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Date: June 20, 2024

To, The BSE Limited, Corporate Relationship Department, Phiroze Jeejeebhoy Towers, Dalal Street, Fort, Mumbai – 400001 Scrip Code: 505358 / ISIN: INE984B01023

Dear Sir/Madam,

Sub: Regulation 30 and 34 of Securities and Exchange Board of India (Listing Obligation and Disclosure Requirement) Regulations, 2015 (the “Listing Regulations”) - Submission of Notice of 42[nd] Annual General Meeting (“AGM”) and Annual Report of Integra Engineering India Limited (“the Company”) for the financial year 2023-24

Pursuant to Regulations 30 and 34 of the Listing Regulations, we enclose herewith the electronic copy of the Notice of the 42[nd] AGM and the Annual Report of the Company for the financial year 2023-24 including the Audited Financial Statements for the financial year ended March 31, 2024, which is being sent only through electronic mode to the Members of the Company whose email addresses are registered with the Company/Company’s Registrar and Share Transfer Agent / Depository Participant(s).

The Notice of the 42[nd] AGM and the Annual Report for the financial year 2023-24 are also being uploaded on the website of the Company at www.integraengineering.in.

We request you to take the aforementioned information in record.

Thanking you, For Integra Engineering India Limited

RAVI Digitally signed by RAVI BIPINCHANDRA THANKI BIPINCHANDRA Date: 2024.06.20 THANKI 15:46:10 +05'30' Ravi Thanki Company Secretary & Compliance Officer M. No.: A60338

Encl.: As above

Integra Engineering India Limited

Registered Office & Works Unit - I: Post Box no. 55, Chandrapura Village, Tal.: Halol - 389350, Dist.: Panchmahals, Gujarat, India Phone: +91-2676-221870, 90990 18471, Fax: +91-2676-220887

Works Unit - II: Halol-Champaner Road, P.O. Chandrapura, Tal.: Halol – 391 520, Dist.: Panchmahals, Gujarat, India, Phone: +91-2676-9924099268 www.integraengineering.in, Email: [email protected], CIN: L29199GJ1981PLC028741

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==> picture [265 x 129] intentionally omitted <==

42nd ANNUAL REPORT 2023-24

INTEGRA Engineering India Limited

Registered Office : P. O. Box No. 55, Chandrapura Village, Taluka: Halol-389350, Dist.: Panchmahals, Gujarat. CIN : L29199GJ981PLC028741

Website: www.integraengineering.in

Annual Report 2023-24

	CONTENTS
SR. NO.	PARTICULARS	PAGE NO.
1. 2. 3. 4. 5.	No�ce to Members Board's Report Annexures Standalone Financial Statements Consolidated Financial Statements	01 11 16 51 96

Corporate Informa�on (as on 30th May 2024)

BOARD OF DIRECTORS

Mrs. Corinne Ruckstuhl - Chairperson & Non-Execu�ve Director Mr. Adrian Oehler - Non-Execu�ve Director Mr. Shalin Diva�a - Independent Director Mr. Mahendra Sanghvi - Independent Director Mr. Rahul Divan - Independent Director Mr. Bharat Salhotra - Independent Director (w.e.f., 1st June 2023) Mr. Bhargav Patel - Independent Director (up to 6th February 2024) Mrs. Komal Solomon - Addi�onal Director (w.e.f., 30th May 2024) Mr. Jayesh Mehta - Addi�onal Director (w.e.f., 30th May 2024)

KEY MANAGERIAL PERSONNEL

Mr. Bhavin Kariya Chief Execu�ve Officer Chief Financial officer Mrs. Harneetkaur Anand Mr. Ravi Thanki Company Secretary (up to 03-02-2024) Company Secretary (w.e.f., 08-04-2024)

STATUTORY AUDITORS SECRETARIAL AUDITORS M/s. CNK & Associates LLP M/s. Devesh Pathak & Associates Chartered Accountants Prac�sing Company Secretaries The Nirat, 3rd Floor, Behind Emerald One First Floor, 51, Udyog Nagar Soc. Complex, In the lane of Dr. Prashant Nr. Ayurvedic College, Buch's Hospital, Jetalpur Road, Vadodara-390007 Outside Panigate, Vadodara-390019

BANKERS REGISTRAR & SHARE TRANSFER AGENTS ICICI Bank Limited Link In�me India Private Limited “Geetakunj”, 1, Bhak�nagar Society, Behind ABS Tower, Old Padra Road, Vadodara-390015 • (E): vadodara@linkin�me.co.in

REGISTERED OFFICE

P. O. Box No. 55, Chandrapura Village, Taluka: Halol-389350 Dist.: Panchmahals, Gujarat • (T) 9099918471

Website: www.integraengineering.in • (E): [email protected],

WORKS UNITS

UNIT – I

UNIT – II

P. O. Box No. 55, Chandrapura Village, Halol – Champaner Road, P.O Chandrapura Village, Taluka Halol – 389 350, Dist. Panchmahals, Gujarat Taluka Halol – 391 520, Dist. Panchmahals, Gujarat

Annual Report 2023-24

NOTICE TO MEMBERS:

NOTICE is hereby given that the Forty-second Annual General Mee�ng of the Members of Integra Engineering India Limited ('the Company') (CIN: L29199GJ1981PLC028741) will be held on Wednesday, 17th July 2024 at 3:00 p.m. (IST) through Video Conferencing (VC)/ Other Audio-Visual Means (OAVM) to transact the following business:

ORDINARY BUSINESS:

Item No. 1 – To Adopt Financial Statements for the year ended 31st March 2024.

To receive, consider and adopt:

a) the Audited Standalone Financial Statements of the Company for the financial year ended 31st March 2024, together with the reports of the Board of Directors' and the Auditors' thereon;
b) the Audited Consolidated Financial Statements of the Company for the financial year ended 31st March 2024, together with the Report of the Auditors thereon;

Item No. 2 – To appoint a Director in place of Mr. Adrian Oehler [DIN: 00360332], who re�res by rota�on at this Annual General Mee�ng and being eligible, offers himself for re-appointment.

SPECIAL BUSINESS

Item No. 3 – To ra�fy the remunera�on of Cost Auditor

To consider and if thought fit, to pass, the following Resolu�on as an Ordinary Resolu�on :

“RESOLVED THAT pursuant to the provisions of Sec�on 148 and other applicable provisions, if any, of the Companies Act, 2013 read with Rule 14 of the Companies (Audit and Auditors) Rules, 2014, [including any statutory modifica�on(s) or enactment(s) thereof for the �me being in force], the Company hereby ra�fies the remunera�on of Rs. 1,00,000/- (One lakh only) plus GST and reimbursement of travelling & out of pocket expenses payable to Mr. Divyesh Vagadiya, Prac�cing Cost Accountant, Gujarat (Membership No. 33206), who have been appointed by the Board of Directors of the Company on recommenda�on of the Audit Commi�ee, as the Cost Auditor of the Company, to conduct the audit of the cost records maintained by the Company as prescribed under the Companies (Cost Records and Audit) Rules, 2014, as amended, for the financial year 2024-25.

RESOLVED FURTHER THAT the Board of Directors or Key Managerial Personnel (KMPs) of the Company be and are hereby severally authorized to do all acts and take all such steps as may be necessary, proper, or expedient to give effect to this Resolu�on.

Item No. 4 – To approve appointment of Mrs. Komal Solomon (DIN: 02779923) as a Non-Execu�ve, Independent Director of the Company

To consider and if thought fit, to pass, the following Resolu�on as a Special Resolu�on:

“RESOLVED THAT pursuant to the provisions of Sec�ons 149, 152, and any other applicable provisions of the Companies Act, 2013

(“the Act”), read with Schedule IV and the Companies (Appointment and Qualifica�on of Directors) Rules, 2014, and Regula�on 16(1)(b), 17 and other applicable regula�ons of the Securi�es and Exchange Board of India (Lis�ng Obliga�ons and Disclosure Requirements), Regula�ons, 2015 (“the Lis�ng Regula�ons”) (including any statutory modifica�on(s) or reenactment(s) thereof, for the �me being in force), and the Ar�cles of Associa�on, and based on the recommenda�on of the Nomina�on and Remunera�on Commi�ee and approval of the Board of Directors, Mrs. Komal Solomon [DIN: 02779923], who was appointed as an Addi�onal Director in the capacity of an Independent Director with effect from 30th May 2024, who meets the criteria for Independence under Sec�on 149(6) of the Act and the Rules made thereunder and Regula�on 16(1)(b) of the Lis�ng Regula�ons and in respect of whom the Company has received a no�ce in wri�ng from a member under Sec�on 160(1) of the Act, be and is hereby appointed as a Non-execu�ve, Independent Director of the Company for a period of 5 (five) consecu�ve years �ll 29th May 2029, and that she shall not be liable to re�re by rota�on.

RESOLVED FURTHER THAT any of the Directors or Key Managerial Personnel of the Company, be and are, hereby severally authorized to do all the acts and deeds necessary and expedient to give effect to this resolu�on, including to file requisite e-form with Ministry of Corporate Affairs.”

Item No. 5 - To approve payment of commission to Mrs. Komal Solomon, Non-Execu�ve, Independent Director within the overall ceiling limit of 1% of net profits of the Company with effect from 31.03.2025

To consider and if thought fit, to pass the following resolu�on as an Ordinary Resolu�on:

“RESOLVED THAT pursuant to the provisions of sec�on 197 and any other applicable provisions, if any, of the Companies Act, 2013 (“the Act”) (including any statutory modifica�on(s) or re-enactment(s) thereof for the �me being in force) consent of the members be and is hereby accorded to the payment of commission to Mrs. Komal Solomon, Non-Execu�ve, Independent Director of the Company, to be determined by the Board of Directors with effect from financial year ended 31st March 2025 and distributed between such Directors in such a manner as the Board of Directors may from �me to �me determine within the overall maximum limit of 1% (one percent) of the net profits of the Company to be calculated in accordance with the provisions of Sec�on 198 of the Act.

RESOLVED FURTHER THAT the above remunera�on shall be in addi�on to fee payable to the Director(s) for a�ending the mee�ngs of the Board or Commi�ee thereof or for any other purpose whatsoever as may be decided by the Board of Directors and reimbursement of expenses for par�cipa�on in the Board and other mee�ngs.”

Item No. 6 – To approve appointment of Mr. Jayesh Mehta (DIN: 10529297) as a Non-Execu�ve, Independent Director of the Company

To consider and if thought fit, to pass, the following Resolu�on as a

Annual Report 2023-24

Special Resolu�on:

“RESOLVED THAT pursuant to the provisions of Sec�ons 149, 152, and any other applicable provisions of the Companies Act, 2013 (“the Act”), read with Schedule IV and the Companies (Appointment and Qualifica�on of Directors) Rules, 2014, and Regula�on 16(1)(b), 17 and other applicable regula�ons of the Securi�es and Exchange Board of India (Lis�ng Obliga�ons and Disclosure Requirements), Regula�ons, 2015 (“the Lis�ng Regula�ons”) (including any statutory modifica�on(s) or reenactment(s) thereof, for the �me being in force), and the Ar�cles of Associa�on, and based on the recommenda�on of the Nomina�on and Remunera�on Commi�ee and approval of the Board of Directors, Mr. Jayesh Mehta [DIN: 10529297], who was appointed as an Addi�onal Director in the capacity of an Independent Director with effect from 30th May 2024, who meets the criteria for Independence under Sec�on 149(6) of the Act and the Rules made thereunder and Regula�on 16(1)(b) of the Lis�ng Regula�ons and in respect of whom the Company has received a no�ce in wri�ng from a member under Sec�on 160(1) of the Act, be and is hereby appointed as a Non-execu�ve, Independent Director of the Company for a period of 5 (five) consecu�ve years �ll 29th May 2029, and that he shall not be liable to re�re by rota�on.

Item No. 7 - To approve payment of commission to Mr. Jayesh Mehta, Non-Execu�ve, Independent Director within the overall ceiling limit of 1% of net profits of the Company with effect from 31.03.2025

To consider and if thought fit, to pass the following resolu�on as an Ordinary Resolu�on:

“RESOLVED THAT pursuant to the provisions of sec�on 197 and any other applicable provisions, if any, of the Companies Act, 2013 (“the Act”) (including any statutory modifica�on(s) or re-enactment(s) thereof for the �me being in force) consent of the members be and is hereby accorded to the payment of commission to Mr. Jayesh Mehta, Non-Execu�ve, Independent Director of the Company to be determined by the Board of Directors with effect from financial year ended 31st March 2025 and distributed between such Directors in such a manner as the Board of Directors may from �me to �me determine within the overall maximum limit of 1% (one percent) of the net profits of the Company to be calculated in accordance with the provisions of Sec�on 198 of the Act.

RESOLVED FURTHER THAT the above remunera�on shall be in addi�on to fee payable to the director(s) for a�ending the mee�ngs of the Board or Commi�ee thereof or for any other purpose whatsoever as may be decided by the Board of Directors and reimbursement of expenses for par�cipa�on in the Board and other mee�ngs.”

By order of the Board of Directors, For INTEGRA Engineering India Limited

Sd/Ravi Thanki Company Secretary M. No.: ACS 60338 Registered Office: P. O. Box 55, Chandrapura Village, Taluka: Halol–389 350 District: Panchmahals, Gujarat Place: Halol Date: 30th May 2024

NOTES:

The Ministry of Corporate Affairs (‘MCA’) vide its general circular nos. 14/2020 dated 8th April 2020, 17/2020 dated 13th April 2020, 20/2020 dated 5th May 2020, 02/2021 dated 13th January 2021, 21/2021 dated 14th December 2021, 2/2022 dated 5th May 2022, 10/2022 dated 28th December 2022 and 9/2023 dated 25th September 2023 (‘MCA Circulars’), inter alia, has permi�ed to conduct Annual General Mee�ng (AGM) through Video Conferencing (VC) / Other Audio Visual Means (OAVM) and dispensing with the personal presence of members. Accordingly, the 42nd AGM of the Company will be held through VC/OAVM in terms of the MCA Circulars and any other circulars/no�fica�ons issued in this regard. Hence, members of the Company can a�end and par�cipate in the AGM through VC/OAVM.
In view of the above MCA Circulars, the Securi�es and Exchange Board of India (SEBI) vide its circular SEBI/HO/CFD/CFD-PoD-2/P/CIR/2023/167 dated 7th October 2023, also extended the relaxa�on from the requirement of sending the hard copy of annual report to the shareholders who have not registered their email addresses. Therefore, the Annual Report of the Company for the financial year ended 31st March 2024, being sent through electronic mode only to the members whose email addresses are registered/available with the Company/ RTA/Depositories.
The Annual Report for the financial year 2023-24 along with the No�ce of this AGM is available on the website of the Company at www.integraengineering.in, website of Stock Exchange i.e., BSE Limited at www.bseindia.com and on the website of Central Depository Services (India) Limited (CDSL) [agency for providing the e-Vo�ng facility] at www.evo�ngindia.com.
The helpline number regarding any query/assistance for par�cipa�on in the AGM through VC is 1800- 222-990.
The explanatory statement pursuant to Sec�on 102 of the Companies Act, 2013 ('the Act') with respect to the special businesses set out in the no�ce is annexed hereto and forms part of this no�ce.
Since the AGM is being conducted through VC/OAVM in terms of aforesaid circular, the facility for appointment of proxies by the members will not be available. However, body corporate

Annual Report 2023-24

shareholders may appoint representa�ve for vo�ng through remote e-vo�ng or for par�cipa�on and vo�ng in the mee�ng held through VC/OAVM.

Members are requested to par�cipate on first come first served basis, as par�cipa�on through VC/OAVM is limited. Members can login and join 15 (fi�een) minutes prior to the scheduled �me of the commencement of the mee�ng and window for joining shall be kept open �ll the expiry of 15 (fi�een) minutes a�er the scheduled �me. Par�cipa�on is restricted up to 1000 members only. However, the par�cipa�on of large shareholders (i.e. shareholders holding 2% or more shareholding), promoters, ins�tu�onal investors, directors, key managerial personnel, the chairperson of the Audit Commi�ee, Nomina�on and Remunera�on Commi�ee and Stakeholders Rela�onship Commi�ee, Auditors etc., will not be subject to
Member seeking informa�on are requested to send email at [email protected]
Corporate members are requested to send email at [email protected] e-vo�ng/a�ending AGM, a duly cer�fied copy of the Board Resolu�on authorizing their representa�ve to a�end and vote at the Annual General Mee�ng, pursuant to Sec�on 113 of the Act.
The relevant details as required under Regula�on 36 of SEBI (Lis�ng Obliga�ons and Disclosure Requirements) Regula�on, 2015 read with clause1.2.5 of Secretarial Standards-2 issued by the Ins�tute of Company Secretaries of India, in respect of Director seeking appointment/reappointment at this AGM forms part of this No�ce as ‘Annexure-A’.
The Register of Members and Share transfer books of the Company will remain closed from Thursday, 11th July 2024 to Wednesday, 17th July 2024, (both days inclusive).
Shareholders holding shares in iden�cal order of names in more than one folio, are requested to write to the Company or to the office of the Registrar & Share Transfer Agent, M/s. Link In�me India Private Limited (“Link In�me”), C-101, 247 Park, L.B.S. Marg, Vikhroli (West), Mumbai – 400 083 enclosing their share cer�ficate(s) to enable the Company to consolidate their holdings in one single folio.
The process for registra�on/upda�on, of the KYC details of the Shareholders such as name, postal address, e-mail address, telephone/ mobile numbers, Permanent Account Number (PAN), nomina�ons, power of a�orney, bank details is as men�oned below:
i) In case shares are held in physical mode, members are requested to submit their service requests in the form(s) prescribed under SEBI Master Circular No. SEBI/HO/MIRSD/POD-1/P/CIR/2023/70 dated 17th May 2023. The form(s) are available on the website of the Company at h�ps://integraengineering.in/assets/pdf/others/sebi_cir_ _dtd__03_11_2021_various_forms_for_kyc.pdf and on the website of Company’s Registrar & Share Transfer
- Agent, Link In�me India Pvt. Ltd. at h�ps://www.linkin�me.co.in/downloads.html
ii) In case shares are held in dematerialized mode, members are requested to update their email address or other details with their respec�ve Depository Par�cipants.
The Register of Directors' and Key Managerial Personnel and their shareholding maintained under Sec�on 170 of the Companies Act, 2013, the Register of Contracts or arrangements in which the Directors are interested under Sec�on 189 of the Companies Act, 2013 and all other documents referred to in the No�ce will be available for inspec�on in electronic mode. Members can inspect the same by sending an email to [email protected]
Members are requested to inform about change in their address, if any, quo�ng their Folio Number(s), immediately to the Company at its Registered Office: Secretarial Department, INTEGRA Engineering India Limited., Chandrapura Village, Taluka: Halol – 389350, District: Panchmahals, Gujarat, Email: [email protected] or to its Registrar and Share Transfer Agent viz., Link In�me India Private Limited (“Link In�me”), C-101, 247 Park, L.B.S. Marg, Vikhroli (West), Mumbai – 400 083, (Tel : (022) 49186270 Fax : (022) 49186060) E–mail : rnt.helpdesk@linkin�me.co.in and also to respec�ve Depository Par�cipant (DP), in case the shares are held in Demat Form
In compliance with the provisions of Sec�on 108 of The Companies Act, 2013 read with Rule 20 of The Companies (Management and Administra�on) Rules, 2014, and Regula�on 44 of Securi�es Exchange Board of India (Lis�ng Obliga�ons and Disclosure Requirements), 2015, Members are provided with the facility to cast their votes electronically, through the e- vo�ng services provided by Central Depository Services (India) Limited [CDSL], on all the resolu�ons set forth in this No�ce.

The Members whose names appear in the Register of Members / Beneficial Owners as on the cut-off date i.e., 10th July 2024, may cast their vote electronically. The e-vo�ng period will commence from 14th July 2023 at 09:00 a.m. (IST) and will end on 16th July 2024 at 05:00 p.m. (IST). The e-vo�ng module will be disabled on 16th July 2024 at 05:00 p.m. (IST). The vo�ng right of shareholders shall be in propor�on to their share in the paid-up equity share capital of the Company as on the cut-off date being 10th July 2024.

THE INSTRUCTIONS OF SHAREHOLDERS FOR REMOTE E-VOTING ARE AS UNDER:

Step 1: Access through Depositories CDSL/NSDL e-Vo�ng system in case of individual shareholders holding shares in demat mode.
Step 2: Access through CDSL e-Vo�ng system in case of shareholders holding shares in physical mode and nonindividual shareholders in demat mode.
(i) The vo�ng period begins on 14th July 2024 at 09:00 a.m. (IST) and will end on 16th July 2024 at 05:00 p.m. (IST). During this period shareholders of the Company holding shares either in

Annual Report 2023-24

physical form or in dematerialized form, as on the cut-off date (record date) i.e., 10th July 2024 may cast their vote electronically. The e-vo�ng module shall be disabled by CDSL for vo�ng therea�er.

(ii) Shareholders who have already voted prior to the mee�ng date would not be en�tled to vote at the mee�ng venue.
(iii) Pursuant to SEBI Master Circular No. SEBI/HO/CFD/PoD2/CIR/P/2023/120 dated 11th July 2023, under Regula�on 44 of Securi�es and Exchange Board of India (Lis�ng Obliga�ons and Disclosure Requirements) Regula�ons, 2015, listed en��es are required to provide remote e-vo�ng facility to its shareholders, in respect of all shareholders’ resolu�ons. However, it has been observed that the par�cipa�on by the public non-ins�tu�onal shareholders/retail shareholders is at a negligible level.

Currently, there are mul�ple e-vo�ng service providers (ESPs) providing e-vo�ng facility to listed en��es in India. This necessitates registra�on on various ESPs and maintenance of mul�ple user IDs and passwords by the shareholders.

In order to increase the efficiency of the vo�ng process, pursuant to a public consulta�on, it has been decided to enable e-vo�ng to all the demat account holders, by way of a single login creden�al, through their demat accounts/ websites of Depositories/ Depository Par�cipants. Demat account holders would be able to cast their vote without having to register again with the ESPs, thereby, not only facilita�ng seamless authen�ca�on but also enhancing ease and convenience of par�cipa�ng in e-vo�ng process.

Step 1: Access through Depositories CDSL/NSDL e-Vo�ng system in case of individual shareholders holding shares in demat mode.
(iv) In terms of SEBI Master Circular No. SEBI/HO/CFD/PoD2/CIR/P/2023/120 dated 11th July 2023 on e-Vo�ng facility provided by Listed Companies, Individual shareholders holding securi�es in demat mode are allowed to vote through their demat account maintained with Depositories and Depository Par�cipants. Shareholders are advised to update their mobile number and email Id in their demat accounts in order to access e-Vo�ng facility.

Pursuant to abovesaid SEBI Circular, Login method for e-Vo�ng and joining virtual mee�ngs for Individual shareholders holding securi�es in Demat mode is given below:

Type of shareholders	Login Method
Individual Shareholders holding securi�es in Demat mode withCDSL	1) Users who have opted for CDSL Easi / Easiest facility, can login through their exis�ng user id and password. The op�on will be made available to reach e-Vo�ng page without any further authen�ca�on. The URL for users to login to Easi/Easiest are h�ps://web.cdslindia.com/myeasitoken/ho me/login or visit www.cdslindia.com and click on Login icon and select “My Easi New

==> picture [55 x 353] intentionally omitted <==

(Token)”.
2) A�er successful login the Easi / Easiest user will be able to see the e-Vo�ng op�on for eligible companies where the e-Vo�ng is in progress as per the informa�on provided by company. On clicking the e-Vo�ng op�on, the user will be able to see e-Vo�ng page of the e- Vo�ng service provider for cas�ng your vote during the remote e-Vo�ng period or joining virtual mee�ng & vo�ng during the mee�ng. Addi�onally, links are also provided to access the system of all e- Vo�ng Service Providers i.e. CDSL/NSDL/KARVY/LINKINTIME, so that the user can visit the e-Vo�ng service providers’ website directly.
3) If the user is not registered for Easi/Easiest, op�on to register is available a t h�ps://web.cdslindia.com/myeasitoken/R egistra�on/EasiRegistra�on or visit www.cdslindia.com,click on Login icon and select “My Easi New (Token)” and click on “Register for Easi”
4) Alterna�vely, the user can directly access e-Vo�ng page by providing Demat Account Number and PAN No. from a e- Vo�ng link available on www.cdslindia.com home page. The system will authen�cate the user by sending OTP on registered Mobile & Email as recorded in the Demat Account. A�er successful authen�ca�on, user will be able to see the e-Vo�ng op�on where the evo�ng is in progress and also able to directly access the system of all e-Vo�ng Service Providers.

		successful authen�ca�on, user will be able to see the e-Vo�ng op�on where the evo�ng is in progress and also able to directly access the system of all e-Vo�ng Service Providers.
Individual	1)	If you are already registered for NSDL
Shareholders		IDeAS facility, please visit the e-Services
holding		website of NSDL. Open web browser by
securi�es in		typing the following URL:
demat mode withNSDL		h�ps://eservices.nsdl.com either on a Personal Computer or on a mobile. Once the home page of e-Services is launched, click on the “Benefcial Owner” icon
		under “Login” which is available under ‘IDeAS’ sec�on. A new screen will open.
		You will have to enter your User ID and
		Password. A�er successful
		authen�ca�on, you will be able to see e-
		Vo�ng services. Click on “Access to e-
		Vo�ng” under e-Vo�ng services and you
		will be able to see e-Vo�ng page. Click on
		company name or e-Vo�ng service
		provider name and you will be re-

Annual Report 2023-24

Individual Shareholders (holding		directed to e-Vo�ng service provider website for cas�ng your vote during the remote e-Vo�ng period or joining virtual	Step 2 :Access through CDSL e-Vo�ng system in case of shareholders holding shares in physical mode and non- individual shareholders in demat mode.	Step 2 :Access through CDSL e-Vo�ng system in case of shareholders holding shares in physical mode and non- individual shareholders in demat mode.
securi�es in demat mode) login through their	2)	mee�ng & vo�ng during the mee�ng. If the user is not registered for IDeAS e- Services, op�on to register is available at	(v) Login method for Remote e-Vo�ng forPhysical shareholders and shareholders other than individual holding in Demat form.
Depository Par�cipants		h�ps://eservices.nsdl.com. Select “Register Online for IDeAS Portal” or click a t	1)	The shareholders should log on to the e-vo�ng website www.evo�ngindia.com.
		h�ps://eservices.nsdl.com/SecureWeb/I	2)	Click on “Shareholders” module.
		deasDirectReg.jsp.
			3)	Now enter your User ID:
	3)	Visit the e-Vo�ng website of NSDL. Open		a. For CDSL: 16 digits benefciary ID,
		web browser by typing the following		b. For NSDL: 8 Character DP ID followed by 8 Digits Client ID,
		URL: h�ps://www.evo�ng.nsdl.com/		c. Shareholders holding shares in Physical Form should enter
		either on a Personal Computer or on a		Folio Number registered with the Company.
		mobile. Once the homepage of e-Vo�ng system is launched, click on the icon “Login” which is available under	4)	Next enter the Image Verifca�on as displayed and Click on Login.
		‘Shareholder/Member’ sec�on. A new screen will open. You will have to enter your User ID (i.e. your sixteen-digit demat account number held with NSDL),	5)	If you are holding shares in demat form and had logged on to www.evo�ngindia.com and voted on an earlier e-vo�ng of any company, then your exis�ng password is to be used.
		Password/OTP and a Verifca�on Code as	6)	If you are a frst-�me user follow the steps given below:
		shown on the screen. A�er successful
		authen�ca�on, you will be redirected to
		NSDL Depository site wherein you can		For Shareholders holding shares in Demat
		see e-Vo�ng page. Click on company		Form other than individual and Physical
		name or e-Vo�ng service provider name		Form
		and you will be redirected to e-Vo�ng
		service provider website for cas�ng your		Enter your 10-digit alpha-numeric *PAN PAN
		vote during the remote e-Vo�ng period		issued by Income Tax Department (Applicable
		or joining virtual mee�ng & vo�ng during		for both demat shareholders as well as
		the mee�ng.		physical shareholders)
Important note:	Members who are unable to retrieve User ID/			Shareholders who have not updated their
Password are advised to use Forget User ID and Forget Password				PAN with the Company/Depository
op�on available at abovemen�oned websites.				Par�cipant are requested to use the sequence
				number sent by Company/RTA or contact
Helpdesk for Individual		Shareholders holding securi�es in demat		Company/RTA.
mode for any	technical issues related to login through
Depositories i.e. CDSL and NSDL				Enter the Dividend Bank Details or Date of Dividend
				Birth (in dd/mm/yyyy format) as recorded in Bank Details
Login type		Helpdesk details		your demat account or in the company ORDate of
				records in order to login. Birth (DOB)
Individual		Members facing any technical issue in
Shareholders holding		login can contact CDSL helpdesk by		If both the details are not recorded with the
securi�es in demat		sending a request at		depository or company, please enter the
mode withCDSL		helpdesk.evo�[email protected] or		member id / folio number in the Dividend
		contact toll free no. 1800 22 55 33.		Bank details feld.


Login type	Helpdesk details
Individual Shareholders holding securi�es in demat mode withCDSL	Members facing any technical issue in login can contact CDSL helpdesk by sending a request at helpdesk.evo�[email protected] or contact toll free no. 1800 22 55 33.
	contact toll free no.
Individual Shareholders holding securi�es in Demat mode withNSDL	Members facing an login can contact sending a request at or call at toll free n and 1800 22 44 30	y technical issue in NSDL helpdesk by evo�[email protected] o.: 1800 1020 990

(v) A�er entering these details appropriately, click on “SUBMIT” tab.
(vi) Shareholders holding shares in physical form will then directly reach the Company selec�on screen. However, shareholders

Annual Report 2023-24

holding shares in demat form will now reach ‘Password Crea�on’ menu wherein they are required to mandatorily enter their login password in the new password field. Kindly note, that this password is to be also used by the demat holders for vo�ng for resolu�ons of any other company on which they are eligible to vote, provided that, company opts for e-vo�ng through CDSL pla�orm. It is strongly recommended not to share your password with any other person and take utmost care to keep your password confiden�al.

(vii) For shareholders holding shares in physical form, the details can be used only for e-vo�ng on the resolu�ons contained in this No�ce.
(viii) Click on the EVSN of on which you choose to vote.
(ix) On the vo�ng page, you will see “RESOLUTION DESCRIPTION” and against the same the op�on “YES/NO” for vo�ng. Select the op�on YES or NO as desired. The op�on YES implies that you assent to the Resolu�on and op�on NO implies that you dissent to the Resolu�on.
(x) Click on the “RESOLUTIONS FILE LINK” if you wish to view the en�re Resolu�on details.
(xi) A�er selec�ng the resolu�on, you have decided to vote on, click on “SUBMIT”. A confirma�on box will be displayed. If you wish to confirm your vote, click on “OK”, else to change your vote, click on “CANCEL” and accordingly modify your vote.
(xii) Once you “CONFIRM” your vote on the resolu�on, you will not be allowed to modify your vote.
(xiii) You can also take a print of the votes cast by clicking on “Click here to print” op�on on the Vo�ng page.
(xiv) If a demat account holder has forgo�en the login password then Enter the User ID and the image verifica�on code and click on Forgot Password & enter the details as prompted by the system.
(xv) Facility for Non–Individual Shareholders and Custodians – Remote Vo�ng
Non-Individual shareholders (i.e. other than Individuals, HUF, NRI etc.) and Custodians are required to log on to www.evo�ngindia.com and register themselves in the “Corporates” module.
A scanned copy of the Registra�on Form bearing the stamp and sign of the en�ty should be emailed to helpdesk.evo�[email protected].
A�er receiving the login details a Compliance User should be created using the admin login and password. The Compliance User would be able to link the account(s) for which they wish to vote on.
The list of accounts linked in the login should be mailed to helpdesk.evo�[email protected] and on approval of the accounts they would be able to cast their vote.
A scanned copy of the Board Resolu�on and Power of A�orney (POA) which they have issued in favour of the Custodian, if any, should be uploaded in PDF format in the system for the scru�nizer to verify the same.
Alterna�vely, non-individual shareholders are required to send the relevant Board Resolu�on / Authority le�er etc. together with a�ested specimen signature of the duly authorized signatory who are authorized to vote, to the Scru�nizer and to the Company at the email address viz; [email protected], if they have voted from individual tab & not uploaded same in the CDSL e-vo�ng system for the scru�nizer to verify the same.

INSTRUCTIONS FOR SHAREHOLDERS ATTENDING THE AGM THROUGH VC/OAVM & E-VOTING DURING MEETING ARE AS UNDER:

The procedure for a�ending mee�ng & e-Vo�ng on the day of the AGM is same as the instruc�ons men�oned above for e- vo�ng.
The link for VC/OAVM to a�end mee�ng will be available where the EVSN of Company will be displayed a�er successful login as per the instruc�ons men�oned above for e-vo�ng.
Shareholders who have voted through Remote e-Vo�ng will be eligible to a�end the mee�ng. However, they will not be eligible to vote at the AGM.
Shareholders are encouraged to join the Mee�ng through laptops / I-Pads for be�er experience.
Further shareholders will be required to allow camera and use internet with a good speed to avoid any disturbance during the mee�ng.
Please note that par�cipants connec�ng from mobile devices or tablets or through laptop connec�ng via mobile hotspot may experience Audio/Video loss due to fluctua�on in their respec�ve network. It is therefore recommended to use stable Wi-Fi or LAN connec�on to mi�gate any kind of aforesaid glitches.
Shareholders who would like to express their views/ask ques�ons during the mee�ng may register themselves as a speaker by sending their request in advance atleast 10 days prior to mee�ng men�oning their name, demat account number/folio number, email id, mobile number at [email protected]. The shareholders who do not wish to speak during the AGM but have queries may send their queries in advance 10 days prior to mee�ng men�oning their name, demat account number/folio number, email id, mobile number at [email protected]. These queries will be replied to by the company suitably by email.
Those shareholders who have registered themselves as a speaker will only be allowed to express their views/ask ques�ons during the mee�ng.
Only those shareholders, who are present in the AGM through

Annual Report 2023-24

VC/OAVM facility and have not casted their vote on the Resolu�ons through remote e-Vo�ng and are otherwise not barred from doing so, shall be eligible to vote through e-Vo�ng system available during the AGM.

If any Votes are cast by the shareholders through the e-vo�ng available during the AGM and if the same Shareholders have not par�cipated in the mee�ng through VC/OAVM facility, then the votes cast by such shareholders may be considered invalid as the facility of e-vo�ng during the mee�ng is available only to the shareholders a�ending the mee�ng.

PROCESS FOR THOSE SHAREHOLDERS WHOSE EMAIL/MOBILE NO. ARE NOT REGISTERED WITH THE COMPANY/ DEPOSITORIES

For Physical shareholders - please provide necessary details like Folio No., Name of shareholder, scanned copy of the share cer�ficate (front and back), PAN (self-a�ested scanned copy of PAN card), AADHAR (self-a�ested scanned copy of Aadhar Card) by email to Company at [email protected] / RTA at vadodara@linkin�me.co.in.
For Demat shareholders - Please update your email id & mobile no. with your respec�ve Depository Par�cipant (DP)
For Individual Demat shareholders - Please update your email id & mobile no. with your respec�ve Depository Par�cipant (DP) which is mandatory while e-Vo�ng & joining virtual mee�ngs through Depository.

If you have any queries or issues regarding a�ending AGM & e- Vo�ng from the CDSL e-Vo�ng System, you can write an email to helpdesk.evo�[email protected] or contact toll free no. 1800 22 55 33.

All grievances connected with the facility for vo�ng by electronic means may be addressed to Mr. Rakesh Dalvi, Sr. Manager, (CDSL), Central Depository Services (India) Limited, A Wing, 25th Floor, Marathon Futurex, Mafatlal Mill Compounds, N M Joshi Marg, Lower Parel (East), Mumbai - 400013 or send an email to helpdesk.evo�[email protected].

Annual Report 2023-24

Explanatory statement pursuant to Sec�on 102(1) of the Act, se�ng out all material facts rela�ng to the special business men�oned in the accompanying No�ce of the 42nd AGM

Item No. 3

Your Directors, at their mee�ng held on 30th May 2024, based on the recommenda�on of Audit Commi�ee appointed Mr. Divyesh Vagadiya, Prac�cing Cost Accountant (Membership No. 33206) as a Cost Auditor of the company for the financial year 2024-25 at a remunera�on of Rs. 1,00,000 (Rupees One Lakh) plus GST and reimbursement of travelling and out of pocket expenses.

Company to appoint her as a Non-Execu�ve Independent Director.

Addi�onal informa�on in respect of Mrs. Komal Solomon, pursuant to Regula�on 36 of SEBI (Lis�ng Obliga�ons and Disclosure Requirements) Regula�ons, 2015 and the Secretarial Standards on General Mee�ngs (SS-2), is given at ‘Annexure A’ to this No�ce.

Except the appointee, or her rela�ves, none of the Directors and Key Managerial Personnel of the Company or their rela�ves are concerned or interested financially or otherwise, in the resolu�on set out at Item No. 4

Item No. 6

Your Directors solicit your approval to the resolu�on as set out in item no. 3 of the accompanying No�ce in respect of ra�fica�on of remunera�on to the Cost Auditor pursuant to Sec�on 148 of the Act read with Rule 14 of the Companies (Audit and Auditors) Rules, 2014.

None of the Directors/Key Managerial Personnel or their rela�ves shall be deemed to be interested or concerned financially or otherwise in the resolu�on.

Item No. 4

The Board of Directors of the Company at its mee�ng held on 30th May 2024, based on recommenda�on of the Nomina�on and Remunera�on Commi�ee, appointed Mrs. Komal Solomon (DIN: 02779923) as an Addi�onal Director of the Company w.e.f., 30th May 2024, to hold office up to next Annual General Mee�ng and as a Non-Execu�ve Independent Director for a period of 5 (five) consecu�ve years �ll 29th May 2029, subject to the approval of the Members of the Company.

The Board of Directors of the Company at its mee�ng held on 30th May 2024, based on recommenda�on of the Nomina�on and Remunera�on Commi�ee, appointed Mr. Jayesh Mehta (DIN: 10529297) as an Addi�onal Director of the Company w.e.f., 30th May 2024, to hold office up to next Annual General Mee�ng and as a Non-Execu�ve Independent Director for a period of 5 (five) consecu�ve years �ll 29th May 2029, subject to the approval of the Members of the Company.

Brief Profile of Mr. Jayesh Mehta:

Mr. Jayesh Mehta is a Qualified Chartered Accountant and a Fellow Member of the Ins�tute of Chartered Accountants of India (ICAI). He is a Managing Partner in N. C. Vaishnav & Co, a prac�cing firm at Baroda, since 1990. He has been successful in managing and expanding significantly professional prac�ce since 1990. He specializes in Audi�ng, Taxa�on, Corporate Advisory, Merger and Acquisi�on, Fund raising, Valua�on etc. He has been involved in and led mul�ple assignment of merger and acquisi�on and carried out accoun�ng and financial due diligence involved.

Mrs. Komal Solomon is a partner at Solomon & Co. and has been in prac�ce for over 20 years. She graduated from Jai Hind College and therea�er completed law from the Government Law College in Mumbai. She specializes in ma�ers rela�ng to corporate and regulatory compliance, regulatory communica�ons, immigra�on laws, entertainment, and media law, India entry strategies and intellectual property law. She has assisted several mul�na�onals in establishing their subsidiaries, branch offices and liaison offices in India.

The Company has received a declara�on from Mrs. Komal Solomon confirming that she meets the criteria of Independence under the Act and the Lis�ng Regula�ons. Further, the Company has also received her consent to act as a Director in terms of Sec�on 152 of the Act and a declara�on to the effect that she is not disqualified from being appointed as a Director in terms of Sec�on 164 of the Act and that she is not debarred from holding the office as a Director of the Company, by virtue of an order passed by the SEBI or any other authority. In the opinion of the Board, she fulfils the condi�ons specified in the Act and rules made thereunder and the Lis�ng Regula�ons, for her appointment as an Independent Director of the Company and she is independent of the management. Considering her knowledge, experience and exper�se, the Board of Directors are of the opinion that it would be in the interest of the

The Company has received a declara�on from Mr. Jayesh Mehta confirming that he meets the criteria of independence under the Act and Lis�ng Regula�ons. Further, the Company has also received his consent to act as a Director in terms of Sec�on 152 of the Act and a declara�on to the effect that he is not disqualified from being appointed as a Director in terms of Sec�on 164 of the Act and that he is not debarred from holding the office as a Director of the Company, by virtue of an order passed by the SEBI or any other authority. In the opinion of the Board, he fulfils the condi�ons specified in the Act and rules made thereunder and the Lis�ng Regula�ons, for his appointment as an Independent Director of the Company and he is independent of the management. Considering his knowledge, experience and exper�se, the Board of Directors are of the opinion that it would be in the interest of the Company to appoint him as a Non-Execu�ve Independent Director.

Addi�onal informa�on in respect of Mr. Jayesh Mehta, pursuant to Regula�on 36 of SEBI (Lis�ng Obliga�ons and Disclosure Requirements) Regula�ons, 2015 and the Secretarial Standards on General Mee�ngs (SS-2), is given at ‘Annexure A’ to this No�ce.

Except the appointee, or his rela�ves, none of the Directors and Key Managerial Personnel of the Company or their rela�ves are concerned or interested financially or otherwise, in the resolu�on set out at Item No. 6

Annual Report 2023-24

ANNEXURE-A

Details of Director seeking appointment and re-appointment at the Forty-Second AGM [Pursuant to Regula�on 36(3) of the SEBI (LODR) Regula�ons, 2015 read with clause no 1.2.5 of Secretarial Standards -2]

ANNEXURE-A Details of Director seeking appointment and re-appointment at the Forty-Second AGM [Pursuant to Regula�on 36(3) of the SEBI (LODR) Regula�ons, 2015 read with clause no 1.2.5 of Secretarial Standards -2]	ANNEXURE-A Details of Director seeking appointment and re-appointment at the Forty-Second AGM [Pursuant to Regula�on 36(3) of the SEBI (LODR) Regula�ons, 2015 read with clause no 1.2.5 of Secretarial Standards -2]
Item no. 2 of the No�ce
Name of the Director	Mr. Adrian Oehler
Date of Birth/ Age	07/11/1970 / 53 years
Na�onality	Swiss
Date of Ini�al Appointment	03/01/2011
Qualifca�ons	Lic Oec HSG, Master of studies in corporate fnance, CFO Advanced
Nature of Exper�se in specifc func�onal area	Change Management, Strategic Management, Turn around including corporate fnance and market development
Experience	22 years
Terms and Condi�ons of appointment	Reappointment as a Re�ring Director
No. of Board Mee�ng a�ended during the year	6
Number of shares held in the Company	Nil
Other directorships held including this listed en�ty	Integra Engineering India Limited
Chairman/Member in the Commi�ees of the Boards of this and other listed companies in which he is a Director	Member of Stakeholders Rela�onship Commi�ee - Integra Engineering India Limited.
Rela�onship with other Directors / Manager & other KMP(s)	Not related
Jus�fca�on for appointment	Keeping in view his exper�se and contribu�on to the Company.
Item no. 4 of the No�ce
Name of the Director	Mrs. Komal Solomon
Date of Birth/ Age	31/12/1971 / 52 years
Na�onality	Indian
Date of Ini�al Appointment	30/05/2024
Qualifca�ons	Graduated from Jai Hind College and completed law from Government Law College in Mumbai.
Nature of Exper�se in specifc func�onal area	She specializes in ma�ers rela�ng to foreign investment & exchange control regula�ons, corporate and regulatory compliance, regulatory communica�ons, immigra�on laws, entertainment, and media law, India entry strategies and intellectual property law.
Experience	20 years
Terms and Condi�ons of appointment	Mrs. Komal Salomon will be appointed as an Independent Director for the term of 5 (fve) consecu�ve years w.e.f., 30th May 2024 to 29th May 2029, subject to approval of the Members.
No. of Board Mee�ng a�ended during the year	NA
Number of shares held in the Company	Nil
Other directorships held including this listed en�ty	Integra Engineering India Limited
Chairman/Member in the Commi�ees of the Boards of this and other listed companies in which he is a Director	Nil
Rela�onship with other Directors / Manager & other KMP(s)	Not related
Jus�fca�on for appointment	Considering her vast knowledge, experience and exper�se, the Board of Directors are of the opinion that it would be in the interest of the Company to appoint her as a Non-Execu�ve Independent Director.

Annual Report 2023-24

Item no. 6 of the No�ce

Item no. 6 of the No�ce
Name of the Director	Mr. Jayesh Mehta
Date of Birth/ Age	14/11/1961 / 62 years
Na�onality	Indian
Date of Ini�al Appointment	30/05/2024
Qualifca�ons	Qualifed Chartered Accountant from the Ins�tute of Chartered Accountants of India (ICAI), Masters & bachelor's in commerce from the M.S. University of Baroda.
Nature of Exper�se in specifc func�onal area	He specializes in Audi�ng, Taxa�on, Corporate Advisory, Merger and Acquisi�on, Fund raising, Valua�on etc. He has been involved in and led mul�ple assignment of merger and acquisi�on and carried out accoun�ng and fnancial due diligence involved.
Experience	38 years
Terms and Condi�ons of appointment	Mr. Jayesh Mehta will be appointed as an Independent Director for the term of 5 (fve) consecu�ve years w.e.f., 30th May 2024 to 29th May 2029, subject to approval of the Members.
No. of Board Mee�ng a�ended during the year	NA
Number of shares held in the Company	Nil
Other directorships held including this listed en�ty	Integra Engineering India Limited
Chairman/Member in the Commi�ees of the Boards of this and other listed companies in which he is a Director	Nil
Rela�onship with other Directors / Manager & other KMP(s)	Not related
Jus�fca�on for appointment	Considering his vast knowledge, experience and exper�se, the Board of Directors are of the opinion that it would be in the interest of the Company to appoint him as a Non-Execu�ve Independent Director.

By order of the Board of Directors, For INTEGRA Engineering India Limited

Sd/Ravi Thanki Company Secretary (Membership No. ACS 60338)

Registered Office:

Chandrapura Village, Taluka: Halol–389 350 District: Panchmahals, Gujarat

Place: Halol Date: 30th May 2024

Annual Report 2023-24

42nd BOARD'S REPORT

INTEGRA ENGINEERING INDIA LIMITED

Regd. Office: P. O. Box No. 55, Chandrapura Village, Taluka Halol, District Panchmahals, Gujarat-389350, Tel. No. 02676-221555 • Fax: 02676-220887 • Email: [email protected] Website: www.integraengineering.in CIN: L29199GJ1981PLC028741

To,

The Members

Integra Engineering India Limited

Your Directors are pleased to present their Forty-second Board's Report together with the Audited Financial Statements for the financial year ended 31st March 2024

1. The state of the Company's Affairs including financial summary/ highlights

(Amount Rs. in lakhs)	(Amount Rs. in lakhs)	(Amount Rs. in lakhs)	(Amount Rs. in lakhs)	(Amount Rs. in lakhs)
Par�culars	Standalone		Consolidated
	2023-24	2022-23	2023-24	2022-23
Total Sales & Other Income Proft before Finance Cost, Deprecia�on and Taxes (Less): Finance Cost (Less): Deprecia�on & Amor�za�on Proft before Taxes (Less): Tax Expenses Proft for the year Other Comprehensive Income Total Comprehensive Income	14767.19 2504.90 (124.88) (277.83) 2102.19 (650.15) 1452.04 5.55 1457.59	13372.78 2199.82 (117.46) (216.07) 1866.29 (47.77) 1818.52 1.24 1819.77	14767.19 2504.90 (124.88) (277.83) 2102.19 (650.15) 1452.04 5.55 1457.59	13372.78 2199.82 (117.46) (216.07) 1866.29 (47.77) 1818.52 1.24 1819.77

All material accoun�ng policies and material transac�ons have been disclosed in notes on accounts to the financial statement as on 31st of March 2024.

5. Change in the nature of business

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

2. Dividend

In view of the need to conserve the resources of the Company, especially keeping in view of further capital investment into the infrastructure to support the growth of the Company, Directors of the Company do not recommend dividend for the year.

3. Reserves

The Company is not required to transfer any amount to its Reserves. Hence, the Company has not transferred any profits generated during the Financial Year 2023-24 to the General Reserve.

4. Report of frauds

There have been no instances of fraud reported by the Auditors under sec�on 143(12) of the Companies Act, 2013('the Act') and rules framed there under either to the Company or to the Central Government.

6. Material changes and commitments affec�ng the financial posi�on of the Company which have occurred between the end of the financial year of the Company to which the financial statements relate and the date of report

There have been no material changes and commitments affec�ng the financial posi�on of the Company which has occurred between the end of the financial year ended 31st March 2024 to which the Financial Statements relates and the date of signing of this report.

7. Details of significant and material orders passed by the Regulators or courts or tribunals impac�ng the going concern status and Company's opera�ons in future

No significant and material orders were passed by the regulators or courts or tribunals impac�ng the going concern status and Company's opera�ons in future during the financial year.

Annual Report 2023-24

8. Details in respect of adequacy of internal financial controls

The Company has appointed the internal auditor for ensuring adequacy of internal financial controls and your Board has taken adequate care for financial control.

9. Performance and financial posi�on of each of the subsidiaries, associates, and joint venture Companies

No Company has become or ceased to be subsidiary/Joint venture/Associate Company of the Company during the year. However, the Company has one associate Company i.e. “Integra Systems Private Limited”. Form AOC-1 in this regard is

10. Deposits

The Company has neither accepted nor renewed any deposit within the meaning of the Companies (Acceptance of Deposits) Rules, 2014.

11. Change in Share Capital, if any:

During the year under review, there was no change in share capital and accordingly the Paid-up Equity Share Capital of your Company con�nued to be Rs. 3,43,65,196 (Rupees three crores forty-three lakhs Sixty-five thousand and one hundred and ninety-six only) as of 31st March 2024.

12. Disclosure regarding issue of Equity Shares with differen�al rights:

The Company has not issued any Equity Shares with Differen�al rights as to dividend or vote during the year. Hence, details as per Rule 4(4) of Companies (Share Capital and Debentures) Rules, 2014 are not required to be reported.

13. Disclosure regarding issue of Employee Stock Op�on:

The Company has one Employee Stock Op�on Scheme viz Integra Engineering India Employees' Stock Op�on Plan 2015 which was approved by the Members by a special resolu�on at their Thirty-third Annual General Mee�ng held on 12th August 2015.

During the financial year 2023-24, there were no material changes in the Employees' Stock op�on plan of the Company. The Scheme is in compliance with the SEBI (Employee Stock Op�on Scheme and Employee Stock Purchase Scheme, Guidelines, 1999 as well as prevailing Regula�on 14 of SEBI (Share Based Employee Benefits and Sweat Equity) Regula�ons,2021

The Company has received a cer�ficate from M/s. Pantomath Capital Advisors (P) Ltd. that Integra Engineering India Employees' Stock Op�on Plan 2015 have been implemented in accordance with the SEBI Regula�ons and the resolu�on passed by the Members in their general mee�ng. The cer�ficate would be placed at the ensuing Annual General Mee�ng for inspec�on by the Members.

The Company received in-principle approval from BSE on 13th November, 2017.

The Board of Directors would like to inform that there was no material change in the Integra Engineering India Employees' Stock Op�on Plan 2015 as per Regula�on 14 Securi�es and Exchange Board of India (Share Based Employee Benefits and Sweat Equity) Regula�ons, 2021. Relevant applicable details men�oned under Part F of Schedule I of Securi�es and Exchange Board of India (Share Based Employee Benefits and Sweat Equity) Regula�ons, 2021 are available on the website of the Company www.integraengineering.in

Nomina�on and Remunera�on Commi�ee cons�tuted by the Board of Directors of the Company has at its mee�ng held on 22nd August 2017, granted, under the “Integra Engineering India Employees Stock Op�on Plan 2015”, 1,80,000 (One lac eighty thousand) Stock Op�ons represen�ng an equal number of equity shares of face value of Rs. 1/- each in the Company, at an exercise price of 36.

On 19th July 2022, the Board of Directors of the Company allo�ed 1,20,000 Equity shares of Rs. 1 each at an exercise price of Rs. 36/-, in view of exercise of op�on by immediate rela�ve of Late Mr. Utkarsh Pundlik.

14. Annual Return on website

Pursuant to Sec�on 92(3) read with Sec�on 134(3)(a) of the Act a copy of the Annual Return is placed on the website of the Company i.e. www.integraengineering.in

15. Disclosure regarding issue of Sweat Equity shares

During the year, the Company has not issued Sweat Equity shares. Hence, details as per Rule 8(13) of the Companies (Share Capital and Debentures) Rule, 2014 are not reported yet.

16. Conserva�on of energy, technology absorp�on and foreign exchange earnings and outgo

At Integra Engineering India Limited, with our new solar installa�on, we're harnessing the sun's boundless energy to power our opera�ons, all while reducing our carbon footprint. This innova�ve solu�on not only exemplifies our dedica�on to renewable energy but also underscores our role as pioneers in sustainable prac�ces.

By embracing clean electricity, we're not just reducing costs, but also taking tangible steps towards a greener, more sustainable future. With sustainability at the forefront of everything we do, we're proud to lead the charge towards a greener, more sustainable world.

The details of conserva�on of energy, technology absorp�on, foreign exchange earnings and outgo are a�ached herewith as Annexure-A

17. Corporate Social Responsibility (CSR)

The Corporate Social Responsibility (CSR) Commi�ee cons�tuted in terms of the provisions of Sec�on 135(1) of the Act reviewed and adopted CSR policy aligned with the ac�vi�es specified in Schedule VII of the Act.

Annual Report 2023-24

The amount required to be spent on CSR ac�vi�es during the year under review in accordance with Sec�on 135 of the Act worked out to be Rs. 26,45,334 for the year 2023-24. As against that the Company has spent Rs. 29,66,385 during the financial year.

The requisite details on CSR ac�vi�es pursuant to sec�on 135 of the Act read with the companies (CSR Policy) Rules, 2014 are a�ached as Annexure – B.

18. Directors:

A) Details of Appointment/resigna�on of Directors and Key Managerial Personnel

Mrs. Corinne Ruckstuhl was reappointed as a Re�ring Director by the members at their 41st Annual General Mee�ng held on 19th July 2023.

Resigna�ons of Director(s)/KMP(s) during financial year 2023-24:

(i) Mr. Bhargav Patel resigned from the posi�on of Independent Director of the Company w.e.f., close of business hours on 6th February 2024.
(ii) Mrs. Harneetkaur Anand resigned from the posi�on of Company Secretary and Compliance Officer (KMP) w.e.f., 3rd February 2024.

The Board placed on record its immense apprecia�on for their contribu�on during their respec�ve tenures.

Appointments of Director(s)/KMP(s) during financial year 2023-24:

(i) The Board in its mee�ng held on 1st June 2023, on recommenda�on of Nomina�on and Remunera�on Commi�ee, appointed Mr. Bharat Salhotra as the Independent Director of the Company. The members approved the appointment of Mr. Salhotra in the 41st AGM held on 19th July 2023.
(ii) The Board in its mee�ng held on 6th February 2024, on recommenda�on of Nomina�on and Remunera�on Commi�ee, appointed Mr. Ravi Thanki as the Company Secretary and Compliance Officer (KMP) w.e.f., 8th April 2024.

The Board of Directors in its mee�ng held on 30th May 2024, based on recommenda�on of the Nomina�on and Remunera�on Commi�ee, approved the appointment of Mrs. Komal Solomon (DIN: 02779923) and Mr. Jayesh Mehta (DIN: 10529297) as Addi�onal Director(s) of the Company up to the upcoming AGM and as a Non-execu�ve Independent Director(s) for a period of 5 (five) consecu�ve years, subject to approval of the members at the upcoming AGM.

B) Statement on declara�on given by independent directors under Sec�on 149(6) Of the Act

The Board of Directors hereby declares that all the independent directors duly appointed by the Company have given the declara�on and they meet the criteria of

independence as provided under Sec�on 149(6) of the Act.

C) Statement with regards to integrity, exper�se and experience of independent directors

Your Directors are of the opinion that the Independent Directors of the Company are of high integrity and suitable exper�se as well as experience (including proficiency)

D) Formal Annual Evalua�on

The Company has devised a policy for performance evalua�on of the Board, its commi�ees and individual Directors which include criteria for performance evalua�on of execu�ve directors and non-execu�ve directors. The Board has carried out an annual performance evalua�on of its own performance, the Directors individually as well as the evalua�on of the working of its commi�ees. The Board of Directors has expressed their sa�sfac�on with the evalua�on process.

A statement indica�ng the manner in which a formal annual evalua�on has been made by the Board of its own performance and that of its commi�ees and individual directors has been given in the Report of Corporate Governance.

19. Mee�ngs

A calendar of Mee�ngs is prepared and circulated in advance to the Directors.

During this year, six Board and five audit commi�ee mee�ngs were held, the details of which are given in the Corporate Governance Report.

The intervening gap between the Mee�ngs was within the period prescribed under The Act and The Securi�es Exchange Board of India (Lis�ng Obliga�ons and Disclosure Requirements) Regula�ons, 2015 ('LODR').

20. Details of establishment of vigil mechanism for directors and employees

The Company has framed vigil mechanism in terms of The Companies Act, 2013 read with Regula�on 22 of LODR and the same may be accessed on the Company's website. Further, every employee of the Company can directly report to the Chairman of the Audit Commi�ee when she / he becomes aware of any actual or possible viola�on of the Code or an event of misconduct, act of misdemeanor or act not in the Company's interest.

21. Par�culars of loans given, guarantees given, investments made and securi�es provided

Details of loans, guarantees and investments are within the limit of the provisions of Sec�on 186 of The Act as appearing in

22. Par�culars of contracts or arrangements with related par�es

Par�culars of contracts or arrangements with related par�es in Form AOC-2 are enclosed as per Annexure-C.

Annual Report 2023-24

23. Managerial Remunera�on

Disclosures pursuant to Sec�on 197(12) of The Companies Act, 2013 read with Rule 5(1), 5(2) and 5(3) of The Companies (Appointment and Remunera�on of Managerial Personnel) Rules, 2014 are enclosed herewith as per Annexure-D.

24. Auditors

Statutory Auditors

M/s. CNK & Associates LLP, Chartered Accountants, have been appointed as Statutory Auditors of the Company from the conclusion of the 38th Annual General Mee�ng held on 12th August 2020, to hold office up to the conclusion of 43rd Annual General Mee�ng to be held in 2025.

Internal Auditors

M/s. Shah and Shah Associates, Chartered Accountants, Vadodara have been appointed as Internal Auditors of the Company in terms of Sec�on 138 of The Companies Act, 2013 and rules framed thereunder, for the Financial Year 2024-25 by the Board of Directors, upon recommenda�on of the Audit Commi�ee.

Secretarial Auditors

M/s. Devesh Pathak & Associates, Prac�cing Company Secretaries, Vadodara, Gujarat, were appointed as Secretarial Auditors, to carry out Secretarial Audit of the Company as per provisions of Sec�on 204 of The Companies Act, 2013 as well as to issue of Annual Secretarial Compliance cer�ficate pursuant to Regula�on 24A of LODR. The Secretarial Audit Report and Annual Secretarial Compliance Report have been annexed to this Report as per Annual Annexure- E & F respec�vely.

Explana�on or Comments on disqualifica�ons, reserva�ons, adverse remarks or disclaimers in the Auditor's Reports;
Neither the Statutory Auditors nor the Secretarial Auditors of the Company in their respec�ve dra� reports, have made any qualifica�ons, reserva�ons, adverse remarks or disclaimers. Accordingly, no explana�ons/ comments thereon are required to be furnished.

The Company has been following the principles and prac�ces of good Corporate Governance and has ensured compliance of the requirements under LODR.

A detailed report on Corporate Governance as required under Regula�on 34 read with Part C OF Schedule V to LODR is appended along with the Corporate Governance Cer�ficate, issued by M/s. Devesh Pathak & Associates, Prac�cing Company Secretaries, Vadodara, Gujarat, the Secretarial Auditors, confirming the compliance of condi�ons on Corporate Governance forming part of the Board's Report as per Annexure-G.

26. Management Discussion and Analysis Report

A report on Management Discussion and Analysis, as required in terms of Regula�on 34(2) of LODR forms part of this Report. It deals with the Business Opera�ons and Financial Performance, Research & Development Expansion & Diversifica�on, Risk Management, Marke�ng Strategy, Safety & Environment, Human Resource Development, etc. enclosed as per Annexure-H.

27. Risk management

The Management has put in place adequate and effec�ve system and manpower for the purposes of risk management. In the opinion of the Board, there are no risks which would threaten the existence of the Company.

28. Directors' Responsibility Statement

In terms of Sec�on 134(3)(c) read with 134(5) of the Act, your Directors would like to state:

a) that in the prepara�on of the annual accounts, the applicable accoun�ng standards had been followed along with proper explana�on rela�ng to material departures;
b) that the directors had selected such accoun�ng policies and applied them consistently and made judgments and es�mates that are reasonable and prudent so as to give a true and fair view of the state of affairs of the Company at the end of the financial year and of the profit and loss of the Company for that period;
c) that the directors had taken proper and sufficient care for the maintenance of adequate accoun�ng records in accordance with the provisions of this Act for safeguarding the assets of the Company and for preven�ng and detec�ng fraud and other irregulari�es;
d) that the directors had prepared the annual accounts on a going concern basis;
e) that the directors had laid down internal financial controls to be followed by the Company and that such internal financial controls are adequate and were opera�ng effec�vely and
f) that the directors had devised proper systems to ensure/ compliance with the provisions of all applicable laws and that such systems were adequate and opera�ng effec�vely.

29. Disclosure under the Sexual Harassment of Women at Workplace (Preven�on, Prohibi�on and Redressal) Act, 2013

The Company has zero tolerance towards sexual harassment at the workplace and towards this end, has adopted a policy in line with provisions of Sexual Harassment of Women at Workplace (Preven�on, Prohibi�on and Redressal) Act, 2013 and rules framed thereunder. All employees (permanent, contractual, temporary, trainees) are covered under the said policy. Internal Complaints Commi�ee has also been set up to redress complaints received on sexual harassment.

Annual Report 2023-24

During the year under review, no complaint was reported to the Board and accordingly, the Company has no informa�on to report on filing and disposal of the cases pursuant to Sec�on 22 of the said Act.

30. Directors Training & Familiariza�on

The Directors are regularly informed during the mee�ngs of the Board and the Commi�ees, of the ac�vi�es of the Company, its opera�ons and issues faced by the Engineering Industry. Considering the long associa�on of the Directors with the Company and their seniority and exper�se in their respec�ve areas of specializa�on and knowledge of the engineering industry, their training and familiariza�on were conducted in the below men�oned areas:

The Roles, Rights, Responsibili�es and Du�es of Independent Directors
Business Development Strategy and Plans
Changes in the Securi�es Exchange Board of India (Prohibi�on of Insider Trading) Regula�ons, 2015
Changes in the Securi�es Exchange Board of India (Lis�ng Obliga�ons and Disclosure Requirements) Regula�ons, 2015

31. Audit Commi�ee

The Audit Commi�ee of the Board consists of Four Independent and One Non-Execu�ve Non-Independent Director.

The composi�on, role, terms of reference as well as power of the Audit Commi�ee are in accordance with the provisions of Regula�on 18 of LODR and Sec�on 177 of The Act and Rules framed thereunder.

The details of all related party transac�ons are placed periodically before the Audit Commi�ee. All the recommenda�ons made by the Audit Commi�ee were accepted by the Board. The Company has in place a Vigil Mechanism; details of which are available on the Company's website. The details rela�ng to the same are given in the report on Corporate Governance forming part of this Report.

32. Nomina�on and Remunera�on Policy

Your Board has adopted a Nomina�on and Remunera�on Policy as required by Sec�on 178 of The Act. The Policy provides for the appointment and removal of Directors, Key Managerial Personnel and Senior Management employees and their remunera�on. The terms of reference of the Nomina�on and Remunera�on Commi�ee are given in the Report on Corporate Governance under the sec�on “Nomina�on and Remunera�on Commi�ee”.

33. Nomina�on and Remunera�on Commi�ee

In compliance with Sec�on 178 of The Act, Your Company has in place a “Nomina�on and Remunera�on Commi�ee”.

The powers, role and terms of reference of the Nomina�on and Remunera�on Commi�ee cover the areas as contemplated under Regula�on 19 of LODR and Sec�on 178 of The Act, and Rules and Regula�ons, framed thereunder, besides other terms as may be referred by the Board of Directors. The terms of reference of the Nomina�on and Remunera�on Commi�ee, number and dates of mee�ng held, a�endance of the Directors and remunera�on paid to them are given separately in the a�ached Corporate Governance Report under the sec�on “Commi�ees of the Board”.

34. Maintenance of Cost Records

The Company had appointed the Cost Auditor in the Financial Year 2023-24 as the Company was required to get the cost records audited pursuant to Sec�on 148(1) of the Act and the Company.

35. Secretarial Standards

In terms of clause no. 9 of revised SS-I (Revised Secretarial Standards on Mee�ng of Board of Directors effec�ve from 01.10.2017), your directors state that the Company has been compliant of applicable Secretarial Standards during the year under review.

36. No applica�on/ proceeding under IBC

Neither any applica�on is made, nor any proceeding is pending under the Insolvency and Bankruptcy Code, 2016 (IBC) during the year under review and accordingly the Company has no informa�on to offer in this regard.

37. No one �me se�lement

The Company has not undergone any one-�me se�lement and accordingly the Company has no informa�on to offer in respect of the difference between the amount of the valua�on at the �me of one-�me se�lement and the valua�on date while taking loan, if any.

38. Acknowledgements

The Directors express their gra�tude to Integra Holding AG, Switzerland, the Holding Company, for its con�nuous support and thank the Company's employees, customers, vendors, and other shareholders.

A special thank goes to the commendable performance by the Government of India, Government of various states in India, Government of various countries and concerned departments.

FOR AND ON BEHALF OF THE BOARD OF DIRECTORS, INTEGRA Engineering India Limited

Sd/Corinne Ruckstuhl Chairperson & Non-Execu�ve Director DIN: 03531399 Place: Halol Date: 30th May 2024

Annual Report 2023-24

ANNEXURE - A

Par�culars regarding Conserva�on of Energy, Technology Absorp�on and Foreign Exchange Income and Outgo as per rule 8(3) of The Companies (Accounts) Rules, 2014:

(A) Conserva�on of energy:

(i)	The steps taken or impact on conserva�on of energy	Nil
(ii)	The steps taken by the Company for u�lizing alternate sources of energy	Installa�on of 550Kw Solar Roo�op System.
(iii)	The capital investment on energy conserva�on equipment	Nil

(B) Technology absorp�on:

(i)	The Eforts made towards technology absorp�on	The Company has invested in new manufacturing equipment of the latest technology. Further the Company has been taking internal steps to mo�vate its employees.
(ii)	Benefts derived as a result of the above eforts, e.g., product improvement, cost reduc�on, product development, import subs�tu�on, etc.	More efcient produc�on and cost efec�veness are achieved with the latest produc�on technology. Higher quality and customer sa�sfac�on also beneft the company.
(iii)	In case of imported technology (imported during the last 3 years reckoned from the beginning of the fnancial year): (a) Details of technology imported. (b) Year of import (c) Whether the technology has been fully absorbed (d) If not fully absorbed, areas where absorp�on has not taken place, and the reasons thereof.	N.A.
(iv)	The Expenditure incurred on Research and Development	Nil

(C) Foreign exchange earnings and Outgo

(C) Foreign exchange earnings and Outgo
Par�culars	Amount (INR)
Foreign Exchange earned in terms of actual infows during the year	23-24: 8,01,28,130 22-23: 2,11,41,938
Foreign Exchange outgo during the year in terms of actual ou�lows	23-24: 1,95,77,155 22-23: 1,32,26,198

Annual Report 2023-24

Shaping a brighter future:

Integra Engineering India Limited leading the charge in solar panel installa�ons for a sustainable tomorrow.

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Annual Report 2023-24

ANNEXURE- B

Annual Report on Corporate Social Responsibility (CSR) Ac�vi�es 2023-24

1. BRIEF OUTLINE ON CSR POLICY OF THE COMPANY:

At INTEGRA Engineering India Limited, we hold a firm belief in the significance of giving back to society and ensuring that our opera�ons posi�vely impact our surroundings. Guided by the principles of Corporate Social Responsibility (CSR) as enshrined in the Companies Act, 2013, we are commi�ed to upholding ethical prac�ces and contribu�ng to the be�erment of our communi�es. This report highlights our CSR ac�vi�es, focusing on ini�a�ves aligned with Schedule VII of the Companies Act, 2013, with a par�cular emphasis on:

(ii) Promo�ng educa�on, including special educa�on and employment enhancing voca�on skills especially among children, women, elderly and the differently abled and livelihood enhancement projects.

The CSR policy and CSR annual ac�on plan are available at the website of the Company.

COMPOSITION OF CSR COMMITTEE:

Sr. No.	Name of Director	Designa�on / Nature of Directorship	Number of mee�ngs of CSR Commi�ee held during the year	Number of mee�ngs of CSR Commi�ee a�ended during the year
1	Corinne Ruckstuhl	Chairperson/Non-Execu�ve Director	2	1
2	Adrian Oehler	Non-Execu�ve Director	2	2
3	Mahendra Bhogilal Sanghvi	Independent Director	2	2

3. Provide the web-link where Composi�on of CSR commi�ee, CSR Policy and CSR projects approved by the board are disclosed on the website of the company.

For Composi�on of CSR Commi�ee: h�ps://integraengineering.in/userfiles/investor_file/1715921363.pdf For CSR Policy: h�ps://integraengineering.in/assets/pdf/policy/csr_policy.pdf

For CSR Projects: h�ps://integraengineering.in/sustainability/index/csr

4. Provide the execu�ve summary along with web-link(s) of Impact Assessment of CSR Projects carried out in pursuance of sub-rule (3) of rule 8, if applicable.

Not Applicable - as the Company does not have an average CSR obliga�on of Rs. 10 Crores or more in the three immediately preceding financial years.

5. (a) Average net profit of the company as per sub-sec�on (5) of sec�on 135. ₹ 13,22,66,688/-

(b) Two percent of average net profit of the company as per sub-sec�on (5) of sec�on 135. ₹ 26,45,334/-
(c) Surplus arising out of the CSR projects or programmes or ac�vi�es of the previous financial years. ₹ Nil
(d) Amount required to be set off for the financial year, if any.

₹ Nil

Annual Report 2023-24

(e) Total CSR obliga�on for the financial year [(b)+(c)-(d)]. ₹ 26,45,334/-

6. (a) Amount spent on CSR Projects (both Ongoing Project and other than Ongoing Project). ₹ 28,34,385/-

(b) Amount spent in Administra�ve Overheads. ₹ 1,32,000/-
(c) Amount spent on Impact Assessment, if applicable. Not Applicable
(d) Total amount spent for the Financial Year [(a)+(b)+(c)].
- ₹ 29,66,385/-
(e) CSR amount spent or unspent for the Financial Year:

Total Amount Spent for the Financial Year (in ) ₹	Amount Unspent (in ) ₹	Amount Unspent (in ) ₹	Amount Unspent (in ) ₹	Amount Unspent (in ) ₹	Amount Unspent (in ) ₹
	Total Amount transferred to Unspent CSR Account as per sub-sec�on (6) of sec�on 135.		Amount transferred to any fund specifed under Schedule VII as per second proviso to sub-sec�on (5) of sec�on 135.
29,66,385/-	Amount	Date of transfer	Name of the Fund	Amount	Date of transfer
	0	N.A.	N.A.	0	N.A.

(f) Excess amount for set-off, if any.

Sr. No.	Par�cular	Amount (in ) ₹
(1)	(2)	(3)
(i)	Two percent of average net proft of the Company as per sub-sec�on (5) of sec�on 135	26,45,334
(ii)	Total amount spent for the fnancial Year	29,66,385
(iii)	Excess amount spent for the fnancial year [(ii)-(i)]	3,21,051
(iv)	Surplus arising out of the CSR projects or programmes or ac�vi�es of the previous fnancial years, if any	N.A.
(v)	Amount available for set-of in succeeding fnancial years [(iii) – (iv)]	3,21,051

7. Details of Unspent Corporate Social Responsibility amount for the preceding three Financial Years:

1	2	3	4	5	6	6	7	8
Sr. No.	Preceding Financial Year (s)	Amount transferred to Unspent CSR Account under sub-sec�on (6) of sec�on 135 (in ) ₹	Balance Amount in Unspent CSR Account under sub-sec�on (6) of sec�on 135 (in ) ₹	Amount spent in the Financial Year (in ) ₹	Amount transferred to a Fund as specifed under Schedule VII as per second proviso to sub- sec�on (5) of sec�on 135, if any		Amount remaining to be spent in succeeding Financial Years (in ) ₹	Defciency, if any
					Amount (in ) ₹	Date of transfer
----- Not Applicable -----

----- Not Applicable -----

Annual Report 2023-24

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

Yes No

If Yes, enter the number of Capital assets created/ acquired

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

Sr. No.	Short par�culars of the property or asset (s) [including complete address and loca�on of the property]	Pin code of the property or asset(s)	Date of crea�on	Amount of CSR amount spent	Details of en�ty/ Authority/ benefciary of the registered owner	Details of en�ty/ Authority/ benefciary of the registered owner	Details of en�ty/ Authority/ benefciary of the registered owner
(1)	(2)	(3)	(4)	(5)	(6)
					CSR Registra�on Number, if applicable	Name	Registered Address

(All the fields should be captured as appearing in the revenue record, flat no, house no, Municipal Office/Municipal Corpora�on/ Gram panchayat are to be specified and also the area of the immovable property as well as boundaries)

9. Specify the reason(s), if the company has failed to spend two per cent of the average net profit as per subsec�on (5) of section 135: - Not Applicable.

For Integra Engineering India Limited

Sd/Corinne Ruckstuhl Chairperson - CSR Commi�ee DIN: 03531399

Sd/Bhavin Kariya

Annual Report 2023-24

Glimpses CSR Ac�vi�es in FY 23-24

Providing & Laying China Mosaic Tiles Terrace at Primary School

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Providing & Laying PCC and Vitrified Tiles and Fi�ng of Aluminum frame windows

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Structure paint work Outside & Interior

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Annual Report 2023-24

ANNEXURE- C

[Pursuant to clause (h) of sub sec�on (3) of sec�on 134 of the Act & rule 8(2) of the Companies (Accounts) Rule, 2014] (1) Details of material contracts or arrangements or transac�ons not at arm length basis - N.A. (2) Details of material contracts or arrangements or transac�on at arms length basis.

						(Amount in Lakhs)	(Amount in Lakhs)	(Amount in Lakhs)
Sr. No.	Name of the Related Party	Nature of Rela�onship	Nature of Contracts /arrangements /transac�ons	Dura�on of Contracts /arrangements /transac�ons	Salient Terms of Contracts /arragements /transac�ons	Value of Contracts /arragements /transac�ons	Date of Approval by board	Amount Paid as an advance, if any
1	Shaily Engineering Plas�cs Ltd	Mr. Mahendra Sanghvi, director of the Company is Managing Director of “Shaily Engineering Plas�cs Ltd”	Purchase of Materials	One Year	60 Days Direct Credit	44.71	11/05/2023	NIL
2	Peass Industrial Engineers Pvt Ltd	Mr. Bhargav Patel, director of the Company (up to 06.02.24) is director of “Peass Industrial Engineers Pvt. Ltd”	Sale of materials	One Year	30 Days Direct Credit	NIL	11/05/2023	NIL
3	Aqametro Oil & Marine AG (Formerly known as Aquametro AG) Switzerland	Fellow Subsidiary (Mr. Adrian Oehler and Mrs. Corinne Ruckstuhl are directors of Aqametro Oil & Marine AG.)	Purchase of Materials	One Year	30 Days Direct Credit	16.10	11/05/2023	NIL
			Management Contract			96.03		NIL
4	Integra Systems Pvt Ltd (ISPL)	Associate Company (Mr. Adrian Oehler, Mrs. Corinne Ruckstuhl and Mr. Bhavin Kariya, directors of the Company are directors of ISPL.)	Rent Received	One Year	30 Days Direct Credit	NIL	11/05/2023	NIL
5	Integra Metering S.A.S	Fellow Subsidiary (Mr. Adrian Oehler is the Vice President & a Board member of Integra Metering AG	Sale of Services	One Year	30 Days Direct Credit	Nil	11/05/2023	NIL
6	Integra Holding AG, Switzerland	Holding Company (Mr. Adrian Oehler is the CEO and Mrs. Corinne Ruckstuhl is the Deputy CEO of Integra HoldingAG.)	Reimbursement of Expenses	One Year	30 Days Direct Credit	4.62	11/05/2023	NIL
7	Integra Management and Finanz AG, Switzerland	Fellow Subsidiary (Mr. Adrian Oehler is the President if Integra Management and Finanz AG.	Reimbursement of Expenses	One Year	30 Days Direct Credit	35.83	11/05/2023	NIL
8	Integra Metering AG	Fellow Subsidiary (Mr. Adrian Oehler is the Vice President of Integra Metering AG	Management Contract	One Year	30 Days Direct Credit	27.31	11/05/2023	NIL

For INTEGRA Enginering India Limited For INTEGRA Enginering India Limited Sd/Sd/Corinne Rucksuhl Adrian Oehler Chairperson & Non-Execu�ve Director Non-Execu�ve Director DIN: 03531399 DIN: 00360332

Annual Report 2023-24

ANNEXURE- D

Disclosure in the Board's Report under Rule 5 of Companies (Appointment & Remunera�on) of Managerial Personnel Rules, 2014

	Name of Directors and KMPs	The Ra�o of the remunera�on of each Directors to the median remunera�on of the employees of the company for the fnancial year 2023-24	The Percentage increase in remunera�on of each Director, and KMPs, if any in the fnancial year 2023-24	The Percentage increase in remunera�on of each Director, and KMPs, if any in the fnancial year 2023-24
(i) & (ii)	Mrs. Corinne Ruckstuhl [Chairperson and Non-Execu�ve Ofce]	Note 1	Note 1
	Mr. Adrian Oehler [Non-Execu�ve Ofce]	Note 1	Note 1
	Mr. Shalin Diva�a [Independent Director]	Note 1	Note 1
	Mr. Rahul Divan [Independent Director]	Note 1	Note 1
	Mr. Bhargav Patel [Independent Director] (up to 06.02.2024)	Note 1	Note 1
	Mr. Mahendra Sanghvi [Independent Director]	Note 1	Note 1
	Mr. Bharat Salhotra [Independent Director] (w.e.f., 01.06.2023)	Note 1	Note 1
	Mr. Bhavin Kariya [Chief Execu�ve Ofcer]	NA	9.68%
	Mr. Kunal Thakrar [Chief Financial Ofcer]	NA	20.00%
	Mrs. Harneetkaur Anand [Company Secretary] (up to 03.02.2024)	NA	10.16%
(iii)	Percentage increase in the median remunera�on of employees in the fnancial year 2023-24 compared to 2022-23			14.07%
(iv)	Number of permanent employees on the rolls of the company as on 31.03.2024			208
	Average percen�le increase in salaries of Employees other than managerial personnel in the last fnancial year			14.31%
(v)	Comparison between average percen�le increase in salaries of Employees other than managerial personnel in the last fnancial year and percen�le increase in the Managerial Remunera�on and Jus�fca�on if there are any excep�onal circumstances for increase in Managerial Remunera�on			Other Than Mgr = 14.31% Managers = 15.67%

Rule 5(2) and 5(3) of The Companies (Appointment and Remunera�on of Managerial Personnel) Rules, 2014 are not applicable to the Company as no employee is in receipt of the remunera�on exceeding the limits specified in Rule 5(2)

It is hereby affirmed that the remunera�on is as per the remunera�on policy of the Company.

Note 1: Details of commission and si�ng fees paid to Independent Directors and Non-execu�ve Directors during the financial year forms part of the Corporate Governance Report. The payment of Commission within the overall ceiling of 1% of net profit of the Company was approved by the members at 41st AGM.

Annual Report 2023-24

ANNEXURE– E

Form No. MR-3

SECRETARIAL AUDIT REPORT

FOR THE FINANCIAL YEAR ENDED 31ST MARCH, 2024 [Pursuant to sec�on 204(1) of the Companies Act, 2013 and rule No.9 of the Companies (Appointment and Remunera�on of Managerial Personnel) Rules, 2014]

To, The Members, INTEGRA ENGINEERING INDIA LIMITED Post Box No.55, Chandrapura village, Taluka Halol, Panchmahals, Gujarat-389350

We have conducted the secretarial audit of the compliance of applicable statutory provisions and the adherence to good corporate prac�ces by the Company. Secretarial Audit was conducted in a manner that provided us a reasonable basis for evalua�ng the corporate conducts/statutory compliances and expressing our opinion thereon. Based on our verifica�on of the INTEGRA ENGINEERING INDIA LIMITED books, papers, minute books, forms and returns filed and other records maintained by the Company and also the informa�on provided by the Company, its officers, agents and authorized representa�ves 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 31st March, 2024 complied with the statutory provisions listed hereunder and also that the Company has proper Boardprocesses and compliance-mechanism in place to the extent, in the manner and subject to the repor�ng made hereina�er:

We have examined the books, papers, minutes books, forms and returns filed and other records maintained by the Company for the financial year ended on 31st March, 2024 according to the provisions of:

(i) The Companies Act, 2013 ('the Act') and the rules made thereunder;
(ii) The Securi�es Contracts (Regula�on) Act, 1956 ('SCRA') and the rules made thereunder;
(iii) The Depositories Act, 1996 and the Regula�ons and Bye-laws framed thereunder;

(iv) Foreign Exchange Management Act, 1999 and the rules and regula�ons made thereunder to the extent of Foreign Direct Investment, Overseas Direct Investment and External Commercial Borrowings;

 - (c) The Securi�es and Exchange Board of India (Issue of Capital and Disclosure Requirements) Regula�ons, 2009; [Presently: Securi�es and Exchange Board of India (Issue of Capital and Disclosure Requirements) Regula�ons, 2018]

 - (d) The Securi�es and Exchange Board of India (Employee Stock Op�on Scheme and Employee Stock Purchase Scheme) Guidelines, 1999; [Presently: Securi�es and Exchange Board of India (Share Based Employee Benefits and Sweat Equity) Regula�ons, 2021]

 - (e) The Securi�es and Exchange Board of India (Issue and Lis�ng of Debt Securi�es) Regula�ons, 2008 [ Presently: Securi�es and Exchange Board of India (Issue and Lis�ng of Non- Conver�ble Securi�es) Regula�ons, 2021]

 - (f) The Securi�es and Exchange Board of India (Registrars to an Issue and Share Transfer Agents) Regula�ons, 1993 regarding the Companies Act and dealing with client;

 - (g) The Securi�es and Exchange Board of India (Delis�ng of Equity Shares) Regula�ons, 2009 [Presently: Securi�es and Exchange Board of India (Delis�ng of Equity Shares) Regula�ons, 2021]; and

 - (h) The Securi�es and Exchange Board of India (Buyback of Securi�es) Regula�ons, 1998 [Presently: Securi�es and Exchange Board of India (Buy Back of Securi�es) Regula�ons, 2018];

(vi) Having regard to the products and processes of the Company as also having regard to the compliance system prevailing in the Company and on examina�on of the relevant documents and records in pursuance thereof on test check basis, we further report that the Company has complied with the following laws applicable specifically to the Company:
- (a) Water (Preven�on and Control of Pollu�on) Act, 1974
- (b) Air (Preven�on and Control of Pollu�on) Act, 1981
- (c) Hazardous Waste (Management and Handling) Rules, 1989

(v) The following Regula�ons and Guidelines prescribed under the Securi�es and Exchange Board of India Act, 1992 ('SEBI Act'):-
(a) The Securi�es and Exchange Board of India (Substan�al Acquisi�on of Shares and Takeovers) Regula�ons, 2011;
(b) The Securi�es and Exchange Board of India (Prohibi�on of Insider Trading) Regula�ons, 1992; [Presently: Securi�es and Exchange Board of India (Prohibi�on of Insider Trading) Regula�ons, 2015]
We have also examined compliance with the applicable clauses of the following:
i. (Mandatory) Secretarial Standards issued by The Ins�tute of Company Secretaries of India.
ii. The Lis�ng Agreements entered into by the Company with BSE Ltd. [including Securi�es and Exchange Board of India (Lis�ng Obliga�ons and Disclosure Requirements) Regula�ons, 2015 ('LODR')

Annual Report 2023-24

We further report that

The Board of Directors of the Company is duly cons�tuted with proper balance of Execu�ve Directors, Non-Execu�ve Directors and Independent Directors.

Adequate no�ce is given to all directors to schedule the Board Mee�ngs, agenda and detailed notes on agenda were sent at least seven days in advance, and a system exists for seeking and obtaining further informa�on and clarifica�ons on the agenda items before the mee�ng and for meaningful par�cipa�on at the mee�ng.

Majority decision is carried through while the dissen�ng members' views are captured and recorded as part of the minutes.

We further report that there are adequate systems and processes in the Company commensurate with the size and opera�ons of the Company to monitor and ensure compliance with applicable laws, rules, regula�ons and guidelines.

We further report (by way of informa�on) that during the audit period, the Company has:

(a) The Company has not issued any securi�es during the period under review and accordingly
The Securi�es and Exchange Board of India (Issue of Capital and Disclosure Requirements) Regula�ons, 2018
The Securi�es and Exchange Board of India (Share Based Employee Benefits and Sweat Equity) Regula�ons, 2021
The Securi�es and Exchange Board of India (Issue and Lis�ng of Non-Conver�ble Securi�es) Regula�ons, 2021

were not applicable during the audit period.

(b) The Company has neither got delisted nor bought back any security of the Company and accordingly
Securi�es and Exchange Board of India (Delis�ng of Equity shares), Regula�ons, 2021, and
Securi�es and Exchange Board of India (Buyback of Securi�es) Regula�ons, 2018
were not applicable during the audit period.
(c) Members of the Company at their Annual General Mee�ng held on 19th July, 2023 inter-alia approved
Ra�fica�on of remunera�on to Mr. Divyesh Vagadiya, prac�cing Cost Accountant, for the Financial Year 2023-24 (Ordinary Resolu�on)
Approval to appointment of Mr. Bharat Salhotra as Nonexecu�ve Independent Director (Special Resolu�on)
Payment of commission to Mr. Shalin Diva�a, Mr. Rahul Divan, Mr. Bhargav Patel and Mr. Mahendra Sanghavi, Non-Execu�ve Independent Directors as well as Mrs. Corinne Chris�na Ruckstuhl and Mr. Adrian Manuel Oehler, Non-Execu�ve Non- Independent Directors, within the overall ceiling limit of 1% of net profits of the Company with effect from the financial year ended on 31st March, 2023 (Ordinary Resolu�on)
Payment of commission to Mr. Bharat Salhotra, Nonexecu�ve Independent Director within the overall ceiling limit of 1% of net profits of the Company with effect from the financial year ended on 31st March, 2024. (Ordinary Resolu�on)
Revision in authority of the Board of Directors to borrow upto Rs. 50 crores pursuant to Sec�on 180 (1)(c) of the Act (Special Resolu�on)
Revision on authority of the Board of Directors for crea�on/ modifica�on of mortgage/charge etc. on the assets of the Company pursuant to Sec�on 180(1)(a) of the Act (Special Resolu�on).
(d) In view of the resigna�on of Mrs. Harneet Kaur Anand as a Company Secretary and Compliance Officer effec�ve from the close of working hours on 3rd February, 2024, there was no Company Secretary and Compliance Officer as at 31st March, 2024. However, subsequently, the Board of Directors of the Company at its mee�ng held on 6th February, 2024 appointed Mr. Ravi Bipinchandra Thanki as Company Secretary and Compliance Officer effec�ve from 8th April, 2024. Thus filling up of vacancy of the Company Secretary and Compliance Officer is in compliance with sec�on 203(4) of the Act read with Regula�on 6(1A) of LODR.

For Devesh Pathak & Associates Sd/- CS Devesh A. Pathak Founder FCS 4559 CoP No.: 2306 PR: 1412/2021 Firm Regn. No.: S2018GJ621500 UDIN: F004559F000494059 Place: Vadodara Date: 30th May, 2024

Note: This report is to be read with our le�er of even date which is enclosed as forming integral part of this report.

Annual Report 2023-24

30th May, 2024

To, The Members, INTEGRA ENGINEERING INDIA LIMITED Post Box No.55, Chandrapura village, Taluka Halol, Panchmahals, Gujarat-389350

Ref: Secretarial Audit Report dated 30th May, 2024 pursuant to Sec�on 204(1) of the Companies Act, 2013 read with Rule 9 of the Companies (Appointment and Remunera�on of Managerial Personnel) Rules, 2014.
Maintenance of secretarial records is the responsibility of management of the Company. Our responsibility is to express an opinion on these secretarial records based on our audit.
We have followed the audit prac�ces and the processes as were appropriate to obtain reasonable assurance about the correctness of the contents of the secretarial records. The verifica�on was done on the test basis to ensure that correct facts are reflected in secretarial records. We believe that the process and the prac�ces we followed provided reasonable basis for our opinion.
We have not received an Independent Auditor's Report and Audited Financial Statement for the financial year ended on 31st March, 2024 and accordingly, we have relied upon the Unaudited Financial Statement and Management Representa�on provided by the Company on the ma�er.
We have not verified the correctness and appropriateness of financial records and books of Accounts of the Company and have relied upon the Unaudited Financial Statement and Management Representa�on provided by the Company on the ma�er.
The compliance of the provisions of corporate and other applicable laws, rules, regula�ons, standards, is the responsibility of management. Our examina�on was limited to the verifica�on of procedures on test basis.
Secretarial Audit Report is neither an assurance as to the future viability of the Company nor of the efficacy or effec�veness with which the management has conducted the affairs of the Company.

For Devesh Pathak & Associates Prac�sing Company Secretaries

Sd/- CS Devesh A. Pathak Founder FCS 4559 CoP No.: 2306 PR: 1412/2021 Firm Regn. No.: S2018GJ621500 UDIN: F004559F000494059

Place: Vadodara Date: 30th May, 2024

Annual Report 2023-24

ANNEXURE– F

Secretarial compliance report of INTEGRA ENGINEERING INDIA LIMITED for the year ended 31.03.2024

We, Devesh Pathak & Associates, Prac�sing Company Secretaries have examined:

(a) all the documents and records made available to us and explana�on provided by INTEGRA ENGINEERING INDIA LIMITED (“the listed en�ty”),
(b) the filings/ submissions made by the listed en�ty to the stock exchanges,
(c) website of the listed en�ty,
(d) any other document/ filing, as may be relevant, which has been relied upon to make this report,

for the year ended 31st March, 2024 ('Review period') in respect of compliance with the provisions of:

(a) the Securi�es and Exchange Board of India Act, 1992 (“SEBI Act”) and the Regula�ons, circulars, guidelines issued thereunder; and
(b) the Securi�es Contracts (Regula�on) Act, 1956 (“SCRA”), rules made thereunder and the Regula�ons, circulars, guidelines issued thereunder by the Securi�es and Exchange Board of India (“SEBI”);

The specific Regula�ons, whose provisions and the circulars/guidelines issued thereunder, have been examined, include: -

(a) Securi�es and Exchange Board of India (Lis�ng Obliga�ons and Disclosure Requirements) Regula�ons, 2015;
(b) Securi�es and Exchange Board of India (Issue of Capital and Disclosure Requirements) Regula�ons, 2018;
(c) Securi�es and Exchange Board of India (Substan�al Acquisi�on of Shares and Takeovers) Regula�ons, 2011;
(d) Securi�es and Exchange Board of India (Buyback of Securi�es) Regula�ons, 2018;
(e) Securi�es and Exchange Board of India (Share Based Employee Benefits and Sweat Equity) Regula�ons, 2021
(f) Securi�es and Exchange Board of India (Issue and Lis�ng of Non-Conver�ble Securi�es) Regula�ons,2021;
(g) Securi�es and Exchange Board of India (Prohibi�on of Insider Trading) Regula�ons, 2015;(other regula�ons as applicable) Securi�es and Exchange Board of India (Depositories and Par�cipants) Regula�ons, 2018; and circulars/guidelines issued thereunder:

(Note: The aforesaid list of Regula�ons is only illustra�ve. The list of all SEBI Regula�ons, as may be relevant and applicable to the listed en�ty for the review period, shall be added.)

And based on the above examina�on, we hereby report that, during the Review Period:

a) The listed en�ty has complied with the provisions of the above Regula�ons and circulars/ guidelines issued thereunder, except in respect of ma�ers specified below :-

SR. NO.	Compliance Requirement (Regula�ons/ circulars/ guidelines including specifc clause)	Regula�on/ Circular No.	Devia�on	Ac�on Taken by	Type of Ac�on	Details of Viola�on	Fine Amount	Observa�ons/ Rem arks of the Prac�cing Company Secretary	Management Response	Remarks
					Advisory/ Clarifca�on/ Fine/ Show Cause No�ce/ Warning, etc.
No observa�on

Annual Report 2023-24

(b) The listed en�ty has taken the following ac�ons to comply with the observa�ons made in previous reports:

Sr. No.	Observa�ons/ Remarks of the Prac�cing Company Secretary in the previous reports	Observa�ons made in the secretarial compliance report for the year ended 31st March, 2023	Compliance Requirement (Regula�ons/circulars/ guidelines including specifc clause)	Details of viola�on / devia�ons and ac�ons taken / penalty imposed, if any, on the listed en�ty	Remedial ac�ons, if any, taken by the listed en�ty	Comments of the PCS on the ac�ons taken by the listed en�ty
No observa�on

(Note:

1. Provide the list of all the observa�ons in the report for the previous year along with the ac�ons taken by the listed en�ty on those observa�ons.

2. Add the list of all observa�ons in the reports pertaining to the periods prior to the previous year in case the en�ty has not taken sufficient steps to address the concerns raised/ observa�ons.

E.g. In the report for the year ended 31st Mar, 2023, the PCS shall provide a list of:

all the observa�ons in the report for the year ended 31st Mar, 2022 along with the ac�ons taken by the listed en�ty on those observa�ons.
the observa�ons in the reports pertaining to the year ended 31st Mar,2022 and earlier, in case the en�ty has not taken sufficient steps to address the concerns raised/ observa�ons in those reports.)

(c) We hereby report that, during the review period the compliance status of the listed en�ty with the following requirements:

Sr. No.	Par�culars	Compliance Status (Yes/No/NA)	Observa�on/Remarks By PCS
1	Secretarial Standards: The compliances of the listed en�ty are in accordance with the applicable Secretarial Standards (SS) issued by the Ins�tute of Company Secretaries India (ICSI).	Yes	-
2	Adop�on and �mely upda�on of the Policies: All applicable policies under SEBI Regula�ons are adopted with the approval of board of directors of the listed en��es All the policies are in conformity with SEBI Regula�ons and has been reviewed & �mely updated as per the regula�ons/circulars/guidelines issued by SEBI	Yes	-
3	Maintenance and disclosures on Website: The Listed en�ty is maintaining a func�onal website Timely dissemina�on of the documents/ informa�on under a separate sec�on on the website Web-links provided in annual corporate governance reports under Regula�on 27(2) are accurate and specifc which re-directs to the relevant document(s)/ sec�on of the website	Yes	-
4	Disqualifca�on of Director: None of the Director of the Company are disqualifed under Sec�on 164 of Companies Act, 2013	Yes	-

Annual Report 2023-24

Sr. No.	Par�culars	Compliance Status (Yes/No/NA)	Observa�on/Remarks By PCS
5	Details related to Subsidiaries of listed en��es: (a) Iden�fca�on of material subsidiary companies (b) Requirements with respect to disclosure of material as well as other subsidiaries	Yes	-
6	Preserva�on of Documents: The listed en�ty is preserving and maintaining records as prescribed under SEBI Regula�ons and disposal of records as per Policy of Preserva�on of Documents and Archival policy prescribed under the LODR Regula�ons.	a) NA b) NA	No material subsidiary
7	Performance Evalua�on: The listed en�ty has conducted performance evalua�on of the Board, Independent Directors and the Commi�ees at the start of every fnancial year as prescribed in SEBI Regula�ons.	Yes	-
8	Related Party Transac�ons: (a) The listed en�ty has obtained prior approval of Audit Commi�ee for all Related party transac�ons (b) In case no prior approval obtained, the listed en�ty shall provide detailed reasons along with confrma�on whether the transac�ons were subsequently approved/ra�fed/rejected by the Audit commi�ee.	a) Yes b) NA	-
9	Disclosure of events or informa�on: The listed en�ty has provided all the required disclosure(s) under Regula�on 30 along with Schedule III of the LODR Regula�ons within the �me limits prescribed thereunder	Yes	-
10	Prohibi�on of Insider Trading: The listed en�ty is in compliance with Regula�on 3(5) & 3(6) SEBI (Prohibi�on of Insider Trading) Regula�ons, 2015.	Yes	-
11	Ac�ons taken by SEBI or Stock Exchange(s), if any: No ac�ons taken against the listed en�ty/ its promoters/ directors/ subsidiaries either by SEBI or by Stock Exchanges (including under the Standard Opera�ng Procedures issued by SEBI through various circulars) under SEBI Regula�ons and circulars/ guidelines issued thereunder (or) The ac�ons taken against the listed en�ty/ its promoters/ directors/ subsidiaries either by SEBI or by Stock Exchanges are specifed in the last column.	Yes	-
12	Resigna�on of statutory auditors from the listed en�ty or its material subsidiaries In case of resigna�on of statutory auditor from the listed en�ty or any of its material subsidiaries during the fnancial year, the listed en�ty and / or its material subsidiary(ies) has / have complied with paragraph 6.1 and 6.2 of sec�on V-D of chapter V of the Master Circular on compliance with the provisions of the LODR Regula�ons by listed en��es.	N.A.	No resigna�on of Statutory Auditors during the period.
13	No addi�onal non-compliances observed: No addi�onal non-compliance observed for any of the SEBI regula�on/circular/guidance note etc. except as reported above.	Yes	-

*Observa�ons/Remarks by PCS are mandatory if the Compliance status is provided as 'No' or 'NA'

Annual Report 2023-24

We further report (by way of informa�on) that during the audit period:

(a) The Company has not issued any securi�es during the period under review and accordingly
The Securi�es and Exchange Board of India (Issue of Capital and Disclosure Requirements) Regula�ons, 2018
The Securi�es and Exchange Board of India (Share Based Employee Benefits and Sweat Equity) Regula�ons, 2021
The Securi�es and Exchange Board of India (Issue and Lis�ng of Non-Conver�ble Securi�es) Regula�ons, 2021

were not applicable during the audit period.

modifica�on of mortgage/charge etc. on the assets of the Company pursuant to Sec�on 180(1)(a) of the Act (Special Resolu�on).

(d) In view of the resigna�on of Mrs. Harneet Kaur Anand as a Company Secretary and Compliance Officer effec�ve from the close of working hours on 3rd February, 2024, there was no Company Secretary and Compliance Officer as at 31st March, 2024. However, subsequently, the Board of Directors of the Company at its mee�ng held on 6th February, 2024 appointed Mr. Ravi Bipinchandra Thanki as Company Secretary and Compliance Officer effec�ve from 8th April, 2024. Thus, filling up of vacancy of the Company Secretary and Compliance Officer is in compliance with sec�on 203(4) of the Act read with Regula�on 6(1A) of LODR.

Assump�ons & Limita�on of scope and Review:

(b) The Company has neither got delisted nor bought back any security of the Company and accordingly
Securi�es and Exchange Board of India (Delis�ng of Equity shares), Regula�ons, 2021, and
Securi�es and Exchange Board of India (Buyback of Securi�es) Regula�ons, 2018

were not applicable during the audit period.

(c) Members of the Company at their Annual General Mee�ng held on 19th July, 2023 inter- alia approved
Approval to appointment of Mr. Bharat Salhotra as Nonexecu�ve Independent Director (Special Resolu�on)
Payment of commission to Mr. Shalin Diva�a, Mr. Rahul Divan, Mr. Bhargav Patel and Mr. Mahendra Sanghavi, Non-Execu�ve Independent Directors as well as Mrs. Corinne Chris�na Ruckstuhl and Mr. Adrian Manuel Oehler, Non-Execu�ve NonIndependent Directors, within the overall ceiling limit of 1% of net profits of the Company with effect from the financial year ended on 31st March, 2023 (Ordinary Resolu�on)
Payment of commission to Mr. Bharat Salhotra, Non-execu�ve Independent Director within the overall ceiling limit of 1% of net profits of the Company with effect from the financial year ended on 31st March, 2024. (Ordinary Resolu�on)
Compliance of the applicable laws and ensuring the authen�city of documents and informa�on furnished, are the responsibili�es of the management of the listed en�ty.
Our responsibility is to report based upon our examina�on of relevant documents and informa�on. This is neither an audit nor an expression of opinion.
We have not verified the correctness and appropriateness of financial Records and Books of Accounts of the listed en�ty.
This Report is solely for the intended purpose of compliance in terms of Regula�on 24A (2) of the SEBI (Lis�ng Obliga�ons and Disclosure Requirements) Regula�ons, 2015 and is neither an assurance as to the future viability of the listed en�ty nor of the efficacy or effec�veness with which the management has conducted the affairs of the listed en�ty

For Devesh Pathak & Associates Prac�sing Company Secretaries

Sd/- CS Devesh A. Pathak Founder FCS 4559 CoP No.: 2306 PR: 1412/2021 Firm Regn. No.: S2018GJ621500 UDIN: F004559F000475194

Place: Vadodara Date: 29th May, 2024

Revision in authority of the Board of Directors to borrow upto Rs. 50 crores pursuant to Sec�on 180 (1)(c) of the Act (Special Resolu�on)
Revision on authority of the Board of Directors for crea�on/

Annual Report 2023-24

ANNEXURE– G

Report on Corporate Governance

[Pursuant to Regula�on 34 read with Schedule V of The Securi�es & Exchange Board of India (Lis�ng Obliga�ons and Disclosure Requirements) Regula�ons, 2015]

independent Board is necessary to ensure the highest standards of Corporate Governance. A report on the ma�ers and the prac�ces followed by the Company is detailed herein below:

1. Board of Directors:

As a Corporate ci�zen, our business fosters a culture of ethical behavior and fair disclosures, which aims to build trust of our Stakeholders. The Company has established systems and procedures to ensure that its Board is well-informed and wellequipped to fulfill its overall responsibili�es and to provide the management with the strategic direc�on needed to create longterm shareholders value.

The Board of Directors, along with its commi�ees, provides leadership and guidance to the Company’s management and directs, supervises, and controls the performance of the Company. The Board acts with autonomy and independence in exercising its strategic supervision, discharging its fiduciary responsibili�es, and ensuring that the management observes the highest standards of ethics, transparency, and disclosure.

Good corporate governance ensures corporate success and economic growth. Strong corporate governance maintains investors’ confidence, as a result of which, the Company can raise capital efficiently and effec�vely. The Company’s governance framework is based on the appropriate composi�on and size of the Board with each member having his own exper�se in his respec�ve domains. It also includes �mely disclosure of all material informa�on to Stakeholders.

As a part of its growth strategy, the Company believes in adop�ng the ‘best prac�ces’ in the area of Corporate Governance across various geographies. Effec�ve and transparent corporate governance guarantees that your Company is managed and monitored in a responsible manner to focus on value crea�on.

As on 31st March 2024, the Board of Directors of the Company (“Board”) has six members comprising of two Non-execu�ve, Nonindependent Directors (including a Woman Director) and four Independent Directors. The composi�on of the Board is in conformity with Regula�on 17 of The Securi�es Exchange Board of India (Lis�ng Obliga�ons and Disclosure Requirements) Regula�ons, 2015 (‘LODR’).

All the Directors have been informing your Company periodically about their Directorship and membership on the Board/Commi�ees of the other Companies. As per disclosure received from Director(s), none of the Director(s):

holds membership in more than ten (10) Commi�ees and Chairmanship in more than five (5) Commi�ees.

Company’s Philosophy on Code of Governance:

holds Directorship in more than ten (10) public companies;

Corporate governance philosophy of the Company is based on appropriate size and composi�on of the Board with each Director bringing in key exper�se in different areas, systema�c informa�on flow to the Directors to enable them to effec�vely discharge their fiduciary du�es, ethical business conduct by the management and employees, appropriate systems and processes for internal controls on all opera�ons, risk management and financial repor�ng and �mely and accurate disclosure of all material opera�onal and

The Company has adopted a Code of Conduct for its employees, including the Board of Directors, for further strengthening the Corporate Governance Philosophy of the Company. This code is available on the website of the Company.

The Company is fully commi�ed to prac�ce sound Corporate Governance and uphold the highest standards in conduc�ng business. We believe that an ac�ve, well-informed, and

serves as a Director or as an Independent Director in more than seven (7) listed en��es; and
who are the Execu�ve Directors, serves as an Independent Directors in more than three (3) listed en��es.

Independent Directors have submi�ed their declara�on of Independence and in the opinion of the Board, Independent Directors fulfil the condi�ons specified in the regula�ons and are independent of the management.

The details of the composi�on, nature of Directorship, the number of mee�ngs a�ended and the directorships in other Companies as of 31st March 2024 are detailed herein below:

Annual Report 2023-24

Name of the Director	Category	No. of Board Mee�ngs held and a�ended during the year	No. of Board Mee�ngs held and a�ended during the year	A�endance at Last AGM held on 19.07.23	*No. of other directorships and commi�ee memberships / chairmanships including this listed en�ty	*No. of other directorships and commi�ee memberships / chairmanships including this listed en�ty	*No. of other directorships and commi�ee memberships / chairmanships including this listed en�ty
		Held	A�ended		Other directorships*	Commi�ee Memberships**	Commi�ee Chairmanships**
Mrs. Corinne Ruckstuhl Mr. Adrian Oehler Mr. Shalin Diva�a Mr. Rahul Divan Mr. Bhargav Patel# Mr. Mahendra Sanghvi Mr. Bharat Salhotra^	Chairperson & Non- Execu�ve Director - Non Execu�ve Director Independent Director Independent Director Independent Director Independent Director Independent Director	6 6 6 6 6 6 4	5 6 6 6 4 4 4	Yes Yes Yes Yes Yes No Yes	1 1 1 3 1 3 1	2 1 2 3 1 3 1	0 0 1 1 0 1 0

Mr. Bhargav Patel resigned as an Independent Director w.e.f., 06.02.24.

^ Mr. Bharat Salhotra was appointed as an Independent Director w.e.f., 01.06.23

*Other Directorships do not include Directorships of private limited companies, Companies formed under Sec�on 8 of The Companies Act, 2013 and foreign companies.

**Chairmanship/ Membership of Board Commi�ees include only Audit Commi�ee and Stakeholders Rela�onship Commi�ee as per Regula�on 26 of Securi�es Exchange Board of India (Lis�ng Obliga�ons and Disclosure Requirements) Regula�ons, 2015 (‘LODR’) in rela�on to the Other Directorships as men�oned earlier.

Neither of the Directors are related inter-se nor do they hold any shares or conver�ble instruments except Mr. Shalin Diva�a, who holds 1,350 equity shares of the Company as on 31st March 2024.

Familiariza�on of the Independent directors is taken up every year and they are briefed on the changes in the applicable laws along with requisite factory visits. Details of such program procedure is available on the website of the Company h�ps://integraengineering.in/userfiles/investor_file/1718107157.p df

Directorship in other Listed Companies and Category of Directorship

Name of the Director	Name of the Company	Category of Directorship & Chairmanship /Membership of Commi�ee
Mrs. Corinne Ruckstuhl	-	-
Mr. Adrian Oehler	-	-
Mr. Shalin Diva�a	-	-
Mr. Rahul Divan	Ruby Mills Limited	Non-Execu�ve, Independent Director • Member – Audit Commi�ee
	Keystone Realtors Limited	Non-Execu�ve, Independent Director • Chairman – Audit Commi�ee
Mr. Mahendra Sanghvi	Shaily Engineering Plas�cs Limited	Execu�ve Director, Chairman
	Munjal Auto Industries Limited	Non-Execu�ve, Independent Director • Member – Audit Commi�ee
Mr. Bharat Salhotra	-	-

The Board is a skills-based Board comprising directors who collec�vely have the skills, knowledge and experience to effec�vely govern and direct the organisa�on.

The skills and a�ributes of the Board can be broadly categorised as follows:

Governance Skills
Industry Skills
Personal A�ributes

Annual Report 2023-24

Governance Skills	Governance Skills	Governance Skills	Governance Skills	Governance Skills	Governance Skills
Par�culars					Names of directors possessing skills / exper�se / competence
Strategy	Strategy and strategic planning		Ability to think strategically, iden�fy, cri�cally assess strategic opportuni�es, threats and develop efec�ve strategies in the context of the strategic objec�ves of the Company's relevant policies and priori�es		Bharat Salhotra
Policy	Policy development		Ability to iden�fy key issues and opportuni�es for the Company within the industry and develop appropriate policies to defne the parameters within which the organisa�on should operate		• Shalin Diva�a • Corinne Ruckstuhl
Finance	Financial performance		Qualifca�ons and experience in accoun�ng and / or fnance and the ability to: • Analyse key fnancial statements • Cri�cally assess fnancial viability and performance • Contribute to strategic fnancial planning • Oversee budgets and the efcient use of resources And oversee funding arrangements and accountability		• Corinne Ruckstuhl • Shalin Diva�a
Risk	Risk and compliance management		Ability to iden�fy key risks to the organisa�on in a wide range of areas including legal and regulatory compliance, and monitor risk and compliance management frameworks and systems		• Rahul Divan
Commercial	Commercial experience		A broad range of commercial / business experience, preferably in the areas including communica�ons, marke�ng, prac�ces and improvement		• Corinne Ruckstuhl • Mahendra Sanghvi • Bharat Salhotra
Interna�onal	Interna�onal		Knowledge of and experience in companies with opera�ons outside India		• Adrian Oehler • Corinne Ruckstuhl • Mahendra Sanghvi
Industry Skills
Skills areas		Descrip�on		Assessment of the Board
Technology innova�on		Understanding the current drivers of innova�on in our relevant business sector such as transports and electrical technology with a view to expand business for exis�ng products and diversify in new sectors – related / unrelated		All of the Board members have direct and long-term experience in the Metal and Steel industry. Further they have extensive experience in transferable skill areas such as Marke�ng, Technology innova�on and Client engagement.
Client engagement		Experience in engaging with management of businesses and organisa�ons and other customers to assess industry needs and deliver appropriate solu�ons to maintain posi�ve rela�onships with clients over a period of �me
Community and stakeholder engagement		High level reputa�on and networks in the local community including with relevant industry organisa�ons and consumer or business groups. Also the ability to efec�vely engage and communicate with those stakeholders
Marke�ng		Knowledge of and experience in marke�ng services to business clients

Annual Report 2023-24

Personal A�ributes	Personal A�ributes
A�ributes	Descrip�on
Integrity	A commitment to: • Understand and fulfl the du�es and responsibili�es of a director and maintain knowledge in this regard through professional development; • Pu�ng the Company’s interest before any personal interests; • Ac�ng in a transparent manner and declaring any ac�vi�es or conduct that might be a poten�al confict and • Maintaining Board confden�ality at all �mes
Commitment	A visible commitment to the purpose for which the Company has been established and operates, and its ongoing success
Cri�cal and innova�on thinker	The ability to cri�cally analyse complex and detailed informa�on, readily dis�l key issues and develop innova�ve approaches / solu�ons to the problems
Leader	Innate leadership skills including the ability to: • Appropriately represent the organisa�on • Set appropriate Board and organisa�on culture • Make and take responsibility for decisions and ac�ons

To summarize, every Board member is individually integrated, commi�ed to their responsibility, thinks about the development of the Company and leads other members in one or the other cases.

Board Procedure:

The Board of Directors meets once a quarter to review the performance and financial results of the Company. The Chairperson briefs all the Directors at every Board Mee�ng on the overall performance of the Company. All major decisions/approvals are taken at the Board Mee�ng.

Board Mee�ngs are governed by a structured agenda for the mee�ng. The agenda along with comprehensive notes and background materials are circulated well in advance before each mee�ng to all the Directors for facilita�ng effec�ve discussion and decision making. The minimum informa�on to be placed before the Board as required by Part A of Schedule II of LODR is placed before the Board during its mee�ngs.

The Board members may bring up any ma�er for considera�on by the Board, in consulta�on with the Chairperson. The proceedings of the mee�ngs of the Board and its Commi�ees are recorded in the form of minutes and the dra� minutes are circulated to the Board for their perusal before it is finalized.

Number of Board Mee�ngs during the year and a�endance of Directors:

Name of the Director	Category of the Director	Date of Board mee�ngs and a�endance	Date of Board mee�ngs and a�endance	Date of Board mee�ngs and a�endance	Date of Board mee�ngs and a�endance	Date of Board mee�ngs and a�endance	Date of Board mee�ngs and a�endance
		11.05.23	01.06.23	19.07.23	25.09.23	31.10.23	06.02.24
Corinne Ruckstuhl	Chairperson & Non-Execu�ve Director	√	√	√	√	-	√
Adrian Oehler	Non-Execu�ve Director	√	√	√	√	√	√
Shalin Diva�a	Independent Director	√	√	√	√	√	√
Rahul Divan	Independent Director	√	√	√	√	√	√
Bhargav Patel	Independent Director	-	√	√	√	-	√
Mahendra Sanghvi	Independent Director	√	-	-	√	√	√
Bharat Salhotra	Independent Director	N.A.	N.A.	√	√	√	√

Annual Report 2023-24

2. Commi�ees of the Board:

Recognizing the immense contribu�on that commi�ees make in assis�ng the Board of Directors in discharging its du�es and responsibili�es and with a view to have a close focus on various facets of the business, the Board has cons�tuted the following four (4) Commi�ees of the Board.
Audit Commi�ee
Nomina�on and Remunera�on Commi�ee
Stakeholder's Rela�onship Commi�ee
Approval or any subsequent modifica�on transac�ons of the Company with related par�es;
Reviewing the financial statements and the adequacy of internal audit;
Periodic discussions with the Internal Auditors and the Statutory Auditors about their scope of audit and adequacy of internal control systems;
Corporate Social Responsibility Commi�ee

(i) Audit Commi�ee:

Evalua�on of the Company's internal financial control and risk management system;

Terms of reference:

The terms of reference of the Audit Commi�ee are in accordance with the provisions of Sec�on 177 of The Companies Act, 2013 read with Rule 6A and 7 of The Companies (Mee�ngs of Board and its Powers) Rules, 2014, and Regula�on 18 read with Part C of schedule II to LODR and includes:

Overseeing the Company's financial repor�ng process;
Recommenda�on of appointment/ re-appointment of Statutory Auditors and also review and monitoring of the auditor's independence and performance and effec�veness of audit process.

Composi�on of the Audit Commi�ee of the Company meets the criteria laid down under Sec�on 177 of The Companies Act, 2013 and Regula�on 18 of LODR.

Composi�on and A�endance of Audit Commi�ee:

Name of the Director	Category of the Director	No. of mee�ng a�ended/held	Date of mee�ngs and a�endance	Date of mee�ngs and a�endance	Date of mee�ngs and a�endance	Date of mee�ngs and a�endance	Date of mee�ngs and a�endance
			11.05.23	19.07.23	25.09.23	31.10.23	06.02.24
Shalin Diva�a Rahul Divan Corinne Ruckstuhl Bhargav Patel Mahendra Sanghvi	Chairman of Commi�ee, Independent Director Member, Independent Director Member, Non-Execu�ve Director Member, Independent Director Member, Independent Director	5/5 5/5 4/5 2/5 4/5	√ √ √ - √	√ √ √ √ -	√ √ √ √ √	√ √ - - √	√ √ √ - √

Notes: (i) Mr. Bhargav Patel ceases to be the member of the Commi�ee w.e.f., 06.02.24.
(ii) Mr. Bharat Salhotra was appointed as a member of the Commi�ee w.e.f., 06.02.24.

There are total 5 members and amongst them Mr. Shalin Diva�a is the mutually appointed Chairman of the Commi�ee.

(ii) Nomina�on and Remunera�on Commi�ee:

Terms of Reference:

The terms of reference of the commi�ee are in accordance with Sec�on 178 of The Companies Act, 2013 and Regula�on 19 read with Paragraph A of Part D of Schedule II to LODR, which inter alia, include:

Formula�on of the criteria for determining qualifica�ons, posi�ve a�ributes and independence of a director and recommenda�on to the Board a

policy, rela�ng to the remunera�on of the directors, key managerial personnel and other employees;

Formula�on of criteria for evalua�on of Independent Directors and the Board;
Iden�fying persons who are qualified to become directors and who may be appointed in senior management in accordance with the criteria laid down, and recommenda�on to the Board of their appointment and removal;
Overseeing familiariza�on programmes for directors.

The Composi�on of the Nomina�on and Remunera�on commi�ee meets the criteria of sec�on 178 of the Companies Act, 2013 and Regula�ons 19 the LODR.

Annual Report 2023-24

Composi�on and A�endance of Nomina�on and Remunera�on Commi�ee:

Name of the Director	Category of the Director	No. of mee�ng a�ended/held	Date of mee�ngs and a�endance	Date of mee�ngs and a�endance	Date of mee�ngs and a�endance
			11.05.23	01.06.23	06.02.24
Mr. Bhargav Patel	Chairman of Commi�ee, Independent Director	2/3	-	√	√
Mrs. Corinne Ruckstuhl	Member, Non-Execu�ve Director	3/3	√	√	√
Mr. Shalin Diva�a	Member, Independent Director	3/3	√	√	√

Notes: (i) Mr. Bhargav Patel ceases to be the Chairman of the Commi�ee w.e.f., 06.02.24.
(ii) Mr. Bharat Salhotra is appointed as Chairman of the Commi�ee w.e.f., 06.02.24.
Persons of eminence, standing and knowledge with significant achievements in business, professions and/or public service;
Their financial or business literacy/skills;

Nomina�on and Remunera�on policy:

The Board has approved a Nomina�on and Remunera�on Policy of the Company. This Policy is in compliance with Sec�on 178 of The Companies Act, 2013, read with the applicable rules thereto and Regula�on 19 read with, Paragraph A, Part D of Schedule II to LODR.

Performance Evalua�on Criteria of selec�on of Independent Directors:

a. The Independent Directors shall be of high ethical standards and integrity with relevant exper�se, experience and par�cular skills that will complement Board effec�veness.
b. In case of appointment of Independent Directors, the Nomina�on and Remunera�on Commi�ee shall determine whether the appointee fulfils the criteria of independence, in accordance with the provisions s�pulated under The Companies Act, 2013 as well as LODR.
c. To aid determina�on, every Independent Director shall, on appointment and subsequently on an annual basis submit to the Nomina�on and Remunera�on Commi�ee a declara�on on his/her independence.
d. The Nomina�on and Remunera�on Commi�ee shall consider the following criteria while recommending to the Board, the candidature for appointment as Director:
Professional qualifica�on, appropriate experience and the ability to exercise sound business judgment;
An ability and willingness to challenge and probe;
Strong interpersonal skills and a willingness to devote the required �me;
A posi�on of leadership or prominence in a specified field.
e. The Nomina�on and Remunera�on Commi�ee shall ensure that the Director to be appointed is not disqualified for appointment under Sec�on 164 of The Companies Act, 2013 (‘the Act’)or otherwise as may be necessary.

Criteria for determining the followings:

a. Qualifica�ons for appointment of Directors (including Independent Directors):
Their industry experience;
Other appropriate qualifica�on/experience to meet the objec�ves of the Company;
In compliance with The Act read with rules framed thereunder and LODR;
The Nomina�on and Remunera�on Commi�ee shall have discre�on to consider and fix any other criteria or norms for selec�on of the most suitable candidate(s).
b. Posi�ve a�ributes of Directors (including Independent Directors):
Directors are to demonstrate integrity, credibility, trustworthiness, ability to handle conflict construc�vely and the willingness to address issues proac�vely;
Ac�vely update their knowledge and skills with the latest developments in the industry, market condi�ons and applicable legal provisions;
Willingness to devote sufficient �me and a�en�on to the Company’s business and discharge their responsibili�es;
Ability to develop a good working rela�onship with other Board members and contribute to the Board’s working rela�onship with the senior management of the Company;
To act within their authority, assist in protec�ng the legi�mate interests of the Company, its shareholders and employees;

Criteria for appointment of KMP/Senior Management:

To possess the required qualifica�ons, experience, skills & exper�se to effec�vely discharge their du�es and responsibili�es;
To prac�ce and encourage professionalism and transparent working environment;
To build teams and carry the team members along for achieving the goals/objec�ves and corporate mission;
To follow strictly the code of conduct of the Company.

Annual Report 2023-24

Term of Directors as well as Key Managerial Personnel (KMPs):

The Term of the Directors including Managing Director / Whole �me Director / Independent Directors/KMPs shall be in consonance with the provisions of the Act and LODR.

Details of Remunera�on to all the Directors:

Execu�ve Directors:

There is no execu�ve director in the Company.

Payment of Commission to Independent and Non-execu�ve Directors:

commission within the overall ceiling of 1% of net profit of the Company to Mrs. Corinne Ruckstuhl, Mr. Adrian Oehler, Mr. Shalin Diva�a, Mr. Rahul Divan, Mr. Mahendra Sanghvi and Mr. Bhargav Patel w.e.f., 31st March 2023 and to Mr. Bharat Salhotra w.e.f., 31st March 2024. The payment of commission shall be in addi�on to payment of si�ng fees for a�ending the Board and Commi�ee mee�ngs and reimbursement of expenses for par�cipa�on in Board and other mee�ngs.

Non-Execu�ve Directors:

The payment of Si�ng fees and Commission paid to NonExecu�ve Directors during the financial year 2023-24 are as under:

The members in the 41st AGM approved payment of

Name	Si�ng Fees (in ) ₹	Commission (in ) ₹	Total (in ) ₹
Adrian Oehler	3,40,000	3,21,260	6,61,260
Corinne Ruckstuhl	3,50,000	3,21,260	6,71,260

Independent Directors:

Si�ng fees and Commission paid to Independent Directors during the financial year 2023-24 are as under:

Name	Si�ng Fees (in ) ₹	Commission (in ) ₹	Total (in ) ₹
Shalin Diva�a	4,20,000	3,21,260	7,41,260
Rahul Divan	3,50,000	3,21,260	6,71,260
Bhargav Patel#	2,40,000	2,68,713	5,08,713
Mahendra Sanghvi	2,70,000	3,21,260	5,91,260
Bharat Salhotra^	2,00,000	2,61,901	4,61,901

Mr. Bhargav Patel resigned as an Independent Director w.e.f., 6th February 2024
^ Mr. Bharat Salhotra was appointed as an Independent Director w.e.f., 1st June 2023

(iii) Stakeholders’ Rela�onship Commi�ee:

In compliance with Sec�on 178 of The Act and Regula�on 20 read with Para B of part D to Schedule II of LODR, a

Stakeholders’ Rela�onship Commi�ee of the Board has been cons�tuted. The Commi�ee considers redressal of Investors’ complaints/grievances. It also considers ma�ers concerning complaints regarding transfer of shares, nonreceipt of dividends and Annual Report, dematerializa�on of share cer�ficates, etc.

Stakeholders’ Rela�onship Commi�ee is headed by Mr. Mahendra Sanghvi, Independent Director of the Company.

Composi�on and a�endance of Stakeholders' Rela�onship Commi�ee:

Name of the Director	Category	No. of mee�ng a�ended/held	Date of mee�ng and a�endance	Date of mee�ng and a�endance	Date of mee�ng and a�endance	Date of mee�ng and a�endance
			11.05.23	19.07.23	31.10.23	06.02.24
Mahendra Sanghvi	Chairman of Commi�ee, Independent Director	3/4	√	-	√	√
Shalin Diva�a	Member, Independent Director	4/4	√	√	√	√
Adrian Oehler	Member, Non-Execu�ve Director	4/4	√	√	√	√
Corinne Ruckstuhl	Member, Non-Execu�ve Director	3/4	√	√	-	√

Annual Report 2023-24

Details of investor complaints received and redressed during the year 2023-24:

No. of shareholder complaints pending at the beginning of the year	No. of shareholder complaints received during the year	No. of shareholder complaints resolved during the year	No. of shareholder complaints pending at the end of the year
0	22	22	0

(iv) Corporate Social Responsibility (CSR) Commi�ee:

The Commi�ee met twice in the financial year 2023-24 on 11.05.23 and 31.10.23 to discuss the focus areas of CSR ac�vi�es and the amount to be spent on those ac�vi�es as per the criteria men�oned in Sec�on 135(1) of Companies Act, 2013 read with the Companies (Corporate Social Responsibility Policy) Rules, 2014.

The CSR Commi�ee provides guidance on various CSR ac�vi�es to be undertaken by the Company and monitors its progress.

The terms of reference for the CSR Commi�ee include to:

Formulate a CSR policy which shall indicate ac�vi�es to be undertaken by the Company.
Recommend the CSR policy to the Board.
Recommend the amount of expenditure to be incurred on the ac�vi�es.

3. General Body Mee�ngs: Details of Annual General Mee�ngs (AGM) held during the last three financial years:

AGM No.	Date	Time	Loca�on
Forty-frst	19th July, 2023	03:00 p.m.	Video Conferencing
For�eth	19th July, 2022	03:00 p.m.	Video Conferencing
Thirty-ninth	20th July, 2021	03:00 p.m.	Video Conferencing

Details of Special Resolu�ons passed in the previous three AGM:

Two Special Resolu�ons were passed in the 41st AGM held on 19th July 2023:
- 1) Revision in the authority of the Board of Directors to Borrow pursuant to sec�on 180 (1)(c) of the Act.
- 2) Authority to the Board of Directors for Crea�on/Modifica�on of mortgage/charge etc. on the assets of the Company pursuant to Sec�on 180(1)(a) of the Act.
No Special Resolu�on was passed at 40th AGM held on 19th July 2022
No Special Resolu�on was passed at 39th AGM held on 20th July 2021
Monitor the policy from �me to �me as per the CSR policy.
Formulate and recommend Annual Ac�on Plan.

CSR policy is available on the website of the Company at h�ps://integraengineering.in/assets/pdf/policy/csr_policy. pdf

Composi�on of CSR Commi�ee

Name of the Director	Category
Corinne Ruckstuhl	Chairperson of Commi�ee, Non-Execu�ve Director
Adrian Oehler	Member, Non-Execu�ve Director
Mahendra Sanghvi	Member, Independent Director

4. Means of Communica�ons

The website of the Company h�ps://www.integraengineering.in is the primary source of informa�on about the Company to the public. The Company maintains a func�onal website containing the basic details of the Company in terms of Regula�on 46 of LODR. The quarterly, half-yearly and annual results of the Company are published in English (Business Standard) and Gujara� (Vadodara Samachar) newspapers as per the requirements of Regula�on 47 of LODR. The results are available on the website of the Company.

There were no presenta�ons made to the ins�tu�onal investors or analysts during the financial year.

Details on CSR ac�vi�es undertaken are available in Annexure-B of the Board's Report.

5. General Shareholders Informa�on:

i.	Date, Time and Venue of Annual General Mee�ng:	AGM shall be held on Wednesday, 17th July 2024 @ 3:00 p.m. through Video Conferencing (VC) and Other Audio-Visual Means (OAVM)
ii.	Financial Year:	1st April 2023 to 31st March 2024
iii.	Date of Book Closure:	11th July 2024 to 17th July 2024
iv.	Lis�ng on Stock Exchange:	BSE Limited (BSE) Phiroze Jeejeebhoy Towers, Dalal Street, Mumbai - 400 001.
v.	Lis�ng Fees:	The Company has paid annual lis�ng fees to BSE Limited for the year 2024-25
vi.	Stock Code:	BSE Limited: 505358
vii.	CIN of the Company:	L29199GJ1981PLC028741

Annual Report 2023-24

ix.	Monthly high/low prices and number of shares of the Company traded during April 2023 to March 2024 on the BSE Limited: Months BSE Limited April 23 May 23 June 23 July 23 August 23 September 23 October 23 November 23 December 23 January 24 February 24 March 24 172.00 189.75 282.00 284.70 260.00 275.00 324.00 304.00 287.00 328.55 318.90 260.00 Low(Rs.) 122.25 141.50 171.30 194.00 202.20 224.10 223.25 252.00 250.85 265.00 239.70 198.10 13,61,437 11,25,711 16,78,634 14,17,420 8,34,913 10,15,487 20,33,828 5,56,470 4,03,530 7,35,085 6,36,854 6,77,984 High (Rs.) Total No. of shares traded	Monthly high/low prices and number of shares of the Company traded during April 2023 to March 2024 on the BSE Limited: Months BSE Limited April 23 May 23 June 23 July 23 August 23 September 23 October 23 November 23 December 23 January 24 February 24 March 24 172.00 189.75 282.00 284.70 260.00 275.00 324.00 304.00 287.00 328.55 318.90 260.00 Low(Rs.) 122.25 141.50 171.30 194.00 202.20 224.10 223.25 252.00 250.85 265.00 239.70 198.10 13,61,437 11,25,711 16,78,634 14,17,420 8,34,913 10,15,487 20,33,828 5,56,470 4,03,530 7,35,085 6,36,854 6,77,984 High (Rs.) Total No. of shares traded
x.	Performance of Integra Engineering India Limited's (IEIL) share price in comparison to BSE Sensex: 0 10000 20000 30000 40000 50000 60000 70000 80000 0 50 100 150 200 250 300 350 BSE SENSEX IEIL SHARE PRICE IEIL Share Price (Closing) BSE SENSEX (Closing)
xi.	Registrar and Transfer Agents	Link In�me India Private Limited C-101, 247 Park, L.B.S. Marg, Vikhroli (West), Mumbai – 400 083 Phone No.: 022 49186270 Fax: 022 49186060 Email:rnt.helpdesk@linkin�me.co.in Website: www.linkin�me.co.in
xii.	Share Transfer System:	The requests received for Transmission, Dele�on/Correc�on of Name, Issue of Duplicate Shares were duly processed within the s�pulated �meline. During the year, the Company obtained a cer�fcate from a Company Secretary in Prac�ce, cer�fying that all cer�fcates for transfer, transmission, subdivision, consolida�on, renewal, exchange and dele�on of names, were issued as required under Regula�on 40(9) LODR. These cer�fcates were duly fled with BSE Limited.
xiii.	Dematerializa�on of Shares:	94.80% of the paid-up Equity capital of the Company has been in dematerialised form as on 31st March 2024.

Annual Report 2023-24

xiv.	Outstanding GDRs/ADRs/ Warrants or any Conver�ble instruments, conversion date and likely impact on equity:	The Company has neither issued GDRs/ADRs nor warrants or any other conver�ble instruments during the year under considera�on.
xv.	Commodity price risk or foreign exchange risk and hedging ac�vi�es	Not applicable
xvi.	Distribu�on Schedule as on 31st March 2024: Sr. No. 1 2 3 4 5 6 7 8 Range of number of shares Up to 500 501 - 1000 1001 - 2000 2001 - 3000 3001 - 4000 4001 - 5000 5001 - 10000 10001 and above Total No. of shareholders 22,941 1,400 1,224 319 124 106 169 182 26465 % of Total 86.68 5.29 4.62 1.21 0.47 0.40 0.64 0.69 100.00 Shares 24,49,117 11,24,072 17,59,556 8,15,966 4,51,637 4,98,261 12,33,390 2,60,33,197 3,43,65,196 % of Total 7.13 3.27 5.12 2.37 1.31 1.45 3.59 75.75 100.00
xvii.	Shareholding Pa�ern as on 31st March 2024: 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 Promoters and Promoter Group Financial Ins�tu�ons / Banks Bodies Corporate/LLP Individuals Clearing Members Hindu Undivided Family Non-Resident Indians Trusts Foreign Por�olio Investors Foreign Ins�tu�onal Investor Mutual Funds / UTI NBFC registered with RBI Employees Unclaimed Suspense Account Escrow Account Directors/KMP and rela�ves Total Categories No. of Shares 1,87,23,341 12,230 5,38,745 1,33,38,276 3,368 6,56,987 2,43,747 42,650 10,000 800 83,600 7,370 421 691,458 310 11,893 3,43,65,196 % of Total Capital 54.4834 0.0356 1.5677 38.8133 0.0098 1.9118 0.7093 0.1241 0.0291 0.0023 0.2433 0.0214 0.0012 2.0121 0.0009 0.0334 100.00 Sr. No.
xviii.	Plant Loca�ons:	UNIT – I P. O. Box No. 55, Chandrapura Village, Taluka Halol, Panchmahals – 389350. UNIT – II Halol – Champaner Road, P.O. Chandrapura Village, Taluka Halol, Panchmahals - 391520
xix.	Address for Correspondence:	Mr. Ravi Thanki Company Secretary & Compliance Ofcer Integra Engineering India Limited P. O. Box No. 55, Chandrapura Village, Taluka Halol, Panchmahal - 389350. (M): 97370 41570, (T): (02676) 221870 (E): [email protected] (W): www.integraengineering.in
xx	List of credit ra�ngs obtained by the Company along with any revisions thereto during the fnancial year	Not applicable
xxi	Posi�on of Shares as on 31st March 2024:	The Percentage of Shares held in NSDL 80.35%, CDSL 14.45% and in Physical Form 05.20%

Annual Report 2023-24

7. Other Disclosures

a) During the financial year under review, your Company had transac�ons / contracts / agreements that were classified as “Related Party Transac�ons” under provisions of The Act and The Rules framed thereunder. These contracts / arrangements / agreements have been in the ordinary course of business, to facilitate the business of the Company. The Audit Commi�ee has granted omnibus approval for related party transac�ons in the ordinary course of business and reviewed the same on a quarterly basis.
Suitable disclosures as required under Accoun�ng Standards (AS-18) have been made in the Notes to the financial statements. The Company has also formulated a Related Party Transac�ons Policy which is available on the website of the Company on h�ps://integraengineering.in/assets/pdf/disclosure_regula�on _46_sebi/rpt_policy.pdf.

There were no materially significant transac�ons with the related par�es viz., promoters, directors or the management or their rela�ves or subsidiaries/associate concerns etc., that had poten�al conflict with the Company’s interest.

b) There were no instances of non-compliance nor have any penal�es, strictures been imposed by Stock Exchanges or SEBI or any other statutory authority during the last three years on any ma�er related to the capital markets.
c) The Company is commi�ed to the high standards of corporate governance and stakeholders responsibility. The Company has a Vigil Mechanism/Whistle Blower Policy (WB Policy) that provides a secured avenue to directors, employees, business associates and all other stakeholders of the Company for raising their concerns against the unethical prac�ces, if any. The WB Policy ensures that strict confiden�ality is maintained whilst dealing with concerns and that no discrimina�on will be meted out to any person for a genuinely raised concern.
Weblink of the policy:
h�ps://integraengineering.in/assets/pdf/disclosure_regula�on _46_sebi/establishment_vigil_mechanism_whistle_blower_pol icy.pdf

No person has been denied access to the Chairman of the Audit Commi�ee, for making complaint on any integrity issue.

d) The Company is in full compliance with the mandatory requirements as contained in the Lis�ng Regula�ons. The Company has also adopted certain discre�onary requirements of the Lis�ng Regula�ons i.e. providing the Chairperson of the Company with the resources required by her to discharge her responsibili�es as Chairperson of the Company.
e) In line with the requirements of Regula�on 17(9) of the Lis�ng Regula�ons, the Board reviewed the Management’s percep�on of the risks facing the Company and measures taken to minimize the same.
f) As required by Regula�on 17(8) of the Lis�ng Regula�ons, the Chief Execu�ve Officer and the Chief Financial Officer have submi�ed a Cer�ficate to the Board in the prescribed format for the financial year ended 31st March 2024. The Cer�ficate

has been reviewed by the Audit Commi�ee and taken on record by the Board.

g) The Company had imports of INR 168.62 lakhs and exports of INR 613.77 lakhs during the Financial Year 2023-24. The details on financial risk management are available in Note No. 48.2 of the Financial Statement. However, the Company has not taken part in any kind of hedging ac�vi�es during the year.
h) The Company has one associate Company viz., Integra System Pvt. Ltd. and no subsidiary.
i) M/s. CNK & Associates LLP are the statutory auditors of the Company and following services are availed from them against their fees:

their fees:
Par�culars	Amount (in lakhs)
StatutoryAudit fees	7.65
Other Cer�fca�on / Services	1.11

j) The Company has zero tolerance towards sexual harassment at the workplace and towards this end, has adopted a policy in line with provisions of Sexual Harassment of Women at Workplace (Preven�on, Prohibi�on and Redressal) Act, 2013 and rules framed thereunder. All employees (permanent, contractual, temporary, trainees) are covered under the said policy. Internal Complaints Commi�ee has also been set up to redress complaints received on sexual harassment.
a. Number of complaints filed during the financial year - Nil
b. Number of complaints disposed of during the financial year - Nil
c. Number of complaints pending as on end of the financial year - Nil
k) As required by the provisions of the Securi�es and Exchange Board of India (Prohibi�on of Insider Trading) Regula�ons, 2015, the Company has adopted a Code of Conduct for Preven�on of Insider Trading. The Company Secretary acts as the Compliance Officer. The Code of Conduct is applicable to all Directors and iden�fied employees of the Company who are expected to have access to unpublished price sensi�ve informa�on rela�ng to the Company.
l) Disclosure of “Loans and advances” by listed en�ty: During the year under review, no such loans and advances in the nature of loans to firms/companies in which directors are interested has been made.

8. Disclosures with respect to unclaimed suspense account:

Par�culars	Shareholders	Shares
Aggregate number of shareholders and the outstanding shares in the suspense account lying at the beginning of the year	4,278	699,833
Number of shareholders who approached the Company for transfer of shares from suspense account during the year	26	8,375
Number of shareholders to whom shares were transferred from the suspense account during the year	26	8,375
Aggregate number of shareholders and the outstanding shares in the suspense account lying at the end of the year	4,252	6,91,458

Annual Report 2023-24

Green Ini�a�ve

As a responsible corporate ci�zen, your Company welcomes and supports the 'Green Ini�a�ve' undertaken by the Ministry of Corporate Affairs, Government of India, enabling electronic delivery of documents including the Annual Report etc. to shareholders at their e-mail address registered with the Company/their Depository Par�cipants (DPs)/Registrars & Transfer Agents.

Shareholders who have not registered their e-mail addresses so far are requested to register their e-mail addresses. Those holding shares in demat form can register their e-mail address with their concerned DPs. Shareholders who hold shares in physical form are requested to register their e-mail addresses with our Registrar and Transfer Agent i.e. M/s. Link In�me India Private Limited, by sending a le�er, duly signed by the first/sole holder quo�ng Folio No.

For and on behalf of Board of Directors

Sd/Corinne Ruckstuhl Chairperson DIN: 03531399

Date :30th May 2024 Place :Halol

Annual Report 2023-24

CONFIRMATION ON CODE OF CONDUCT

[Regula�on 34(3) read with Schedule V (Part D) to Securi�es Exchange Board of India (Lis�ng Obliga�ons and Disclosure Requirements) Regula�ons, 2015]

To,

The Members Integra Engineering India Limited

This is to confirm that the Board has laid down a code of conduct for Board of Directors and senior management of the Company. It is further confirmed that all Directors and senior management of the Company have affirmed compliance with the Code of Conduct of the Company as of 31st March 2024, as envisaged in Regula�on 34(3) read with Schedule V (Part D) of The Securi�es and Exchange Board of India (Lis�ng Obliga�ons and Disclosure Requirements) Regula�ons, 2015.

For and on behalf of Board of Directors Sd/-

Date :30th May 2024 Place :Halol

CEO/CFO Cer�fica�on

TO WHOM SO EVER IT MAY CONCERN

We, the undersigned, in our respec�ve capaci�es as Chief Execu�ve Officer and Chief Financial Officer of Integra Engineering India Limited (“the Company”) to the best of our knowledge and belief cer�fy pursuant to Regula�on 17(8) of read with Part-B of Schedule II to Securi�es Exchange Board of India (Lis�ng Obliga�ons and Disclosure Requirements) Regula�ons, 2015 that:

A. We have reviewed the financial statements and the cash flow statement for the year ended on 31st March 2024 and that to the best of our knowledge and belief:
These statements do not contain any materially untrue statement or omit any material fact or contain statements that might be misleading;
These statements together present a true and fair view of the Company's affairs and are in compliance with exis�ng accoun�ng standards, applicable laws and regula�ons.
B. There are, to the best of our knowledge and belief, no transac�ons entered into by the Company during the year which are fraudulent, illegal or violates Company's code of conduct.
C. We accept responsibility for establishing and maintaining internal controls for financial repor�ng and that we have evaluated the effec�veness of internal control systems of the Company pertaining to financial repor�ng and we have disclosed to the auditors and the Audit Commi�ee, deficiencies in the design or opera�on of such internal controls, if any, of which we are aware and the steps we have taken or propose to take to rec�fy these deficiencies.
D. We have indicated to the auditors and the Audit commi�ee:
Significant changes in internal control over financial repor�ng during the year;
Significant changes in accoun�ng policies during the year and that the same have been disclosed in the notes to the financial statements; and
Instances of significant fraud of which we 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 repor�ng.

Yours faithfully, For Integra Engineering India Limited Sd/Sd/Bhavin Kariya Kunal Thakrar Chief Execu�ve Chief Financial Date :30th May 2024 Place :Halol Officer Officer

Annual Report 2023-24

INDEPENDENT AUDITOR’S CERTIFICATE ON CORPORATE GOVERNANCE

To,

The Members of INTEGRA ENGINEERING INDIA LIMITED

We have examined the compliance of condi�ons of Corporate Governance of INTEGRA ENGINEERING INDIA LIMITED (“the Company”) for the year ended March 31, 2024, as s�pulated in Regula�on 15 and other relevant regula�ons of the Securi�es and Exchange Board of India (Lis�ng Obliga�ons and Disclosure Requirements) Regula�ons, 2015 (‘the Lis�ng Regula�ons’).

The compliance of condi�ons of Corporate Governance is responsibility of the Management. Our examina�on was limited to review of the procedures and implementa�on thereof, adopted by the Company for ensuring compliance with condi�ons of the Corporate Governance. It is neither an audit nor an expression of opinion on the financial statements of the Company.

In our opinion and to the best of our informa�on and according to our examina�on of the relevant records as aforesaid and the explana�ons given to us and the representa�ons made by the Management, we cer�fy that the Company has complied with the condi�ons of Corporate Governance as s�pulated in Regula�on 15 and other relevant regula�ons of the Lis�ng Regula�ons above, during the year ended March 31, 2024 as applicable. We state that such compliance is neither an assurance as to the future viability of the Company nor the efficiency or effec�veness with which the Management has conducted the affairs of the Company.

For Devesh Pathak & Associates Prac�sing Company Secretaries

Sd/- CS Devesh A. Pathak Founder FCS 4559 CoP No.: 2306 PR: 1412/2021 Firm Regn. No.: S2018GJ621500 UDIN: F004559F000494081

Place: Vadodara Date: 30th May, 2024

Annual Report 2023-24

CERTIFICATE OF NON DISQUALIFICATION OF DIRECTORS

(pursuant to Regula�on 34(3) and Schedule V Para C clause (10)(i) of the SEBI (Lis�ng Obliga�ons and Disclosure Requirements) Regula�ons, 2015)

Sr. No.	Name of Director	DIN	Date of appointment in Company
1.	Mr. Rahul Gautam Divan	00001178	13/06/2012
2.	Mr. Mahendra Bhogilal Sanghvi	00084162	03/01/2011
3.	Mr. Adrian Manuel Oehler	00360332	03/01/2011
4.	Mr. Shalin Sunandan Diva�a	00749517	03/01/2011
5.	Ms. Corinne Chris�na Ruckstuhl	03531399	18/04/2011
6.	Mr. Bharat Salhotra	06388440	01/06/2023

We have examined the relevant registers, records, forms, returns and disclosures received from the Directors of Integra Engineering India Limited having CIN:L29199GJ1981PLC028741 and having registered office at Post Box No 55, Chandrapura Village, Taluka Halol, Panchmahals, Gujarat - 389350 (hereina�er referred to as ‘the Company’), produced before us by the Company for the purpose of issuing this Cer�ficate, in accordance with Regula�on 34(3) read with Schedule V Para-C Sub clause 10(i) of the Securi�es Exchange Board of India (Lis�ng Obliga�ons and Disclosure Requirements) Regula�ons,2015.

Ensuring the eligibility of for the appointment / con�nuity 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 verifica�on. This cer�ficate is neither an assurance as to the future viability of the Company nor of the efficiency or effec�veness with which the management has conducted the affairs of the Company.

In our opinion and to the best of our informa�on and according to the verifica�ons (including Director Iden�fica�on Number (DIN) status at the portal www.mca.gov.in) as considered necessary and explana�ons furnished to us by the Company & its officers, we hereby cer�fy that none of the Directors on the Board of the Company as stated below for the Financial Year ended on 31st March, 2024 have been debarred or disqualified from being appointed or con�nuing as Directors of the Company by the Securi�es and Exchange Board of India, Ministry of Corporate Affairs or any such other Statutory Authority:

For Devesh Pathak & Associates Prac�sing Company Secretaries

Sd/-

CS Devesh A. Pathak Founder FCS 4559 CoP No.: 2306 PR: 1412/2021 Firm Regn. No.: S2018GJ621500 UDIN: F004559F000494061

Place: Vadodara Date: 30th May, 2024

Annual Report 2023-24

ANNEXURE– H

Management Discussion and Analysis Report

RAILWAY INDUSTRY TREND:

Your Directors have pleasure in presen�ng the Management Discussion and Analysis Report for the year ended on 31st March 2024.

• Rolling Stock Market (2023-2028)

The global rolling stock market is es�mated at USD 54.6 billion in 2023 and projected to reach USD 65.6 billion by 2028, growing at a CAGR of 3.8%. This growth is driven by urban popula�on increases, pressuring exis�ng transport infrastructure and necessita�ng network expansion. Key challenges like inadequate infrastructure, air quality degrada�on, high gasoline prices, traffic conges�on, and greenhouse gas emissions make public transporta�on appealing for its efficiency and reduced carbon footprint. Demand for rolling stock also stems from replacing old stock, new railway projects, and expanding routes, with railway electrifica�on further boos�ng market growth.

FORWARD LOOKING STATEMENT

This report contains forward-looking statements based on certain assump�ons and expecta�ons of future events. The Company, therefore, cannot guarantee that these assump�ons and expecta�ons are accurate or will be realized, The Company's actual results, performance or achievements can thus differ materially from those projected in any such forward-looking statements. The Company assumes no responsibility to publicly amend, modify or revise any forward-looking statements, on the basis of any subsequent developments, informa�on or events.

The rolling stock industry is undergoing rapid evolu�on, driven by emerging trends and global forecasts. Those include:

OVERVIEW

Electrifica�on and Hybridiza�on

Integra Engineering India Ltd. (“IEIL” or “the Company”) is a leading supplier of railway and rolling stock components to OEMs in India and abroad. The company has exper�se in design and manufacturing of sheet metal, wiring and electromechanical solu�ons.

Digitaliza�on and Smart Technologies
Autonomous Train Opera�ons
High-Speed Rail Development
Shi� towards Lightweight Materials
Customiza�on and Modular Design

The Company offers a range of engineering solu�ons to its customers such as manufacturing components for locomo�ve propulsion systems and interior parts for the metro and semi-highspeed train segments. The company also supplies various Research Design & Standard Organiza�on (RDSO) approved products such as metal to metal relays, metal-to-carbon relays and LED signals to Indian Railways.

Focus on Sustainability and Environmental Impact
Urbaniza�on and Mass Transit Expansion

Source:h�ps://www.marketsandmarkets.com/MarketReports/rolling-stock-market-4380892.html

h�ps://www.marketsandmarkets.com/ResearchInsight/emergingtrends-in-rolling-stock-market.asp

The Company strives for excellence and holds various cer�fica�ons including EN 15085 CL-1, DIN 6701 process standard, RDSO, IP 65 & 55, CE marking product standard and ISO 9001:2015, ISO 14001:2015, ISO 45001:2018 management system standard.

Rolling stock market in India overview

==> picture [433 x 189] intentionally omitted <==

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

14001:2015, ISO 45001:2018 management system standard.
The Company is listed on Bombay Stock Exchange and complies
with a wide range of laws and regula�ons as a responsible in the world4th largest Railway Network a�er Chaina and US3rd metro Network in the world
company. Route Kms - 92,952Sta�ons - 7335 945+ kms line is opera�onal705+ kms under construc�ons I planning
The Company supplies to various OEMs such as Alstom, Siemens trains + 9146 freight trainsDaily operate - 13,523+ passenger
Mobility, Medha Servo, CAF Power & Automa�on, CG Power, BHEL, INDIAN
markets.Hind Rec�fier, and Sepsa Medha for both the domes�c and export loading during 2023-24.IR records 1591 Million tones freight ROLLINGMARKETSTOCK Government's " Make in India "
Plan for 3500 Million tones by 2030 policy - minimum local content
Poten�al demand is for 6000 Million 60% in Rolling stock segment.
tones every year.
IR aiming to 100% green by
2030 -7 at present 95% electrified -
compared to 56% in EU, 38% in UK, IR has developed technology indigenously
1% in US Semi - High Speed train (Train 18 - Vande
Swiss - 99% Bharat- speed of 160-180 kms)
Plan for 500 trains (8000 coaches) - next 4-
5 years
conclusion: enormous growth poten�al in
all rolling stock related domains based on
megatrends -> the ques�on is on where
to bundle resources and focus on.
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Annual Report 2023-24

Locomo�ve Industry trend

The Locomo�ve Market is expected to reach USD 40.7 billion in 2027 by registering a CAGR of 10% during the forecast period (2022 - 2027).

The Asia-Pacific region is expected to dominate the market during the forecast period, driven by its large transport industry and increasing railway passengers. Rail travel is the preferred mode of transport in major economies like China, India, and Japan, which also lead in passenger-kilometers per year and host major locomo�ve manufacturers. Indian Railways has increased its locomo�ve produc�on target for 2024-25 by 27%. This move aims to modernize its fleet and enhance opera�onal capabili�es to meet rising transporta�on demands.

Source: h�ps://www.mordorintelligence.com/industryreports/locomo�ve-market

h �p s : / / w w w. c o n s t r u c �o n w o r l d . i n / t r a n s p o r t - infrastructure/metro-rail-and-railways-infrastructure/railwaysincreases-fy25-loco-produc�on-target-by-27/52455

• Expanding Metro / Semi High speed / High speed train in India

India aims to become the 2nd Largest Metro Rail Network in the world:

India’s metro network is rapidly expanding, poise to surpass the United Sates and become the world’s second largest in the coming years. within the next 5 years, India is poised to be among the top 3 economies globally. In terms of metro network opera�ons, India is currently ranked third globally behind China and United States.

Source: Metro Rail Today / May 2024 / Issue 38 / Vol. IV

Vande Bharat – Semi High-speed train Plan:

Indian Railways (IR) has ambi�ously aimed at moderniza�on and development by announcing plans to procure 4500 new Vande Bharat trains by 2047.

Source: h�ps://www.railway.supply/en/indiya-proizvodstvo4500-novyh-poezdov-vande-bharat-k-2047

Key data of Opera�onal / Under construc�on route:

Pr�culars	Opera�onal KMS	Under Construc�on KMS
Metro Projects RRTS Project High Speed Rail Project	911.48 34.10 -	704.41 48.05 508.02
	945.58	1,260.48

Na�onal Railway Plan Vision - 2030

Indian Railways has developed the Na�onal Rail Plan (NRP) for 2030 to establish a future-ready railway system. The plan aims to increase the railways' freight share to 45% and create capacity ahead of demand through 2050. It includes 58 super cri�cal projects (3750 km, ₹39,663 crore) and 68 cri�cal

projects (6913 km, ₹75,736 crore), targeted for comple�on by 2024.

Source:

h�ps://pib.gov.in/PressReleasePage.aspx?PRID=1806617

Announcement in Interim Budget 2024-25

Finance Minister Nirmala Sitharaman allocated ₹2.55 lakh crore for the Railway budget in the Interim Budget 2024-25, a 5.8% increase over the previous es�mate. This budget aims to drive India’s growth through a focus on transforma�ve sectors, technological advancement, and sustainability, se�ng the founda�on for a resilient and progressive future.

Key Alloca�ons:

Ministry of Railways – Rs. 2,52,000 crores

==> picture [210 x 185] intentionally omitted <==

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

Interim Budget Alloction 2024-25
45,000 41,086
40,000 36,091
35,000 30,000
30,000
25,000
20,000 17,150
15,000 10,000 9,506 8,650 6,500 4,534 4,492
5,000
- Rolling New Railway Doubling of Track Roads / Yard Electrification Guage Signalling
Stock Lines Lines Renewals Bridges Remodelling Work Conversion and Telecom
Projects
Ministry of Housing and Urban affairs – Rs. 28,961 crores
Interim Budget Alloction 2024-25
25,000 21,335
20,000
15,000
10,000
5,000 3,596
- Metro Rail Projects RRTS Project
Projects
Rs, in Crore
Rs. in Crore
----- End of picture text -----

Source: Urban Transport Infrastructure / ISSN 2581–8023 / March 2024 / Issue 32, Vol. V

KEY HIGHLIGHTS:

The government will implement three major economic railway corridors across major infrastructure sectors to decongest the exis�ng network and provide seamless connec�vity.
These are – energy, mineral and cement corridors, port connec�vity corridors, and high traffic density corridors. These projects have been iden�fied under the PM Ga� Shak� for enabling mul�-model connec�vity. They will improve the logis�c efficiency and reduce cost.
40,000 normal rail bogies will be converted to the Vande Bharat standards to enhance safety, convenience and comfort of the passengers.
Source:

h�ps://infra.economic�mes.india�mes.com/news/railways/bu dget-2024-three-major-economic-corridors-in-theoffing/107320224

Annual Report 2023-24

KEY DEVELOPMENTS DURING THE YEAR:

The Company is con�nuously exploring opportuni�es in the railway interior segment and has got an opportunity to increase the scope of supply in Metro Projects.

Further, con�nuous focus on export market resulted in addi�onal opportuni�es to supply various fabricated enclosure to global customers like Alstom, CAF, Siemens and Sepsa Medha. For instance, for CAF a range of components for the new automa�c units des�ned for the Dockland Light Railway (DLR) line, operated by Transport for London was delivered.

During the year, the company supplied more than 3,250+ fabricated enclosures for electric locomo�ves and Vande Bharat Trains, as well as components for interiors of more than 185+ cars for metro trains (e.g. BhopalIndore Metro) to various customers. With this the company ac�vely contributed to the electrifica�on and moderniza�on of the Indian Railway network.

During the year, the company has also reorganized its produc�on lines to increase opera�onal efficiency and installed new machinery to increase produc�on capacity.

Moreover, there was a workplace condi�ons assessment by M/s Intertek (Third Party Audit Body) and Transparency via ECOVADIS: INTEGRA remains ac�vely involved in various frameworks promo�ng corporate transparency regarding environmental and social concerns. Our engagement extends to par�cipa�on in the ECOVADIS pla�orms, amplifying and reinforcing our sustainability endeavors.

In line with its sustainability strategy the company installed solar panels on the roof of its produc�on facili�es which were put into opera�on at the beginning of the FY 2024-25. With this installa�on, the company will be able to cover about half of its electricity consump�on by its own power genera�on. Furthermore, and as a part of the overall Integra sustainability strategy IEIL has ini�ated the measurement of its carbon footprint, whereby scope 1 and 2 are being measured for the FY2023-24. A full measurement including scope 3 will be done for the first �me in FY2024-25 with an extended decarboniza�on strategy to follow.

business depends on customer requirements. Any fluctua�on in the customer’s requirements demand can affect the Company performance.

The Company’s products are highly labour intensive. Availability of manpower can impact the performance of the Company by influencing on �me delivery of qualita�ve products. We are in a process of implemen�ng automa�on or semi automa�on wherever possible to reduce the dependency of manpower to be able to supply qualita�ve products consistently.

OUTLOOK

Looking at the current business opportuni�es, the company’s prospects for the coming years are promising. Integra Engineering India is targe�ng further growth in coming years. We plan to expand by supplying addi�onal demands in rolling stock and especially addi�onal development in metro projects.

The Company con�nues to focus on consolida�ng business in the rolling stock segment by supplying various fabricated parts as well as all RDSO approved products to Indian Railways. The further expansion of the product offering and the explora�on of the export market is an important ongoing effort.

Due to the increasing demand in the railway sector, the company has installed various new machines and started the construc�on of an addi�onal produc�on building of 70,000 Sq. � and a new admin building.

Further, the company plans to further invest into machinery, as well as in the automa�on of the manufacturing process, and to strengthen the ERP and monitoring system to achieve the expected growth.

The Company Strives for excellence in quality and holds various

EN 15085 CL-1 – Welding Process for Railway – TUV Nord
DIN 6701 CL 3 – Adhesive Bonding – TBBCert (Germany)

The Company has been qualified as welder as per American Welding Society (AWS). This is the prerequisite of our export customers in the USA.

OPPORTUNITY & THREATS

Product approval and cer�ficates

The Company takes pride in being a preferred supplier to many reputed OEMs of Rolling stock. With the con�nua�on of major infrastructure policies and programs of the government, the focus will remain on strengthening the transport sectors. The Company will con�nue to capitalize on new opportuni�es by offering its products and services to exis�ng and new customers in the transport sector. This is in line with its drive to be the preferred choice for customers.

RDSO – For Metal to Metal relays, Metal to Carbon relays, LED Signal, Fuse Automa�c Changeover System (FACS)
IP 65 & 55 – Standard Enclosure designed by Integra
CE Marking – Standard Enclosure designed by Integra
Management standards of quality, environment and safety
ISO 9001:2015 – Quality Standard – TUV Nord
ISO 14001:2015 – Environmental Management – TUV Nord
ISO 45001:2018 – Health and Safety Management – TUV Nord

Measures taken so far as well as the ongoing measures enable the Company to increase its compe��veness and offer a wider range of products and services. The strategy has been to con�nue the focus on profitable growth through new product and service offerings and opera�onal excellence.

The Company is genera�ng more than 80% of total revenue from contract manufacturing business as an OEM supplier, hence, the

MATERIAL DEVELOPMENTS IN HUMAN RESOURCES / INDUSTRIAL RELATIONS:

With a total workforce of more than 800 employees, including staff, permanent employees and contract workers, the prime objec�ve of the human resource func�on is employee development. The Company believes that human resources are its most valuable asset

Annual Report 2023-24

to achieve success and profitability in business.

The Company has established a con�nuous training culture for all levels of employees. New employees are educated about the Company with “Induc�on training”. Under this training, new recruits undergo an induc�on training by departmental heads, which offer a broad overview of the Company’s varied func�ons, processes, strategy and growth objec�ves. Inhouse as well as external training programs for all level of employees are conducted on regular basis. The Company has also opened a “welding training center” within the Company to develop new welders as well as to provide regular training to exis�ng welder groups.

INTERNAL CONTROL SYSTEMS AND THEIR ADEQUACY:

The Company has adequate internal control system over the financial repor�ng ensuring the accuracy of the accoun�ng systems and related financial repor�ng. The internal control system adheres to local statutory requirements for orderly and efficient conduct of business. The efficacy of the internal checks and control system are validated by internal as well as statutory auditors. The Audit Commi�ee reviews the adequacy and effec�veness of the internal control system, significant audit observa�ons and monitors the sustainability of remedial measures.

The Company periodically carries out various employee mo�va�on and engagement ac�vi�es which includes fes�val celebra�on, birthday celebra�ons, sports, and compe��on events.

RISKS & CONCERNS

We set out below risk that is most material to our business and performance according to current market situa�on. We explain mi�ga�on strategies which help us to manage this risk.

Risk	Mi�ga�on Strategy
Raw Material Price Vola�lity: Vola�lity in prices of raw materials can impact margins.	We have raw material (sheet metal) price variance clause with most of our customers. The mechanism of price variance clause and terms of price revision is transparent and easy to execute.
Manpower availability: Produc�on planning and schedules vary with labour fuctua�on which impacts on �me delivery of the projects.	We are reasonably managing the mix of permanent labour and manpower. We are hiring the manpower from ITI and giving welding training. We have established a welding training center. We are con�nuously inspiring our all employees to take training on various ma�ers and improving their skills.

Annual Report 2023-24

Discussion on financial performance with respect to opera�onal performance

The Company has achieved a turnover of Rs. 14,682 lakhs for the financial year 2023-24 against the turnover of Rs. 13,316 lakhs for the previous financial year 2022-23. Further, the Company a�ained profit a�er tax of Rs.1,452 lakhs in the F.Y. 2023-24 compared to Rs.1,819 lakhs for the previous financial year 2022-23.

Details of significant changes

Sr. No.	List of Ra�os	Standalone	Standalone	Consolidated	Consolidated	% Variance	Explana�on (if change in more than 25%)
		2023-24	2022-23	2023-24	2022-23
1	Opera�ng Proft Margin Ra�o (%)	15.13%	14.89%	15.13%	14.89%	2%	-
2	Net Proft Margin Ra�o (%)	9.89%	13.66%	9.89%	13.66%	- 28%	Due to increase in turnover
3	Return on Net worth (%)	20.89%	34.38%	20.89%	34.38%	- 39%	Due to decrease in proft a�er tax
4	Interest Coverage Ra�o	18.66	17.23	18.66	17.23	8%	-
5	Debt Equity Ra�o	0.32	0.32	0.32	0.32	1%	-
6	Current Ra�o	1.72	2.36	1.72	2.36	- 27%	In view of reclassifca�on of Cumula�ve Redeemable Preference Shares from non-current to current
7	Debtors Turnover Ra�o	3.84	3.27	3.84	3.27	17%	-
8	Inventory Turnover Ra�o	4.86	4.68	4.86	4.68	4%	-

Annual Report 2023-24

INDEPENDENT AUDITOR'S REPORT

TO THE MEMBERS OF INTEGRA ENGINEERING INDIA LIMITED Report on the Audit of the Standalone Financial Statements

Opinion

We have audited the accompanying Standalone Financial Statements of Integra Engineering India Limited (“the Company”), which comprise the Balance Sheet as at 31st March, 2024, the Statement of Profit and Loss (including Other Comprehensive Income), the Statement of Changes in Equity and the Statement of Cash Flows for the year then ended and notes to the Standalone Financial Statements, including a summary of Material accoun�ng policies and other explanatory informa�on.

In our opinion and to the best of our informa�on and according to the explana�ons given to us, the aforesaid standalone financial statements give the informa�on 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 Accoun�ng Standards prescribed under sec�on 133 of the Act read with the Companies (Indian Accoun�ng Standards) Rules, 2015, as amended, (“Ind AS”) and other accoun�ng principles generally accepted in India, of the state of affairs of the Company as at 31st March, 2024, the profit and total comprehensive income, changes in equity and its cash flows for the year ended on that date.

Basis for Opinion

We conducted our audit of the Standalone Financial Statements in accordance with the Standards on Audi�ng (SAs) specified under sec�on 143(10) of the Companies Act, 2013. Our responsibili�es under those Standards are further described in the Auditor's Responsibili�es for the Audit of the Standalone Financial Statements sec�on of our report. We are independent of the Company in accordance with the Code of Ethics issued by the Ins�tute of Chartered Accountants of India together with the independence requirements that are relevant to our audit of the Standalone Financial Statements under the provisions of the Companies Act, 2013 and the Rules thereunder, and we have fulfilled our other ethical responsibili�es in accordance with these requirements and the 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 Standalone Financial Statements.

Key Audit Ma�ers

Key audit ma�ers are those ma�ers that, in our professional judgment, were of most significance in our audit of the standalone Financial Statements of the current period. These ma�ers were addressed in the context of our audit of the Financial Statements as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these ma�ers.

We have determined that there are no key audit ma�ers to communicate in our report.

Informa�on other than the Standalone Financial Statement and Auditor's Report thereon

The Company's Management and the Board of Directors are responsible for the other informa�on. The other informa�on

comprises the informa�on included in Board's Report including Annexures to that Board's Report, Corporate Governance and Shareholder's Informa�on, but does not include the Standalone Financial Statements and our auditor's report thereon.

Our opinion on the Standalone Financial Statements does not cover the other informa�on and we do not express any form of assurance conclusion thereon.

In connec�on with our audit of the Standalone Financial Statements, our responsibility is to read the other informa�on iden�fied above and in doing so, consider whether the other informa�on 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.

If, based on the work we have performed, we conclude that there is a material misstatement of this other informa�on, we are required to report that fact. We have nothing to report in this regard.

Responsibili�es of Management and Those Charged with Governance for the Standalone Financial Statements

The Company's Management and Board of Directors is responsible for the ma�ers stated in Sec�on 134(5) of the Companies Act, 2013 (“the Act”) with respect to the prepara�on of these Standalone Financial Statements that give a true and fair view of the financial posi�on, financial performance, total comprehensive income, changes in equity and cash flows of the Company in accordance with the Ind AS and other accoun�ng principles generally accepted in India, including the accoun�ng Standards specified under Sec�on 133 of the Act. This responsibility also includes maintenance of adequate accoun�ng records in accordance with the provisions of the Act for safeguarding of the assets of the Company and for preven�ng and detec�ng frauds and other irregulari�es; selec�on and applica�on of appropriate accoun�ng policies; making judgments and es�mates that are reasonable and prudent; and design, implementa�on and maintenance of adequate internal financial controls, that were opera�ng effec�vely for ensuring the accuracy and completeness of the accoun�ng records, relevant to the prepara�on and presenta�on 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 are responsible for assessing the Company's ability to con�nue as a going concern, disclosing, as applicable, ma�ers related to going concern and using the going concern basis of accoun�ng unless management either intends to liquidate the Company or to cease opera�ons, or has no realis�c alterna�ve but to do so;

The Board of Directors are also responsible for overseeing the company's financial repor�ng process.

Auditor's Responsibili�es for the Audit of Standalone Financial Statements

Our objec�ves 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

Annual Report 2023-24

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 scep�cism throughout the audit. We also:

Iden�fy 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 detec�ng a material misstatement resul�ng from fraud is higher than for one resul�ng from error, as fraud may involve collusion, forgery, inten�onal omissions, misrepresenta�ons, or the override of internal control;
Obtain an understanding of internal financial control relevant to the audit in order to design audit procedures that are appropriate in the circumstances. Under sec�on 143(3)(i) of the Companies Act, 2013, we are also responsible for expressing our opinion on whether the Company has adequate internal financial controls system in place and the opera�ng effec�veness of such controls;
Evaluate the appropriateness of accoun�ng policies used and the reasonableness of accoun�ng es�mates and related disclosures made by management and board of directors;
Conclude on the appropriateness of management and board of directors use of the going concern basis of accoun�ng in prepara�on of standalone financial statements and, based on the audit evidence obtained, whether a material uncertainty exists related to events or condi�ons that may cast significant doubt on the Company's ability to con�nue as a going concern. If we conclude that a material uncertainty exists, we are required to draw a�en�on 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 condi�ons may cause the Company to cease to con�nue as a going concern;
Evaluate the overall presenta�on, structure and content of the Standalone Financial Statements, including the disclosures, and whether the Standalone Financial Statements represent the underlying transac�ons and events in a manner that achieves fair presenta�on.

Materiality is the magnitude of misstatements in the standalone financial statements that, individually or in aggregate, makes it probable that the economic decisions of a reasonably knowledgeable user of the standalone financial statements may be influenced. We consider quan�ta�ve materiality and qualita�ve factors in (i) planning the scope of our audit work and in evalua�ng

the results of our work; and (ii) to evaluate the effect of any

We communicate with those charged with governance of the Company regarding, among other ma�ers, the planned scope and �ming of the audit and significant audit findings, including any significant deficiencies in internal control that we iden�fy 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 rela�onships and other ma�ers that may reasonably be thought to bear on our independence, and where applicable, related safeguards.

From the ma�ers communicated with those charged with governance, we determine those ma�ers that were of most significance in the audit of the Standalone Financial Statements of the current period and are therefore the key audit ma�ers. We describe these ma�ers in our auditor's report unless law or regula�on precludes public disclosure about the ma�er or when, in extremely rare circumstances, we determine that a ma�er 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 communica�on.

Report on Other Legal and Regulatory Requirements

As required by the Companies (Auditor's Report) Order, 2020 (“the Order”), issued by the Central Government of India in terms of sub-sec�on (11) of sec�on 143 of the Companies Act, 2013, we give in the “Annexure A”, a statement on the ma�ers specified in paragraphs 3 and 4 of the Order, to the extent applicable.
As required by Sec�on 143(3) of the Act, we report that:
(a) We have sought and obtained all the informa�on and explana�ons which to the best of our knowledge and belief were necessary for the purposes of our audit;
(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 examina�on of those books;
(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;
(d) In our opinion, the aforesaid Standalone Financial Statements comply with the Indian Accoun�ng Standards specified under Sec�on 133 of the Act;
(e) On the basis of the wri�en representa�ons received from the directors as on 31st March, 2024 taken on record by the Board of Directors, none of the directors is disqualified as on 31st March, 2024 from being appointed as a director in terms of Sec�on 164(2) of the Act;
(f) With respect to the adequacy of the internal financial

Annual Report 2023-24

controls over financial repor�ng of the Company and the opera�ng effec�veness of such controls, refer to our separate Report in “Annexure B”. Our report expresses an unmodified opinion on the adequacy and opera�ng effec�veness of the company's internal financial controls with reference to standalone financial statements;

(g) With respect to the other ma�ers to be included in the Auditor's Report in accordance with the requirements of sec�on 197(16) of the Act, as amended:

In our opinion and to the best of our informa�on and according to the explana�ons given to us, the remunera�on paid/payable by the Company to its directors during the year is in accordance with the provisions of sec�on 197 of the Act; and

(h) With respect to the other ma�ers 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 informa�on and according to the explana�ons given to us:
i. The Company has disclosed the impact of pending li�ga�ons on its financial posi�on in its standalone financial statements - Refer Note 39 to the Standalone Financial Statements;
ii. The Company did not have any long-term contracts including deriva�ves contracts for which there were any material foreseeable losses;
iii. There has been no delay in transferring amounts, required to be transferred, to the Investor Educa�on and Protec�on Fund by the Company.
iv.
i. The Management has represented that, to the best of it's knowledge and belief, as disclosed in Note 53(v) to the accounts, no funds 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(s) or en�ty(ies), including foreign en��es ("Intermediaries"), with the understanding, whether recorded in wri�ng or otherwise, that the Intermediary shall, whether, directly or indirectly lend or invest in other persons or en��es iden�fied in any manner whatsoever by or on behalf of the company

("Ul�mate Beneficiaries") or provide any guarantee, security or the like on behalf of the Ul�mate Beneficiaries;

ii. The Management has represented, that, to the best of it's knowledge and belief, as disclosed in Note 53(vi) to the accounts, no funds have been received by the company from any person(s) or en�ty(ies), including foreign en��es (“Funding Par�es”), with the understanding, whether recorded in wri�ng or otherwise, that the Company shall, whether, directly or indirectly, lend or invest in other persons or en��es iden�fied in any manner whatsoever by or on behalf of the Funding Party (“Ul�mate Beneficiaries”) or provide any guarantee, security or the like on behalf of the Ul�mate Beneficiaries; and
iii. Based on such audit procedures performed that has been considered reasonable and appropriate in the circumstances, nothing has come to our no�ce that has caused us to believe that the representa�ons under sub-clause (i) and (ii) of Rule 11(e) contain any material mis-statement.
v. There is no dividend declared or paid during the year by the Company and hence provisions of Sec�on 123 of the companies Act, 2013 are not applicable.
vi. Based on our examina�on, which includes test checks, the company has used accoun�ng so�ware for maintaining its books of accounts for the financial year ended 31st March, 2024 which has a feature of recording audit trails (edit log) facility and the same has been operated throughout the year for all the relevant transac�ons recorded in the so�ware. Further, during the course of our audit, we did not come across any instance of audit trail feature being tampered with.

For CNK & Associates LLP

Chartered Accountants Firm Registra�on No. 101961W/W-100036

Sd/-

R achit Sheth

Partner Membership No.158289 Place: Halol Date: 30th May, 2024 UDIN: 24158289BKAQIJ7072

Annual Report 2023-24

ANNEXURE “A” TO THE INDEPENDENT AUDITOR'S REPORT

Referred to in Para 1 'Report on Other Legal and Regulatory Requirements' in our Independent Auditor's Report to the members of the Company on the Standalone Financial Statements for the year ended 31st March, 2024

To the best of our informa�on and according to the explana�ons provided to us by the company and the books of account and records examined by us in the normal course of audit, we state that:

I. (a) (A) The Company has maintained proper records showing full par�culars, including quan�ta�ve details and situa�on of Property, Plant and Equipment;
- (B) The Company has maintained proper records showing full par�culars of Intangible Assets;
(b) The company has a phased programme of physical verifica�on of its Property, Plant and Equipment so as to cover all assets once in three years. In accordance with this programme, certain Property, Plant and Equipment were verified during the year and no material discrepancies were no�ced on such verifica�on. In our opinion, this periodicity of physical verifica�on is reasonable having regard to the size of the Company and the nature of its assets;
(c) Based on our verifica�on of the documents provided to us and according to the informa�on and explana�ons given by the management, the �tle deeds of all the immovable proper�es (other than proper�es where the company is the lessee and the lease agreements are duly executed in favour of the lessee) disclosed in the standalone financial statements are held in the name of the Company as at the balance sheet date;
(d) The company has not revalued its Property, Plant and Equipment (including Right of Use assets) or intangible assets or both during the year;
(e) No proceedings have been ini�ated or are pending against the company for holding any benami property under the Benami Transac�ons (Prohibi�on) Act, 1988 (45 of 1988) and rules made thereunder;
II. (A) As per the informa�on and explana�ons given to us, the inventories held by the Company have been physically verified by the management. In our opinion, having regard to the nature and the loca�on of the stock, the frequency of the physical verifica�on is reasonable no discrepancies of 10% or more in aggregate for each class of inventory were no�ced on physical verifica�on;
(B) Based on our examina�on of the records provided by the management, the company has bank overdra� facili�es which are secured against fixed deposits. The company is not required to submit any quarterly returns or statements to the banks and hence repor�ng under this clause is not applicable to the Company;
III. During the year, the Company has not made investments, provided any guarantee or security, secured or unsecured, to companies, firms or Limited Liability Partnerships. The company has provided unsecured loans to its employees during the year;

(a) The details of unsecured loans provided by the company to its employees, during the year, are as follows:

Unsecured loans	Aggregate amount granted/Provided during the year (Rs. in lakhs)	Balance outstanding as at balance sheet date in respect of loans (Rs. in lakhs)
3 Employees	3.50	2.75

(b) In our opinion, the terms and condi�ons of the grant of loans are prima facie, not prejudicial to the Company’s interest;
(c) The repayment of principal and payment of interest is been s�pulated and the same are regular;
(d) In respect of the aforesaid loan, there is no amount which is overdue for more than ninety days;
(e) No loan granted by the Company which has fallen due during the year, has been renewed or extended or fresh loans granted to se�le the overdues of exis�ng loans given to the same par�es;
(f) The Company has not granted any loans or advances in the nature of loans either repayable on demand or without specifying any terms or period of repayment during the year. Hence, repor�ng under clause 3(iii)(f) is not applicable;
IV. In our opinion and according to the informa�on and explana�ons given to us, provisions of Sec�ons 185 and 186 of the Act in respect of loans, investments, guarantees and securi�es have been complied with;
V. The Company has not accepted any deposits or amounts which are deemed to be deposits during the year and therefore, the provisions of sec�ons 73 to 76 or any other relevant provisions of the Companies Act, 2013 and the rules framed thereunder are not applicable to the Company;
VI. We have broadly reviewed the cost records maintained by the Company as prescribed by the Central Government under sub sec�on (1) of Sec�on 148 of the Companies Act and are of the opinion that prima facie the prescribed cost records have been made and maintained by the Company. We have, however, not made a detailed examina�on of the cost records with a view to determine whether they are accurate or complete;
VII. (a) In our opinion, the Company is regular in deposi�ng with appropriate authori�es undisputed statutory dues including Provident Fund, Employees' State Insurance, Income-tax, Goods and Service Tax (GST), Custom Duty,

Annual Report 2023-24

Cess and other statutory dues as applicable. There were no undisputed amounts payable with respect to above statutory dues in arrears as at 31st March, 2024 for a period of more than six months from the date they became payable;

(b) The par�culars of statutory dues as at 31st March, 2024 which have not been deposited on account of disputes are as follows:

Name of the Statute	Nature of Dues	Amount (in lakhs)	Period to which the amount relates	Forum where the dispute is pending
The Income Tax Act, 1961	Income Tax	0.81	A.Y. 2014-15	Commissioner of Income Tax Appeal
		98.49	A.Y. 2007-08	Commissioner of Income Tax Appeal

VIII. There were no transac�ons which were not recorded in the books of account that have been surrendered or disclosed as income during the year in the tax assessments under the Income Tax Act, 1961 (43 of 1961);
IX. (a) The Company has not defaulted in repayment of loans or other borrowings or in the payment of interest thereon to any lender;
(b) The company is not declared as wilful defaulter by any bank or financial ins�tu�on or other lender;
(c) The Company has not taken any term loan during the year and there are no outstanding term loans at the beginning of the year and hence, repor�ng under clause 3(ix)(c) of the Order is not applicable;
(d) We report that no funds raised on short-term basis have been used for long-term purposes by the Company;
(e) The company has not taken any funds from any en�ty or person on account of or to meet the obliga�ons of its subsidiaries, associates or joint ventures;
(f) The company has not raised loans during the year on the pledge of securi�es held in its subsidiaries, joint ventures or associate companies;
X. (a) No moneys were raised by way of ini�al public offer or further public offer (including debt instruments) during the year hence repor�ng under this clause is not applicable to the Company;
(b) The company has not made any preferen�al allotment or private placement of shares or conver�ble debentures (fully, par�ally or opera�onally conver�ble) during the year;
XI. (a) During the course of our examina�on of the books of

account and records of the Company, carried out in accordance with the generally accepted audi�ng prac�ces in India and according to the informa�on and explana�ons given to us, we have neither come across any incidence of material fraud by the Company or on the Company, no�ced or reported during the year, nor we have been informed of any such case by the management;

(b) No report under sub-sec�on (12) of sec�on 143 of the Companies Act has been filed 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;
(c) According to the informa�on and explana�ons given to us, Company has not received any whistle blower complaints during the year;
XII. The company is not a Nidhi Company and hence repor�ng under clause (xii) of the order is not applicable;
XIII. In our opinion, the Company is in compliance with Sec�on 177 and 188 of the Companies Act, 2013 (where applicable) for all transac�ons with the related par�es and the details of related party transac�ons have been disclosed in the Standalone Financial Statements as required by the applicable accoun�ng standards;
XIV. (a) In our opinion and the records examined by us, the company has an internal audit system commensurate with the size and nature of its business;
(b) We have considered report of the internal auditors for the period under audit;
XV. According to the informa�on and explana�on given to us and based on our examina�on of the records, the Company has not entered into non-cash transac�ons with the directors or persons connected with them. Hence, the provisions of Sec�on 192 of the Act are not applicable;
XVI. (a) In our opinion, the Company is not required to be registered under sec�on 45-IA of the Reserve Bank of India Act, 1934. Hence, repor�ng under clause 3(xvi)(a), (b) and (c) of the Order is not applicable;
(b) In our opinion, there is no core investment company within the Group (as defined in the Core Investment Companies (Reserve Bank) Direc�ons, 2016) and accordingly repor�ng under clause 3(xvi)(d) of the Order is not applicable;
XVII. The company has not incurred any cash losses in the financial year and in the immediately preceding financial year;
XVIII. There has been no resigna�on of the statutory auditors during the year and accordingly the repor�ng under clause 3(xviii) is not applicable;
XIX. Based on our examina�on financial ra�os, ageing and expected dates of realisa�on of financial assets and payment of financial liabili�es, other informa�on accompanying the standalone financial statements, knowledge of the Board of Directors and

Annual Report 2023-24

management plans, no material uncertainty exists as on the date of the audit report that company is not capable of mee�ng its liabili�es exis�ng 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 repor�ng is based on the facts up to the date of the audit report and we neither give any guarantee nor any assurance that all liabili�es 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;

XX. (a) There are no unspent amounts of Corporate Social Responsibility (CSR) towards other than ongoing projects, requiring transfer to a Fund specified in Schedule VII to the Companies Act. Accordingly, repor�ng under clause 3(xx)(a) of the order is not applicable for the year;
(b) The company does not have any amount remaining unspent, pursuant to any ongoing projects, requiring transfer to special account. Accordingly, repor�ng under clause 3(xx)(b) of the Order is not applicable for the year.

For CNK & Associates LLP

Chartered Accountants Firm Registra�on No. 101961W/W-100036

Sd/-

Rachit Sheth

Partner Membership No.158289 Place: Halol Date: 30th May, 2024 UDIN: 24158289BKAQIJ7072

ANNEXURE “B” TO THE INDEPENDENT AUDITOR'S REPORT

Report on the Internal Financial Controls Over Financial Repor�ng under Clause (i) of Sub-sec�on 3 of Sec�on 143 of the Companies Act, 2013 (“the Act”)

We have audited the internal financial controls over financial repor�ng of Integra Engineering India Limited (“the Company”) as of 31st March, 2024 in conjunc�on with our audit of the Standalone Financial Statements of the Company for the year ended on that date.

Management's and Board of Directors' Responsibili�es for Internal Financial Controls

The Company's Management and the Board of Directors of the company are responsible for establishing and maintaining internal financial controls based on the internal control over financial repor�ng criteria established by the Company considering the essen�al components of internal control stated in the Guidance Note on Audit of Internal Financial Controls over Financial Repor�ng issued by the Ins�tute of Chartered Accountants of India. These responsibili�es include the design, implementa�on and maintenance of adequate internal financial controls with reference to standalone financial statements of the Company that were opera�ng effec�vely for ensuring the orderly and efficient conduct of its business, including adherence to respec�ve company's policies, the safeguarding of its assets, the preven�on and detec�on of frauds and errors, the accuracy and completeness of the accoun�ng records, and the �mely prepara�on of reliable financial informa�on, as required under the Companies Act, 2013.

Auditors' Responsibility

Our responsibility is to express an opinion on the Company's internal financial controls over financial repor�ng based on our audit. We conducted our audit in accordance with the Guidance Note on Audit of Internal Financial Controls over Financial Repor�ng (the “Guidance Note”) and the Standards on Audi�ng prescribed under sec�on 143(10) of the Companies Act, 2013, 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 adequate internal financial controls with reference to standalone financial statements of the company were established and maintained and if such controls operated effec�vely 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 of the company and their opera�ng effec�veness. Our audit of internal financial controls over financial repor�ng included obtaining an understanding of internal financial controls over financial repor�ng, assessing the risk that a material weakness exists, and tes�ng and evalua�ng the design and opera�ng effec�veness of internal control based on the assessed risk. The procedures selected depend on the auditor's judgment, including the assessment of the risks of material misstatement of the Standalone Financial Statements, whether due to fraud or error.

Annual Report 2023-24

and appropriate to provide a basis for our audit opinion on the Company's internal financial controls system over financial repor�ng.

Meaning of Internal Financial Controls over Financial Repor�ng

A company's internal financial control over financial repor�ng is a process designed to provide reasonable assurance regarding the reliability of financial repor�ng and the prepara�on of standalone financial statements for external purposes in accordance with generally accepted accoun�ng principles. A company's internal financial control over financial repor�ng includes those policies and procedures that (1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transac�ons and disposi�ons of the assets of the Company; (2) provide reasonable assurance that transac�ons are recorded as necessary to permit prepara�on of standalone financial statements in accordance with generally accepted accoun�ng principles, and that receipts and expenditures of the Company are being made only in accordance with authorisa�ons of management and directors of the Company; and (3) provide reasonable assurance regarding preven�on or �mely detec�on of unauthorised acquisi�on, use, or disposi�on of the Company's assets that could have a material effect on the

Inherent Limita�ons of Internal Financial Controls over Financial Repor�ng

Because of the inherent limita�ons of internal financial controls over financial repor�ng, 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, projec�ons of any evalua�on of the internal

financial controls over financial repor�ng to future periods are subject to the risk that the internal financial control over financial repor�ng may become inadequate because of changes in condi�ons, or that the degree of compliance with the policies or procedures may deteriorate.

Opinion

In our opinion, to the best of our informa�on and according to the explana�ons given to us, the Company has, in all material respects, an internal financial controls with reference to standalone financial statements of the Company and such internal financial controls over financial repor�ng were opera�ng effec�vely as at 31st March, 2024, based on the internal control over financial repor�ng criteria established by the Company considering the essen�al components of internal control stated in the Guidance Note on Audit of Internal Financial Controls Over Financial Repor�ng issued by the Ins�tute of Chartered Accountants of India.

For CNK & Associates LLP

Chartered Accountants Firm Registra�on No. 101961W/W-100036

Sd/-

Rachit Sheth

Partner Membership No.158289 Place: Halol Date: 30th May, 2024 UDIN:24158289BKAQIJ7072

Annual Report 2023-24

Annual Report 2023-24	Annual Report 2023-24
Standalone Balance Sheet as at 31st March, 20		24 (Amount in lakhs)
Par�culars	Note No.	As at 31st March, 2024	As at 31st March, 2023
ASSETS (1) Non-Current Assets (a) Property, Plant and Equipment (b) Capital work-in progress (c) Intangible assets (d) Financial Assets (i) Investments (ii) Others fnancial assets (e) Deferred tax Assets (Net) (f) Other non-current assets Total non-current assets (2) Current Assets (a) Inventories (b) Financial Assets (i) Trade receivables (ii) Cash and cash equivalents (iii) Other Bank Balances (iv) Loans (v) Others (c) Other current assets Total current assets Total assets EQUITY AND LIABILITIES Equity (a) Equity Share Capital (b) Other Equity Total equity Liabili�es (1) Non-Current Liabili�es (a) Financial Liabili�es (i) Borrowings (b) Provisions Total non-current liabili�es (2) Current Liabili�es (a) Financial Liabili�es (i) Borrowings (ii) Trade payables (A) due to micro enterprises and small enterprises (B) due to other than micro enterprises and small enterprises (iii) Others (b) Other current liabili�es (c) Provisions (d) Current Tax Liabili�es (net) Total current liabili�es Total Equity and Liabili�es	4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27	2,906.86 897.01 49.52 - 37.51 179.40 158.05	2,425.35 43.46 53.88 - 99.21 453.48 156.20
		4,228.34	3,231.59
		3,224.51 4,040.06 318.20 508.46 2.75 99.45 129.37	2,821.71 3,604.56 285.70 482.32 2.12 75.66 126.89
		8,322.80	7,398.95
		12,551.14	10,630.54
		343.65 7,335.68	343.65 5,878.08
		7,679.33	6,221.72
		- 28.01	1,240.00 36.45
		28.01	1,276.45
		2,468.52 149.98 731.80 1,095.98 192.28 180.92 24.34	746.00 98.78 911.16 1,028.50 150.37 154.15 43.40
		4,843.80	3,132.36
		12,551.14	10,630.54
Material Accoun�ng Policies and Notes to Financial Statements	1-54
As per our report of even date a�ached For CNK & Associates LLP Chartered Accountants Firm Regn. No. 101961W/W-100036 For and on behalf of the Board Integra Engineering India Limited Kunal Thakrar Chief Financial Ofcer Rachit Sheth Partner Membership No. 158289 Place : Halol Date : 30th May, 2024 Corinne Ruckstuhl Chairperson DIN: 03531399 Shalin Diva�a Director DIN: 00749517 Bhavin Kariya Chief Execu�ve Ofcer Place : Halol Date : 30th May, 2024 Ravi Thanki Company Secretary

Annual Report 2023-24

Standalone Statement of Profit and Loss for the year ended 31st March, 2024

Standalone Statement of Proft and Loss for the year ended	Standalone Statement of Proft and Loss for the year ended	31st March, 2024	31st March, 2024
		(Amount in lakhs)
Par�culars	Note No.	For the year ended 31st March, 2024	For the year ended 31st March, 2023
I Revenue from opera�ons II Other income III Total income (I+II) IV EXPENSES Cost of materials consumed Purchase of Stock in trade Changes in inventories of fnished goods work-in-progress and Stock-in-Trade Employee Benefts Expense Finance Costs Deprecia�on and amor�za�on expense Other Expenses Total expenses (IV) V Proft before tax(III-IV) VI Tax expense: (a) Current tax rela�ng to: - current year - earlier years (b) Deferred tax VII Proft for the year (V-VI) VIII Other comprehensive income (OCI) (a) Items that will not be reclassifed to proft or loss (i) Re-measurement of the defned beneft plans - tax impact IX Total comprehensive income for the year (VII+VIII) X Earnings per equity share: Basic (in ₹ ) Diluted (in ₹ ) See accompanying notes to the Financial Statements	28 29 30 31 32 33 34 35 36 37 44 1-54	14,682.38 84.81	13,316.05 56.73
		14,767.19	13,372.78
		7,911.04 37.70 (191.15) 1,650.18 124.88 277.83 2,854.52	7,275.52 68.72 64.18 1,299.46 117.46 216.07 2,465.07
		12,665.00	11,506.48
		2,102.19	1,866.29
		378.08 0.26 271.81	334.67 5.10 (292.01)
		1,452.04	1,818.52
		7.84 (2.28)	1.75 (0.51)
		5.55	1.24
		1,457.59	1,819.77
		4.23 4.23	5.30 5.30

As per our report of even date a�ached

For CNK & Associates LLP Chartered Accountants Firm Regn. No. 101961W/W-100036

Rachit Sheth Partner Membership No. 158289 Place : Halol Date : 30th May, 2024

For and on behalf of the Board Integra Engineering India Limited

Corinne Ruckstuhl Shalin Diva�a Chairperson Director DIN: 03531399 DIN: 00749517

Bhavin Kariya Kunal Thakrar Ravi Thanki Chief Execu�ve Officer Chief Financial Officer Company Secretary Place : Halol Date : 30th May, 2024

Annual Report 2023-24

Standalone Statement of Changes in Equity for the year ended on 31st March, 2024 Equity Share Capital:

Standalone Statement of Changes in Equity for the year ended on 31st March, 2024	Standalone Statement of Changes in Equity for the year ended on 31st March, 2024	Standalone Statement of Changes in Equity for the year ended on 31st March, 2024	Standalone Statement of Changes in Equity for the year ended on 31st March, 2024	Standalone Statement of Changes in Equity for the year ended on 31st March, 2024
Equity Share Capital: (Amount in lakhs)
Balance as at 1st April, 2022	Changes in Equity Share Capital due to prior period errors	Restated balance at the beginning of the current year	Changes in equity share capital during the current year	Balance as at 31st March, 2023
342.45	-	342.45	1.20	343.65

Balance as at 1st April, 2023	Changes in Equity Share Capital due to prior period errors	Restated balance at the beginning of the current year	Changes in equity share capital during the current year	Balance as at 31st March, 2024
343.65	-	343.65	-	343.65

Other Equity: (Amount in lakhs)	Other Equity: (Amount in lakhs)	Other Equity: (Amount in lakhs)	Other Equity: (Amount in lakhs)	Other Equity: (Amount in lakhs)	Other Equity: (Amount in lakhs)
Par�culars	Reserves and Surplus				Total
	Employee Stock Op�on Reserve	Securi�es Premium	General Reserve	Retained Earnings
Balance as at 1st April, 2022 Changes in accoun�ng policy or prior period errors Restated balance at the beginning of the current year Total Comprehensive Income for the current year Dividends Proft / Addi�on for the year Transfer to retained earnings Remeasurement of the Net Defned beneft liability/asset, net of tax efect Balance as at 31st March, 2023	33.62 - 33.62 - - (22.19) - 11.44	329.48 - 329.48 - - 42.00 - - 371.48	249.09 - 249.09 - - 22.87 - - 271.97	3,403.43 - 3,403.43 1.24 - 1,818.52 - - 5,223.20	4,015.62 - 4,015.62 1.24 - 1,861.21 - - 5,878.08
(Amount in lakhs)
Par�culars	Reserves and Surplus				Total
	Employee Stock Op�on Reserve	Securi�es Premium	General Reserve	Retained Earnings
Balance as at 1st April, 2023 Changes in accoun�ng policy or prior period errors Restated balance at the beginning of the current year Total Comprehensive Income for the current year Dividends Proft / Addi�on for the year Remeasurement of the Net Defned beneft liability/asset, net of tax efect Balance as at 31st March, 2024	11.44 - 11.44 - - - - 11.44	371.48 - 371.48 - - - - 371.48	271.97 - 271.97 - - - - 271.97	5,223.20 - 5,223.20 5.55 - 1,452.04 - 6,680.79	5,878.08 - 5,878.09 5.55 - 1,452.04 - 7,335.68
As per our report of even date a�ached For CNK & Associates LLP Chartered Accountants Firm Regn. No. 101961W/W-100036 For and on behalf of the Board Integra Engineering India Limited Kunal Thakrar Chief Financial Ofcer Rachit Sheth Partner Membership No. 158289 Place : Halol Date : 30th May, 2024 Corinne Ruckstuhl Chairperson DIN: 03531399 Shalin Diva�a Director DIN: 00749517 Bhavin Kariya Chief Execu�ve Ofcer Place : Halol Date : 30th May, 2024 Ravi Thanki Company Secretary

Annual Report 2023-24

Standalone Cash flow statement for the year ended 31st March, 2024

	(Amount in lakhs)	(Amount in lakhs)
Par�culars	For the year ended 31st March, 2024	For the year ended 31st March, 2023
[A] CASH FLOW FROM OPERATING ACTIVITIES Proft/(Loss) before tax Adjustments for: Interest Income Reversal of Provision for Doub�ul Debt Employee stock op�on expense Remeasurement of Defned Plans Interest Expenses Deprecia�on/Amor�sa�on/Impairment of Property , Plant and equipments Finance cost on Preference shares Bad debts/ provision for Doub�ul Receivables/Advances/Sundry balances wri�en of Opera�ng Proft/(Loss) before changes in working capital Adjustment for (Increase)/Decrease in Opera�ng Assets Inventories Trade Receivables (Net of Bill Discoun�ng Facility) Loans and Advances Other Assets Adjustment for Increase/(Decrease) in Opera�ng Liabili�es Trade Payables Provisions Other Liabili�es Cash fow from opera�ons a�er changes in working capital Net Direct Taxes (Paid)/Refunded	2,102.19 (55.11) (8.11) - 7.84 69.46 277.83 49.60 7.59	1,866.29 (45.54) (6.17) 0.69 1.75 65.40 216.07 49.60 4.00
	2,451.31 (402.81) 48.92 (0.63) 64.20 (128.17) 18.34 59.79	2,152.08 43.67 (831.26) 2.48 195.99 (422.68) 8.89 87.27
	2,110.96 (397.42)	1,236.44 (315.58)
Net Cash Flow from/(used in) Opera�ng Ac�vi�es	1,713.54	920.86
[B] CASH FLOW FROM INVESTING ACTIVITIES Purchase of Property, plant and Equipments including Capital Advances and Capital work in progress Interest Income Bank Balances not considered as Cash and Cash Equivalents	(1,628.26) 44.22 (26.14)	(784.29) 34.18 79.24
Net Cash Flow from/(used in) Inves�ng Ac�vi�es	(1,610.18)	(670.87)
[C]CASH FLOW FROM FINANCING ACTIVITIES Net increase / (decrease) in short term borrowings Proceeds from Issue of Equity Shares Interest Expenses	(1.41) - (69.46)	54.99 43.20 (65.40)
Net Cash Flow from/(used in) Financing Ac�vi�es	(70.87)	32.79
Net Increase/ (Decrease) in Cash and Cash Equivalents Cash & Cash Equivalents at beginning of Year (see Note 1)	32.50 285.70	282.78 2.91
Cash and Cash Equivalents at end of year (see Note 1)	318.20	285.70

Annual Report 2023-24

Standalone Cash flow statement for the year ended 31st March, 2024

	(Amount in lakhs)	(Amount in lakhs)
Par�culars	For the year ended 31st March, 2024	For the year ended 31st March, 2023
Notes: 1 Cash and Cash equivalents comprise of: Cash on Hands Balance with Banks Bank Deposits (Short term Investment) Bank overdra� account Cash and Cash equivalents	1.55 1.91 314.73 -	0.55 1.94 241.18 42.03
	318.20	285.70
Cash and Cash equivalents	318.20	285.70
2 The above Cash Flow Statement has been prepared under t he 'Indirect Method' as set out in the Indian Accoun�ng Standard (Ind AS) 7 " Cash Flow Statement".

2 The above Cash Flow Statement has been prepared under t he 'Indirect Method' as set out in the Indian Accoun�ng Standard (Ind AS) 7 " Cash Flow Statement".

As per our report of even date a�ached For CNK & Associates LLP Chartered Accountants Firm Regn. No. 101961W/W-100036

Rachit Sheth Partner Membership No. 158289 Place : Halol Date : 30th May, 2024

For and on behalf of the Board Integra Engineering India Limited

Corinne Ruckstuhl Shalin Diva�a Chairperson Director DIN: 03531399 DIN: 00749517

Bhavin Kariya Kunal Thakrar Ravi Thanki Chief Execu�ve Officer Chief Financial Officer Company Secretary Place : Halol Date : 30th May, 2024

Annual Report 2023-24

Notes to the Standalone Financial Statements for the year ended March 31, 2024

1. Corporate informa�on

INTEGRA Engineering India Limited ('the Company') is a public company domiciled in India and incorporated under the provisions of the Companies Act, 1956 (CIN: L29199GJ1981PLC028741) having its registered office at Post Box No 55, Chandrapura Village, Taluka Halol, Panchmahal. Its shares are listed on Bombay Stock Exchange in India. The Company is engaged in manufacturing of machineries and components.

2. Material accoun�ng policies

2.1. Statement of compliance

These financial statements have been prepared in accordance with Indian Accoun�ng Standards (Ind AS) no�fied under sec�on 133 of the Companies Act, 2013 (the Act) read with Companies (Indian Accoun�ng Standards) Rules, 2015 (as amended). The financial statements have also been prepared in accordance with the relevant presenta�on requirements of the Companies Act, 2013.

2.2. Basis of prepara�on

The Financial Statements have been prepared on the historical cost conven�on on accrual basis except for certain financial instruments that are measured at fair values at the end of each repor�ng period, as explained in the accoun�ng policies below.

Historical cost is generally based on the fair value of the considera�on given in exchange for goods and services.

As the opera�ng cycle cannot be iden�fied in normal course due to the special nature of the industry, the same has been assumed to have dura�on of 12 months. Accordingly, all assets and liabili�es have been classified as current or non-current as per the Company's opera�ng cycle and other criteria set out in Ind AS-1 'Presenta�on of Financial Statements' and Schedule III to the Companies Act, 2013. Further trade receivables, inventories and trade payables are assumed to be current as per para 68 and 70 of Ind AS-1.

The Financial Statements are presented in Indian Rupees and all values are rounded off to the nearest lakh rupees.

Fair value measurement

Fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly transac�on between market par�cipants at the measurement date under current market condi�ons.

The Company categorizes assets and liabili�es measured at fair value into one of three levels depending on the ability to observe inputs employed in their measurement which are described as follows:

(a) Level 1 inputs are quoted prices (unadjusted) in ac�ve markets for iden�cal assets or liabili�es.
(b) Level 2 inputs are inputs that are observable, either directly or indirectly, other than quoted prices included within level 1, for the asset or liability.
(c) Level 3 inputs are unobservable inputs for the asset or liability reflec�ng significant modifica�ons to observable related market data or Company's assump�ons about pricing by market par�cipants.

For assets and liabili�es that are recognised in the financial statements on a recurring basis, the Company determines whether transfers have occurred between levels in the hierarchy by re-assessing categorisa�on (based on the lowest level input that is significant to the fair value measurement as a whole) at the end of each repor�ng period

2.3. Property Plant and Equipment (PPE)

Land and buildings held for use in the produc�on or supply of goods or services, or for administra�ve purposes, are stated in the Balance Sheet at cost less accumulated deprecia�on and impairment losses, if any. Freehold land is not depreciated.

Property, Plant and Equipment in the course of construc�on for produc�on, supply or administra�ve purposes are carried at cost, less any recognised impairment loss.

The cost of an asset comprises its purchase price or its construc�on cost (net of applicable tax credits) and any cost directly a�ributable to bring the asset into the loca�on and condi�on necessary for it to be capable of opera�ng in the manner intended by the Management. It includes professional fees and, for qualifying assets, borrowing costs capitalised in accordance with the Company's accoun�ng policy. Such proper�es are classified to the appropriate categories of PPE when completed and ready for intended use. Parts of an item of PPE having different useful lives and significant value and subsequent expenditure on Property, Plant and Equipment arising on account of capital improvement or other factors are accounted for as separate components. Capital work in progress includes the cost of PPE that are not yet ready for the intended use.

Deprecia�on of these PPE commences when the assets are ready for their intended use.

Deprecia�on is provided on the cost of PPE (other than Freehold Land, proper�es under construc�on) less their residual values, using the straight-line method over the useful life of PPE as stated in the Schedule II to the Companies Act, 2013 or based on technical assessment by the Company. Es�mated useful lives of these assets are as under:

Descrip�on	Years
Building Plant & Machinery Computers Furniture & Fixtures Vehicles	20 to 30 15 3 10 8

Annual Report 2023-24

The es�mated useful lives and residual values are reviewed on an annual basis and if necessary, changes in es�mates are accounted for prospec�vely.

Deprecia�on on addi�ons/dele�ons to PPE during the year is provided for on a pro-rata basis with reference to the date of addi�ons/dele�ons.

Deprecia�on on subsequent expenditure on PPE arising on account of capital improvement or other factors is provided for prospec�vely over the remaining useful life.

An item of PPE is de-recognised upon disposal or when no future economic benefits are expected to arise from the con�nued use of the asset. Any gain or loss arising on the disposal or re�rement of an item of PPE is determined as the difference between the sales proceeds and the carrying amount of the asset and is recognized in the Statement of

2.4. Intangible Assets

Intangible assets with finite useful lives that are acquired separately are carried at cost less accumulated amor�za�on and accumulated impairment losses. Amor�sa�on is recognised on a straight-line basis over their es�mated useful lives not exceeding ten years from the date of capitalisa�on. The es�mated useful life is reviewed at the end of each repor�ng period and the effect of any changes in es�mate being accounted for prospec�vely.

Intangible assets are derecognised on disposal, or when no future economic benefits are expected from use or disposal. Gains or losses arising from derecogni�on of an intangible asset are determined as the difference between the net disposal proceeds and the carrying amount of the asset, and recognised in the Statement of Profit and Loss when the asset is derecognised.

2.5. Impairment of tangible assets and intangible assets

The Company reviews the carrying amount of its tangible assets (Property, Plant and Equipment including Capital Works in Progress) of a “Cash Genera�ng Unit” (CGU) at the end of each repor�ng period to determine whether there is any indica�on that those assets have suffered an impairment loss. If any such indica�on exists, the recoverable amount of the asset is es�mated in order to determine the extent of the impairment loss (if any). When it is not possible to es�mate the recoverable amount of an individual asset, the Company es�mates the recoverable amount of the cash-genera�ng unit to which the asset belongs.

Recoverable amount is the higher of fair value less costs of disposal and value in use. In assessing value in use, the es�mated future cash flows are discounted to their present value using a pre-tax discount rate that reflects current market assessments of the �me value of money and the risks specific to the asset for which the es�mates of future cash flows have not been adjusted.

If the recoverable amount of an asset (or cash-genera�ng unit)

is es�mated to be less than its carrying amount, the carrying amount of the asset (or cash-genera�ng unit) is reduced to its recoverable amount. An impairment loss is recognised immediately in the Statement of Profit and Loss.

An assessment is made at the end of each repor�ng period to see if there are any indica�ons that impairment losses recognized earlier may no longer exist or may have decreased. The impairment loss is reversed, if there has been a change in the es�mates used to determine the asset’s recoverable amount since the previous impairment loss was recognized. If it is so, the carrying amount of the asset is increased to the lower of its recoverable amount and the carrying amount that have been determined, net of deprecia�on, had no impairment loss been recognized for the asset in prior years. A�er a reversal, the deprecia�on charge is adjusted in future periods to allocate the asset’s revised carrying amount, less any residual value, on a systema�c basis over its remaining useful life. Reversals of Impairment loss are recognized in the

2.6. Investments in associates

The Company records the investments in associates at cost less impairment loss, if any.

On disposal of investment in associate, the difference between net disposal proceeds and the carrying amounts (including corresponding value of dilu�on in deemed investment) are recognized in the Statement of Profit and Loss.

2.7. Inventories

The inventories are valued at cost or net realizable value whichever is lower. The basis of determining the value of each class of inventory is as follows:

Inventories	Cost Formula
Raw material	Weighted average cost
Work in Progress	Raw material cost plus conversion cost, wherever applicable
Stock in trade	At landed cost
Stores and Spare Parts	Weighted average cost

2.8. Revenue recogni�on

The Company earns revenue primarily from sale of products and sale of services.

a) Revenue from Opera�ons

Sale of Products and Services

Revenues are recognized when the Company sa�sfies the performance obliga�on by transferring a promised product or service to a customer. A product is transferred when the customer obtains control of that product, which is at the point of transfer of custody to customers where usually the �tle is passed, provided that the contract price is fixed or determinable and collectability of the receivable is reasonably assured.

Annual Report 2023-24

Revenue towards sa�sfac�on of a performance obliga�on is measured at the amount of transac�on price (net of variable considera�on) allocated to that performance obliga�on. The transac�on price of goods sold, and services rendered is net of variable considera�on on account of various discounts, schemes, rebates offered by the Company as part of the contract. Any retrospec�ve revision in prices is accounted for in the year of such revision.

b) Other Income

Interest Income:

Interest income from financial assets is recognised at the effec�ve interest rate method applicable on ini�al recogni�on

Any Other Income:

Other income is recognized on accrual basis except when realisa�on of such income is uncertain.

the fair value less cost to sell and the value-in-use) is determined on an individual asset basis unless the asset does not generate cash flows that are largely independent of those from other assets. In such cases, the recoverable amount is determined for the Cash Genera�ng Unit (CGU) to which the asset belongs.

Short term Lease:

Short term lease is that, at the commencement date, has a lease term of 12 months or less. A lease that contains a purchase op�on is not a short-term lease. If the company elected to apply short term lease, the lessee shall recognise the lease payments associated with those leases as an expense on either a straight-line basis over the lease term or another systema�c basis. The lessee shall apply another systema�c basis if that basis is more representa�ve of the pa�ern of the

2.9. Leases:

2.10. Foreign Exchange Transac�ons

A contract is, or contains, a lease if the contract conveys the right to control the use of an iden�fied asset for a period of �me in exchange for considera�on.

Company as a lessee

Lease Liability

At the commencement date, the Company measures the lease liability at the present value of the lease payments that are not paid at that date. The lease payments shall be discounted using incremental borrowing rate.

Right-of-use assets

Ini�ally recognised at cost, which comprises the ini�al amount of the lease liability adjusted for any lease payments made at or prior to the commencement date of the lease plus any ini�al direct costs less any lease incen�ves.

Subsequent measurement

Lease Liability

Company measure the lease liability by (a) increasing the carrying amount to reflect interest on the lease liability; (b) reducing the carrying amount to reflect the lease payments made; and (c) remeasuring the carrying amount to reflect any

Right-of-use assets

Subsequently measured at cost less accumulated deprecia�on and impairment losses. Right-of-use assets are depreciated from the commencement date on a straight line basis over the shorter of the lease term and useful life of the under lying asset.

The func�onal currency of the Company is Indian Rupees which represents the currency of the primary economic environment in which the Company operates.

Transac�ons in currencies other than the Company’s func�onal currency (foreign currencies) are recognized at the rates of exchange prevailing at the dates of the transac�ons. At the end of each repor�ng period, monetary items denominated in foreign currencies are translated using closing exchange rate prevailing on the last day of the repor�ng period.

Exchange differences on monetary items are recognized in the Statement of Profit and Loss in the period in which they arise.

Effec�ve April 1, 2018 the company has adopted Appendix B to Ind AS 21- Foreign Currency Transac�ons and Advance Considera�on which clarifies the date of transac�on for the purpose of determining the exchange rate to use on ini�al recogni�on of the related asset, expense or income when an en�ty has received or paid advance considera�on in a foreign currency. The effect on account of adop�on of this amendment was insignificant.

2.11. Employee Benefits

Defined contribu�on plans

Contribu�ons to defined contribu�on schemes such as provident fund, superannua�on scheme, employee pension scheme etc. are charged as an expense based on the amount of contribu�on required to be made as and when services are rendered by the employees. The above benefits are classified as Defined Contribu�on Schemes as the Company has no further defined obliga�ons beyond the monthly contribu�ons

Defined benefit plans

Impairment

Defined Benefit plans comprising of gratuity are recognized based on the present value of defined benefit obliga�on which is computed using the projected unit credit method, with actuarial valua�ons being carried out at the end of each annual repor�ng period.

Annual Report 2023-24

Net interest on the net defined liability is calculated by applying the discount rate at the beginning of the period to the net defined benefit liability or asset and is recognised in the statement of profit and loss.

Remeasurement of defined benefit plans except for leave encashment towards un-availed leave and compensated absences, comprising actuarial gains and losses, the effect of the changes to the asset ceiling (excluding net interest as defined above) and the return on plan assets (excluding net interest as defined above), are recognized in other comprehensive income in the period in which they occur. Remeasurements are not reclassified to profit and loss in subsequent periods.

The Company contributes all ascertained liabili�es with respect to gratuity to Life Insurance Corpora�on of India (LIC).

The re�rement benefit obliga�on recognised in the Financial Statements represents the actual deficit or surplus in the Company’s defined benefit plans. Any surplus resul�ng from this calcula�on is limited to the present value of any economic benefits available in the form of reduc�ons in future contribu�ons to the plans.

Short-term employee Benefits

Short-term employee benefits expected to be paid in exchange for the services rendered by employees are recognised, undiscounted, during the period the employee renders services. These benefits include salary, wages, bonus, performance incen�ves etc.

Other long-term employee benefits

Other long-term employee benefit comprises of leave encashment towards un-availed leave and compensated absences; these are recognized based on the present value of defined obliga�on which is computed using the projected unit credit method, with actuarial valua�ons being carried out at the end of each annual repor�ng period. These are accounted as current employee cost.

Re-measurements of leave encashment towards un-availed leave and compensated absences are recognized in the

The Company contributes all ascertained liabili�es with respect to un-availed leave to the Life Insurance Corpora�on of India (LIC).

2.12. Share-based payments

The grant date fair value of op�ons granted to employees is recognised as an employee expense, with a corresponding increase in equity, on a straight line basis, over the ves�ng period, based on the Company’s es�mate of equity instruments that will eventually vest. At the end of each repor�ng period, the Company revises its es�mate of the number of equity instruments expected to vest. The impact of the revision of the original es�mates, if any, is recognised in

profit or loss such that the cumula�ve expense reflects the revised es�mate, with a corresponding adjustment to the equity-se�led employee benefits reserves.

2.13. Taxes on Income

Income tax expense represents the sum of the current tax and deferred tax.

(i) Current tax

Current income tax assets and liabili�es are measured at the amount expected to be recovered from or paid to the taxa�on authori�es. The tax rates and tax laws used to compute the amount are those that are enacted or substan�vely enacted, at the repor�ng date in the countries where the Company operates and generates taxable income.

Current income tax rela�ng to items recognised outside profit or loss is recognised outside profit or loss (either in other comprehensive income or in equity). Current tax items are recognised in correla�on to the underlying transac�on either in OCI or directly in equity. Management periodically evaluates posi�ons taken in the tax returns with respect to situa�ons in which applicable tax regula�ons are subject to interpreta�on and establishes provisions where appropriate.

(ii) Deferred tax

Deferred tax is recognised on temporary differences between the carrying amounts of assets and liabili�es in the Financial Statements and the corresponding tax bases used in the computa�on of taxable profit. Deferred tax liabili�es are generally recognised for all taxable temporary differences. Deferred tax assets are generally recognised for all deduc�ble temporary differences to the extent that it is probable that taxable profits will be available against which those deduc�ble temporary differences can be u�lised.

The carrying amount of deferred tax assets is reviewed at the end of each repor�ng period and reduced to the extent that it is no longer probable that sufficient taxable profits will be available to allow all or part of the deferred tax asset to be u�lized.

Deferred tax liabili�es and assets are measured at the tax rates that are expected to apply in the period in which the liability is se�led or the asset realised, based on tax rates (and tax laws) that have been enacted or substan�vely enacted by the end of the repor�ng period.

The measurement of deferred tax liabili�es and assets reflects the tax consequences that would follow from the manner in which the Company expects, at the end of the repor�ng period, to recover or se�le the carrying amount of its assets and liabili�es.

Deferred tax assets include Minimum Alterna�ve Tax (MAT) paid in accordance with the tax laws in India, which is likely to give future economic benefits in the form of availability of set off against future income tax liability. Accordingly, MAT is recognised as deferred tax asset in the Balance sheet when the asset can be measured reliably, and it is probable that the

Annual Report 2023-24

future economic benefit associated with asset will be realised. (iii) Current and deferred tax expense for the year

Current and deferred tax expense is recognised in the Statement of Profit and Loss, except when they relate to items that are recognised in other comprehensive income or directly in equity, in which case, the current and deferred tax are also recognised in other comprehensive income or directly in equity respec�vely.

The effec�ve interest method is a method of calcula�ng the amor�sed cost of a financial instrument and of alloca�ng interest income or expense over the relevant period. The effec�ve interest rate is the rate that exactly discounts future cash receipts or payments through the expected life of the financial instrument, or where appropriate, a shorter period.

Trade Receivables

2.14. Borrowing Costs

Borrowing costs directly a�ributable to the acquisi�on, construc�on or produc�on of an asset that necessarily takes a substan�al period of �me to get ready for its intended use or sale are capitalised as part of the cost of the asset. All other borrowing costs are expensed in the period in which they occur. Borrowing costs consist of interest and other costs that an en�ty incurs in connec�on with the borrowing of funds. Borrowing cost also includes exchange differences to the extent regarded as an adjustment to the borrowing costs.

2.15. Provisions, Con�ngent Liabili�es and Con�ngent Assets

Provisions are recognised when the Company has a present obliga�on (legal or construc�ve) as a result of a past event, it is probable that the Company will be required to se�le the obliga�on and a reliable es�mate can be made of the amount of the obliga�on.

The amount recognised as a provision is the best es�mate of the considera�on required to se�le the present obliga�on at the end of the repor�ng period, taking into account the risks and uncertain�es surrounding the obliga�on. When a provision is measured using the cash flows es�mated to se�le the present obliga�on, its carrying amount is the present value of those cash flows (when the effect of the �me value of money is material).

Con�ngent assets are disclosed in the Financial Statements by way of notes to accounts when an inflow of economic benefits is probable.

Con�ngent liabili�es are disclosed in the Financial Statements by way of notes to accounts, unless possibility of an ou�low of resources embodying economic benefit is remote.

2.16. Financial Instruments

Financial assets and financial liabili�es are recognised when the Company becomes a party to the contractual provisions of the instrument. Financial assets and liabili�es are ini�ally measured at fair value. Transac�on costs that are directly a�ributable to the acquisi�on or issue of financial assets and financial liabili�es (other than financial assets and financial liabili�es at fair value through profit and loss) are added to or deducted from the fair value measured on ini�al recogni�on of financial asset or financial liability. The transac�on costs directly a�ributable to the acquisi�on of financial assets and financial liabili�es at fair value through profit and loss are immediately recognised in the statement of profit and loss.

Trade receivables are amounts due from customers for goods sold or services performed in the ordinary course of business and reflects Company’s uncondi�onal right to considera�on (that is, payment is due only on the passage of �me). Trade receivables are recognised ini�ally at the transac�on price as they do not contain significant financing components. The Company holds the trade receivables with the objec�ve of collec�ng the contractual cash flows and therefore measures them subsequently at amor�sed cost using the effec�ve interest method, less loss allowance.

(i) Financial assets

Cash and bank balances

Cash and bank balances consist of:

Cash and cash equivalents - which includes cash in hand, deposits held at call with banks and other short term deposits which are readily conver�ble into known amounts of cash, are subject to an insignificant risk of change in value and have maturi�es of less than one year from the date of such deposits. These balances with banks are unrestricted for withdrawal and usage.
Other bank balances - which includes balances and deposits with banks that are restricted for withdrawal and usage.

Financial assets at amor�sed cost

Financial assets are subsequently measured at amor�sed cost if these financial assets are held within a business model whose objec�ve is to hold these assets in order 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.

Financial assets measured at fair value

Financial assets are measured at fair value through other comprehensive income if these financial assets are held within a business model whose objec�ve is to hold these assets in order to collect contractual cash flows or to sell these 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.

Impairment of financial assets

Loss allowance for expected credit losses is recognised for

Annual Report 2023-24

financial assets measured at amor�sed cost and fair value through other comprehensive income. The Company recognises life �me expected credit losses for all trade receivables that do not cons�tute a financing transac�on. For financial assets whose credit risk has not significantly increased since ini�al recogni�on, loss allowance equal to twelve months expected credit losses is recognised. Loss allowance equal to the life�me expected credit losses is recognised if the credit risk on the financial instruments has significantly increased since ini�al recogni�on.

De-recogni�on of financial assets

The Company de-recognises a financial asset only when the contractual rights to the cash flows from the asset expire, or it transfers the financial asset and substan�ally all risks and rewards of ownership of the asset to another en�ty. If the Company neither transfers nor retains substan�ally all the risks and rewards of ownership and con�nues to control the transferred asset, the Company recognises its retained interest in the assets and an associated liability for amounts it may have to pay.

If the Company retains substan�ally all the risks and rewards of ownership of a transferred financial asset, the Company con�nues to recognise the financial asset.

(ii) Financial liabili�es and equity instruments

Classifica�on as debt or equity

Financial liabili�es and equity instruments issued by the Company are classified according to the substance of the contractual arrangements entered into and the defini�ons of a financial liability and an equity instrument.

Equity instruments

An equity instrument is any contract that evidences a residual interest in the assets of the Company a�er deduc�ng all of its liabili�es. Equity instruments are recorded at the proceeds received, net of direct issue costs, if any.

Financial Liabili�es

Trade and other payables are ini�ally measured at fair value, net of transac�on costs, and are subsequently measured at amor�sed cost, using the effec�ve interest rate method where the �me value of money is significant. Interest bearing issued debt are ini�ally measured at fair value and are subsequently measured at amor�sed cost using the effec�ve interest rate method. Any difference between the proceeds (net of transac�on costs) and the se�lement or redemp�on of borrowings is recognised over the term of the borrowings in the statement of profit and loss.

De-recogni�on of financial liabili�es

The Company de-recognises financial liabili�es when, and only when, the Company’s obliga�ons are discharged, cancelled or they expire.

2.17. Earnings per share

Basic earnings per share are computed by dividing the net profit a�er tax by the weighted average number of equity shares outstanding during the period. Diluted earnings per share is computed by dividing the profit a�er tax by the weighted average number of equity shares considered for deriving the basic earnings per share and the weighted average number of equity shares that could have been issued upon conversion of all dilu�ve poten�al equity shares.

2.18. Cash Flow Statement

Cash flows are reported using the indirect method, whereby profit before tax is adjusted for the effects of transac�ons of a non-cash nature, any deferrals or accruals of past or future opera�ng cash receipts or payments and item of income or expenses associated with inves�ng or financing cash flows. The cash flows are segregated into opera�ng, inves�ng and financing ac�vi�es.

2.19. Segment repor�ng

Based on "Management Approach" as defined in Ind AS 108 - Opera�ng Segments, the Chief Opera�ng Decision Maker evaluates the Company's performance and allocates the resources based on an analysis of various performances. The analysis of geographical segments is based on the geographical loca�on of the customers wherever required.

Unallocable items include general corporate income and expense items which are not allocated to any business segment.

Segment Policies:

The Company prepares its segment informa�on in conformity with the accoun�ng policies adopted for preparing and presen�ng the financial statements of the Company as a whole. Common allocable costs are allocated to each segment on an appropriate basis.

3. Significant accoun�ng judgements, es�mates and assump�ons

Inherent in the applica�on of many of the accoun�ng policies used in preparing the Financial Statements is the need for Management to make judgments, es�mates and assump�ons that affect the reported amounts of assets and liabili�es, the disclosure of con�ngent assets and liabili�es, and the reported amounts of revenues and expenses. Actual outcomes could differ from the es�mates and assump�ons used.

Es�mates and underlying assump�ons are reviewed on an ongoing basis. Revisions to accoun�ng es�mates are recognised in the period in which the es�mates are revised and future periods are affected.

Annual Report 2023-24

lives of Property, Plant and Equipment, impairment, employee benefit obliga�ons, provisions, provision for income tax, measurement of deferred tax assets and con�ngent assets & liabili�es.

3.1. Cri�cal judgments in applying accoun�ng policies

The following are the cri�cal judgements, apart from those involving es�ma�ons (Refer note 2.2), that the Management have made in the process of applying the Company's accoun�ng policies and that have the significant effect on the amounts recognized in the Financial Statements.

a. Evalua�on of indicators for impairment of Property, Plant and Equipment

The evalua�on of applicability of indicators of impairment of assets requires assessment of external factors (significant decline in asset’s value, significant changes in the technological, market, economic or legal environment, market interest rates etc.) and internal factors (obsolescence or physical damage of an asset, poor economic performance of the asset etc.) which could result in significant change in recoverable amount of the Property, Plant and Equipment.

3.2. Key sources of es�mates and assump�ons

Informa�on about es�mates and assump�ons that have the significant effect on recogni�on and measurement of assets, liabili�es, income and expenses is provided below. Actual results may differ from these es�mates.

a. Defined benefit obliga�on (DBO)

The cost of the defined benefit gratuity plan and the present value of the gratuity obliga�on are determined using actuarial valua�ons. An actuarial valua�on involves making various assump�ons that may differ from actual developments in the future. These include the determina�on of the discount rate, future salary increases and mortality rates. Due to the complexi�es involved in the valua�on and its long-term nature, a defined benefit obliga�on is highly sensi�ve to changes in these assump�ons. All assump�ons are reviewed at each repor�ng date.

b. Share based payments

The Company measures the cost of equity-se�led transac�ons with employees using a model to determine the fair value of the liability incurred. Es�ma�ng fair value for share-based payment transac�ons requires determina�on of the most appropriate valua�on model, which is dependent on the terms and condi�ons of the grant. This es�mate also requires determina�on of the most appropriate inputs to the valua�on model including the expected life of the share op�on, vola�lity and dividend yield and making assump�ons about them. The assump�ons and models used for es�ma�ng fair value for share-based payment transac�ons are disclosed in Note 50.

c. Taxes

Deferred tax assets are recognized for unused tax losses to the extent that it is probable that taxable profit will be available against which the losses can be u�lised. Significant management judgement is required to determine the amount of deferred tax assets that can be recognised, based upon the likely �ming and the level of future taxable profits together with future tax planning strategies.

3.3. Recent Pronouncements

Ministry of Corporate Affairs (“MCA”) no�fies new standards or amendments to the exis�ng standards under Companies (Indian Accoun�ng Standards) Rules as issued from �me to �me. For the year ended March 31, 2024, MCA has not no�fied any new standards or amendments to the exis�ng standards applicable to the Company.

The parameter most subject to change is the discount rate. In determining the appropriate discount rate, the management considers the interest rates of government bonds in currencies consistent with the currencies of the post-employment benefit obliga�on. The mortality rate is based on publicly available mortality tables for the specific countries. Those mortality tables tend to change only at interval in response to demographic changes. Future salary increases and gratuity increases are based on expected future infla�on rates for the respec�ve countries.

Annual Report 2023-24

Notes to the Standalone Financial Statements

NOTE NO. 4

PROPERTY, PLANT AND EQUIPMENT

NOTE NO. 4	NOTE NO. 4	NOTE NO. 4	NOTE NO. 4	NOTE NO. 4	NOTE NO. 4	NOTE NO. 4	NOTE NO. 4
PROPERTY, PLANT AND EQUIPMENT (Amount in lakhs)
Par�culars / Assets	Free Hold land	Buildings	Plant and Equipment	Computers	Furniture & Fixtures	Vehicles	Total
GROSS BLOCK As at 1st April, 2022 Addi�ons Deduc�on	9.44 - -	511.54 150.54 -	1,870.35 530.58 -	70.30 35.42 -	100.27 3.77 -	23.65 - -	2,585.55 720.32 -
As at 31st March, 2023 Addi�ons Deduc�on	9.44 - -	662.08 251.47 -	2,400.94 392.98 -	105.72 67.62 -	104.04 22.48 -	23.65 - -	3,305.87 734.55 -
As at 31st March, 2024	9.44	913.55	2,793.92	173.35	126.52	23.65	4,040.42
ACCUMULATED DEPRECIATION As at 1st April, 2022 Addi�ons Deduc�on	- - -	88.96 28.15 -	501.97 147.35 -	41.58 15.17 -	41.79 7.82 -	4.97 2.76 -	679.28 201.25 -
As at 31st March, 2023 Addi�ons Deduc�on	- - -	117.11 40.28 -	649.32 171.05 -	56.76 29.87 -	49.61 9.08 -	7.73 2.76 -	880.53 253.03 -
As at 31st March, 2024	-	157.38	820.37	86.63	58.69	10.48	1,133.56
Net Block As at 31st March, 2023	9.44	544.98	1,751.61	48.97	54.44	15.92	2,425.35
As at 31st March, 2024	9.44	756.17	1,973.55	86.72	67.83	13.16	2,906.86

NOTE NO. 5

CAPITAL WORK IN PROGRESS

NOTE NO. 5 CAPITAL WORK IN PROGRESS
Par�culars			As at 31st March, 2024			As at 31st March, 2023
Buildings Plant and Equipment			556.80 340.20			15.46 28.00
Total			897.01			43.46
CWIP Ageing Schedule As at 31st March, 2024
Capital Work in Progress	Amount in CWIP for a period of						Total
	Less than 1 year	1-2 years		2-3 years	More than 3 years
Projects in progress	897.01	-		-	-		897.01
Projects temporarily suspended	-	-		-	-		-
CWIP Ageing Schedule As at 31st March, 2023
Capital Work in Progress	Amount in CWIP for a period of						Total
	Less than 1 year	1-2 years		2-3 years	More than 3 years
Projects in progress	43.46	-		-	-		43.46
Projects temporarily suspended	-	-		-	-		-

Note: There are no projects whose comple�on is overdue or has exceeded its cost.

Annual Report 2023-24

Notes to the Standalone Financial Statements

NOTE NO. 6
INTANGIBLE ASSETS				(Amount in lakhs)
Par�culars /Assets		Computer So�ware		Total
GROSS BLOCK
As at 1st April, 2022			71.44	71.44
Addi�ons			41.95	41.95
Deduc�on			-	-
As at 31st March, 2023			113.39	113.39
Addi�ons			20.43	20.43
Deduc�on			-	-
As at 31st March, 2024			133.82	133.82
ACCUMULATED DEPRECIATION
As at 1st April, 2022			44.69	44.69
Addi�ons			14.82	14.82
Deduc�on			-	-
As at 31st March, 2023			59.51	59.51
Addi�ons			24.80	24.80
Deduc�on			-	-
As at 31st March, 2024			84.30	84.30
Net Block
As at 31st March, 2023			53.88	53.88
As at 31st March, 2024			49.52	49.52
7 Investments				(Amount in lakhs)
		As at		As at
Par�culars	31st March,		2024 31st March, 2023
Investment in Unquoted Equity shares of Associate
Integra Systems Private Limited		10.00		10.00
1,00,000 equity shares of ₹ 10/- each fully paid up
Less: Impairment in value of Investments		10.00		10.00
Total			-	-
Aggregate carrying value of Unquoted Investments		10.00		10.00
Aggregate impairment in value of Investments		10.00		10.00

Refer note 2.6 for method followed for accoun�ng of investments

7.1 Details of Associate:

7.1 Details of Associate:
Par�culars	Principal ac�vity	Place of incorpora�on	Principal place of business
Integra Systems Private Limited	Manufacturing of Passenger Informa�on System	India	Chandrapur Village, Halol
Propor�on of ownership interest/ vo�ng rights held by the Company
Par�culars		As at 31st March, 2024	As at 31st March, 2023
Integra Systems Private Limited		50.00%	50.00%

Annual Report 2023-24

Notes to the Standalone Financial Statements

8 Other Financial Assets Security Deposits Bank deposits with more than 12 months maturity (refer note 14.1) Total Par�culars As at 31st March, 2024 37.51 - 37.51 As at 31st March, 2023 37.51 61.71 99.21 9 Deferred Tax Assets (Net) Deferred Tax Assets Deferred Tax Liabili�es Total Par�culars As at 31st March, 2024 439.80 260.41 179.40 As at 31st March, 2023 671.39 217.91 453.48 2023-24 Par�culars Opening Balance Recognized in Statement of Proft and Loss Recognized in Other Comprehensive Income Closing Balance (Amount in lakhs) (Amount in lakhs) (Amount in lakhs) Deferred tax liability on account of: Property, plant and Equipment Total Deferred Tax Liabili�es Deferred tax asset on account of: Provision for Doub�ul debts Provision for Leave encashment Provision for Gratuity MAT Credit en�tlement Total Deferred Tax Assets Net Deferred Tax 217.91 217.91 1.09 4.95 8.67 656.68 671.39 453.48 42.50 42.50 -0.14 0.61 0.43 -230.21 -229.31 -271.80 - - - - -2.28 - -2.28 -2.28 260.41 260.41 0.94 5.57 6.82 426.48 439.80 179.40	8 Other Financial Assets Security Deposits Bank deposits with more than 12 months maturity (refer note 14.1) Total Par�culars As at 31st March, 2024 37.51 - 37.51 As at 31st March, 2023 37.51 61.71 99.21 9 Deferred Tax Assets (Net) Deferred Tax Assets Deferred Tax Liabili�es Total Par�culars As at 31st March, 2024 439.80 260.41 179.40 As at 31st March, 2023 671.39 217.91 453.48 2023-24 Par�culars Opening Balance Recognized in Statement of Proft and Loss Recognized in Other Comprehensive Income Closing Balance (Amount in lakhs) (Amount in lakhs) (Amount in lakhs) Deferred tax liability on account of: Property, plant and Equipment Total Deferred Tax Liabili�es Deferred tax asset on account of: Provision for Doub�ul debts Provision for Leave encashment Provision for Gratuity MAT Credit en�tlement Total Deferred Tax Assets Net Deferred Tax 217.91 217.91 1.09 4.95 8.67 656.68 671.39 453.48 42.50 42.50 -0.14 0.61 0.43 -230.21 -229.31 -271.80 - - - - -2.28 - -2.28 -2.28 260.41 260.41 0.94 5.57 6.82 426.48 439.80 179.40	8 Other Financial Assets Security Deposits Bank deposits with more than 12 months maturity (refer note 14.1) Total Par�culars As at 31st March, 2024 37.51 - 37.51 As at 31st March, 2023 37.51 61.71 99.21 9 Deferred Tax Assets (Net) Deferred Tax Assets Deferred Tax Liabili�es Total Par�culars As at 31st March, 2024 439.80 260.41 179.40 As at 31st March, 2023 671.39 217.91 453.48 2023-24 Par�culars Opening Balance Recognized in Statement of Proft and Loss Recognized in Other Comprehensive Income Closing Balance (Amount in lakhs) (Amount in lakhs) (Amount in lakhs) Deferred tax liability on account of: Property, plant and Equipment Total Deferred Tax Liabili�es Deferred tax asset on account of: Provision for Doub�ul debts Provision for Leave encashment Provision for Gratuity MAT Credit en�tlement Total Deferred Tax Assets Net Deferred Tax 217.91 217.91 1.09 4.95 8.67 656.68 671.39 453.48 42.50 42.50 -0.14 0.61 0.43 -230.21 -229.31 -271.80 - - - - -2.28 - -2.28 -2.28 260.41 260.41 0.94 5.57 6.82 426.48 439.80 179.40	8 Other Financial Assets Security Deposits Bank deposits with more than 12 months maturity (refer note 14.1) Total Par�culars As at 31st March, 2024 37.51 - 37.51 As at 31st March, 2023 37.51 61.71 99.21 9 Deferred Tax Assets (Net) Deferred Tax Assets Deferred Tax Liabili�es Total Par�culars As at 31st March, 2024 439.80 260.41 179.40 As at 31st March, 2023 671.39 217.91 453.48 2023-24 Par�culars Opening Balance Recognized in Statement of Proft and Loss Recognized in Other Comprehensive Income Closing Balance (Amount in lakhs) (Amount in lakhs) (Amount in lakhs) Deferred tax liability on account of: Property, plant and Equipment Total Deferred Tax Liabili�es Deferred tax asset on account of: Provision for Doub�ul debts Provision for Leave encashment Provision for Gratuity MAT Credit en�tlement Total Deferred Tax Assets Net Deferred Tax 217.91 217.91 1.09 4.95 8.67 656.68 671.39 453.48 42.50 42.50 -0.14 0.61 0.43 -230.21 -229.31 -271.80 - - - - -2.28 - -2.28 -2.28 260.41 260.41 0.94 5.57 6.82 426.48 439.80 179.40	8 Other Financial Assets Security Deposits Bank deposits with more than 12 months maturity (refer note 14.1) Total Par�culars As at 31st March, 2024 37.51 - 37.51 As at 31st March, 2023 37.51 61.71 99.21 9 Deferred Tax Assets (Net) Deferred Tax Assets Deferred Tax Liabili�es Total Par�culars As at 31st March, 2024 439.80 260.41 179.40 As at 31st March, 2023 671.39 217.91 453.48 2023-24 Par�culars Opening Balance Recognized in Statement of Proft and Loss Recognized in Other Comprehensive Income Closing Balance (Amount in lakhs) (Amount in lakhs) (Amount in lakhs) Deferred tax liability on account of: Property, plant and Equipment Total Deferred Tax Liabili�es Deferred tax asset on account of: Provision for Doub�ul debts Provision for Leave encashment Provision for Gratuity MAT Credit en�tlement Total Deferred Tax Assets Net Deferred Tax 217.91 217.91 1.09 4.95 8.67 656.68 671.39 453.48 42.50 42.50 -0.14 0.61 0.43 -230.21 -229.31 -271.80 - - - - -2.28 - -2.28 -2.28 260.41 260.41 0.94 5.57 6.82 426.48 439.80 179.40
Par�culars	Opening Balance	Recognized in Statement of Proft and Loss	Recognized in Other Comprehensive Income	Closing Balance
Deferred tax liability on account of: Property, plant and Equipment	217.91	42.50	-	260.41
Total Deferred Tax Liabili�es	217.91	42.50	-	260.41
Deferred tax asset on account of: Provision for Doub�ul debts Provision for Leave encashment Provision for Gratuity MAT Credit en�tlement	1.09 4.95 8.67 656.68	-0.14 0.61 0.43 -230.21	- - -2.28 -	0.94 5.57 6.82 426.48
Total Deferred Tax Assets	671.39	-229.31	-2.28	439.80
Net Deferred Tax	453.48	-271.80	-2.28	179.40

2022-23

202223	202223	202223	202223	202223
- (Amount in lakhs)
Par�culars	Opening Balance	Recognized in Statement of Proft and Loss	Recognized in Other Comprehensive Income	Closing Balance
Deferred tax liability on account of: Property, plant and Equipment	160.11	57.81	-	217.91
Total Deferred Tax Liabili�es	160.11	57.81	-	217.91
Deferred tax asset on account of: Provision for Doub�ul debts Provision for Leave encashment Provision for Gratuity MAT Credit en�tlement	1.72 6.44 10.98 302.95	-0.63 -1.48 -1.81 353.73	- - -0.51 -	1.09 4.95 8.67 656.68
Total Deferred Tax Assets	322.09	349.81	-0.51	671.39
Net Deferred Tax	161.99	292.01	-0.51	453.48

Annual Report 2023-24

Notes to the Standalone Financial Statements

10 Other Non Current Assets (Unsecured, Considered Good unless Otherwise Stated) Capital Advance Balance with government department Advance Tax and TDS (Net of Provisions) Total Par�culars As at 31st March, 2024 As at 31st March, 2023 60.14 24.65 73.27 158.05 40.40 42.53 73.26 156.20 (Amount in lakhs)	10 Other Non Current Assets (Unsecured, Considered Good unless Otherwise Stated) Capital Advance Balance with government department Advance Tax and TDS (Net of Provisions) Total Par�culars As at 31st March, 2024 As at 31st March, 2023 60.14 24.65 73.27 158.05 40.40 42.53 73.26 156.20 (Amount in lakhs)	10 Other Non Current Assets (Unsecured, Considered Good unless Otherwise Stated) Capital Advance Balance with government department Advance Tax and TDS (Net of Provisions) Total Par�culars As at 31st March, 2024 As at 31st March, 2023 60.14 24.65 73.27 158.05 40.40 42.53 73.26 156.20 (Amount in lakhs)
Par�culars	As at 31st March, 2024	As at 31st March, 2023
(Unsecured, Considered Good unless Otherwise Stated) Capital Advance Balance with government department Advance Tax and TDS (Net of Provisions)	60.14 24.65 73.27	40.40 42.53 73.26
Total	158.05	156.20

11 Inventories


11 Inventories Raw Material Work in Progress Stock in Trade Stores and Spares Total Par�culars As at 31st March, 2024 As at 31st March, 2023 1,717.73 1,327.65 13.52 165.61 3,224.51 1,558.18 1,126.89 23.13 113.51 2,821.71 (Amount in lakhs)
Par�culars	As at 31st March, 2024	As at 31st March, 2023
Raw Material Work in Progress Stock in Trade Stores and Spares	1,717.73 1,327.65 13.52 165.61	1,558.18 1,126.89 23.13 113.51
Total	3,224.51	2,821.71

11.1 For basis of valua�on refer Note 2.9

12 Trade Receivables

12 Td Ribl
rae ecevaes	As at 31st March, 2024 As at 31st March, 2023 10.70 4,029.36 3.23 4,043.30 3.23 4,040.06 6.31 3,598.25 3.73 3,608.29 3.73 3,604.56 (Amount in lakhs)
Par�culars	As at 31st March, 2024	As at 31st March, 2023
Considered Good-Unsecured - Receivable from Related Par�es - Others Unsecured, Credit impaired Less* Impairment for doub�ul receivables	10.70 4,029.36 3.23	6.31 3,598.25 3.73
	4,043.30	3,608.29
	3.23	3.73
Total	4,040.06	3,604.56

*Represents due from Aquametro Oil & Marine AG and Integra Metering AG

12.1 The Company assesses impairment loss on dues from its customers on facts and circumstances relevant to each transac�on. Usually, Company collects all its receivables within 90 days.
12.2 As at 31 March 2024, the Company had 5 customers (31 March 2023: 6 customers) having outstanding more than 5% of total trade receivables that accounted for approximately 92% (31 March 2023: 86%) of total trade receivables outstanding.

Annual Report 2023-24

Notes to the Standalone Financial Statements

12.3 Movement of Impairment for doub�ul receivables (Amount in lakhs)	12.3 Movement of Impairment for doub�ul receivables (Amount in lakhs)	12.3 Movement of Impairment for doub�ul receivables (Amount in lakhs)
Par�culars	For the year ended 31st March, 2024	For the year ended 31st March, 2023
Balance at beginning of the year Addi�on in expected credit loss allowance on trade receivables Write of as bad debts Recoveries / Reversal during the year	3.73 7.59 - 8.11	5.90 4.00 - 6.17
Balance at end of the year	3.22	3.73

12.4 Receivables under bill discoun�ng arrangement does not meet the derecogni�on criteria stated in Ind AS 109 and hence, such receivables are not derecognized. The bill discoun�ng liability has been recognised as the part of borrowings (Refer note no. 22).

Par�culars	Less than 6 Months	6 Months - 1 year	1-2 years	2-3 Years	More than 3 Years	Total
As at 31 March 2024 Undisputed Trade Receivable - Considered Good Undisputed Trade Receivable - which have signifcant increase in credit risk Undisputed Trade Receivable - credit impaired Disputed Trade Receivable - Considered Good Disputed Trade Receivable - which have signifcant increase in credit risk Disputed Trade Receivable - credit impaired	3,985.65 - - - - -	55.46 - - - - -	2.11 - - - - -	0.08 - - - - -	- - - - - -	4,043.30 - - - - -
Total	3,985.65	55.46	2.11	0.08	-	4,043.30
Less: Expected Credit Loss (ECL)	-	2.77	0.42	0.04	-	3.23
% ECL provision created	-	5%	20%	50%	-
Total Trade Receivable	3,985.65	52.69	1.69	0.04	-	4,040.06
As at 31 March 2023 Undisputed Trade Receivable - Considered Good Undisputed Trade Receivable - which have signifcant increase in credit risk Undisputed Trade Receivable - credit impaired Disputed Trade Receivable - Considered Good Disputed Trade Receivable - which have signifcant increase in credit risk Disputed Trade Receivable - credit impaired	3,571.17 - - - - -	15.95 - - - - -	11.17 - - - - -	1.40 - - - - -	8.60 - - - - -	3,608.29 - - - - -
Total	3,571.17	15.95	11.17	1.40	8.60	3,608.29
Less: Expected Credit Loss (ECL)	-	0.80	2.23	0.70	-	3.73
% ECL provision created	-	5%	20%	50%	-
Total Trade Receivable	3,571.17	15.15	8.94	0.70	8.60	3,604.56

Annual Report 2023-24

Notes to the Standalone Financial Statements

13 Cash and Cash Equivalents

h h l Notes to the Standalone Financial Statements	h h l Notes to the Standalone Financial Statements	h h l Notes to the Standalone Financial Statements
13 Cas and Cas Equivaents Cash on Hand Balance with Banks in Current Account Bank Deposits Debit balance in bank overdra� account Total Par�culars As at 31st March, 2024 As at 31st March, 2023 1.55 1.91 314.73 - 318.20 0.55 1.94 241.18 42.03 285.70 (Amount in lakhs)
Par�culars	As at 31st March, 2024	As at 31st March, 2023
Cash on Hand Balance with Banks in Current Account Bank Deposits Debit balance in bank overdra� account	1.55 1.91 314.73 -	0.55 1.94 241.18 42.03
Total	318.20	285.70

13.1 Overdra� facility is secured by pledge of Fixed Deposits.

13.2 Bank Deposits having maturity of less than 3 months are considered as cash and cash equivalent.

14 Other Bank Balances

14 Oh Bk Bl	14 Oh Bk Bl	14 Oh Bk Bl
ter an aances Bank Deposits pledged as security against Borrowings Bank Deposits pledged as security deposits Bank Deposits Total Par�culars As at 31st March, 2024 As at 31st March, 2023 480.49 7.62 20.35 508.46 455.52 7.62 19.18 482.32 (Amount in lakhs)
Par�culars	As at 31st March, 2024	As at 31st March, 2023
Bank Deposits pledged as security against Borrowings Bank Deposits pledged as security deposits Bank Deposits	480.49 7.62 20.35	455.52 7.62 19.18
Total	508.46	482.32

14.1 Fixed deposit pledged as security against borrowings is ₹ 795.22 lakhs as on March 31, 2024 and ₹ 758.40 lakhs as on March 31, 2023 for bifurca�on purpose difference amount is shown under other financial assets and cash and cash equivalents.

15 Loans

15 L	15 L	15 L
oans Unsecured, considered good Loan to Employees Total Par�culars As at 31st March, 2024 As at 31st March, 2023 2.75 2.75 2.12 2.12 (Amount in lakhs)
Par�culars	As at 31st March, 2024	As at 31st March, 2023
Unsecured, considered good Loan to Employees	2.75	2.12
Total	2.75	2.12

16 Other Financial Assets


16 Other Financial Assets Deposits given Accrued Interest Total Par�culars As at 31st March, 2024 As at 31st March, 2023 64.97 34.48 99.45 52.07 23.59 75.66 (Amount in lakhs)
Par�culars	As at 31st March, 2024	As at 31st March, 2023
Deposits given Accrued Interest	64.97 34.48	52.07 23.59
Total	99.45	75.66

17 Other Current Assets Prepaid Expenses Advances to vendors Others Total Par�culars As at 31st March, 2024 As at 31st March, 2023 89.00 34.18 6.18 129.37 61.15 65.05 0.68 126.89 (Amount in lakhs)	17 Other Current Assets Prepaid Expenses Advances to vendors Others Total Par�culars As at 31st March, 2024 As at 31st March, 2023 89.00 34.18 6.18 129.37 61.15 65.05 0.68 126.89 (Amount in lakhs)	17 Other Current Assets Prepaid Expenses Advances to vendors Others Total Par�culars As at 31st March, 2024 As at 31st March, 2023 89.00 34.18 6.18 129.37 61.15 65.05 0.68 126.89 (Amount in lakhs)
Par�culars	As at 31st March, 2024	As at 31st March, 2023
Prepaid Expenses Advances to vendors Others	89.00 34.18 6.18	61.15 65.05 0.68
Total	129.37	126.89

Annual Report 2023-24

Notes to the Standalone Financial Statements

18 Equity Share Capital

18 Equity Share Capital	18 Equity Share Capital	18 Equity Share Capital
(Amount in lakhs) Authorised 212,000,000 Equity Shares of ₹ 1/- each 300,000 Unclassifed Shares of ₹ 10/- each Total Par�culars As at 31st March, 2023 Issued, Subscribed and Paid Up 34,365,196 Equity Shares of ₹ 1/-each fully paid up Total 2,120.00 30.00 2,150.00 343.65 343.65 As at 31st March, 2024 2,120.00 30.00 2,150.00 343.65 343.65
Par�culars	As at 31st March, 2024	As at 31st March, 2023
Authorised 212,000,000 Equity Shares of ₹ 1/- each 300,000 Unclassifed Shares of ₹ 10/- each	2,120.00 30.00	2,120.00 30.00
Total	2,150.00	2,150.00
Issued, Subscribed and Paid Up 34,365,196 Equity Shares of ₹ 1/-each fully paid up	343.65	343.65
Total	343.65	343.65

18.1 Shares held by Holding Company

18.1 Shares held by Holding Company
Par�culars	No. of shares	% Holding
Integra Holding AG As at 31st March, 2024 As at 31st March, 2023	1,87,23,341 1,87,23,341	54.48% 54.48%

18.2 Reconcilia�on of number of equity shares outstanding at the beginning and at the end of repor�ng period is as under:

Par�culars	No. of shares	Share Capital (Amount in lakhs)
As at 1st April, 2022 Addi�ons/(Reduc�ons) As at 31st March, 2023	3,42,45,196 1,20,000 3,43,65,196	342.45 1.20 343.65
As at 1st April, 2023 Addi�ons/(Reduc�ons) As at 31st March, 2024	3,43,65,196 - 3,43,65,196	343.65 - 343.65

18.3 Details of Shareholder holding more than 5 percent share in Company:

18.3 Details of Shareholder holding more than 5 percent share in Company:
Par�culars	No. of shares	% Holding
Integra Holding AG As at 31st March, 2024 As at 31st March, 2023	1,87,23,341 1,87,23,341	54.48% 54.48%

18.4 Right, Preferences and restric�ons a�ached to Shares

Equity shares

The Company has only one class of equity shares having a par value of ₹ 1/- per share. Each holder of equity shares is en�tled to one vote per share. Any dividend declared by the company shall be paid to each holder of Equity shares in propor�on to the number of shares held to total equity shares outstanding as on that date.

In the event of liquida�on of the Company, the holders of the equity shares will be en�tled to receive remaining assets of the Company a�er distribu�on of all preferen�al amounts. The distribu�on will be in propor�on to the number of equity shares held by the shareholders.

Annual Report 2023-24

Notes to the Standalone Financial Statements

18.5 Promoter's Shareholding

18.5 Promoter's Shareholding
Promoter Name		As at	31st March, 2024
	No of shares	% of total shares % change during the year
Integra Holding AG	1,87,23,341		54.48		Nil

		As at	31st March, 2023
Promoter Name
	No of shares	% of total shares % change during the year
Integra Holding AG	1,87,23,341		54.48		-0.35%
19 Other Equity					(Amount in lakhs)
				As at	As at
Par�culars				31st March, 2024	31st March, 2023
Securi�es Premium				371.48	371.48
Employee Stock Op�on Reserve				11.44	11.44
General Reserve				271.97	271.97
Retained Earnings				6,680.79	5,223.20
TOTAL				7,335.68	5,878.08
19.1 Par�culars rela�ng to Other Equity					(Amount in lakhs)
				As at	As at
Par�culars				31st March, 2024	31st March, 2023
Securi�es Premium (Refer Note No.19.2)
Balance at the beginning of the year				371.48	329.48
Addi�on/(Deduc�on) during the year				-	42.00
Balance at the end of the year				371.48	371.48
Employee Stock Op�on Reserve Stock Op�on Reserve (Refer Note No.		19.3)
Balance at the beginning of the year				11.44	33.62
Addi�on/(Deduc�on) during the year				-	-22.19
Balance at the end of the year				11.44	11.44
General Reserve (Refer Note No.19.4)
Balance at the beginning of the year				271.97	249.09
Addi�on/(Deduc�on) during the year				-	22.87
Balance at the end of the year				271.97	271.97
Retained Earnings
Balance at the beginning of the year				5,223.20	3,403.43
Add: Net Proft for the Year				1,452.04	1,818.52
Add/(Less): Remeasurement of the Net Defned beneft liability/asset net of tax efect				5.55	1.24
Balance at the end of the year				6,680.79	5,223.20
TOTAL				7,335.68	5,878.09

19.2 Securi�es Premium Reserve is used to record the premium on issue of equity shares. The reserve is u�lised in accordance with the provision of the Companies Act, 2013.
19.3 Employee Stock Op�on Reserve Stock Op�on Reserve is used to recognise the fair value of equity se�led share based payment transac�ons.
19.4 The General Reserve is used from �me to �me to transfer profits from retained earnings for appropria�on purposes. As the General Reserve is created by a transfer from one component of equity to another and is not an item of other comprehensive income, items included in the general reserve is not reclassified subsequently to the Statement of Profit and Loss.

Annual Report 2023-24

Notes to the Standalone Financial Statements 20 Borrowings

20 Borrowins Notes to the Standalone Financial Statements	20 Borrowins Notes to the Standalone Financial Statements	20 Borrowins Notes to the Standalone Financial Statements
g Par�culars As at 31st March, 2024 As at 31st March, 2023 Secured 4% Cumula�ve Redeemable Preference Shares 1,240.00 1,240.00 TOTAL (Amount in lakhs) -
Par�culars	As at 31st March, 2024	As at 31st March, 2023
Secured 4% Cumula�ve Redeemable Preference Shares	-	1,240.00
TOTAL		1,240.00

20.1 The Company has been authorised to issue 14,000,000 Cumula�ve Redeemable Preference Shares (CRPS) of ₹ 10/- each, out of which the Company has issued 12,400,000 4% Cumula�ve Redeemable Preference Shares of ₹ 10/- each fully paid up on 28th October, 2004.
20.2 The CRPS holders comprising the present issue shall rank pari–passu interse with any preference or priority of one over the other or others of them. The CRPS holder have right to receive dividend @ 4% p.a. in respect of the amount paid–up on the CRPS for a period of 20 years from the date of allotment of CRPS, only out of profits, if any, of the Company. The dividend as and when declared by the Company shall be paid to the shareholder on the record date, which the Board may fix from �me to �me. If in any year, the Company has not declared any dividend on the CRPS, the right to the dividends shall accumulate and the accumulated dividends will be paid out of the profits, if any, of the subsequent financial year(s) including carry forward profits, if any, of the previous years, before any dividend is paid to the Equity Shareholders. Such right to receive the accumulated dividend, if any, will cease on the expiry of 20 years from the date of allotment i.e. 27th October, 2004.

In the event of liquida�on of the Company, the Preference shareholders will be en�tled to receive their capital contribu�on in the Company a�er the distribu�on / repayment of all creditors but before distribu�on to equity shareholders. The distribu�on to the preference shareholders will be in propor�on of the number of shares held by each shareholder. "

20.3 As per requirements of Ind AS 32 "Financial Instrument Presenta�on", 4% cumula�ve redeemable preference shares have been
20.4 Consequent to classifica�on of cumula�ve redeemable preference shares as borrowings, liability pertaining to undeclared dividend is provided for as Finance cost but it is not declared, distributed or paid.

21 Provisions


21 Provisions Par�culars As at 31st March, 2024 As at 31st March, 2023 Gratuity Provision Unavailed Leave and compensated absences TOTAL 10.92 17.10 28.01 20.64 15.81 36.45 22 Borrowings Par�culars As at 31st March, 2024 As at 31st March, 2023 Secured 4% Cumula�ve Redeemable Preference Shares (Refer Note 20.1 to 20.4) Loans repayable on demand Bank Overdra� (Refer Note 22.1) Working capital loan (Refer Note 22.2) Unsecured Bill Discoun�ngFacility 1,240.00 198.59 - 1,029.93 2,468.52 - - 200.00 546.00 746.00 TOTAL (Amount in lakhs) (Amount in lakhs)
Par�culars	As at 31st March, 2024	As at 31st March, 2023
Secured 4% Cumula�ve Redeemable Preference Shares (Refer Note 20.1 to 20.4) Loans repayable on demand Bank Overdra� (Refer Note 22.1) Working capital loan (Refer Note 22.2) Unsecured Bill Discoun�ngFacility	1,240.00 198.59 - 1,029.93	- - 200.00 546.00
TOTAL	2,468.52	746.00

22.1 Overdra� facility is secured by pledge of Fixed Deposits.

22.2 Working capital loan facility is secured by pledge of Fixed Deposits.

Annual Report 2023-24

Notes to the Standalone Financial Statements

23 Trade Payables Par�culars As at 31st March, 2024 As at 31st March, 2023 Outstanding dues of micro enterprises and small enterprises Outstanding dues of creditors other than micro enterprises and small enterprises TOTAL 149.98 731.80 881.77 98.78 911.16 1,009.94 (Amount in lakhs)	23 Trade Payables Par�culars As at 31st March, 2024 As at 31st March, 2023 Outstanding dues of micro enterprises and small enterprises Outstanding dues of creditors other than micro enterprises and small enterprises TOTAL 149.98 731.80 881.77 98.78 911.16 1,009.94 (Amount in lakhs)	23 Trade Payables Par�culars As at 31st March, 2024 As at 31st March, 2023 Outstanding dues of micro enterprises and small enterprises Outstanding dues of creditors other than micro enterprises and small enterprises TOTAL 149.98 731.80 881.77 98.78 911.16 1,009.94 (Amount in lakhs)
Par�culars	As at 31st March, 2024	As at 31st March, 2023
Outstanding dues of micro enterprises and small enterprises Outstanding dues of creditors other than micro enterprises and small enterprises	149.98 731.80	98.78 911.16
TOTAL	881.77	1,009.94

23.1 Payment towards trade payables is made as per the terms and condi�ons of the contract / purchase orders. The average credit period is 30 - 90 days.

23.2 Disclosures related to the Micro, Small and Medium Enterprises.

On the basis of confirma�on obtained from the supplier who have registered themselves under the Micro, Small and Medium

Enterprises Development Act, 2006 (MSMED Act, 2006) and based on the informa�on available with the company. No claim has been received during the year by the company. The following are the details:

(Amount in lakhs) Par�culars As at 31st March, 2024 As at 31st March, 2023 The principle amount and the interest due thereon remaining unpaid to any supplier at the end of each accoun�ng year; 226.60 98.78 i) Principal Amount (Refer note below) - 4.01 ii) Interest Due - - The amount of interest paid by the buyer in terms of sec�on 16 of the Micro, Small and Medium Enterprises Development Act, 2006 (27 of 2006), along with the amount of the payment made to the supplier beyond the appointed day during each accoun�ng year; - - The amount of interest due and payable for the period of delay in making payment (which has been paid but beyond the appointed day during the year) but without adding the interest specifed under the Micro, Small and Medium Enterprises Development Act, 2006; - 4.01 The amount of interest accrued and remaining unpaid at the end of each accoun�ng year; and - - The amount of further interest remaining due and payable even in the succeeding years, un�l such date when the interest dues above are actually paid to the small enterprise, for the purpose of disallowance of a deduc�ble expenditure under sec�on 23 of the Micro, Small and Medium Enterprises Development Act, 2006.	(Amount in lakhs) Par�culars As at 31st March, 2024 As at 31st March, 2023 The principle amount and the interest due thereon remaining unpaid to any supplier at the end of each accoun�ng year; 226.60 98.78 i) Principal Amount (Refer note below) - 4.01 ii) Interest Due - - The amount of interest paid by the buyer in terms of sec�on 16 of the Micro, Small and Medium Enterprises Development Act, 2006 (27 of 2006), along with the amount of the payment made to the supplier beyond the appointed day during each accoun�ng year; - - The amount of interest due and payable for the period of delay in making payment (which has been paid but beyond the appointed day during the year) but without adding the interest specifed under the Micro, Small and Medium Enterprises Development Act, 2006; - 4.01 The amount of interest accrued and remaining unpaid at the end of each accoun�ng year; and - - The amount of further interest remaining due and payable even in the succeeding years, un�l such date when the interest dues above are actually paid to the small enterprise, for the purpose of disallowance of a deduc�ble expenditure under sec�on 23 of the Micro, Small and Medium Enterprises Development Act, 2006.	(Amount in lakhs) Par�culars As at 31st March, 2024 As at 31st March, 2023 The principle amount and the interest due thereon remaining unpaid to any supplier at the end of each accoun�ng year; 226.60 98.78 i) Principal Amount (Refer note below) - 4.01 ii) Interest Due - - The amount of interest paid by the buyer in terms of sec�on 16 of the Micro, Small and Medium Enterprises Development Act, 2006 (27 of 2006), along with the amount of the payment made to the supplier beyond the appointed day during each accoun�ng year; - - The amount of interest due and payable for the period of delay in making payment (which has been paid but beyond the appointed day during the year) but without adding the interest specifed under the Micro, Small and Medium Enterprises Development Act, 2006; - 4.01 The amount of interest accrued and remaining unpaid at the end of each accoun�ng year; and - - The amount of further interest remaining due and payable even in the succeeding years, un�l such date when the interest dues above are actually paid to the small enterprise, for the purpose of disallowance of a deduc�ble expenditure under sec�on 23 of the Micro, Small and Medium Enterprises Development Act, 2006.
Par�culars	As at 31st March, 2024	As at 31st March, 2023
The principle amount and the interest due thereon remaining unpaid to any supplier at the end of each accoun�ng year;
i) Principal Amount (Refer note below)	226.60	98.78
ii) Interest Due	-	4.01
The amount of interest paid by the buyer in terms of sec�on 16 of the Micro, Small and Medium Enterprises Development Act, 2006 (27 of 2006), along with the amount of the payment made to the supplier beyond the appointed day during each accoun�ng year;	-	-
The amount of interest due and payable for the period of delay in making payment (which has been paid but beyond the appointed day during the year) but without adding the interest specifed under the Micro, Small and Medium Enterprises Development Act, 2006;	-	-
The amount of interest accrued and remaining unpaid at the end of each accoun�ng year; and	-	4.01
The amount of further interest remaining due and payable even in the succeeding years, un�l such date when the interest dues above are actually paid to the small enterprise, for the purpose of disallowance of a deduc�ble expenditure under sec�on 23 of the Micro, Small and Medium Enterprises Development Act, 2006.	-	-

Note: Out of above, amount pertaining to Medium Enterprises is Rs. 76.63 lakhs (PY Nil)

23.3 Trade Payables ageing schedule for the year ended as on March 31, 2024 and March 31, 2023

23.3Trade Payables ageing schedule for the year ended as on March 31, 2024 and March 31, 2023	23.3Trade Payables ageing schedule for the year ended as on March 31, 2024 and March 31, 2023	23.3Trade Payables ageing schedule for the year ended as on March 31, 2024 and March 31, 2023	23.3Trade Payables ageing schedule for the year ended as on March 31, 2024 and March 31, 2023	23.3Trade Payables ageing schedule for the year ended as on March 31, 2024 and March 31, 2023	23.3Trade Payables ageing schedule for the year ended as on March 31, 2024 and March 31, 2023
(Amount in lakhs)
Par�culars	Less than 1 year	1-2 years	2-3 Years	More than 3 Years	Total
As at 31st March, 2024 MSME Others Disputed Dues - MSME Disputed Dues - Others As at 31st March, 2023 MSME Others Disputed Dues - MSME Disputed Dues - Others	226.60 651.68 - - 98.78 910.51 - -	- 3.49 - - - 0.65 - -	- - - - - - - -	- - - - - - - -	226.60 655.17 - - 98.78 911.16 - -

Annual Report 2023-24

Notes to the Standalone Financial Statements

Notes to the Standalone Financial Statements	Notes to the Standalone Financial Statements	Notes to the Standalone Financial Statements
24 Other Financial liabili�es Par�culars As at 31st March, 2024 As at 31st March, 2023 Expenses payable Dividend Payable on Redeemable Preference Shares (Refer Note 20.4) TOTAL 132.48 963.50 1,095.98 114.60 913.90 1,028.50 (Amount in lakhs) 25 Other Current Liabili�es Par�culars As at 31st March, 2024 As at 31st March, 2023 Statutory dues payable Advance Received from Customers TOTAL 57.49 134.79 192.28 98.18 52.19 150.37 (Amount in lakhs) 26 Provisions Par�culars As at 31st March, 2024 As at 31st March, 2023 Provision for Employee benefts Gratuity Provision Unavailed Leave and compensated absences TOTAL 166.40 12.50 2.02 180.92 143.83 9.12 1.20 154.15 (Amount in lakhs) 27 Current Tax Liabili�es Par�culars As at 31st March, 2024 As at 31st March, 2023 Income tax payable (net) TOTAL 24.34 43.40 (Amount in lakhs) 24.34 43.40 28 Revenue From Opera�on Par�culars For the year ended 31st March, 2024 For the year ended 31st March, 2023 Sale of Products Sale of Services Other Opera�ng Revenue TOTAL 13,874.46 189.35 618.58 14,682.38 13,316.05 (Amount in lakhs) 12,655.65 95.43 564.97 29 Other Income Par�culars For the year ended 31st March, 2024 For the year ended 31st March, 2023 Interest Income Reversal of Provision for Doub�ul Debts Exchange Fluctua�ons (Net) Export Incen�ve Miscellaneous Income TOTAL 55.11 8.11 - 12.35 9.25 84.81 (Amount in lakhs) 45.54 6.17 2.14 1.34 1.54 56.73
Par�culars	For the year ended 31st March, 2024	For the year ended 31st March, 2023
Interest Income Reversal of Provision for Doub�ul Debts Exchange Fluctua�ons (Net) Export Incen�ve Miscellaneous Income	55.11 8.11 - 12.35 9.25	45.54 6.17 2.14 1.34 1.54
TOTAL	84.81	56.73

Annual Report 2023-24

Notes to the Standalone Financial Statements

Notes to the Standalone Financial Statements
Details of Interest Income	For the year ended 31st March, 2024	For the year ended 31st March, 2023
Interest from Banks on Fixed Deposits Interest From Others	50.71 4.39	42.47 3.07
TOTAL	55.11	45.54
30 Cost of Material Consumed (Amount in lakhs)
Par�culars	For the year ended 31st March, 2024	For the year ended 31st March, 2023
Consump�on of Raw Materials	7,911.04	7,275.52
TOTAL	7,911.04	7,275.52
31 Purchases of Stock-in-Trade (Amount in lakhs)
Par�culars	For the year ended 31st March, 2024	For the year ended 31st March, 2023
Purchase of Stock in Trade	37.70	68.72
TOTAL	37.70	68.72

32 Changes In Inventories

2 h i
3 Canges In Inventores	(Amount in lakhs)
Par�culars	For the year ended 31st March, 2024	For the year ended 31st March, 2023
Opening Stock Closing Stock - Work in Progress - Stock in Trade - Work in Progress - Stock in Trade	1,126.89 23.13	1,206.08 8.12
	1,150.02	1,214.21
	1,327.65 13.52	1,126.89 23.13
	1,341.17	1,150.02
TOTAL	-191.15	64.18

33 Employee Benefit Expenses

33 El Bft E	33 El Bft E	33 El Bft E
mpoyee ene xpenses (Amount in lakhs)
Par�culars	For the year ended 31st March, 2024	For the year ended 31st March, 2023
Salaries & Wages Share based payments Contribu�on of Provident Fund & Other Fund Staf Welfare expense	1,305.11 - 112.96 232.11	987.33 0.69 85.10 226.34
TOTAL	1,650.18	1,299.46

Annual Report 2023-24

Notes to the Standalone Financial Statements

Notes to the Standalone Financial Statements	Notes to the Standalone Financial Statements	Notes to the Standalone Financial Statements
34 Finance Costs (Amount in lakhs)
Par�culars	For the year ended 31st March, 2024	For the year ended 31st March, 2023
Interest on Bank Loan Discoun�ng Charges Interest on Statutory Payments Dividend on Preference shares Bank Charges & Commission	5.71 63.75 4.80 49.60 1.02	25.38 40.02 1.49 49.60 0.97
TOTAL	124.88	117.46

35 Deprecia�on and amor�za�on expense

35 Di� d ��	35 Di� d ��	35 Di� d ��
eprecaon an amorzaon expense (Amount in lakhs)
Par�culars	For the year ended 31st March, 2024	For the year ended 31st March, 2023
Deprecia�on of tangible assets Amor�za�on of intangible assets	253.03 24.80	201.25 14.82
TOTAL	277.83	216.07

36 Other Expenses

36 Oth E	36 Oth E	36 Oth E
er xpenses (Amount in lakhs)
Par�culars	For the year ended 31st March, 2024	For the year ended 31st March, 2023
Consump�on of Stores & Spares Job Work & Processing Charges Labour Charges Power & Fuel Repairs To Factory Building Repairs To Plant & Machinery Repairs To Others Insurance Expenses Auditor's Remunera�on Legal & Professional Charges Exchange Fluctua�ons (Net) Miscellaneous Expense* Rent Rates & Taxes Security & Other Services Director's Si�ng Fees Commission To Directors Travelling Expenses Commission & Brokerage Selling & Distribu�on Expenses CSR Expenses Provision for Doub�ul Debts	741.18 167.20 1,063.50 191.24 0.37 14.02 35.67 45.19 8.76 93.51 1.38 69.68 8.03 4.41 100.14 21.70 21.37 91.18 20.98 120.98 26.45 7.59	650.10 134.23 889.98 166.16 27.52 32.94 42.14 33.87 8.80 80.37 - 58.20 8.79 10.84 87.93 14.30 18.96 59.24 11.59 105.19 19.92 4.00
TOTAL	2,854.52	2,465.07

None of the item individually accounts for more than Rs.10,00,000 or 1% of revenue whichever is higher.

Annual Report 2023-24

Notes to the Standalone Financial Statements

Payment to Auditors has been Classified Below:

Notes to the Standalone Financial Statements Pt t Adit h b Clifd Bl	Notes to the Standalone Financial Statements Pt t Adit h b Clifd Bl	Notes to the Standalone Financial Statements Pt t Adit h b Clifd Bl
aymen o uors as een asse eow: (Amount in lakhs)
Par�culars	For the year ended 31st March, 2024	For the year ended 31st March, 2023
Payment to Statutory Auditors - For Statutory Audit (Including Limited Review) - For Other Cer�fca�on / Services - For Reimbursement of Expense	7.65 1.11 -	7.65 1.15 -
Total	8.76	8.80
37 Tax Expense (Amount in lakhs)
Par�culars	For the year ended 31st March, 2024	For the year ended 31st March, 2023
Current tax in rela�on to: - Current years - Earlier years Deferred Tax In respect of current year Unused Tax Credits	378.08 0.26 43.88 230.21	334.67 5.10 58.09 -349.59
Total income tax expense recognised in the current year	652.43	48.28

37.1 The income tax expense for the year can be reconciled to the accoun�ng proft as follows: (Amount in lakhs)	37.1 The income tax expense for the year can be reconciled to the accoun�ng proft as follows: (Amount in lakhs)	37.1 The income tax expense for the year can be reconciled to the accoun�ng proft as follows: (Amount in lakhs)
Par�culars	For the year ended 31st March, 2024	For the year ended 31st March,2023
Proft before tax Income tax expense calculated at 29.12% (2022-2023: 17.47%) Expenses not allowed in Income Tax Deprecia�on Tax adjustment of earlier years Unused tax credit(MAT) Others	2,102.19 612.16 - 2.13 0.26 - 37.88	1,866.29 326.04 - 57.80 5.10 (349.59) 8.92
	652.43	48.28

38 Commitments (Amount in lakhs)

38 Commitments		(Amount in lakhs)
Par�culars	As at 31st March, 2024	As at 31st March, 2023
Es�mated amount of contracts remaining to be executed on capital account (net of advances)	1,242.73	133.21
Bank Guarantee	49.21	48.59

39 Con�ngent Liabili�es

39 Con�ngent Liabili�es	39 Con�ngent Liabili�es	39 Con�ngent Liabili�es
(Amount in lakhs) Con�ngent Liabili�es not provided for are classifed as under:
Par�culars	As at 31st March, 2024	As at 31st March, 2023
Income Tax Excise / Service tax and Value added Tax ma�ers Pending Labour Cases	123.95 - 24.89	123.95 112.27 37.07

Annual Report 2023-24

Notes to the Standalone Financial Statements

40 Opera�ng Lease Arrangements

40.1 The Company has applied Appendix C to Ind AS 17 ‘Leases’ to office and other assets to evaluate whether these contracts contains a lease or not. Based on evalua�on of the terms and condi�ons of the arrangements, the Company has evaluated such arrangements to be opera�ng leases.

The Company has obtained certain premises for its business opera�ons under opera�ng leases or leaves and license agreements. These are generally cancellable and range between 11 months to 5 years under leave and licenses or longer for other lease and are renewable by mutual consent on mutually agreeable terms. The Company has given refundable interest free security deposits in accordance with the agreed terms.

40.2 Lease Payments recognised during the year:


40.2 Lease Payments recognised during the year: (Amount in lakhs)
Par�culars	For the year ended 31st March, 2024	For the year ended 31st March, 2023
Rent Expense	8.03	8.79

41 Employee Benefits :

In accordance with the s�pula�ons of the Indian Accoun�ng Standard 19 (IND AS 19) “Employee Benefits”, the disclosures of employee benefits as defined in the Indian Accoun�ng Standard are given below:

The Company makes contribu�on towards Employee Provident Fund. The Company is required to contribute specified percentage of payroll cost.The Company has recognised the following amounts in the Statement of Profit and Loss :

41.1 Defned Contribu�on Plan The Company makes contribu�on towards Employee Provident Fund. The Company is required to contribute specifed percentage of payroll cost.The Company has recognised the following amounts in the Statement of Proft and Loss :	41.1 Defned Contribu�on Plan The Company makes contribu�on towards Employee Provident Fund. The Company is required to contribute specifed percentage of payroll cost.The Company has recognised the following amounts in the Statement of Proft and Loss :	41.1 Defned Contribu�on Plan The Company makes contribu�on towards Employee Provident Fund. The Company is required to contribute specifed percentage of payroll cost.The Company has recognised the following amounts in the Statement of Proft and Loss :
(Amount in lakhs)
Par�culars	For the year ended 31st March, 2024	For the year ended 31st March, 2023
Contribu�on to Provident Fund	59.65	48.12
TOTAL	59.65	48.12

Gratuity

15 days salary for each completed year of service. Ves�ng period is 5 years (Other than Death / Disability). The payment is at actual on resigna�on, termina�on, disablement or on death. The liability for gratuity as above is recognised on the basis of actuarial valua�on. The Company makes contribu�on to Life Insurance Corpora�on (LIC) for gratuity benefits according to the Payment of Gratuity Act, 1972. The Company recognizes the liability towards the gratuity at each Balance Sheet date.

The most recent actuarial valua�on of the defined benefit obliga�on for gratuity was carried out at March 31, 2023 by an actuary. The present value of the defined benefit obliga�ons and the related current service cost and past service cost, were measured using the Projected Unit Credit Method, which recognises each period of service as giving rise to addi�onal unit of benefit en�tlement and measures each unit separately to build up the final obliga�on. Scheme is funded through LIC.

These plans typically expose the Company to actuarial risks such as: Investment risk, Market risk, Legisla�ve risk, Salary risk and Liquidity risk.

Investment risk

For funded plans that rely on insurers for managing the assets, the value of assets cer�fed by the insurer may not
be the fair value of instruments backing the liability. In such cases, the present value of the assets is independent
of the future discount rate. this can result in wide fuctua�ons in the net liability or funded status if there are
signifcant changes in the discount rate during the inter-valua�on period.

Market risk

It is a collec�ve term for risks that are related to changes and fuctua�ons of the fnancial markets. One actuarial
assump�on that has a material efect is the discount rate. The discount rate refects the �me value of money. An
increase in discount rate leads to decrease in defned beneft obliga�on of the plan benefts & vice versa. this
assump�on depends on the yields on the corporate bonds and hence the valua�on of liability is exposed to
fuctua�ons in the yields at the valua�on date.

Legisla�ve risk

It is the risk of increase in the plan liabili�es or reduc�on in the plan assets due to change in the regula�on. The
government may amend the payment of Gratuity Act thus requiring the companies to pay higher benefts to the
employees. This will directly afect the present value of the Defned beneft Obliga�on and the same will have to
be recognized immediately in the year when any such amendment is efec�ve.

Annual Report 2023-24

Notes to the Standalone Financial Statements

Salary hikes that are higher than the assumed salary escala�on will result into an increase in obliga�on at a rate Salary risk that is higher than expected. Employees with high salaries and long dura�ons or those higher in hierarchy, accumulate significant level of Liquidity risk benefits. If some of such employees resign/re�re from the company there can be strain on the cashflow.

No other post-re�rement benefits are provided to these employees.

The principal assump�ons used for the purposes of the actuarial valua�ons were as follows:

Par�culars	As at 31st March, 2024	As at 31st March, 2023
Mortality Withdrawal Rates Discount Rate (%) Salary escala�on rate (%) Rate of Return on Plan Assets (%)	Indian Assured Lives Mortality (2012-14) Ul�mate 1.00% 7.12% 5.00% 7.67%	Indian Assured Lives Mortality (2006-08) Ul�mate 1.00% 7.38% 5.00% 7.01%

41.3 The following tables sets out the status of the gratuity plan and the amounts recognised in the Company's financial statements as at March 31.

I. Reconcilia�on in present value of obliga�ons (PVO) - Defined benefit obliga�on:

. Reconcilia�on in present value of obliga�ons (PVO) - Defned beneft obliga�on:	. Reconcilia�on in present value of obliga�ons (PVO) - Defned beneft obliga�on:	As at 31st March, 2024 As at 31st March, 2023 22.83 10.28 (7.76) (8.66) 143.60 160.29 8.62 0.08 23.00 (8.66) 113.84 136.87 160.29 136.87 23.42 22.83 10.28 8.62 24.49 (7.84) 16.66 17.81 9.13 (7.81) (4.21) 128.69 143.60 7.50 (6.06) 25.63 (4.21) 90.97 113.84 143.60 113.84 29.76 17.81 9.13 7.50 19.43 (1.75) 17.68 (Amount in lakhs) Gratuity (Funded) Gratuity (Funded) (14.21) (5.08) 18.65 (3.80) 3.26 0.08 (6.06) (1.65) (0.14) 0.60 On Plan Assets - (Loss)/Gain - Loss/(Gain) (Amount in lakhs)	As at 31st March, 2024 As at 31st March, 2023 22.83 10.28 (7.76) (8.66) 143.60 160.29 8.62 0.08 23.00 (8.66) 113.84 136.87 160.29 136.87 23.42 22.83 10.28 8.62 24.49 (7.84) 16.66 17.81 9.13 (7.81) (4.21) 128.69 143.60 7.50 (6.06) 25.63 (4.21) 90.97 113.84 143.60 113.84 29.76 17.81 9.13 7.50 19.43 (1.75) 17.68 (Amount in lakhs) Gratuity (Funded) Gratuity (Funded) (14.21) (5.08) 18.65 (3.80) 3.26 0.08 (6.06) (1.65) (0.14) 0.60 On Plan Assets - (Loss)/Gain - Loss/(Gain) (Amount in lakhs)	As at 31st March, 2024 As at 31st March, 2023 22.83 10.28 (7.76) (8.66) 143.60 160.29 8.62 0.08 23.00 (8.66) 113.84 136.87 160.29 136.87 23.42 22.83 10.28 8.62 24.49 (7.84) 16.66 17.81 9.13 (7.81) (4.21) 128.69 143.60 7.50 (6.06) 25.63 (4.21) 90.97 113.84 143.60 113.84 29.76 17.81 9.13 7.50 19.43 (1.75) 17.68 (Amount in lakhs) Gratuity (Funded) Gratuity (Funded) (14.21) (5.08) 18.65 (3.80) 3.26 0.08 (6.06) (1.65) (0.14) 0.60 On Plan Assets - (Loss)/Gain - Loss/(Gain) (Amount in lakhs)
Par�culars		As at 31st March, 2024		As at 31st March, 2023
I. Defned Beneft obliga�on Current Service Cost Interest Cost Actuarial (gain)/ loss on obliga�ons Benefts paid PVO at the beginning of the year PVO at the end of the year II. Reconcilia�on of the fair value of Plan Assets Expected return on Plan Assets Actuarial gain / (Loss) on Plan Assets Contribu�ons by employer Benefts Paid Fair value of Plan Assets at the beginning of the year Fair value of Plan Assets at the end of the year III. Reconcilia�on of PVO and Fair value of Plan of assets PVO at the end of the year Fair value of Planned assets at the end of the year Net (asset) / liability recognised in the Balance Sheet IV. Service Cost Current Service Cost Interest Cost on beneft obliga�on Expected return on Plan Assets Components of defned beneft costs recognised in Employee Beneft expenses Remeasurement on the net defned beneft liability: Actuarial (gain)/ loss on obliga�ons Net Cost		22.83 10.28 (7.76) (8.66) 143.60 Gratuity (Funded)		17.81 9.13 (7.81) (4.21) 128.69 Gratuity (Funded)
		160.29		143.60
		8.62 0.08 23.00 (8.66) 113.84		7.50 (6.06) 25.63 (4.21) 90.97
		136.87		113.84
		160.29 136.87		143.60 113.84
		23.42		29.76
		22.83 10.28 8.62 24.49 (7.84)		17.81 9.13 7.50 19.43 (1.75)
		16.66		17.68

Experience Adjustment	On Plan Liabili�es	- Loss/(Gain)	On Plan Assets - (Loss)/Gain
As on 31st March, 2024 As on 31st March,2023 As on 31st March,2022 As on 31st March,2021 As on 31st March,2020		(14.21) (5.08) 18.65 (3.80) 3.26	0.08 (6.06) (1.65) (0.14) 0.60

Annual Report 2023-24

Notes to the Standalone Financial Statements

41.4 The fair value of plan assets at the end of the repor�ng period for each category, are as follows: Gratuity and Leave 100% managed by Insurer (LIC).

41.5 Sensi�vity analysis as for gratuity


41.5 Sensi�vity analysis as for gratuity Signifcant Actuarial Assump�ons Discount Rate Salary Escala�on Withdrawal Rate As at 31st March, 2024 As at 31st March, 2023 Up by 1% Down by 1% Up by 1% Down by 1% Up by 1% Down by 1% (15.18) 18.35 17.76 (15.34) 3.43 (4.08) (14.35) 17.43 16.80 (14.65) 3.98 (4.70) (Amount in lakhs)
Signifcant Actuarial Assump�ons	As at 31st March, 2024	As at 31st March, 2023
Discount Rate
Up by 1%	(15.18)	(14.35)
Down by 1%	18.35	17.43
Salary Escala�on
Up by 1%	17.76	16.80
Down by 1%	(15.34)	(14.65)
Withdrawal Rate
Up by 1%	3.43	3.98
Down by 1%	(4.08)	(4.70)

The sensi�vity analysis presented above may not be representa�ve of the actual change in the defined benefit obliga�on as it is unlikely that the change in assump�ons would occur in isola�on of one another as some of the assump�ons may be correlated. Sensi�vity due to mortality & withdrawals are not material & hence impact of change not calculated.

Furthermore, in presen�ng the above sensi�vity analysis, the present value of the defined benefit obliga�on has been calculated using the projected unit credit method at the end of the repor�ng period, which is the same as that applied in calcula�ng the defined benefit obliga�on liability recognised in the Balance Sheet.

41.6 Maturity Profile of Defined Benefit Obliga�on and other long term employee benefits:

(Amount in lakhs) Experience Adjustment Defned Beneft: Gratuity: Less than One Year One to Three Years Three to Five Years More than Five Years As at 31st March, 2024 As at 31st March, 2023 12.50 51.04 26.32 70.43 9.12 40.09 32.69 61.70	(Amount in lakhs) Experience Adjustment Defned Beneft: Gratuity: Less than One Year One to Three Years Three to Five Years More than Five Years As at 31st March, 2024 As at 31st March, 2023 12.50 51.04 26.32 70.43 9.12 40.09 32.69 61.70	(Amount in lakhs) Experience Adjustment Defned Beneft: Gratuity: Less than One Year One to Three Years Three to Five Years More than Five Years As at 31st March, 2024 As at 31st March, 2023 12.50 51.04 26.32 70.43 9.12 40.09 32.69 61.70
Experience Adjustment	As at 31st March, 2024	As at 31st March, 2023
Defned Beneft:
Gratuity:
Less than One Year	12.50	9.12
One to Three Years	51.04	40.09
Three to Five Years	26.32	32.69
More than Five Years	70.43	61.70

42 Opera�ng Segment

The Company’s opera�ons fall under single segment namely “Manufacturing of Machineries and Components”, taking into account the risks and returns, the organiza�on structure and the internal repor�ng systems.

Segment revenue from “Manufacturing of Machineries and Components” represents revenue generated from external customers which is a�ributable to the company’s country of domicile i.e. India and external customers outside India as under:

Experience Adjustment Revenue from - Outside India - In India For the year ended 31st March, 2024 For the year ended 31st March, 2023 613.77 14,068.61 259.57 13,056.48 (Amount in lakhs)	Experience Adjustment Revenue from - Outside India - In India For the year ended 31st March, 2024 For the year ended 31st March, 2023 613.77 14,068.61 259.57 13,056.48 (Amount in lakhs)	Experience Adjustment Revenue from - Outside India - In India For the year ended 31st March, 2024 For the year ended 31st March, 2023 613.77 14,068.61 259.57 13,056.48 (Amount in lakhs)
Experience Adjustment	For the year ended 31st March, 2024	For the year ended 31st March, 2023
Revenue from - Outside India - In India	613.77 14,068.61	259.57 13,056.48

All assets are located in the company’s country of domicile i.e. India.

Concentra�on of Revenues from three customers of the group were 62.17% and 53.03% of total revenue for the year ended 31st March, 2024 and 31st March, 2023 respec�vely.

Annual Report 2023-24

Notes to the Standalone Financial Statements

43 Disclosure as required by Indian Accoun�ng Standard -24 are given below:-

Nature of Rela�onship	Name of Related Par�es
HoldingCompany	Integra HoldingAG,Switzerland
Fellow Subsidiary	Aquametro Oil and Marine AG, Switzerland Integra Metering AG, Switzerland Integra Managament and Finanz AG,Switzerland
Associate	Integra Systems Pvt. Ltd
Enterprises owned or signifcant infuence by key managementpersonnel or their rela�ves	Integra Metering S.A.S. France ShailyEngineeringPlas�cs Ltd
Key Management Personnel	Mrs. Corinne Ruckstuhl (Chairperson and Non Execu�ve Director) Mr. Adrian Oehler (Non Execu�ve Director) Mr. Shalin Diva�a (Independent Director) Mr. Rahul Divan (Independent Director) Mr. Bhargav Patel (Independent Director) upto 06.02.2024 Mr. Mahendra Sanghvi (Independent Director) Mr. Bharat Salhotra (Independent Director) from 01.06.2023 Mr.Bhavin Kariya (Chief Execu�ve Ofcer) Mr. Kunal Thakrar (Chief Financial Ofcer) Mrs.Harneet Kaur Anand (Company Secretary) upto 03.02.2024 Mr. Ravi Thanki (Company Secretary) from 08.04.2024

43.1 Transac�ons with related par�es:

(Amount in lakhs)

Nature of Transac�on	Fellow Subsidiary	Associate	Directors / Key Management Personnel	Enterprises owned or signifcant infuence by Key Management Personnel	Total
Material Purchase a. Aquametro Oil and Manine AG, Switzerland b. Shaily Engineering Plas�cs Ltd	16.10 (19.71) 16.10 (19.71) - -	- - - - - -	- - - - - -	44.71 (63.71) - - 44.71 (63.71)	60.81 (83.42) 16.10 (19.71) 44.71 (63.71)
Sale of Services a. Integra Metering S.A.S. b. Integra Metering AG	27.31 (5.12) - (5.12) 27.31 -	- - - - - -	- - - - - -	- - - - - -	27.31 (5.12) - (5.12) 27.31 -
Management Contract a. Aquametro Oil and Manine AG, Switzerland	96.03 (71.93) 96.03 (71.93)	- - - -	- - - -	- - - -	96.03 (71.93) 96.03 (71.93)
Reimbursement of Expenses a. Integra Holding AG, Switzerland	40.45 (27.55) 4.62 (3.35)	- - - -	- - - -	- - - -	40.45 (27.55) 4.62 (3.35)

Annual Report 2023-24

Notes to the Standalone Financial Statements

Notes to the Standalone Financial Statements
Nature of Transac�on	Fellow Subsidiary	Associate	Directors / Key Management Personnel	Enterprises owned or signifcant infuence by Key Management Personnel	Total
b. Integra Management and Finanz AG, Switzerland	35.83 (24.20)	- -	- -	- -	35.83 (24.20)
Director's Si�ng Fees a. Mr. Adrian Oehler b. Mrs. Corinne Ruckstuhl c. Mr. Shalin Diva�a d. Mr. Rahul Divan e. Mr. Bhargav Patel f. Mr. Mahendra Sanghvi g. Mr. Bharat Salhotra	- - - - - - - - - - - - - - - -	- - - - - - - - - - - - - - - -	21.70 (14.30) 3.40 (1.20) 3.50 (3.00) 4.20 (3.00) 3.50 (2.40) 2.40 (2.60) 2.70 (2.10) 2.00 -	- - - - - - - - - - - - - - - -	21.70 (14.30) 3.40 (1.20) 3.50 (3.00) 4.20 (3.00) 3.50 (2.40) 2.40 (2.60) 2.70 (2.10) 2.00 -
Director's Commission a. Mr. Adrian Oehler b. Mrs. Corinne Ruckstuhl c. Mr. Shalin Diva�a d. Mr. Rahul Divan e. Mr. Bhargav Patel f. Mr. Mahendra Sanghvi g. Mr. Bharat Salhotra	- - - - - - - - - - - - - - - -	- - - - - - - - - - - - - - - -	21.37 (18.96) 3.21 (3.16) 3.21 (3.16) 3.21 (3.16) 3.21 (3.16) 2.69 (3.16) 3.21 (3.16) 2.62 -	- - - - - - - - - - - - - - - -	21.37 (18.96) 3.21 (3.16) 3.21 (3.16) 3.21 (3.16) 3.21 (3.16) 2.69 (3.16) 3.21 (3.16) 2.62 -
Remunera�on a. Mr. Bhavin Kariya b. Mrs. HarneetKaur Anand c. Mr. Kunal Thakrar	- - - - - -	- - - - - -	91.49 (77.15) 66.34 (57.19) 13.45 (11.06) 11.71 (8.89)	- - - - - -	91.49 (77.15) 66.34 (57.19) 13.45 (11.06) 11.71 (8.89)

Amounts in bracket indicate previous year figures.

Annual Report 2023-24

Notes to the Standalone Financial Statements 43.2 Outstanding Balances :

(Amount in lakhs)

43.2 Outstanding Balances :
Par�culars	Fellow Subsidiary	Associate	Directors / Key Management Personnel		Enterprises owned or signifcant infuence by Key Management Personnel		Total
Receivables: a. Aquametro Oil and Manine AG, Switzerland b. Integra Metering AG	8.13 (6.31) 2.57 -	- - - -	- - - -		- - - -		8.13 (6.31) 2.57 -
Payables a. Shaily Engineering Plas�cs Ltd b. Aquametro Oil and Manine AG, Switzerland c. Integra Management and Finanz AG, Switzerland d. Mr. Adrian Oehler e. Mrs. Corinne Ruckstuhl f. Mr. Shalin Diva�a g. Mr. Rahul Divan h. Mr. Bhargav Patel i. Mr. Mahendra Sanghvi j. Mr. Bharat Salhotra k. Mr. Bhavin Kariya l. Mrs. HarneetKaur Anand m. Mr. Kunal Thakrar	- - 3.49 (10.14) 6.04 - - - - - - - - - - - - - - - - - - - - -	- - - - - - - - - - - - - - - - - - - - - - - - - -	- - - - - - 2.21 (3.16) 2.21 (3.16) 2.89 (3.16) 2.89 (3.16) 2.42 (3.16) 2.89 (3.16) 2.36 - 2.35 (2.68) - (0.67) 0.73 (0.65)		6.31 (17.51) - - - - - - - - - - - - - - - - - - - - - - - -		6.31 (17.51) 3.49 (10.14) 6.04 - 2.21 (3.16) 2.21 (3.16) 2.89 (3.16) 2.89 (3.16) 2.42 (3.16) 2.89 (3.16) 2.36 - 2.35 (2.68) - (0.67) 0.73 (0.65)
43.3 Compensa�on to Key Management Personnel (Amount in lakhs)
Par�culars				For the year ended 31st March, 2024		For the year ended 31st March, 2023
Short term employee benefts Post employment benefts Other benefts				88.22 3.27 43.07		74.31 2.84 33.26
Total				134.56		110.40
44 Earnings per share (EPS) :
Par�culars				For the year ended 31st March, 2024		For the year ended 31st March, 2023
Proft available to equity shareholders(In lakhs) Weighted Average number of Equity Shares (Face Value of ₹ 1 each) - Basic - Diluted Earning per share of ₹ 1 each Basic Earnings per share (₹) Diluted Earnings per share (₹)				1,452.04 3,43,65,196 3,43,65,196 4.23 4.23		1,818.52 3,43,29,360 3,43,29,360 5.30 5.30

Annual Report 2023-24

Notes to the Standalone Financial Statements

45 The value of realiza�on of assets other than fixed assets and non current investment in the ordinary course of business will not be less than the value at which they are stated in the Balance Sheet.
46 The balances of trade receivables and trade payables are subject to adjustment if any on reconcilia�on/se�lement.
47 The Company did not have any long term contracts including deriva�ve contracts for which there were any material foreseeable losses.
48 Financial instruments Disclosure

48.1 Capital Management

For the purpose of the Company's capital management, capital includes issued equity capital, share premium and all other equity reserves a�ributable to the equity holders.

The Company manages its capital so as to safeguard its ability to con�nue as a going concern and to op�mise returns to shareholders. The capital structure of the Company is based on management’s judgement of its strategic and day-to-day needs with a focus on total equity so as to maintain investor, creditors and market confidence.

The management and the Board of Directors monitors the return on capital as well as the level of dividends to shareholders. The Company may take appropriate steps in order to maintain, or if necessary adjust, its capital structure.

Categories of financial instruments


Categories of fnancial instruments (Amount in lakhs)
Par�culars	As at 31st March, 2024	As at 31st March, 2023
Financial assets
Measured at amor�sed cost
Trade receivables	4,040.06	3,604.56
Cash and cash equivalents	318.20	285.70
Other Bank Balance	508.46	482.32
Loans	2.75	2.12
Other fnancial assets	136.95	174.87
Financial liabili�es
Measured at amor�sed cost
Borrowings	2,468.52	1,986.00
Trade payables	881.77	1,009.94
Dividend Payable on Redeemable Preference Shares	963.50	913.90
Other fnancial liabili�es	132.48	114.60

48.2 Financial risk management

The Company’s principal financial liabili�es, comprise loans and borrowings, trade and other payables. The main purpose of these financial liabili�es is to finance the Company’s opera�ons. The Company’s principal financial assets include deposits, trade and other receivables, and cash and cash equivalents that derive directly from its opera�ons.

The Company is exposed to market risk, credit risk and liquidity risk. The Company’s senior management oversees the management of these risks. The senior Management ensures that the Company's financial risk ac�vi�es are governed by appropriate policies and procedures and that financial risks are iden�fied, measured and managed in accordance with the Company’s policies and risk objec�ves. It is the Company’s policy that no trading in deriva�ves for specula�ve purposes may be undertaken. The Board of Directors reviews and agrees policies for managing each of these risks, which are summarised below.

48.2.1 Market Risk

Market risk is the risk or uncertainty arising from possible market price movements and their impact on the future performance of the business. The major components of market risk are price risk, foreign currency risk and interest rate risk.

A. Commodity price risk

The Company is affected by the price vola�lity of certain commodi�es. Its opera�ng ac�vi�es require the ongoing manufacture of machineries and components and therefore require a con�nuous supply of steel as principal raw material.

Annual Report 2023-24

Notes to the Standalone Financial Statements

The Company's management has developed and enacted a risk management strategy regarding commodity price risk and its mi�ga�on.

B. 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’s exposure to the risk of changes in foreign exchange rates relates primarily to the Company’s opera�ng ac�vi�es.

The aim of the Company’s approach to management of currency risk is to leave the Company with no material residual risk.

The carrying amount of the Company's foreign currency denominated monetary assets and monetary liabili�es at the end of the repor�ng period are as follows:

Par�culars	As at 31st March, 2024	As at 31st March, 2023
Net Assets / (Liabili�es)
CHF	1.18	-3.83
US$	15.68	100.73
EURO	-131.61	-48.11

Sensi�vity to risk

A 5% strengthening of the INR against key currencies to which the Company is exposed would have led to approximately an addi�onal ₹ 7.42 lakhs (PY ₹ 2.44 lakhs) gain in the Statement of Profit and Loss. A 5% weakening of the INR against these currencies would have led to an equal but opposite effect.

C. 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’s exposure to the risk of changes in market interest rates relates primarily to the Company’s short term debt obliga�ons with floa�ng interest rates.

The Company invests the surplus fund generated from opera�ons in bank deposits. Considering these bank deposits are short term in nature, there is no significant interest rate risk.

The Company has laid policies and guidelines including tenure of investment made to minimise impact of interest rate risk.

48.2.2 Credit risk

Credit risk is the risk of financial loss to the Company if a customer or counter-party fails to meet its contractual obliga�ons.

The Company is exposed to credit risk from its opera�ng ac�vi�es (primarily trade receivables) and from its financing ac�vi�es, including deposits with banks and financial ins�tu�ons, foreign exchange transac�ons and other financial instruments.

A. Trade Receivable
Customer credit risk is managed by the Company subject to the Company’s established policy, procedures and control rela�ng to customer credit risk management. Outstanding customer receivables are regularly monitored and any shipments to major customers are generally covered by le�ers of credit or other forms of credit insurance.
An impairment analysis is performed at each repor�ng date on an individual basis. The maximum exposure to credit risk at the repor�ng date is the carrying value of each class of financial assets disclosed in Note no. 12
B. Financial instruments and cash deposits
Credit risk from balances with banks and financial ins�tu�ons is managed by the management in accordance with the Company’s policy. The Company’s maximum exposure to credit risk for the components of the Balance Sheet at 31 March 2024 and 31 March 2023 is the carrying amounts as illustrated in Note no. 13.

48.2.3 Liquidity risk

Liquidity risk is the risk that the Company will face in mee�ng its obliga�ons associated with its financial liabili�es. The Company’s objec�ve is to maintain a balance between con�nuity of funding and flexibility through the use of bank overdra�s, bank loans, preference shares and finance leases.
The Company monitors its risk of a shortage of funds using a liquidity planning tool."

The following table shows the maturity analysis of the Company’s financial liabili�es based on contractually agreed undiscounted cash

Annual Report 2023-24

Notes to the Standalone Financial Statements

(Amount in lakhs)

Notes to the Standalone Financial Statements		(A	mount in lakhs)
Par�culars	Within 1 year	Exceeding one year	Total
As at 31 March, 2024
Borrowings	2,468.52	-	2,468.52
Trade Payable	881.77	-	881.77
Dividend Payable on Redeemable Preference Shares	963.50	-	963.50
Expensespayable	132.48	-	132.48
Total	4,446.27	-	4,446.27
As at 31 March, 2023
Borrowings	746.00	1,240.00	1,986.00
Trade Payable	1,009.94	-	1,009.94
Dividend Payable on Redeemable Preference Shares	913.90	-	913.90
Expenses payable	114.60	-	114.60
Total	2,784.44	1,240.00	4,024.44

49 Fair Value Measurement

49.1 Fair value of the Company’s financial assets that are measured at fair value on recurring basis. 49.2 Management considers that the carrying value of financial assets and financial liabili�es recognised in the financial statement approximates their fair value.

50 Employee Stock op�on

At the Annual General Mee�ng of the Company held on 12th August 2015 members of the Company passed a special resolu�on for introducing a "Integra Engineering India Employees Stock Op�on Plan 2015" for the benefit of employees of the Company. The resolu�on also accorded approval for the Board of Directors, to formulate the Scheme as per broad parameters outlined in the resolu�on. Pursuant to the Scheme, the Company has granted op�ons to eligible employees of the Company under Plan. Each op�on en�tles for one equity share. The op�ons under this grant will vest to the employees as 20%, 40% and 40% of the total grant at end of third, fourth and fi�h year from the date of grant, respec�vely, with an exercise period of three years for each grant. The ves�ng condi�ons include service terms and performance of the employees. These op�ons are exercisable at an exercise price of ₹ 36/-per share (Face Value of ₹ 1 per share).

The fair value of each equity se�led op�on is es�mated on the date of grant using the Black-Scholes-Merton model, with the following assump�ons:

assump�ons:
Par�culars
Grant date No of Op�on Granted Op�on Value as on grant date Fair Value per ESOP op�on (₹) Value of Op�on (₹) Parameters of Fair Value of Op�ons as on grant date Stock Price as on grant date (₹) Exercise Price (₹) Vola�lity Risk Free rate Weighted Average �me of Expiry	22nd August 2017 1,80,000 19.06 34,30,800 39.75 36.00 45.29% 6.52% 4.2 Years

Movement in share op�ons during the year:

Par�culars	As at 31st March, 2024	As at 31st March, 2024	As at 31st March, 2023	As at 31st March, 2023
	Number of share op�ons	Weighted average exercise price	Number of share op�ons	Weighted average exercise price
Balance at the beginning of the year Granted during the year Exercised duringtheyear	60,000 - -	36 - -	1,80,000 - 1,20,000	36 - 36
Balance at the end of the year	60,000	36	60,000	36

During the year ended 31st March 2024, the company had charged to statement of Profit and Loss as employee benefit expenses ₹ Nil (P.Y.₹ 0.69 lakhs) by crea�ng an Employee stock op�on reserve which is grouped under the head 'Other Equity'.

Annual Report 2023-24

Notes to the Standalone Financial Statements

51 Corporate Social Responsibility:

Corporate Social Responsibility expenditure is as follows:

(Amount in lakhs)

51 Corporate Social Responsibility: Corporate Social Responsibility expenditure is as follows: Notes to the Standalone Financial Statements		(Amount in lakhs)
Par�culars	For the year ended 31st March, 2024	For the year ended 31st March, 2023
Amount required to be spent by the company during the year	26.45	19.63
Amount of expenditure incurred	26.45	19.92
Shor�all/(Excess) at the end of the year	-	-0.29
Total of previous years shor�all	-	-
Reason for shor�all	-	-
Nature of CSR ac�vi�es	Promo�ng educa�on	Promo�ng educa�on
Details of related party transac�ons, e.g., contribu�on to a trust controlled by the company in rela�on to CSR expenditure as per relevant AS	-	-
Where a provision is made with respect to a liability incurred by entering into a contractual obliga�on, the movements in the provision during the year should be shown separately.	NA	NA

52 Accoun�ng Ra�os

52 Accoun�ng Ra�os
Par�culars	Numerator	Denominator	Current Year	Previous Year	% Variance	Reasons for variance (if +/- 25%)
Current Ra�o (in �mes)	Current Assets	Current Liabili�es	1.72	2.36	-27%	In view of reclassifca�on of Cumula�ve Redeemable Preference Shares from non-current to current
Debt-Equity Ra�o (in �mes)	Short term Debt + Long term Debt	Shareholder's Equity	0.32	0.32	1%	NA
Debt Service Coverage Ra�o	Net Proft + Deprecia�on + Interest on Long term loans	Total amount of interest & principal of long term loan payable or paid during the year	NA	NA	NA	NA
Return on Equity Ra�o (in %)	Net Proft A�er Tax	Average Shareholder's Equity	20.89%	34.38%	-39%	Due to decrease in proft a�er tax
Inventory Turnover Ra�o (in �mes)	Sales	Average Inventory	4.86	4.68	4%	NA
Trade Receivables turnover Ra�o (in �mes)	Credit Sales	Average Trade Receivable	3.84	3.27	17%	NA
Trade Payable turnover Ra�o (in �mes)	Credit Purchase	Average Trade Payable	11.42	8.03	42%	Improvement in payment cycle of vendor dues
Net Capital Turnover Ra�o (in �mes)	Sales	Working Capital	4.22	3.12	35%	Due to increase in turnover
Net proft ra�o (in %)	Net Proft A�er Tax	Sales	9.89%	13.66%	-28%	Due to increase in turnover
Return on Capital employed (in %)	Earning Before Interest & Tax	Capital Employed	21.09%	24.07%	-12%	NA
Return on Investment (in %)	Net Return on Investment	Cost of Investment	NA	NA	NA	NA

Annual Report 2023-24

Notes to the Standalone Financial Statements

53 Other Statutory Informa�ons

(i) The company does not have any Benami property, where any proceeding has been ini�ated or pending against the company for holding any Benami property.
(ii) Details of rela�onship with struck off companies:-

Name of struck of company	Nature of transac�ons with struck of company	Balance outstanding/ Nominal Value of Shares (Amount in lakhs)	Rela�onship with struck of company, if any
Shares held by Struck of Company Kadakia Investment & Finance Private Limited Tanvi Investments Private Limited Dhamria Financial Services Limited Aditya Share & Stock Brokers Limited Ami Exports & Agencies Private Limited Kir� Holdings Private Limited Trinity Finance & Investment Company Private Limited Abhi Tex�les Traders Private Limited Lopa Investment Private Limited Polestar Financial Consultants Private Limited CRF Odd Lot Shares Private Limited	Investment in securi�es - 2,700 Shares Investment in securi�es - 175 Shares Investment in securi�es - 152 Shares Investment in securi�es - 250 Shares Investment in securi�es - 100 Shares Investment in securi�es - 100 Shares Investment in securi�es - 100 Shares Investment in securi�es - 75 Shares Investment in securi�es - 50 Shares Investment in securi�es - 50 Shares Investment in securi�es - 1 Share	0.03 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00	Equity shareholder Equity shareholder Equity shareholder Equity shareholder Equity shareholder Equity shareholder Equity shareholder Equity shareholder Equity shareholder Equity shareholder Equity shareholder

However, status of following companies are not available on the MCA website:
Ask Raymond James and Associates Limited - 65 shares
Sanket Interna�onal Limited - 2,900 shares
Kalyan Ugam Private Limited - 200 shares
Poona Treadfast Private Limited - 100 shares
Batliboi and Company Limited - 25 shares
Buddhidhan Investments Limited - 20 shares
(iii) The company does not have any charges or sa�sfac�on thereof, which is yet to be registered with ROC beyond the statutory period.
(iv) The company have not traded or invested in Crypto currency or Virtual Currency during the year.
(v) The company have not advanced or loaned or invested funds to any other person(s) or en�ty(ies), including foreign en��es (Intermediaries) with the understanding that the Intermediary shall:
(a) directly or indirectly lend or invest in other persons or en��es iden�fied in any manner whatsoever by or on behalf of the company (Ul�mate Beneficiaries) or
(b) provide any guarantee, security or the like to or on behalf of the Ul�mate Beneficiaries.
(vi) The company have not received any fund from any person(s) or en�ty(ies), including foreign en��es (Funding Party) with the understanding (whether recorded in wri�ng or otherwise) that the company shall:
(a) directly or indirectly lend or invest in other persons or en��es iden�fied in any manner whatsoever by or on behalf of the Funding Party (Ul�mate Beneficiaries) or
(b) provide any guarantee, security or the like on behalf of the Ul�mate Beneficiaries.
(vii) The company has no such transac�on 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.
(viii) The company holds all the �tle deeds of immovable property in its name.

Annual Report 2023-24

Notes to the Standalone Financial Statements

(ix) The company is not declared as wilful defaulter by any bank or financial Ins�tu�on or other lender.
(x) The company is not required to file any quarterly returns /statements with the bank.
(xi) There is no Scheme of Arrangements approved by the Competent Authority in terms of sec�ons 230 to 237of the Companies Act, 2013.
(xii) The company has complied with the number of layers prescribed under clause (87) of sec�on 2 of the Act read with Companies (Restric�on on Number of Layers) Rules, 2017.

54 Approval of Financial statements:

Standalone financial statements were approved by the Board of Directors on 30th May, 2024.

As per our report of even date a�ached For CNK & Associates LLP For and on behalf of the Board Chartered Accountants Integra Engineering India Limited Firm Regn. No. 101961W/W-100036 Rachit Sheth Corinne Ruckstuhl Shalin Diva�a Bhavin Kariya Kunal Thakrar Ravi Thanki Partner Chairperson Director Chief Execu�ve Officer Chief Financial Officer Company Secretary Membership No. 158289 DIN: 03531399 DIN: 00749517 Place : Halol Place : Halol Date : 30th May, 2024 Date : 30th May, 2024

Annual Report 2023-24

INDEPENDENT AUDITOR'S REPORT

TO THE MEMBERS OF INTEGRA ENGINEERING INDIA LIMITED

Report on the Audit of the Consolidated Financial Statements

Opinion

We have audited the accompanying Consolidated Financial Statements of Integra Engineering India Limited (“the Company”), which comprise the Balance Sheet as at 31st March, 2024, the Consolidated Statement of Profit and Loss (including Other Comprehensive Income), the Consolidated Statement of Changes in Equity and the Consolidated Statement of Cash Flows for the year then ended and notes to the Consolidated Financial Statements, including a summary of Material accoun�ng policies and other explanatory informa�on.

In our opinion and to the best of our informa�on and according to the explana�ons given to us and based on the other financial informa�on of the associate as referred to in the “Other Ma�er” Paragraph, the aforesaid consolidated financial statements give the informa�on 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 Accoun�ng Standards specified under sec�on 133 of the Act read with the Companies (Indian Accoun�ng Standards) Rules, 2015, as amended, (“Ind AS”) and other accoun�ng principles generally accepted in India, of the consolidated state of affairs of the Company and its associate as at March 31, 2024, and consolidated total comprehensive income (comprising of profit and other comprehensive income), consolidated changes in equity and their cash flows for the year ended on that date.

Basis for Opinion

We conducted our audit of the Consolidated Financial Statements in accordance with the Standards on Audi�ng (SAs) specified under sec�on 143(10) of the Companies Act, 2013. Our responsibili�es under those Standards are further described in the Auditor's Responsibili�es for the Audit of the Consolidated Financial Statements sec�on of our report. We are independent of the Company and it's associate in accordance with the Code of Ethics issued by the Ins�tute of Chartered Accountants of India together with the independence requirements that are relevant to our audit of the Consolidated Financial Statements under the provisions of the Companies Act, 2013 and the Rules thereunder, and we have fulfilled our other ethical responsibili�es in accordance with these requirements and the 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.

Key Audit Ma�ers

Key audit ma�ers are those ma�ers that, in our professional judgment, were of most significance in our audit of the Consolidated Financial Statements of the current period. These ma�ers were addressed in the context of our audit of the Financial Statements as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these ma�ers.

Informa�on other than the Consolidated Financial Statement and Auditor's Report thereon

The company's Management and the Board of Directors are responsible for the other informa�on. The other informa�on comprises the informa�on included in Board's Report including Annexures to that Board's Report, Corporate Governance and Shareholder's Informa�on, but does not include the Consolidated Financial Statements and our auditor's report thereon.

Our opinion on the Consolidated Financial Statements does not cover the other informa�on and we do not express any form of assurance conclusion thereon.

In connec�on with our audit of the Consolidated Financial Statements, our responsibility is to read the other informa�on iden�fied above and in doing so, consider whether the other informa�on is materially inconsistent with the consolidated Financial Statements or our knowledge obtained during the course of the audit or otherwise appears to be materially misstated.

If, based on the work we have performed, we conclude that there is a material misstatement of this other informa�on, we are required to report that fact. We have nothing to report in this regard.

Responsibili�es of Management and Those Charged with Governance for the Consolidated Financial Statements

The company's Management and Board of Directors is responsible for the ma�ers stated in Sec�on 134(5) of the Companies Act, 2013 (“the Act”) with respect to the prepara�on of these Consolidated Financial Statements that give a true and fair view of the financial posi�on, financial performance, total comprehensive income, changes in equity and cash flows of the Company in accordance with the Ind AS and other accoun�ng principles generally accepted in India, including the accoun�ng Standards specified under Sec�on 133 of the Act. This responsibility also includes maintenance of adequate accoun�ng records in accordance with the provisions of the Act for safeguarding of the assets of the Company and for preven�ng and detec�ng frauds and other irregulari�es; selec�on and applica�on of appropriate accoun�ng policies; making judgments and es�mates that are reasonable and prudent; and design, implementa�on and maintenance of adequate internal financial controls, that were opera�ng effec�vely for ensuring the accuracy and completeness of the accoun�ng records, relevant to the prepara�on and presenta�on of the Consolidated Financial Statements that give a true and fair view and are free from material misstatement, whether due to fraud or error;

In preparing the Consolidated Financial Statements, the respec�ve management and board of directors are responsible for assessing the Company's ability to con�nue as a going concern, disclosing, as applicable, ma�ers related to going concern and using the going concern basis of accoun�ng unless management either intends to liquidate the Company or to cease opera�ons, or has no realis�c alterna�ve but to do so;

The respec�ve Board of Directors are also responsible for overseeing the company's financial repor�ng process.

We have determined that there are no key audit ma�ers to communicate in our report.

Annual Report 2023-24

Auditor's Responsibili�es for the Audit of Consolidated Financial Statements

Our objec�ves 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 judgment and maintain professional scep�cism throughout the audit. We also:

Iden�fy 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 detec�ng a material misstatement resul�ng from fraud is higher than for one resul�ng from error, as fraud may involve collusion, forgery, inten�onal omissions, misrepresenta�ons, or the override of internal control;
Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances. Under sec�on 143(3)(i) of the Act, we are also responsible for expressing our opinion on whether the Company and its associate incorporated in India has adequate internal financial controls with reference to consolidated financial statements in place and the opera�ng effec�veness of such controls.
Evaluate the appropriateness of accoun�ng policies used and the reasonableness of accoun�ng es�mates and related disclosures made by management;
Obtain sufficient appropriate audit evidence regarding the financial informa�on of the en��es or business ac�vi�es within the Company and its associate to express an opinion on the consolidated financial statements. We are responsible for the direc�on, supervision and performance of the audit of the consolidated financial statements of such en��es included in the consolidated financial statements of which we are the independent auditor.

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 quan�ta�ve materiality and qualita�ve factors in (i) planning the scope of our audit work and in evalua�ng the results of our work; and (ii) to evaluate the effect of any

We communicate with those charged with governance of the Company of which we are the independent auditors regarding, among other ma�ers, the planned scope and �ming of the audit and significant audit findings, including any significant deficiencies in internal control that we iden�fy during our audit.

From the ma�ers communicated with those charged with governance, we determine those ma�ers that were of most significance in the audit of the Consolidated Financial Statements of the current period and are therefore the key audit ma�ers. We describe these ma�ers in our auditor's report unless law or regula�on precludes public disclosure about the ma�er or when, in extremely rare circumstances, we determine that a ma�er 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 communica�on.

Other Ma�ers

Conclude on the appropriateness of management's use of the going concern basis of accoun�ng and, based on the audit evidence obtained, whether a material uncertainty exists related to events or condi�ons that may cast significant doubt on the Company's ability to con�nue as a going concern. If we conclude that a material uncertainty exists, we are required to draw a�en�on 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 condi�ons may cause the Company and it's associate to cease to con�nue as a going concern;
Evaluate the overall presenta�on, structure and content of the Consolidated Financial Statements, including the disclosures, and whether the Consolidated Financial Statements represent the underlying transac�ons and events in a manner that achieves fair presenta�on;

The accompanying consolidated financial statement include the Group's share of Total Comprehensive Income (comprising of net profit a�er tax and other comprehensive income) of Nil for the year ended on that date, in respect of one associate, which have been audited by other auditor, whose financial statements, other financial informa�on and auditor's report 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 this associate is based solely on the report of such other auditor.

Our opinion on the Consolidated Financial statement is not modified in respect of the above ma�ers with respect to our reliance on the work done and the reports of the other auditors.

Report on Other Legal and Regulatory Requirements

As required by Sec�on 143(3) of the Act, based on our audit, we report, to the extent applicable that:

Annual Report 2023-24

(a) We have sought and obtained all the informa�on and explana�ons which to the best of our knowledge and belief were necessary for the purposes of our audit of the aforesaid Consolidated financial statements;
(b) In our opinion, proper books of account as required by law rela�ng to prepara�on of the aforesaid consolidated financial statements have been kept so far as it appears from our examina�on of those books;
(c) The Consolidated Balance Sheet, the Consolidated Statement of Profit and Loss including other comprehensive income, the Consolidated Statement of Changes in Equity and the Consolidated Statement of Cash Flows dealt with by this Report are in agreement with the relevant books of account and records maintained for the purpose of prepara�on of the consolidated financial statements;
(d) In our opinion, the aforesaid Consolidated Financial Statements comply with the Indian Accoun�ng Standards specified under Sec�on 133 of the Act;
(e) On the basis of the wri�en representa�ons received from the directors as on 31st March, 2024 taken on record by the Board of Directors, none of the directors of the group company and it's associate company incorporated in India is disqualified as on 31st March, 2024 from being appointed as a director in terms of Sec�on 164(2) of the Act;
(f) With respect to the adequacy of the internal financial controls with reference to consolidated financial statements of the Company and its associate and the opera�ng effec�veness of such controls, refer to our separate report in “Annexure A”. Our report expresses an unmodified opinion on the adequacy and opera�ng effec�veness of the company's internal financial controls with reference to consolidated financial statements;
(g) With respect to the other ma�ers to be included in the Auditor's Report in accordance with the requirements of sec�on 197(16) of the Act, as amended:
In our opinion and to the best of our informa�on and according to the explana�ons given to us, the remunera�on paid/payable by the company to its directors during the year is in accordance with the provisions of sec�on 197 of the Act; and
(h) With respect to the other ma�ers to be included in the Auditor's Report in accordance with Rule 11 of the Companies (Audit and Auditors) Rules, 2014, in our opinion and to the best of our informa�on and according to the explana�ons given to us:
i. The Consolidated financial statements disclosed the impact of pending li�ga�ons on the Consolidated financial posi�on of the Company and its associate – Refer Note 39 to the consolidated financial statements;
ii. The Company did not have any long-term contracts including deriva�ves contracts for which there were any material foreseeable losses;
iii. There has been no delay in transferring amounts, required to be transferred, to the Investor Educa�on and Protec�on Fund by the Company and its associate incorporated in India.
iv.
i. The Management has represented that, to the best of it's knowledge and belief, as disclosed in Note 51(iv) to the accounts, no funds 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(s) or en�ty(ies), including foreign en��es ("Intermediaries"), with the understanding, whether recorded in wri�ng or otherwise, that the Intermediary shall, whether, directly or indirectly lend or invest in other persons or en��es iden�fied in any manner whatsoever by or on behalf of the company ("Ul�mate Beneficiaries") or provide any guarantee, security or the like on behalf of the Ul�mate Beneficiaries;
ii. The Management has represented, that, to the best of it's knowledge and belief, as disclosed in Note 51(v) to the accounts, no funds have been received by the company from any person(s) or en�ty(ies), including foreign en��es (“Funding Par�es”), with the understanding, whether recorded in wri�ng or otherwise, that the Company shall, whether, directly or indirectly, lend or invest in other persons or en��es iden�fied in any manner whatsoever by or on behalf of the Funding Party (“Ul�mate Beneficiaries”) or provide any guarantee, security or the like on behalf of the Ul�mate Beneficiaries; and
iii. Based on such audit procedures performed that has been considered reasonable and appropriate in the circumstances, nothing has come to our no�ce that has caused us to believe that the representa�ons under sub-clause (i) and (ii) of Rule 11(e) contain any material mis-statement.
v. There is no dividend declared or paid during the year by the Company and hence provisions of Sec�on 123 of the companies Act, 2013 are not applicable.
vi. Based on our examina�on, which included test checks, that performed by us on the Company and the respec�ve auditor of the associate which is company incorporated in India whose financial statements have been audited under the Act, the Company has a feature of recording audit trails (edit log) facility and the same has been operated throughout the year for all the relevant transac�ons recorded in the so�ware. Further, during the course of our audit, we did not come across any instance of audit trail feature being tampered with. With respect to comment on above for the associate of the Company whose audit report issued by an independent firm of Chartered Accountants dated 28th May, 2024 and made available to us by the management is reproduced by us as under:

Annual Report 2023-24

“Based on our examina�on which included test checks, as stated in Note no. 1.3 and Note no. 15 to the financial statements, the company is under liquida�on process. The Company has not used any accoun�ng so�ware as such, but have maintained its books of account in Microso� Excel Programme which does not have audit trail (edit log) facility. Since the edit log facility is not available, the repor�ng on the tampering of audit log is not applicable.”
With respect to the ma�ers 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 Sec�on 143(11) of the Act, to be included in the Auditor's report, according to the informa�on and explana�ons given to us, CARO 2020 is not applicable to its associate company and therefore we are unable to comment on the same.

ANNEXURE “A” TO THE INDEPENDENT AUDITOR'S REPORT

Report on the Internal Financial Controls Over Financial Repor�ng under Clause (i) of Sub-sec�on 3 of Sec�on 143 of the Companies Act, 2013 (“the Act”)

We have audited the internal financial controls over financial repor�ng of the consolidated financial statements of Integra Engineering India Limited (“the Company”) and its associate company wherein such audit of internal financial controls over financial repor�ng 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 of March 31, 2024 in conjunc�on with our audit of the consolidated financial statements of the company for the year ended on that date.

Management's and Board of Directors' Responsibility for Internal Financial Controls

For CNK & Associates LLP

Chartered Accountants Firm Registra�on No. 101961W/W-100036

Sd/-

Rachit Sheth Partner Membership No.158289 Place: Halol Date: 30th May 2024 UDIN: 24158289BKAQIL4185

The respec�ve company's management and board of directors are responsible for establishing and maintaining internal financial controls based on the internal control over financial repor�ng criteria established by the Company considering the essen�al components of internal control stated in the Guidance Note on Audit of Internal Financial Controls over Financial Repor�ng issued by the Ins�tute of Chartered Accountants of India (“ICAI”). These responsibili�es include the design, implementa�on and maintenance of adequate internal financial controls that were opera�ng effec�vely for ensuring the orderly and efficient conduct of its business, including adherence to Company's policies, the safeguarding of its assets, the preven�on and detec�on of frauds and errors, the accuracy and completeness of the accoun�ng records, and the �mely prepara�on of reliable financial informa�on, as required under the Companies Act, 2013.

Auditors' Responsibility

Our responsibility is to express an opinion on the Company's internal financial controls over financial repor�ng based on our audit. We conducted our audit in accordance with the Guidance Note on Audit of Internal Financial Controls over Financial Repor�ng (the “Guidance Note”) and the Standards on Audi�ng prescribed under sec�on 143(10) of the Companies Act, 2013, 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 adequate internal financial controls with reference to consolidated financial statements of the company were established and maintained and if such controls operated effec�vely in all material respects.

Our audit involves performing procedures to obtain audit evidence about the adequacy of the internal financial controls with reference to consolidated financial statements of the company and their opera�ng effec�veness. Our audit of internal financial controls over financial repor�ng included obtaining an understanding of internal financial controls over financial repor�ng, assessing the risk that a material weakness exists, and tes�ng and evalua�ng the design and opera�ng effec�veness of internal control based on the assessed risk. The procedures selected depend on the auditor's judgment, including the assessment of the risks of material misstatement of

Annual Report 2023-24

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 Ma�ers paragraph below, is sufficient and appropriate to provide a basis for our audit opinion on the internal financial controls with reference to consolidated financial statements.

Meaning of Internal Financial Controls with reference to

A Company's internal financial control with reference to consolidated financial statements is a process designed to provide reasonable assurance regarding the reliability of financial repor�ng and the prepara�on of consolidated financial statements for external purposes in accordance with generally accepted accoun�ng principles. A Company's internal financial control with reference to consolidated financial statements includes those policies and procedures that (1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transac�ons and disposi�ons of the assets of the Company; (2) provide reasonable assurance that transac�ons are recorded as necessary to permit prepara�on of consolidated financial statements in accordance with generally accepted accoun�ng principles, and that receipts and expenditures of the Company are being made only in accordance with authorisa�ons of management and directors of the Company; and (3) provide reasonable assurance regarding preven�on or �mely detec�on of unauthorised acquisi�on, use, or disposi�on of the Company's assets that could

Inherent Limita�ons of Internal Financial Controls with reference to

Because of the inherent limita�ons of internal financial controls with reference to consolidated 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, projec�ons of any evalua�on of the internal financial controls with reference to consolidated financial statements to future periods are subject to the risk that the internal financial control with reference to consolidated financial statements may become inadequate because of changes in condi�ons, or that the degree of compliance with the policies or procedures may deteriorate.

Opinion

In our opinion, to the best of our informa�on and according to the explana�ons given to us, the Company has, in all material respects, an internal financial controls with reference to Consolidated financial statements of the Company and such internal financial controls over financial repor�ng were opera�ng effec�vely as at 31st March, 2024, based on the internal control over financial repor�ng criteria established by the Company considering the essen�al components of internal control stated in the Guidance Note on Audit of Internal Financial Controls Over Financial Repor�ng issued by the Ins�tute of Chartered Accountants of India.

For CNK & Associates LLP

Chartered Accountants Firm Registra�on No. 101961W/W-100036

Sd/-

Rachit Sheth

Partner Membership No.158289 Place: Halol Date: 30th May, 2024 UDIN: 24158289BKAQIL4185

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Consolidated Balance Sheet as at 31st March,	Consolidated Balance Sheet as at 31st March,	2024 (Amount in lakhs)	2024 (Amount in lakhs)
Par�culars	Note No.	As at 31st March, 2024	As at 31st March, 2023
ASSETS (1) Non-Current Assets (a) Property, Plant and Equipment (b) Capital work-in progress (c) Intangible assets (d) Financial Assets (i) Investments (ii) Others fnancial assets (e) Deferred tax Assets (Net) (f) Other non-current assets Total non-current assets (2) Current Assets (a) Inventories (b) Financial Assets (i) Trade receivables (ii) Cash and cash equivalents (iii) Other Bank Balances (iv) Loans (v) Others (c) Other current assets Total current assets Total assets EQUITY AND LIABILITIES Equity (a) Equity Share Capital (b) Other Equity Total equity Liabili�es (1) Non-Current Liabili�es (a) Financial Liabili�es (i) Borrowings (b) Provisions Total non-current liabili�es (2) Current Liabili�es (a) Financial Liabili�es (i) Borrowings (ii) Trade payables (A) due to micro enterprises and small enterprises (B) due to other than micro enterprises and small enterprises (iii) Others (b) Other current liabili�es (c) Provisions (d) Current Tax Liabili�es (net) Total current liabili�es Total Equity and Liabili�es	4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27	2,906.86 897.01 49.52 - 37.51 179.40 158.05	2,425.35 43.46 53.88 - 99.21 453.48 156.20
		4,228.34	3,231.59
		3,224.51 4,040.06 318.20 508.46 2.75 99.45 129.37	2,821.71 3,604.56 285.70 482.32 2.12 75.66 126.89
		8,322.80	7,398.95
		12,551.14	10,630.54
		343.65 7,335.68	343.65 5,878.08
		7,679.33	6,221.72
		- 28.01	1,240.00 36.45
		28.01	1,276.45
		2,468.52 149.98 731.80 1,095.98 192.28 180.92 24.34	746.00 98.78 911.16 1,028.50 150.37 154.15 43.40
		4,843.80	3,132.36
		12,551.14	10,630.54
Material Accoun�ng Policies and Notes to Financial Statements	1-54
As per our report of even date a�ached For CNK & Associates LLP Chartered Accountants Firm Regn. No. 101961W/W-100036 For and on behalf of the Board Integra Engineering India Limited Kunal Thakrar Chief Financial Ofcer Rachit Sheth Partner Membership No. 158289 Place : Halol Date : 30th May, 2024 Corinne Ruckstuhl Chairperson DIN: 03531399 Shalin Diva�a Director DIN: 00749517 Bhavin Kariya Chief Execu�ve Ofcer Place : Halol Date : 30th May, 2024 Ravi Thanki Company Secretary

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Consolidated Statement of Profit and Loss for the year ended 31st March, 2024

		(Amount in lakhs)	(Amount in lakhs)
Par�culars	Note No.	For the year ended 31st March, 2024	For the year ended 31st March, 2023
I Revenue from opera�ons II Other income III Total income (I+II) IV EXPENSES Cost of materials consumed Purchase of Stock in trade Changes in inventories of fnished goods work-in-progress and Stock-in-Trade Employee Benefts Expense Finance Costs Deprecia�on and amor�za�on expense Other Expenses Total expenses (IV) V Proft before tax(III-IV) VI Tax expense: (a) Current tax rela�ng to: - current year - earlier years (b) Deferred tax VII Proft for the year (V-VI) VIII Add : Share in net proft of associates IX Proft for the year (VII-VIII) X Other comprehensive income (OCI) (a) Items that will not be reclassifed to proft or loss (i) Re-measurement of the defned beneft plans - tax impact XI Total comprehensive income for the year (IX+X) XII Earnings per equity share: Basic (in ₹ ) Diluted (in ₹ ) See accompanying notes to the Financial Statements	28 29 30 31 32 33 34 35 36 37 44 1-54	14,682.38 84.81	13,316.05 56.73
		14,767.19	13,372.78
		7,911.04 37.70 (191.15) 1,650.18 124.88 277.83 2,854.52	7,275.52 68.72 64.18 1,299.46 117.46 216.07 2,465.07
		12,665.00	11,506.48
		2,102.19	1,866.29
		378.08 0.26 271.81	334.67 5.10 (292.01)
		1,452.04	1,818.52
		-	-
		1,452.04	1,818.52
		7.84 (2.28)	1.75 (0.51)
		5.55	1.24
		1,457.59	1,819.77
		4.23 4.23	5.30 5.30

As per our report of even date a�ached For CNK & Associates LLP Chartered Accountants Firm Regn. No. 101961W/W-100036

Rachit Sheth Partner Membership No. 158289 Place : Halol Date : 30th May, 2024

For and on behalf of the Board Integra Engineering India Limited

Corinne Ruckstuhl Shalin Diva�a Chairperson Director DIN: 03531399 DIN: 00749517

Bhavin Kariya Kunal Thakrar Ravi Thanki Chief Execu�ve Officer Chief Financial Officer Company Secretary Place : Halol Date : 30th May, 2024

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Consolidated Statement of Changes in Equity for the year ended on 31st March, 2024 Equity Share Capital

Equity Share Capital
Balance as at 1st April, 2022	Changes in Equity Share Capital due to prior period errors		Restated balance at the beginning of the current year		Changes in equity share capital during the current year		Balance as at 31st March, 2023
342.45	-		342.45		1.20		343.65

Balance as at 1st April, 2023	Changes in Equity Share Capital due to prior period errors		Restated balance at the beginning of the current year		Changes in equity share capital during the current year		Balance as at 31st March, 2024
343.65	-		343.65		-		343.65
Other Equity: (Amount in lakhs)
Par�culars		Reserves and Surplus							Total
		Employee Stock Op�on Reserve		Securi�es Premium		General Reserve		Retained Earnings
Balance as at 1st April, 2022 Changes in accoun�ng policy or prior period errors Restated balance at the beginning of the current year Total Comprehensive Income for the current year Dividends Proft / Addi�on for the year Transfer to retained earnings Remeasurement of the Net Defned beneft liability/asset, net of tax efect Balance as at 31st March, 2023		33.62 - 33.62 - - (22.19) - 11.44		329.48 - 329.48 - - 42.00 - - 371.48		249.09 - 249.09 - - 22.87 - - 271.97		3,403.43 - 3,403.43 1.24 - 1,818.52 - - 5,223.20	4,015.62 - 4,015.62 1.24 - 1,861.21 - - 5,878.08

(Amount in lakhs)

Par�culars	Reserves and Surplus	Reserves and Surplus	Reserves and Surplus	Reserves and Surplus	Total
	Employee Stock Op�on Reserve	Securi�es Premium	General Reserve	Retained Earnings
Balance as at 1st April, 2023 Changes in accoun�ng policy or prior period errors Restated balance at the beginning of the current year Total Comprehensive Income for the current year Dividends Proft / Addi�on for the year Remeasurement of the Net Defned beneft liability/asset, net of tax efect Balance as at 31st March, 2024	11.44 - 11.44 - - - - 11.44	371.48 - 371.48 - - - - 371.48	271.97 - 271.97 - - - - 271.97	5,223.20 - 5,223.20 5.55 - 1,452.04 - 6,680.79	5,878.08 - 5,878.09 5.55 - 1,452.04 - 7,335.68

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Consolidated Cash fow statement for the year ended 31	st March 2024 (Amount in lakhs)	st March 2024 (Amount in lakhs)
Par�culars	For the year ended 31st March, 2024	For the year ended 31st March, 2023
[A] CASH FLOW FROM OPERATING ACTIVITIES Proft/(Loss) before tax Adjustments for: Interest Income Reversal of Provision for Doub�ul Debt Employee stock op�on expense Remeasurement of Defned Plans Interest Expenses Deprecia�on/Amor�sa�on/Impairment of Property , Plant and equipments Finance cost on Preference shares Bad debts/ provision for Doub�ul Receivables/Advances/Sundry balances wri�en of Opera�ng Proft/(Loss) before changes in working capital Adjustment for (Increase)/Decrease in Opera�ng Assets Inventories Trade Receivables (Net of Bill Discoun�ng Facility) Loans and Advances Other Assets Adjustment for Increase/(Decrease) in Opera�ng Liabili�es Trade Payables Provisions Other Liabili�es Cash fow from opera�ons a�er changes in working capital Net Direct Taxes (Paid)/Refunded	2,102.19 (55.11) (8.11) - 7.84 69.46 277.83 49.60 7.59	1,866.29 (45.54) (6.17) 0.69 1.75 65.40 216.07 49.60 4.00
	2,451.31 (402.81) 48.92 (0.63) 64.20 (128.17) 18.34 59.79	2,152.08 43.67 (831.26) 2.48 195.99 (422.68) 8.89 87.27
	2,110.96 (397.42)	1,236.44 (315.58)
Net Cash Flow from/(used in) Opera�ng Ac�vi�es	1,713.54	920.86
[B] CASH FLOW FROM INVESTING ACTIVITIES Purchase of Property, plant and Equipments including Capital Advances and Capital work in progress Interest Income Bank Balances not considered as Cash and Cash Equivalents	(1,628.26) 44.22 (26.14)	(784.29) 34.18 79.24
Net Cash Flow from/(used in) Inves�ng Ac�vi�es	(1,610.18)	(670.87)
[C] CASH FLOW FROM FINANCING ACTIVITIES Net increase / (decrease) in short term borrowings Proceeds from Issue of Equity Shares Interest Expenses	(1.41) - (69.46)	54.99 43.20 (65.40)
Net Cash Flow from/(used in) Financing Ac�vi�es	(70.87)	32.79
Net Increase/ (Decrease) in Cash and Cash Equivalents Cash & Cash Equivalents at beginning of Year (see Note 1)	32.50 285.70	282.78 2.91
Cash and Cash Equivalents at end of year (see Note 1)	318.20	285.70

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Consolidated Cash flow statement for the year ended 31st March 2024

	(Amount in lakhs)	(Amount in lakhs)
Par�culars	For the year ended 31st March, 2024	For the year ended 31st March, 2023
Notes: 1 Cash and Cash equivalents comprise of: Cash on Hands Balance with Banks Bank Deposits (Short term Investment) Bank overdra� account Cash and Cash equivalents	1.55 1.91 314.73 -	0.55 1.94 241.18 42.03
	318.20	285.70
Cash and Cash equivalents	318.20	285.70
2 The above Cash Flow Statement has been prepared under t he 'Indirect Method' as set out in the Indian Accoun�ng Standard (Ind AS) 7 " Cash Flow Statement".

2 The above Cash Flow Statement has been prepared under t he 'Indirect Method' as set out in the Indian Accoun�ng Standard (Ind AS) 7 " Cash Flow Statement".

As per our report of even date a�ached For CNK & Associates LLP Chartered Accountants Firm Regn. No. 101961W/W-100036 Rachit Sheth Partner Membership No. 158289 Place : Halol Date : 30th May, 2024

For and on behalf of the Board Integra Engineering India Limited

Corinne Ruckstuhl Shalin Diva�a Chairperson Director DIN: 03531399 DIN: 00749517

Bhavin Kariya Kunal Thakrar Ravi Thanki Chief Execu�ve Officer Chief Financial Officer Company Secretary Place : Halol Date : 30th May, 2024

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Notes to the Consolidated Financial Statements for the year ended March 31, 2024

1. Corporate informa�on

INTEGRA Engineering India Limited ('the Company') is a public company domiciled in India and incorporated under the provisions of the Companies Act, 1956 (CIN: L29199GJ1981PLC028741) having its registered office at Post Box No 55, Chandrapura Village, Taluka Halol, Panchmahal. Its shares are listed on Bombay Stock Exchange in India. The Company is engaged in manufacturing of machineries and components.

The consolidated financial statements comprise financial statements of Integra Engineering India Limited (“the Company”) and its associate Integra Systems Private Limited for the year ended 31st March, 2024.

2. Material accoun�ng policies

2.1. Statement of compliance

2.2. Basis of prepara�on

Historical cost is generally based on the fair value of the considera�on given in exchange for goods and services.

The Financial Statements are presented in Indian Rupees and all values are rounded off to the nearest lakh rupees.

Fair value measurement

The Company categorizes assets and liabili�es measured at fair value into one of three levels depending on the ability to

observe inputs employed in their measurement which are described as follows:

(a) Level 1 inputs are quoted prices (unadjusted) in ac�ve markets for iden�cal assets or liabili�es.
(b) Level 2 inputs are inputs that are observable, either directly or indirectly, other than quoted prices included within level 1, for the asset or liability.
(c) Level 3 inputs are unobservable inputs for the asset or liability reflec�ng significant modifica�ons to observable related market data or Company's assump�ons about pricing by market par�cipants.
For assets and liabili�es that are recognised in the financial statements on a recurring basis, the Company determines whether transfers have occurred between levels in the hierarchy by re-assessing categorisa�on (based on the lowest level input that is significant to the fair value measurement as a whole) at the end of each repor�ng period

2.3 Principles of Consolida�on:

An Associate is an en�ty over which the Company has significant influence. Significant influence is the power to par�cipate in the financial and opera�ng policy decisions of the investees but is not control or joint control over those policies.

The considera�ons made in determining whether significant influence or joint control are similar to those necessary to determine control over the subsidiaries.

The Company's investment in its associate is accounted for using the equity method. Under the equity method, the investment in an associate is ini�ally recognized at cost. The carrying amount of the investment is adjusted to recognize changes in the Company's share of net assets of the associate since the acquisi�on date. Goodwill rela�ng to the associate is included in the carrying amount of the investment and is not tested for impairment individually.

The Statement of Profit and Loss reflects the Company's share of the results of opera�ons of the associate. Any change in OCI of those investees is presented as part of the Company's OCI. In addi�on, when there has been a change recognized directly in the equity of the associate, the Company recognises its share of any changes, when applicable, in the statement of changes in equity. Unrealized gains and losses resul�ng from transac�ons between the Company and the associate are eliminated to the extent of the interest in the associate.

If Company's share of losses of an associate exceeds its interest in that associate (which includes any long term interest that, in substance, form part of the Company's net investment in the associate), the Company discon�nues recognising its share of further losses. Addi�onal losses are recognised only to the extent that the Company has incurred legal or construc�ve obliga�ons or made payments on behalf of the associate. If the associate subsequently reports profits, the Company resumes recognising its share of those profits only a�er its share of the profits equals the share of losses not recognized.

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The financial statements of the associate are prepared for the same repor�ng period as the Company. When necessary, adjustments are made to bring the accoun�ng policies in line with those of the Company.

2.4. Property Plant and Equipment (PPE)

Property, Plant and Equipment in the course of construc�on for produc�on, supply or administra�ve purposes are carried at cost, less any recognised impairment loss.

Deprecia�on of these PPE commences when the assets are ready for their intended use.

2013 or based on technical Es�mated useful lives of these	assessment by the Compa assets are as under:
Descrip�on	Years
Building Plant & Machinery Computers Furniture & Fixtures Vehicles	20 to 30 15 3 10 8

The es�mated useful lives and residual values are reviewed on an annual basis and if necessary, changes in es�mates are accounted for prospec�vely.

Deprecia�on on addi�ons/dele�ons to PPE during the year is provided for on a pro-rata basis with reference to the date of addi�ons/dele�ons.

Deprecia�on on subsequent expenditure on PPE arising on account of capital improvement or other factors is provided for prospec�vely over the remaining useful life.

2.5. Intangible Assets

2.6. Impairment of tangible assets and intangible assets

If the recoverable amount of an asset (or cash-genera�ng unit) is es�mated to be less than its carrying amount, the carrying amount of the asset (or cash-genera�ng unit) is reduced to its recoverable amount. An impairment loss is recognised immediately in the Statement of Profit and Loss.

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lower of its recoverable amount and the carrying amount that have been determined, net of deprecia�on, had no impairment loss been recognized for the asset in prior years. A�er a reversal, the deprecia�on charge is adjusted in future periods to allocate the asset's revised carrying amount, less any residual value, on a systema�c basis over its remaining useful life. Reversals of Impairment loss are recognized in the

2.7. Inventories

The inventories are valued at cost or net realizable value whichever is lower. The basis of determining the value of each class of inventory is as follows:

Inventories	Cost Formula
Raw material	Weighted average cost
Work in Progress	Raw material cost plus conversion cost, wherever applicable
Stock in trade	At landed cost
Stores and Spare Parts	Weighted average cost

2.8. Revenue recogni�on

The Company earns revenue primarily from sale of products and sale of services.

a) Revenue from Opera�ons

Sale of Products and Services

b) Other Income

Interest Income:

Interest income from financial assets is recognised at the effec�ve interest rate method applicable on ini�al recogni�on

Any Other Income:

Other income is recognized on accrual basis except when realisa�on of such income is uncertain.

Company as a lessee

Lease Liability

Right-of-use assets

Subsequent measurement

Lease Liability

Right-of-use assets

Impairment

Right of use assets are evaluated for recoverability whenever events or changes in circumstances indicate that their carrying amounts may not be recoverable. For the purpose of impairment tes�ng, the recoverable amount (i.e. the higher of the fair value less cost to sell and the value-in-use) is determined on an individual asset basis unless the asset does not generate cash flows that are largely independent of those from other assets. In such cases, the recoverable amount is determined for the Cash Genera�ng Unit (CGU) to which the asset belongs.

Short term Lease:

2.10. Foreign Exchange Transac�ons

2.9. Leases:

A contract is, or contains, a lease if the contract conveys the right to control the use of an iden�fied asset for a period of �me in exchange for considera�on.

The func�onal currency of the Company is Indian Rupees which represents the currency of the primary economic environment in which the Company operates.

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Exchange differences on monetary items are recognized in the Statement of Profit and Loss in the period in which they arise.

2.11. Employee Benefits

Defined contribu�on plans

Defined benefit plans

The Company contributes all ascertained liabili�es with respect to gratuity to Life Insurance Corpora�on of India (LIC).

Short-term employee Benefits

Other long-term employee benefits

Re-measurements of leave encashment towards un-availed leave and compensated absences are recognized in the

The Company contributes all ascertained liabili�es with respect to un-availed leave to the Life Insurance Corpora�on of India (LIC).

2.12. Share-based payments

2.13. Taxes on Income

Income tax expense represents the sum of the current tax and deferred tax.

(i) Current tax

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(ii) Deferred tax

(iii) Current and deferred tax expense for the year

2.14. Borrowing Costs

2.15. Provisions, Con�ngent Liabili�es and Con�ngent Assets

Provisions are recognised when the Company has a present obliga�on (legal or construc�ve) as a result of a past event, it is

probable that the Company will be required to se�le the obliga�on and a reliable es�mate can be made of the amount of the obliga�on.

Con�ngent assets are disclosed in the Financial Statements by way of notes to accounts when an inflow of economic benefits is probable.

Con�ngent liabili�es are disclosed in the Financial Statements by way of notes to accounts, unless possibility of an ou�low of resources embodying economic benefit is remote.

2.16. Financial Instruments

Trade Receivables

(i) Financial assets

Cash and bank balances

Cash and bank balances consist of:

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Cash and cash equivalents - which includes cash in hand, deposits held at call with banks and other short term deposits which are readily conver�ble into known amounts of cash, are subject to an insignificant risk of change in value and have maturi�es of less than one year from the date of such deposits. These balances with banks are unrestricted for withdrawal and usage.
Other bank balances - which includes balances and deposits with banks that are restricted for withdrawal and usage.

Financial assets at amor�sed cost

Financial assets measured at fair value

Impairment of financial assets

Loss allowance for expected credit losses is recognised for financial assets measured at amor�sed cost and fair value through other comprehensive income. The Company recognises life �me expected credit losses for all trade receivables that do not cons�tute a financing transac�on. For financial assets whose credit risk has not significantly increased since ini�al recogni�on, loss allowance equal to twelve months expected credit losses is recognised. Loss allowance equal to the life�me expected credit losses is recognised if the credit risk on the financial instruments has significantly increased since ini�al recogni�on.

De-recogni�on of financial assets

If the Company retains substan�ally all the risks and rewards of ownership of a transferred financial asset, the Company con�nues to recognise the financial asset.

(ii) Financial liabili�es and equity instruments

Classifica�on as debt or equity

Equity instruments

Financial Liabili�es

De-recogni�on of financial liabili�es

The Company de-recognises financial liabili�es when, and only when, the Company’s obliga�ons are discharged, cancelled or they expire.

2.17. Earnings per share

2.18. Cash Flow Statement

2.19. Segment repor�ng

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loca�on of the customers wherever required.

Unallocable items include general corporate income and expense items which are not allocated to any business segment.

Segment Policies:

3. Significant accoun�ng judgements, es�mates and assump�ons

Key source of judgments, assump�ons and es�mates in the prepara�on of the Financial Statements which may cause a material adjustment to the carrying amounts of assets and liabili�es within the next financial year, are in respect of useful lives of Property, Plant and Equipment, impairment, employee benefit obliga�ons, provisions, provision for income tax, measurement of deferred tax assets and con�ngent assets & liabili�es.

3.1. Cri�cal judgments in applying accoun�ng policies

a. Evalua�on of indicators for impairment of Property, Plant and Equipment

3.2. Key sources of es�mates and assump�ons

a. Defined benefit obliga�on (DBO)

b. Share based payments

c. Taxes

Deferred tax assets include Minimum Alterna�ve Tax

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(MAT) paid in accordance with the tax laws in India, which is likely to give future economic benefits in the form of availability of set off against future income tax liability. Accordingly, MAT is recognised as deferred tax asset in the Balance sheet when the asset can be measured reliably, and it is probable that the future economic benefit associated with asset will be realised.

3.3. Recent Pronouncements

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Notes to the Consolidated Financial Statements

NOTE NO. 4

PROPERTY, PLANT AND EQUIPMENT

(Amount in lakhs)

Par�culars / Assets	Free Hold land	Buildings	Plant and Equipment	Computers	Furniture & Fixtures	Vehicles	Total
GROSS BLOCK As at 1st April, 2022 Addi�ons Deduc�on	9.44 - -	511.54 150.54 -	1,870.35 530.58 -	70.30 35.42 -	100.27 3.77 -	23.65 - -	2,585.55 720.32 -
As at 31st March, 2023 Addi�ons Deduc�on	9.44 - -	662.08 251.47 -	2,400.94 392.98 -	105.72 67.62 -	104.04 22.48 -	23.65 - -	3,305.87 734.55 -
As at 31st March, 2024	9.44	913.55	2,793.92	173.35	126.52	23.65	4,040.42
ACCUMULATED DEPRECIATION As at 1st April, 2022 Addi�ons Deduc�on	- - -	88.96 28.15 -	501.97 147.35 -	41.58 15.17 -	41.79 7.82 -	4.97 2.76 -	679.28 201.25 -
As at 31st March, 2023 Addi�ons Deduc�on	- - -	117.11 40.28 -	649.32 171.05 -	56.76 29.87 -	49.61 9.08 -	7.73 2.76 -	880.53 253.03 -
As at 31st March, 2024	-	157.38	820.37	86.63	58.69	10.48	1,133.56
Net Block As at 31st March, 2023	9.44	544.98	1,751.61	48.97	54.44	15.92	2,425.35
As at 31st March, 2024	9.44	756.17	1,973.55	86.72	67.83	13.16	2,906.86

NOTE NO. 5

CAPITAL WORK IN PROGRESS

NOTE NO. 5 CAPITAL WORK IN PROGRESS
Par�culars			As at 31st March, 2024			As at 31st March, 2023
Buildings Plant and Equipment			556.80 340.20			15.46 28.00
Total			897.01			43.46
CWIP Ageing Schedule As at 31st March, 2024
Capital Work in Progress	Amount in CWIP for a period of						Total
	Less than 1 year	1-2 years		2-3 years	More than 3 years
Projects in progress	897.01	-		-	-		897.01
Projects temporarily suspended	-	-		-	-		-
CWIP Ageing Schedule As at 31st March, 2023
Capital Work in Progress	Amount in CWIP for a period of						Total
	Less than 1 year	1-2 years		2-3 years	More than 3 years
Projects in progress	43.46	-		-	-		43.46
Projects temporarily suspended	-	-		-	-		-

Note: There are no projects whose comple�on is overdue or has exceeded its cost.

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Notes to the Consolidated Financial Statements

NOTE NO. 6
INTANGIBLE ASSETS		(Amount in lakhs)
Par�culars /Assets	Computer So�ware	Total
GROSS BLOCK
As at 1st April, 2022	71.44	71.44
Addi�ons	41.95	41.95
Deduc�on	-	-
As at 31st March, 2023	113.39	113.39
Addi�ons	20.43	20.43
Deduc�on	-	-
As at 31st March, 2024	133.82	133.82
ACCUMULATED DEPRECIATION
As at 1st April, 2022	44.69	44.69
Addi�ons	14.82	14.82
Deduc�on	-	-
As at 31st March, 2023	59.51	59.51
Addi�ons	24.80	24.80
Deduc�on	-	-
As at 31st March, 2024	84.30	84.30
Net Block
As at 31st March, 2023	53.88	53.88
As at 31st March, 2024	49.52	49.52
7 Investments		(Amount in lakhs)
	As at	As at
Par�culars	31st March, 2024	31st March, 2023
Investment in Unquoted Equity shares of Associate
Integra Systems Private Limited	10.00	10.00
1,00,000 equity shares of ₹ 10/- each fully paid up
Less: Impairment in value of Investments	10.00	10.00
Total	-	-
Aggregate carrying value of Unquoted Investments	10.00	10.00
Aggregate impairment in value of Investments	10.00	10.00

Refer note 2.6 for method followed for accoun�ng of investments

7.1 Details of Associate:

7.1 Details of Associate:
Par�culars	Principal ac�vity	Place of incorpora�on	Principal place of business
Integra Systems Private Limited	Manufacturing of Passenger Informa�on System	India	Chandrapur Village, Halol
Propor�on of ownership interest/ vo�ng rights held by the Company
Par�culars		As at 31st March, 2024	As at 31st March, 2023
Integra Systems Private Limited		50.00%	50.00%

115

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Notes to the Consolidated Financial Statements

8 Other Financial Assets Security Deposits Bank deposits with more than 12 months maturity (refer note 14.1) Total Par�culars 9 Deferred Tax Assets (Net) Deferred Tax Assets Deferred Tax Liabili�es Total Par�culars As at 31st March, 2024 37.51 - 37.51 As at 31st March, 2023 37.51 61.71 99.21 As at 31st March, 2024 439.80 260.41 179.40 As at 31st March, 2023 671.39 217.91 453.48 2023-24 Par�culars Opening Balance Recognized in Statement of Proft and Loss Recognized in Other Comprehensive Income Closing Balance (Amount in lakhs) (Amount in lakhs) (Amount in lakhs) Deferred tax liability on account of: Property, plant and Equipment Total Deferred Tax Liabili�es Deferred tax asset on account of: Provision for Doub�ul debts Provision for Leave encashment Provision for Gratuity MAT Credit en�tlement Total Deferred Tax Assets Net Deferred Tax 217.91 217.91 1.09 4.95 8.67 656.68 671.39 453.48 42.50 42.50 -0.14 0.61 0.43 -230.21 -229.31 -271.80 - - - - -2.28 - -2.28 -2.28 260.41 260.41 0.94 5.57 6.82 426.48 439.80 179.40	8 Other Financial Assets Security Deposits Bank deposits with more than 12 months maturity (refer note 14.1) Total Par�culars 9 Deferred Tax Assets (Net) Deferred Tax Assets Deferred Tax Liabili�es Total Par�culars As at 31st March, 2024 37.51 - 37.51 As at 31st March, 2023 37.51 61.71 99.21 As at 31st March, 2024 439.80 260.41 179.40 As at 31st March, 2023 671.39 217.91 453.48 2023-24 Par�culars Opening Balance Recognized in Statement of Proft and Loss Recognized in Other Comprehensive Income Closing Balance (Amount in lakhs) (Amount in lakhs) (Amount in lakhs) Deferred tax liability on account of: Property, plant and Equipment Total Deferred Tax Liabili�es Deferred tax asset on account of: Provision for Doub�ul debts Provision for Leave encashment Provision for Gratuity MAT Credit en�tlement Total Deferred Tax Assets Net Deferred Tax 217.91 217.91 1.09 4.95 8.67 656.68 671.39 453.48 42.50 42.50 -0.14 0.61 0.43 -230.21 -229.31 -271.80 - - - - -2.28 - -2.28 -2.28 260.41 260.41 0.94 5.57 6.82 426.48 439.80 179.40	8 Other Financial Assets Security Deposits Bank deposits with more than 12 months maturity (refer note 14.1) Total Par�culars 9 Deferred Tax Assets (Net) Deferred Tax Assets Deferred Tax Liabili�es Total Par�culars As at 31st March, 2024 37.51 - 37.51 As at 31st March, 2023 37.51 61.71 99.21 As at 31st March, 2024 439.80 260.41 179.40 As at 31st March, 2023 671.39 217.91 453.48 2023-24 Par�culars Opening Balance Recognized in Statement of Proft and Loss Recognized in Other Comprehensive Income Closing Balance (Amount in lakhs) (Amount in lakhs) (Amount in lakhs) Deferred tax liability on account of: Property, plant and Equipment Total Deferred Tax Liabili�es Deferred tax asset on account of: Provision for Doub�ul debts Provision for Leave encashment Provision for Gratuity MAT Credit en�tlement Total Deferred Tax Assets Net Deferred Tax 217.91 217.91 1.09 4.95 8.67 656.68 671.39 453.48 42.50 42.50 -0.14 0.61 0.43 -230.21 -229.31 -271.80 - - - - -2.28 - -2.28 -2.28 260.41 260.41 0.94 5.57 6.82 426.48 439.80 179.40	8 Other Financial Assets Security Deposits Bank deposits with more than 12 months maturity (refer note 14.1) Total Par�culars 9 Deferred Tax Assets (Net) Deferred Tax Assets Deferred Tax Liabili�es Total Par�culars As at 31st March, 2024 37.51 - 37.51 As at 31st March, 2023 37.51 61.71 99.21 As at 31st March, 2024 439.80 260.41 179.40 As at 31st March, 2023 671.39 217.91 453.48 2023-24 Par�culars Opening Balance Recognized in Statement of Proft and Loss Recognized in Other Comprehensive Income Closing Balance (Amount in lakhs) (Amount in lakhs) (Amount in lakhs) Deferred tax liability on account of: Property, plant and Equipment Total Deferred Tax Liabili�es Deferred tax asset on account of: Provision for Doub�ul debts Provision for Leave encashment Provision for Gratuity MAT Credit en�tlement Total Deferred Tax Assets Net Deferred Tax 217.91 217.91 1.09 4.95 8.67 656.68 671.39 453.48 42.50 42.50 -0.14 0.61 0.43 -230.21 -229.31 -271.80 - - - - -2.28 - -2.28 -2.28 260.41 260.41 0.94 5.57 6.82 426.48 439.80 179.40	8 Other Financial Assets Security Deposits Bank deposits with more than 12 months maturity (refer note 14.1) Total Par�culars 9 Deferred Tax Assets (Net) Deferred Tax Assets Deferred Tax Liabili�es Total Par�culars As at 31st March, 2024 37.51 - 37.51 As at 31st March, 2023 37.51 61.71 99.21 As at 31st March, 2024 439.80 260.41 179.40 As at 31st March, 2023 671.39 217.91 453.48 2023-24 Par�culars Opening Balance Recognized in Statement of Proft and Loss Recognized in Other Comprehensive Income Closing Balance (Amount in lakhs) (Amount in lakhs) (Amount in lakhs) Deferred tax liability on account of: Property, plant and Equipment Total Deferred Tax Liabili�es Deferred tax asset on account of: Provision for Doub�ul debts Provision for Leave encashment Provision for Gratuity MAT Credit en�tlement Total Deferred Tax Assets Net Deferred Tax 217.91 217.91 1.09 4.95 8.67 656.68 671.39 453.48 42.50 42.50 -0.14 0.61 0.43 -230.21 -229.31 -271.80 - - - - -2.28 - -2.28 -2.28 260.41 260.41 0.94 5.57 6.82 426.48 439.80 179.40
Par�culars	Opening Balance	Recognized in Statement of Proft and Loss	Recognized in Other Comprehensive Income	Closing Balance
Deferred tax liability on account of: Property, plant and Equipment	217.91	42.50	-	260.41
Total Deferred Tax Liabili�es	217.91	42.50	-	260.41
Deferred tax asset on account of: Provision for Doub�ul debts Provision for Leave encashment Provision for Gratuity MAT Credit en�tlement	1.09 4.95 8.67 656.68	-0.14 0.61 0.43 -230.21	- - -2.28 -	0.94 5.57 6.82 426.48
Total Deferred Tax Assets	671.39	-229.31	-2.28	439.80
Net Deferred Tax	453.48	-271.80	-2.28	179.40

2022-23

202223	202223	202223	202223	202223
- (Amount in lakhs)
Par�culars	Opening Balance	Recognized in Statement of Proft and Loss	Recognized in Other Comprehensive Income	Closing Balance
Deferred tax liability on account of: Property, plant and Equipment	160.11	57.81	-	217.91
Total Deferred Tax Liabili�es	160.11	57.81	-	217.91
Deferred tax asset on account of: Provision for Doub�ul debts Provision for Leave encashment Provision for Gratuity MAT Credit en�tlement	1.72 6.44 10.98 302.95	-0.63 -1.48 -1.81 353.73	- - -0.51 -	1.09 4.95 8.67 656.68
Total Deferred Tax Assets	322.09	349.81	-0.51	671.39
Net Deferred Tax	161.99	292.01	-0.51	453.48

116

Annual Report 2023-24

Notes to the Consolidated Financial Statements

10 Other Non Current Assets (Unsecured, Considered Good unless Otherwise Stated) Capital Advance Balance with government department Advance Tax and TDS (Net of Provisions) Total Par�culars As at 31st March, 2024 As at 31st March, 2023 60.14 24.65 73.27 158.05 40.40 42.53 73.26 156.20 (Amount in lakhs)	10 Other Non Current Assets (Unsecured, Considered Good unless Otherwise Stated) Capital Advance Balance with government department Advance Tax and TDS (Net of Provisions) Total Par�culars As at 31st March, 2024 As at 31st March, 2023 60.14 24.65 73.27 158.05 40.40 42.53 73.26 156.20 (Amount in lakhs)	10 Other Non Current Assets (Unsecured, Considered Good unless Otherwise Stated) Capital Advance Balance with government department Advance Tax and TDS (Net of Provisions) Total Par�culars As at 31st March, 2024 As at 31st March, 2023 60.14 24.65 73.27 158.05 40.40 42.53 73.26 156.20 (Amount in lakhs)
Par�culars	As at 31st March, 2024	As at 31st March, 2023
(Unsecured, Considered Good unless Otherwise Stated) Capital Advance Balance with government department Advance Tax and TDS (Net of Provisions)	60.14 24.65 73.27	40.40 42.53 73.26
Total	158.05	156.20

11 Inventories Raw Material Work in Progress Stock in Trade Stores and Spares Total Par�culars As at 31st March, 2024 As at 31st March, 2023 1,717.73 1,327.65 13.52 165.61 3,224.51 1,558.18 1,126.89 23.13 113.51 2,821.71 (Amount in lakhs)	11 Inventories Raw Material Work in Progress Stock in Trade Stores and Spares Total Par�culars As at 31st March, 2024 As at 31st March, 2023 1,717.73 1,327.65 13.52 165.61 3,224.51 1,558.18 1,126.89 23.13 113.51 2,821.71 (Amount in lakhs)	11 Inventories Raw Material Work in Progress Stock in Trade Stores and Spares Total Par�culars As at 31st March, 2024 As at 31st March, 2023 1,717.73 1,327.65 13.52 165.61 3,224.51 1,558.18 1,126.89 23.13 113.51 2,821.71 (Amount in lakhs)
Par�culars	As at 31st March, 2024	As at 31st March, 2023
Raw Material Work in Progress Stock in Trade Stores and Spares	1,717.73 1,327.65 13.52 165.61	1,558.18 1,126.89 23.13 113.51
Total	3,224.51	2,821.71

11.1 For basis of valua�on refer Note 2.9

12 Trade Receivables	As at 31st March, 2024 As at 31st March, 2023 10.70 4,029.36 3.23 4,043.30 3.23 4,040.06 6.31 3,598.25 3.73 3,608.29 3.73 3,604.56 (Amount in lakhs)	As at 31st March, 2024 As at 31st March, 2023 10.70 4,029.36 3.23 4,043.30 3.23 4,040.06 6.31 3,598.25 3.73 3,608.29 3.73 3,604.56 (Amount in lakhs)
Par�culars	As at 31st March, 2024	As at 31st March, 2023
Considered Good-Unsecured - Receivable from Related Par�es - Others Unsecured, Credit impaired Less* Impairment for doub�ul receivables	10.70 4,029.36 3.23	6.31 3,598.25 3.73
	4,043.30	3,608.29
	3.23	3.73
Total	4,040.06	3,604.56

*Represents due from Aquametro Oil & Marine AG and Integra Metering AG

12.1 The Company assesses impairment loss on dues from its customers on facts and circumstances relevant to each transac�on. Usually, Company collects all its receivables within 90 days.
12.2 As at 31 March 2024, the Company had 5 customers (31 March 2023: 6 customers) having outstanding more than 5% of total trade receivables that accounted for approximately 92% (31 March 2023: 86%) of total trade receivables outstanding.

117

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Notes to the Consolidated Financial Statements

12.3 Movement of Impairment for doub�ul receivables (Amount in lakhs)	12.3 Movement of Impairment for doub�ul receivables (Amount in lakhs)	12.3 Movement of Impairment for doub�ul receivables (Amount in lakhs)
Par�culars	For the year ended 31st March, 2024	For the year ended 31st March, 2023
Balance at beginning of the year Addi�on in expected credit loss allowance on trade receivables Write of as bad debts Recoveries / Reversal during the year	3.73 7.59 - 8.11	5.90 4.00 - 6.17
Balance at end of the year	3.22	3.73

Par�culars	Less than 6 Months	6 Months - 1 year	1-2 years	2-3 Years	More than 3 Years	Total
As at 31 March 2024 Undisputed Trade Receivable - Considered Good Undisputed Trade Receivable - which have signifcant increase in credit risk Undisputed Trade Receivable - credit impaired Disputed Trade Receivable - Considered Good Disputed Trade Receivable - which have signifcant increase in credit risk Disputed Trade Receivable - credit impaired	3,985.65 - - - - -	55.46 - - - - -	2.11 - - - - -	0.08 - - - - -	- - - - - -	4,043.30 - - - - -
Total	3,985.65	55.46	2.11	0.08	-	4,043.30
Less: Expected Credit Loss (ECL)	-	2.77	0.42	0.04	-	3.23
% ECL provision created	-	5%	20%	50%	-
Total Trade Receivable	3,985.65	52.69	1.69	0.04	-	4,040.06
As at 31 March 2023 Undisputed Trade Receivable - Considered Good Undisputed Trade Receivable - which have signifcant increase in credit risk Undisputed Trade Receivable - credit impaired Disputed Trade Receivable - Considered Good Disputed Trade Receivable - which have signifcant increase in credit risk Disputed Trade Receivable - credit impaired	3,571.17 - - - - -	15.95 - - - - -	11.17 - - - - -	1.40 - - - - -	8.60 - - - - -	3,608.29 - - - - -
Total	3,571.17	15.95	11.17	1.40	8.60	3,608.29
Less: Expected Credit Loss (ECL)	-	0.80	2.23	0.70	-	3.73
% ECL provision created	-	5%	20%	50%	-
Total Trade Receivable	3,571.17	15.15	8.94	0.70	8.60	3,604.56

118

Annual Report 2023-24

Notes to the Consolidated Financial Statements

13 Cash and Cash Equivalents

Notes to the Consolidated Financial Statements h h l	Notes to the Consolidated Financial Statements h h l	Notes to the Consolidated Financial Statements h h l
13 Cas and Cas Equivaents Cash on Hand Balance with Banks in Current Account Bank Deposits Debit balance in bank overdra� account Total Par�culars As at 31st March, 2024 As at 31st March, 2023 1.55 1.91 314.73 - 318.20 0.55 1.94 241.18 42.03 285.70 (Amount in lakhs)
Par�culars	As at 31st March, 2024	As at 31st March, 2023
Cash on Hand Balance with Banks in Current Account Bank Deposits Debit balance in bank overdra� account	1.55 1.91 314.73 -	0.55 1.94 241.18 42.03
Total	318.20	285.70

13.1 Overdra� facility is secured by pledge of Fixed Deposits.

13.2 Bank Deposits having maturity of less than 3 months are considered as cash and cash equivalent.

14 Other Bank Balances

14 Oh Bk Bl	14 Oh Bk Bl	14 Oh Bk Bl
ter an aances Bank Deposits pledged as security against Borrowings Bank Deposits pledged as security deposits Bank Deposits Total Par�culars As at 31st March, 2024 As at 31st March, 2023 480.49 7.62 20.35 508.46 455.52 7.62 19.18 482.32 (Amount in lakhs)
Par�culars	As at 31st March, 2024	As at 31st March, 2023
Bank Deposits pledged as security against Borrowings Bank Deposits pledged as security deposits Bank Deposits	480.49 7.62 20.35	455.52 7.62 19.18
Total	508.46	482.32

15 Loans

15 L	15 L	15 L
oans Unsecured, considered good Loan to Employees Total Par�culars As at 31st March, 2024 As at 31st March, 2023 2.75 2.75 2.12 2.12 16 Other Financial Assets Deposits given Accrued Interest Total Par�culars As at 31st March, 2024 As at 31st March, 2023 64.97 34.48 99.45 52.07 23.59 75.66 17 Other Current Assets Prepaid Expenses Advances to vendors Others Total Par�culars As at 31st March, 2024 As at 31st March, 2023 89.00 34.18 6.18 129.37 61.15 65.05 0.68 126.89 (Amount in lakhs) (Amount in lakhs) (Amount in lakhs)
Par�culars	As at 31st March, 2024	As at 31st March, 2023
Prepaid Expenses Advances to vendors Others	89.00 34.18 6.18	61.15 65.05 0.68
Total	129.37	126.89

119

Annual Report 2023-24

Notes to the Consolidated Financial Statements

18 Equity Share Capital

18 Equity Share Capital	18 Equity Share Capital	18 Equity Share Capital
(Amount in lakhs) Authorised 212,000,000 Equity Shares of ₹ 1/- each 300,000 Unclassifed Shares of ₹ 10/- each Total Par�culars As at 31st March, 2023 Issued, Subscribed and Paid Up 34,365,196 Equity Shares of ₹ 1/-each fully paid up Total 2,120.00 30.00 2,150.00 343.65 343.65 As at 31st March, 2024 2,120.00 30.00 2,150.00 343.65 343.65
Par�culars	As at 31st March, 2024	As at 31st March, 2023
Authorised 212,000,000 Equity Shares of ₹ 1/- each 300,000 Unclassifed Shares of ₹ 10/- each	2,120.00 30.00	2,120.00 30.00
Total	2,150.00	2,150.00
Issued, Subscribed and Paid Up 34,365,196 Equity Shares of ₹ 1/-each fully paid up	343.65	343.65
Total	343.65	343.65

18.1 Shares held by Holding Company

18.1 Shares held by Holding Company
Par�culars	No. of shares	% Holding
Integra Holding AG As at 31st March, 2024 As at 31st March, 2023	1,87,23,341 1,87,23,341	54.48% 54.48%

18.2 Reconcilia�on of number of equity shares outstanding at the beginning and at the end of repor�ng period is as under:

Par�culars	No. of shares	Share Capital (Amount in lakhs)
As at 1st April, 2022 Addi�ons/(Reduc�ons) As at 31st March, 2023	3,42,45,196 1,20,000 3,43,65,196	342.45 1.20 343.65
As at 1st April, 2023 Addi�ons/(Reduc�ons) As at 31st March, 2024	3,43,65,196 - 3,43,65,196	343.65 - 343.65

18.3 Details of Shareholder holding more than 5 percent share in Company:

18.3 Details of Shareholder holding more than 5 percent share in Company:
Par�culars	No. of shares	% Holding
Integra Holding AG As at 31st March, 2024 As at 31st March, 2023	1,87,23,341 1,87,23,341	54.48% 54.48%

18.4 Right, Preferences and restric�ons a�ached to Shares

Equity shares

120

Annual Report 2023-24

Notes to the Consolidated Financial Statements 18.5 Promoter's Shareholding

18.5 Promoter's Shareholding
Promoter Name		As at	31st March, 2024
	No of shares	% of total shares % change during the year
Integra Holding AG	1,87,23,341		54.48		Nil

		As at	31st March, 2023
Promoter Name
	No of shares	% of total shares % change during the year
Integra Holding AG	1,87,23,341		54.48		-0.35%
19 Other Equity					(Amount in lakhs)
				As at	As at
Par�culars				31st March, 2024	31st March, 2023
Securi�es Premium				371.48	371.48
Employee Stock Op�on Reserve				11.44	11.44
General Reserve				271.97	271.97
Retained Earnings				6,680.79	5,223.20
TOTAL				7,335.68	5,878.08
19.1 Par�culars rela�ng to Other Equity					(Amount in lakhs)
				As at	As at
Par�culars				31st March, 2024	31st March, 2023
Securi�es Premium (Refer Note No.19.2)
Balance at the beginning of the year				371.48	329.48
Addi�on/(Deduc�on) during the year				-	42.00
Balance at the end of the year				371.48	371.48
Employee Stock Op�on Reserve Stock Op�on Reserve (Refer Note No.		19.3)
Balance at the beginning of the year				11.44	33.62
Addi�on/(Deduc�on) during the year				-	-22.19
Balance at the end of the year				11.44	11.44
General Reserve (Refer Note No.19.4)
Balance at the beginning of the year				271.97	249.09
Addi�on/(Deduc�on) during the year				-	22.87
Balance at the end of the year				271.97	271.97
Retained Earnings
Balance at the beginning of the year				5,223.20	3,403.43
Add: Net Proft for the Year				1,452.04	1,818.52
Add/(Less): Remeasurement of the Net Defned beneft liability/asset net of tax efect				5.55	1.24
Balance at the end of the year				6,680.79	5,223.20
TOTAL				7,335.68	5,878.09

19.2 Securi�es Premium Reserve is used to record the premium on issue of equity shares. The reserve is u�lised in accordance with the provision of the Companies Act, 2013.
19.3 Employee Stock Op�on Reserve Stock Op�on Reserve is used to recognise the fair value of equity se�led share based payment transac�ons.
19.4 The General Reserve is used from �me to �me to transfer profits from retained earnings for appropria�on purposes. As the General Reserve is created by a transfer from one component of equity to another and is not an item of other comprehensive income, items included in the general reserve is not reclassified subsequently to the Statement of Profit and Loss.

121

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Notes to the Consolidated Financial Statements 20 Borrowings Par�culars As at 31st March, 2024 As at 31st March, 2023 Secured 4% Cumula�ve Redeemable Preference Shares 1,240.00 1,240.00 TOTAL (Amount in lakhs) -	Notes to the Consolidated Financial Statements 20 Borrowings Par�culars As at 31st March, 2024 As at 31st March, 2023 Secured 4% Cumula�ve Redeemable Preference Shares 1,240.00 1,240.00 TOTAL (Amount in lakhs) -	Notes to the Consolidated Financial Statements 20 Borrowings Par�culars As at 31st March, 2024 As at 31st March, 2023 Secured 4% Cumula�ve Redeemable Preference Shares 1,240.00 1,240.00 TOTAL (Amount in lakhs) -
Par�culars	As at 31st March, 2024	As at 31st March, 2023
Secured 4% Cumula�ve Redeemable Preference Shares	-	1,240.00
TOTAL		1,240.00

20.1 The Company has been authorised to issue 14,000,000 Cumula�ve Redeemable Preference Shares (CRPS) of ₹ 10/- each, out of which the Company has issued 12,400,000 4% Cumula�ve Redeemable Preference Shares of ₹ 10/- each fully paid up on 28th October, 2004.
20.2 The CRPS holders comprising the present issue shall rank pari–passu interse with any preference or priority of one over the other or others of them. The CRPS holder have right to receive dividend @ 4% p.a. in respect of the amount paid–up on the CRPS for a period of 20 years from the date of allotment of CRPS, only out of profits, if any, of the Company. The dividend as and when declared by the Company shall be paid to the shareholder on the record date, which the Board may fix from �me to �me. If in any year, the Company has not declared any dividend on the CRPS, the right to the dividends shall accumulate and the accumulated dividends will be paid out of the profits, if any, of the subsequent financial year(s) including carry forward profits, if any, of the previous years, before any dividend is paid to the Equity Shareholders. Such right to receive the accumulated dividend, if any, will cease on the expiry of 20 years from the date of allotment i.e. 27th October, 2004.

20.3 As per requirements of Ind AS 32 "Financial Instrument Presenta�on", 4% cumula�ve redeemable preference shares have been
20.4 Consequent to classifica�on of cumula�ve redeemable preference shares as borrowings, liability pertaining to undeclared dividend is provided for as Finance cost but it is not declared, distributed or paid.

21 Provisions


21 Provisions Par�culars As at 31st March, 2024 As at 31st March, 2023 Gratuity Provision Unavailed Leave and compensated absences TOTAL 10.92 17.10 28.01 20.64 15.81 36.45 22 Borrowings Par�culars As at 31st March, 2024 As at 31st March, 2023 Secured 4% Cumula�ve Redeemable Preference Shares (Refer Note 20.1 to 20.4) Loans repayable on demand Bank Overdra� (Refer Note 22.1) Working capital loan (Refer Note 22.2) Unsecured Bill Discoun�ngFacility 1,240.00 198.59 - 1,029.93 2,468.52 - - 200.00 546.00 746.00 TOTAL (Amount in lakhs) (Amount in lakhs)
Par�culars	As at 31st March, 2024	As at 31st March, 2023
Secured 4% Cumula�ve Redeemable Preference Shares (Refer Note 20.1 to 20.4) Loans repayable on demand Bank Overdra� (Refer Note 22.1) Working capital loan (Refer Note 22.2) Unsecured Bill Discoun�ngFacility	1,240.00 198.59 - 1,029.93	- - 200.00 546.00
TOTAL	2,468.52	746.00

22.1 Overdra� facility is secured by pledge of Fixed Deposits.

22.2 Working capital loan facility is secured by pledge of Fixed Deposits.

122

Annual Report 2023-24

Notes to the Consolidated Financial Statements

23 Trade Payables Par�culars As at 31st March, 2024 As at 31st March, 2023 Outstanding dues of micro enterprises and small enterprises Outstanding dues of creditors other than micro enterprises and small enterprises TOTAL 149.98 731.80 881.77 98.78 911.16 1,009.94 (Amount in lakhs)	23 Trade Payables Par�culars As at 31st March, 2024 As at 31st March, 2023 Outstanding dues of micro enterprises and small enterprises Outstanding dues of creditors other than micro enterprises and small enterprises TOTAL 149.98 731.80 881.77 98.78 911.16 1,009.94 (Amount in lakhs)	23 Trade Payables Par�culars As at 31st March, 2024 As at 31st March, 2023 Outstanding dues of micro enterprises and small enterprises Outstanding dues of creditors other than micro enterprises and small enterprises TOTAL 149.98 731.80 881.77 98.78 911.16 1,009.94 (Amount in lakhs)
Par�culars	As at 31st March, 2024	As at 31st March, 2023
Outstanding dues of micro enterprises and small enterprises Outstanding dues of creditors other than micro enterprises and small enterprises	149.98 731.80	98.78 911.16
TOTAL	881.77	1,009.94

23.1 Payment towards trade payables is made as per the terms and condi�ons of the contract / purchase orders. The average credit period is 30 - 90 days.
23.2 Disclosures related to the Micro, Small and Medium Enterprises.
On the basis of confirma�on obtained from the supplier who have registered themselves under the Micro, Small and Medium
Enterprises Development Act, 2006 (MSMED Act, 2006) and based on the informa�on available with the company. No claim has been received during the year by the company. The following are the details:

(Amount in lakhs) Par�culars As at 31st March, 2024 As at 31st March, 2023 The principle amount and the interest due thereon remaining unpaid to any supplier at the end of each accoun�ng year; 226.60 98.78 i) Principal Amount (Refer note below) - 4.01 ii) Interest Due - - The amount of interest paid by the buyer in terms of sec�on 16 of the Micro, Small and Medium Enterprises Development Act, 2006 (27 of 2006), along with the amount of the payment made to the supplier beyond the appointed day during each accoun�ng year; - - The amount of interest due and payable for the period of delay in making payment (which has been paid but beyond the appointed day during the year) but without adding the interest specifed under the Micro, Small and Medium Enterprises Development Act, 2006; - 4.01 The amount of interest accrued and remaining unpaid at the end of each accoun�ng year; and - - The amount of further interest remaining due and payable even in the succeeding years, un�l such date when the interest dues above are actually paid to the small enterprise, for the purpose of disallowance of a deduc�ble expenditure under sec�on 23 of the Micro, Small and Medium Enterprises Development Act, 2006.	(Amount in lakhs) Par�culars As at 31st March, 2024 As at 31st March, 2023 The principle amount and the interest due thereon remaining unpaid to any supplier at the end of each accoun�ng year; 226.60 98.78 i) Principal Amount (Refer note below) - 4.01 ii) Interest Due - - The amount of interest paid by the buyer in terms of sec�on 16 of the Micro, Small and Medium Enterprises Development Act, 2006 (27 of 2006), along with the amount of the payment made to the supplier beyond the appointed day during each accoun�ng year; - - The amount of interest due and payable for the period of delay in making payment (which has been paid but beyond the appointed day during the year) but without adding the interest specifed under the Micro, Small and Medium Enterprises Development Act, 2006; - 4.01 The amount of interest accrued and remaining unpaid at the end of each accoun�ng year; and - - The amount of further interest remaining due and payable even in the succeeding years, un�l such date when the interest dues above are actually paid to the small enterprise, for the purpose of disallowance of a deduc�ble expenditure under sec�on 23 of the Micro, Small and Medium Enterprises Development Act, 2006.	(Amount in lakhs) Par�culars As at 31st March, 2024 As at 31st March, 2023 The principle amount and the interest due thereon remaining unpaid to any supplier at the end of each accoun�ng year; 226.60 98.78 i) Principal Amount (Refer note below) - 4.01 ii) Interest Due - - The amount of interest paid by the buyer in terms of sec�on 16 of the Micro, Small and Medium Enterprises Development Act, 2006 (27 of 2006), along with the amount of the payment made to the supplier beyond the appointed day during each accoun�ng year; - - The amount of interest due and payable for the period of delay in making payment (which has been paid but beyond the appointed day during the year) but without adding the interest specifed under the Micro, Small and Medium Enterprises Development Act, 2006; - 4.01 The amount of interest accrued and remaining unpaid at the end of each accoun�ng year; and - - The amount of further interest remaining due and payable even in the succeeding years, un�l such date when the interest dues above are actually paid to the small enterprise, for the purpose of disallowance of a deduc�ble expenditure under sec�on 23 of the Micro, Small and Medium Enterprises Development Act, 2006.
Par�culars	As at 31st March, 2024	As at 31st March, 2023
The principle amount and the interest due thereon remaining unpaid to any supplier at the end of each accoun�ng year;
i) Principal Amount (Refer note below)	226.60	98.78
ii) Interest Due	-	4.01
The amount of interest paid by the buyer in terms of sec�on 16 of the Micro, Small and Medium Enterprises Development Act, 2006 (27 of 2006), along with the amount of the payment made to the supplier beyond the appointed day during each accoun�ng year;	-	-
The amount of interest due and payable for the period of delay in making payment (which has been paid but beyond the appointed day during the year) but without adding the interest specifed under the Micro, Small and Medium Enterprises Development Act, 2006;	-	-
The amount of interest accrued and remaining unpaid at the end of each accoun�ng year; and	-	4.01
The amount of further interest remaining due and payable even in the succeeding years, un�l such date when the interest dues above are actually paid to the small enterprise, for the purpose of disallowance of a deduc�ble expenditure under sec�on 23 of the Micro, Small and Medium Enterprises Development Act, 2006.	-	-

Note: Out of above, amount pertaining to Medium Enterprises is Rs. 76.63 lakhs (PY Nil)

23.3 Trade Payables ageing schedule for the year ended as on March 31, 2024 and March 31, 2023

233Trade Payables ageing schedule for the year ended as on March 31 2024 and March 31 2023	233Trade Payables ageing schedule for the year ended as on March 31 2024 and March 31 2023	233Trade Payables ageing schedule for the year ended as on March 31 2024 and March 31 2023	233Trade Payables ageing schedule for the year ended as on March 31 2024 and March 31 2023	233Trade Payables ageing schedule for the year ended as on March 31 2024 and March 31 2023	233Trade Payables ageing schedule for the year ended as on March 31 2024 and March 31 2023
., , (Amount in lakhs)
Par�culars	Less than 1 year	1-2 years	2-3 Years	More than 3 Years	Total
As at 31st March, 2024 MSME Others Disputed Dues - MSME Disputed Dues - Others As at 31st March, 2023 MSME Others Disputed Dues - MSME Disputed Dues - Others	226.60 651.68 - - 98.78 910.51 - -	- 3.49 - - - 0.65 - -	- - - - - - - -	- - - - - - - -	226.60 655.17 - - 98.78 911.16 - -

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Notes to the Consolidated Financial Statements

Notes to the Consolidated Financial Statements	Notes to the Consolidated Financial Statements	Notes to the Consolidated Financial Statements
24 Other Financial liabili�es Par�culars As at 31st March, 2024 As at 31st March, 2023 Expenses payable Dividend Payable on Redeemable Preference Shares (Refer Note 20.4) TOTAL 132.48 963.50 1,095.98 114.60 913.90 1,028.50 (Amount in lakhs) 25 Other Current Liabili�es Par�culars As at 31st March, 2024 As at 31st March, 2023 Statutory dues payable Advance Received from Customers TOTAL 57.49 134.79 192.28 98.18 52.19 150.37 (Amount in lakhs) 26 Provisions Par�culars As at 31st March, 2024 As at 31st March, 2023 Provision for Employee benefts Gratuity Provision Unavailed Leave and compensated absences TOTAL 166.40 12.50 2.02 180.92 143.83 9.12 1.20 154.15 (Amount in lakhs) 27 Current Tax Liabili�es Par�culars As at 31st March, 2024 As at 31st March, 2023 Income tax payable (net) TOTAL 24.34 43.40 (Amount in lakhs) 24.34 43.40 28 Revenue From Opera�on Par�culars For the year ended 31st March, 2024 For the year ended 31st March, 2023 Sale of Products Sale of Services Other Opera�ng Revenue TOTAL 13,874.46 189.35 618.58 14,682.38 13,316.05 (Amount in lakhs) 12,655.65 95.43 564.97 29 Other Income Par�culars For the year ended 31st March, 2024 For the year ended 31st March, 2023 Interest Income Reversal of Provision for Doub�ul Debts Exchange Fluctua�ons (Net) Export Incen�ve Miscellaneous Income TOTAL 55.11 8.11 - 12.35 9.25 84.81 (Amount in lakhs) 45.54 6.17 2.14 1.34 1.54 56.73
Par�culars	For the year ended 31st March, 2024	For the year ended 31st March, 2023
Interest Income Reversal of Provision for Doub�ul Debts Exchange Fluctua�ons (Net) Export Incen�ve Miscellaneous Income	55.11 8.11 - 12.35 9.25	45.54 6.17 2.14 1.34 1.54
TOTAL	84.81	56.73

124

Annual Report 2023-24

Notes to the Consolidated Financial Statements

Notes to the Consolidated Financial Statements
Details of Interest Income	For the year ended 31st March, 2024	For the year ended 31st March, 2023
Interest from Banks on Fixed Deposits Interest From Others	50.71 4.39	42.47 3.07
TOTAL	55.11	45.54
30 Cost of Material Consumed	(Amount in lakhs)
Par�culars	For the year ended 31st March, 2024	For the year ended 31st March, 2023
Consump�on of Raw Materials	7,911.04	7,275.52
TOTAL	7,911.04	7,275.52
31 Purchases of Stock-in-Trade	(Amount in lakhs)
Par�culars	For the year ended 31st March, 2024	For the year ended 31st March, 2023
Purchase of Stock in Trade	37.70	68.72
TOTAL	37.70	68.72
32 Changes In Inventories	(Amount in lakhs)
Par�culars		For the year ended 31st March, 2023
Opening Stock Closing Stock - Work in Progress - Stock in Trade - Work in Progress - Stock in Trade	1,126.89 23.13	1,206.08 8.12
	1,150.02	1,214.21
	1,327.65 13.52	1,126.89 23.13
	1,341.17	1,150.02
TOTAL	-191.15	64.18

33 Employee Benefit Expenses

33 El Bft E	33 El Bft E	33 El Bft E
mpoyee ene xpenses (Amount in lakhs)
Par�culars	For the year ended 31st March, 2024	For the year ended 31st March, 2023
Salaries & Wages Share based payments Contribu�on of Provident Fund & Other Fund Staf Welfare expense	1,305.11 - 112.96 232.11	987.33 0.69 85.10 226.34
TOTAL	1,650.18	1,299.46

125

Annual Report 2023-24

Notes to the Consolidated Financial Statements

Notes to the Consolidated Financial Statements	Notes to the Consolidated Financial Statements	Notes to the Consolidated Financial Statements
34 Finance Costs (Amount in lakhs)
Par�culars	For the year ended 31st March, 2024	For the year ended 31st March, 2023
Interest on Bank Loan Discoun�ng Charges Interest on Statutory Payments Dividend on Preference shares Bank Charges & Commission	5.71 63.75 4.80 49.60 1.02	25.38 40.02 1.49 49.60 0.97
TOTAL	124.88	117.46

35 Deprecia�on and amor�za�on expense (Amount in lakhs)	35 Deprecia�on and amor�za�on expense (Amount in lakhs)	35 Deprecia�on and amor�za�on expense (Amount in lakhs)
Par�culars	For the year ended 31st March, 2024	For the year ended 31st March, 2023
Deprecia�on of tangible assets Amor�za�on of intangible assets	253.03 24.80	201.25 14.82
TOTAL	277.83	216.07
36 Other Expenses (Amount in lakhs)
Par�culars	For the year ended 31st March, 2024	For the year ended 31st March, 2023
Consump�on of Stores & Spares Job Work & Processing Charges Labour Charges Power & Fuel Repairs To Factory Building Repairs To Plant & Machinery Repairs To Others Insurance Expenses Auditor's Remunera�on Legal & Professional Charges Exchange Fluctua�ons (Net) Miscellaneous Expense* Rent Rates & Taxes Security & Other Services Director's Si�ng Fees Commission To Directors Travelling Expenses Commission & Brokerage Selling & Distribu�on Expenses CSR Expenses Provision for Doub�ul Debts	741.18 167.20 1,063.50 191.24 0.37 14.02 35.67 45.19 8.76 93.51 1.38 69.68 8.03 4.41 100.14 21.70 21.37 91.18 20.98 120.98 26.45 7.59	650.10 134.23 889.98 166.16 27.52 32.94 42.14 33.87 8.80 80.37 - 58.20 8.79 10.84 87.93 14.30 18.96 59.24 11.59 105.19 19.92 4.00
TOTAL	2,854.52	2,465.07

None of the item individually accounts for more than Rs.10,00,000 or 1% of revenue whichever is higher.

126

Annual Report 2023-24

Notes to the Consolidated Financial Statements Payment to Auditors has been Classified Below:

Notes to the Consolidated Financial Statements Pt t Adit h b Clifd Bl	Notes to the Consolidated Financial Statements Pt t Adit h b Clifd Bl	Notes to the Consolidated Financial Statements Pt t Adit h b Clifd Bl
aymen o uors as een asse eow: (Amount in lakhs)
Par�culars	For the year ended 31st March, 2024	For the year ended 31st March, 2023
Payment to Statutory Auditors - For Statutory Audit (Including Limited Review) - For Other Cer�fca�on / Services - For Reimbursement of Expense	7.65 1.11 -	7.65 1.15 -
Total	8.76	8.80
37 Tax Expense (Amount in lakhs)
Par�culars	For the year ended 31st March, 2024	For the year ended 31st March, 2023
Current tax in rela�on to: - Current years - Earlier years Deferred Tax In respect of current year Unused Tax Credits	378.08 0.26 43.88 230.21	334.67 5.10 58.09 -349.59
Total income tax expense recognised in the current year	652.43	48.28

37.1 The income tax expense for the year can be reconciled to the accoun�ng proft as follows: (Amount in lakhs)	37.1 The income tax expense for the year can be reconciled to the accoun�ng proft as follows: (Amount in lakhs)	37.1 The income tax expense for the year can be reconciled to the accoun�ng proft as follows: (Amount in lakhs)
Par�culars	For the year ended 31st March, 2024	For the year ended 31st March,2023
Proft before tax Income tax expense calculated at 29.12% (2022-2023: 17.47%) Expenses not allowed in Income Tax Deprecia�on Tax adjustment of earlier years Unused tax credit(MAT) Others	2,102.19 612.16 - 2.13 0.26 - 37.88	1,866.29 326.04 - 57.80 5.10 (349.59) 8.92
	652.43	48.28

38 Commitments

(Amount in lakhs)

38 Commitments		(Amount in lakhs)
Par�culars	As at 31st March, 2024	As at 31st March, 2023
Es�mated amount of contracts remaining to be executed on capital account (net of advances)	1,242.73	133.21
Bank Guarantee	49.21	48.59

39 Con�ngent Liabili�es

Con�ngent Liabili�es not provided for are classified as under: (Amount in lakhs)

39 Con�ngent Liabili�es Con�ngent Liabili�es not provided for are classifed as under:		(Amount in lakhs)
Par�culars	As at 31st March, 2024	As at 31st March, 2023
Income Tax Excise / Service tax and Value added Tax ma�ers Pending Labour Cases	123.95 - 24.89	123.95 112.27 37.07

127

Annual Report 2023-24

Notes to the Consolidated Financial Statements

40 Opera�ng Lease Arrangements

40.1 The Company has applied Appendix C to Ind AS 17 ‘Leases’ to office and other assets to evaluate whether these contracts contains a lease or not. Based on evalua�on of the terms and condi�ons of the arrangements, the Company has evaluated such arrangements to be opera�ng leases.

The Company has obtained certain premises for its business opera�ons under opera�ng leases or leaves and license agreements. These are generally cancellable and range between 11 months to 5 years under leave and licenses or longer for other lease and are renewable by mutual consent on mutually agreeable terms. The Company has given refundable interest free security deposits in accordance with the agreed terms.	The Company has obtained certain premises for its business opera�ons under opera�ng leases or leaves and license agreements. These are generally cancellable and range between 11 months to 5 years under leave and licenses or longer for other lease and are renewable by mutual consent on mutually agreeable terms. The Company has given refundable interest free security deposits in accordance with the agreed terms.	The Company has obtained certain premises for its business opera�ons under opera�ng leases or leaves and license agreements. These are generally cancellable and range between 11 months to 5 years under leave and licenses or longer for other lease and are renewable by mutual consent on mutually agreeable terms. The Company has given refundable interest free security deposits in accordance with the agreed terms.
40.2 Lease Payments recognised during the year: (Amount in lakhs)
Par�culars	For the year ended 31st March, 2024	For the year ended 31st March, 2023
Rent Expense	8.03	8.79

41 Employee Benefits :

(Amount in lakhs)	(Amount in lakhs)	(Amount in lakhs)
Par�culars	For the year ended 31st March, 2024	For the year ended 31st March, 2023
Contribu�on to Provident Fund	59.65	48.12
TOTAL	59.65	48.12

Gratuity

The Company makes contribu�on to Life Insurance Corpora�on (LIC) for gratuity benefits according to the Payment of Gratuity Act, 1972. The Company recognizes the liability towards the gratuity at each Balance Sheet date.

These plans typically expose the Company to actuarial risks such as: Investment risk, Market risk, Legisla�ve risk, Salary risk and Liquidity risk.

Investment risk

Market risk

Legisla�ve risk

128

Annual Report 2023-24

Notes to the Consolidated Financial Statements

No other post-re�rement benefits are provided to these employees.

The principal assump�ons used for the purposes of the actuarial valua�ons were as follows:

Par�culars	As at 31st March, 2024	As at 31st March, 2023
Mortality Withdrawal Rates Discount Rate (%) Salary escala�on rate (%) Rate of Return on Plan Assets (%)	Indian Assured Lives Mortality (2012-14) Ul�mate 1.00% 7.12% 5.00% 7.67%	Indian Assured Lives Mortality (2006-08) Ul�mate 1.00% 7.38% 5.00% 7.01%

41.3 The following tables sets out the status of the gratuity plan and the amounts recognised in the Company's financial statements as at March 31.

I. Reconcilia�on in present value of obliga�ons (PVO) - Defined benefit obliga�on:

(Amount in lakhs)

. econcaon n present vaue o ogaons () - ene enet ogaon:	. econcaon n present vaue o ogaons () - ene enet ogaon:			(Amount in lakhs)
Par�culars		As at 31st March, 2024		As at 31st March, 2023
I. Defned Beneft obliga�on Current Service Cost Interest Cost Actuarial (gain)/ loss on obliga�ons Benefts paid PVO at the beginning of the year PVO at the end of the year II. Reconcilia�on of the fair value of Plan Assets Expected return on Plan Assets Actuarial gain / (Loss) on Plan Assets Contribu�ons by employer Benefts Paid Fair value of Plan Assets at the beginning of the year Fair value of Plan Assets at the end of the year III. Reconcilia�on of PVO and Fair value of Plan of assets PVO at the end of the year Fair value of Planned assets at the end of the year Net (asset) / liability recognised in the Balance Sheet IV. Service Cost Current Service Cost Interest Cost on beneft obliga�on Expected return on Plan Assets Components of defned beneft costs recognised in Employee Beneft expenses Remeasurement on the net defned beneft liability: Actuarial (gain)/ loss on obliga�ons Net Cost		22.83 10.28 (7.76) (8.66) 143.60 Gratuity (Funded)		17.81 9.13 (7.81) (4.21) 128.69 Gratuity (Funded)
		160.29		143.60
		8.62 0.08 23.00 (8.66) 113.84		7.50 (6.06) 25.63 (4.21) 90.97
		136.87		113.84
		160.29 136.87		143.60 113.84
		23.42		29.76
		22.83 10.28 8.62 24.49 (7.84)		17.81 9.13 7.50 19.43 (1.75)
		16.66		17.68
(Amount in lakhs)
Experience Adjustment	On Plan Liabili�es - Loss/(Gain)		On Plan Assets - (Loss)/Gain
As on 31st March, 2024 As on 31st March,2023 As on 31st March,2022 As on 31st March,2021 As on 31st March,2020	(14.21) (5.08) 18.65 (3.80) 3.26		0.08 (6.06) (1.65) (0.14) 0.60

Net Cost		16.66 17.68
		(Amount in lakhs)
Experience Adjustment	On Plan Liabili�es - Loss/(Gain)	On Plan Assets - (Loss)/Gain
As on 31st March, 2024	(14.21)	0.08
As on 31st March,2023	(5.08)	(6.06)
As on 31st March,2022	18.65	(1.65)
As on 31st March,2021	(3.80)	(0.14)
As on 31st March,2020	3.26	0.60

129

Annual Report 2023-24

Notes to the Consolidated Financial Statements

41.4 The fair value of plan assets at the end of the repor�ng period for each category, are as follows: Gratuity and Leave 100% managed by Insurer (LIC).

41.5 Sensi�vity analysis as for gratuity


41.5 Sensi�vity analysis as for gratuity (Amount in lakhs) Signifcant Actuarial Assump�ons Discount Rate Salary Escala�on Withdrawal Rate As at 31st March, 2024 As at 31st March, 2023 Up by 1% (15.18) (14.35) Down by 1% 18.35 17.43 Up by 1% 17.76 16.80 Down by 1% (15.34) (14.65) Up by 1% 3.43 3.98 Down by 1% (4.08) (4.70)
Signifcant Actuarial Assump�ons	As at 31st March, 2024	As at 31st March, 2023
Discount Rate
Up by 1%	(15.18)	(14.35)
Down by 1%	18.35	17.43
Salary Escala�on
Up by 1%	17.76	16.80
Down by 1%	(15.34)	(14.65)
Withdrawal Rate
Up by 1%	3.43	3.98
Down by 1%	(4.08)	(4.70)

41.6 Maturity Profile of Defined Benefit Obliga�on and other long term employee benefits:

Experience Adjustment Defned Beneft: Gratuity: Less than One Year One to Three Years Three to Five Years More than Five Years As at 31st March, 2024 As at 31st March, 2023 12.50 51.04 26.32 70.43 9.12 40.09 32.69 61.70 (Amount in lakhs)	Experience Adjustment Defned Beneft: Gratuity: Less than One Year One to Three Years Three to Five Years More than Five Years As at 31st March, 2024 As at 31st March, 2023 12.50 51.04 26.32 70.43 9.12 40.09 32.69 61.70 (Amount in lakhs)	Experience Adjustment Defned Beneft: Gratuity: Less than One Year One to Three Years Three to Five Years More than Five Years As at 31st March, 2024 As at 31st March, 2023 12.50 51.04 26.32 70.43 9.12 40.09 32.69 61.70 (Amount in lakhs)
Experience Adjustment	As at 31st March, 2024	As at 31st March, 2023
Defned Beneft:
Gratuity:
Less than One Year	12.50	9.12
One to Three Years	51.04	40.09
Three to Five Years	26.32	32.69
More than Five Years	70.43	61.70

42 Opera�ng Segment

Experience Adjustment Revenue from - Outside India - In India As at 31st March, 2024 As at 31st March, 2023 613.77 14,068.61 259.57 13,056.48 (Amount in lakhs) Segment revenue from “Manufacturing of Machineries and Components” represents revenue generated from external customers which is a�ributable to the company’s country of domicile i.e. India and external customers outside India as under:	Experience Adjustment Revenue from - Outside India - In India As at 31st March, 2024 As at 31st March, 2023 613.77 14,068.61 259.57 13,056.48 (Amount in lakhs) Segment revenue from “Manufacturing of Machineries and Components” represents revenue generated from external customers which is a�ributable to the company’s country of domicile i.e. India and external customers outside India as under:	Experience Adjustment Revenue from - Outside India - In India As at 31st March, 2024 As at 31st March, 2023 613.77 14,068.61 259.57 13,056.48 (Amount in lakhs) Segment revenue from “Manufacturing of Machineries and Components” represents revenue generated from external customers which is a�ributable to the company’s country of domicile i.e. India and external customers outside India as under:
Experience Adjustment	As at 31st March, 2024	As at 31st March, 2023
Revenue from - Outside India - In India	613.77 14,068.61	259.57 13,056.48

All assets are located in the company’s country of domicile i.e. India.

Concentra�on of Revenues from three customers of the group were 62.17% and 53.03% of total revenue for the year ended 31st March, 2024 and 31st March, 2023 respec�vely.

130

Annual Report 2023-24

Notes to the Consolidated Financial Statements

43 Disclosure as required by Indian Accoun�ng Standard -24 are given below:-

Nature of Rela�onship	Name of Related Par�es
Holding Company	Integra Holding AG, Switzerland
Fellow Subsidiary	Aquametro Oil and Marine AG, Switzerland Integra Metering AG, Switzerland Integra Managament and Finanz AG, Switzerland
Associate	Integra Systems Pvt. Ltd
Enterprises owned or signifcant infuence by key management personnel or their rela�ves	Integra Metering S.A.S. France Shaily Engineering Plas�cs Ltd
Key Management Personnel	Mrs. Corinne Ruckstuhl (Chairperson and Non Execu�ve Director) Mr. Adrian Oehler (Non Execu�ve Director) Mr. Shalin Diva�a (Independent Director) Mr. Rahul Divan (Independent Director) Mr. Bhargav Patel (Independent Director) upto 06.02.2024 Mr. Mahendra Sanghvi (Independent Director) Mr. Bharat Salhotra (Independent Director) from 01.06.2023 Mr.Bhavin Kariya (Chief Execu�ve Ofcer) Mr. Kunal Thakrar (Chief Financial Ofcer) Mrs.Harneet Kaur Anand (Company Secretary) upto 03.02.2024 Mr. Ravi Thanki (Company Secretary) from 08.04.2024

43.1 Transac�ons with related par�es:


43.1 Transac�ons with related par�es: (Amount in lakhs)
Nature of Transac�on	Fellow Subsidiary	Associate	Directors / Key Management Personnel	Enterprises owned or signifcant infuence by Key Management Personnel	Total
Material Purchase a. Aquametro Oil and Manine AG, Switzerland b. Shaily Engineering Plas�cs Ltd	16.10 (19.71) 16.10 (19.71) - -	- - - - - -	- - - - - -	44.71 (63.71) - - 44.71 (63.71)	60.81 (83.42) 16.10 (19.71) 44.71 (63.71)
Sale of Services a. Integra Metering S.A.S. b. Integra Metering AG	27.31 (5.12) - (5.12) 27.31 -	- - - - - -	- - - - - -	- - - - - -	27.31 (5.12) - (5.12) 27.31 -
Management Contract a. Aquametro Oil and Manine AG, Switzerland	96.03 (71.93) 96.03 (71.93)	- - - -	- - - -	- - - -	96.03 (71.93) 96.03 (71.93)
Reimbursement of Expenses a. Integra Holding AG, Switzerland	40.45 (27.55) 4.62 (3.35)	- - - -	- - - -	- - - -	40.45 (27.55) 4.62 (3.35)

131

Annual Report 2023-24

Notes to the Consolidated Financial Statements (Amount in lakhs)

Nature of Transac�on	Fellow Subsidiary	Associate	Directors / Key Management Personnel	Enterprises owned or signifcant infuence by Key Management Personnel	Total
b. Integra Management and Finanz AG, Switzerland	35.83 (24.20)	- -	- -	- -	35.83 (24.20)
Director's Si�ng Fees a. Mr. Adrian Oehler b. Mrs. Corinne Ruckstuhl c. Mr. Shalin Diva�a d. Mr. Rahul Divan e. Mr. Bhargav Patel f. Mr. Mahendra Sanghvi g. Mr. Bharat Salhotra	- - - - - - - - - - - - - - - -	- - - - - - - - - - - - - - - -	21.70 (14.30) 3.40 (1.20) 3.50 (3.00) 4.20 (3.00) 3.50 (2.40) 2.40 (2.60) 2.70 (2.10) 2.00 -	- - - - - - - - - - - - - - - -	21.70 (14.30) 3.40 (1.20) 3.50 (3.00) 4.20 (3.00) 3.50 (2.40) 2.40 (2.60) 2.70 (2.10) 2.00 -
Director's Commission a. Mr. Adrian Oehler b. Mrs. Corinne Ruckstuhl c. Mr. Shalin Diva�a d. Mr. Rahul Divan e. Mr. Bhargav Patel f. Mr. Mahendra Sanghvi g. Mr. Bharat Salhotra	- - - - - - - - - - - - - - - -	- - - - - - - - - - - - - - - -	21.37 (18.96) 3.21 (3.16) 3.21 (3.16) 3.21 (3.16) 3.21 (3.16) 2.69 (3.16) 3.21 (3.16) 2.62 -	- - - - - - - - - - - - - - - -	21.37 (18.96) 3.21 (3.16) 3.21 (3.16) 3.21 (3.16) 3.21 (3.16) 2.69 (3.16) 3.21 (3.16) 2.62 -
Remunera�on a. Mr. Bhavin Kariya b. Mrs. HarneetKaur Anand c. Mr. Kunal Thakrar	- - - - - -	- - - - - -	91.49 (77.15) 66.34 (57.19) 13.45 (11.06) 11.71 (8.89)	- - - - - -	91.49 (77.15) 66.34 (57.19) 13.45 (11.06) 11.71 (8.89)
Amounts in bracket indicate previous year fgures.

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Annual Report 2023-24

Notes to the Consolidated Financial Statements 43.2 Outstanding Balances :

(Amount in lakhs)

43.2 Outstanding Balances :					(Amo	(Amo	unt in lakhs)
Par�culars	Fellow Subsidiary	Associate	Directors / Key Management Personnel		Enterprises owned or signifcant infuence by Key Management Personnel		Total
Receivables: a. Aquametro Oil and Manine AG, Switzerland b. Integra Metering AG	8.13 (6.31) 2.57 -	- - - -	- - - -		- - - -		8.13 (6.31) 2.57 -
Payables a. Shaily Engineering Plas�cs Ltd b. Aquametro Oil and Manine AG, Switzerland c. Integra Management and Finanz AG, Switzerland d. Mr. Adrian Oehler e. Mrs. Corinne Ruckstuhl f. Mr. Shalin Diva�a g. Mr. Rahul Divan h. Mr. Bhargav Patel i. Mr. Mahendra Sanghvi j. Mr. Bharat Salhotra k. Mr. Bhavin Kariya l. Mrs. HarneetKaur Anand m. Mr. Kunal Thakrar	- - 3.49 (10.14) 6.04 - - - - - - - - - - - - - - - - - - - - -	- - - - - - - - - - - - - - - - - - - - - - - - - -	- - - - - - 2.21 (3.16) 2.21 (3.16) 2.89 (3.16) 2.89 (3.16) 2.42 (3.16) 2.89 (3.16) 2.36 - 2.35 (2.68) - (0.67) 0.73 (0.65)		6.31 (17.51) - - - - - - - - - - - - - - - - - - - - - - - -		6.31 (17.51) 3.49 (10.14) 6.04 - 2.21 (3.16) 2.21 (3.16) 2.89 (3.16) 2.89 (3.16) 2.42 (3.16) 2.89 (3.16) 2.36 - 2.35 (2.68) - (0.67) 0.73 (0.65)
43.3 Compensa�on to Key Management Personnel (Amount in lakhs)
Par�culars				For the year ended 31st March, 2024		For the year ended 31st March, 2023
Short term employee benefts Post employment benefts Other benefts				88.22 3.27 43.07		74.31 2.84 33.26
Total				134.56		110.40
44 Earnings per share (EPS) :
Par�culars				For the year ended 31st March, 2024		For the year ended 31st March, 2023
Proft available to equity shareholders(In lakhs) Weighted Average number of Equity Shares (Face Value of ₹ 1 each) - Basic - Diluted Earning per share of ₹ 1 each Basic Earnings per share (₹) Diluted Earnings per share (₹)				1,452.04 3,43,65,196 3,43,65,196 4.23 4.23		1,818.52 3,43,29,360 3,43,29,360 5.30 5.30

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Annual Report 2023-24

Notes to the Consolidated Financial Statements

45 The value of realiza�on of assets other than fixed assets and non current investment in the ordinary course of business will not be less than the value at which they are stated in the Balance Sheet.
46 The balances of trade receivables and trade payables are subject to adjustment if any on reconcilia�on/se�lement.
47 The Company did not have any long term contracts including deriva�ve contracts for which there were any material foreseeable losses.

48 Financial instruments Disclosure

48.1 Capital Management

For the purpose of the Company's capital management, capital includes issued equity capital, share premium and all other equity reserves a�ributable to the equity holders.

(Amount in lakhs) Categories of fnancial instruments	(Amount in lakhs) Categories of fnancial instruments	(Amount in lakhs) Categories of fnancial instruments
Par�culars	As at 31st March, 2024	As at 31st March, 2023
Financial assets
Measured at amor�sed cost
Trade receivables	4,040.06	3,604.56
Cash and cash equivalents	318.20	285.70
Other Bank Balance	508.46	482.32
Loans	2.75	2.12
Other fnancial assets	136.95	174.87
Financial liabili�es
Measured at amor�sed cost
Borrowings	2,468.52	1,986.00
Trade payables	881.77	1,009.94
Dividend Payable on Redeemable Preference Shares	963.50	913.90
Other fnancial liabili�es	132.48	114.60

48.2 Financial risk management

48.2.1 Market Risk

A. Commodity price risk

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Annual Report 2023-24

Notes to the Consolidated Financial Statements

The Company's management has developed and enacted a risk management strategy regarding commodity price risk and its mi�ga�on.

B. 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’s exposure to the risk of changes in foreign exchange rates relates primarily to the Company’s opera�ng ac�vi�es.

The aim of the Company’s approach to management of currency risk is to leave the Company with no material residual risk.

The carrying amount of the Company's foreign currency denominated monetary assets and monetary liabili�es at the end of the repor�ng period are as follows:

Par�culars	As at 31st March, 2024	As at 31st March, 2023
Net Assets / (Liabili�es)
CHF	1.18	-3.83
US$	15.68	100.73
EURO	-131.61	-48.11

Sensi�vity to risk

C. 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’s exposure to the risk of changes in market interest rates relates primarily to the Company’s short term debt obliga�ons with floa�ng interest rates.

The Company invests the surplus fund generated from opera�ons in bank deposits. Considering these bank deposits are short term in nature, there is no significant interest rate risk.

The Company has laid policies and guidelines including tenure of investment made to minimise impact of interest rate risk.

48.2.2 Credit risk

Credit risk is the risk of financial loss to the Company if a customer or counter-party fails to meet its contractual obliga�ons.

A. Trade Receivable
Customer credit risk is managed by the Company subject to the Company’s established policy, procedures and control rela�ng to customer credit risk management. Outstanding customer receivables are regularly monitored and any shipments to major customers are generally covered by le�ers of credit or other forms of credit insurance.
An impairment analysis is performed at each repor�ng date on an individual basis. The maximum exposure to credit risk at the repor�ng date is the carrying value of each class of financial assets disclosed in Note no. 12
B. Financial instruments and cash deposits
Credit risk from balances with banks and financial ins�tu�ons is managed by the management in accordance with the Company’s policy. The Company’s maximum exposure to credit risk for the components of the Balance Sheet at 31 March 2024 and 31 March 2023 is the carrying amounts as illustrated in Note no. 13.

48.2.3 Liquidity risk

Liquidity risk is the risk that the Company will face in mee�ng its obliga�ons associated with its financial liabili�es. The Company’s objec�ve is to maintain a balance between con�nuity of funding and flexibility through the use of bank overdra�s, bank loans, preference shares and finance leases.

The Company monitors its risk of a shortage of funds using a liquidity planning tool.

The following table shows the maturity analysis of the Company’s financial liabili�es based on contractually agreed undiscounted cash

135

Annual Report 2023-24

Notes to the Consolidated Financial Statements

Notes to the Consolidated Financial Statements
Par�culars	Within 1 year	Exceeding one year	Total
As at 31 March, 2024
Borrowings	2,468.52	-	2,468.52
Trade Payable	881.77	-	881.77
Dividend Payable on Redeemable Preference Shares	963.50	-	963.50
Expenses payable	132.48	-	132.48
Total	4,446.27	-	4,446.27
As at 31 March, 2023
Borrowings	746.00	1,240.00	1,986.00
Trade Payable	1,009.94	-	1,009.94
Dividend Payable on Redeemable Preference Shares	913.90	-	913.90
Expenses payable	114.60	-	114.60
Total	2,784.44	1,240.00	4,024.44

49 Fair Value Measurement
49.1 Fair value of the Company’s financial assets that are measured at fair value on recurring basis.
49.2 Management considers that the carrying value of financial assets and financial liabili�es recognised in the financial statement approximates their fair value.

50 Employee Stock op�on

At the Annual General Mee�ng of the Company held on 12th August 2015 members of the Company passed a special resolu�on for introducing a "Integra Engineering India Employees Stock Op�on Plan 2015" for the benefit of employees of the Company. The resolu�on also accorded approval for the Board of Directors, to formulate the Scheme as per broad parameters outlined in the resolu�on. Pursuant to the Scheme, the Company has granted op�ons to eligible employees of the Company under Plan. Each op�on en�tles for one equity share. The op�ons under this grant will vest to the employees as 20%, 40% and 40% of the total grant at end of third, fourth and fi�h year from the date of grant, respec�vely, with an exercise period of three years for each grant. The ves�ng condi�ons include service terms and performance of the employees. These op�ons are exercisable at an exercise price of ₹ 36/-per share (Face Value of ₹ 1 per share).

The fair value of each equity se�led op�on is es�mated on the date of grant using the Black-Scholes-Merton model, with the following assump�ons:

assump�ons:
Par�culars
Grant date No of Op�on Granted Op�on Value as on grant date Fair Value per ESOP op�on (₹) Value of Op�on (₹) Parameters of Fair Value of Op�ons as on grant date Stock Price as on grant date (₹) Exercise Price (₹) Vola�lity Risk Free rate Weighted Average �me of Expiry	22nd August 2017 1,80,000 19.06 34,30,800 39.75 36.00 45.29% 6.52% 4.2 Years

Movement in share op�ons during the year:

Par�culars	As at 31st March, 2024	As at 31st March, 2024	As at 31st March, 2023	As at 31st March, 2023
	Number of share op�ons	Weighted average exercise price	Number of share op�ons	Weighted average exercise price
Balance at the beginning of the year Granted during the year Exercised duringtheyear	60,000 - -	36 - -	1,80,000 - 1,20,000	36 - 36
Balance at the end of the year	60,000	36	60,000	36

136

Annual Report 2023-24

Notes to the Consolidated Financial Statements

51 Other Statutory Informa�ons

(i) The company does not have any Benami property, where any proceeding has been ini�ated or pending against the company for holding any Benami property.
(ii) The company does not have any charges or sa�sfac�on thereof, which is yet to be registered with ROC beyond the statutory period.
(iii) The company have not traded or invested in Crypto currency or Virtual Currency during the year.
(iv) The company have not advanced or loaned or invested funds to any other person(s) or en�ty(ies), including foreign en��es (Intermediaries) with the understanding that the Intermediary shall:
(a) directly or indirectly lend or invest in other persons or en��es iden�fied in any manner whatsoever by or on behalf of the company (Ul�mate Beneficiaries) or
(b) provide any guarantee, security or the like to or on behalf of the Ul�mate Beneficiaries.
(v) The company have not received any fund from any person(s) or en�ty(ies), including foreign en��es (Funding Party) with the understanding (whether recorded in wri�ng or otherwise) that the company shall:
(a) directly or indirectly lend or invest in other persons or en��es iden�fied in any manner whatsoever by or on behalf of the Funding Party (Ul�mate Beneficiaries) or
(b) provide any guarantee, security or the like on behalf of the Ul�mate Beneficiaries.
(vi) The company has no such transac�on 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.
52 a. The details of associate which is included in the CFS of the Company and the Company's effec�ve ownership therein is as under:

Name of the Company	Rela�onship	Rela�onship	Country of Incorpora�on	Country of Incorpora�on	Group's Propor�on of Ownership Interest	Group's Propor�on of Ownership Interest	Group's Propor�on of Ownership Interest	Group's Propor�on of Ownership Interest
					31st March, 2024		31st March, 2023
Integra Systems Private Limited	Associate		India		50%		50%
b. Informa�on as per Schedule III of Sec�on 129 of the Companies Act, 2013 is provided as under:
Par�culars		Net Assets i.e Total Assets minus Total Liabili�es				Share in Proft or Loss
		As a % of consolidated Net Assets		(Amount in lakhs)		As a % of consolidated Net Assets		(Amount in lakhs)
Integra Engineering India Limited (Parent) Subsidiaries: 1. Foreign : NA 2. Indian : NA Associates: (Investment as per equity method) 1. Indian: Integra Systems Private Limited 2. Foreign: NA		100 (Refer Note 8.1)		7,679.33 (PY : 6,221.73) (238.46) (PY : (238.46))		100 (Refer Note 8.1)		1,452.04 (PY : 1,818.52) (PY : -) -
		100		7,679.33				1,452.04

53 Integra Engineering India Limited (IEIL) has investment in equity shares in Integra Systems Private Limited (ISPL) amoun�ng to Rs.1000
('000)

Integra Systems Private Limited has passed a resolu�on under sec�on 271(A) of the Companies Act 2013 for winding up and made applica�on C.P. 9 of 2020 before Na�onal Company Law Tribunal (NCLT), Ahmedabad Bench on 3rd February,2020 and same was listed for hearing on 1st April, 2020, The ma�er is under considera�on of NCLT and no final order has been passed. ISPL has prepared these financial statements on non going concern basis, given the plan to liquidate voluntarily and hence accounted for all assets on the realisable basis and all liabili�es as expected to be discharged.

137

Annual Report 2023-24

Notes to the Consolidated Financial Statements

54 Approval of Financial statements:

Consolidated financial statements were approved by the Board of Directors on 30th May, 2024.

138

Annual Report 2023-24

Form AOC-1

(Pursuant to first proviso to sub-sec�on (3) of sec�on 129 read with rule 5 of Companies (Accounts) Rules, 2014)

Statement containing salient features of the financial statement of subsidiaries/associate companies/joint ventures

Statement containing salient features of the fnancial statement of subsidiaries/associate companies/joint ventures	Statement containing salient features of the fnancial statement of subsidiaries/associate companies/joint ventures	Statement containing salient features of the fnancial statement of subsidiaries/associate companies/joint ventures
Part “A”: Subsidiaries (Amount in lakhs)
Sr. No.	Par�culars	Details
1.	Name of the subsidiary	Not Applicable
2.	Repor�ng period for the subsidiary concerned, if diferent from the holding company’s repor�ng period	Not Applicable
3.	Repor�ng currency and Exchange rate as on the last date of the relevant Financial year in the case of foreignsubsidiaries	Not Applicable
4.	Share capital	Not Applicable
5.	Reserves & surplus	Not Applicable
6.	Total assets	Not Applicable
7.	Total Liabili�es	Not Applicable
8.	Investments	Not Applicable
9.	Turnover	Not Applicable
10.	Proft before taxa�on	Not Applicable
11.	Provision for taxa�on	Not Applicable
12.	Proft a�er taxa�on	Not Applicable
13.	Proposed Dividend	Not Applicable
14.	% of shareholding	Not Applicable

Notes: The following informa�on shall be furnished at the end of the statement:

Names of subsidiaries which are yet to commence opera�ons
Names of subsidiaries which have been liquidated or sold during the year.

Part “B”: Associates and Joint Ventures

Statement pursuant to Sec�on 129 (3) of the Companies Act, 2013 related to Associate Companies and Joint Ventures

	(Amount in lakhs)	(Amount in lakhs)	(Amount in lakhs)	(Amount in lakhs)	(Amount in lakhs)	(Amount in lakhs)	(Amount in lakhs)
Name of Associate company	Latest balance sheet dated	Shares of associate held by the company on the year end		Net worth a�ributable to shareholding as per latest balance sheet	Proft / loss
		Nos.	Amount of investment in associate		For the year	Considered in consolida�on	Not Considered in consolida�on
Integra Systems Pvt Ltd	31/03/2024 Audited	100000	10.00	(238.46)	(0.00)	NIL	(0.00)
	31/03/2023 Audited	100000	10.00	(238.46)	(0.00)	NIL	(0.00)

For Integra Engineering India Limited

Corinne Ruckstuhl Shalin Diva�a Bhavin Kariya Director Director Chief Execu�ve Officer DIN: 03531399 DIN: 00749517 Place : Halol Date : 30th May, 2024

Kunal Thakrar Ravi Thanki Chief Financial Officer Company Secretary

139

==> picture [505 x 444] intentionally omitted <==

INTEGRA Engineering India Limited

Registered Office : P. O. Box No. 55, Chandrapura Village, Taluka: Halol-389350, Dist.: Panchmahals, Gujarat. CIN : L29199GJ981PLC028741 Website: www.integraengineering.in

AI assistant

Integra Engineering India Ltd. — Annual Report 2024

62733_rns_2024-06-20_83766fff-4a91-44bd-8f9b-d82d651f807d.pdf

Date: June 20, 2024

Encl.: As above

Integra Engineering India Limited

42nd ANNUAL REPORT 2023-24

INTEGRA Engineering India Limited

Annual Report 2023-24

CONTENTS

Corporate Informa�on (as on 30th May 2024)

BOARD OF DIRECTORS

KEY MANAGERIAL PERSONNEL

REGISTERED OFFICE

WORKS UNITS

Annual Report 2023-24

NOTICE TO MEMBERS:

ORDINARY BUSINESS:

SPECIAL BUSINESS

Item No. 3 – To ra�fy the remunera�on of Cost Auditor

Item No. 4 – To approve appointment of Mrs. Komal Solomon (DIN: 02779923) as a Non-Execu�ve, Independent Director of the Company

Item No. 6 – To approve appointment of Mr. Jayesh Mehta (DIN: 10529297) as a Non-Execu�ve, Independent Director of the Company

Special Resolu�on:

NOTES:

Annual Report 2023-24

THE INSTRUCTIONS OF SHAREHOLDERS FOR REMOTE E-VOTING ARE AS UNDER:

Annual Report 2023-24

Annual Report 2023-24

Annual Report 2023-24

Annual Report 2023-24

PROCESS FOR THOSE SHAREHOLDERS WHOSE EMAIL/MOBILE NO. ARE NOT REGISTERED WITH THE COMPANY/ DEPOSITORIES

Item No. 3

Item No. 6

Item No. 4

Brief Profile of Mr. Jayesh Mehta:

Annual Report 2023-24

ANNEXURE-A

Annual Report 2023-24

Item no. 6 of the No�ce

Registered Office:

42nd BOARD'S REPORT

INTEGRA ENGINEERING INDIA LIMITED

The Members

Integra Engineering India Limited

1. The state of the Company's Affairs including financial summary/ highlights

3. Reserves

4. Report of frauds

Annual Report 2023-24

9. Performance and financial posi�on of each of the subsidiaries, associates, and joint venture Companies

10. Deposits

11. Change in Share Capital, if any:

12. Disclosure regarding issue of Equity Shares with differen�al rights:

13. Disclosure regarding issue of Employee Stock Op�on:

14. Annual Return on website

15. Disclosure regarding issue of Sweat Equity shares

16. Conserva�on of energy, technology absorp�on and foreign exchange earnings and outgo

17. Corporate Social Responsibility (CSR)

Annual Report 2023-24

18. Directors:

A) Details of Appointment/resigna�on of Directors and Key Managerial Personnel

Resigna�ons of Director(s)/KMP(s) during financial year 2023-24:

Appointments of Director(s)/KMP(s) during financial year 2023-24:

B) Statement on declara�on given by independent directors under Sec�on 149(6) Of the Act

D) Formal Annual Evalua�on

19. Mee�ngs

20. Details of establishment of vigil mechanism for directors and employees

21. Par�culars of loans given, guarantees given, investments made and securi�es provided

22. Par�culars of contracts or arrangements with related par�es

Annual Report 2023-24

23. Managerial Remunera�on

24. Auditors

26. Management Discussion and Analysis Report

27. Risk management

28. Directors' Responsibility Statement

Annual Report 2023-24

30. Directors Training & Familiariza�on

31. Audit Commi�ee

32. Nomina�on and Remunera�on Policy

33. Nomina�on and Remunera�on Commi�ee

34. Maintenance of Cost Records

Integra Engineering India Ltd. Annual Report 2024