Gratuity and Pension are as follows:

(` in Lakhs)

Particulars Year ended
March 31, 2025
Year ended
March 31, 2024
Insurance Fund forgratuity (% of totalplan assets) 100%
100%

The principal assumptions used in determining above defined benefit obligations for the Group’s plans are shown below:

a) For Gratuity (for Indian entities)

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----- Start of picture text -----

(` in Lakhs)
Particulars Year ended Year ended
March 31, 2025 March 31, 2024
Discount rate 6.84% 7.20%
Future salary increase
For 1st year 9.00% 9.00%
For 2nd to 3rd year, starting from 3rd year 9.00% 9.00%
Starting from 3rd year 9.00% 9.00%
Expected rate of return on plan assets 6.84% 7.20%
Employee turnover rate 6.00% 6.00%
Mortality rate during employment Indian Assured Indian Assured
Lives Mortality Lives Mortality
2012-14 (Urban) 2012-14 (Urban)
----- End of picture text -----

b) For Pension (for overseas entities)

For Pension (for overseas entities)
(`in Lakhs)
Particulars Year ended
March 31, 2025
Year ended
March 31, 2024
Discount rate 0.00%
3.80%

A quantitative sensitivity analysis for significant assumption is as shown below:

a) For Gratuity (for Indian entities)

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----- Start of picture text -----

(` in Lakhs)
Particulars Sensitivity level (increase) / decrease in defined benefit
oblligation (Impact)
Year ended Year ended
March 31, 2025 March 31, 2024
Discount rate 1% increase (121) (102)
1% decrease 139 117
Salary Increase 1% increase 117 105
1% decrease (111) (97)
Employee Turnover 1% increase (18) (13)
1% decrease 20 15
----- End of picture text -----

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2025 (CONTD.)

  • b) For Pension (for overseas entities)

(` in Lakhs)

==> picture [436 x 90] intentionally omitted <==

----- Start of picture text -----

Particulars Sensitivity level (increase) / decrease in defined benefit
oblligation (Impact)
Year ended Year ended
March 31, 2025 March 31, 2024
Discount rate 0.50% increase - (81)
0.50% decrease - 92
Inflation rate 0.50% increase - 95
0.50% decrease - (83)
----- End of picture text -----

(b) Leave obligations -Unfunded

The acturial Liability towards leave obligations as at March 31, 2025 is 13 Lakhs (March 31, 2024 : 29 Lakhs). Current year charge is included in Employee benefit expense (Refer Note 32)

(c) Effect of Plan on Entity’s Future Cash Flows

(i) Funding arrangements and Funding Policy

The Holding Company has purchase an insurance policy to provide for paymeny of gratuity to the employees. Every year, the insurance company carries out a funding valuation based on the latest employee data provided by the Company. Any deficit in the assets arising as a result of such valuation is funded by the Company.

  • (ii) Expected Contibution during the next annual reporting period for Gratuity (for Indian entities):

The Company’s best estimate of contribution during the next year is 131 Lakhs (March 31 2024 : 120 Lakhs)

  • (iii) Maturity profile of Defined Benefit Obligations for Gratuity (for Indian entities):

Weighted average duration (based on discounted cash flows) - 9 years (March 31 2024 :8 years)

  • (a) Expected cash flows over the next years (valued on undiscounted basis) for Gratuity (for Indian entities):

==> picture [415 x 81] intentionally omitted <==

----- Start of picture text -----

(` in Lakhs)
Particulars Year ended Year ended
March 31, 2025 March 31, 2024
1 year 232 187
2 to 5 years 563 516
6 to 10 years 670 571
More than 10 years 1,835 1,649
----- End of picture text -----

  • (iv) Expected Contibution during the next annual reporting period for Pension (for overseas entities) :

The Company’s best estimate of contribution during the next year is Nil (March 31 2024 : ` 29 Lakhs)

  • (v) Maturity profile of Defined Benefit Obligations for Pension (for overseas entities) :

Weighted average duration (based on discounted cash flows) - Nil (March 31 2024 : 23 years

  • (a) Expected cash flows over the next (valued on undiscounted basis) for Pension (for overseas entities) :

==> picture [415 x 80] intentionally omitted <==

----- Start of picture text -----

(` in Lakhs)
Particulars Year ended Year ended
March 31, 2025 March 31, 2024
1 year - -
2 to 5 years - -
6 to 10 years - 64
-
More than 10 years 1,879
----- End of picture text -----

Elecon Engineering Company Limited

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65[th] Annual Report 2024-25

~~Financial S~~ tatements Corporate Overview Statutory Reports 01-32 33-123 124-279

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2025 (CONTD.)

42 CONTINGENT LIABILITIES AND COMMITMENTS

(` in Lakhs)

==> picture [475 x 330] intentionally omitted <==

----- Start of picture text -----

Particulars March 31, 2025 March 31, 2024
(a) Contingent liabilities:
Claims against the Holding Company not acknowledged as debt #
(i) Disputed with Excise and Service tax authority 4,930 5,005
[FY 2024-25 : Amount deposited : 249 Lakhs, Net 4,681 Lakhs]
[FY 2023-24 : Amount deposited : 317 Lakhs, Net 4,688 Lakhs]
(ii) Disputed with Sales tax authority 12 12
[FY 2024-25 : Amount deposited : NIL Lakhs, Net 12 Lakhs]
[FY 2023-24 : Amount deposited : NIL Lakhs, Net 12 Lakhs]
(iii) Disputed with GST tax Authority 1,041 1,045
[FY 2024-25 : Amount deposited : 94 Lakhs, Net 947 Lakhs]
[FY 2023-24 : Amount deposited : 93 Lakhs, Net 952 Lakhs]
(iv) Disputed with Income tax authority 3,692 4,133
[FY 2024-25 : Amount deposited : 1,174 Lakhs, Net 2,518 Lakhs]
[FY 2023-24 : Amount deposited : 1,174 Lakhs, Net 2,959 Lakhs]
(v) Dispute raised by Income Tax Department against the Company 1,021 961
with the higher authorities
Guarantees
(i) Guarantee with customs for import of goods for AB Benzlers 34 31
(Sweden) SEK 400,000 (March 2024 : SEK 400,000)
# Future cash outflows are determinable only on receipt of
judgements/ decisions pending with various forums/ authorities.
It is not practicable to disclose possibility of any reimbursement.
(b) Commitments:
(i) Estimated amount of contracts remaining to be executed on 7,315 15,764
account of capital goods and not provided for (net of capital
advance)
----- End of picture text -----

43 SEGMENT REPORTING

Basis for segmentation

An operating segment is a component of the Group that engages in business activities from which it may earn revenues and incur expenses, including revenues and expenses that relate to transactions with any of the Group’s other components, and for which discrete financial information is available. All operating segments’ operating results are reviewed regularly by the Group’s Chairman and Managing Director (CMD) to make decisions about resources to be allocated to the segments and assess their performance.

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2025 (CONTD.)

==> picture [475 x 30] intentionally omitted <==

----- Start of picture text -----

Reportable Segment Description of products/services
----- End of picture text -----

Transmission equipment Manufacturing of material transmission equipments like gearboxes, couplings and
elevator traction machines.
Material handling equipment The segment is engaged in manufacturing of material handling equipments like raw
material handling system, stackers, reclaimers, bagging and weighing machines,
wagon & truck loaders, crushers, wagon tipplers, feeders and port equipments. It is
also engaged in executing projects on these material handlingequipments.

Information about reportable segments

Information regarding the results of each reportable segment is included below. Performance is measured based on segment profit (before tax), as included in the internal Group management reports that are reviewed by the CODM. Segment profit is used to measure performance as Group management believes that such information is the most relevant in evaluating the results of certain segments relative to other entities that operate within these industries.

==> picture [475 x 247] intentionally omitted <==

----- Start of picture text -----

(` in Lakhs)
Particulars Year ended Year ended
March 31, 2025 March 31, 2024
Segment revenue from operations :
(a) Transmission equipment 1,76,258 1,66,866
(b) Material handling equipment 49,349 29,299
Total 2,25,606 1,96,165
Less : Elimination of Inter division sales (2,910) (2,423)
Net Sales / Income from Operations including intersegment revenue 2,22,696 1,93,742
Segment profit/(loss) before tax and interest
(a) Transmission equipment 43,493 43,910
(b) Material handling equipment 14,489 6,837
Net segment profit before tax and interest 57,982 50,747
Less : Elimination of Inter division profit (1,321) (998)
Net segment profit/(loss) before tax & interest 56,661 49,749
Reconciliation of segment profit with profit before tax
i) Finance cost 1,304 864
ii) Other unallocated corporate expenses net off 6,361 5,035
iii) Unallocable income (4,701) (2,688)
Profit before tax as per statement of profit and loss 53,697 46,538
----- End of picture text -----

The Group has two reportable segments, as described below, which are the Group’s strategic business units. These business units offer different products and services, and are managed separately because they require different technology and marketing strategies. For each of the business units, the Group’s Chairman & Managing Director reviews internal Group management reports periodically. The CMD is designated as the Chief Operating Decision Maker (CODM).

Elecon Engineering Company Limited

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65[th] Annual Report 2024-25

~~Financial S~~ tatements Corporate Overview Statutory Reports 01-32 33-123 124-279

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2025 (CONTD.)

Other information

==> picture [475 x 176] intentionally omitted <==

----- Start of picture text -----

(` in Lakhs)
Particulars March 31, 2025 March 31, 2024
Segment assets
(a) Transmission Equipment 1,56,850 1,35,895
(b) Material Handling Equipment 29,623 18,054
Total segment assets 1,86,473 1,53,949
(c) Unallocable 86,473 58,451
Total assets 2,72,946 2,12,400
Segment liabilities
(a) Transmission Equipment 50,228 36,073
(b) Material Handling Equipment 16,683 10,350
Total segment liabilities 66,911 46,423
(c) Unallocable 6,166 5,574
Total liabiities 73,077 51,997
----- End of picture text -----

Geograhical information

==> picture [475 x 161] intentionally omitted <==

----- Start of picture text -----

(` in Lakhs)
Particulars Year ended Year ended
March 31, 2025 March 31, 2024
Segment revenue from external customers
India 1,71,026 1,47,929
Outside India :
- USA 11,525 9,213
- Europe 17,754 22,640
- Asia Pacific 2,964 2,875
- United Arab Emirates 11,636 7,492
- Others 7,791 3,593
51,670 45,813
Total segment revenue 2,22,696 1,93,742
----- End of picture text -----

==> picture [475 x 86] intentionally omitted <==

----- Start of picture text -----

(` in Lakhs)
Particulars Year ended Year ended
March 31, 2025 March 31, 2024
Non-current assets
India 87,168 74,172
Outside India 16,152 16,335
Total non-current assets 1,03,320 90,507
----- End of picture text -----

There is no single external customer which exceeds 10% of the Group’s revenue.

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2025 (CONTD.)

  • 44 DISCLOSURES PURSUANT TO INDIAN ACCOUNTING STANDARD (IND AS) 115, REVENUE FROM CONTRACTS WITH CUSTOMERS :

  • a Disaggregation of revenue

==> picture [456 x 106] intentionally omitted <==

----- Start of picture text -----

(` in Lakhs)
Particulars For the year ended For the year ended
March 31, 2025 March 31, 2024
Revenue from long-term construction contracts (A) 23,753 560
(revenue recognised over time)
Revenue other than considered in (A) above 1,95,947 1,90,093
(revenue recognised at point in time)
Revenue from operations (excluding other Operating Revenue) 2,19,700 1,90,653
(Refer note 27)
----- End of picture text -----

The Group believes that the information provided under Note 27 and Note 44, is sufficient to meet the disclosure requirements with respect to disaggregation of revenue under Ind AS 115, Revenue from Contracts with Customers.

  • b Reconciliation the amount of revenue recognised in the consolidated statement of profit and loss with the contracted price :

==> picture [456 x 108] intentionally omitted <==

----- Start of picture text -----

(` in Lakhs)
Particulars For the year ended For the year ended
March 31, 2025 March 31, 2024
Revenue as per contracted price 2,18,852 1,91,140
Adjustments
Variable consideration (deducted)/recovered on account of liquidated 848 (487)
damages
Revenue from contract with customers (excluding other Operating 2,19,700 1,90,653
Revenue) (Refer Notes 27)
----- End of picture text -----

  • c Contract balances :

The following table provides information about receivables, contract assets and contract liabilities from the contracts with customers.

==> picture [456 x 148] intentionally omitted <==

----- Start of picture text -----

(` in Lakhs)
Particulars As at As at
March 31, 2025 March 31, 2024
Trade receivables 61,387 44,510
Contract assets
Contract asset 434 31
Contract liabilities
Biliing in excess of revenue 2,294 -
Advance from customers 8,215 10,478
Revenue recognised from opening balance of contract liability (net) - -
Revenue recognised in the reporting year from performance - -
obligations satisfied (or partially satisfied) in previous years
----- End of picture text -----

Note: Number of customers individually accounted for more than 10% of the revenue in the year ended March 31, 2025: Nil (March 31, 2024: Nil)

Elecon Engineering Company Limited

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65[th] Annual Report 2024-25

~~Financial S~~ tatements

Corporate Overview Statutory Reports 01-32 33-123 124-279

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2025 (CONTD.)

Unsatisfied performance obligations

d

  • The Group applies the practical expedient in Paragraph 121 of Ind AS 115 and does not disclose information about remaining performance obligations where the Group has a right to consideration from the customer in an amount that corresponds directly with the value to the customer of the Group’s performance completed to date. Accordingly, the Group recognises revenue by an amount to which the Group has a right to invoice.

45 LEASE TRANSACTIONS

  • The Group has elected below practical expedients while applying Ind AS 116:

  • Applied a single discount rate to a portfolio of leases with reasonably similar characteristics.

  • Applied the exemption not to recognise right of use assets and lease liabilities with less than 12 months of lease term on the date of initial application.

  • Excluded the initial direct costs from the measurement of right of use asset at the date of initial application.

A contract is, or contains, a lease if the contract conveys the right to control the use of an identified assets for a period of time in exchange for consideration.

The Group has elected not to apply the requirements of Ind AS 116 to short term leases of all the assets that have a lease term of twelve months or less and leases for which the underlying asset is of low value. The lease payments associated with these leases are recognized as an expense on a straight line basis over the lease term.

The incremental borrowing rate applied to lease liabilities as at April 1, 2024 is 4.00%, 5.00%, 8.00% , 8.50% and 14.50% for Lease Arrangements of current year.

45.1 As a Lessee - Movement in Lease liabilities

(` in Lakhs)

==> picture [456 x 206] intentionally omitted <==

----- Start of picture text -----

Particulars Year ended Year ended
March 31, 2025 March 31, 2024
Balance as at April 1, 2023 7,046 4,727
New lease contracts entered during the year 17,017 3,077
Remeasurement due to lease modification 32 -
Recoupment / Adjustment 13 128
Finance costs incurred during the year 789 268
Lease contracts terminated during the year (4,842) (13)
Payments of Lease Liabilities (2,398) (1,191)
Exchange differences 135 50
Balance as at March 31,2025 (Refer Note 19) 17,792 7,046
Maturity analysis - Undiscounted cash flows
Less than one year 4,282 1,512
1-2 years 4,235 1,517
2-5 years 8,969 3,175
More than five years 8,049 4,907
----- End of picture text -----

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2025 (CONTD.)

45.2 Amounts recognised in Statement of Profit and Loss

==> picture [456 x 77] intentionally omitted <==

----- Start of picture text -----

(` in Lakhs)
Particulars As at As at
March 31, 2025 March 31, 2024
Interest on lease liabilities 789 268
Expenses relating to short-term leases 1,433 1,584
Expenses relating to leases of low-value assets 127 56
----- End of picture text -----

45.3 As a Lessor

Lease income from lease contracts in which the Group acts as a lessor is as below :

==> picture [456 x 116] intentionally omitted <==

----- Start of picture text -----

(` in Lakhs)
Particulars Year ended Year ended
March 31, 2025 March 31, 2024
Operating Lease 385 329
Maturity analysis - Undiscounted cash flows
Less than one year 159 132
1-2 years 119 92
2-5 years 398 316
More than five years 256 375
----- End of picture text -----

The Group has classified these leases as operating leases, because they do not transfer substantially all of the risks and rewards incidental to the ownership of the assets.

  • 46 ADDITIONAL INFORMATION AS REQUIRED BY PARAGRAPH 2 OF THE GENERAL INSTRUCTIONS FOR PREPARATION OF CONSOLIDATED FINANCIAL STATEMENTS TO SCHEDULE III TO THE COMPANIES ACT, 2013

for the year ended March 31, 2025

==> picture [476 x 234] intentionally omitted <==

----- Start of picture text -----

(` in Lakhs)
Name of the entity in the Net assets, i.e., total assets Share of profit or loss Share of Other Share in Total
group minus total liabilities comprehensive Income Comprehensive Income
As % of Amount As % of Amount As % of Amount As % of Amount
consolidated consolidated consolidated consolidated
net assets profit or loss profit or loss profit or loss
Parent
1. Elecon Engineering 82.61% 1,65,112 81.92% 34,003 102.31% 1,352 82.54% 35,355
Company Limited
Subsidiaries
Foreign
1. Radicon 12.27% 24,521 9.98% 4,142 (1.93%) (26) 9.61% 4,116
Transmission UK
Limited, United
Kingdom
2. Elecon Middle East 5.74% 11,480 6.62% 2,746 - - 6.41% 2,746
FZCO, Middle East
3. Elecon Singapore 0.65% 1,292 0.64% 264 - - 0.62% 264
Pte. Limited,
Singapore
Associates( Investment as
per equity method)
Indian
----- End of picture text -----

Elecon Engineering Company Limited

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275

65[th] Annual Report 2024-25

==> picture [312 x 38] intentionally omitted <==

----- Start of picture text -----

Financial S tatements
Corporate Overview Statutory Reports
01-32 33-123 124-279
----- End of picture text -----

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2025 (CONTD.)

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(` in Lakhs)
Name of the entity in the Net assets, i.e., total assets Share of profit or loss Share of Other Share in Total
group minus total liabilities comprehensive Income Comprehensive Income
As % of Amount As % of Amount As % of Amount As % of Amount
consolidated consolidated consolidated consolidated
net assets profit or loss profit or loss profit or loss
1. Eimco Elecon 3.53% 7,051 1.96% 813 (0.35%) (5) 1.89% 808
(India) Limited
Adjustments arising out of (4.80%) (9,587) (1.10%) (458) - - (1.07%) (458)
consolidation
Total 100.00% 1,99,869 100.00% 41,510 100.00% 1,321 100.00% 42,831
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for the year ended March 31, 2024

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(` in Lakhs)
Name of the entity in the Net assets, i.e., total assets Share of profit or loss Share of Other Share in Total
group minus total liabilities comprehensive Income Comprehensive Income
As % of Amount As % of Amount As % of Amount As % of Amount
consolidated consolidated consolidated consolidated
net assets profit or loss profit or loss profit or loss
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Parent
1.
Elecon Engineering
Company Limited
Subsidiaries
Foreign
1.
Radicon
Transmission UK
Limited, United
Kingdom
2.
Elecon Middle East
FZCO, Middle East
3.
Elecon Singapore
Pte. Limited,
Singapore
Minority Interests in all
subsidiaries
Associates( Investment as
per equity method)
Indian
1.
Eimco Elecon
(India) Limited
Adjustments arising out of
consolidation
Total
83.87%
1,34,534
85.26%
30,316
25.67%
566
84.76%
30,882
12.03%
19,298
9.75%
3,466
75.67%
(262)
10.30%
3,204
5.29%
8,492
4.70%
1,670
-
-
4.66%
1,670
0.62%
998
0.31%
112
0.00%
-
0.31%
112
3.92%
6,290
1.80%
641
(1.25%)
(4)
1.78%
637
(5.74%)
(9,209)
(1.82%)
(647)
0.00%
-
(1.80%)
(647)
100.00%
1,60,403
100.00%
35,558
100.00%
300
100.00%
35,858

Note:

The consolidated financial statements also include the Group’s share of net profit (and other comprehensive income) and net assets of ` Nil for the year ended 31 March 2024 in respect of 3 associates.

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2025 (CONTD.)

47 DESCRIPTION OF THE GROUP

The Consolidated financial statements comprise the financial statements of the Holding Company, its subsidiaries, stepdown subsidiaries and associates :

(` in Lakhs)

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Name of the Company Country of % of Holding either directly or indirectly
Incorporation through a subsidiary
March 31, 2025 March 31, 2024
(a) Subsidiaries
Radicon Transmission UK Limited United Kingdom 100.00 100.00
Elecon Singapore Pte. Limited Singapore 100.00 100.00
Elecon Middle East FZCO UAE 100.00 100.00
(b) Step-down subsidiaries
Benzlers Systems AB Sweden 100.00 100.00
AB Benzlers Sweden 100.00 100.00
Radicon Drive Systems Inc. USA 100.00 100.00
Benzlers Transmission A.S. Denmark 100.00 100.00
Benzlers Antriebstechnik G.m.b.h Germany 100.00 100.00
Benzlers TBA B.V. Netherlands 100.00 100.00
OY Benzlers AB Finland 100.00 100.00
Benzlers Italia s.r.l. Italy 100.00 100.00
Elecon Radicon Africa Pty. Limited South Africa 100.00 100.00
(c) Associates
Eimco Elecon (India) Limited India 16.62 16.62
Elecon Engineering (Suzhou) Co. Limited China 50.00 50.00
Elecon Africa Pty. Limited
South Africa 50.00 50.00
Elecon Australia Pty. Limited Australia 50.00 50.00
----- End of picture text -----*

Note :

All the above entities followed accounting period of April 24 to March 25.

  • These companies are in the process of obtaining approval from Reserve Bank of India for their liquidation.

48 EQUITY ACCOUNTED INVESTEES

Associates - Eimco Elecon (India) Limited

The Group holds 16.62% interest in Eimco Elecon (India) Limited, which is engaged in manufacturing of equipments for mining and construction sector. Eimco Elecon (India) Limited is a listed company in India. For Eimco Elecon (India) Limited the Group’s share is less than 20% equity interest, however the group has determined that it has significant influence because it has representation on the board of the investee. The Group’s interest in Eimco Elecon (India) Limited is accounted by using the equity method in the consolidated financial statements. The following table shows the summarised financial information of the Group’s investment in Eimco Elecon (India) Limited.

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----- Start of picture text -----

(` in Lakhs)
Percentage ownership interest March 31, 2025 March 31, 2024
Non-current assets 26,429 24,812
Current assets 22,368 20,225
Non-current liabilities (769) (549)
Current liabilities (4,834) (5,871)
Net Assets 43,194 38,617
Group’s share of net assets (16.62%) 7,179 6,418
Less: Elimination of proportionate share in profit on sale of fixed assets by (128) (128)
Holding Company ( net of deferred tax)
Carrying amount of interest in associates 7,051 6,290
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Elecon Engineering Company Limited

276

277

65[th] Annual Report 2024-25

~~Financial S~~ tatements 124-279

Corporate Overview Statutory Reports 01-32 33-123

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

FOR THE YEAR ENDED MARCH 31, 2025 (CONTD.)

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----- Start of picture text -----

(` in Lakhs)
Particulars March 31, 2025 March 31, 2024
Revenue 24,647 22,750
Profit after tax 4,891 3,855
Other comprehensive income (25) (22)
Total comprehensive income 4,866 3,833
Group’s share of Profit (16.62%) 813 641
Group’s share of OCI (16.62%) (4) (4)
Group’s share of the total comprehensive income (16.62%) 809 637
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The associate had the following contingent liabilities and capital commitments

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----- Start of picture text -----

(` in Lakhs)
Particulars March 31, 2025 March 31, 2024
a. Income tax demands disputed 12 26
b. Excise & Service tax demands disputed 560 560
Note: All the above figures are excluding unquantified interest payable
wherever applicable and outflow of funds, if any, would depend upon
the outcome of the dispute / contingency.
c. Capital Commitments 461 239
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49 OTHER DISCLOSURES WITH RESPECT TO SCHEDULE III

  • a) There is no scheme of arrangements approved by the competent authority in terms of sections 230 to 237 of the Companies’ Act, 2013.

  • b) The Group has no such transactions which is not recorded in the books of accounts that has been surrendered or disclosed as income during the year in the tax assessment under the Income Tax Act, 1961 (such as search or survey or any other relevant provision of the Income Tax Act, 1961)

  • c) The Group have not traded or invested in crypto currency or virtual currency during the year.

  • 50 The Consolidated financial statements were authorised for issue by the Holding Company’s Board of Directors at their meeting held on April 24, 2025.

As per our report of even date attached

For and on behalf of the Board of Directors

For C N K & Associates LLP

Chartered Accountants

Elecon Engineering Company Limited CIN: L29100GJ1960PLC001082

Firm's Registration No : 101961 W/W - 100036

Himanshu Kishnadwala

Prayasvin Patel

Ashutosh Pednekar

Chairman & Managing Director DIN : 00037394

Director

Partner

Membership No: 037391

DIN : 00026049

Narasimhan Raghunathan Chief Financial Officer

Bharti Isarani

Company Secretary

Place : Vallabh Vidyanagar Date : April 24, 2025

Place : Vallabh Vidyanagar Date : April 24 , 2025

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2025 (CONTD.)

ANNEXURE-A
Salient features of the fnancial statements of subsdiaries as per Companies Act, 2013 - Part A
Part A: Subsidiaries
(Foreign Currencies in Lakhs)
% of
Shareholding
31.03.25: 1 GBP = 110.74, 1 USD = 85.58, 1 EURO = 92.32, 1 DKK = 12.38, 1 AED = 23.26, 1 SEK = 8.51, 1 ZAR = 4.67`
EXURE - B
wing are the Related Party Transactions as required to be disclosed in compliance of clause 2A of Part A of Schedule V of the SEBI (Listing Obligations
closure Requirements) Regulations, 2015:
Proposed
Dividend
Proft/(Loss)
after tax
Provision
for taxation
Proft/(Loss)
before tax
Turnover
Investments
(excluding
investments in
subsidairy)
Total
Liability
Total Assets
(including
investments in
subsidairy)
Reserves
& Surplus
Paid up
Capital
Currency
Sr.
No.
1
2
3
4
5
6
7
8
9
10
11
12
As on
ANN
Follo
& Dis

Elecon Engineering Company Limited

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65[th] Annual Report 2024-25

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280-294
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NOTICE

NOTICE IS HEREBY GIVEN THAT the 65[th] Annual General Meeting of Members of Elecon Engineering Company Limited (“the Company”) will be convened on Wednesday, the 25[th] day of June, 2025 at 3:00 p.m. IST through Video Conferencing (VC)/Other Audio Visual Means (OAVM) facility, to transact the following business. The venue of the meeting shall be deemed to be the Registered Office of the Company at Anand – Sojitra Road, Vallabh Vidyanagar – 388 120, Gujarat, India.

ORDINARY BUSINESS

  1. To consider and adopt the Standalone and Consolidated Audited Financial Statements of the Company for the financial year ended on March 31, 2025 and the Reports of Auditors and the Board of Directors (“the Board”) thereon.

To consider and, if thought fit, to pass with or without modification(s), the following resolution as an Ordinary Resolution :

RESOLVED THAT the Standalone and Consolidated Audited Financial Statements of the Company for the Financial Year ended on March 31, 2025 and the Reports of Auditors and the Board of Directors thereon, be and are hereby received, approved and adopted.”

  1. To declare a final dividend of ` 1.50 (i.e. 150%) per equity share for the financial year ended on March 31, 2025.

To consider and, if thought fit, to pass with or without modification(s), the following resolution as an Ordinary Resolution :

RESOLVED THAT a final dividend of 1.50/- (i.e. 150%) per equity share of 1/- each be and is hereby declared for the Financial Year ended on March 31, 2025.

RESOLVED FURTHER THAT the dividend be distributed on the paid-up equity share capital to those shareholders whose names appear in the Register of Members of the Company as on June 13, 2025 or to their mandates and in respect of dematerialised shares, the dividend be paid based on the beneficial ownership as per the details furnished by the depositories for this purpose at the end of business hours on June 13, 2025.”

  1. To appoint a Director in place of Mr. Aayush A. Shah (DIN: 07140517), who retires by rotation and being eligible, offers himself for re-appointment.

To consider and, if thought fit, to pass with or without modification(s), the following resolution as an Ordinary Resolution :

RESOLVED THAT pursuant to Section 152 and other applicable provisions, if any, of the Companies Act, 2013 and the Companies (Appointment and Qualification of Directors) Rules, 2014 (including any statutory modification(s) or re-enactment thereof, for the time being in force), Mr. Aayush A. Shah (DIN: 07140517), who retires by rotation at this Annual General Meeting, being eligible has offered himself for re-appointment and approval of the members be and is hereby accorded for continuation of Mr. Aayush A. Shah (DIN: 07140517), as a Non-executive Director of the Company, liable to retire by rotation.

RESOLVED FURTHER THAT the Board of Directors of the Company (including any Committee thereof), be and is, hereby authorised to do all such acts and take all such steps as may be necessary, proper or expedient to give effect to this resolution.”

SPECIAL BUSINESS

  1. To approve the appointment of Mrs. Natasha K. Treasurywala (DIN: 07049212) as a Non-Executive Independent Woman Director.

  2. To consider and, if thought fit, to pass with or without modification(s), the following resolution as a Special Resolution :

RESOLVED THAT pursuant to the provisions of Sections 149, 152 and other applicable provisions of the Companies Act, 2013 (‘the Act’) read with Schedule IV to the Act and the Companies (Appointment and Qualification of Directors) Rules, 2014 and Regulation 25 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (‘Listing Regulations’) including any statutory modification(s) or re-enactment(s) thereof, for the time being in force and in accordance with the Articles of Association of the Company, on the basis of recommendations of the Nomination and Remuneration Committee, Mrs. Natasha K. Treasurywala (DIN: 07049212), who was appointed as an Additional Director (NonExecutive Independent Woman Director) of the Company with effect from April 24, 2025, by the Board of Directors at its meeting held on April 24, 2025, in terms of Section 161 of the Companies Act, 2013 and who has submitted a declaration that she meets the criteria for independence as provided in Section 149(6) of the Act and Regulation 16(1)(b) of the Listing Regulations, be and is hereby appointed as a Non-Executive Independent Woman Director of the Company to hold office for five (5) consecutive years with effect from April 24, 2025 and shall not be liable

to retire by rotation hereinafter in accordance with the provisions of the Act.

RESOLVED FURTHER THAT the Board of Directors of the Company be and is hereby authorised to do all such acts, deeds and to take all such steps as may be necessary, proper and expedient to give effect to this resolution.”

  1. To approve the payment of Commission to NonExecutive Directors.

To consider and if thought fit, to pass, with or without modification(s), the following Resolution as a Special Resolution :

RESOLVED THAT in accordance with the provisions of Sections 197, 198 and other applicable provisions, if any, of the Companies Act, 2013, (‘the Act’) read with the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 and Regulation 17(6) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (‘Listing Regulations’) including any statutory modification(s) or re-enactment(s) thereof, for the time being in force and subject to all applicable approval(s) as may be required, consent of the Members, be and is, hereby accorded for payment of commission to the NonExecutive Directors of the Company for a period of five (5) years commencing from April 01, 2025 in addition to sitting fees being paid to them for attending the meeting of the Board and its Committees, provided that the total commission payable to the NonExecutive Directors per annum shall not exceed 1% (one percent) of the Net Profits of the Company for that year as computed in the manner specified under Section 198 of the Act, with authority to the Board to determine the manner and proportion in which the amount be distributed among Non-Executive Directors of the Company.”

  1. To appoint the Secretarial Auditor and fix their remuneration.

To consider and if thought fit, to pass with or without modification(s), the following Resolution as an Ordinary Resolution :

RESOLVED THAT pursuant to Section 204 of the Companies Act, 2013 read with Rule 9 of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 and Regulation 24A of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (‘Listing Regulations’) including any statutory modification(s) or re-enactment(s) thereof, for the time being in force and as per the recommendation of the Board of

Directors of the Company, consent of the Members, be and is, hereby accorded for the appointment of M/s. Samdani Shah & Kabra, Company Secretary in Practice in Vadodara having Firm Registration Number P2008GJ016300, as the Secretarial Auditor of the Company for conducting Secretarial Audit for a term of 5 (five) consecutive years from the financial year 2025-26 till the financial year 2029-30 on such remuneration as may be determined by the Audit Committee/Board of Directors of the Company.

RESOLVED FURTHER THAT the Board of Directors of the Company, be and is, hereby authorised to do all acts and take all such steps as may be necessary, proper or expedient to give effect to this resolution.”

  • To ratify the remuneration payable to the Cost Auditors i.e. M/s. Ketki D. Visariya Co., Cost & Management Accountants of the Company for the Financial Year 2025-26.

To consider and if thought fit, to pass, with or without modification(s), the following Resolution as an Ordinary Resolution :

RESOLVED THAT pursuant to the provisions of Section 148 and all other applicable provisions of the Companies Act, 2013 and the Companies (Audit and Auditors) Rules, 2014 including any statutory modification(s) or re-enactment(s) thereof, for the time being in force, the remuneration payable to M/s. Ketki D. Visariya & Co., Cost & Management Accountants having Firm Registration No. 000362 appointed by the Board of Directors of the Company to conduct the audit of the cost records of the Company for the Financial Year 2025-26 amounting to ` 1,70,000/- Plus Govt. Levies/Taxes as applicable and out-of-pocket expenses incurred by them in connection with the aforesaid audit at actual, be and is, hereby ratified and confirmed.

RESOLVED FURTHER THAT the Board of Directors of the Company, be and is, hereby authorised to do all acts and take all such steps as may be necessary, proper or expedient to give effect to this resolution.”

By Order of Board of Directors,

Bharti L. Isarani Company Secretary

Registered Office:

Anand–Sojitra Road Vallabh Vidyanagar —388 120 Gujarat. Date: April 24, 2025

Elecon Engineering Company Limited

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65[th] Annual Report 2024-25

280-294

NOTES:

  1. The Explanatory Statement as required under Section 102(1) of the Companies Act, 2013 (‘the Act’) relating to the Special Business to be transacted at the Annual General Meeting (AGM) is annexed hereto and forms part of this notice.

  2. The Government of India, Ministry of Corporate Affairs has allowed conducting Annual General Meeting through Video Conferencing (VC) or Other Audio Visual Means (OAVM) and dispensed with the personal presence of the members at the general meeting. Accordingly, the Ministry of Corporate Affairs issued Circular No. 14/2020 dated April 08, 2020, Circular No. 17/2020 dated April 13, 2020 and Circular No. 20/2020 dated May 05, 2020 and Circular No. 02/2021 dated January 13, 2021 and Circular No. 21/2021 dated December 14, 2021 and 02/2022 dated May 05, 2022, 10/2022 dated December 28, 2022, 09/2023 dated September 25, 2023 and latest being Circular No. 09/2024 dated September 19, 2024 (“MCA Circulars”) and Circular No. SEBI/HO/CFD/CMD2/CIR/P/2021/11 dated January 15, 2021 and Circular No. SEBI/ HO/ DDHS/P/CIR/2022/0063 dated May 13, 2022, SEBI/ HO/CRD/PoD-2/P/CIR/2023/4 dated January 05, 2023, Circular No. SEBI/HO/CFD/ CFD-PoD-2/P/ CIR/2023/167 dated October 07, 2023 and Circular No. SEBI/HO/CFD/CFD-PoD-2/P/CIR/2024/133 dated October 03, 2024 issued by the Securities Exchange Board of India (“SEBI Circulars”) prescribing the procedures and manner of conducting the Annual General Meeting through VC/OAVM. In terms of the said circulars, the 65[th] Annual General Meeting will be held through VC/OAVM. Hence, Members can attend and participate in the AGM through VC/OAVM only. Notice of the AGM alongwith the Annual Report is being sent online through electronic mode to those Members whose email addresses are registered with the Company/Depositories. A letter containing the web link, alongwith the exact path to access the complete details of the Annual Report, is being sent to members who have not registered their email address with Company/Depositories. Members may note that the Notice and Annual Report will also be available on the Company’s website www.elecon.com, website of Stock Exchanges i.e. BSE Limited at www.bseindia. com and National Stock Exchange of India Limited at www.nseindia.com.

  3. The details required under Regulation 36(3) of the Listing Regulations and Secretarial Standard on General Meetings (SS- 2) issued by the Institute of Company Secretaries of India, in respect of Directors seeking appointment / re-appointment at this AGM form part as Annexure-A of the Notice.

  4. Since this AGM is being held through VC/OAVM, pursuant to MCA Circulars, physical attendance of the Members has been dispensed with. Accordingly, the facility for appointment of proxies by the Members will not be available for the AGM. Hence, the Proxy Form, Attendance Slip and Route Map are not annexed to this Notice .

  5. Participation of members through VC/ OAVM will be reckoned for the purpose of quorum for the AGM as per Section 103 of the Act.

  6. Facility of joining the AGM through VC / OAVM shall open 15 minutes before and after the scheduled time of the commencement of the Meeting by following the procedure mentioned in the Notice. The facility of participation at the AGM through VC/OAVM will be made available to atleast 1000 members on first come first served basis. This will not include large Shareholders (Shareholders holding 2% or more), Promoters, Institutional Investors, Directors, Key Managerial Personnel, the Chairpersons of the Audit Committee, Nomination and Remuneration Committee and Stakeholders Relationship Committee, Auditors etc. who are allowed to attend the AGM without restriction on account of first come first served basis.

  7. Members of the Company under the category of Institutional Investors are encouraged to attend and vote at the AGM through VC/OAVM. Corporate members intending to authorise their representatives to participate and vote at the meeting, are requested to send a certified copy of the Board Resolution/ authorisation letter to the Company or upload on the VC/OAVM portal/e-voting portal.

  8. The Register of Directors and Key Managerial Personnel and their shareholding, maintained under Section 170 of the Act, and the Register of Contracts or Arrangements in which the directors are interested, maintained under Section 189 of the Act, will be available electronically for inspection by the members during the AGM, based on the request being received on [email protected].

  9. All documents referred to in the Notice and Explanatory Statement will also be available for electronic inspection without any fee by the members from the date of circulation of this Notice upto the date of AGM. Members seeking to inspect such documents can send an email to [email protected].

  10. The Register of Members and Share Transfer books of the Company will remain closed from Saturday, June 14, 2025 to Wednesday, June 25, 2025 (both days inclusive).

  11. Members holding shares in demat form are hereby informed that bank particulars registered with their respective Depository Participants, with whom they maintain their demat accounts. The Company or its Registrar cannot act on any request received directly from the Members holding shares in demat form for any change of bank particulars. Such changes are to be intimated only to the Depository Participant(s) of the Members. Members holding shares in demat form are requested to intimate any change in their address and / or bank mandate immediately to their Depository Participants.

  12. Members holding shares in physical form are requested to intimate any change of address and / or bank mandate to MUFG Intime India Pvt. Limited (previously known as ‘Link Intime India Private Limited’), Registrar and Share Transfer Agent of the Company or Investor Service Department of the Company immediately by sending a request on email at [email protected] or investor. [email protected].

  13. The Annual Listing Fees for the Financial Year 202526 have been paid to the Stock Exchanges where Company’s securities are listed.

  14. Process for registration of Email Id for obtaining Annual Report, User ID and password for e-voting:

  15. i. In case shares are held in physical mode, members are requested to visit on the website of Company’s Registrar & Share Transfer Agent namely MUFG Intime India Private Limited at https://web.in.mpms.mufg.com/EmailReg/ Email_Register.html and upload the documents required therein.

  16. ii. In case shares are held in demat mode, members are requested to update Email Id and bank account details with their respective Depository Participants.

  17. Members holding the shares in physical mode are requested to notify immediately for change of their address and bank particulars to the R&T Agent of the Company.

  18. In case the shares are held in dematerialised form, then information should be furnished directly to their respective Depository Participant (DP) only.

  19. The Company has a designated email ID for Redressal of Shareholders’/Investors’ Complaints/Grievances. Hence, please write to us at investor.relations@elecon. com.

  20. Pursuant to the provisions of Sections 124 and 125 of the Companies Act, 2013 which have come into force from September 07, 2016, the Company has transferred, on due dates, the unclaimed final dividend

for the Financial Year 2016-17 to the Investor Education and Protection Fund (IEPF) established by the Central Government.

Further in terms of Section 124(6) of the Companies Act, 2013 read with the Investor Education and Protection Fund Authority (Accounting, Audit, Transfer and Refund) Rules, 2016 and amendments thereto and notifications issued by the Ministry of Corporate Affairs from time to time, the Company has transferred during the year, the required number of shares in respect of which dividends had remained unpaid or unclaimed for a period of seven consecutive years or more, to the IEPF Suspense Account.

The details of the shareholders whose equity share had been transferred to the IEPF Suspense Account and dividends which remain with the Company as unclaimed is available on the website of the Company at www.elecon.com. Shareholders may claim the same by making an application to the IEPF Authority in E-Form No. IEPF-5 available on www.iepf.gov.in. For details, please refer to corporate governance report which is a part of this Annual Report.

  1. Dividend Related Information:

Subject to approval of the Members at the said AGM, the dividend will be paid on/after Monday, June 30, 2025 to the Members whose names appear on the Company’s Register of Members as on the Record Date i.e. closure of business hours on Friday, June 13, 2025 (Record date for dividend payment) and in respect of the shares held in dematerialised mode, to the Members whose names are furnished by National Securities Depository Limited and Central Depository Services (India) Limited as beneficial owners as on that date.

Payment of dividend shall be made through electronic mode to the Members who have updated their bank account details. Dividend warrants / demand drafts will be dispatched to the registered address of the Members who have not updated their bank account details.

Members are requested to register / update their complete bank details:

  • (a) with their Depository Participant(s) with which they maintain their demat accounts, if shares are held in dematerialised mode, by submitting forms and documents as may be required by the Depository Participant(s); and

  • (b) with the Company / MUFG Intime India Private Limited by clicking on https://web.in.mpms. mufg.com/EmailReg/Email_Register.html or by emailing at [email protected] or [email protected], if shares are held in physical mode, by submitting:

Elecon Engineering Company Limited

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65[th] Annual Report 2024-25

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280-294
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  • (i) Scanned copy of the signed request letter which shall contain Member’s name, folio number, bank details (Bank account number, Bank and Branch Name and address, IFSC, MICR details),

  • (ii) Self-attested copy of the PAN card, and

  • (iii) Cancelled cheque leaf.

Tax Deductible at Source / Withholding tax:

Pursuant to the requirement of Income Tax Act, 1961, the Company will be required to withhold taxes at the prescribed rates on the dividend paid to its shareholders. The withholding tax rate would vary depending on the residential status of the shareholder and documents submitted by shareholder with the Company/MUFG Intime India Private Limited/ Depository Participant.

  1. Other information relating to Remote E-Voting are as under:

  2. (i) In compliance with Section 108 of the Act, read with the corresponding rules, and Regulation 44 of the Listing Regulations, the Company has provided a facility to its members to exercise their votes electronically through the electronic voting (“e-voting”) facility provided by MUFG Intime India Private Limited (“MIIPL”). Shareholders who have cast their votes by remote e-voting prior to the AGM may participate in the AGM but shall not be entitled to cast their votes again. The manner of voting remotely by shareholders holding shares in dematerialised mode, physical mode and for members who have not registered their email addresses is provided in the instructions for e-voting section which forms part of this Notice.

  3. (ii) The e-voting period begins on Sunday, June 22, 2025 at 9:00 a.m. and ends on Tuesday, June 24, 2025 at 5:00 p.m. During this period shareholders’ of the Company, holding shares either in physical form or in dematerialised form, as on the cut-off date of Wednesday, June 18, 2025 (“cut-off date for e-voting”), may cast their vote electronically. The e-voting module shall be disabled by MIIPL for voting thereafter.

  4. (iii) The facility for voting during the AGM will also be made available. Members present in the AGM through VC and who have not cast their vote on the resolutions through remote e-voting and are otherwise not barred from doing so, shall be eligible to vote through the e-voting system during the AGM.

  5. (iv) Any person who acquires shares of the Company and becomes a shareholder of the Company after sending of the Notice and holding shares

as on the cut-off date of e-voting, may obtain the login ID and password by sending a request at [email protected]. However, if he/ she has already registered with MIIPL for remote e-voting, then he/she can use his/her existing user ID and password for casting the vote.

  • (v) Mr. S. Samdani (FCS: 3677) Partner of M/s. Samdani Shah and Kabra, Practicing Company Secretaries has been appointed as the Scrutiniser to scrutinise the e-voting at the meeting and remote e-voting process in a fair and transparent manner.

  • (vi) The Scrutiniser will submit his report to the Chairman of the Company or to any other person authorised by the Chairman after the completion of the scrutiny of the e-voting (votes casted during the AGM and votes casted through remote e-voting), not later than two working days from the conclusion of the AGM. The results declared alongwith the Scrutiniser’s Report shall be communicated to the stock exchanges, MIIPL and will also be displayed on the Company’s website.

  • (vii) Securities and Exchange Board of India (“SEBI”) has mandated that securities of listed companies can be transferred only in dematerialised form w.e.f. April 01, 2019. Accordingly, the Company / MIIPL has stopped accepting any fresh lodgement of transfer of shares in physical form. Members holding shares in physical form are advised to avail of the facility of dematerialisation.

  • (viii) Members holding shares in physical mode are: a) required to submit their Permanent Account Number (PAN) and bank account details to the Company/ MIIPL, if not registered with the Company/MIIPL, as mandated by SEBI by writing to the Company at [email protected] or to MIIPL at [email protected] alongwith the details of folio no., self-attested copy of PAN card, bank details (Bank account number, Bank and Branch Name and address, IFSC, MICR details) and cancelled cheque.

  • (ix) Pursuant to Section 72 of the Companies Act, 2013, Members holding shares in physical form may file their nomination in the prescribed Form SH-13 with the Company’s Registrar and Share Transfer Agent i.e. MIIPL. In respect of shares held in electric/demat form, the nomination form may be filed with the respective Depository Participant.

  • (x) Non-Resident Indian members are requested to inform MIIPL / respective DPs, immediately of: a) Change in their residential status on return

to India for permanent settlement b) Particulars of their bank account maintained in India with complete name, branch, account type, account number and address of the bank with pin code number, if not furnished earlier.

Members are requested to send all their documents and communications pertaining to shares to the Registrar & Transfer (R & T) Agent of the Company – MUFG Intime India Private Limited (Formerly known as Link Intime India Private Limited), at their address at Geetakunj, 1 Bhakti Nagar Society, Behind ABS Tower, Old Padra Road, Vadodara, Gujarat - 390 015, Telephone No. +91 265 3566768, for both physical and demat segments of Equity Shares.

Please quote on all such correspondence – “Unit – Elecon Engineering Company Limited.” For Shareholders queriesTelephone No. +91 265 3566768 Email ID [email protected]. mufg.com Website https://in.mpms.mufg.com/

  1. The Instructions of Remote E-Voting for Shareholders are as under:

In terms of SEBI circular no. SEBI/HO/CFD/PoD2/ CIR/P/2023/120 dated July 11, 2023, Individual shareholders holding securities in demat mode are allowed to vote through their demat account maintained with Depositories and Depository Participants.

  • Shareholders are advised to update their mobile number and email Id correctly in their demat accounts to access e-Voting facility.

Login method for Individual shareholders holding securities in demat mode is given below:

  1. Individual Shareholders holding securities in demat mode with NSDL:

METHOD 1 - Individual Shareholders registered with NSDL IDeAS facility:

Shareholders who have registered for NSDL IDeAS facility:

  • a) Visit URL: https://eservices.nsdl.com and click on “Beneficial Owner” icon under “Login”.

  • b) Enter User ID and Password. Click on “Login”

  • c) After successful authentication, you will be able to see e-Voting services under Value added services. Click on “Access to e-Voting” under e-Voting services.

  • d) Click on “MUFG InTime” or “evoting link displayed alongside Company’s Name” and you will be redirected to InstaVote website for casting the vote during the remote e-voting period.

OR

Shareholders who have not registered for IDeAS facility:

  • a) To register, visit URL: https://eservices.nsdl.com and select “Register Online for IDeAS Portal” or click on https://eservices.nsdl.com/SecureWeb/ IdeasDirectReg.jsp

  • b) Proceed with updating the required fields.

  • c) Post successful registration, user will be provided with Login ID and password.

  • d) After successful login, you will be able to see e-Voting services under Value added services. Click on “Access to e-Voting” under e-Voting services.

  • e) Click on “MUFG InTime” or “evoting link displayed alongside Company’s Name” and you will be redirected to InstaVote website for casting the vote during the remote e-voting period.

METHOD 2 - Individual Shareholders directly visiting the e-voting website of NSDL:

  • a) Visit URL: https://www.evoting.nsdl.com

  • b) Click on the “Login” tab available under ‘Shareholder/Member’ section.

  • c) Enter User ID (i.e., your sixteen-digit demat account number held with NSDL), Password/OTP and a Verification Code as shown on the screen.

  • d) Post successful authentication, you will be redirected to NSDL depository website wherein you will be able to see e-Voting services under Value added services. Click on “Access to e-Voting” under e-Voting services.

  • e) Click on “MUFG InTime” or “evoting link displayed alongside Company’s Name” and you will be redirected to InstaVote website for casting the vote during the remote e-voting period.

  • Individual Shareholders holding securities in demat mode with CDSL:

METHOD 1 – Individual Shareholders registered with CDSL Easi/ Easiest facility:

Shareholders who have registered/ opted for CDSL Easi/ Easiest facility:

  • a) Visit URL: https://web.cdslindia.com/ myeasitoken/Home/Login or www.cdslindia. com.

  • b) Click on New System Myeasi Tab

  • c) Login with existing my easi username and password

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  • d) After successful login, user will be able to see e-voting option. The evoting option will have links of e-voting service providers i.e., MUFG InTime, for voting during the remote e-voting period.

  • e) Click on “MUFG InTime” or “evoting link displayed alongside Company’s Name” and you will be redirected to InstaVote website for casting the vote during the remote e-voting period.

OR

Shareholders who have not registered for CDSL Easi/ Easiest facility:

  • a) To register, visit URL:

  • https://web.cdslindia.com/myeasitoken/ Registration/EasiRegistration / https://web.cdslindia. com/myeasitoken/Registration/EasiestRegistration

  • b) Proceed with updating the required fields.

  • c) Post registration, user will be provided username and password.

  • d) After successful login, user able to see e-voting menu.

  • e) Click on “MUFG InTime” or “evoting link displayed alongside Company’s Name” and you will be redirected to InstaVote website for casting the vote during the remote e-voting period.

METHOD 2 - Individual Shareholders directly visiting the e-voting website of CDSL:

  • a) Visit URL: https://www.cdslindia.com

  • b) Go to e-voting tab.

  • c) Enter Demat Account Number (BO ID) and PAN No. and click on “Submit”.

  • d) System will authenticate the user by sending OTP on registered Mobile and Email as recorded in Demat Account

  • e) After successful authentication, click on “MUFG InTime” or “evoting link displayed alongside Company’s Name” and you will be redirected to InstaVote website for casting the vote during the remote e-voting period.

  • Individual Shareholders holding securities in demat mode with depository participants

Individual shareholders can also login using the login credentials of your demat account through your depository participant registered with NSDL / CDSL for e-voting facility.

  • a) Login to DP website

  • b) After Successful login, user shall navigate through “e-voting” option.

  • c) Click on e-voting option, user will be redirected to NSDL / CDSL Depository website after successful authentication, wherein user can see e-voting feature.

  • d) After successful authentication, click on “MUFG InTime” or “evoting link displayed alongside Company’s Name” and you will be redirected to InstaVote website for casting the vote during the remote e-voting period.

  • Login method for Individual shareholders holding securities in physical form/ Non-Individual Shareholders holding securities in demat mode is given below:

  • Shareholders holding shares in physical form / NonIndividual Shareholders holding securities in demat mode as on the cut-off date for e-voting may register for InstaVote as under:

  • Visit URL: https://instavote.linkintime.co.in

  • Shareholders who have not registered for INSTAVOTE facility:

  • Click on “ Sign Up ” under ‘ SHARE HOLDER ’ tab and register with your following details: -

  • A. User ID:

    • NSDL demat account – User ID is 8 Character DP ID followed by 8 Digit Client ID.

CDSL demat account – User ID is 16 Digit Beneficiary ID.

Shareholders holding shares in physical form – User ID is Event No + Folio Number registered with the Company.

  • B. PAN:

  • Enter your 10-digit Permanent Account Number (PAN)

(Shareholders who have not updated their PAN with the Depository Participant (DP)/ Company shall use the sequence number provided to you, if applicable.

  • C. DOB/DOI:

  • Enter the Date of Birth (DOB) / Date of Incorporation (DOI) (As recorded with your DP / Company - in DD/MM/YYYY format)

D. Bank Account Number:

Enter your Bank Account Number (last four digits), as recorded with your DP/Company.

  • Shareholders holding shares in_ _NSDL form* , shall provide ‘D’ above

Shareholders holding shares in_ _physical form** but have not recorded ‘C’ and ‘D’, shall provide their Folio number in ‘D’ above

Set the password of your choice

     - (The password should contain minimum 8 characters, at least one special Character (!#$&*), at least one numeral, at least one alphabet and at least one capital letter).

     - Enter Image Verification (CAPTCHA) Code

     - Click “Submit” (You have now registered on InstaVote).

  - **Shareholders who have registered for INSTAVOTE facility:**
  1. Click on “ Login ” under ‘SHARE HOLDER’ tab.

  2. A. User ID: Enter your User ID

  3. B. Password: Enter your Password

  4. C. Enter Image Verification (CAPTCHA) Code

  5. D. Click “Submit”

  6. Cast your vote electronically:

  7. A. After successful login, you will be able to see the “Notification for e-voting”.

  8. B. Select ‘View’ icon.

  9. C. E-voting page will appear.

  10. D. Refer the Resolution description and cast your vote by selecting your desired option ‘Favour / Against’ (If you wish to view the entire Resolution details, click on the ‘View Resolution’ file link).

  11. E. After selecting the desired option i.e. Favour / Against, click on ‘Submit’.

    • A confirmation box will be displayed. If you wish to confirm your vote, click on ‘Yes’, else to change your vote, click on ‘No’ and accordingly modify your vote.

Guidelines for Institutional shareholders (“Custodian / Corporate Body/ Mutual Fund”):

STEP 1 – Custodian / Corporate Body/ Mutual Fund Registration

  • a) Visit URL: https://instavote.linkintime.co.in

  • b) Click on “Sign Up” under “Custodian / Corporate Body/ Mutual Fund”

  • c) Fill up your entity details and submit the form.

  • d) A declaration form and organisation ID is generated and sent to the Primary contact person email ID (which

is filled at the time of sign up). The said form is to be signed by the Authorised Signatory, Director, Company Secretary of the entity & stamped and sent to insta. [email protected].

  • e) Thereafter, Login credentials (User ID; Organisation ID; Password) is sent to Primary contact person’s email ID. (You have now registered on InstaVote)

STEP 2 –Investor Mapping

  • a) Visit URL: https://instavote.linkintime.co.in and login with InstaVote Login credentials.

  • b) Click on “Investor Mapping” tab under the Menu Section

  • c) Map the Investor with the following details:

  • a. ‘Investor ID’ -

    • i. NSDL demat account – User ID is 8 Character DP ID followed by 8 Digit Client ID i.e., IN00000012345678

    • ii. CDSL demat account – User ID is 16 Digit Beneficiary ID.

  • b. ‘Investor’s Name - Enter Investor’s Name as updated with DP.

  • c. ‘Investor PAN’ - Enter your 10-digit PAN.

  • d. ‘Power of Attorney’ - Attach Board resolution or Power of Attorney.

    • *File Name for the Board resolution/Power of Attorney shall be – DP ID and Client ID or 16 Digit Beneficiary ID. Further, Custodians and Mutual Funds shall also upload specimen signatures.
  • d) Click on Submit button. (The investor is now mapped with the Custodian / Corporate Body/ Mutual Fund Entity). The same can be viewed under the “Report Section”.

STEP 3 – Voting through remote e-voting.

The corporate shareholder can vote by two methods, during the remote e-voting period:

METHOD 1 - VOTES ENTRY

  • a) Visit URL: https://instavote.linkintime.co.in and login with InstaVote Login credentials.

  • b) Click on ‘ Votes Entry ’ tab under the Menu section.

  • c) Enter the “ Event No. ” for which you want to cast vote.

  • d) Event No. can be viewed on the home page of InstaVote under “On-going Events”.

  • e) Enter “ 16-digit Demat Account No. ” for which you want to cast vote.

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  • f) Refer the Resolution description and cast your vote by selecting your desired option ‘Favour / Against’ (If you wish to view the entire Resolution details, click on the ‘View Resolution’ file link).

  • f) Cast your vote by selecting your desired option ‘Favour / Against’ in the sample vote file and upload the same under “Upload Vote File” option.

  • g) Click on ‘Submit’. ‘Data uploaded successfully’ message will be displayed.

  • g) After selecting the desired option i.e. Favour / Against, click on ‘Submit’.

  • (Once you cast your vote on the resolution, you will not be allowed to modify or change it subsequently).

  • h) A confirmation box will be displayed. If you wish to confirm your vote, click on ‘Yes’, else to change your vote, click on ‘No’ and accordingly modify your vote.

Helpdesk:

Shareholders holding securities in physical mode / NonIndividual Shareholders holding securities in demat mode:

OR

METHOD 2 - VOTES UPLOAD:

  • Shareholders holding securities in physical mode / NonIndividual Shareholders holding securities in demat mode facing any technical issue in login may contact INSTAVOTE helpdesk by sending a request at [email protected]. com or contact on: - Tel: 022 – 4918 6000.

  • a) Visit URL: https://instavote.linkintime.co.in and login with InstaVote Login credentials.

  • b) After successful login, you will be able to see the “Notification for e-voting”.

Individual Shareholders holding securities in demat mode:

  • c) Select “ View ” icon for “ Company’s Name / Event number ”.

  • Individual Shareholders holding securities in demat mode may contact the respective helpdesk for any technical issues related to login through Depository i.e., NSDL and CDSL.

  • d) E-voting page will appear.

  • e) Download sample vote file from “Download Sample Vote File” tab.

Login type

Helpdesk details

Members facing any technical issue in login can contact NSDL helpdesk by sending a request at [email protected] or call at : 022 - 4886 7000

Individual Shareholders holding securities in demat mode with NSDL

Individual Shareholders holding Members facing any technical issue in login can contact CDSL helpdesk by securities in demat mode with CDSL sending a request at [email protected] or contact at toll free no. 1800 22 55 33

a minimum of 8 characters, at least one special character (!#$&*), at least one numeral, at least one alphabet and at least one capital letter.

Forgot Password:

Shareholders holding securities in physical mode / NonIndividual Shareholders holding securities in demat mode:

User ID:

Shareholders holding securities in physical mode / NonIndividual Shareholders holding securities in demat mode have forgotten the USER ID [Login ID] or Password or both then the shareholder can use the “Forgot Password” option available on: https://instavote.linkintime.co.in

NSDL demat account – User ID is 8 Character DP ID followed by 8 Digit Client ID.

CDSL demat account – User ID is 16 Digit Beneficiary ID.

Shareholders holding shares in physical form – User ID is Event No + Folio Number registered with the Company.

Click on ‘ Login ’ under ‘ SHARE HOLDER ’ tab.

Click ‘ forgot password?

In case Custodian / Corporate Body/ Mutual Fund has forgotten the USER ID [Login ID] or Password or both then the shareholder can use the “Forgot Password” option available on: https://instavote.linkintime.co.in

  • Enter User ID, select Mode and Enter Image Verification code (CAPTCHA).

Click on “SUBMIT”.

  • Click on ‘Login’ under “Custodian / Corporate Body/ Mutual Fund” tab

In case shareholders have a valid email address, Password will be sent to his / her registered e-mail address. Shareholders can set the password of his/her choice by providing information about the particulars of the Security Question and Answer, PAN, DOB/DOI, Bank Account Number (last four digits) etc. The password should contain

Click “ forgot password?

  • Enter User ID, Organisation ID and Enter Image Verification code (CAPTCHA).

Click on “SUBMIT”.

In case shareholders have a valid email address, Password will be sent to his / her registered e-mail address. Shareholders can set the password of his/her choice by providing information about the particulars of the Security Question and Answer, PAN, DOB/DOI etc. The password should contain a minimum of 8 characters, at least one special character (!#$&*), at least one numeral, at least one alphabet and at least one capital letter.

then the Shareholders are advised to use Forget User ID and Forget Password option available at above mentioned depository/ depository participants website.

  • It is strongly recommended not to share your password with any other person and take utmost care to keep your password confidential.

  • For shareholders/ members holding shares in physical form, the details can be used only for voting on the resolutions contained in this Notice.

Individual Shareholders holding securities in demat mode with NSDL/ CDSL has forgotten the password:

  • During the voting period, shareholders/ members can login any number of time till they have voted on the resolution(s) for a particular “Event”.

Individual Shareholders holding securities in demat mode have forgotten the USER ID [Login ID] or Password or both,

INSTAMEET VC INSTRUCTIONS FOR SHAREHOLDERS:

In terms of Ministry of Corporate Affairs (MCA) General Circular No. 09/2024 dated 19.09.2024, the Companies can conduct their AGMs/ EGMs on or before September 30, 2025 by means of Video Conference (VC) or other audio-visual means (OAVM).

Shareholders are advised to update their mobile number and email Id correctly in their demat accounts to access InstaMeet facility.

Login method for shareholders to attend the General Meeting through InstaMeet:

  • a) Visit URL: https://instameet.in.mpms.mufg.com & click on “ Login ”.

  • b) Select the “Company” and ‘Event Date’ and register with your following details:

A. Demat Account No. or Folio No:

  • Shareholders holding shares in NSDL demat account shall provide 8 Character DP ID followed by 8 Digit Client ID.

Shareholders holding shares in CDSL demat account shall provide 16 Digit Beneficiary ID.

Shareholders holding shares in physical form – shall provide Folio Number.

B. PAN:

Enter your 10-digit Permanent Account Number (PAN)

  - (Shareholders who have not updated their PAN with the Depository Participant (DP)/ Company shall use the sequence number provided to you, if applicable).
  • C. Mobile No: Enter your Mobile No.

  • D. Email ID: Enter your email Id as recorded with your DP/ Company.

  • c) Click “Go to Meeting”

  • You are now registered for InstaMeet, and your attendance is marked for the meeting.

Instructions for shareholders to Speak during the General Meeting through InstaMeet:

  1. Shareholders who would like to speak during the meeting must register their request with the Company.

  2. Shareholders will get confirmation on first cum first basis depending upon the provision made by the Company.

  3. Shareholders will receive “speaking serial number” once they mark attendance for the meeting. Please remember speaking serial number and start your conversation with panellist by switching on video mode and audio of your device.

  4. Other shareholder who has not registered as “Speaker Shareholder” may still ask questions to the panellist via active chat-board during the meeting.

*Shareholders are requested to speak only when moderator of the meeting/ management will announce the name and serial number for speaking.

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Instructions for Shareholders to Vote during the General Meeting through InstaMeet:

Once the electronic voting is activated during the meeting, shareholders who have not exercised their vote through the remote e-voting can cast the vote as under:

  1. On the Shareholders VC page, click on the link for e-Voting “Cast your vote”

  2. Enter your 16-digit Demat Account No. / Folio No. and OTP (received on the registered mobile number/ registered email Id) received during registration for InstaMEET

  3. Click on ‘Submit’.

  4. After successful login, you will see “Resolution Description” and against the same the option “Favour/ Against” for voting.

  5. Cast your vote by selecting appropriate option i.e. “Favour/Against” as desired. Enter the number of shares (which represents no. of votes) as on the cut-off date under ‘Favour/Against’.

  6. After selecting the appropriate option i.e. Favour/Against as desired and you have decided to vote, click on “Save”. A confirmation box will be displayed. If you wish to confirm your vote, click on “Confirm”, else to change your vote, click on “Back” and accordingly modify your vote. Once you confirm your vote on the resolution, you will not be allowed to modify or change your vote subsequently.

Note:

Shareholders/ Members, who will be present in the General Meeting through InstaMeet facility and have not casted their vote on the Resolutions through remote e-Voting and are otherwise not barred from doing so, shall be eligible to vote through e-Voting facility during the meeting.

Shareholders/ Members who have voted through Remote e-Voting prior to the General Meeting will be eligible to attend/ participate in the General Meeting through InstaMeet. However, they will not be eligible to vote again during the meeting.

Shareholders/ Members are encouraged to join the Meeting through Tablets/ Laptops connected through broadband for better experience.

Shareholders/ Members are required to use Internet with a good speed (preferably 2 MBPS download stream) to avoid any disturbance during the meeting.

Please note that Shareholders/ Members connecting from Mobile Devices or Tablets or through Laptops connecting via Mobile Hotspot may experience Audio/Visual loss due to fluctuation in their network. It is therefore recommended to use stable Wi-FI or LAN connection to mitigate any kind of aforesaid glitches.

Helpdesk:

Shareholders facing any technical issue in login may contact INSTAMEET helpdesk by sending a request at instameet@ in.mpms.mufg.com or contact on: - Tel: 022 – 4918 6000 / 4918 6175.

By Order of Board of Directors,

Bharti L. Isarani Company Secretary

Registered Office:

Anand-Sojitra Road Vallabh Vidyanagar —388 120. Gujarat. Date: April 24, 2025

EXPLANATORY STATEMENT PURSUANT TO SECTION 102(1) OF THE COMPANIES ACT, 2013

Item No. 4

Personnel of the Company and their relatives are concerned or interested, financially or otherwise, in the Resolution set out at Item No. 4 of this Notice.

Mrs. Natasha K. Treasurywala (DIN: 07049212) is an advocate and partner in M/s. Desai & Diwanji’s corporate commercial practice group. Her practice includes a wide range of transactions including mergers and acquisitions, joint ventures, structured finance and general corporate law. She regularly advises on high value, cross border Mergers & Acquisitions. She also advises commercial and investment banks, financial institutions, private equity sponsors and borrowers in connection with secured and unsecured credit facilities, cross-border acquisition financings with a particular focus on non-convertible debenture and bond issuances.

A brief profile of Mrs. Natasha K. Treasurywala alongwith other details is attached to the notice and is forming part of Explanatory Statement.

The Board of Directors recommends the Special Resolution as set out at Item No. 4 of this Notice for Members’ approval.

Item No. 5

The Members, at the Annual General Meeting of the Company held on September 24, 2020, passed a Special Resolution under Sections 197, 198 of the Companies Act, 2013, approving the payment of commission to Non-Executive Directors of the Company, of a sum not exceeding one (1) percent per annum of the net profits of the Company, calculated in accordance with the provisions of the Companies Act, 2013. The approval is valid upto and including March 31, 2025.

She has been named as one of the India’s lawyers by Forbes consistently in the year 2021, 2022 and 2023. She was also honoured as one of the India’s top 50 super lawyers by Asian Legal Business in the year 2023.

On the basis of the recommendations of the Nomination and Remuneration Committee, in terms of Section 161 of the Act, the Board of Directors of the Company at its Meeting held on April 24, 2025, has approved the appointment of Mrs. Natasha K. Treasurywala (DIN: 07049212), as a NonExecutive Independent Woman Director as per the terms and conditions of her letter of appointment for a period of five (5) years with effect from April 24, 2025 subject to approval of members. The Draft letter of appointment will be available for inspection by the members electronically, members seeking to inspect the same can send an email to [email protected].

The current competitive business environment, stringent Accounting Standards and corporate governance norms require considerably enhanced levels of involvement of the Directors in the decision making process. The responsibility of the Directors has become more onerous and the Directors are required to give more time and attention to the business of the Company. It is therefore proposed to continue the payment of commission to the Non-Executive Directors of the Company. The Board of Directors will determine each year, the specific amount to be paid as commission to the Non-Executive Directors which shall not exceed one (1) percent of the net profits of the Company for that year, as computed in the manner referred to in Section 198 of the Companies Act, 2013.

Mrs. Natasha K. Treasurywala has given consent to act as a Director in terms of Section 152 of the Act and a declaration to the Board that she meets the criteria of independence as provided under Section 149(6) of the Act and Regulation 16(1)(b) of Listing Regulations. She has also confirmed that she is not debarred from holding the office of a Director by virtue of order passed by SEBI or any other such authority. In the opinion of the Board, she fulfills the conditions specified in the Act and the Rules framed thereunder for appointment as a Non-Executive Independent Woman Director and she is independent of the Management. In terms of Section 160 of the Act, the Company has received a notice in writing from a Member signifying her candidature for the office of Director.

In view of the above, the Members approval is being sought pursuant to Sections 197, 198 and other applicable provisions of the Companies Act, 2013, if any, and Regulation 17(6) of the Listing Regulations, for the payment of Commission to the Non-Executive Directors of the Company for a period of five (5) years commencing from April 01, 2025. The payment of commission would be in addition to the sitting fees payable for attending Meetings of the Board and Committees thereof.

In compliance with the provisions of Section 149 of the Act read with Schedule IV thereto and Regulation 25 of the Listing Regulations, her appointment as a Non-Executive Independent Woman Director is now being placed before the Members for their approval. The terms and conditions of appointment of Independent Directors are available at the website of the Company.

All the Non-Executive Directors of the Company are interested in the Resolution set out at Item No. 5 of the accompanying Notice, since it relates to their respective remuneration.

The Board of Directors recommends the Special Resolution as set out at Item No. 5 of this Notice for Members’ approval.

She does not hold herself or for any other person on a beneficial basis, any shares in the Company.

Item No. 6

Pursuant to Regulation 24A(1) of the Listing Regulations, the Company may appoint an individual for not more than one term of five consecutive years and a Secretarial Audit Firm not more than two terms of five consecutive years as

Except Mrs. Natasha K. Treasurywala, being an appointee and her relatives; none of the Directors and Key Managerial

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Secretarial Auditors of the Company with the approval of its shareholders in its Annual General Meeting.

listed companies and large companies and knowledge of the legal and regulatory framework will be invaluable to the Company in ensuring continued adherence to compliance requirements under the applicable laws.

In view of the same, the Board of Directors, on the recommendation of the Audit Committee at its meeting held on April 24, 2025 recommends to the members of the Company for appointment of M/s. Samdani Shah & Kabra, Vadodara, Practicing Company Secretary having Firm Registration Number - P2008GJ016300, as the Secretarial Auditors of the Company, in accordance with the provisions of Section 204 of the Act and Regulation 24A of the Listing Regulations, for the first term of five consecutive years to carry out the Secretarial Audit of the Company from the financial year 2025-26 upto the financial year 2029-30 and to fix their remuneration.

At the respective meetings held on April 24, 2025; on the recommendation of the Audit Committee, the Board also recommends the approval of the Members with respect to remuneration of ` 2,25,000/- plus applicable tax from time to time and actual out-of-pocket expenses to be payable to M/s. Samdani Shah & Kabra, to examine and conduct the secretarial audit of the Company for the financial year 2025-26 and also to give the powers to the Audit Committee/Board of Directors of the Company to alter and vary the terms and conditions of appointment including revision in the remuneration during their tenure, in such manner and to such extent as may be mutually agreed with the Auditors.

M/s. Samdani Shah & Kabra is a reputed Company Secretary partnership firm specialising in corporate compliance and regulatory advisory services. The firm is spearheaded by Mr. Sushil Samdani, the Founder Partner, who brings over 31 years of extensive experience in the domain of corporate compliance, with a strong focus on SEBI Regulations and matters related to the Ministry of Corporate Affairs (MCA) and the Registrar of Companies (RoC). Under his leadership, the firm has built a strong reputation for delivering expert guidance and reliable solutions in the evolving landscape of corporate governance and regulatory frameworks.

Accordingly, the members’ approval for appointment of M/s. Samdani Shah & Kabra, Vadodara, Practicing Company Secretary, under Regulation 24A(1) of Listing Regulations has been sought. The Board of Directors recommends the Ordinary Resolution as set out at Item No. 6 of this Notice for Members’ approval.

None of the Directors or Key Managerial Personnel of the Company and their relatives is, in any way, concerned or interested financially or otherwise in the resolution set out at Item No. 6.

The Firm holds Peer Review Certificate No. 1079/2021 issued by the Peer Review Board of the Institute of Company Secretaries of India. They have given their consent to act as Secretarial Auditors and confirmed that they are not disqualified to be appointed as Secretarial Auditors in terms of provisions of the Act & Rules made thereunder and Listing Regulations. The Board believes that their experience of conducting Secretarial Audit of

Item No. 7

In accordance with the provisions of Companies (Cost Records and Audit) Rules, 2014, the Company is required to get its cost records audited from a qualified Cost Accountant.

The Board at its meeting held on April 24, 2025, on the recommendation of the Audit Committee, has approved the appointment and remuneration of the Cost Auditors to conduct the audit of the cost records of the Company for the financial year 2025-26 as per the following details:

  • Sr. Name of Cost Auditor Industry Audit Fees ( ` ) No. 1 M/s Ketki D. Visariya & Co. Engineering 1,70,000/- plus Govt. Levies/Taxes as applicable and out-of-pocket expenses at actual.

In accordance with the provisions of Section 148 of the Companies Act, 2013 read with the Companies (Audit and Auditors) Rules, 2014; the remuneration payable to the Cost Auditors has to be ratified by the Members of the Company. Accordingly, the members are requested to ratify the remuneration payable to the Cost Auditors of the Company for the financial year 2025-26 as set out in the resolution for aforesaid services to be rendered by them.

Accordingly, the Board of Directors recommends the resolution set forth at Item No. 7 of this Notice for your approval.

ANNEXURE-A

DETAILS OF THE DIRECTORS SEEKING APPOINTMENT/RE-APPOINTMENT AT THE FORTHCOMING ANNUAL GENERAL MEETING PURSUANT TO REGULATION 36 OF THE LISTING REGULATIONS AND SECRETARIAL STANDARD ON GENERAL MEETINGS (SS2).

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Name of Directors Mr. Aayush A. Shah Mrs. Natasha K. Treasurywala
Date of Birth 08-09-1994 10-11-1980
Date of Appointment 25-04-2023 24-04-2025
DIN 07140517 07049212
Qualifcations Mechanical Engineer from Georgia
Institute of Technology, USA.
Solicitor, B.A. & LLB
Brief Resume & Expertise in specifc
Functional areas
He currently serves as the Chief
Executive Ofcer and Executive Director
of Power Build Private Limited (PBL).
Under his leadership, PBL has reached
signifcant milestones even during
challenging times and its journey
continues to thrive.
With a solid foundation in operational
management and extensive personal
and social networking, Mr. Shah
possesses a deep understanding of
multicultural business challenges. He
is known for his attention to detail,
analytical thinking and practical
approach. He is a frm believer in
the power of technology, continuous
improvement, customer engagement
and innovation.
She is a partner in M/s. Desai &
Diwanji’s corporate commercial
practice group. Her practice includes
a wide range of transactions including
mergers and acquisitions, joint
ventures, structured fnance and
general corporate law. She regularly
advises on high value, cross border
Mergers & Acquisitions. She also
advises commercial and investment
banks, fnancial institutions, private
equity sponsors and borrowers
in connection with secured and
unsecured credit facilities, cross-
border acquisition fnancings with a
particular focus on non-convertible
debentures and bond issuances.
She has named as one of the top 100
lawyers by Forbes consistently in the
years 2021, 2022 and 2023. She was
also honoured as one of the top 50
super lawyers by Asian Legal Business
in the year 2023.

None of the Directors or Key Managerial Personnel of the Company and their relatives is, in any way, concerned or interested financially or otherwise in the resolution set out at Item No. 7.

By Order of Board of Directors,

Registered Office:

Anand-Sojitra Road Vallabh Vidyanagar —388 120, Gujarat Date: April 24, 2025

Bharti L. Isarani Company Secretary

Elecon Engineering Company Limited

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293

65[th] Annual Report 2024-25

Skills and Capabilities required for the
Role and the manner in which he/she
meets such requirements
He has strong operational, personal and
social networking, good understanding
of multicultural business challenges,
detailing, analytical and common
sense approach. He is a strong
believer in technology and continuous
improvements, customer engagement
and innovations.
Her capabilities include a wide range
of transactions including mergers and
acquisitions, joint ventures, structured
fnance and general corporate law. She
regularly advises on high value, cross
border Mergers & Acquisitions.
Terms and conditions of Appointment /
Re-appointment
As per the resolution set out in the
Notice.
As per the resolution set out in the
Notice.
Details of remuneration sought to be
paid
Sitting Fees, reimbursement of
expenses for participation in the
Board and its Committee meetings
and Commission, if any, will be paid
as approved by the Board of Directors
of the Company or Members of the
Company, as the case may be.
Sitting Fees, reimbursement of
expenses for participation in the
Board and its Committee meetings
and Commission, if any, will be paid
as approved by the Board of Directors
of the Company or Members of the
Company, as the case may be.
Details of remuneration last drawn Refer Corporate Governance Report for
the details.
Not applicable
No. of Board meetings attended Refer Corporate Governance Report for
the details.
Not applicable
List of Directorship held in other
Companies (alongwith listed entities
from which the person has resigned in
the past three years)
-
Power Build Private Limited
-
Modsonic Instruments
Manufacturing Company Private
Limited
-
Gold Star Corporate Solutions
Private Limited
-
Fej Facilities Management Private
Limited
Chairman / Membership of Committees
in other Companies (alongwith listed
entities from which the person has
resigned in the past three years)
Nil Nil
No. of Shares held in the Company
(including shares held as a benefcial
owner)
Nil Nil
Relationship with any Director, Manager
and Key Managerial Personnel of the
Company
Related to Mr. Prayasvin B. Patel
(Chairman & Managing Director) as
Son in law.
Not related to any of the Directors,
Manager or Key Managerial Personnel
of the Company.

COMPANY INFORMATION

BOARD OF DIRECTORS

Chairman & Managing Director (Executive Director)

Mr. Prayasvin B. Patel

Non-Executive Directors

Mr. Aayush A. Shah Mr. Pradip M. Patel Mr. Prashant C. Amin

Independent Directors

Mr. Ashutosh A. Pednekar Mr. Nirmal P. Bhogilal Mr. Pranav C. Amin Dr. Sonal V. Ambani

CHIEF FINANCIAL OFFICER

Mr. Narasimhan Raghunathan

COMPANY SECRETARY & COMPLIANCE OFFICER

Mrs. Bharti L. Isarani

STATUTORY AUDITORS

M/s. CNK & Associates LLP

R & T AGENT

MUFG Intime India Private Limited

(formerly known “Link Intime India Private Limited”) Geetakunj, 1, Bhakti Nagar Society, Behind ABS Tower, Old Padra Road, Vadodara – 390 015, Gujarat India. Website : www.elecon.com E-mail : [email protected] Tel: +91 265 356 6768

BANKERS

State Bank of India Axis Bank Limited HDFC Bank Limited IDBI Bank Limited

REGISTERED OFFICE

Elecon Engineering Company Limited

Anand-Sojitra Road, Vallabh Vidhyanagar – 388 120 Gujarat, India.

Website : www.elecon.com E-mail : [email protected] Tel: +91 2692 238 701/702

Elecon Engineering Company Limited

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65[th] Annual Report 2024-25

NOTES

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Inside view of BMCE plant

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Outside view of BMCE plant

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ELECON ENGINEERING COMPANY LIMITED Anand - Sojitra Road, Vallabh Vidyanagar - 388 120, Gujarat, INDIA. Tel: +91 2692 238 701/702 Website: www.elecon.com | CIN: L29100GJ1960PLC001082