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07.09.2023

To,

The Manager

Listing Department National Stock Exchange of India Limited Bandra Kurla Complex, Bandra (East) Mumbai – 400 051

Symbol: JASH

Sub.: Intimation of 49[th] Annual General Meeting and Book Closure of Register of Member and Share Transfer Books, pursuant to the Regulations of the Securities & Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations,2015

This is to inform you that pursuant to Regulation 30 of the SEBI (Listing Obligations and Disclosures Requirements) Regulations, 2015, (LODR) the 49[th] Annual General Meeting (AGM) of the Company schedule to be held on Friday, 29[th] September 2023 at 10:00 AM (IST) in hybrid mode i.e. both physical and through Video Conferencing / Other Audio-Visual Means (VC/ OAVM) Facility.

Pursuant to Regulation 42 of the Listing Regulations, we hereby inform that the Register of Members and Share Transfer Books of the Company shall remain closed from 23[rd] September 2023 to 29[th] September 2023 (both days inclusive) for the purpose of Annual General Meeting and ascertaining the eligibility of shareholders for the payment of final dividend, if approved at the ensuing 49[th] Annual General Meeting of the Members of the Company schedule to be held on Friday 29[th] September 2023.

Further, pursuant to section 108 of the Companies Act, 2013 read with Rule 20 of the Companies (Management and Administrative) Rules, 2014, as amended and Regulation 44 of the Listing Regulations, the Company is providing facility to the member to attend meeting through Video Conferencing / Other AudioVisual Means (VC/ OAVM) Facility and cast their votes by electronic means on all the resolutions set out in the Notice of 49[th] AGM through facility of remote E-voting and voting at Annual General Meeting provided by service provider i.e., M/s. Link Intime India Pvt. Ltd . _ Insta Vote and Insta Meet.

The Cut-off date, for determining the eligibility of members to vote by remote e–voting and voting at 49[th] AGM, is Friday 22[nd] September 2023. The remote e-voting will commence on Tuesday 26[th] September 2023 at 9:00 AM (IST) and will end on Thursday 28[th] September, 2023 at 5:00 PM (IST).

Kindly take the same on your records.

Thanking You, Yours Faithfully, For JASH Engineering Limited

TUSHAR Digitally signed by TUSHAR KHARPAD KHARPADE E Date: 2023.09.07 17:37:10 +05'30'

Tushar Kharpade Company Secretary & Compliance Officer Encl.: A/a

CC: National Securities Depository Ltd. Central Depository Services (India) Ltd. Link Intime India Pvt. Ltd.

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REPORT 2022-23

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JASH ENGINEERING LIMITED CIN : L28910MP1973PLC001226

Board of Directors

Mr. Pratik Patel (Chairman & Managing Director)

Mr. Suresh Patel (Executive Director)

Mr. Axel Schutte (Director)

Mr. Rahul Patel (Director)

Mr. Vishwapati Trivedi (Independent Director)

Mr. Durgalal Tuljaram Manwani (Independent Director)

Mr. Brij Mohan Maheshwari (Independent Director)

Mr. Sunil Choksi (Independent Director upto 24th August 2022)

Ms. Sunita Kishnani (Independent Director)

Mr. Dharmendra Jain (Chief Financial Officer)

Mr. Tushar Kharpade (Company Secretary)

Bankers

State Bank of India Commercial Branch, GPO, Indore - 452 001 (M.P.) HDFC Bank Ltd. South Tukoganj Branch, Indore - 452 001 (M.P.) AXIS Bank Ltd. Yashwant Niwas Road, Indore - 452 001 (M.P.) Kotak Mahindra Bank Narayan Kothi, Indore - 452 001 (M.P.)

Statutory Auditors

Deloitte Haskins & Sells LLP Lotus Corporate Park 1 st Floor, Wing A - G CTS No.185/A,Jay Coach Off Western Express Highway Goregaon (East), Mumbai - 400 063 Maharashtra, India

Internal Auditors & Corporate Advisors

Mahesh C. Solanki & Co. (Chartered Accountants) 803, Airent Heights, PU-3, Sch. No. 54 Opp. Malhar Mega Mall, A.B. Road, Indore

Cost Auditors

M.P. Turukhia & Associates (Cost Accountants) 404, Shalimar Corporate Centre 8-B, South Tukoganj, Indore - 452 001

Secretarial Auditor

CS Ankit Joshi 15/5, Snehlataganj, Indore 452 001

Registrar and Share Transfer Agent

Link Intime India Pvt. Ltd.

C101, 247 Park, L.B.S. Marg, Vikhroli (W), Mumbai 400083

49th Annual General Meeting at 10:00 am on Friday, 29th September, 2023 At the Registered Office of the Company

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Shri Jashbhai Ishwarbhai Patel Founder : Jash Group of Industries

Our Vision :

To be a top global company in manufacturing equipment for water and wastewater industry and command respect for all stakeholders through growth, innovation and customer focus.

CHAIRMAN'S SPEECH

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Dear Shareholders ,

I cordially welcome you all to the 49th Annual General Meeting of Jash Engineering Limited. On behalf of the Board of Directors, it is with great pleasure I present to you our Annual Report for the fiscal year ended March 31, 2023, highlighting the significant achievements and promising outlook for your company.

I am delighted to report that we have maintained a strong growth momentum in the past year. Our success can be attributed to a healthy order book and the dedication of our entire team. In FY23, we achieved a consolidated revenue growth of 11%, and our Profit After Tax (PAT) witnessed an impressive growth of 61%.

On a standalone basis, Jash Engineering reported revenue of ₹281 crores in FY23 with an increase in profitability from ₹ 25 crores to ₹41 crores. Our US subsidiary Rodney Hunt has reported substantial growth with revenue up from $17.8 million to around $20.4 million and profit after taxes around $1 million in FY 23. In case of Shivpad, revenue has grown from ₹23.6 crores to ₹27.2 crores with PAT of ₹4.9 crores, a significant increase over last year. These outcomes stem from strategic decisions made and the collective endeavors of every member within the Jash family.

I am proud to share that our consolidated order book position as on 1st August 2023 for the current year stands strong at ₹ 829 Crores, with ₹ 591 Crores coming from orders outside India and ₹ 238 crores within India. Based on this robust order book, we anticipate a growth in revenue of over ~20% this year. This optimistic outlook is fuelled by robust demand for our products, both domestically and globally. Our order pipeline is also exceptionally strong, with negotiated orders amounting to nearly ₹ 36 Crores in the month of July, and additional orders under negotiation worth approximately ₹ 29 crores. Both our domestic and international markets continue to thrive, with a steady influx of projects. I am confident of sustaining our growth trajectory in the current year and beyond.

As we continue to expand our operations and product offerings, I am excited to announce some noteworthy developments within the company. Jash Engineering Ltd., India, and INVENT Umwelt- und Verfahrenstechnik AG, Germany, have joined forces to establish a Joint Venture Company, Jash Invent India Pvt. Ltd. This venture will introduce the Invent product range into the Indian market, presenting the possibility of achieving an annual revenue of ₹30 Crores in the next five years.

Furthermore, we have successfully negotiated an agreement with Waterfront to acquire 80% of its shares, making Waterfront a subsidiary of Jash Engineering. Through this strategic move, Jash aims to grow Waterfront's revenue from approximately ₹ 28 Crores in 2022-23 to ₹100 Crores by 2027-28, positioning it as the largest Water Control Gates company in the UK. We have already taken an adjoining shed on lease to enhance Waterfront's infrastructure and facilitate its growth.

None of our achievements would materialize without the steadfast support of our Board and the entire team. I extend my heartfelt appreciation to every employee of our company and its subsidiaries for their tireless efforts in propelling our company from strength to strength. Your dedication and hard work has served as the cornerstone of our success.

Lastly, I want to express my gratitude to our esteemed shareholders, partners, and all stakeholders for their unyielding trust in our vision and continued support throughout our progressive journey. Your confidence in us motivates us to excel and strive for even greater heights.

In conclusion, the future of Jash Engineering Limited appears promising and we are excited about the prospects that lie ahead. Together, we will continue to build on our successes and navigate any challenges that come our way.

Thank you all for being a part of our journey.

With best regards, Mr. Pratik Patel Chairman & Managing Director

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2023 : A milestone year for JASH - The year in which we celebrate our “Golden Jubilee”

Shri Jashbhai Patel, a Chief Engineer in a textile mill at Indore laid the foundation of the now burgeoning Jash group by buying the state workshop of Dewas in 1948. On 29th September 1973, Jash Engineering was incorporated as a separate company of the group and with tremendous hard work, dedication, innovation, vision, resilience and teamwork of people past and present we are now on the verge of completing fifty years of the company in 2023.

Over the past 5 decades Jash Engineering has evolved as a specialized manufacturer of varied equipment used in water/waste water/sea water / Storm water conveyance, pumping and treatment, bulk solid handling valves and hydropower generation. The evolution from 1973 to 2023 has been phenomenal and in this process the company has acquired various companies worldwide starting with Sureseal, Mumbai in year 2009, Shivpad, Chennai in year 2011, Mahr Maschinenbau, Austria in year 2014, Engineering & Manufacturing, Hongkong in year 2014, Rodeny Hunt, USA in year 2016 and now finally Waterfront, UK in 2023. Jash along with its various subsidiaries is having over 400 years of cumulative experience and is considered as preferred supplier for most of critical applications to over 45 countries worldwide.

What started as small step by Shri Jashbhai Patel have now become giant strides culminating in a global company having presence on 4 continents through its wholly owned subsidiaries and deriving over more than half of its revenue from supply of equipment to projects outside India. We lead the market in India in most of the products we make and stand within the first five in the world for the water control gates business and eventually aiming to be amongst the top three companies globally in the water control gates business by 2025.

Our company has been guided by a commitment to delivering the best outcomes for everyone who relies on our business. In our 50th year, we pay tribute to the partnership with our valued shareholders, customers, business partners, and especially our employees – past and present – who have believed in our vision of making a positive impact on our communities by contributing to create a sustainable environment for all time to come. Our annual report highlights that Jash' strength has been the sum of its parts working in unison with a shared vision for success. Our story has been enriched through an investment strategy to build a diverse portfolio of high-performing market-leading businesses backed by our shareholders and talented workforce. It is through our collective efforts that we lead the way in providing high-quality services in India as well as around the globe.

In this 50th year of our company we fondly remember the invaluable contribution of our past Managing Directors Mr Navinchandra Jashbhai Patel and Mr Laxminandan Amin whose relentless passion for the company has played a big role in what we are today. We are immensely proud of the heritage left behind by them and now look forward to achieving the next milestone of 100 years in business backed by all of our stakeholders who have been an integral part of our journey !

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JASH ENGINEERING LTD.

49th ANNUAL REPORT 2022 - 2023

NOTICE

NOTICE is hereby given that the Forty Ninth Annual General Meeting (“49th AGM”) of Jash Engineering Limited will be held on Friday, 29th September, 2023 at 10.00 A.M (IST), in hybrid mode with the option through Video Conferencing (VC)/other Audio Visual Mode (OAVM) at the Registered ofce of the company 31, Sector-C, Sanwer Road, Industrial Area, Indore, MP452015 to transact the following business(es):

Ordinary Businesses:

To receive, consider and adopt:
a) Audited standalone nancial statements of the Company for the nancial year ended March 31, 2023, together with the Reports of the Board of Directors' and Auditor's thereon;
b) Audited consolidated nancial statements of the Company for the nancial year ended March 31, 2023, together with the Report of the Auditor's thereon.
To consider and declare Final Dividend of 60% i.e. @Rs. 6/- per share out of the prots for the year 2022-23.
To consider re-appointment of Mr. Axel Schutte (DIN: 02591276) as a Director who retires by rotation and, being eligible, offers himself for re-election.

Mr. Axel Schutte (DIN: 02591276) is a Director as per details shared in the Enclosure I to this Notice and Explanatory Statement attached thereto who is liable to retire by rotation at this meeting has offered his candidature for reappointment. Accordingly, he will continue as Director of the Company till the Annual General Meeting and his reappointment is proposed hereof.

Special Businesses:

4. To consider and, if thought t to pass with or without modication(s), the following resolution for the approval of Related Party Transactions as an Ordinary Resolution :

" RESOLVED THAT pursuant to the provisions of Section 188 and all other applicable provisions, if any, of the Companies Act, 2013 (the Act) subject to any modication and re-enactment thereof and Regulation 23 of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 ("SEBI LODR"), approval, the consent, sanction, permission or approval, and based on the approval/ recommendation of the Audit Committee and the Board of Directors of the Company, and based on the approval/ recommendation of the Audit Committee and the Board of Directors of the Company, as the case may be approval of the members of the company be and is hereby accorded to the board of directors to enter into any contract or arrangements with related parties on behalf of Jash Engineering Limited and its subsidiaries and proposed Joint Venture as dened under the Act with respect to sale, purchase or supply of any goods or materials, selling or otherwise disposing of, or buying, leasing of property of any kind, availing or rendering of any services, appointment of agent for purchase or sale of goods, materials, services or property or otherwise disposing of any goods, materials or property or availing or rendering of any services or appointment of such related party to any ofce or place of prot in the Company or its subsidiary or associate Company or reimbursement of any transaction or any other transaction of whatever nature with related parties and that the said contract(s)/ arrangement(s)/ agreement(s)/ transaction(s) shall be carried out includes in the ordinary course of business of the Company and at arm's length basis as per details shared in the Enclosure II to this Notice and Explanatory Statement attached thereto, for the period commencing from the date of the 49th AGM and ending at the date of the 50th AGM.

RESOLVED FURTHER THAT the board of directors of the Company be and is hereby authorized to take such steps as may be necessary for obtaining approvals, statuary, contractual or otherwise, in relation to the above and to settle all matters arising out of and incidental thereto, and to sign and execute all deeds, applications, documents and writings that may be required, on behalf of the Company and generally to do all acts, deeds, matters and things that may be necessary, proper, expedient or incidental thereto for the purpose of giving effects to this Resolution.”

5. To consider and if, thought t to pass with or without modication(s), the following resolution for ratifying the remuneration of Cost Auditor of the Company as an Ordinary Resolution : -

"RESOLVED that pursuant to the provisions of Section 148 and all other applicable provisions of the Companies Act, 2013 and the Companies (Audit and Auditors) Rules, 2014 (including any statutory modication(s) or re-enactment thereof, for the time being in force), the appointment of the Cost Auditors for the Company, made by the Board of Directors

JASH ENGINEERING LTD.

49th ANNUAL REPORT 2022 - 2023

of the Company, to conduct the audit of the cost records of the company for the nancial year ending March 31, 2024, be and is hereby ratied and approved and the cost auditors for the said audit, be paid the remuneration as set out in the statement annexed to the Notice convening this Meeting.”

“RESOLVED FURTHER THAT the Board be and is hereby authorized to do all such acts and take all such steps as may be necessary, proper or expedient to give effect to this resolution without being required to seek any further consent or approval of the members or otherwise to the end and intent that it shall be deemed to have their approval thereto expressly by the authority of this resolution. ”

6. To Re-appoint Mr. Vishwapati Trivedi (DIN: 00158435) as an Independent Director of the Company:

To consider and, if thought t, to pass the following resolutions as a Special Resolution:

“RESOLVED THAT pursuant to the provisions of Sections 149, 150, 152, 160 & other applicable provisions, if any, of the Companies Act, 2013 read with Schedule IV thereto and the Companies (Appointment & Qualications of Directors) Rules, 2014 as amended, from time to time, including any statutory modication(s) or re-enactment(s) thereof for the time being in force and Regulation 17 and other applicable regulation of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, as amended from time to time, (“SEBI Listing Regulations”) & in accordance with the Articles of Association of the Company & upon the recommendation of Nomination and Remuneration Committee and Board of Directors, and being eligible for re-appointment and meets the criteria for independence as provided in Section 149(6) of the Act along with the rules framed thereunder and Regulation 16(1)(b) of SEBI Listing Regulations, consent of Members be and is hereby accorded to re-appoint Mr. Vishwapati Trivedi (DIN: 00158435), who was appointed as Independent Director of the Company for a term of Five consecutive years commencing from 13th August, 2018 till 12th August, 2023 by the shareholders of the Company at Annual General Meeting, and in respect of whom the Company has received a notice in writing under Section 160 of the Companies Act, 2013, as Independent Director of the Company, not liable to retire by rotation, for the second term of 2 (Two) consecutive years, which would be effective from the next day of expiry of his tenure i.e. w.e.f. 13th August, 2023 & will continue to hold ofce till 12th August 2025.”

RESOLVED FURTHER THAT Mr. Vishwapati Trivedi (DIN: 00158435), Independent Director, will be eligible for sitting fees, within the limits prescribed under Companies Act, 2013 and as approved by the Board of Directors of the Company, for attending the meetings of the Board of Directors or the Committees thereof.

RESOLVED FURTHER THAT the Board of Directors of the Company (hereinafter referred to as “the Board” which term shall always deemed to include any Committee as constituted or to be constituted by the Board to exercise its powers including the powers conferred under this resolution), be and is hereby authorized to do all such acts, deeds, matters and things as may be considered necessary, desirable or expedient to give effect to this resolution.”

By order of the Board Jash Engineering Limited

Date: 14th August 2023 Place: Indore

Sd/Tushar Kharpade Company Secretary & Compliance Ofcer

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49th ANNUAL REPORT 2022 - 2023

Notes:

The Ministry of Corporate Affairs ('MCA') vide its circular nos. 14/2020 dated April 8, 2020, 17/2020 dated April 13, 2020, 20/2020 dated May 5, 2020, 02/2021 dated January 13, 2021, 19/2021 dated 08.12.2021, 21/2021 dated December 14, 2021, 2/2022 dated May 5, 2022 and 11/2022 dated December 28, 2022 (collectively referred to as 'MCA Circulars') has permitted the holding of the Annual General Meeting ('AGM') through Video Conferencing ('VC') / Other Audio Visual Means ('OAVM'), without the physical presence of the Members at a common venue. In compliance with these MCA Circulars, applicable provisions of the Act (including any statutory modications or reenactments thereof for the time being in force) read with Rule 20 of the Companies (Management and Administration) Rules, 2014, as amended, the Forty Ninth (49th) Annual General Meeting of the company will be held on Friday, September 29, 2023, at 10.00 A.M. IST in hybrid mode i.e. both physical and through Video Conferencing (VC)/other Audio-Visual Mode. The Deemed venue of the company shall be the Registered Ofce of the Company at 31, Sector-C, Sanwer Road, Industrial Area, Indore, MP452015.
The relative explanatory statement pursuant to Sec. 102 of the Companies Act, 2013 with respect to the special business set out in the Notice is annexed and forms part of Notice.
In compliance with the provisions of the Companies Act, 2013 (“Act”) and various MCA Circulars, the AGM of the Company is being held in hybrid mode, both wherein the members may participate either physically or through VC / OAVM. The procedure for participating in the meeting through VC / OAVM is explained below.
In accordance that AGM of the Company is being held in hybrid mode, both wherein the members may participate either physically or through VC / OAVM, member entitled to attend and vote in person at the Meeting is entitled to appoint a Proxy to attend and vote instead of himself and the Proxy need not be a Member of the Company. Proxies, in order to be effective, must be received by the Company at its registered ofce not less than 48 Hours Before the Meeting i.e. on or before September 27th, 2023 10:00 a.m. (IST) . Form MGT-11 is attached herewith.
A person can act as a proxy on behalf of members not exceeding fty and holding in the aggregate not more than ten percent of the total share capital of the Company carrying voting rights. A member holding more than ten percent of the total share capital of the Company carrying voting rights may appoint a single person as proxy and such person shall not act as a proxy for any other person or shareholder.
In terms of Section 101 of the Act and Rule 18 of the Companies (Management and Administration) Rules, 2014, the Notice of AGM and other documents including the Annual Report are being sent in electronic mode by e-mail to those shareholders who have furnished their e-mail address in their demat accounts. However, Members may please note that they will be entitled to a hard copy of the Annual Report of the company and all attachments thereto upon receipt of a requisition, free of cost. Members interested to receive the documents in physical form may please give the intimation to the Company's Registrar Link Intime India Pvt. Ltd. at the earliest, duly quoting the demat A/c details. Alternatively, the request, duly quoting the Demat A/c details, may be sent by email at email id [email protected]. The company would also make available these documents on the Company's website viz., www.jashindia.com for perusal and download by the shareholders. Also, the physical copies of Annual Report would be available at the Registered Ofce of the Company for inspection during ofce hours.

Institutional/Corporate Shareholders (i.e. other than individuals/HUF, NRI, etc.) are required to send a scanned copy (PDF/JPEG Format) of its Board Resolution or governing body Resolution/Authorization etc., authorizing its representative to attend the Annual General Meeting through VC/OAVM or in person as the case may be, on its behalf and to vote through remote e-voting. The said Resolution/Authorization shall be sent to the Scrutinizer shall be sent to the Scrutinizer by email through its registered email address to [email protected] with a copies marked to the Company at [email protected] / [email protected] and to the Registrar and Transfer Agent at [email protected].

Members are also requested to conrm their email ID, or otherwise notify changes in the email ID, if there is any to which the Company could forward all communications, notices, annual report and copies of accounts.

Book Closure and Record Date: The Register of Members and the Share Transfer Books of the Company will be closed from Saturday, September 23rd, 2023 to Friday, September 29th, 2023 (both days inclusive). The dividend, if declared at the AGM, will be paid in accordance of the Act, Regulations to those persons:

(a) whose names appear as benecial owners at the end of the business hours on Friday, September 22nd, 2023 in the list of benecial owners to be furnished by the National Securities Depositories Limited (NSDL) and Central Depository Services (India) Limited (CDSL) in respect of the shares held in electronic form; and

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49th ANNUAL REPORT 2022 - 2023

(b) whose names appear as members in the Register of Members of the Company after giving effect to valid share transfers in physical form lodged with the Company / Registrar and Share Transfer Agents on or before Friday, September 22nd, 2023.
The nal dividend, as recommended by the Board of Directors, if approved at the AGM, payment of such dividend subject to deduction of tax at source will be made on or after Friday, September 29, 2023 as under:
(I) To all Benecial Owners in respect of shares held in dematerialized form as per the data as may be made available by the National Securities Depository Limited (“NSDL”) and the Central Depository Services (India) Limited (“CDSL”), as of the close of business hours on Friday, September 22, 2023;
(ii) To all Members in respect of shares held in physical form after giving effect to transmission or transposition requests, change of name lodged with the Company as of the close of business hours on Friday, September 22, 2023

The Company shall make the payment of dividend to those Members directly in their bank accounts whose bank account details are available with the Company and those who have given their mandate for receiving dividends directly in their bank accounts through the National Automated Clearing House (NACH). In terms of the MCA and SEBI Circulars, in case, the Company is unable to pay dividend to any Member by the electronic mode, due to non-availability of the details of the bank account, the Company shall dispatch the dividend warrant to such Member by post.

Members holding shares in dematerialized form are requested to intimate all changes pertaining to their bank details, mandates, nominations, power of attorney, change of address, change of name, e-mail address, contact numbers, etc., to their Depository Participant (DP). Changes intimated to the DP will then be automatically reected in the Company's records which will help the Company to provide efcient and better services. Members holding shares in physical form are requested to intimate such changes to the Company by email to [email protected] / [email protected]

To avoid the incidence of fraudulent encashment of dividend warrants, Members are requested to intimate the Company under the signature of the Sole / First Joint holder, the following information, so that the bank account number and name and address of the bank can be printed on the dividend warrants:

Name of Sole / First Joint holder and Folio number.

– Particulars of bank account, viz.

i) Name of bank
ii) Name of branch
iii) Complete address of bank with PINCODE
iv) Account type, whether Savings (SB) or Current Account (CA)
v) Bank Account Number

Further, in case Members have not updated their bank account details, please do so by sending a copy of a cancelled cheque leaf (self-attested), with name, bank account number, bank address and IFSC code printed thereon. In case the cheque leaf does not contain the aforesaid details, please submit a copy of the rst page of the bank account passbook showing the aforesaid details, duly attested and signed by the bank manager.

Deduction of Tax at Source on Dividend: Pursuant to Finance Act 2020, dividend income will be taxable in the hands of shareholders with effect from April 1, 2020 and the Company is required to deduct tax at source from dividend paid to shareholders at the prescribed rates. For the prescribed rates for various categories, the shareholders are requested to refer to the Finance Act, 2020 and amendments thereof. The shareholders are requested to update their PAN with the Company (in case of shares held in physical mode) and depositories (in case of shares held in demat mode).

A Resident individual shareholder with PAN and who is not liable to pay income tax can submit a yearly declaration in Form No. 15G (applicable to individual) / Form 15H (applicable to an individual above the age of 60 years), provided that the eligibility conditions as prescribed under the Act are met. To avail the benet of non-deduction of tax at source, the documents are to be submitted through Form 15G and 15H can be downloaded from the website of the RTA viz - https://linkintime.co.in/formsreg/submission-of-form-15g-15h.html on or before Friday, September 22, 2023 (06:00 p.m. IST). Shareholders are requested to note that in case their PAN is not registered, the tax will be deducted at a higher rate of 20%.

Non-resident shareholders can avail benecial rates under tax treaty between India and their country of residence, subject to providing necessary documents i.e. No Permanent Establishment and Benecial Ownership Declaration, Tax Residency Certicate, Form 10F, any other document which may be required to avail the tax treaty benets by uploading the documents at aforesaid link or sending an email to [email protected].

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49th ANNUAL REPORT 2022 - 2023

The aforesaid declarations and documents need to be submitted by the shareholders on or before Friday, September 22, 2023 (06:00 p.m. IST).

All queries with respect to TDS on dividend and submission of relevant documentation should be sent to [email protected].

Non-resident Indian shareholders are requested to immediately inform the Company/ RTA, if shares are held in physical mode or to their DP, if the holding is in electronic mode, regarding change in the residential status on return to India for permanent settlement and/or the particulars of the NRE account with a bank in India, if not furnished earlier.
Pursuant to the provisions of Section 124 of the Act, the unpaid / unclaimed dividend for the nancial year 2014-15 has been transferred by the Company to the Investor Education and Protection Fund (“IEPF”) established by the Central Government. In compliance with the Investor Education and Protection Fund Authority (Accounting, Audit, Transfer and Refund) Rules, 2016 (“IEPF Rules”), the Company has already transferred dividend amount pertaining to the nancial year 2014-15 to the IEPF Account, after providing necessary intimations to Members. Details of unpaid / unclaimed dividend and equity shares for the nancial year 2014-15 are uploaded on the website of the Company as well as that of the MCA. No claim shall lie against the Company in respect of unclaimed dividend amount transferred to the IEPF Account, pursuant to the IEPF Rules. Members can however claim both the unclaimed dividend amount from the IEPF Authority by making applications in the manner provided in the IEPF Rules.

In terms of the provisions of Section 124(5) of the Act, dividend for the Financial Year 2015-16 and the dividends for the subsequent years, which remain unpaid or unclaimed for a period of seven consecutive years will be transferred to IEPF. Further, in terms of the provisions of the IEPF Rules, equity shares in respect of which dividend has not been paid or claimed for seven consecutive years or more from the date of declaration will also be transferred to IEPF Account, which is operated by the IEPF Authority in terms of the IEPF Rules.

Members, who have so far not encashed their dividend relating to the nancial year 2015-16 are requested to do so by November 2nd, 2023 by writing to the Company at the Registered Ofce of the Company or mail at [email protected], failing which the dividend and the equity shares relating thereto will be transferred to the IEPF.

Members are advised to update their PAN, KYC (Address Email ID, Mobile Number, Bank Account Details, Specimen Signature, etc.) an Nomination details as mandated by SEBI vide its circular SEBI/HO/MIRSD/MIRSD_RTAMB/P/ CIR/2021/655 dated November 3, 2021, read together with circular SEBI/HO/MIRSD/MIRSD_RTAMB/P/CIR/2021/687 dated December 14, 2021, & SEBI/HO/MIRSD/MIRSD /POD-1/ P/CIR/2023/37 dated March 16, 2023 (“SEBI Circulars”) to avoid freezing of their folios on or after September 30th, 2023, as per below:
Members holding shares in physical form: to the Company's RTA - Link Intime India Private Limited, in prescribed Form ISR - 1 and other forms as per instructions mentioned in the form. The Company has already sent requisite communication to the members for furnishing these details. The formats can be downloaded from RTA's website at www.linkintime.co.in > Resources > Downloads >KYC > Formats for KYC and such formats are also available on the Company's website at www.jashindia.com
Members holding shares in dematerialized form: to their respective DPs as per the procedure prescribed by them.

The Company has sent individual letters to all the Members holding shares of the Company in physical form for furnishing their PAN, KYC details and Nomination pursuant to SEBI Circular. Members holding shares in physical form are requested to go through the said communication.

Members are requested to intimate changes, if any, pertaining to their name, postal address, telephone/ mobile numbers, PAN, mandates, nominations and power of attorney to their respective DPs in case the shares are held by them in dematerialized form; and to the RTA of the Company at Link Intime India Private Limited at C 101, 247 Park, L. B. S. Marg, Vikhroli (West), Mumbai, Maharashtra, 400 083 or email at [email protected] in case the shares are held by them in physical form.

Members may please note that SEBI vide its Circular No. SEBI/HO/MIRSD/MIRSD_RTAMB/P/CIR/2022/8 dated January 25, 2022 has mandated the listed companies to issue securities in demat form only while processing service requests viz. Issue of duplicate securities certicate; claim from Unclaimed Suspense Account; Renewal/ Exchange of securities certicate; Endorsement; Sub-division/ Splitting of securities certicate; Consolidation of securities certicates/folios; Transmission and Transposition. Accordingly, Members are requested to make service requests by submitting a duly lled and signed Form ISR - 4, the format of which is available on website of the RTA at https://linkintime.co.in/downloads.html. It may be noted that any service request can be processed only after the folio is KYC Compliant.

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49th ANNUAL REPORT 2022 - 2023

The Company has entered into agreements with the Depositories. The Depository System envisages the elimination of several problems involved in the scrip based system such as bad deliveries, fraudulent transfers, fake certicates, thefts in postal transit, delay in transfers, mutilation of share certicates, elimination of concept of market lot, elimination of bad deliveries, reduction in transaction costs, improved liquidity, etc. As per SEBI Circular with effect from April 1, 2019, the Company has stopped effecting transfer of securities in physical form.

Members are therefore requested to demat their physical holding for any further transfer. Members can however continue to make request for transmission or transposition of securities held in physical form.

However, as per SEBI circular no. SEBI/HO/MIRSD/MIRSD_RTAMB/P/CIR/2022/8 dated January 25, 2022, the Company / RTA will issue Letter of Conrmation (LOC) in lieu of share certicate, which should be dematerialized within 120 days from the date of issue of LOC.

As per the provisions of Section 72 of the Act, the facility for making nomination is available for the members in respect of the shares held by them. Members who have not yet registered their nomination are requested to register the same by submitting Form No. SH-13. If a member desires to opt out or cancel the earlier nomination and record a fresh nomination, he/she may submit the request in the specied formats, which are available on the Company's website at www.jashindia.com and also available on the RTA's website at https://linkintime.co.in/downloads.html. Members are requested to submit the said details to their respective DP, in case the shares are in dematerialized form and to the RTA, in case the shares are held in physical form.

13. Members are requested to:

quote their Registered Folio number in case of shares in physical form and DP ID and Client ID in case of shares in dematerialized form, in their correspondence(s) to the Company.
direct all correspondence related to shares including consolidation of folios, if shareholdings are under multiple folios, to the RTA of the Company.
The Register of Directors and Key Managerial Personnel and their shareholding, maintained under Section 170 of the Act and documents referred to in the Notice are open for inspection by the members at the registered ofce of the Company on all working days (that is, except Sundays and Public Holidays) during business hours up to the date of the Meeting.
The Company has been maintaining all statutory registers at the Registered Ofce of the Company. In accordance with the MCA Circulars the Registers which are permissible for inspection of members shall be available for inspection by the members.
Members/Proxies are requested to ll in and sign attendance slip for attending the Meeting.
Route Map of the venue is attached hereto.
The attendance of the members attending the AGM through VC / OAVM will be counted for the purpose of reckoning the quorum in addition to member attend physical AGM under Section 103 of the Companies Act, 2013.
Members desirous of getting any information about the accounts and operations of the Company are requested to send their query to [email protected] / [email protected] on or before September 20th, 2023.
In case of joint holders attending the Meeting, only such joint holder attending the Meeting who is higher in the order of names as per the Register of Members of the Company will be entitled to vote.
The details of Directors seeking appointment/reappointment at this Annual General Meeting as required under Regulation 36 of SEBI (Listing Obligation and Disclosure Requirements) Regulations, 2015 and Secretarial Standard on General Meetings issued by The Institute of Company Secretaries of India is annexed hereto.

22. Instructions for Voting through electronic mode:

a) In compliance with the provisions of Section 108 of the Companies Act, 2013 read with Rule 20 of the Companies (Management and Administration) Rules, 2014 as amended by the Companies (Management and Administration) Amendment Rules, 2015 and Regulation 44 of the SEBI (Listing Obligations And Disclosure Requirements) Regulations, 2015, the members are provided with the facility to exercise their right to vote electronically, through the e-voting services provided by M/s Link Intime (India) Pvt. Ltd, i.e. facility of casting the votes by the members using an electronic voting system from a place other than the venue of AGM (remote e-voting) on all the resolutions set forth in this Notice.

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49th ANNUAL REPORT 2022 - 2023

b) The voting period begins on Tuesday, September 26th, 2023 (09.00 a.m.) and ends on, Thursday, September 28th, 2023 (5.00 p.m.). During this period members of the Company holding shares either in physical form or in dematerialized form, as on the cut-off date, 22nd September 2023 may cast their vote electronically. The e-voting module shall be disabled by M/s. Link Intime India Pvt. Ltd. through remote e-voting beyond the said time and date. A person who is not a Member as on the cut-off date should treat this Notice for information purposes only.
c) The Board has appointed Mr. Ankit Joshi, Practicing Company Secretaries, as the Scrutinizer to scrutinize the voting during the AGM in physical or E-mode and remote e-voting process in a fair and transparent manner. The results declared along with the Scrutinizer's Report, will be placed on the website of the Company www.jashindia.com and on the website of https://instavote.linkintime.co.in immediately after the declaration of results by the Chairman or a person authorised by him in writing. The results shall also be immediately forwarded to the Stock Exchanges where the Company's shares are listed viz., National Stock Exchange of India Limited. The results shall also be displayed on the notice board at the Registered Ofce of the Company.
d) The members who have cast their vote by remote e-voting prior to the AGM may also attend/participate in the AGM either through VC/OAVM or in person but shall not be entitled to cast their vote again.
e) The Members attending the AGM through the VC Facility or through physical presence, who have not cast their votes by remote e-voting shall only be able to exercise their voting rights during the AGM.
f) Shareholders are advised to update their mobile number and email ID in their demat accounts to access e-Voting facility.

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Login type		Helpdesk details
Individual Shareholders holding securities in Demat mode with NSDL		Members facing any technical issue in login can contact NSDL helpdesk by sending a request at [email protected] or call at.: 022-48867000 and 022-24997000
Individual Shareholders holding securities in Demat		Members facing any technical issue in login can contact
mode with CDSL		CDSL helpdesk by sending a request at [email protected] or contact at toll free no.1800225533 :

Helpdesk for Individual Shareholders holding securities in physical mode/ Institutional shareholders & E-voting service provider is Link Intime.

In case shareholders/ members holding securities in physical mode/ Institutional shareholders have any queries regarding e- voting, they may refer the Frequently Asked Questions ('FAQs') and InstaVote e-Voting manual available at https://instavote.linkintime.co.in, under Help section or send an email to [email protected] or contact on: -

Tel: 022 –4918 6000 Insta Vote Support Desk Link Intime India Private Limited

General Guidelines for shareholders:

In case of joint holders attending the AGM, only such joint holder(s) who is/are higher in the order of names will be entitled to vote.
Once the vote on a resolution is cast by a Member, the Member shall not be allowed to change it subsequently or cast the vote again.

JASH ENGINEERING LTD.

49th ANNUAL REPORT 2022 - 2023

Subject to receipt of requisite number of votes, the Resolutions proposed in the Notice shall be deemed to be passed on the date of the AGM i.e. Friday, 29th September, 2023.
Any person holding shares in physical form and non-individual shareholders, who acquires shares of the Company and becomes a Member of the Company after dispatch of this notice and holds shares as of the cut-off date i.e. 22nd September, 2023, may obtain the login id and password by sending a request at [email protected] or
[email protected] by mentioning their Folio No./ DP ID and Client ID
Shareholders holding multiple folios/ demat account shall choose the voting process separately for each of the folios/ demat account.

23. Instructions for attending the Annual General Meeting through InstaMeet:

Open the internet browser and launch the URL: https://instameet.linkintime.co.in & Click on “Login”
Select the “Company” and 'Event Date' and register with your following details: -
A. Demat Account No. or Folio No: Enter your 16 digit Demat Account No. or Folio No
- l Shareholders/ members holding shares in CDSL demat account shall provide 16 Digit Beneciary ID
- l Shareholders/ members holding shares in NSDL demat account shall provide 8 Character DP ID followed by 8 Digit Client ID
- l Shareholders/ members holding shares in physical form shall provide Folio Number registered with the Company
B. PAN: Enter your 10-digit Permanent Account Number (PAN) (Members who have not updated their PAN with the Depository Participant (DP)/Company shall use the sequence number provided to you, if applicable.
C. Mobile No.: Enter your mobile number.
D. Email ID: Enter your email id, as recorded with your DP/Company.

▶ Click “Go to Meeting” (You are now registered for InstaMeet and your attendance is marked for the meeting).

Instructions for Shareholders/ Members to Speak during the Annual General Meeting through InstaMeet:

Shareholders who would like to speak during the meeting must register their request mentioning their name, demat account number/folio number, email id, mobile number with the Company at e-mail from Thursday, 21st September, 2023 [email protected] / [email protected] to Monday 25th September, 2023.
Shareholders will get conrmation on rst cum rst basis depending upon the provision made by the client.
Shareholders will receive “ speaking serial number ” once they mark attendance for the meeting.
Other shareholder may ask questions to the panelist, via active chat-board during the meeting.
Please remember speaking serial number and start your conversation with panelist by switching on video mode and audio of your device.

Shareholders are requested to speak only when moderator of the meeting/ management will announce the name and serial number for speaking.

Instructions for Shareholders/ Members to Vote during the Annual General Meeting through InstaMeet:

Once the electronic voting is activated by the scrutinizer/ moderator during the meeting, shareholders/ members who have not exercised their vote through the remote e-voting can cast the vote as under:

On the Shareholders VC page, click on the link for e-Voting “Cast your vote”
Enter your 16 digit Demat Account No. / Folio No. and OTP (received on the registered mobile number/ registered email Id) received during registration for InstaMEET and click on 'Submit'.
After successful login, you will see “Resolution Description” and against the same the option “Favour/ Against” for voting.
Cast your vote by selecting appropriate option i.e. “Favour/Against” as desired. Enter the number of shares (which represents no. of votes) as on the cut-off date under 'Favour/Against' .

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49th ANNUAL REPORT 2022 - 2023

After selecting the appropriate option i.e. Favour/Against as desired and you have decided to vote, click on “Save”. A conrmation box will be displayed. If you wish to conrm your vote, click on “Conrm” , else to change your vote, click on “Back” and accordingly modify your vote.
Once you conrm your vote on the resolution, you will not be allowed to modify or change your vote subsequently.

Note: Shareholders/ Members, who will be present in the Annual General Meeting through InstaMeet facility and have not casted their vote on the Resolutions through remote e-Voting and are otherwise not barred from doing so, shall be eligible to vote through e-Voting facility during the meeting. Shareholders/ Members who have voted through Remote e-Voting prior to the Annual General Meeting will be eligible to attend/ participate in the Annual General Meeting through InstaMeet. However, they will not be eligible to vote again during the meeting.

Shareholders/ Members are encouraged to join the Meeting through Tablets/ Laptops connected through broadband for better experience.

Shareholders/ Members are required to use Internet with a good speed (preferably 2 MBPS download stream) to avoid any disturbance during the meeting.

Please note that Shareholders/ Members connecting from Mobile Devices or Tablets or through Laptops connecting via Mobile Hotspot may experience Audio/Visual loss due to uctuation in their network. It is therefore recommended to use stable Wi-FI or LAN connection to mitigate any kind of aforesaid glitches.

In case shareholders/ members have any queries regarding login/ e-voting, they may send an email to [email protected] or contact on:- Tel: 022-49186175

Tel: 022-49186175

InstaMeet Support Desk Link Intime India Private Limited

The Board has appointed Mr. Ankit Joshi, Practicing Company Secretaries, as the Scrutinizer to scrutinize the voting during the AGM and remote e-voting process in a fair and transparent manner. The results declared along with the Scrutinizer's Report, will be placed on the website of the Company www.jashindia.com and on the website of https://instavote.linkintime.co.in immediately after the declaration of results by the Chairman or a person authorised by him in writing. The results shall also be immediately forwarded to the Stock Exchanges where the Company's shares are listed viz., National Stock Exchange of India Limited. The results shall also be displayed on the notice board at the Registered Ofce of the Company.

By order of the Board Jash Engineering Limited

Date: 14th August 2023 Place: Indore

Sd/Tushar Kharpade Company Secretary & Compliance Ofcer

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49th ANNUAL REPORT 2022 - 2023

ANNEXURE TO THE NOTICE

EXPLANATORY STATEMENT PURSUANT TO SECTION 102 OF THE COMPANIES ACT, 2013

Item No. 4

Pursuant to Section 188 of the Companies Act, 2013 for entering related party transactions as mentioned in this section, the ordinary resolution is required to be passed by members in the meeting subjected to the prescribed share capital or Turnover. The list of such proposed transactions which are to be considered for approval of the members at the upcoming AGM is as per Enclosure II of this Notice & Agenda.

Since your company attracts this section and rules thereon, board of directors proposes this resolution for member's approval.

None of the Directors and Key Managerial Personnel of the Company except Mr. Pratik Patel (DIN: 00780920), Mr. Suresh Patel (DIN: 00012072), Mr. Rahul Patel (DIN: 09201061), or their relatives are concerned or interested in the said resolution save and except to the extent contracts or arrangements will pertain to related parties.

Item No. 5

The Board, on the recommendation of the Audit Committee, has approved the appointment and remuneration of the Cost Auditors to conduct the audit of the cost records of the Company for all its existing manufacturing units for manufacture of Steel Products and Machinery and Mechanical appliances during the nancial year ending March 31, 2023 as per the following details:

Sr. No.	Name of Cost Auditor	Audit Fees (INR)
1.	M/s. M.P. Turakhia & Associates	75,000/- plus Out of Pocket Expenses

In accordance with the provisions of Section 148 of the Act read with the Companies (Audit and Auditors) Rules, 2014 the remuneration payable to the Cost Auditors has to be ratied by the shareholders of the Company.

Accordingly, consent of the members is sought for passing an Ordinary Resolution as set out at item no. 5 of the Notice for ratication of the remuneration payable to the Cost Auditors for the nancial year ending 31st March, 2024. Hence, your Directors recommend the above resolution for approval of the Shareholders as an Ordinary Resolution.

None of the Directors or Key Managerial Personnel of the Company or their relatives are concerned or interested in the proposed resolution.

Item No. 6

In terms of the provisions of Section 149 of the Companies Act, 2013 and Rules framed thereunder, the Shareholders of the Company at their Annual General Meeting held on 13th August, 2018 had appointed Mr. Vishwapati Trivedi (DIN 00158435 ) as Independent Director of the Company, for a period of 5 (Five) years upto 12th August, 2023, not liable to retire by rotation.

The Board of Directors and Nomination and Remuneration Committee, considering the expertise, experience and contribution made by him and based on his performance evaluation, approved his re-appointment as Independent Director for a second term of 2 consecutive (Two) years effective 13th August, 2023 till 12th August, 2025 subject to the approval of Shareholders at this Annual General Meeting.

The Company has received the following documents in relation to his appointment;

1) Notice in writing in terms of Section 160 of the Companies Act, 2013;
2) Consent to act as director of the Company, in the stipulated form DIR-2;
3) Disclosure in terms of Section 164 of the Companies Act, 2013, in form DIR-8, stating that his is not disqualied for holding ofce of Director in the Company, if appointed as Independent Director;
4) Declaration stating that he is not debarred/ restrained for being re-appointed or for holding the ofce of director in the Company by virtue of any order issued by SEBI or any other competent authority.

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49th ANNUAL REPORT 2022 - 2023

5) Declarations that he meets the criteria of Independence prescribed under sub-section (6) of Section 149 of the Companies Act, 2013 and Rules framed thereunder, read with Schedule IV of the Companies Act, 2013 and the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements), Regulations, 2015, as amended and has also conrmed that he is the registered member of Independent Director databank maintained by Indian Institute of Corporate Affairs (IICA). In the opinion of the Nomination and Remuneration Committee and the Board, Mr. Vishwapati Trivedi (DIN 00158435) is Independent of the Management of the Company.

Brief prole and other details, in compliance with the Regulation 36 (3) of SEBI (Listing Obligations and Disclosure Requirements) Regulation, 2015, as amended and secretarial standard issued by Institute of Company Secretaries of India, are given in Enclosure I.

The Members are, therefore, requested to grant their approval by way of passing Special Resolutions for the reappointment of Mr. Vishwapati Trivedi (DIN 00158435) as Non-Executive, Independent Directors of the Company upto 12th August, 2025, not liable to retire by rotation.

None of the Directors or Key Managerial Personnel of the Company or their relatives are concerned or interested in the proposed resolution except Mr. Vishwapati Trivedi.

The Board of Directors recommend the Special Resolutions set forth in Item No. 6 of the Notice for approval of the Members.

By order of the Board Jash Engineering Limited

Date: 14th August 2023 Place: Indore

Sd/Tushar Kharpade Company Secretary & Compliance Ofcer

JASH ENGINEERING LTD.

49th ANNUAL REPORT 2022 - 2023

Enclosure I to Notice of AGM 2023

BRIEF PROFILE AND PARTICULARS OF THE DIRECTORS SEEKING APPOINTMENT/ RE-APPOINTMENT IN THE ENSUING ANNUAL GENERAL MEETING

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PHD in Internaitonal Finance and Trade, M.Sc. in Economics, LLB

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JASH ENGINEERING LTD.

49th ANNUAL REPORT 2022 - 2023

No. 2023-24

JASH ENGINEERING LTD.

49th ANNUAL REPORT 2022 - 2023

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JASH ENGINEERING LTD.

49th ANNUAL REPORT 2022 - 2023

FORM NO. MGT- 11

PROXY FORM

[Pursuant to Section 105(6) of the Companies Act, 2013 and Rule 19(3)

of the Companies (Management and Administration) Rules, 2014]

CIN : L28910MP1973PLC001226

Name of company : JASH ENGINEERING LIMITED Registered office : Plot No. 31, C-Sector, Sanwer Road, Industrial Area, Indore-452 015 (M.P.) INDIA

Name of the member(s):

Registered address:

E-mail Id ~~:~~

Folio No/ Client Id:

DP ID:

I/We, being the member (s) of......................................................................................................... shares of the above named company, hereby appoint

1. Name: ............................................................................................................................................................................. Address: ......................................................................................................................................................................... E-mail Id: ........................................................................................................................................................................ Signature: .......................................................................................................................................................................

or failing him

2. Name: ............................................................................................................................................................................. Address: ......................................................................................................................................................................... E-mail Id: ........................................................................................................................................................................ Signature: ....................................................................................................................................................................... or failing him 3. Name: ............................................................................................................................................................................. Address: ......................................................................................................................................................................... E-mail Id: ........................................................................................................................................................................ Signature: .......................................................................................................................................................................

as my/our proxy to attend and vote (on a poll) for me/us and on my/our behalf at the 49th Annual General Meeting of the Company, to be held on the Friday, 29th September, 2023 at 10.00 a.m. at Plot No. 31, C-Sector, Sanwer Road, Industrial Area, Indore-452 015 (M.P.) INDIA and at any adjournment thereof in respect of such resolutions as are indicated below:

JASH ENGINEERING LTD.

49th ANNUAL REPORT 2022 - 2023

I wish my above Proxy to vote in the manner as indicated in the box below:

Sr. No.	Resolutions	For	Against
	ORDINARY BUSINESS
1.	The Audited nancial statement (Standalone & Consolidated) of the Company ending 31st March, 2023, for the nancial year
2.	To consider and declare Final Dividend of 60% on the face value of equity shares for the year 2022-23
3.	To consider re-appointment of Mr. Axel Schutte (DIN: 02591276) as a Director who retires by rotation and, being eligible, offers himself for re- election
	SPECIAL BUSINESS
4.	To consider and, if thought t to pass with or without modication(s), the following resolution for the approval of Related Party Transactions as an Ordinary Resolution
5.	To consider and if, thought t to pass with or without modication(s), the following resolution for ratifying the remuneration of Cost Auditor of the Company as an Ordinary Resolution
6.	To Re -appoint Mr. Vishwapati Trivedi (DIN: 00158435) as an Independent Director of the Company

Signed this ..........…… day of ......……… 2023

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Affix
Revenue
Stamp
of Rs. 1
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Signature of shareholder

Signature of Proxy holder(s)

Note:

This form of proxy in order to be effective should be duly completed, signed, stamped and deposited at the Registered Office of the Company, not less than 48 hours before the commencement of the Meeting.
As provided under regulation 44 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, shareholder may vote either for or against each resolution.

JASH ENGINEERING LTD.

49th ANNUAL REPORT 2022 - 2023

JASH ENGINEERING LIMITED

CIN: L28910MP1973PLC001226

Regd. Ofce: Plot No. 31, C-Sector, Sanwer Road, Industrial Area, Indore-452 015 (M.P.) INDIA

49th Annual General Meeting ATTENDANCE SLIP (To be presented at the entrance)

ANNUAL GENERAL MEETING ON FRIDAY, 29th SEPTEMBER, 2023

Registered Folio No/ Client Id No ........................................................................................................................................... Full Name of Member (in BLOCK LETTERS) ........................................................................................................................ No. of Shares held .................................................................................................................................................................

I/We certify that I/We am/are registered shareholder/ proxy for the registered shareholder of the Company.

I/We hereby record my/our presence at the 49th Annual General Meeting of the Company at Plot No. 31, Sector-C, Sanwer Road, Industrial Area, Indore-452 015 (M.P.) INDIA on Friday, 29th September, 2023.

(Member) (proxy's Signature)

(Name in BLOCK LETTERS, if signed by Member) (Name in BLOCK LETTERS, if signed by proxy)

Note:

1. Shareholders / proxy holders are requested to bring the attendance Slips with them when they come to the meeting and hand over them at the entrance after afxing their signatures on them.

2. If it is intended to appoint a proxy, the form of proxy should be completed and deposited at the Registered Ofce of the Company at least 48 hours before the Meeting.

3. Electronic copy of the Annual Report for 2022-23 and Notice of Annual General Meeting (AGM) along with attendance slip and proxy form is being sent to all the members whose email address is registered with the Company/Depository Participant unless any member has requested for a hard copy of the same. Members receiving electronic copy and attending the AGM can print copy of this Attendance Slip.

Map For AGM Venue

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Kriti Indane Gaurav
Gas Agency Restaurant
Modern Towards Ujjain
Chouraha
Bhairav
Banganga Railway Temple Sanver Road Industrial Area Sector ‘C’
Over Bridge
Prem
Jash Engineering Ltd.Plot No. 31, Sector ‘C’, Textile
Sanver Road
Industrial Area Girnar
Engineers
Malav Feeds & Fertilizers
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JASH ENGINEERING LTD.

49th ANNUAL REPORT 2022 - 2023

DIRECTORS' REPORT

To, The Members of JASH ENGINEERING LIMITED

Your Directors have pleasure in presenting the 49 Directors' Report of your Company together with the Audited Statement of Accounts and the Auditors' Report of your company for the nancial year ended 31st March, 2023.

1. FINANCIAL HIGHLIGHTS

The nancial statements of the Company are in accordance with the Indian Accounting Standard – IND AS and as per the provision of Section 133 of the Companies Act, 2013 (the 'Act') read with Companies (Accounts) Rules, 2014 and amendments thereof. The standalone and consolidated nancial highlights of the Company for the nancial year ended March 31st, 2023 are summarized below:

(Rs in Lacs)

st March 31 , 2023 are summarized below:			(Rs in Lacs)	(Rs in Lacs)
	Standalone		Consolidated
Particulars	2022-23	2021-22	2022-23	2021-22
Total Income	28097.32	26447.83	41520.77	37361.93
Expenditure other than nancial charges and depreciation	21770.33	22198.03	33813.67	32073.86
Gross Prot before Interest, Depreciation & Taxes	6326.99	4249.80	7707.1	5288.07
Less: Interest & Financial Charges	955.61	826.33	993.06	860.94
Less: Depreciation	695.69	646.33	1064.68	969.16
Less: Earlieryears adjustments	-	-	-	-
Net prot before tax for the year	4675.69	2777.14	5649.36	3457.97
Provisions for tax	594.67	301.17	479.24	240.15
Net Prot after Tax	4081.02	2475.97	5170.12	3217.82
Add : Other Comprehensive Income	(59.91)	10.95	312.49	2.68
Total Comprehensive Income	4021.11	2486.92	5482.61	3220.50
No. of Equity Shares	12029958	11941328	12029958	11941328
Equity Shares held In ESOP Trust	-	-	-	-
Earnings Per Share*	34.15	20.84	43.27	27.09
Diluted EPS	33.61	20.54	42.58	26.70

*EPS has been derived based on weighted average number of shares

2. STATE OF AFFAIRS OF THE COMPANY:

A. BUSINESS ACTIVITIES OF THE COMPANY

Your company is involved in the business of design and manufacture of a wide range of equipment for Water Intake Systems, Water and Waste Water Pumping Stations and Treatment Plants, Storm Water Pumping Stations, Water Transmission Lines, Power, Steel, Cement, Paper & Pulp, Petrochemicals, Chemical, Fertilizers and other process plants. These equipment are Water control gates, Mechanized screening systems, Screening conveying and washing systems, Knife gate valves, Water hammer control valves, Energy dissipating valves, Archimedes screw pumps, Micro hydro turbines, Clariers, Clariocculators, Flash Mixers, Degriters, Aerators, Thickeners, Gravity Decanters, Trickling Filters, Digester Mixers, DAF Units , Bulk Solid handling valves, Disc Filters and Air Vessels.

Your company offers a single stop solution under one roof including Design, Casting, Machining, Fabrication, Assembly & Testing and provides the most varied range of these products in largest possible sizes. To ensure this, the company is continuously investing in its manufacturing capability as well as in development of new products & technologies either on its own or through collaboration with suitable technology partners and leaders in the trade.

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49th ANNUAL REPORT 2022 - 2023

The company is a market leader in India for most of the products that it manufactures and is also among the rst 5 in the world in the Water control gates business. Various brands belonging to the company and its subsidiaries are approved and registered in most of the countries and this ensures availability of wide export market for the company. Over 50% of company revenue comes from sales outside India and the company aims to increase this to nearly 65% in next 2 years' time so as to become a truly Indian Multinational company with majority of revenue coming from outside India.

B. YEAR IN RETROSPECT

(I) STANDALONE PERFORMANCE

In the nancial year 2022-23, the company achieved signicant growth in its consolidated income as well as prot. The consolidated total income of the company for the year at Rs. 41,520.77 lacs (Rs. 4,152.07 million) shows a growth of approximately 11.13 % over the previous year total income of Rs. 37,361.93 lacs (Rs. 3,736.19 million). The consolidated net prot of the Company for the year is Rs. 5,170.12 lacs (Rs. 517.01 million) as compared to previous year net prot of Rs. 3217.82 lacs (Rs. 321.78 million), showing a robust growth of approximately 60.67% over the previous year. In the FY 202223, the US subsidiary has also achieved signicant prots as compared to last nancial year. Continuous increase in protability of US subsidiary will boost the net prots at the consolidated level in the coming years.

In the nancial year 2022-23, the company achieved moderate growth in its standalone total income. The standalone total income of the Company for the year at Rs. 28,097.32 lacs (Rs. 2,809.73 million) shows a growth of approximately 6.24% over the previous year total income of Rs. 26,447.83 lacs (Rs. 2,644.78 million). The standalone net prot of the Company for the year is Rs. 4,081.02 lacs (Rs. 408.10 million) as compared to previous year net prot of Rs. 2,475.97 lacs (Rs. 247.59 million), showing a signicant growth of approximately 64.82% over the previous year.

The standalone domestic revenue and other income of the Company for the year at Rs. 17,627.28 lacs (Rs. 1,762.73million) shows a growth of 5% over the previous year revenue and other income of Rs. 16,757.22 lacs (Rs. 1,675.72 million). The standalone export revenue and other income of the Company during the year at Rs. 10506.56 lacs (Rs.1050.65 million) as compared to previous year revenue and other income of Rs. 9,690.61 lacs (Rs.969.06 million) shows an increase of 8.4 % over the previous year.

(II) SUBSIDIARIES PERFORMANCE

a) SHIVPAD ENGINEERS PVT. LTD., INDIA

Shivpad Engineers Pvt. Ltd. is a wholly owned subsidiary of the Company, operating in Ambattur Industrial Estate, Chennai – 600058. Tamilnadu, India. It is engaged in Design, Manufacture and Supply of treatment process equipment for Water Treatment, Waste Water Treatment and Sewage Treatment Plants and also Chemical process Industry equipment related to solid - liquid separation viz., Milk of Lime preparation plant equipment, Multi-deck Clariers, Rake & Screw Classiers and other ancillary business.

In the nancial year 2022-23, the company achieved growth in its turnover accompanied with signicant improvement in prot. The total income of the Company for the year at Rs. 2,718.80 lacs (Rs. 271.88 million) shows a growth of approximately 15.03% over the previous year total income of Rs. 2,363.54 lacs (Rs. 236.35 million). The net prot of the Company for the year was Rs. 498.06 lacs (Rs. 49.80 million) as compared to previous year net prot of Rs. 406.33 lacs (Rs. 40.63 million), showing a growth of approximately 22.57% over the previous year.

b) JASH USA INC. / RODNEY HUNT INC., USA

JASH USA INC DBA Rodney Hunt is a wholly owned subsidiary of the Company, operating in Houston, Texas 77036, USA with its manufacturing facility in Orange, Massachusetts. It is engaged in manufacturing wide range of water control gates and equipment for Water Intake Systems, Water and Waste Water Pumping Stations and Treatment Plants, Storm Water Pumping Stations, Water Transmission Lines and for various industries.

In the nancial year 2022-23, the company achieved signicant growth in its turnover accompanied with signicant improvement in prot. The total income of the Company for the year at USD 20.36 million (equivalent to Rs. 16,739.17 lacs / Rs. 1673.91 million) showed a growth of approximately 14.51% over the previous year total income of USD 17.78 million (equivalent to Rs. 14,620.96 lacs / Rs. 1,462.09 million). The net prot of the Company for the year was USD 1.04 million (equivalent to Rs. 859.16 lacs / Rs 85.91 million) as compared to previous year net prot of USD 0.63 million (equivalent to Rs. 523.13 lacs / Rs. 52.31 million) showing an increase of approximately 65.08% over the previous year prot.

Becoming protable augers well for the company since it will help sway the skeptical buyers who were reluctant to place their orders on the company previously due to its poor nancial situation. Also once the company has crossed revenue of USD 20

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49th ANNUAL REPORT 2022 - 2023

million it will now be considered amongst the major player in Water control gates business in North America and the clients will not be easily swayed by competitors giving negative opinion about the stability of the company.

c) ENGINEERING & MANUFACTURING JASH LIMITED, HONGKONG

Engineering & Manufacturing JASH Limited, is a wholly owned marketing subsidiary of the Company operating in Tsimshatsui, Kowloon, Hong Kong. It is engaged in marketing of Screening and Screening conveying equipment manufactured under E&M Jash Brand, a well-established and approved brand with DSD, Hongkong. The company has no employees and its products are made using Mahr Maschinenbau technology while manufacturing is done in Jash Engineering facility at SEZ Pithampur.

In the nancial year 2022-23, the company has reported prot. The total income of the Company for the year was HKD 1,19,603 (equivalent to Rs. 12.52 lacs / Rs. 1.25 million) as against the previous year total income of HKD 111,827 (equivalent to Rs. 11.71 lacs / Rs. 1.17 million). The net prot of the Company for the year was HKD 39,857 (equivalent to Rs. 4.17 lacs / Rs. 0.41 million) as compared to previous year net loss of HKD -77,207 (equivalent to Rs. -8.08 lacs / Rs. -0.80 million).

d) MAHR MASCHINENBAU Ges.m.b.H, AUSTRIA

Mahr Maschinenbau Ges.m.b.H, is a wholly owned subsidiary of the Company operating in Hagenbrunn, Austria. It is now engaged in development of new technology for Screening and Screenings handling equipment and all its manufacturing activities have been closed down.

In the nancial year 2022-23, the company achieved moderate growth in its turnover accompanied with slight reduction in losses. The total income of the Company for the year was EURO 20,000 (equivalent to Rs. 17.92 lacs / Rs. 1.79 million) as against the previous year total income of EURO 12,568 (equivalent to Rs. 11.26 lacs / Rs. 1.12 million). The net loss of the Company for the year was Euro 108,082.16 (equivalent to Rs. 96.85 lacs / Rs. 9.68 million) as compared to previous year net Loss of Euro 120,408 (equivalent to Rs. 107.89 lacs / Rs. 10.78 million).

(iii) NEW ACTIVITIES & DEVELOPMENTS

Construction of a new oor in head ofce building was also started in Jan 2023 and will be ready by end September 2023. Once completed this would accommodate about 40 people in design and marketing and ensure that for next 5 years there would be no need for any additional ofce space.

Construction of a new SS Products assembly plant of approx. 28,000 square feet was started in Unit-2 of Jash Engineering Ltd. in November 2022 and this is expected to be ready for commissioning by end of September 2023.

Improvements in machinery and infrastructure was also carried out in Unit 1, Unit 2 and Unit 3 at Indore and at US facility in Orange to improve efciency and output and reduce outsourcing.

3. PROSPECTS FOR YEAR 2023-

A. DOMESTIC MARKET SITUATION

In recent years, there has been a growing focus on environmental sustainability. As a result, governments around the world, including India, have introduced stringent regulations on waste water treatment to ensure that municipal corporations comply with the standards for wastewater discharge. These regulations specify the permissible limits for various parameters such as chemical oxygen demand (COD), total dissolved solids (TDS), total suspended solids (TSS), and biological oxygen demand (BOD) in industrial wastewater.

Indian Government's continuous focus to provide quality water to every household, high water demand from population explosion and various industries and stringent regulations on wastewater treatment are projected to further propel the expansion of India water and wastewater treatment market which is expected to grow at a CAGR of 10%. Major growth drivers include increasing stringent regulations such as the zero liquid discharge regulation and increased focus on treatment of sewage prior to release into water bodies.

By 2030, India's water demand will be two times greater than availability, signifying catastrophic water scarcity in the country. Long-term demand for reuse of waste water is predicted to increase due to the scarcity of water for industrial and residential use.

To address these issues, government is developing comprehensive water and wastewater treatment infrastructure. Several government schemes like the Atal Mission for Rejuvenation and Urban Transformation, the National Mission for Clean

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49th ANNUAL REPORT 2022 - 2023

Ganga, the Jal Jeevan Mission, and Community Drinking Water Schemes contribute to the expansion of the Indian water and wastewater treatment business.

B. INTERNATIONAL MARKET SITUATION

Demand for water and wastewater treatment is driven by the rapid industrialization and urbanisation of cities around the world along with the increasing need for clean water. Growing awareness of health risks, negative environmental impact and incidence of serious diseases is likely to have a positive impact on the global market for residential as well as industrial water treatment equipment. Moreover, strict manufacturing standards for treated water are expected to promote further expansion of the residential water treatment equipment market. The growing demand for fresh water around the world, particularly in countries such as South Africa, Russia, India, China, and Brazil, is another factor driving demand for water treatment equipment.

C. SALES GROWTH STANDALONE

(i) JASH ENGINEERING LIMITED, INDIA

The total order book position of the Company as on 1st August 2023 (Orders in hand as on 1st April 2023 plus orders received till 31st July 2023 less sales effected till 31st July end 2023) is Rs. 44,576 lacs (Rs. 4457.6 million). Adding orders received from Rodney Hunt, USA and E&M Jash, Hongkong for manufacturing of their products in India, the total order book position becomes Rs. 54,686 lacs (Rs. 5468.6 million). Further orders worth Rs. 1,618 lacs (Rs. 161.8 million) are already negotiated and expected to be received within next two months.

On the basis of the sales achieved till 31st July 2023 of approx. Rs. 5,825 lacs (Rs. 582.5 million), the current order book position and expected order inow, we are looking at overall year on year growth of above 21% in the year 2023-24.

(ii) SHIVPAD ENGINEERS PVT. LTD., INDIA

The total order book position of the Company as on 1st August 2023 (Orders in hand as on 1st April 2023 plus orders received till 31st July 2023 less sales effected till 31st July end 2023) is Rs. 1,675 lacs (Rs. 167.5 million). Further orders worth Rs. 969 lacs (Rs. 96.9 million) are already negotiated and expected to be received within next two months.

On the basis of the sales achieved till 31st July 2023 of Rs. 180 lacs (Rs.18 million), the current order book position and expected order inow, we are looking at overall year on year growth between 5% to 10% in the year 2023-24.

(iii) JASH USA INC. / RODNEY HUNT INC., USA

The total order book position of the Company as on 1st August 2023 (Orders in hand as on 1st April 2023 plus orders received till 31st July 2023 less sales effected till 31st July end 2023) is US$ 44.25 million (Rs. 36,660 lacs / Rs. 3,666 million). Further orders worth approx. US$ 1.24 million (Rs. 1,031 lacs / Rs. 103.1 million) are already negotiated and expected to be received within next two months.

On the basis of the sales achieved till 31st July 2023 of approx. US$ 4.68 million (Rs. 3,880 lacs / Rs.388 million), the current order book position and expected order inow, we are conservatively looking at overall year on year growth between 16 % to 17 % in the year 2023-24.

(iv) ENGINEERING & MANUFACTURING JASH LIMITED, HONGKONG:

No major business activities are carried out at this company.

(v) MAHR MASCHINENBAU Ges.m.b.H, AUSTRIA:

No major business activities are carried out at this company.

D. SALES GROWTH CONSOLIDATED

The consolidated order book position of the Company as on 1st August 2023 (Orders in hand as on 1st April 2023 plus orders

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49th ANNUAL REPORT 2022 - 2023

received till 31st July 2023 less sales effected till 31st July end 2023) is Rs. 82,911 lacs (Rs. 8,291.1 million). Further orders worth Rs. 3,600 lacs (Rs. 360 million) are already negotiated and expected to be received within next two months.

On the basis of the sales achieved till 31st July 2023 of approx. Rs. 9,072 lacs (Rs.907.2 million), the current order book position and expected order inow, we are looking at overall year on year growth of about 20 % in the year 2023-24 on consolidated basis.

4. FUTURE OUTLOOK & PLANS

A. RODNEY HUNT , USA

This year Rodney Hunt is expected to breach USD 25 million revenue and be reckoned as one of the leading company in water control gates business in USA. The company has nally been able to secure nancing options from two banks in USA and will freeze one of the option by the end of 2023. The company also expects to secure bonding in this year. All this would signicantly change its ability to secure larger orders and become the biggest player in this business in north America.

Manpower wise the company is well positioned today and with induction of few more people will be all set to take bigger and better projects. The company plans to establish its second US manufacturing facility in US at Pearland near Houston, Texas. The land for this facility is already acquired and plans for this facility will be prepared by end of 2023. After getting due approvals, the construction of the plant is expected to start sometime in 2024 and the plant will be commissioned in mid 2025.

B. WATERFRONT FLUID CONTROLS LTD., UK

The company has entered into a denitive agreement with Waterfront Fluid Controls Ltd., UK to acquire 80% of its stock. The process of legal , nancial and tax due diligence is on and shall be completed by end of September 2023. Thereafter the process of acquiring the 80% stake will be started and the entire process will be over by January 2024.

Waterfront presently sells products sourced from Jash as well as products made by itself and sourced from others. Jash products contribute upto 30% to its revenue. Upon acquisition of Waterfront we plan to invest in new facilities at Waterfront to enable it manufacture Stainless steel gates for short delivery requirement at its Glasgow facility. We will follow the same format of business on which we operate Rodney Hunt ie produce long term delivery orders in India and short term delivery orders in UK so as to secure most of the orders. All the design and engineering for most of the products will be done in India and only design engineering for HDPE products will be done in Glasgow.

C. CAPITAL INVESTMENT

Major capital investment is already undergoing in Unit 2 and is at an advanced stage of completion. This comprise of making a new plant of about 28,000 sq. feet for assembly of Stainless steel products where current range of screening products and the new product range of Invent products will be manufactured. A cricket turf along with a restaurant is also under construction at Unit 2 which will be given out on lease for operation and the amount derived from the lease will be used for employee engagement activities. The employees will also be able to use the cricket turf facilities for free and get a discount at the restaurant attached with the cricket facility. All these will be commissioned in end September 2023 and will entail and investment of about Rs. 600 lacs ( Rs. 60 million ) in FY 2023-24.

Only minor capital investments amounting to not more than Rs. 300 lacs ( Rs. 30 million ) is required to be done in Unit 1, 3 and 4 with a view to improve plant output and efciency. This includes adding of a oor at the headofce for expanding the design ofce and also accommodate the people of Jash Invent team.

Work on new plant and ofce for Shivpad has been started in August 2023 on a 2 acres plot which was already bought in FY 2022-23. This plant of approx. 45,000 sq feet with an ofce of about 10,000 sq. feet will be built to manufacture fabricated products of Shivpad. The total investment on the entire facility is expected to be around Rs. 1700 lacs ( Rs. 170 million ) out of which Rs.750 lacs (Rs.75 million ). This facility will be commissioned by mid 2024.

D. NEW PRODUCT ADDITION / DEVELOPMENT

The company has a policy of adding new products every year with a view to improve its product portfolio and maintain its leadership position in India. Last year the company brought few products to commercial production stage and will work on establishing these products in the Indian market in the current nancial year. Details of new products under development is given hereunder -

JASH ENGINEERING LTD.

49th ANNUAL REPORT 2022 - 2023

(I) DISC FILTERS – NEW DESIGN :

Work on indigenous development of Filter panels for Disc lters of the old design which are currently imported and are a major cost element in a Disc Filter machine is at an advance stage. We expect to have locally manufactured lter panels by early September 2023. With this we will achieve over 95% indegenisation enabling us to become competitive in the Indian market.

However on the basis of feedback given by Jash to Invent, Invent has now done initial design development on reducing the head loss and increasing the throughput of machine by 40-60%. This new version of the machine will be entirely developed in India. The rst prototype of the machine will be developed by end of 2023 / early 2024 and we expect to take this design in to commercial production by mid 2024. If this machine stands good to its designed parameters then this will make us reasonably competitive and also open up the possibility that Invent would switch over to this design and rely on the company to supply this new version to Invent for its requirement.

(ii) BLADDER TYPE AIR VESSELS:

The company has decided to develop Bladder type air vessel to enhance its portfolio of water hammer control products. With this development the company would be able to offer 3 different solutions for water hammer control comprising of Zero Velocity & Air Cushion valves, Air vessels and Bladder type Air vessels.

The company has received the rst order for bladder type air vessel for the city of Varanasi and the same will be manufactured by November 2023. Successful execution of this order will enable the company to enter into this product segment and achieve potential business of over Rs. 500 lacs ( Rs. 50 million ) in the coming years.

(iii) AGITATORS AND MIXERS

The agreement with Invent for a 50-50% JV company was signed in February 2023 and a new company, Jash Invent Pvt. Ltd., India will be formed by September 2023. The products will be made by Jash Engineering Ltd. and marketed and sold by the JV company.

A road show to introduce these products in India was arranged in mid-April 2023 wherein clients in Delhi, Surat, Chennai, Bangalore, Mumbai were visited by Jash and Invent marketing team. Based on the feedback received from them we are expecting good response to these products when these are made indigenously in a cost effective manner.

A new team to help in manufacturing and marketing of these products will be formed and put in place by December 2023. Indigenous production of these products is expected to be commenced by mid 2024.

5. OCCUPATION HEALTH & SAFETY (OH&S):

Your company involved in an initiative which results to positive engagement of personnel on the plant at every level with regard to safety, two key areas of focus were identied, namely facility Management for the employees and Equipment, Tools & Material Management. The Facility management initiative was implemented to ensure adequate welfare facilities for labor such as washrooms with bathing facilities, rest rooms, availability of drinking water etc. The Equipment, Tools & Material Management Program ensured that the tools used by them were safe. The process of screening was aligned with the Company's objectives to ensure 'Zero Harm'. The Company has complied with all applicable environmental and labor laws .

6. SUBSIDIARY, ASSOCIATE AND JOINT VENTURE OF THE COMPANY:

As on 31st March, 2023 your Company having following companies wholly owned subsidiaries. Further, your company is not a subsidiary, associate or joint venture of any other company during the period under review: -

S. No.	Name of the Company	Status as on 1st April, 2022	Any change in status	Status as on 31st March, 2023
1	Shivpad Engineers Pvt. Ltd.	Wholly Owned Subsidiary	-	Wholly Owned Subsidiary
2	Jash USA Inc. USA - Rodney Hunt Inc. USA (SDS of Jash USA Inc. USA)	Wholly Owned Subsidiary	-	Wholly Owned Subsidiary
3	Mahr Maschinenbau Ges. mbH	Wholly Owned Subsidiary	-	Wholly Owned Subsidiary
4	Engineering and Manufacturing Jash Limited	Wholly Owned Subsidiary	-	Wholly Owned Subsidiary

JASH ENGINEERING LTD.

49th ANNUAL REPORT 2022 - 2023

Pursuant to the provisions of Section 129(3) of the Companies Act, 2013, your Company has prepared Consolidated Financial Statements of your Company which is forming part of this Annual Report. Further, a Statement containing salient features of nancial information of the wholly owned subsidiaries is disclosed in the prescribed format AOC-1, pursuant to Section 129(3) of the Companies Act, 2013 read with the Companies (Accounts) Rules, 2014, is annexed to this Report as Annexure-A.

In accordance with Section 129(3) of the Act and Indian Accounting Standard (IND As)-110 on Consolidated Financial Reporting, the Company has prepared its Consolidated Financial Statement along with all its subsidiaries, in the same form and manner, as that of the Company, which shall be laid before its ensuing AGM along with its Standalone Financial Statement. The Consolidated Financial Statements of the Company along with its subsidiaries, for the year ended 31st March, 2023, forms part of this Annual Report.

In accordance with the provisions of Section 136 of the Companies Act, 2013, the Audited Financial Statements, the Consolidated Financial Statements and the related information of the Company and the Audited Accounts of the Subsidiary Company, are available on our website i.e. www.jashindia.com

7. MANAGEMENT'S DISCUSSION AND ANALYSIS REPORT:

Management Discussion and Analysis forms an integral part of this report and is annexed as Annexure- B which gives details of the overall industry structure, economic developments, performance and state of affairs of the Company's various businesses.

8. DIVIDEND:

Board of Directors of the Company, on its meeting held on 23.05.2023 recommended, subject to approval of shareholders, a nal dividend of 60% on Face Value of fully paid up Shares i.e. Rs. 6.00 per fully paid-up equity share of Rs. 10/- each (which includes Rs. 2.00 per share as a special dividend as company is celebrating its 50th anniversary this year), aggregating to Rs. 7,21,79,748/- (Rs. Seven Crore Twenty-One Lacs Seventy-Nine Thousand Seven Hundred Forty-Eight Only) as nal dividend for the nancial year 2022-23.

9. SHARE CAPITAL:

During the year under review, there were changes in the Paid-up share capital of the Company due to allotment of 88,630 Equity shares to the eligible employee of Company, under “Jash Engineering Employee Stock Option Scheme 2019” (JASH ESOP Scheme 2019) . The brief details of paid up Equity Share Capital of the Company on year end are as follows:

Particulars	As at 31st March 2022	As at 31st March 2022	Increase in Paid up Share Capital	Increase in Paid up Share Capital	As at 31st March 2023	As at 31st March 2023
	Number of Shares	(Rs.)	Number of Shares	(Rs.)	Number of Shares	(Rs.)
Paid up Equity Share Capital of Rs. 10 each	1,19,41,328	11,94,13,280/-	88,630	8,86,300/-	1,20,29,958	12,02,99,580/-

10. TRANSFER TO RESERVES:

For the Financial year ended 31st March, 2023, Your Company has not transferred any amount to General Reserve out of prot available for appropriation.

11. BOARD OF DIRECTORS

A. COMPOSITION OF BOARD OF DIRECTOR AND KEY MANAGERIAL PERSONNEL

In compliance with the provisions of Sections 149, 152 read with Schedule IV and all other applicable provisions of the Companies Act, 2013 and the Companies (Appointment and Qualication of Directors) Rules, 2014 (including any statutory modication(s) or reenactment thereof for the time being in force) and SEBI (LODR) Regulation 2015, the composition of Board of Directors and Key Managerial Personnel are as follows: -

JASH ENGINEERING LTD.

49th ANNUAL REPORT 2022 - 2023

Sr. No.	Name of the Director	DIN	Designation
1.	Mr. Pratik Patel	00780920	Chairman & ManagingDirector
2.	Mr. Suresh Patel	00012072	Executive Director
3.	Mr. Axel Schutte	02591276	Non-Executive Director
4.	Mr. BrijMohan Maheshwari	00022080	Independent Director
5.	Mr. Rahul Patel*	09201061	Non-Executive Director
6.	Ms. Sunita Kishnani	06924681	Independent Director
7.	Mr. Durgalal Tuljaram Manwani	07114081	Independent Director
8.	Mr. Vishwapati Trivedi	00158435	Independent Director
9.	Mr. Sunil Kumar Choksi**	00155078	Independent Director

*During the year under review Mr. Rahul Patel appointed as Non-Executive Director of the Company with effect from 14th November, 2022. ** During the year under review Mr. Sunil Kumar Choksi ceased to be as Independent Director of the Company with effect from 24th August, 2022.

B. BOARD INDEPENDENCE

Our denition of 'Independence' of Directors or Regulation is derived from Regulation 16 of SEBI (LODR) Regulations, 2015 and Section 149(6) of the Companies Act, 2013. The Company comprised total 8 directors as on 31st March 2023 in the Board out of them the following directors are independent directors;

Mr. Durgalal Tuljaram Manwani
Mr. Brij Mohan Maheshwari
Ms. Sunita Kishnani
Mr. Vishwapati Trivedi

C. DECLARATION AND RE-APPOINTMENT OF INDEPENDENT DIRECTORS

All the Independent Directors have given their declaration of Independence stating that they meet the criteria of independence as prescribed under section 149(6) of the Companies Act, 2013. Further that the Board is of the opinion that all the independent directors fulll the criteria as laid down under the Companies Act, 2013 and the SEBI (LODR) Regulations, 2015 during the year 2022-23. Further, as per provisions of the Companies Act, 2013, Independent Directors were appointed for a term of 5 (ve) consecutive years and shall be eligible for re-appointment on ending of respective term by passing of a special resolution by the Company and shall not be liable to retire by rotation.

In accordance with the present term of following Independent Director which is being ended on 12.08.2023 and the Board considered and approved the reappointment for next 2 yrs. w.e.f. 13th August 2023 through circular resolution approved by the majority of directors on 08.08.2023, subject to approval of the shareholders in 49th Annual General Meeting of the company.

Mr. Vishwapati Trivedi

D. DIRECTORS LIABLE TO RETIRE BY ROTATAION SEEKING RE-APPOINTMENT

Mr. Axel Schutte (DIN: 02591276) Directors of the company are liable to retire by rotation at the ensuing annual general meeting and being eligible offers themselves for re-appointment. Your directors recommend passing necessary resolution as proposed in the Item No. 3 of the Notice.

T he Company also consists of the following Key Managerial Personnel:

Mr. Dharmendra Jain CFO 2. Mr. Tushar Kharpade Company Secretary

E. CHANGES IN DIRECTORS AND KEY MANAGERIAL PERSONNEL

During the year under review Mr. Rahul Patel is being appointed as Non-Executive Director of the Company with effect from 14th November, 2022.
During the year under review Mr. Sunil Kumar Choksi ceased to be as Independent Director of the Company with effect from 24th August, 2022.

JASH ENGINEERING LTD.

49th ANNUAL REPORT 2022 - 2023

12. MEETINGS OF THE BOARD

The Board meets at regular intervals to discuss and decide on Company/business policy and strategy apart from other Board business. Six meetings of the Board were held during the year under review. For details of meetings of the Board, please refer to the Corporate Governance Report, which is a part of this report.

13. COMMITTEES OF THE BOARD

Your Company has constituted the Committee(s) as mandated under the provisions of the Act and Listing Regulations.

Currently, there are Six committees of the Board, namely:

Audit Committee
Nomination and Remuneration Committee
Stakeholders' Relationship Committee:
Corporate Social Responsibility Committee
Executive & Borrowing Committee
Risk Management Committee

The details of Board Committees are prescribed in Corporate Governance Report is annexed as Annexure-C of Board Report.

14. COMPANY'S POLICY ON DIRECTOR'S APPOINTMENT, REMUNERATION AND BOARD EVALUATION

The Policy of the Company on Directors' appointment and remuneration including criteria for determining qualications, positive attributes, independence of a Director and other matters provided under section 178(3), is annexed with the Report as Annexure-D and is uploaded on company's website www.jashindia.com

15. BOARD EVALUATION

Our Company has conducted an Annual Performance Evaluation for all Board Members as well as the working of the Board and its Committees. This evaluation was led with specic focus on performance and effective functioning of the Board. The Board evaluation framework has been designed in compliance with the requirements under the Companies Act, 2013 and the Listing Regulations. In a separate meeting of Independent Directors, performance of Non-Independent Directors, performance of the Board as a whole was evaluated, taking into account the views of the Executive Directors and NonExecutive Directors. The same was discussed in the Board Meeting that followed the meeting of the Independent Directors, at which the performance of the Board, its committees and individual Directors was also discussed.

The following are some of the broad issues that are considered in performance evaluation:

Evaluation of the Board was based on criteria such as composition and role of the Board, Board communication and relationships, functioning of Board Committees, review of performance of Executive Directors, succession planning, strategic planning etc.
Evaluation of Committees was based on criteria such as adequate independence of each Committee, frequency of meetings and time allocated for discussions at meetings, functioning of Board Committees and effectiveness of its advice/recommendation to the Board etc.
Evaluation of Directors was based on criteria such as participation and contribution in Board and Committee meetings, representation of shareholders interest and enhancing shareholding value, experience and expertise to provide feedback and guidance to top management on business strategy, governance, risk and understanding of the organization's strategy etc.

The outcome of the Board Evaluation for the nancial year 2022-23 was discussed by the Board and on the basis of such discussion Board analysis the result of actions taken by Board for improving Board effectiveness based on feedback received in the previous year. Further, the Board also noted areas on which Board requires more focus for the future Board efciency.

CODE OF CONDUCT:

Regulation 17(5) of the SEBI (LODR) Regulations, 2015 requires listed companies to lay down a Code of Conduct for its directors and senior management, incorporating duties of directors as laid down in the Companies Act, 2013. The Company has adopted a Code of Conduct for all Directors and Senior Management of the Company and same has been hosted on the website of the company www.jashindia.com

JASH ENGINEERING LTD.

49th ANNUAL REPORT 2022 - 2023

16. DIRECTOR'S RESPONSIBILITY STATEMENT:

Pursuant to Section 134(5) of the Companies Act, 2013, the board of directors, to the best of their knowledge and ability, conrm that:

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a. In the preparation of the annual accounts for the year ended March 31 , 2023, the applicable accounting standards read with requirements set out under Schedule III to the Act, have been followed and there are no material departures from the same;
b. The Directors have selected such accounting policies and applied them consistently and made judgments and estimates that are reasonable and prudent so as to give a true and fair view of the state of affairs of the Company as at March 31st, 2023 and of the prot of the Company for the year ended on that date;
c. The Directors have taken proper and sufcient care for the maintenance of adequate accounting records in accordance with the provisions of the Act for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities;
d. The Directors have prepared the annual accounts on a 'going concern' basis;
e. The Directors have laid down internal nancial controls to be followed by the Company and that such internal nancial controls are adequate and are operating effectively; and
f. The Directors have devised proper systems to ensure compliance with the provisions of all applicable laws and that such systems are adequate and operating effectively.

17. INTERNAL CONTROL

Given the nature of business and size of operations, Your Company's Internal Control System has been designed to provide for:

Accurate recording of transactions with internal checks and prompt reporting.
Adherence to applicable Accounting Standards and Policies.
Compliance with applicable statutes, policies and management policies and procedures.
Effective use of resources and safeguarding of assets.

The Internal Control System provides for well documented policies/guidelines, authorizations and approval procedures. Your Company, through its Internal Auditors M/s. Mahesh C Solanki & Co, Chartered Accountants, engaged as Internal auditors for the nancial year 2022-23 carried out periodic audits at all locations and functions based on the plan approved by the Audit Committee and brought out any deviation to Internal Control procedures. The observations arising out of the audit are periodically reviewed and compliance ensured.

The summary of the Internal Audit observations and status of implementation are submitted to the Audit Committee. The status of implementation of the recommendations is reviewed by the Audit Committee on a regular basis and concerns, if any, are reported to the Board.

Your Company, as per the requirement of the Section 143 (3) (i) has carried out extensive testing of the internal nancial controls in the Company which has also been duly audited by the Statutory Auditors of the Company and which have been found to be adequate and satisfactory.

18. CORPORATE GOVERNANCE REPORT:

Your company continues to place greater emphasis on managing its affairs with diligence, transparency, responsibility and accountability and is committed to adopting and adhering to best corporate governance practices.

The Company has a strong legacy of fair, transparent and ethical governance practices and it is believed that good Corporate Governance is essential for achieving long term corporate goals and to enhance stakeholders' value. Your Company implements Corporate Governance through robust board governance processes, internal control systems and processes, and strong audit mechanisms. However, the provisions of Regulation 15 of SEBI (Listing obligations and Disclosure Requirements) Regulations, 2015 providing a separate report on corporate governance under Regulation 34(3) read with para C of Schedule V are set out in the Annexure C to this report.

JASH ENGINEERING LTD.

49th ANNUAL REPORT 2022 - 2023

19. AUDITOR AND AUDITOR'S REPORT:

STATUTORY AUDITOR:

M/s Deloitte Haskins & Sells LLP, Chartered Accountants (FRN: 117366W/W-100018) as Statutory Auditors of the Company, having in compliance with the provisions of Section 139 of the Companies Act, 2013 read with the Companies (Audit and Auditors) Rules, 2014, been appointed as the Statutory Auditors of the Company by the Shareholders of the Company at their Annual General Meeting held on 23rd September 2022, for a period of 5 consecutive years, so as to hold ofce as statutory auditor till the conclusion of the 53rd Annual General Meeting, continue as the Auditors of the Company.

The report of the M/s Deloitte Haskins & Sells LLP, Chartered Accountants (FRN: 117366W/W-100018) as Statutory Auditors on Standalone & Consolidated Financial Statements for the FY 2022-23 forms part of the Annual Report which are selfexplanatory and do not call for any further comment and the said report does not contain any qualication, reservation, disclaimer or adverse remark and they has not reported any incident of fraud pursuant to the provision of Section 143(12) of the Act, accordingly, no such details are required to be reported under Section 134(3)(ca) of the Act.

SECRETARIAL AUDITOR:

Pursuant to the provisions of Section 204 of the Companies Act, 2013 and the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, the Company has appointed Mr. Ankit Joshi, Practicing Company Secretary, (ACS 50124 and COP NO. 18660) Indore to conduct Secretarial Audit of the Company. The Report of the Secretarial Audit in Form MR-3 for the nancial year ended March 31st, 2023 is enclosed as Annexure-E to Board Report.

The Secretarial Audit Report for the year 2022-23 is self-explanatory except the following comments made and the management submits their comments:

Pursuant to section 135 of the Companies Act 2013 read with applicable rules & also read with notication issued by MCA dated 22nd January 2021, the Company was required to spend CSR Contribution of Rs. 58.79 lacs during the nancial year 2022-23, however the Company has spent Rs. 54.80 lacs before 31st March 2023 on eligible activities. Further as per explanation received from management the balance unspent amount of Rs. 3.99 lacs will be transferred to a fund specied in Schedule VII, within a period of six months from the end of the nancial year i.e. 30th September 2023.

Response: The company has contributed Rs.54.80 lacs during the year towards CSR initiatives and Rs. 3.99 to be transferred under schedule VII within in six months from the end of the FY 2022-23. In compliance of section 135 of the Companies Act company is obligated to transfer of Rs. 3.99 lacs to any fund included in schedule VII of the act within 6 months from the end of the nancial year.

COST AUDITOR:

Pursuant to the provision of Section 148 of the Companies Act, 2013 pertaining to audit of cost records is applicable to the Company. The Board has appointed M/s M.P. Turakhia & Associates, Cost Accountant to audit the cost records of your company for the nancial year 2022-23.

In terms of the provisions of Section 148 of the Act read with the Companies (Cost Records and Audit) Rules, 2014, as amended from time to time, the Company is required to maintain cost records and have the audit of its cost records conducted by a Cost Accountant. Cost records are prepared and maintained by the Company as required under Section 148(1) of the Act. The Board of Directors, based on the recommendation of the Audit Committee, has appointed M/s M.P. Turakhia & Associates, Cost Accountant as Cost Auditors for the FY 2023–24, on a remuneration as, mentioned in the notice of 49th AGM. A Certicate from M/s M.P. Turakhia & Associates, Cost Accountant has been received to the effect that their appointment as Cost Auditor of the Company, if made, would be in accordance with the limits specied under Section 141 of the Act and Rules framed thereunder. The Cost Audit Report for FY 2022-23, does not contain any qualication, reservation, disclaimer or adverse remark. A resolution seeking Member's ratication for the remuneration payable to the Cost Auditor forms part of the Notice of 49th AGM and the same is recommended for your consideration and ratication.

INTERNAL AUDITOR

Pursuant to the provisions of Section 138 of the Companies Act, 2013 and rule thereunder and regulation 18(3) of SEBI LODR and based on the recommendations of Audit Committee, M/s. Mahesh C. Solanki & Co. (FRN 006228C), Chartered Accountants, Indore was appointed as Internal Auditors of the Company to conduct the Internal Audit for the FY 2022-23. The Internal Auditors reports directly to the Audit Committee and makes comprehensive presentations at the Audit Committee meeting(s) on the Internal Audit Report covering the business areas required by the Audit Committee, from time to time.

JASH ENGINEERING LTD.

49th ANNUAL REPORT 2022 - 2023

Your Board has appointed M/s. Mahesh C. Solanki & Co. (FRN 006228C), Chartered Accountants, Indore as Internal Auditor of the Company for the FY 2023-24. None of the Auditors of the Company have reported any frauds to the Audit Committee or to the Board of Directors under Section 143(12) of the Act, including rules made thereunder

20. DISCLOSURE REQUIREMENTS:

As per the Provisions of the SEBI (LODR) Regulations, 2015 entered into with the stock exchanges, corporate governance report with auditor's certicate thereon and management discussion and analysis are attached, which form part of this report.

Details of the familiarization program of the independent directors are available on the website of the Company www.jashindia.com

21. FINANCE:

The Company continues to focus on judicious management of its working capital. Receivables, inventories and other working capital parameters were kept under strict check through continuous monitoring.

22. DEPOSITS:

Your Company has not accepted deposit from the public falling within the ambit of Section 73 of the Companies Act, 2013 and the Companies (Acceptance of Deposits) Rules, 2014 and there were no remaining unclaimed deposits as on 31st March, 2023. Further, the Company has not accepted any deposit or loans in contravention of the provisions of the Chapter V of the Companies Act, 2013 and the Rules made there under.

S. No.	Particulars	Amt in Rs.
1	Details of Deposits accepted during the year	Nil
2	Deposits remaining unpaid or unclaimed at the end of the year	Nil
3	Default in repayment of deposits At the beginning of the year Maximum during the year At the end of the year	N.A.
4	Deposits not in compliance with law	N.A.
5	NCLT/ NCLAT orders w.r.t. depositors for extension of time and penalty imposed	N.A.

Further, your company has led form DPT-3 for the Annual compliance as at 31st March, 2023 for the amount received by the company which is not under the purview of section 73 of the Companies Act, 2013 read with Companies (Acceptance of Deposit) rules, 2014 as amended from time to time.

23. HUMAN RESOURCE DEVELOPMENT:

The value of human assets has impact on all critical business decisions and its utilization directly affects the ability of the organizational assets to realize their optimum value. The Company's human resource strategy is formulated considering people as its most valuable asset. Your Company puts best efforts in talent acquisition, talent retention, performance management and learning and training initiatives to ensure that your Company consistently develops inspiring, strong and credible human resource. Your Company nurtures a culture of trust and mutual respect in all its employees and seeks to ensure that company's values and principles are understood by all and are the reference point in all people matters. The Company maintained healthy, cordial and harmonious industrial relations at all levels. Company remained at the forefront in the industry due to enthusiasm and continuous efforts of employees. Various measures have been introduced throughout the organization to improve productivity at all levels.

Attracting, enabling and retaining talent have been the cornerstone of the Human Resource function and the results underscore the important role that human capital plays in critical strategic activities such as growth. A robust Talent Acquisition system enables the Company to balance unpredictable business demands with a predictable resource supply through organic and inorganic growth.

24. PARTICULARS OF LOANS, GUARANTEES OR INVESTMENTS:

Full particulars of the loans given, guarantees extended or securities provided and the investments made by the Company, if any, in terms of the provisions of Section 186 of the Companies Act, 2013 and the rules framed thereunder have been adequately described in the notes to Financial Statements. The same are in consonance the provisions of the aforesaid section. The Company has complied in respect of loan and guarantees and investment pursuant to Section 186 of the Companies Act, 2013.

JASH ENGINEERING LTD.

49th ANNUAL REPORT 2022 - 2023

25. PARTICULARS OF CONTRACTS OR ARRANGEMENTS WITH RELATED PARTIES:

During the year under review all the related party transactions entered into by the Company were with made the prior approval of the Audit Committee. All such transactions were at an arms -length basis and in the ordinary course of business of the Company and detail of such transactions have been adequately described in the Note No. 47 to the nancial statements of the Company for the FY 2022-23, which form a part of the Annual Report. The transactions entered into by the company are audited. The details of the transactions with the related parties are provided in the accompanying nancial statements and all transaction entered into by the Company with related party were at arm's length price in terms of the provision of Section 188 of the Companies Act, 2013 during the period under review. Form AOC-2 annexed as an Annexure-F as per the Section 134(3)(h) read with Section 188(2) of the Companies Act, 2013. Further there are no materially signicant Related Party transactions made by the Company with Promoters, Directors, Key Managerial Personnel or other designated persons which may have a potential conict with the interest of the Company at large.

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

OUTGO

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

27. CORPORATE SOCIAL RESPOSIBILITY:

The Company has developed and implemented Corporate Social Responsibility initiatives as the said provisions are applicable in view of the prots and turnover of the company, your Company was required to undertake CSR projects during the year 2022-23 under the provisions of section 135 of the Companies Act, 2013 and the rules made their under. As part of its initiatives under “Corporate Social Responsibility (CSR)”, the Company has undertaken activities, which are in accordance with CSR Policy of the Company and Schedule VII of the Companies Act, 2013.The Annual Report on CSR activities is annexed herewith as Annexure-H .

28. EXTRACT OF ANNUAL RETURN

The Annual Return of the Company as on March 31st, 2023 is available on the Company's website and can be accessed at https://drive.google.com/le/d/1HFKeABUxyFv7R_KmKdKSdpfPN8Qxh86T/view?usp=drive_link

29. RISK MANAGEMENT:

Risks are events, situations or circumstances which may lead to negative consequences on the Company's businesses. Risk management is a structured approach to manage uncertainty. A formal enterprise wide approach to Risk Management is being adopted by the Company and key risks will now be managed within a unitary framework. As a formal roll-out, all business divisions and corporate functions will embrace Risk Management Policy and Guidelines, and make use of these in their decision making. Key business risks and their mitigation are considered in the annual/strategic business plans and in periodic management reviews. The risk management process in our multi-business, multi-site operations, over the period of time will become embedded into the Company's business systems and processes, such that our responses to risks remain current and dynamic.

The Risk Management Committee, has been designated by the Board for reviewing the adequacy of the risk management framework of the Company, the key risks associated with the businesses of the Company and the measures are taken in place to minimize the same and thereafter the details are presented to and discussed at the Board meeting. The Risk Management Policy is hosted on the Company's website www.jashindia.com

30. VIGIL MECHANISM POLICY FOR THE DIRECTORS AND EMPLOYEES:

The Company's Board of Directors, pursuant to the provisions of Section 177(9) of the Companies Act, 2013 read with Rule 7 of the Companies (Meetings of Board and its Powers) Rules, 2014, has framed 'Vigil Mechanism Policy' for Directors and employees of the Company. The policy is to provide a mechanism, which ensures adequate safeguards to employees and Directors from any victimization on raising of concerns of any violations of legal or regulatory requirements, incorrect or misrepresentation of any, nancial statements and reports, and so on. The Vigil Mechanism Policy is hosted on the Company's website www.jashindia.com

31. PARTICULARS OF INTERNAL COMMITTEE AND COMPLAINTS RECEIVED UNDER SEXUAL HARASSMENT OF WOMEN AT WORKPLACE (PREVENTION, PROHIBITION AND REDRESSAL) ACT, 2013:

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49th ANNUAL REPORT 2022 - 2023

The Company has constituted the Internal Committee under the provisions of the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013 headed by the women employee of the Company. There is no complaint received during the year and pending at the ended nancial year under provisions of the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013.

Category	No. of complaints pending at the beginning of F.Y. 2022-23	No. of complaints filed during the F.Y. 2022-23	No. of complaints pending as at the end of F.Y. 2022-23
Sexual Harassment		NIL

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

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

33. MATERIAL CHANGES AND COMMITMENTS AFFECTING THE FINANCIAL POSITION OF THE COMPANY WHICH HAVE OCCURRED BETWEEN THE END OF THE FINANCIAL YEAR AND THE DATE OF THIS REPORT;

Except that as stated in the relevant places, the material changes, development, regarding project which is ongoing, from the 31st March, 2023 till the date of the Board Reports, there are no material changes which may affect the nancial position of the Company.

34. RATIO OF THE REMUNERATION OF EACH DIRECTOR TO THE MEDIAN EMPLOYEE'S REMUNERATION AND PARTICULARS OF EMPLOYEES:

Pursuant to Section 197(12) of the Act read with Rule 5(1) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, as amended from time to time, disclosures with respect to the remuneration of Directors, KMP and employees, are enclosed as Annexure-I to the Board's Report.

During the year, none of the employee received remuneration in excess of Rs. One Crore and Two Lacs or more per annum or employees employed for part of the year, received remuneration of `Eight Lacs Fifty Thousand or more per month, in accordance with the provisions of Section 197 of the Companies Act, 2013 read with Companies (Appointment and Remuneration of Managerial Personnel) Rule, 2014.

The information required under Section 136 of the Companies Act, 2013, the Report and Accounts are being sent to the Members excluding the information required under Rule 5(2) and 5(3) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 (including amendments thereof), any Member interested in obtaining the same may write to the Company Secretary at the Registered Ofce of the Company.

35. EMPLOYEE STOCK OPTION SCHEME:

In the present competitive economic environment in the country and in the long-term interests of the Company and its shareholders, it is necessary that the Company adopts suitable measures for attracting and retaining qualied, talented and competent personnel. An employee stock option scheme, designed to foster a sense of ownership and belonging amongst personnel, is a well-accepted approach to this end. It is, therefore, appropriate to consider an Employee Stock Option Scheme for the employees of the Company and/or subsidiary company(ies) whether working in India or abroad. The Nomination and Remuneration Committee, inter alia administers and monitors the Company's employees' stock option scheme (ESOP Scheme) in accordance with the applicable SEBI (Share Based Employee Benets) Regulations, 2014 (SEBI SBEB).

Company allotted 88,630 Equity shares to the eligible employee of Company, under Jash Engineering Employee Stock Option Scheme 2019” (JASH ESOP Scheme 2019). The Scheme is operated through demat mode only. JASH ESOP Scheme 2019 is administered by the Compensation Committee (NRC) of the Board, through JASH Group Employee ESOP Trust. The details on Options granted, exercised and lapsed during the nancial year 2022-23 and other particulars as required under the Act, read with its rules and SEBI (Share Based Employee Benets) Regulations, 2014 with regard to Employees' Stock Options are enclosed herewith as Annexure - J to the Board Report. Details of ESOP Scheme are also available on the Company's website www.jashindia.com

During the year under review, on recommendation of Nomination and Remuneration Committee and in accordance with resolution passed by shareholders dated 10/08/2019 read with in-principal approval given by the stock exchange dated 15/10/2019, Board at their meeting held on 04/02/2023 approved to grant IInd Stage of the Jash Group Employee Stock

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Option for 2,45,600 options to the eligible employees of the company and its subsidiaries under Jash Group Employee Stock Option Scheme 2019.

36. INDUSTRIAL RELATIONS:

During the year under review your Company enjoyed cordial relationship with workers and employees at all levels.

37. PREVENTION OF INSIDER TRADING:

In view of SEBI (Prohibition of Insider Trading) Regulation, 2015 the Company has adopted a Code of Conduct for Prevention of Insider Trading with a view to regulate trading in securities by the Directors and designated employees of the Company.

The Code requires Trading Plan, pre-clearance for dealing in the Company's shares and prohibition the purchase or sale of Company shares by the Directors and the designated employee.

38. DISCLOSURE FOR FRAUDS AGAINST THE COMPANY:

In terms of the provisions of Section 134(3)(C)(a) of the Companies Act, 2013, there were no frauds committed against the Company and persons who are reportable under section 141 (12) by the Auditors to the Central Government. Also, there were no non-reportable frauds during the Financial Year 2022-23.

39. TRANSFER OF AMOUNTS TO INVESTOR EDUCATION AND PROTECTION FUND:

Pursuant to the provisions of the Companies Act, 2013 read with the IEPF Authority (Accounting, Audit, Transfer and Refund) Rules, 2016 (“the Rules”) notied by the Ministry of Corporate Affairs. All unpaid or unclaimed dividend are required to be transferred by the company to the IEPF established by the Government of India, after the completion of seven years. During the year under review company has transferred of Rs. 10,160/- relates unclaimed and unpaid dividends of FY 2014-2015 to the IEPF Authority in the year 2022-23 as per the requirement of the said IEPF rules.

40. CAUTIONARY STATEMENT:

The statements made in this Report and Management Discussion and Analysis Report relating to the Company's objectives, projections, outlook, expectations and others may be “forward looking statements” within the meaning of applicable laws and regulations. Actual results may differ from expectations those expressed or implied. Some factors could make difference to the Company's operations that may be, due to change in government policies, global market conditions, foreign exchange uctuations, natural disasters etc.

41. CHANGE IN THE NATURE OF BUSINESS:

During the year under review, there was no change in the nature of business of the company.

42. SECRETARIAL STANDARDS ISSUED BY THE INSTITUTE OF COMPANY SECRETARIES OF INDIA:

The company complies with all applicable mandatory Secretarial Standards as issued by the Institute of Company Secretaries of India.

43. DIRECTORS & OFFICERS INSURANCE POLICY:

The company has in place the insurance policy for its Directors and ofcers with a quantum and coverage as approved by the board. The policy complies with the requirement of Regulation 25(10) of SEBI (LODR) Regulations, 2015. The same are also available on the Company's website www.jashindia.com

44. BUSINESS RESPONSIBILITY AND SUSTAINABILITY REPORTING

The SEBI vide its circular dated May 10, 2021, had introduced a new reporting requirement on Environmental, Social and Governance (ESG) parameters called the “Business Responsibility and Sustainability Report” (BRSR), which is intended towards having quantitative and standardised disclosures on ESG parameters to enable comparability across companies, sectors and time which will be helpful for investors to make better investment decision for the listed companies which is being mandatory for the top 1000 listed companies as per market capitalisation. Hence being counted in the top 1000 listed companies as per market capitalisation for FY 2022-23, your Company has adopted the BRSR mechanism as part of its business and the said BRSR are enclosed herewith as Annexure - K.

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45. OTHER DISCLOSURES:

Your Company has complied with the applicable Secretarial Standards relating to 'Meetings of the Board of Directors' and 'General Meetings' during the year.
There are no proceedings initiated/pending against your Company under the Insolvency and Bankruptcy Code, 2016 which materially impact the business of the Company.
The Company has not issued equity shares with differential rights as to dividend, voting or otherwise

46. ACKNOWLEDGEMENTS:

Your Directors acknowledge the dedication and commitment of your company's employees to the growth of your company and their unstinted support has been integral to your company's ongoing success. Your Directors appreciate support of State Bank of India, HDFC Bank Limited, Bajaj Finance Ltd., Axis Bank Limited, Kotak Mahindra Bank Limited and various government agencies, customers, suppliers throughout the year for their support and condence shown in the management of the company. The Directors also gratefully acknowledge support of the NSE, Share Transfer Agent and other intermediaries of the Public Issue of the Company and also to all stakeholders of the Company viz. customers, members, dealers, vendors and other business partners for the excellent support received from them during the year .

Date : 14th August 2023 Sd/Sd/Place : Indore Chairman & Managing Director Director

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Annexure A

Form No. AOC-1

(Pursuant to rst proviso to sub-section (3) of section 129 read with Rule 5 of Companies (Accounts) Rules, 2014)

Statement containing salient features of the nancial statement of subsidiaries/associate companies/joint ventures

Part "A": Subsidiaries

(Information in respect of each subsidiary to be presented with amounts in Rs.)

S.No.	1	2	3	4	5
1	Name of the subsidiary	Shivpad Engineers Pvt. Ltd.	Jash USA Inc. USA	Mahr Maschinenbau Ges. mbH	Engineering and Manufacturing Jash Limited
2	Reporting period for the subsidiary concerned, if different from the holding company’s reporting period	No	No	No	No
3	Reporting currency and Exchange rate as on the last date of the relevant Financial year in the case of foreign subsidiaries	INR Not Applicable	USD 82.22	EURO 89.61	HKD 10.47
4	Share capital	1350300	609467918.56	3256105.70	10.47
5	Reserve & surplus	155590963	(198285945.22)	58003255.44	828459.69
6	Total assets	209856013	1229127499.44	61606431.43	2234193.30
7	Total liabilities	209856013	1229127499.44	61606431.43	2234193.30
8	Investments	-	-	-	-
9	Turnover (Total Revenue)	271880104	1673917391.1	1792200	1252243.41
10	Prot before taxation	66643666	56598192.5	(9333905.74)	463098.57
11	Provision for taxation	-	-	-	-
12	Prot after taxation	49805921	85916035.66	(9685242.35)	417302.79
13	Proposed Dividend	1500 %	-	-	-
14	% of shareholding	100	100	100	100

Name of subsidiaries yet to commence operations: Not Applicable

Name of Subsidiaries which have been liquidated or sold during the year: Not Applicable

Part “B”: Associates :- NA

Joint Venture: - The Company has entered into a Joint Venture Agreement ("JV") with INVENT Umwelt und Verfahrenstechnik AG, Germany (INVENT), on 13th February, 2023. A Joint Venture Company will be incorporated in India with 50% shareholding to be held by the JASH and remaining 50% to be held by INVENT. Process of incorporation of new JV company is being going on.

Date : 14th August 2023 Place : Indore

Sd/Sd/-

Chairman & Managing Director

Director

Sd/-

Dharmendra Jain CFO

Sd/-

Tushar Kharpade Company Secretary

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49th ANNUAL REPORT 2022 - 2023

Annexure-B

Management Discussion and Analysis Report

ECONOMIC REVIEW

Global Economy

Amidst global economic uncertainty, the pandemic and the Russian invasion of Ukraine had profound impact on the economy. While the shocks of the pandemic continue to affect several countries across the world, the war in Ukraine has triggered a new crisis that is disrupting food and energy markets and worsening food insecurity, malnutrition in several developing countries. The conict further disrupted global supply chains, leading to rising commodity prices, increasing inationary pressures, and a global housing crisis driving millions of people into poverty and economic hardship. As a result, rising borrowing costs and the continued surge in ination are now being reected in several leading indicators of global economic activity. Major central banks around the world have tightened their monetary policies to stabilise the resulting ination, resulting in more restrictive nancial conditions.

The impact was evident in the rst half of 2022-23, as the current account decit (CAD) widened, retail ination rose, portfolio investment drained, and the U.S. dollar strengthened against the INDIAN '₹'. In the second half of 2022-23, retail ination fell below tolerance levels, portfolio investment began to return, the INDIAN '₹' has stabilised against the U.S. dollar, but export growth slowed as global growth slowed. Ascending interest rates and declining purchasing power have negatively impacted consumer and investor condence, circulating further doubt on the global economy's near-term prospects for expansion. Global trade has slowed as consumer demand has diminished, the Ukraine conict has dragged on, and supply chain challenges continue to arise.

The global output growth is expected to slow from an estimated 3% in 2022 to only 1.9% in 2023, indicating one of the lowest rates in recent decades. Global growth is expected to moderately accelerate to 2.7% in 2024 if some macroeconomic headwinds begin to fade next year, as expected. Inationary pressures are expected to ease gradually as global aggregate demand weakens. The slowdown is widely distributed, affecting both developed and developing countries (gure I.1). The global manufacturing PMI, a leading indicator of economic activity, fell steadily in 2022, remaining in contraction territory from September to November(gureI.2).

INDIAN ECONOMY

Over the past eight years, India has embarked on a transformative journey of new-age reforms, strengthening the economy's foundations and enhancing efciency. From 2014 to 2022, structural and governance reforms were implemented that focused on improving living and business conditions while unlocking the economy's productive potential. Emphasis was placed on both physical and digital infrastructure development, thereby empowering individuals and businesses alike.

According to the Economic Survey, the nation's economy is expected to grow by 7% in real terms for the scal year ending March 2023. In FY23, India's economic growth was primarily driven by private consumption and capital formation, which helped generate employment as evidenced by the declining urban unemployment rate and faster net registration in Employee Provident Fund. Private consumption as a percentage of GDP stood at 58.4% in Q2 of FY23, the highest among all second quarters since 2013-14, supported by a rebound in contact-intensive services such as trade, hotel, and transportation. The Reserve Bank of India's foreign exchange reserves jumped $12.8 billion to $572.80 billion in the week ended 17th March 2023, registering the highest rise since the week ended November 11, 2022.At present levels, the RBI's reserves are at their highest level since February 3, 2023.

The central government's Capital Expenditure (Capex), which increased by 63.4 percent in the rst eight months of FY23, was another growth driver of the Indian economy this year, crowding out private Capex since the January-March quarter of 2022. According to the survey, credit growth to the Micro, Small, and Medium Enterprises (MSME) sector has been remarkably high, at more than 30.6 percent on average between January and November 2022, thanks to the Union government's extended Emergency Credit Linked Guarantee Scheme (ECLGS).

India's GDP growth is expected to be between 6.0 and 6.8 percent in 2023-24, depending on global economic and political developments. Corporate balance sheets have improved due to deleveraging and decline in non-performing assets in the banking sector. While there are challenges such as the current account and scal decits, India continues to demonstrate economic resilience by reducing external imbalances caused by global disruptions. It is the third largest economy in the world in PPP (Purchasing Power Parity) terms and the fth largest in market exchange rates. In FY23, the Indian economy nearly "recovered" what it had lost, "renewed" what had paused, and "regained" momentum that had slowed during the pandemic and since the conict in Europe.

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WATER AND WASTEWATER TREATMENT INDUSTRY STRUCTURE AND DEVELOPMENTS

GLOBAL INDUSTRY DEVELOPMENTS

Demand for water and wastewater treatment is driven by the rapid industrialization and urbanisation of cities around the world along with the increasing need for clean water. Growing awareness of health risks, negative environmental impact, and incidence of serious diseases is likely to have a positive impact on the global market for residential as well as industrial water treatment equipment. Moreover, strict manufacturing standards for treated water are expected to promote further expansion of the residential water treatment equipment market. The growing demand for fresh water around the world, particularly in countries such as South Africa, Russia, India, China, and Brazil, is another factor driving demand for water treatment equipment.

According to the global strategic business report, the global water and wastewater treatment equipment market size was valued at US$ 61.6 billion in 2022 and is expected to expand at a compound annual growth rate (CAGR) of 4.5% from 2023 to 2030 with an estimated growth US$81.7 billion by 2030.The report by Business Research Insights projects the global market size for this industry valued at US$47.350 billion in 2022 and US$54.7 billion in 2023. It is estimated to reach US$62.020 billion by 2028, growing at a CAGR of 4.6% during the forecast period 2022-2028.

In the United States, the market for water and wastewater treatment equipment is valued $16.8 billion in 2022. In order to reach a projected market size of US$16.6 billion by 2030, China, the second-largest economy in the world, is expected to grow at a 6.1% CAGR between 2022 and 2030. Japan and Canada are two other noteworthy geographic markets, with 1.9% and 2.9% growth rates expected between 2022 and 2030, respectively. Within Europe, Germany is predicted to expand at a CAGR of about 2.3%. By 2030, it is anticipated that the market in Asia-Pacic will reach US$10.7 billion, led by nations like Australia, India, and South Korea.

Indian Industry Developments

The Indian marketsize for water management stood at INR 216.03 Bn in 2022 and is anticipated to reach INR 518.15 Bn in 2027 expanding at a CAGR of 15.95% during 2023-2027. Municipal Segment is expected to dominate the market for treatment equipment in the coming years. India's growing demand for wastewater recycling and zero discharge system are opportunities for such companies which deal in manufacturing of water treatment equipment.

The National Mission for Clean Ganga, Jal Jeevan Mission, and Community Drinking Water Schemes are few of the numerous government initiatives that have contributed to the growth of the Indian water and wastewater treatment market. Sewage from cities is the biggest source of organic pollution in the Ganga. By building and maintaining sewage treatment plants and a network of drains, sewage water from houses in several of these cities now gets treated before reaching the river.

Water meters, water quality monitoring systems, IT systems for water management, tertiary treatment technology, and engineering, procurement, and construction rms all have opportunities as a result of this ambitious project. While the government has announced major budgetary contributions to promote the development of infrastructure for both rural and urban sanitation, there are areas that still require policy support to guarantee that the money is being used where it would have the greatest impact.

The Indian Water and Wastewater Treatement Technology Market

The Indian water and wastewater treatment (WWT) technology market is segmented by equipment type and end-user industry. Treatment equipment, process control equipment, and pumps make up the three equipment-type segments of the market. Oil/water separation, suspended solids removal, dissolved solids removal, biological treatment/nutrients, metals recovery, disinfection/oxidation, and other treatment equipment are the different categories of treatment equipment. Municipal, food and beverage, pulp and paper, oil and gas, healthcare, poultry and agriculture, chemical, and other end-user industries are among the market segments. The market size and forecast for each segment are based on revenue (in USD million) globally.

The industry for water treatment equipment is crucial in nding ways to purify and treat water and address the problem of the scarcity of freshwater on Earth. Water treatment plants are used to remove pollutants from drinking water, wastewater, groundwater, and seawater The sector includes a wide range of goods and services, such as chemical treatment options, ltration systems, and equipment for disinfection.

Treatment equipment such as Water control gates, Screening equipment, Knife gate valves & Bulk solids handling valves, Treatment process equipment, Water Intake equipment Renewable energy & pumping water hammer control valves & air vessels disc lters are used in a wide range of settings, including residential, commercial, and industrial ones. The private sector power, food and beverage, chemicals, pharmaceuticals, reneries, and textiles industries prefer advanced treatment

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technological systems such as reverse osmosis membranes for treating their wastewater leading to signicant growth in industry.

Scope of water treatment industry

Introduction

With technological advancements in production processes, the quantity of wastewater generated has multiplied sharply in the recent past. Efuents from companies processing chemicals, pesticides, rare metals, and other harmful chemicals and materials are hazardous to the environment and may cause catastrophic effects if not adequately treated before dumping in freshwater sources. Access to clean, fresh water is limited by both availability and water quality, threatening human health, food security and socioeconomic development. At least 40% of the world's population is affected by severe water scarcity every year.

Around 2 billion people worldwide do not have safe drinking water, 3.6 billion people do not have access to safe sanitation, and 2.3 billion people do not have basic handwashing facilities In many places, gaps in access to water supply and sanitation, growing populations, more water-intensive patterns of growth, increasing rainfall variability, and pollution are combining to make water one of the greatest obstacles to economic progress, poverty abolition, human well-being, and sustainable development. Population growth will make things worse because there will be an ongoing rise in water demand from people, agriculture, and industry. Moreover, it has also been identied as a serious societal challenge by global organizations such as the United Nations, the IPCC, and the World Health Organization.

Global industry scope

The ongoing global efforts toward the improvement of sanitation standards in developing economies by improving the wastewater treatment infrastructure is expected to boost the demand for water and wastewater treatment equipment in municipal applications. With a revenue share of over 66.0% in 2022, the municipal application segment had the highest revenue share. Moreover, governments and local bodies are increasingly focusing on technologically advanced wastewater treatment systems ultimately escalating the market growth. Governments around the world have launched various initiatives to promote water treatment and conservation. Some of the most common government initiatives of water treatment include water pricing policies, quality regulation, re-use policies, Investments in water treatment infrastructure etc. As one of the largest consumers of water resources, the impact of these initiatives on industry may be signicant.

Government promotion of expanding mining operations, particularly in South America, is anticipated to result in an increase in sewage and sludge formation. As a result, the demand for sludge treatment equipment in mining applications is anticipated to increase. Rural homes are expected to use public sewers more frequently, which will strain the capacity of the current centralised wastewater treatment facilities. Due to the potential need for new capacity development or capacity expansion, the market for wastewater secondary treatment equipment is expected to increase. The municipal authorities of various cities in India use wastewater technology primarily for municipal wastewater treatment.

Indian industry scope

According to the World Bank, India will take the lead in the increase in urban population around the world by 2050, followed by China, Indonesia, Nigeria, and the United States. Additionally, the Indian government plans to provide its citizens access to safe and sufcient drinking water inside of properties by the years 2024 or 2025, which will expand the nation's municipal water treatment facilities.

Over the past few years, the urban sewage capacity in the country grown signicantly. This growing capacity will likely drive the country's innovative water treatment technology demand. Hence, owing to the abovementioned factors, municipal water, and wastewater treatment technologies will likely dominate the market during the year 2023-2030.

Several players are establishing their manufacturing and distribution facilities all over the world as the water and wastewater treatment equipment industry experiences growth on a global scale. The market is characterised by intense competition as a result of numerous new players entering the market and ongoing exploration of new opportunities by the established players to develop better and more inventive equipment.

Opportunities

Reaching the underserved in India's villages: Over the last decade, the World Bank has supported the government's efforts to bring clean drinking water to rural communities. A range of projects with a total nancing of $1.2 billion have benetted over 20 million people. Villages in the mountain state of Uttarakhand, suffered from the lack of water supply as the steep Himalayan terrain made it difcult to build and maintain the required infrastructure. For many villagers, particularly women, obtaining fresh water for domestic use meant traveling distances of over 1.6 km.

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Reliable water supply to cities: Continuous piping of water has always been a pipe dream in India's rapidly urbanizing cities. Most urban households only have access to water for a few hours per day, at most, and frequently only on certain days of the week. This particularly affects the poor, women and children, who spend time and money securing water for their daily needs.

Growing demand for clean water: There is a rising need for clean, safe drinking water as the population continues to grow. The development and supply of new technologies that can successfully treat and purify water opens a signicant opportunity for businesses that manufacture water treatment equipment.

River water management projects: The World Bank has been supporting the Government of India's efforts to rejuvenate the rivers since 2011. two World Bank projects, worth $1 billion, are helping set up the institutions needed to manage the river and build the infrastructure to keep it clean. As a result of the Jal Jeevan Mission, which was started by the Jal Shakti Ministry, 146 million households in 700,000 villages will have access to piped drinking water by 2024. The mission provided $51 billion to the states in order to increase the coverage of household water connections from 18.33 percent in 2019 to 100% in 2024.

Irrigation & Flood Managements projects for agriculture: India has invested substantially in infrastructure necessary to usher irrigated agriculture to vast areas all over the country. Hence the demand for Rainwater treatment equipment has wider scope.

Environmental regulations: Governments worldwide are becoming increasingly concerned about environmental issues, including water pollution. As a result, there are several regulations in place that require industries to treat their wastewater before releasing it into the environment. This creates an opportunity for water treatment equipment manufacturers to provide solutions that comply with these regulations.

Technological advancements: Manufacturers of water treatment equipment can create more efcient and economical equipment as a result of technological advancements. Companies may benet from this and increase their market share and competitiveness.

Threats:

Competition: The water treatment equipment manufacturing industry is highly competitive, with many established players and new entrants. With 350 players, the global market for water and wastewater treatment equipment is extremely competitive. These players are globally diversied, regional, and country-specic, with each having a specic niche in the production of water and wastewater treatment equipment. 15% of competitors are large global players, while 50% of competitors are country-specic players. The key players in the global water treatment equipment market are adopting different key business strategies, such as product launch, agreement, acquisition, collaboration, joint venture, and merger to withstand global competition, which can lead to pricing pressure and reduced protability.

Economic conditions: The key issues facing the players in the water and wastewater treatment industry in the short and medium term are noted as shifting end consumer preferences in a projected economic downturn scenario, changes to industrial policies to reect growing environmental concerns, signicant uctuations in raw material costs caused by ongoing geo-political tensions and anticipated economic turbulences. This can lead to a decrease in revenue and protability.

Supply chain disruptions: Water treatment equipment manufacturers rely on a complex supply chain that includes raw materials, components, and transportation. Any disruption in the supply chain, such as natural disasters, political instability, or a global pandemic, can impact the availability and cost of these resources.

Environmental concerns: While environmental regulations can provide opportunities for water treatment equipment manufacturers, they can also pose a threat if companies fail to comply with these regulations. Non-compliance can result in nes and damage to the company's reputation.

The demand for clean water and government regulations are driving signicant growth opportunities in the water treatment sector. However, the sector also faces several difculties, such as high capital expenditure, water scarcity, and competition, which call for careful consideration by businesses in the sector.

SEGMENT–WISE OR PRODUCT-WISE PERFORMANCE

The business activities of the Group predominantly fall within a single primary business segment viz “Manufacturing and trading of varied engineering products for general engineering industry, water and waste water industry, power plant and bulk solids handling industry”. There is no separate reportable business segment.

As part of secondary reporting for geographical segments, the Group operates in two principal geographical areas i.e. in India, its home country, and other countries. The following table presents revenue from operations, segment assets and capital expenditure regarding geographical segments: -

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Particulars	Current year ended 31 March 2023	Previous year ended 31 March 2022

	(Audited)	(Audited)
Segment revenue from externalcustomers
Within India	19,306.04	18,446.41
Outside India	20,892.58	18,309.91
Income from operations	40,198.62	36,756.32
Segment assets
Within India	32,004.01	27,576.46
Outside India	12,847.85	9,33,8.54
Total assets	44,851.86	36,915.00
Capital expenditure
Within India	996.92	1036.41
Outside India	614.93	258.64
Total capital expenditure	1,611.85	1295.05

Future & Forward Outlook

As we look ahead, the demand for clean and safe water is only going to increase. Water treatment equipment manufacturers have a lucrative opportunity for growth with promising future. As concerns about water quality and scarcity increase, there will be an increase in the demand for innovative and efcient water treatment equipment, suggesting a sizeable market opportunity in both developed and developing countries.

Technological developments will be crucial to the development of the water treatment industry in the coming years, with emphasis on the development of new, improved water treatment technologies that are more efcient and environmentally friendly. Companies will have a competitive advantage in the marketplace if they can keep up with these technological developments and incorporate them into their products. Another important trend that will shape the water treatment industry is the growing awareness on the importance of water conservation. As a result, companies that manufacture water treatment equipment must focus on both providing clean water and reducing water waste. This can be achieved by building smart water treatment systems that can monitor and control water consumption.

Decentralised water treatment systems that can be installed in remote locations without access to a centralised water treatment facility will also be in higher demand. This presents an opportunity for companies that manufacture portable and scalable water treatment equipment.

Jash Engineering Limited manufactures a wide range of customized equipment for Water & Sea Water Intake Systems, Water and Wastewater Pumping Stations and Treatment Plants, Desalination plants, Storm Water Pumping Stations, Water Transmission Lines, Hydropower generation and for Power, Steel, Cement, Paper & Pulp, Petrochemicals, Chemical, Fertilizers and other process plants. We as market leaders have a vision to lead the industry and command respect for ourselves and our stakeholders through growth, innovation, and customer focus with an aim to:

Ø Be the market leader in India throughout our product range
Ø Be amongst the top three companies globally, in the Water Control Gates business by 2025
Ø Reach Rs. 500 Cr in net revenue by 2024-25 through expansion and acquisition(s)

Company will sustain strong growth rate and is likely to achieve revenue target given the

Ø Specialized skillset and product set of Jash
Ø Government bodies (in India as well in key market like US) spending on water infrastructure, and
Ø Environmental regulations and ESG norms for process industries due to which margins are likely to be volatile with some upward improvement.

The future is promising for businesses that produce water treatment technology and companies that can keep up with these trends and create cutting-edge, effective products will be well-positioned to succeed in the years to come.

RISKS AND CONCERNS, INTERNAL CONTROL SYSTEMS AND THEIR ADEQUACY

The Company has developed and implemented a risk management policy with a forward-looking approach that allows it to maintain a medium-low risk prole, through a risk appetite as may be dened by board of directors and the identication and assessment of all risks. The Company will continue to improve its risk framework through technology to suit its remodelled business as described herein.

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49th ANNUAL REPORT 2022 - 2023

We are subject to foreign currency exchange rate uctuations which could have a material impact on our results of operations and nancial conditions. The Company has a well-dened Policy for Risk Mitigation on foreign exchange by adopting hedging strategies. Global as well as Indian economic and political factors that are beyond our control, inuence forecasts and may directly affect our business operations.

The Company has initiated process re-engineering to introduce in-built process elements to monitor and comply with several internal and external requirements for various aspects of conducting business. Compliance beyond prescribed will continue to be underlying principle for business processes. The Company will strive to be the best by increasing the role of technology in monitoring and fullling compliance requirements.

Internal control systems play a crucial role in the health of a Company in every industry. An effective system of internal control is a backbone, necessary for building, maintaining and improving shareholders condence and value as well as helps to enhance the overall quality of the business and the enterprise.

The Company has an adequate internal control system commensurate with the size of the Company and the nature of its business. The Company also has internal control systems for speedy compilation of accounts and Management Information Reports and to comply with applicable laws and regulations.

The effectiveness of the internal control mechanism is reviewed by an independent professional internal audit function and by the statutory auditors. The Audit Committee of the Board periodically reviews the functioning of the internal audit and the implementation of the recommended measures to improve the internal control mechanism

DISCUSSION ON FINANCIAL PERFORMANCE WITH RESPECT TO OPERATIONAL PERFORMANCE

The Financial performance of the Company for the year 2022-23 is described in the Directors' Report under the headings 'Summarized Prot & loss Account and State of Company's Affairs & Review of operations'.

MATERIAL DEVELOPMENTS IN HUMAN RESOURCES / INDUSTRIAL RELATIONS FRONT, INCLUDING NUMBER OF PEOPLE EMPLOYED

With highly experienced senior management, competent middle management and enthusiastic junior management team, the Company is capable of handling large and complex projects. The Company focusses on promoting a positive work culture through its policies and best HR practices. This contributes towards higher transparency while providing equal opportunities to all. The Company adopts zero tolerance approach towards any kind of racial, sexual, religious, gender or any other kind of harassment as protected by the law.

We believe that our employees are key contributors to our business success. We focus on attracting and retaining the best possible talent. Our Company looks for specic skill-sets, interests and background that would be an asset for our business.

The Company has undertaken several initiatives to support business through organizational efciency, process change support and various employee engagement programs which has helped the organization to achieve higher productivity level. A signicant effort has also been undertaken to develop leadership as well as technical/ functional capabilities in order to meet future talent requirement.

Focused attention on management of available human resources by training, incentivizing, and a fair policy of promotion, transfer and equal pay for equal work played a signicant role in achieving the desired objective and remained competitive in terms of product quality, price pattern, brand equity and service deliverables. Nurturing of talent and best HR practices will continue to differentiate and provide strength to company.

As on March 31,2023 we have over 900 employees on payroll as well as contractual. Company is committed to provide necessary training / conduct development programmes to upskill and reskill the employees. The management of the Company enjoys healthy and cordial relations with its employees at all levels. The management and the employees strive to achieve its corporate objectives and targets set before the company.

CAUTIONARY STATEMENT

The statements contained in the Board's Report and Management Discussion and Analysis contain certain statements relating to the future and therefore are forward looking within the meaning of applicable securities, laws and regulations. Various factors such as economic conditions, changes in government regulations, tax regime, other statues, market forces and other associated and incidental factors may however lead to variation in actual results.

Date : 14th August 2023 Place : Indore

Sd/Sd/- Chairman & Managing Director Director

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49th ANNUAL REPORT 2022 - 2023

Annexure -C

CORPORATE GOVERNANCE REPORT

The Company is in compliance with the Corporate Governance requirements as enshrined in the Companies Act 2013 read with Rule made thereunder, SEBI (Listing Obligations and Disclosure Requirements) Regulation, 2015 and other applicable laws, rules and regulations, as amended from time to time. The report containing the details of corporate governance systems and processes at JASH Engineering Limited is as under: -

Jash's Philosophy on Corporate Governance:

Corporate Governance essentially involves balancing the interest of various stakeholders of the company such as shareholders, management, customers, suppliers, nanciers, government and the community. It entails managing business with accountability and with responsibility towards the shareholders in making accurate, adequate and timely disclosures of relevant information. It includes the processes through which the organisation's objectives are set and pursued in the context of the social, regulatory and market environment.

Corporate Governance at Jash Engineering Limited has been a continuous journey and the business goals of the Company are aimed the overall well being and welfare of all the constituents of the system. The Company is committed to conduct its business in compliance with applicable laws, rules and regulations with highest standards of business ethics. The Company rmly believes and has consistently practiced good Corporate Governance.

Jash's governance framework is driven by the objective of enhancing transparency, fairness, professionalism and accountability, effective management control, social responsiveness with complete disclosure of material facts and independence of Board. Company constantly strives towards betterment and these aspects and thereby perpetuate in generating long term economic value for its Shareholders, Customer, Employees other associated persons and the society as a whole.

BOARD OF DIRECTORS:

The Board is the focal point and custodian of corporate governance for the Company. The Company recognizes and embraces the benets of having a diverse Board and sees increasing diversity at Board level as an essential element in maintaining a competitive advantage. A truly diverse Board will include and make good use of differences in the skills, regional and industry experience, background, gender and other distinctions between directors. These differences will be considered in determining the optimum composition of the Board and, when possible, will be balanced appropriately.

BOARD COMPOSITION:

Your Company have a judicious mix of Executive, Non-Executive and Independent Director on the Board. Composition of the Board is in Conformity with the Regulation 17 of the SEBI (LODR) Regulation, 2015. Out of the total strength of Eight Directors as on March 31, 2023 for ve are Independent Directors (of which one is Women Director), two are Non-Executive Directors and two are Executive Director. The Board members come from diverse backgrounds and possess rich experience and expertise in various elds. As on March 31, 2023, the composition of the Board of Directors are detailed below:

Sr. No.	Name of the Director	DIN	Designation
1.	Mr. Pratik Patel	00780920	Chairman & Managing Director
2.	Mr. Suresh Patel	00012072	Executive Director
3.	Mr. Axel Schutte	02591276	Non-Executive Director
4.	Mr. Brij Mohan Maheshwari	00022080	Independent Director
5.	Mr. Rahul Patel*	09201061	Non-Executive Director
6.	Ms. Sunita Kishnani	06924681	Independent Director
7.	Mr. Durgalal Tuljaram Manwani	07114081	Independent Director
8.	Mr. Vishwapati Trivedi	00158435	Independent Director
9.	Mr. Sunil Kumar Choksi**	00155078	Independent Director

*During the year under review Mr. Rahul Patel appointed as Non-Executive Director of the Company with effect from 14 November, 2022.

** During the year under review Mr. Sunil Kumar Choksi ceased to be as Independent Director of the Company with effect from

24th August, 2022.

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49th ANNUAL REPORT 2022 - 2023

All the other conditions as prescribed under SEBI (LODR) Regulations, 2015, with respect to directorship, committee memberships & chairmanships, are complied with by the Director of the Company. Further they have made necessary disclosures regarding the same.

DIRECTORSHIPS AND MEMBERSHIPS OF BOARD COMMITTEES:

Sr. No.	Name of the Director	Directorships of Other Listed	Designation of Other Listed	Memberships of Board Committees	Memberships of Board Committees

		Companies	Companies	Member	Chairperson

1	Mr. Pratik Patel	Nil	Nil	3	-
2	Mr. Suresh Patel	Nil	Nil	1	-
3	Mr. Axel Schutte	Nil	Nil	-	-
4	Mr. Brij Mohan Maheshwari	Nil	Nil	5	3
5	Mr. Rahul Patel*	Nil	Nil	-	-
6	Ms. Sunita Kishnani	Nil	Nil	4	1
7	Mr. Durgalal Tuljaram Manwani	Nil	Nil	4	-
8	Mr. Vishwapati Trivedi	Nil	Nil	1	-
9	Mr. Sunil Kumar Choksi**	1. Choksi Laboratories Limited	Managing Director	-	-

*During the year under review Mr. Rahul Patel appointed as Non-Executive Director of the Company with effect from 14 November, 2022.

** During the year under review Mr. Sunil Kumar Choksi ceased to be as Independent Director of the Company with effect from 24th August, 2022.

BOARD MEETING AND ATTENDANCE:

Name of Director			Date of the Board Meeting	Date of the Board Meeting			Date of AGM
	30/05/2022	12/08/2022	23/08/2022	14/11/2022	11/01/2023	04/02/2023	23/09/2022
Mr. Pratik Patel	Yes	Yes	Yes	Yes	Yes	Yes	Yes
Mr. Suresh Patel	Yes	Yes	Yes	Yes	Yes	Yes	Yes
Mr. Axel Schutte	Yes	Yes	Yes	Yes	Yes	Yes	Yes
Mr. Brij Mohan Maheshwari	Yes	Yes	Yes	Yes	Yes	Yes	Yes
Mr. Rahul Patel*	NA	NA	NA	Yes	Yes	Yes	Yes
Ms. Sunita Kishnani	Yes	Yes	No	Yes	Yes	Yes	Yes
Mr. Durgalal Tuljaram Manwani	Yes	Yes	Yes	No	Yes	Yes	Yes
Mr. Vishwapati Trivedi	No	Yes	Yes	Yes	Yes	Yes	Yes
Mr. Sunil Kumar Choksi**	Yes	Yes	No	NA	NA	NA	NA

*During the year under review Mr. Rahul Patel appointed as Non-Executive Director of the Company with effect from 14 November, 2022.

** During the year under review Mr. Sunil Kumar Choksi ceased to be as Independent Director of the Company with effect from

24th August, 2022.

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49th ANNUAL REPORT 2022 - 2023

RELATIONSHIP WITH OTHER DIRECTORS:

Sr. No.	Name of the Director	Designation	Relationship
1	Mr. Pratik Patel	Chairman & ManagingDirector	Nephew of Mr. Suresh Patel
2	Mr. Suresh Patel	Executive Director	Uncle of Mr. Pratik Patel
3	Mr. Axel Schutte	Non-Executive Director	-
4	Mr. Rahul Patel*	Non-Executive Director	Cousin of Mr. Pratik Patel
5	Mr. BrijMohan Maheshwari	Independent Director	-
6	Ms. Sunita Kishnani	Independent Director	-
7	Mr. Durgalal Tuljaram Manwani	Independent Director	-
8	Mr. Vishwapati Trivedi	Independent Director	-
9	Mr. Sunil Kumar Choksi**	Independent Director	-

*During the year under review Mr. Rahul Patel appointed as Non-Executive Director of the Company with effect from 14th November, 2022.

** During the year under review Mr. Sunil Kumar Choksi ceased to be as Independent Director of the Company with effect from 24th August, 2022.

CERTIFICATE FROM PRACTICING COMPANY SECRETARY ON NON-DISQUALIFICATION OF DIRECTOR:

Pursuant to Regulation 34(3) and Schedule V para C clause (10)(i) of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, your Company has received a Certicate of Non-Disqualication of Director, annexed as “Annexure 1” of Corporate Governance Report from Mr. Ankit Joshi, Practicing Company Secretary (COP No. 18660), to the effect that none of the directors on the Board of the Company have been debarred or disqualied from being appointed or continuing as directors of the Company by the Ministry of Corporate Affairs or any other statutory authority.

DIRECTORS & OFFICERS INSURANCE (“D&O”)

In terms of Regulation 25(10) of the SEBI (LODR) Regulations, 2015, the Company has taken a D & O Insurance Policy with adequate quantum and coverage.

FAMILIARIZATION PROGRAMME:

At the time of appointment, our Directors are provided with information about the Company and its organization structure, business model, vision and values, latest published results and internal policies to enable them to familiarize themselves with the Company' procedure and practices.

During the year, new Board members were provided a deep and thorough insight of the Company through presentations. At every Board Meeting, a detailed presentation is made which includes information on projects, market shares, nancial parameters, working capital management, fund ows, change in senior management, major litigations, compliances, etc. Efforts are also made to acquaint and train the Board members about risk assessment, mitigation plans and the emerging trends in the industry.

The details of such familiarization program are available on the website: www.jashindia.com

SKILLS / EXPERTISE / COMPETENCIES OF THE BOARD OF DIRECTORS:

The core skills / expertise / competencies identied by the Board of Directors as required in the context of the Company's business and as per Part C of Schedule V of Corporate Governance Report requirements of SEBI (LODR) Regulations, 2015 are available with the Board Members:

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49th ANNUAL REPORT 2022 - 2023

Matrix Setting out Skills / Expertise / Competencies:

Particulars	Mr. Pratik Patel	Mr. Suresh Patel	Mr. Axel Schutte	Mr. Brij Mohan Maheshwari	Mr. Rahul Patel*	Ms. Sunita Kishnani	Mr. Durgalal Tuljaram Manwani	Mr. Vishwapati Trivedi	Mr. Sunil Kumar Choksi**


Knowledge of Industry	√ √	√	√	√	√	√	√	√	√
Risk Management	√	√	√	√	√	√	√	√	√
Behavioural skills	√	√	√	√	√	√	√	√	√
Business Strategy	√	√	√	√	√	√	√	√	√
Sales & Marketing	√	√	√	√	√	√	√	√	√
Human Resources & Stakeholder Engagement	√	√	√	√	√	√	√	√	√
Forex Management	√	√	√	√	√	√	√	√	√
Administration	√	√	√	√	√	√	√	√	√
Legal/Finance/ Accounting skills	√	√	√	√	√	√	√	√	√
Leadership/ Management skills	√	√	√	√	√	√	√	√	√
Professional/ Technical skills	√	√	√	√	√	√	√	√	√
Board Services & Governance	√	√	√	√	√	√	√	√	√

*During the year under review Mr. Rahul Patel appointed as Non-Executive Director of the Company with effect from 14 November, 2022.

** During the year under review Mr. Sunil Kumar Choksi ceased to be as Independent Director of the Company with effect from 24th August, 2022.

CONFIRMATION WITH RESPECT TO INDEPENDENT DIRECTOR'S:

Your Board of Directors is of the opinion that the Independent Directors fulll the conditions specied in these the SEBI (LODR) Regulations, 2015 and are independent of the management. The Independent Directors of the Company have conrmed that they meet the criteria of Independence as laid down under the section 149 (6) of the Act and Regulation 16(1)(b) & 25 of the SEBI LODR. The Board have taken on record the declaration and conrmation submitted by the Independent Directors after undertaking due assessment of the veracity of the same.

INDEPENDENT DIRECTORS' MEETING

The Independent Directors of the Company met on 04th February, 2023, pursuant to Schedule IV of the Act and Regulation 25 of SEBI LODR, all the Independent Directors were present to inter alia discuss, Noting of the report of Performance Evaluation ; competition strategy, leadership, strengths and weakness, governance, compliance, human resource matters, review the performance of non-independent directors and the Board as a whole taking into account the views of executive directors and non-executive directors; Assess the quality, quantity and timeliness of ow of information between the Company Management and the Board that is necessary for the Board to effectively and reasonably perform their duties.

AUDIT COMMITTEE:

According to section 177 of the Companies Act, 2013 and applicable rules made their under and as per Regulation 18 of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulation, 2015:

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49th ANNUAL REPORT 2022 - 2023

Every listed entity shall constitute a qualied and independent audit committee in accordance with the terms of reference, subject to the following:

(a) The audit committee shall have minimum three directors as members.
(b) Two-thirds of the members of audit committee shall be independent directors and in case of a listed entity having outstanding equity shares, the audit committee shall only comprise of independent directors.
(c) All members of audit committee shall be nancially literate and at least one member shall have accounting or related nancial management expertise.

To follow above mentioned provisions, our Company constituted Audit Committee as per requirement of section 177 of the Companies Act 2013 and Regulation 18 of the SEBI (LODR) Regulations, 2015. The terms of reference of Audit Committee are broadly in accordance with the provisions of SEBI (LODR) Regulations, 2015 and Companies Act, 2013.

The Committee met four (4) times during the year under review on May 30, 2022, August 12, 2022, November 14, 2022, February 04, 2023 in accordance with the circular issued by the MCA and SEBI. The time gap between two Meetings was well within the prescribed limits as per the circular issued by the MCA and SEBI. The necessary quorum was present in all the meetings of the Committee.

The Composition of Audit Committee is as follow:

Sr. No.	Name	Nature of Directorship	Designation in Committee	No of Meeting held/ No. of Meeting Attended

1.	Mr. Brij Mohan Maheshwari	Independent & Non-Executive Director	Chairman	4/4
2.	Mr. Durgalal Tuljaram Manwani	Independent & Non -Executive Director	Member	4/3
3.	Ms. Sunita Kishnani*	Independent & Non-Executive Director	Member	4/2
4.	Mr. Pratik Patel	ManagingDirector	Member	4/4
5.	Mr. Sunil Kumar Choksi**	Independent & Non-Executive Director	Member	4/2

*During the year under review Ms. Sunita Kishnani appointed as member of the Committee w.e.f. 23rd August, 2022.

** During the year under review Mr. Sunil Kumar Choksi ceased to be member of the Committee w.e.f. 24th August, 2022.

A. Powers of the Audit Committee:

The powers of the Audit Committee include the following:

a) to investigate any activity within its terms of reference;
b) to seek information from any employee of our Company;
c) to obtain outside legal or other professional advice; and
d) to secure attendance of outsiders with relevant expertise, if it considers necessary.

B. Role of the Audit Committee:

The role of Audit Committee together with its powers shall be as under:

Overseeing the Company's nancial reporting process and the disclosure of its nancial information to ensure that the
nancial statements are correct, sufcient and credible;
Recommending to the Board, the appointment, re-appointment and, if required, the replacement or removal of the statutory auditor and the xation of audit fees;
Approving payment to statutory auditors for any other services rendered by the statutory auditors;
Approving initial or any subsequent modication of transactions of the company with related parties;
Scrutinizing inter-corporate loans and investments;

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49th ANNUAL REPORT 2022 - 2023

Valuation of undertakings or assets of the company, wherever it is necessary;
Monitoring the end use of funds raised through public offers and related matters;
Reviewing, with the management, the annual nancial statements before submission to the Board for approval, with particular reference to;
a. matters required to be included in the Director's Responsibility Statement to be included in the Board's report in terms of clause (c) of sub-section 134 of the Companies Act, 2013;
b. changes, if any, in accounting policies and practices along with reasons for the same;
c. major accounting entries involving estimates based on the exercise of judgment by management;
d. signicant adjustments made in the nancial statements arising out of audit ndings;
e. compliance with listing and other legal requirements relating to nancial statements;
f. disclosure of any related party transactions; and
g. modied opinion in the draft audit report.
Reviewing, with the management, the quarterly/ half yearly nancial statements before submission to the board for approval;
Reviewing, with the management, the statement of uses / application of funds raised through an issue (public issue, rights issue, preferential issue, etc.), the statement of funds utilized for purposes other than those stated in the offer document/prospectus/notice and the report submitted by the monitoring agency monitoring the utilization of proceeds of
a public or rights issue, and making appropriate recommendations to the Board to take up steps in this matter;
Reviewing, with the management, performance of statutory and internal auditors, and adequacy of the internal control systems;
Reviewing the adequacy of internal audit function, if any, including the structure of the internal audit department, stafng
and seniority of the ofcial heading the department, reporting structure coverage and frequency of internal audit;
Discussing with the internal auditors any signicant ndings and follow up there on;
Reviewing the ndings of any internal investigations by the internal auditors into matters where there is suspected fraud
or irregularity or a failure of internal control systems of a material nature and reporting the matter to the Board;
Discussing with the statutory auditors before the audit commences, about the nature and scope of audit as well as post audit discussion to ascertain any area of concern;
Looking into the reasons for substantial defaults in the payment to the depositors, debenture holders, shareholders (in case of nonpayment of declared dividends) and creditors;
Reviewing the functioning of the Whistle Blower mechanism, in case the same is existing;
Approving the appointment of the Chief Financial Ofcer (i.e. the whole time nance director or any other person heading
the nance function) after assessing the qualications, experience and background, etc., of the candidate; and
Carrying out any other function as is mentioned in the terms of reference of the Audit Committee or contained in the equity listing agreements as and when amended from time to time.
Reviewing the utilization of loans and / or advances from / investment by the holding company in the subsidiary exceeding rupees 100 crore or 10% of the asset size of the subsidiary, whichever is lower including existing loans/advances/ investments existing as on the date of coming into force of this provision.
Consider and comment on rationale, cost benets and impact of scheme involving merger, de-merger, amalgamation
etc., on the listed entity and its shareholders;
Evaluation of internal nancial control and risk management system.
Approval or any subsequent modication of transactions of the company with related party.

C. Mandatory review by the Audit Committee

The Audit Committee shall mandatorily review the following:

a) management discussion and analysis of nancial condition and results of operations;
b) management letters / letters of internal control weaknesses issued by the statutory auditors;
c) internal audit reports relating to internal control weaknesses;
d) the appointment, removal and terms of remuneration of the chief internal auditor; and
e) statement of deviations: a) quarterly statement of deviation(s) including report of monitoring agency, if applicable, submitted to stock exchange(s) in terms of Regulation 32(1);

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49th ANNUAL REPORT 2022 - 2023

b) annual statement of funds utilized for purposes other than those stated in the offer document/prospectus/notice in terms of Regulation 32(7).
and such other roles & responsibilities pursuant to statutory requirements under the Act, and all rules, circulars and any notications thereunder and amendments thereof; the SEBI (LODR) Regulation, 2015, Securities and Exchange Board of India (Prohibition of Insider Trading) Regulation, 2015, Securities and Exchange Board of India (Substantial Acquisition of Shares and Takeover) Regulation 2011 and such other Regulations, as may be notied by the Securities and Exchange Board of India and amendments thereof; and such other roles, powers and obligations as may be entrusted/delegated/authorized to it by the Board.

NOMINATION AND REMUNERATION COMMITTEE:

According to Section 178 of the Companies Act, 2013 and applicable rules made their under and as per Regulation 19 of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulation, 2015:-

The board of directors shall constitute the nomination and remuneration committee as follows:

(a) the committee shall comprise of at least three directors;
(b) all directors of the committee shall be non-executive directors; and
(c) at least two - third of the directors shall be independent directors

To follow above mentioned provisions, our Company has constituted a Nomination and Remuneration Committee in accordance with section 178 of the Companies Act, 2013 and the SEBI (LODR) Regulations, 2015.

The Committee met Five (5) times during the year under review on May 30, 2022, August 23, 2022, November 14, 2022, February 04, 2023 and March 01, 2023 in accordance with the circular issued by the MCA and SEBI. Necessary quorum was present in all the meetings of the Committee.

The Composition of Nomination & Remuneration Committee are as follow:

Sr. No.	Name	Nature of Directorship	Designation in Committee	No of Meeting held/ No. of Meeting Attended

1.	Ms. Sunita Kishnani	Independent & Non-Executive Director	Chairman	5/4
2.	Mr. Durgalal Tuljaram Manwani	Independent & Non-Executive Director	Member	5/4
3.	Mr. Brij Mohan Maheshwari	Independent & Non-Executive Director	Member	5/5
4.	Mr. Vishwapati Trivedi*	Independent & Non-Executive Director	Member	5/3

*During the year under review Mr. Vishwapati Trivedi appointed as member of the Committee w.e.f. 23 August, 2022.

Terms of Reference:

Identify persons who are qualied to become directors and may be appointed in senior management in accordance with the criteria laid down, recommend to the Board their appointment and removal and shall carry out evaluation of every director's performance.
Formulate the criteria for determining the qualications, positive attributes and independence of a director and recommend to the board a policy relating to the remuneration for directors, KMPs and other employees.
For every appointment of an independent director, the Nomination and Remuneration Committee shall evaluate the balance of skills, knowledge and experience on the Board and on the basis of such evaluation, prepare a description of the role and capabilities required of and independent director, The person recommended to the Board for appointment as an independent director shall have the capabilities identied in such description. For the purpose of identifying suitable candidates, the Committee may:
a) Use the services of an external agencies, if required
b) Consider candidates from a wide range of backgrounds, having due regard to diversity; and

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49th ANNUAL REPORT 2022 - 2023

c) Consider the time commitments of the candidates.
formulation of criteria for evaluation of performance of independent directors and our Board;
whether to extend or continue the term of appointment of the independent director, on the basis of the report of performance evaluation of independent directors.
Determine our Company's policy on specic remuneration package for the Managing Director / Executive Director including pension rights.
Devising a policy on diversity of Board of Directors.
Recommend to the Board, all remuneration, in whatever form, payable to senior management.
Decide the salary, allowances, perquisites, bonuses, notice period, severance fees and increment of Executive Directors.
Dene and implement the Performance Linked Incentive Scheme (including ESOP of the Company) and evaluate the performance and determine the amount of incentive of the Executive Directors for that purpose.
Decide the amount of Commission payable to the senior management.
Review and suggest revision of the total remuneration package of the Executive Directors keeping in view the performance of the Company, standards prevailing in the industry, statutory guidelines etc.
To formulate and administer the Employee Stock Option Scheme.

Performance Evaluation :

In terms of the requirement of the Act and the Listing Regulations, an annual performance evaluation of the Board, its Committees and the Directors was undertaken which included the evaluation of the Board as a whole, Board Committees and peer evaluation of the Directors. The criteria for performance evaluation covers the areas relevant to the functioning of the Board and Board Committees such as its composition, oversight and effectiveness, performance, skills, and structure etc. The performance of individual directors was evaluated on the parameters such as preparation, participation, conduct, independent judgment, and effectiveness. The performance evaluation of Independent Directors was done by the entire Board of Directors and in the evaluation of the Directors, the Directors being evaluated had not participated. The performance evaluation of the Chairman and the Non-Independent Directors was carried out by the Independent Directors who also reviewed the performance of the Secretarial Department. The Directors expressed their satisfaction with the evaluation process.

REMUNERATION OF DIRECTORS FOR 2022-23:

Remuneration paid to Directors are within the limit prescribed under the Act. The Nomination and Remuneration Committee determine and recommended the Company's Board and thereafter, The Board considers the same for approval. Provided that no other remuneration was paid to the Independent Director except sitting fees for the meetings attended by them. The details of remuneration paid are given hereunder:

Sr. No.	Name	Designation	Salaries and Allowances	Commission	Sitting Fee	ESOP	Total

1	Mr. Pratik Patel	Managing Director	95,55,086	16,23,410	-	-	1,11,78,496
2	Mr. Suresh Patel	Executive Director	50,45,796	-	-	-	50,45,796
3	Mr. Axel Schutte	Director	-	-	-	-	-
4	Mr. Brij Mohan Maheshwari	Independent Director	-	-	1,50,000	-	1,50,000
5	Mr. Sunil Kumar Choksi*	Independent Director	-	-	50,000	-	50,000
6	Ms. Sunita Kishnani	Independent Director	-	-	1,25,000	-	1,25,000
7	Mr. Durgalal Tuljaram Manwani	Independent Director	-	-	1,25,000	-	1,25,000
8	Mr. Vishwapati Trivedi	Independent Director	-	-	1,25,000	-	1,25,000
9.	Mr. Rahul Patel **	Director	-	-	-	-	-

JASH ENGINEERING LTD.

49th ANNUAL REPORT 2022 - 2023

During the year, there were no pecuniary relationships or transactions between the Company and any of its Independent Director apart from sitting as disclosed under the “Related Party Transaction” in the nancial statement.

REMUNERATION POLICY:

The Policy for Director's appointment and remuneration including criteria for determining qualications, positive attributes, independence of a director and other matter is uploaded on Company's website www.jashindia.com

The Company pays remuneration by way of salary, benets, perquisites and allowances and commission to the Directors. Annual increments are recommended by the Nomination and Remuneration Committee as per the applicable provisions of the Companies Act, 2013, approved by the Board and Members from time to time.

CRITERIA OF MAKING PAYMENT TO NON-EXECUTIVE /INDEPENDENT DIRECTORS:

The Nomination and Remuneration Committee has laid down criteria for evaluation of the performance of Directors like level of participation of the Directors, understanding of their roles and responsibilities, understanding of the business and competitive environment in which the Company operates, understanding of the strategic issues and challenges for the Company, understanding the terms of reference, effectiveness of the discussions etc. As per Nomination, Evaluation & Remuneration Policy, Company pays sitting fees to Non-Executive Independent Directors on the basis of attendance of such director at the scheduled Board Meeting and Committee Meeting, subject to maximum limit as approved by board.

SERVICE CONTRACTS, NOTICE PERIOD, SEVERANCE FEES

The appointment of the Executive Directors is governed by Resolutions passed by the Shareholders of the Company, which cover the terms and conditions of such appointment, read with the service rules of the Company. A Separate Service Contract is not entered into by the Company with Executive Directors. No notice period and no severance fee is payable to any Director.

SHARES HELD BY NON-EXECUTIVE/INDEPENDENT DIRECTOR:

Sr. No.	Name	Designation	No. of Equity Share held
1	Mr. Axel Schutte	Non-Executive Director	7,92,807
2	Mr. Brij Mohan Maheshwari	Independent Director	-
3	Mr. Rahul Patel*	Non-Executive Director	71,417
4	Ms. Sunita Kishnani	Independent Director	-
5	Mr. Durgalal Tuljaram Manwani	Independent Director	-
6	Mr. Vishwapati Trivedi	Independent Director	-
7	Mr. Sunil Kumar Choksi**	Independent Director	-

*During the year under review Mr. Rahul Patel appointed as Non-Executive Director of the Company with effect from 14 November, 2022.

** During the year under review Mr. Sunil Kumar Choksi ceased to be as Independent Director of the Company with effect from 24th August, 2022.

STAKEHOLDERS' RELATIONSHIP COMMITTEE:

According to Section 178 of the Companies Act, 2013 and applicable rules made their under and as per Regulation 20 of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulation, 2015:

The listed entity shall constitute a Stakeholders Relationship Committee to specically look into the mechanism of redressal of grievances various aspects of interest of shareholders, debenture holders and other security holders.
Mr. Brij Mohan Maheshwari non-executive independent director is the chairperson of this committee and Mr. Tushar Kharpade, Compliance ofcer of the Company act as the secretary to the Committee.

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49th ANNUAL REPORT 2022 - 2023

At least three directors, with at least one being an independent director, shall be members of the Committee and in case of a listed entity having outstanding equity shares, at least two thirds of the Stakeholders Relationship Committee shall comprise of independent directors.

The Committee met two (2) times during the year under review on May 30, 2022 and August 23, 2022 in accordance with the circular issued by the MCA and SEBI. Necessary quorum was present in all the meetings of the Committee.

To follow above mentioned provisions, our Company has constituted a shareholder/investors grievance committee ("Stakeholders Relationship Committee") to redress complaints of the shareholders.

Sr. No.	Name	Nature of Directorship	Designation in Committee	No of Meeting held/ No. of Meeting Attended

1.	Ms. Sunita Kishnani	Independent Director	Member	2/1
2.	Mr. BrijMohan Maheshwari*	Independent Director	Chairman	2/2
3.	Mr. Pratik Patel	ManagingDirector	Member	2/2
4.	Mr. Sunil Kumar Choksi**	Independent Director	Chairman	2/1

*During the year under review Mr. Brij Mohan Maheshwari appointed as Chairman of the Committee w.e.f. 23 August, 2022.

**During the year under review Mr. Sunil Kumar Choksi ceased to be member and Chairman of the Committee w.e.f. 24 August, 2022.

Terms of Reference: Redressal of shareholders' and investors' complaints, including and in respect of:

Considering and resolving grievances of the security holders of the Company, including complaints related to the
transfer/transmission of shares, non-receipt of annual report and non-receipt of declared dividends, issue of
new/duplicate share certicates, general meetings, etc.
Review of measures taken for effective exercise of voting rights by shareholders.
Review of adherence to the service standards adopted by the listed entity in respect of various services being rendered
by the Registrar & Share Transfer Agent and review and take note of complaints directly received and resolved them.
Review of the various measures and initiatives taken by the listed entity for reducing the quantum of unclaimed dividends
and ensuring timely receipt of dividend warrants/ annual report/ statutory notices by the shareholders of the company.

Details of Complaints:

As required under the SEBI (LODR) Regulations, 2015, the Company les with the stock exchanges within twenty-one days from the end of each quarter, a statement giving the number of investor complaints pending at the beginning of the quarter and those received during the quarter, disposed of during the quarter and those remaining unresolved at the end of the quarter and the said statement is placed before the Board on a quarterly basis. Details of the complaints from shareholders during FY 2022-23 are given below:

Particulars	Year ended 31st March, 2023
Number of Shareholder’s Complaints Received	0
Number of Complaints solved	0
Number of Complaints pending	0

For any assistance regarding share transfer, transmissions, change of address or any query relating to shares of company please write to: -

MR. TUSHAR KHARPADE

Company Secretary & Compliance ofcer: Jash Engineering Ltd. 31, Sector-C, Sanwer Road, Industrial Area, Indore (M.P.)-452001 E-mail Id for Investor's Grievances: [email protected]

JASH ENGINEERING LTD.

49th ANNUAL REPORT 2022 - 2023

Risk Management Committee:

The Company has an integrated approach to managing the risks inherent in the various aspects of its business. As a part of this approach, the Company's Board is responsible for monitoring risk levels according to various parameters and ensuring implementation of mitigation measures, if required. There is a mechanism in place to inform Board members about the risk assessment and minimization procedures to ensure that executive management controls risks through a properly dened framework.

According to Regulation 21 of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulation, 2015:

The board of directors shall constitute a Risk Management Committee:

The Risk Management Committee shall have minimum three members with majority of them being members of the board of directors, including at least one independent director (and in case of a listed entity having outstanding equity shares, at least two thirds of the Risk Management Committee shall comprise independent directors).
The Chairperson of the Risk management committee shall be a member of the board of directors and senior executives of the listed entity may be members of the committee.

The Committee met one (1) time during the year under review on February 4, 2023 in accordance with the circular issued by the MCA and SEBI. Necessary quorum was present in all the meetings of the Committee.

The Composition of Risk Management Committee are as follow:

Sr. No.	Name	Nature of Directorship	Designation in Committee	No of Meeting held/ No. of Meeting Attended

1.	Ms. Sunita Kishnani	Independent Director	Member	1/1
2.	Mr. BrijMohan Maheshwari	Independent Director	Chairman	1/1
3.	Mr. Pratik Patel	ManagingDirector	Member	1/1
4.	Mr. Durgalal Tuljaram Manwani	Independent Director	Member	1/1

The role of the committee are as follows:

l To formulate a detailed risk management policy which shall include:
a. A framework for identication of internal and external risks specically faced by the listed entity, in particular including nancial, operational, sectoral, sustainability (particularly, ESG related risks), information, cyber security risks or any other risk as may be determined by the Committee.
b. Measures for risk mitigation including systems and processes for internal control of identied risks.
c. Business continuity plan.
l To ensure that appropriate methodology, processes and systems are in place to monitor and evaluate risks associated with the business of the Company;
l To monitor and oversee implementation of the risk management policy, including evaluating the adequacy of risk management systems;
l To periodically review the risk management policy, at least once in two years, including by considering the changing industry dynamics and evolving complexity;
l To keep the board of directors informed about the nature and content of its discussions, recommendations and actions to be taken;

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49th ANNUAL REPORT 2022 - 2023

l The appointment, removal and terms of remuneration of the Chief Risk Ofcer (if any) shall be subject to review by the Risk Management Committee.

The Risk Management Committee coordinates its activities with other committees, in instances where there is any overlap with activities of such committees, as per the framework laid down by the board of directors.

Corporate Social Responsibility (CSR) Committee:

Every company having:

net worth of rupees ve hundred crore or more, or
turnover of rupees one thousand crore or more or
a net prot of rupees ve crore or more.

during any nancial year shall constitute a Corporate Social Responsibility Committee of the Board consisting of three or more directors, out of which at least one director shall be an independent director.

To follow above mentioned provisions, our Company has constituted a CSR Committee in accordance with the provisions of section 135 of Companies Act, 2013. The constitution of the CSR Committee was approved by a meeting of the Board and reconstituted as per requirements. The CSR Committee comprises the following Directors as on 31st March 2023:

Sr. No.	Name	Nature of Directorship	Designation in Committee	No of Meeting held/ No. of Meeting Attended

1.	Mr. Brij Mohan Maheshwari	Independent Director	Member	2/2
2.	Mr. Durgalal Tuljaram Manwani	Independent Director	Member	2/2
3.	Mr. Suresh Patel	Executive Director	Member	2/2

The Committee met two (2) times during the year under review on May 30, 2022 and February 4, 2023 in accordance with the circular issued by the MCA and SEBI. Necessary quorum was present in all the meetings of the Committee.

Role and objective of Committee:

Formation and recommendation of CSR Policy to the Board;
Formulate and recommend to the Board, an Annual Action Plan in pursuance of the CSR Policy.
Identication of activities to be undertaken by the Company.
Recommendation of amount of expenditure on CSR.
Monitor the CSR Policy from time to time.

EXECUTIVE & BORROWING COMMITTEE:

For looking day to day nancial and operational transaction of the Company Executive & Borrowing Committee has constituted with specic power to running smooth functioning in nancial and operational matters. The constitution of the Executive & Borrowing Committee was approved by a meeting of the Board and reconstituted as per requirements. The Executive & Borrowing Committee comprises the following Directors:

Sr. No.	Name	Nature of Directorship	Designation in Committee
1.	Mr. Pratik Patel	ManagingDirector	Chairman
2.	Mr. Suresh Patel	Executive Director	Member

JASH ENGINEERING LTD.

49th ANNUAL REPORT 2022 - 2023

GENERAL BODY MEETINGS:

The last three General Meeting of the company were held at the venue and time as under:

Year	AGM/EGM	Date	Time	Venue	Special Resolution Passed

2019-20	AGM-46th	29/09/2020	11:00 A.M.	Jash Engineering Ltd. 31, Sector-C, Sanwer Road, Industrial Area, Indore (M.P.)-452001 (Through Video Conferencing)	2
2020-21	AGM-47th	16/09/2021	11:00 A.M.	Jash Engineering Ltd. 31, Sector-C, Sanwer Road, Industrial Area, Indore (M.P.)-452001 (Through Video Conferencing)	2
2021-22	AGM- 48th	23/09/2022	11:00 A.M.	Jash Engineering Ltd. 31, Sector-C, Sanwer Road, Industrial Area, Indore (M.P.)-452001 (Through Video Conferencing)	7

Information on Details of Special Resolution(S) Passed by Postal Ballot:

Sr. No.	Details of special resolution	Details of E- voting Period	Last date of E- voting (Approval Date)	Scrutinizer	Voting Pattern


1.	Appointment of Mr. Rahul Patel (DIN: 09201061) as the Director of the company.	13/01/2023 at 09:00 a.m. to 11/02/2023 at 5:00 p.m.	11/02/2023	Mr. Ankit Joshi Practicing Company Secretaries M.No.: 50124 CP No.: 18660	Total vote caste: 5361442 In favour : 5361442 Against : 0

All these resolutions were passed with requisite majority.

The Company had sought the approval of the shareholders by way of a Ordinary Resolution through notice of postal ballot dated 11th January, 2023, which was duly passed on 11th February, 2023 and the results of which were announced on 13th February, 2023. Mr. Ankit Joshi, Practicing Company Secretary (ACS No. 50124, CP No. 18660) was appointed as the Scrutinizer to scrutinize the postal ballot and remote e-voting process in a fair and transparent manner.

Procedure for Postal Ballot:

The postal ballot were carried out as per the provisions of the Act, read with the rules framed thereunder and in line with the Circulars issued by Ministry of Corporate Affairs and in accordance with Regulation 44 & other applicable provisions of the SEBI (LODR) Regulations, 2015, for the time being in force and as amended from time to time. The Notice of Postal Ballot was sent to Members only in electronic form to the e-mail addresses registered with their Depository Participants or the Company's Registrar & Transfer Agent. The Company made arrangements for those members who did not register their e- mail address to get the same registered by following the procedure prescribed in the Notice. A notice was also published in the newspapers for the information of the Members. Voting rights were reckoned on the equity shares held by the Members as on the cut-off date. The Company appointed a Scrutinizer for conducting the postal ballot process in a fair and transparent manner. He submitted his report to the Chairman which was submitted to the Stock Exchanges. The resolutions which were passed by the requisite majority, were deemed to have been passed on the last date specied for e-voting.

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49th ANNUAL REPORT 2022 - 2023

Means of Communication:

a) Quarterly Results: The Company's quarterly nancial results are posted on the Company's website. During the nancial year, the nancial results were published in Financial Express, The Economic Times and Choutha Sansar. Financial results and all material information are also regularly provided to the stock exchanges as per the requirements of the SEBI (LODR) Regulations, 2015 and are available on their websites.
b) News releases: The ofcial news releases are intimated to the stock exchanges and are also uploaded on the Company's website.
c) Presentations to the institutional investors/analysts: The detailed investor updates/presentations are sent to the stock exchanges on the Company's quarterly, half yearly as well as annual nancial results and same are made available to the investors and nancial analysts. Further, the Company hosts earnings call with the Investors/Analysts after publishing its quarterly results and the details of the earnings call and transcripts of the earnings call are uploaded on the stock exchanges. The recording & transcripts of the earning call with the investors/analysts are also uploaded on the Company's website.
d) Company's Website: The Company' website www.jashindia.com contains a separate section on “Investor”, where relevant information is available.
e) Designated e-mail ID: The Company has a designated e-mail ID, namely [email protected] for the shareholders.
f) Stock Exchange Filings: NSE Electronic application processing system (NEAPS) is a web-based application designed by the National Stock Exchange of India Limited for corporate. All periodical and other Compliance lings are led electronically on NEAPS.
G) SEBI Complaints Redress System (SCORES): Investor complaints are processed at the Securities and Exchange Board of India in a centralized web-based complaints redress system. The salient features of this system are centralized database of all complaints, online upload of Action Taken Reports (ATRs) by concerned companies and online viewing by investors of actions taken on the complaints and their current status.

GENERAL SHAREHOLDER INFORMATION:

Financial Year:	2022-2023
Date of Incorporation:	29/09/1973
CIN Number:	L28910MP1973PLC001226
Venue:	31, Sector -C, Sanwer Road, Industrial Area, Indore (M.P.)-452015
Stock Code:	JASH
ISIN:	INE039O01011
Annual General Meeting For 2022-23:	49th Annual General Meeting
Date:	29th September 2023
Day:	Friday
Time:	10:00 A.M.
Dividend Payment Date:	Within the statutory time limit of 30 days, subject to the approval of members in Annual General Meeting.

JASH ENGINEERING LTD.

49th ANNUAL REPORT 2022 - 2023

LISTED ON STOCK EXCHANGE:

At present, the equity shares of the Company are listed at National Stock Exchange of India Ltd. (NSE) at Exchange Plaza, C- 1, Block G, Bandra Kurla Complex, Bandra (East) Mumbai – 400 051.

PAYMENT OF LISTING FEES:

Annual listing fee for the year 2023-24 has been paid by the Company to NSE where the shares of the Company are listed.

MARKET PRICE DATA:

Market Price Data: High/Low during each month during the Financial Year 2022-2023:

	NSE - Ja NSE - Jash Engineering	NSE - Ja NSE - Jash Engineering	NSE - Ja NSE - Jash Engineering		NSE Nifty 50
Month	High Price (Rs)	Low Price (Rs)	Close Price (Rs)	High Price (Rs)	Low Price (Rs)	Close Price (Rs)
April	748	510	652	18,115	16,825	17,103
May	765	580	664	17,133	15,736	16,585
June	709	555	647	16,794	15,183	15,780
July	718	640	700	17,173	15,511	17,158
August	825	609	752	17,992	17,155	17,759
September	865	721	808	18,096	16,748	17,094
October	865	752	787	18,023	16,856	18,012
November	884	751	831	18,816	17,959	18,758
December	900	761	830	18,888	17,774	18,105
January	912	821	857	18,252	17,406	17,662
February	900	825	861	18,135	17,255	17,304
March	908	835	840	17,800	16,828	17,360

Comparison of data of closing price of NSE Nifty 50 index and Jash Engineering Ltd share price:

==> picture [504 x 200] intentionally omitted <==

JASH ENGINEERING LTD.

49th ANNUAL REPORT 2022 - 2023

CATEGORY OF SHAREHOLDERS AS ON MARCH 31, 2023:

Sr. No.	Particular	% of Shareholding	Number of Shareholding
1	Promoter and Promoter GroupResident Individual	44.79	5388794
2	Promoter and Promoter GroupForeign Individual	1.87	224657
3	Promoter and Promoter GroupBodyCorporate	4.42	531800
4	Public Institutions	5.19	624569
5	Public Non-Institutions	43.73	5260138

==> picture [483 x 166] intentionally omitted <==

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

50.00%
44.79% 43.73%
45.00%
40.00%
35.00%
30.00%
25.00%
20.00%
15.00%
10.00% 4.42% 5.19%
1.87%
5.00%
0.00%
Promoter and Promoter Promoter and Promoter Promoter and Promoter Public - Ins�tu�ons Public - Non-Ins�tu�ons
Group Resident Group Foreign Group Body Corporate
Individual Individual
----- End of picture text -----

DEMATERIALISATION OF SHARES AS ON MARCH 31, 2023:

Sr. No.	Particular	% of Shareholding	Number of Shareholding
1	Physical	1.82	218450
2	CDSL	38.67	4652611
3	NSDL	59.51	7158897
70.00 60.00 50.00 40.00 30.00 20.00 10.00 0.00	1.82% Physical % % % % % % % %	Detmaterialisa�on of Shares
			59.51%

		38.68%




		CDSL	NSDL

RECONCILIATION OF SHARE CAPITAL:

As stipulated by Securities and Exchange Board of India (“SEBI”), a Practicing Company Secretary carries out the audit of Reconciliation of Share Capital and provides a report to reconcile the total admitted capital with NSDL and CDSL and the total issued and listed capital. The reconciliation is carried out every quarter and the report thereon is submitted to Stock exchanges and is also placed before the Board. The audit, inter-alia, conrms that the total listed and paid-up capital of the Company is in agreement with the aggregate of the total number of shares in dematerialized form (held with NSDL and CDSL) and total number of shares in physical form.

JASH ENGINEERING LTD.

49th ANNUAL REPORT 2022 - 2023

SHARE CAPITAL DETAILS: DISTRIBUTION OF EQUITY SHAREHOLDING AS ON MARCH 31, 2023:

Sl. No	Range of shares	No. of Shareholders	% to Shareholders	Total no. of Shares	% to Equity
1	1-500	4330	79.36	316497	2.63
2	501-1000	363	6.65	280488	2.33
3	1001-2000	350	6.41	483475	4.02
4	2001-3000	114	2.09	288522	2.40
5	3001-4000	49	0.90	174925	1.45
6	4001-5000	52	0.95	240371	2.00
7	5001-10000	84	1.54	619913	5.15
8	10001 & above	114	2.10	9625767	80.01
	Total	5456	100	12029958	100

REGISTRAR & SHARE TRANSFER AGENT:

M/s Link Intime India Private Limited C-101, 1st Floor, 247 Park, Lal Bahadur Shastri Marg, Vikhroli (West) Mumbai, Maharashtra – 400083, Ph. 022 49186272 email : [email protected]

SHARE TRANSFER SYSTEM:

All the transfer of shares received by the Company has processed by the Registrars and Transfer Agents.

OUTSTANDING ADRS /GDRS/ WARRANTS OR ANY CONVERTIBLE INSTRUMENTS:

The Company had not issued any GDRs / ADRs/ Warrants or any Convertible instruments in the past and hence as on 31st March, 2023 the Company does not have any outstanding GDRs/ ADRs/ Warrants or convertible instruments.

IN CASE THE SECURITIES ARE SUSPENDED FROM TRADING, THE DIRECTORS REPORT SHALL EXPLAIN THE REASONS THEREOF: NA

COMMODITY PRICE RISK OR FOREIGN EXCHANGE RISK AND HEDGING ACTIVITIES:

The Company does not deal in commodities and hence the disclosure pursuant to SEBI Circular dated November 15, 2018 is not required to be given. For a detailed discussion on foreign exchange risk and hedging activities, pleas refer to Management Discussion and Analysis Report.

CREDIT RATINGS:

The Company does not have any debt instrument, xed deposit programme or any scheme or proposal for mobilization of funds. Hence, during the year, it had not obtained any credit rating for this purpose.

Business Locations:

Address for Correspondence:

Jash Engineering Ltd. CIN: L28910MP1973PLC001226 31, Sector-C, Sanwer Road, Industrial Area, Indore (M.P.)-452015 INDIA E-mail : [email protected]

CERTIFICATE FROM PRACTICING COMPANY SECRETARY ON CORPORATE GOVERNANCE:

Pursuant to Regulation 34(3) and Schedule V para E of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, your Company has received a Compliance Certicate attached as Annexure-2 of Corporate Governance Report, from

JASH ENGINEERING LTD.

49th ANNUAL REPORT 2022 - 2023

Mr. Ankit Joshi, Practicing Company Secretary (CoP No. 18660), to the effect that Company has complied with all rules and regulations of Companies Act, 2013, SEBI Regulation or any other Law (If any) applicable on the company regarding compliance of good Corporate Governance.

OTHER DISCLOSURE:

· Employee Stock Option Scheme:

· Subsidiary Companies including Foreign Subsidiaries:

Sr. No.	Name of the Company*	Status as on 1st April, 2022	Any change in status	Status as on 31st March, 2023
1	Shivpad Engineers Pvt. Ltd.	Wholly Owned Subsidiary	-	Wholly Owned Subsidiary
2	Jash USA Inc. USA Rodney Hunt Inc. USA (SDS of Jash USA Inc. USA)	Wholly Owned Subsidiary	-	Wholly Owned Subsidiary
3	Mahr Maschinenbau Ges. mbH	Wholly Owned Subsidiary	-	Wholly Owned Subsidiary
4	Engineering and Manufacturing Jash Limited	Wholly Owned Subsidiary	-	Wholly Owned Subsidiary

* During the year under review your company was not have any material subsidiary as per SEBI (LODR) Regulation, 2015

The Material Subsidiaries Policy as approved by the Board is available on the Company's website www.jashindia.com

· Related Party Transaction:

All transactions entered into with Related Parties as dened under the Companies Act, 2013 and SEBI (Listing Obligations & Disclosure Requirements) Regulations, 2015, during the nancial year were in the ordinary course of business and on an arm's length pricing basis. Suitable disclosure as required by the Accounting Standards has been made in the notes to the Financial Statements.

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49th ANNUAL REPORT 2022 - 2023

All Related Party Transactions were approved by the Audit Committee on omnibus basis or otherwise and the Board. The transactions entered into by the company are audited. The Company has developed Related Party Transactions Policy, Standard Operating Procedures for purpose of identication and monitoring of such transactions. The information for the Related Party Transactions has been given in AOC-2 as Annexure-F of Board Report. The RPT Policy as approved by the Board is available on the Company's website www.jashindia.com

· Vigil Mechanism/Whistle Blower Policy :

The Company has laid down a Whistle Blower Policy/vigil mechanism. The Company encourages an open door policy where employees have access to the Head of the business/function. The Company takes cognizance of the complaints made and suggestions given by the employees and others. Complaints are looked into and whenever necessary, suitable corrective steps are taken. No employee of the company has been denied access to the Audit Committee in this regard.

As part of our corporate governance practices, the company has adopted the Whistleblower policy that covers our directors and employees. The policy is provided pursuant to SEBI (LODR) Regulation, 2015 on our website www.jashindia.com

· Compliance with Mandatory requirements:

The Company has complied with Corporate Governance requirements specied in Regulations 17 to 27 and Clauses (b) to (i) of Sub-Regulation (2) of Regulation 46 of the SEBI LODR and necessary disclosures thereof have been made in this Corporate Governance Report. The applicable Compliance Status of Company on respective regulations are as given below:

grievances

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49th ANNUAL REPORT 2022 - 2023

==> picture [171 x 79] intentionally omitted <==

stock exchange stock exchange

Details of non-compliance, if any, by the Company, on any matter related to capital markets:

During the last 3 (three) years, there were no instances of non-compliance by the Company and no penalty or strictures were imposed on the Company by the Stock Exchanges or SEBI or any statutory authority on any matter related to the capital markets.

· Disclosure of the Extent to which the Discretionary Requirements as specied in Part E of Schedule II have Been Adopted :

The Company complied with all mandatory requirements and has adopted non-mandatory requirement as per details given below:

A. The Board: The Chairman of the Company is an Executive Chairman.

B. Shareholder's Rights: The quarterly and half yearly results are published in the newspaper, displayed on the website of the Company and are sent to the Stock Exchanges where the shares of the Company are listed. The quarterly and halfyearly results are not separately circulated to the shareholders.

C. Modied opinion(s) in audit report: The auditors have not qualied the nancial statement of the Company. The Company continues to adopt best practices in order to ensure unqualied nancial statements.

D. Separate posts of Chairperson and CEO: Presently, Shri Pratik Patel is the Chairman & Managing Director of the Company.

E. Reporting of Internal Auditor: The Internal Auditors of the Company report to the Audit Committee.
Code of Conduct of Practices and Procedures for Fair Disclosure of Unpublished Price Sensitive Information (UPSI): The Compliance Ofcer and Managerial personals deals with dissemination of information and disclosure of unpublished price sensitive information under the Policy and the said Policy is available on the website of the Company.

JASH ENGINEERING LTD.

49th ANNUAL REPORT 2022 - 2023

· Role of Company Secretary:

The functions of Company Secretary are discharged by Mr. Tushar Kharpade. He pays an important role in ensuring that the procedures are followed and regularly reviewed. He also ensure that all relevant information, details and documents are made available to the directors and senior management for effective decision making at the meetings. The Company Secretary is primarily responsible to assist the board in conduct of affairs of the company, to ensure compliance with applicable statutory requirements.

· Prohibition of Insider Trading:

With a view to regulate trading in securities by the directors and designated persons, the Company has adopted a Code for prohibition of insider trading known as the Code to Regulate, Monitor and Report Trading by Designated Persons in Securities of Jash Engineering Limited.

Disclosure in relation to the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013:
No. of Complaints on Sexual Harassment received during year: N.A.
No. of Complaints disposed off during the Year: N.A.
No. of cases pending as on end of the Financial Year: N.A.
Any recommendations received from the committee and not accepted by the Board and reasons thereof – Nil
Detailed reasons for the resignation of an Independent Director who resigns before the expiry of his/her tenure along with a conrmation by such director that there are no other material reasons other than those provided: Nil
In accordance with the requirement of Regulation 34(3) and Part F of Schedule V to the SEBI Listing Regulations, details of equity shares in the suspense account: Nil.
Unpaid / Unclaimed Dividends & Shares – Investor Education and Protection Fund (IEPF):

Sr. No.	Financial Year	Declaration Date*	Un-claimed Amount in INR
1	2015-2016	September 27, 2016	12,700.00
2	2016-2017	September 30, 2017	18,700.00
3	2017-2018	September 21, 2018	1,59,469.00
4	2018-2019	September 14, 2019	36,150.00
5	2019-2020- Interim	March 7, 2020	33,304.50
6	2019-2020	September 29, 2020	15,238.00
7	2020-2021	September 16, 2021	1,02,515.20
8	2021-2022	September 23, 2022	51,429.80

Pursuant to the provisions of Sections 124, 125 and other applicable provisions of the Companies Act, 2013 (“ the Act ”) read with the Investor Education and Protection Fund Authority (Accounting, Audit, Transfer and Refund) Rules, 2016 (“ IEPF Rules ”), the dividend which remains unpaid/ unclaimed for a period of 7 (seven) consecutive years from the date of transfer to the unpaid dividend account along with the shares on which dividend has not been encashed by the Members for 7 (seven) consecutive years has to be transferred to Investor Education and Protection Fund (“ IEPF* ”) within the prescribed time.

During the year under review, unclaimed dividend for the FY 2014-15 amounting to INR 10,160/- pertaining to Three Members has been transferred to IEPF Authority.

The Company sends communication and reminder letters, from time to time, to the respective Members whose dividends are unpaid/unclaimed and/ or due for transfer to IEPF and provides facilitation/ support to Members as and when required, to enable them to claim their dividend entitlements before it is transferred to IEPF Authority in accordance with IEPF Rules.

JASH ENGINEERING LTD.

49th ANNUAL REPORT 2022 - 2023

The details of Members and their unclaimed dividend/ equity shares entitlements / transferred / liable to be transferred to IEPF Authority are uploaded on the Company's website www.jashindia.com. The Members are requested to approach the Company and/or RTA for any support to claim their entitlements, if any.

Details of utilization of funds raised through preferential allotment or qualied institutional placement as specied under Regulation 32 (7A): NA
· Total Fees for all services paid by the listed entity and its subsidiaries, on a consolidated basis, to the statutory auditor and all entities in the network rm/network entity of which the statutory auditor is a part:

	(all amount in INR Lakhs unless stated otherwises)	(all amount in INR Lakhs unless stated otherwises)
Payment to the Statutory Auditor	For the year ended 31 March, 2023	For the year ended 31 March, 2022
For statutory audit	29.00	22.00
Certications Services	0.35	1.75
Other Services – fees for the review purpose of subsidiary	15.00	-
Reimbursement of expenses	1.18	0.09
Total	45.53	23.84

During the year, other than above no payment made to any other network rm/ network entity of which the statutory auditor is a part.

Certicate pursuant to Regulation 34(3) and Schedule V para D of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, attached as “Annexure-3” of Corporate Governance Report, from Managing Director stating that the Board of Directors and Senior management personnel have afrmed with the code of conduct of board of directors and senior management.
Certicate from Managing Director / Chief Executive Ofcer & Chief Financial Ofcer, pursuant to Regulation 17(8) of the SEBI Listing Obligations and Disclosure Requirements) Regulations, 2015, attached as “Annexure4” of Corporate Governance Report.
During the year under review Company and its subsidiaries has not taken any Loans and advances in the nature of loans to rms/companies in which directors are interested.
Policy for Determination of Materiality of Event or Information: The Company has in place for Determination of Materiality of Events or information which are required to be disclosed to the Stock Exchanges. This Policy is available on the website of the Company.
Business Responsibility and Sustainability Report: Pursuant to the Regulation34 of the SEBI (LODR) Regulations, 2015, the company has prepared Business Responsibility and Sustainability Report and the same forms a part of this Annual Report under Annexure K.
Disclosures on materially signicant related party transaction that may have potential conict with the interests of listed entity at large: During the year under review there was no material related party transaction which might have had a potential conict of interest of the listed entity at large.
Disclosure of Accounting Treatment: The Company has adopted the prescribed accounting standards i.e. Indian Accounting Standards (“Ind AS”), for preparation of nancial statements during the year.
Code of Conduct:

JASH ENGINEERING LTD.

49th ANNUAL REPORT 2022 - 2023

Annexure-1 to Corporate Governance Report:

Certicate of Non-Disqualication of Directors [Pursuant to Regulation 34(3) and Schedule V Para C clause (10) (i) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015]

To, The Members, Jash Engineering Ltd. CIN: L28910MP1973PLC001226 31, Sector-C, Sanwer Road, Industrial Area, Indore (M.P.)-452001

I have examined the relevant registers, records, forms, returns and disclosures received from the Directors of Jash Engineering Ltd. (hereinafter referred to as 'the Company'), produced before us by the Company for the purpose of issuing this Certicate, in accordance with Regulation 34(3) read with Schedule V Para-C Sub clause 10(i) of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015. I have considered nondisqualication to include non-debarment by Regulatory/ Statutory Authorities.

In my opinion and to the best of my information and according to the verications (including Directors Identication Number (DIN) status at the portal www.mca.gov.in) as considered necessary and explanations furnished to me by the Company & its ofcers, I hereby certify that none of the Directors on the Board of the Company as stated below for the Financial Year ending on March 31, 2023 have been debarred or disqualied from being appointed or continuing as Directors of companies by the Securities and Exchange Board of India (SEBI) and Ministry of Corporate Affairs (MCA) or any such other Statutory Authority.

Details of Directors:

Sr. No.	Name of Director	Designation	DIN	Original Date of appointment	Date of Cessation

1.	Mr. Pratik Patel	Chairman & Managing Director	00780920	01/10/2000	-
2.	Mr. Suresh Patel	Executive Director	00012072	14/02/2020	-
3.	Mr. Axel Schutte	Non-Executive Director	02591276	29/09/2001	-
4.	Mr. Brij Mohan Maheshwari	Independent Director	00022080	25/08/2017	-
5.	Mr. Rahul Patel	Non-Executive Director	09201061	14/11/2022	-
6.	Ms. Sunita Kishnani	Independent Director	06924681	25/08/2017	-
7.	Mr. Durgalal Tuljaram Manwani	Independent Director	07114081	25/08/2017	-
8.	Mr. Vishwapati Trivedi	Independent Director	00158435	13/08/2018	-
9.	Mr. Sunil Kumar Choksi	Independent Director	00155078	25/08/2017	24/08/2022

Ensuring the eligibility for the appointment/continuity of every Director on the Board is the responsibility of the management of the Company. My responsibility is to express an opinion based on my verication.

This certicate is neither an assurance as to the future viability of the Company nor of the efciency or effectiveness with which the management has conducted the affairs of the Company.

This certicate has been issued at the request of the company to make disclosure in its Corporate Governance Report for the Financial Year ended 31st March, 2023.

Date: 14th August 2023 Place: Indore UDIN: A050124E000821664

Sd/CS Ankit Joshi Practicing Company Secretary M. No.: A50124 CoP No.: 18660

JASH ENGINEERING LTD.

49th ANNUAL REPORT 2022 - 2023

Annexure-2 to Corporate Governance Report:

Corporate Governance Compliance Certicate

[Pursuant to Regulation 34(3) and Schedule V (E) of Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015]

To, The Members, Jash Engineering Ltd. CIN: L28910MP1973PLC001226 31, Sector-C, Sanwer Road, Industrial Area, Indore (M.P.)-452001

I have examined all the relevant records of Jash Engineering Ltd. ("the Company") for the year ended on March 31, 2023, as stipulated in Regulations 17 to 27 and clauses (b) to (i) and (t) of sub-regulation (2) of Regulation 46 and Para C, D and E of Schedule V of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 ["Listing Regulations"]. I have also obtained all the information and explanations which, to the best of my knowledge and belief were necessary for the purposes of certication.

In my opinion and to the best of my information and according to the explanations and information furnished to me and representations made by the management, I certify that the Company, to the extent applicable, has complied with all the mandatory requirements of Corporate Governance as stipulated in Regulations 17 to 27, clauses (b) to (i) and (t) of subregulation (2) of Regulation 46 and Para C, D and E of Schedule V of Listing Regulations.

The compliance of the conditions of corporate governance is the responsibility of the Management. My examination was limited to the procedure and implementation process adopted by the Company for ensuring the compliance of the conditions of the corporate governance.

This certicate is neither an assurance as to the future viability of the Company nor of the efcacy or effectiveness with which the management has conducted the affairs of the Company.

Date: 14th August 2023 Place: Indore UDIN: A050124E000821664

Sd/CS Ankit Joshi Practicing Company Secretary M. No.: A50124 CoP No.: 18660

JASH ENGINEERING LTD.

49th ANNUAL REPORT 2022 - 2023

Annexure-3 to Corporate Governance Report:

Declaration by the Managing Director under SEBI (LODR) Regulation, 2015 Regarding Compliance with Code of Conduct and Ethics

In accordance with Schedule V, Para D of the SEBI (LODR) Regulation, 2015 as amended from time to time, I Mr. Pratik Patel, Managing Director of the Company hereby conrm that, all the Directors and the Senior Management personnel of the Company have afrmed compliance with the Code of Conduct, as applicable to them, for the nancial year ended March 31, 2023.

Date : 23rd May 2023 Place : Indore

Sd/-

Chairman & Managing Director

JASH ENGINEERING LTD.

49th ANNUAL REPORT 2022 - 2023

ANNEXURE - 4 to Corporate Governance Report:

MD/CEO & CFO CERTIFICATION PURSUANT TO REGULATION 17(8) OF THE SEBI (LISTING OBLIGATIONS AND DISCLOSURE REQUIREMENTS) REGULATIONS, 2015

To, The Board of Directors JASH Engineering Limited

We the undersigned, in our respective capacities as Managing Director and Chief Financial Ofcer of the Company, to the best of our knowledge and belief certify that

A. We have reviewed the nancial statements and the cash ow statement for the nancial year 2022-23 and that to the best of our knowledge and belief:
(1) these statements do not contain any materially untrue statement or omit any material fact or contain statements that might be misleading;
(2) these statements together present a true and fair view of the Company's affairs and are in compliance with existing accounting standards, applicable laws and regulations.
B. There are, to the best of our knowledge and belief, no transactions entered into by the Company during the year which are fraudulent, illegal or violative of the Company's code of conduct.
C. We accept responsibility for establishing and maintaining internal controls for nancial reporting and that we have evaluated the effectiveness of internal control systems of the Company pertaining to nancial reporting and we have disclosed to the Auditors and the Audit Committee, deciencies in the design or operation of such internal controls, if any, of which we are aware and the steps we have taken or propose to take to rectify these deciencies.
D. We have indicated to the Auditors and the Audit Committee:
(1) signicant changes in internal control over nancial reporting during the year; if any
(2) signicant changes in accounting policies during the year if any and that the same have been disclosed in the notes to the nancial statements; and
(3) instances of signicant fraud of which we have become aware and the involvement therein, if any, of the management or an employee having a signicant role in the Company's internal control system over nancial reporting.

Date : 23rd May 2023 Place : Indore

Sd/-

Sd/-

Dharmendra Jain Chairman & Managing Director CFO

JASH ENGINEERING LTD.

49th ANNUAL REPORT 2022 - 2023

Annexure-D

NOMINATION AND REMUNERATION POLICY

The philosophy for remuneration of directors, Key Managerial Personnel ('KMP') and all other employees of Jash Engineering Limited ('company') is based on the commitment of fostering a culture of leadership with trust. A transparent, Fair and reasonable process for determining the appropriate remuneration at all levels of the Company is required to ensure that the members remain informed and condent in the management of the company. The remuneration policy is aligned to this philosophy.

This Nomination and Remuneration Policy is being formulated in compliance with Section 178 of the Companies Act, 2013 read along with the applicable rules thereto and the SEBI (Listing Obligations and Disclosure Requirements) (Amendment) Regulations, 2018 as amended from time to time. This policy on Nomination and Remuneration of Directors, Key Managerial Personnel (KMP) and Senior Management of company has been formulated by the Nomination & Remuneration Committee (hereinafter referred to as NRC or the Committee) and approved by the Board of Directors.

This policy shall act as guidelines on matters relating to the remuneration, appointment, removal, and evaluation of performance of the Directors, Key Managerial Personnel and Senior Management.

Denitions

“Act” means The Companies Act, 2013 and rules made thereunder, as amended from time to time.

“Board” means Board of Directors of Jash Engineering Limited

“Company” means Jash Engineering Limited

“Committee ” means Nomination and Remuneration Committee of the Company as constituted by the Board from time to time .

“Independent Director” means a director referred to in Section 149(6) of the Companies Act, 2013, read with Regulation 16(1)(b) of the SEBI (LODR) Regulations, 2015.

“Key Managerial Personnel” or “KMP” means Managing Director, Whole-time Director, Chief Financial Ofcer, Company Secretary, and such other persons who may be deemed to be KMP under the Companies Act, 2013.

“Remuneration” means any money or its equivalent given or passed to any person for services rendered by him and includes perquisites as dened under the Income Tax Act, 1961 and other statutory benets;

“ Senior Managerial Personnel ” means the personnel of the company who are members of its core management team excluding Board of Directors. Normally, this would comprise all functional heads or Head of the Divisions.

APPLICABILITY

This Policy applies to Directors, Senior Management including its Key Managerial Personnel (KMP) and other employees of the Company. Any departure from the policy can be undertaken only with the approval of the Board of Directors.

CONSTITUTION OF THE NOMINATION & REMUNERATION COMMITTEE

The Board has the power to constitute / reconstitute the Committee from time to time in order to make it consistent with Company's policies and applicable statutory requirements. The composition of the Company shall be in line with the requirements of the Act and Listing Regulations.

OBJECTIVE

The objective of the policy is to ensure that.

The level and composition of remuneration is reasonable and sufcient to attract, retain and motivate directors of the quality required to run the company successfully.
Relationship of remuneration to performance is clear and meets appropriate performance benchmarks; and
Remuneration to directors, key managerial personnel and senior management involves a balance between xed and incentive pay reecting short and long-term performance objectives appropriate to the working of the company and its goals.
While determining the remuneration of the Directors (including Non-Executive Directors) and KMP and the Senior Management Personnel, regard should be made to prevailing market conditions business performance and practices in comparable companies as also to nancial and commercial health of the Company as well as prevailing laws and government /other guidelines, to ensure that pay structures are appropriately aligned and the level of remuneration remains appropriate.

The committee shall observe the set of principals and objectives as envisaged under the Act, (including Section 178 thereof), rules framed there under and the SEBI (LODR) Regulations, 2015, including, inter-alia, principals pertaining to determining qualications, positive attributes, integrity, and independence.

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49th ANNUAL REPORT 2022 - 2023

ROLE OF THE COMMITTEE

Nomination and Remuneration Committee shall govern the following.

formulation of the criteria for determining qualications, positive attributes and independence of a director and recommend to the board of directors a policy relating to, the remuneration of the directors, key managerial personnel and other employees;
Ø For every appointment of an independent director, the Nomination and Remuneration Committee shall evaluate the balance of skills, knowledge and experience on the Board and on the basis of such evaluation, prepare a description of the role and capabilities required of an independent director. The person recommended to the Board for appointment as an independent director shall have the capabilities identied in such description. For the purpose of identifying suitable candidates, the Committee may:
- a. use the services of an external agencies, if required;
- b. consider candidates from a wide range of backgrounds, having due regard to diversity; and
- c. consider the time commitments of the candidates.
formulation of criteria for evaluation of performance of independent directors and the board of directors;
devising a policy on diversity of board of directors;
identifying persons who are qualied to become directors and who may be appointed in senior management in accordance with the criteria laid down, and recommend to the board of directors their appointment and removal.
whether to extend or continue the term of appointment of the independent director, on the basis of the report of performance evaluation of independent directors.
recommend to the board, all remuneration, in whatever form, payable to senior management.
Succession planning for replacing Key executive and overseeing.
Noting of delegation of administrative power to ESOP Trust
Approval for grant of stock options under ESOP Scheme of the Company
To carry out any other function as in mandated by the Board from time to time and/or enforced by any statutory.

APPOINTMENT OF DIRECTOR, KEY MANAGERIAL PERSONNEL AND SENIOR MANAGEMENT:

The Committee shall identify and ascertain the integrity, qualication, expertise and experience of the person for appointment as Director, KMP or at Senior Management level and recommend his / her appointment, as per Company's Policy. A person should possess adequate qualication, expertise and experience for the position he / she is considered for appointment. The Committee has authority to decide whether qualication, expertise and experience possessed by a person is sufcient / satisfactory for the position.

Ø DIRECTORS

The appointment of the Non-Executive and Independent Directors are subject to the recommendation of NRC and approval of the Board of Directors and Shareholders. The Company shall comply provisions of the Companies Act, 2013 and rules framed thereunder for appointment of the Managing Director, Executive Director and Independent Directors.

Ø KEY MANAGERIAL PERSONNEL

The Committee shall identify and ascertain the integrity, qualication, expertise and experience of the person for appointment as a Key Managerial Personnel and recommend his/ her appointment as per the Company's Policy and shall also be governed by the provisions of the Act and compliance of the SEBI (LODR) Regulation, 2015.
Ø SENIOR MANAGEMENT
The appointment of the Senior Management shall made in accordance with the Human Resource guidelines of the Company, Subject to necessary recommendation from the committee.

JASH ENGINEERING LTD.

49th ANNUAL REPORT 2022 - 2023

Ø OTHER EMPLOYEES

Other employees will be appointed as per the Human Resource guidelines of the Company from time to time.

POLICY FOR REMUNERATION TO DIRECTORS/KMP/SENIOR MANAGEMENT PERSONNEL

1) Remuneration to Managing Director / Whole-time Directors

a) The Remuneration/ Commission etc. to be paid to Managing Director / Whole-time Directors, etc. shall be governed as per provisions of the Companies Act, 2013 and rules made there under or any other enactment for the time being in force and the approvals obtained from the Members of the Company.
b) The Nomination and Remuneration Committee shall make such recommendations to the Board of Directors, as it may consider appropriate with regard to remuneration to Managing Director / Whole-time Directors.

2) Remuneration to Non- Executive / Independent Directors

a) The Non-Executive / Independent Directors may receive sitting fees and such other remuneration as permissible under the provisions of Companies Act, 2013. The amount of sitting fees shall be such as may be recommended by the Nomination and Remuneration Committee and approved by the Board of Directors.
b) All the remuneration of the Non- Executive / Independent Directors (excluding remuneration for attending meetings as prescribed under Section 197 (5) of the Companies Act, 2013) shall be subject to ceiling/ limits as provided under Companies Act, 2013 and rules made there under or any other enactment for the time being in force. The amount of such remuneration shall be such as may be recommended by the Nomination and Remuneration Committee and approved by the Board of Directors or shareholders, as the case may be.
c) An Independent Director shall not be eligible to get Stock Options and also shall not be eligible to participate in any sharebased payment schemes of the Company.
d) Any remuneration paid to Non- Executive / Independent Directors for services rendered which are of professional in nature shall not be considered as part of the remuneration for the purposes of clause (b) above if the following conditions are satised:
e) The Services are rendered by such Director in his capacity as the professional; and
f) In the opinion of the Committee, the director possesses the requisite qualication for the practice of that profession. g) Board of Directors of Company shall of administering the Employee Stock Option/ Purchase Schemes, shall determine the stock options and other share-based payments to be made to Directors (other than Independent Directors).

3) Remuneration to Key Managerial Personnel and Senior Management

a) The remuneration to Key Managerial Personnel and Senior Management shall consist of xed pay and incentive pay, in compliance with the provisions of the Companies Act, 2013 and in accordance with the Company's Policy.
b) The Nomination and Remuneration Committee of the Company administering the Employee Stock Option/ Purchase Schemes, shall determine the stock options and other share-based payments to be made to Key Managerial Personnel and Senior Management.
c) The Fixed pay shall include monthly remuneration, employer's contribution to Provident Fund, contribution to pension fund, pension schemes, etc. as decided from time to time.
d) The Incentive pay shall be decided based on the balance between performance of the Company and performance of the Key Managerial Personnel and Senior Management, to be decided annually or at such intervals as may be considered appropriate.

EVALUATION

The Committee shall carry out evaluation of performance of Director, Key Managerial Personnel and Senior Management Personnel yearly or at such intervals as may be considered necessary. The Nomination and Remuneration Committee shall evaluate the balance of skills, knowledge and experience on the Board and on the basis of such evaluation, prepare a description of the role and capabilities required of an independent director. The person recommended to the Board for appointment as an independent director shall have the capabilities identied in such description. The Managing Director shall carry out evaluation of performance of the Senior Management Personnel as per the Company's policy and report to the Committee.

REMOVAL

The Committee may recommend with reasons recorded in writing, removal of a Director, Key Managerial Personnel or Senior Management Personnel subject to the provisions and compliance of the Companies Act, 2013, rules and regulations and the policy of the Company.

RETIREMENT

The Director, Key Managerial Personnel or Senior Management Personnel shall retire as per the applicable provisions of the Act and the prevailing policy of the Company. The Board will have the discretion to retain the Director and Key Managerial Personnel in the same position/ remuneration or otherwise even after attaining the retirement age, for the benet of the Company. The Managing Director will have the discretion to retain the Senior Management Personnel in the same position/

JASH ENGINEERING LTD.

49th ANNUAL REPORT 2022 - 2023

remuneration or otherwise even after attaining the retirement age, for the benet of the Company.

IMPLEMENTATION

a) The Committee may issue guidelines, procedures, formats, reporting mechanism and manuals in supplement and for better implementation of this policy as considered appropriate.
b) The Committee may Delegate any of its powers to one or more of its members.

DISCLOSURE OF INFORMATION:

Information on the total remuneration of members of the Company's Board of Directors and KMP/ senior management personnel may be disclosed in the Company's annual nancial statements as per statutory requirements. This Policy shall also be placed on the website of the Company www.jashindia.com. Further, as per the provisions of the Act and the SEBI (LODR) Regulations, 2015, as amended from time to time.

NRC MEETINGS:

The meetings of NRC will be governed by the provisions of the Companies Act, 2013, Rules made thereunder and Listing Agreement as may be applicable from time to time. Proceedings of all meetings must be minuted and signed by the Chairman of the Committee at the subsequent meeting. Minutes of the Committee meetings will be tabled at the subsequent Board and Committee meeting.

Date : 14th August 2023 Place : Indore

Sd/-

Suresh Patel Chairman & Managing Director Executive Director DIN - 00012072

JASH ENGINEERING LTD.

49th ANNUAL REPORT 2022 - 2023

Annexure-E

Form No. MR-3 SECRETARIAL AUDIT REPORT

ST

FOR THE FINANCIAL YEAR ENDED 31 MARCH, 2023

[Pursuant to section 204(1) of the Companies Act, 2013 and rule No.9 of the Companies (Appointment and Remuneration Personnel) Rules, 2014 and Regulation 24A(1) of the SEBI (LODR) Regulations, 2015]

To,

The Members,

Jash Engineering Limited L28910MP1973PLC001226 31, Sector-C, Sanwer Road, Industrial Area, Indore (M.P.)-452001

I have conducted the Secretarial Audit of the compliance of applicable statutory provisions and the adherence to good corporate practices by Jash Engineering Limited ( CIN : L28910MP1973PLC001226 ) (hereinafter called “The Company”). The Secretarial Audit was conducted in a manner that provided me a reasonable basis for evaluating the corporate conducts/statutory compliances and expressing my opinion thereon.

Based on my verication of the Company's books, papers, minute books, forms and returns led and other records maintained by the Company and also the information provided by the Company, its ofcers, agents and authorized representatives during the conduct of secretarial audit, I hereby report that in my opinion, the Company has, during the audit period covering the Financial Year ended on 31st March, 2023 complied with the statutory provisions listed hereunder and also that the Company has proper Board-processes and compliance-mechanism in place to the extent, in the manner and subject to the reporting made hereinafter:

I have examined the books, papers, minute books, forms and returns led and other records maintained by the Company for the nancial year ended on 31st March, 2023 according to the provisions of:

(i) The Companies Act, 2013 (the Act) and the rules made thereunder ;
(ii) The Securities Contracts (Regulation) Act, 1956 ('SCRA') and the rules made thereunder;
(iii) The Depositories Act, 1996 and the Regulations and Bye-laws framed thereunder;
(iv) Foreign Exchange Management Act, 1999 and the rules and regulations made thereunder to the extent of Foreign Direct Investment, Overseas Direct Investment and External Commercial Borrowings [Applicable only to the extent of Foreign Direct Investment and Overseas Direct Investment] ;
(v) (i) The following Regulations and Guidelines prescribed under the Securities and Exchange Board of India Act, 1992 ('SEBI Act'): —
- (a) The Securities and Exchange Board of India (Substantial Acquisition of Shares and Takeovers) Regulations 2011 ;
- (b) The Securities and Exchange Board of India (Prohibition of Insider Trading) Regulations, 2015;
- (c) The Securities and Exchange Board of India (Issue of Capital and Disclosure Requirements) Regulations, 2018);
- (d) The Securities and Exchange Board of India (Registrars to an Issue and Share Transfer Agents) Regulations, 1993 regarding the Companies Act and dealing with client.
- (e) The Securities and Exchange Board of India (Share Based Employee Benets) Regulations, 2014 and the Securities and Exchange Board of India (Share Based Employee Benets and Sweat Equity) Regulations, 2021.
(ii) Provisions of the following regulations and guidelines prescribed under the Securities and Exchange Board of India Act, 1992 (SEBI Act) were not applicable to the company during the Financial Year under report : (a) The Securities and Exchange Board of India (Issue and Listing of Debt Securities) Regulations, 2008 and the Securities and Exchange Board of India (Issue and Listing Of Non-Convertible Securities) Regulations, 2021;
- (b) The Securities and Exchange Board of India (Delisting of Equity Shares) Regulations, 2009 and The Securities and Exchange Board of India (Delisting of Equity Shares) Regulations, 2021 ; and
- (c) The Securities and Exchange Board of India (Buyback of Securities) Regulations, 2018.

I have relied on the representation made by the Company and its Ofcers for systems and mechanism formed by the Company for compliances under other applicable Acts, Laws and Regulations to the Company. The list of major head/ groups of Acts, Laws and Regulations as applicable to the Company is given in Annexure I. I have also examined compliance with the applicable clauses of the following:

JASH ENGINEERING LTD.

49th ANNUAL REPORT 2022 - 2023

(i) Secretarial Standards with regard to Meeting of Board of Directors (SS-1) and General Meetings (SS-2) issued by ICSI under the provisions of the Companies Act, 2013;
(ii) SEBI (LODR) Regulations, 2015 and the Listing Agreements entered into by the Company with National Stock Exchange of India Limited;

During the period under review the Company has complied with the provisions of the Act, Rules, Regulations, Guidelines, Standards, etc. mentioned above subject to the observations, that:

1. Pursuant to section 135 of the Companies Act 2013 read with applicable rules & also read with notication issued by MCA dated 22nd January 2021, the Company was required to spend CSR Contribution of Rs. 58.79 lacs during the nancial year 2022-23, however the Company has spent Rs. 54.80 lacs before 31st March 2023 on eligible activities. Further as per explanation received from management the balance unspent amount of Rs. 3.99 lacs will be transferred to a fund specied in Schedule VII, within a period of six months from the end of the nancial year i.e. 30th September 2023.

I further report that the Board of Directors of the Company is duly constituted with proper balance of Executive Directors, NonExecutive Directors, Independent Directors and a Woman Director. The changes in the composition of the Board of Directors that took place during the period under review were carried out in compliance with the provisions of the Act.

Adequate notice is given to all directors to schedule the Board Meetings, agenda and detailed notes on agenda were sent seven days in advance, and a system exists for seeking and obtaining further information and clarications on the agenda items before the meeting and for meaningful participation at the meeting.

All decisions at Board Meetings and Committee Meetings are carried out unanimously as recorded in the minutes of the meetings of the Board of Directors or Committee of the Board, as the case may be.

I further report that there are adequate systems and processes in the Company commensurate with the size and operations of the company to monitor and ensure compliance with applicable laws, rules, regulations and guidelines.

I further report that the compliance by the Company for the applicable Financial Laws like Direct Taxes, Indirect Taxes and the compliance of the Accounting Standards, quarterly nancial results under Regulation 33 of SEBI (LODR) Regulations, 2015 and the annual nancial statements, Cost Records have not been reviewed in this audit report, since the same have been subject to the statutory nancial audit/cost audit by other designated professionals. This report is to be read with my letter of even date which is annexed as Annexure II and forms an integral part of this report.

I further report that during the audit period of the Company, there was no specic events/action having a major bearing on the Company and also laws, rules, regulations, guidelines, standards etc. referred to above.

Date: 14th August 2023 Sd/- Place: Indore CS Ankit Joshi UDIN: A050124E000800830

Practicing Company Secretary M. No.: A50124 CoP No.: 18660

JASH ENGINEERING LTD.

49th ANNUAL REPORT 2022 - 2023

'ANNEXURE I'

List of applicable laws to the Company Under the Major Group and Head are as follows:-

A. Factories Act, 1948;
B. Industries (Development & regulation ) Act, 1951;
C. Labour Laws and other incidental laws related to labour and employees appointed by the Company either on its payroll or on contractual basis as related to wages, gratuity, provident fund, ESIC, compensation etc.;
D. Acts prescribed under prevention and control of pollution;
E. Acts prescribed under environmental protection;
F. Acts as prescribed under Direct tax and Indirect Tax;
G. Land Revenue laws of respective states;
H. Labour welfare Act of respective States;
I. Occupational Safety, Health and Working Conditions Code, 2020;
J. Trade Marks Act, 1999;
K. The Legal Metrology Act, 2009;
L. Acts as prescribed under Shop and Establishment Act of various local authorities.
M. All General Laws related to Direct and indirect Taxation, GST, Labour Law and other incidental Law of respective states.
N. Foreign Exchange Management Act, 1999 and the rules and regulations made thereunder to the extent of Foreign Direct Investment, Overseas Direct Investment and External Commercial Borrowings;

Date: 14th August 2023 Place: Indore UDIN: A050124E000800830

Sd/-

CS Ankit Joshi

Practicing Company Secretary M. No.: A50124 CoP No.: 18660

JASH ENGINEERING LTD.

49th ANNUAL REPORT 2022 - 2023

'ANNEXURE II'

To,

The Members,

Jash Engineering Limited L28910MP1973PLC001226 31, Sector-C, Sanwer Road, Industrial Area, Indore (M.P.)-452001

My report of even date is to be read along with this letter.

Maintenance of secretarial record is the responsibility of the management of the company. My responsibility is to express an opinion on these secretarial records based on my audit.
I have followed the audit practices and processes as were appropriate to obtain reasonable assurance about the correctness of the contents of the Secretarial records. The verication was done on test basis to ensure that correct facts are reected in secretarial records. I believe that the processes and practices, I followed provide a reasonable basis for my opinion.
I have not veried the correctness and appropriateness of nancial records and Books of Accounts of the company.
Where ever required, I have obtained the Management representation about the compliance of laws, rules and regulations and happening of events etc.
The compliance of the provisions of Corporate and other applicable laws, rules, regulations, standards is the responsibility of management. My examination was limited to the verication of procedures on test basis.
The Secretarial Audit report is neither an assurance as to the future viability of the company nor of the efcacy or effectiveness with which the management has conducted the affairs of the company.

Date: 14th August 2023 Place: Indore UDIN: A050124E000800830

Sd/CS Ankit Joshi

Practicing Company Secretary M. No.: A50124 CoP No.: 18660

JASH ENGINEERING LTD.

49th ANNUAL REPORT 2022 - 2023

Annexure-F

Form No. AOC-2

(Pursuant to clause (h) of sub-section (3) of section 134 of the Act and Rule 8(2) of the Companies (Accounts) Rules, 2014)

Form for disclosure of particulars of contracts/arrangements entered into by the company with related parties referred to in sub-section (1) of section 188 of the Companies Act, 2013 including certain arm's length transactions under third proviso thereto

1. Details of contracts or arrangements or transactions not at arm's length basis

Sr. No.	Name(s) of the related party and nature of relationship	Nature of contracts arrangements transactions	Duration of the contracts/ arrangements transactions	Salient terms of the contracts or arrangements or transactions including the value, if any	Justication for entering into such contracts or arrangements or transactions	Date(s) of approval by the Board	Amount paid as advances if any	Date on which the special resolution was passed in general meeting as required under rst proviso to Section 188
-	-	-	-	-	-	-	-	-

2. Details of material contracts or arrangement or transactions at arm's length basis:

Sr. No.	Name(s) of the related party and nature of relationship	Nature of contracts/ arrangements/ transactions	Nature of Relation	Duration of the contracts/ arrangements/ transactions	Salient terms of the contracts or arrangements or transactions including the value, if any	Date(s) of approval by the Board, if any	Amount paid as advances ,if any
1	Shivpad Engineers Private Limited	Sale to	Wholly Owned Subsidiary	Ongoing	As per agreed terms & on Arms’ Length and in ordinary course of business	30th May, 2022	-
2	Jash USA INC. DBA Rodney Hunt	Sale to	Wholly Owned Subsidiary	Ongoing	As per agreed terms & on Arms’ Length and in ordinary course of business	30th May, 2022	-
3	Micro-at Datums Pvt. Ltd.	Sale to	a private company in which a director or his relative is a member or director	Ongoing	As per agreed terms & on Arms’ Length and in ordinary course of business	30th May, 2022	-
4	Shivpad Engineers Private Limited	Purchase from	Wholly Owned Subsidiary	Ongoing	As per agreed terms & on Arms’ Length and in ordinary course of business	30th May, 2022	-
5	Jash USA INC. DBA Rodney Hunt	Purchase from	Wholly Owned Subsidiary	Ongoing	As per agreed terms & on Arms’ Length and in ordinary course of business	30th May, 2022	-
6	Jash USA INC. DBA Rodney Hunt.	Job work	Wholly Owned Subsidiary	Ongoing	As per agreed terms & on Arms’ Length and in ordinary course of business	30th ~~th~~ May, 2022	-

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49th ANNUAL REPORT 2022 - 2023

7	JASH Flowcon Engineers	Job work	a rm in which a director or his relative is a partner	Ongoing	As per agreed terms & on Arms’ Length and in ordinary course of business	30th May, 2022	-
8	Patamin Investments Private Limited	Lease	a private company in which a director or his relative is a member or director	Ongoing	As per agreed terms & on Arms’ Length basis.	30th May, 2022	-
9	Mahr Maschinenbau Ges.m.b.h	Sale to	a private company in which a director or his relative is a member or director	Ongoing	As per agreed terms & on Arms’ Length and in ordinary course of business	30th May, 2022	-
10	Engineering & Manufacturing Jash Ltd.	Sale to	a private company in which a director or his relative is a member or director	Ongoing	As per agreed terms & on Arms’ Length and in ordinary course of business	30th May, 2022	-
11	Mahr Maschinenbau Ges.m.b.h	Services	a private company in which a director or his relative is a member or director	Ongoing	As per agreed terms & on Arms’ Length and in ordinary course of business	30th May, 2022	-

Date : 14th August 2023 Place : Indore

Sd/-

Chairman & Managing Director

Sd/-

Suresh Patel Executive Director DIN - 00012072

JASH ENGINEERING LTD.

49th ANNUAL REPORT 2022 - 2023

Annexure G

INFORMATION ON CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE EARNINGS & OUTGO [SECTION 134(3)(M) OF THE COMPANIES ACT, 2013 READ WITH RULE 8(3) OF THE COMPANIES ACCOUNTS) RULES, 2014]

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JASH ENGINEERING LTD.

49th ANNUAL REPORT 2022 - 2023

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Date : 14th August 2023 Place : Indore

Sd/-

Chairman & Managing Director

Sd/-

Suresh Patel Executive Director DIN - 00012072

JASH ENGINEERING LTD.

49th ANNUAL REPORT 2022 - 2023

Annexure-H

ANNUAL REPORT ON CORPORATE SOCIAL RESPONSIBILITY (CSR) ACTIVITIES

(Pursuant to Section 135 of the Companies Act, 2013 read with Rule 8 of The Companies (Corporate Social Responsibility Policy) Rules, 2014)

At Jash Engineering Limited ('Company'), the Corporate Social Responsibility (CSR) has been an integral part of the way the Company had been doing our business since inception. Company's CSR initiatives have played a pivotal role in improving the lives of the communities and society, environment & giving preference to the local areas around the areas where Company operates. This has been done with the objective of energizing, involving, and enabling these communities to realize their potential. This has also enabled us to fulll our commitment to be a socially responsible corporate citizen.

1. Brief outline on CSR Policy of the Company:

The core areas of the company for Investment as per the CSR Policy are Education, Health & Medical Care, Community at large and Environment. Your company is involved in various CSR activities for sustainable Social, Economic and Environmental Development in local and national level. Jash annually contributes in various CSR related activities to meet its obligation towards the society. Company is actively contributing in various organization of local level who are involve in upliftment of rural and tribal people and health services in the state of Madhya Pradesh.

Brief of the Project under CSR Policy of the Company

a) For ensuring environmental sustainability, ecological balance Company received a proposal from Association of Industries Madhya Pradesh Maintenance Committee, Indore for conservation of rain water, planting of trees and development of dense forest on a land situated in front of our Unit 1, under scheme of development of dense forest and planting of trees of District Industries Corporation (DIC), Indore, which is also covered under CSR activities of Schedule VII of the Companies Act, 2013.

2. Composition of CSR Committee :

Sr. No.	Name of Director	Designation / Nature of Directorship	Number of meetings of CSR Committee held during the year	Number of meetings of CSR Committee attended during the year
1	Mr. SURESH PATEL	EXECUTIVE DIRECTOR	2	2
2	Mr. BRIJ MOHAN MAHESHWARI	INDEPENDENT & NON- EXECUTIVE DIRECTOR	2	2
3	Mr. DURGALAL TULJARAM MANWANI	INDEPENDENT & NON- EXECUTIVE DIRECTOR	2	2

Provide the web-link where Composition of CSR committee, CSR Policy and CSR projects approved by the board are disclosed on the website of the company: www.jashindia.com
Provide the details of executive summary along with weblink of Impact assessment of CSR projects carried out in pursuance of sub-rule (3) of rule 8 of the Companies (Corporate Social responsibility Policy) Rules, 2014, if applicable: N.A.
a) Average net prot of the Company as per Section 135(5): INR Rs. 2,939 Lakhs
b) Two percent of average net prot of the Company as per Section 135(5): INR 58.79 Lakhs
c) Surplus arising out of the CSR projects or programmes or activities of the previous nancial years: Nil
d) Amount required to be set off for the nancial year, if any: Nil
e) Total CSR obligation for the nancial year (b+[c]-[d]): INR 58.79Lakhs
a) Amount spent on CSR Projects (both Ongoing Project and other than Ongoing Project): INR 54.79 Lakhs
b) Amount spent in Administrative Overheads: Nil
c) Amount spent on Impact Assessment, if applicable: NA
d) Total amount spent for the Financial Year [(a)+(b)+(c)]: INR 54.80 Lakhs
e) CSR amount spent or unspent for the nancial year:

JASH ENGINEERING LTD.

49th ANNUAL REPORT 2022 - 2023

Total Amount spent for the	Amount Unspent (in Rs.)	Amount Unspent (in Rs.)	Amount Unspent (in Rs.)	Amount Unspent (in Rs.)	Amount Unspent (in Rs.)
Financial Year (In Rs.) .	Total Amount transferred to Unspent CSR Account as per section 135(6)		Amount transferred to any fund specied under Schedule VII as per second proviso to section 135(5).
	Amount	Date of Transfer	Name of the Fund	Amount	Date of transfer
54.80*	-	-	Funds included in Schedule VII of the Act	3.99**	In compliance of section 135 of the Companies Act company is obligated to transfer this amount to any fund included in schedule VII of the act within 6 months from the end of the nancial year.

*Amount spent in Financial Year 2022-23.

**Represent the unspent CSR amount required to be transferred to fund specied under Schedule VII as per second proviso to section 135(5).

f) Excess amount for set off, if any:

Sr. No.	Particular	Amount
(i)	Two percent of average net prot of the company as per section 135(5)	58.79
(ii)	Total amount spent for the Financial Year	54.80
(iii)	Excess amount spent for the Financial Year [(ii)-(i)]	-
(iv)	Surplus arising out of the CSR projects or programs or activities Previous nancial years, if any	-
(v)	Amount available for set off in succeeding nancial years [(iii)-(iv)]	-

7. Details of Unspent CSR amount for the preceding three nancial years:

Sr. No.	Preceding Financial Year(s) (In Rs.)	Amount Transferred to Unspent CSR Account under	Balance Amount in Unspent CSR Account under	Amount spent in the reporting Financial	Amount transferred to any fund specied under Schedule VII as per Second Proviso to Section 135(5), if any.	Amount transferred to any fund specied under Schedule VII as per Second Proviso to Section 135(5), if any.	Amount remaining to be spent in succeeding	Deciency, if any
		Section 135 (6) (In Rs.)	Section 135(6) (In Rs.)	Year	Amount (in Rs.)	Date of transfer	nancial years(In Rs.)
1	2020-21	0.72	0	0.72*	-	-	-	-
2	2021-22	15	15	0	13.18**	27/09/2022	15***	-

The amount was spent during the FY 2021-22.
** Amount was transferred to PM CARES Fund during Financial Year 2022-23.

*** The amount is to be utilized in CSR On-going Project of the Company for a duration of 3 years starts from Financial

Year 2022-23 till 2024-25 in addition to the mandatory CSR expenditure of the respective nancial years.

8. Whether any capital assets have been created or acquired through Corporate Social Responsibility amount spent in the Financial Year: No

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

9. Specify the reason (s), if the company has failed to spend two percent of the average net prot as per section 135(5):

During the Financial Year 2022-23, the Company has spent Rs. 54.80 Lakhs under CSR activities and remaining amount of Rs. 3.99 lacs in compliance of section 135 of the Companies Act company is obligated to transfer this amount to any fund included in schedule VII of the act within 6 months from the end of the nancial year.

Date : 14th August 2023 Place : Indore

Sd/-

Chairman & Managing Director

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Sd/-
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Sd/Dharmendra Jain Director CFO

JASH ENGINEERING LTD.

49th ANNUAL REPORT 2022 - 2023

Annexure I

Particulars of Employees

[Information as per Section 197(12) of the Act read with rule 5(1) & 5(2) of Chapter XIII, the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014]

Sr. No.	Particulars	Disclosure	Ratio of the remuneration of each director to the median remuneration of the employees of the Company	% Increase/ Decrease in remuneration of each Director, CFO, CS in Financial Year
1	Ratio of the remuneration of each	Pratik Patel(MD)	19.9	23%
	director to the median remuneration of	Suresh Patel(Director)	11	15.21%
	the employees for the Financial Year	Axel Schutte(Director)	-	-
		BrijMohan Maheshwari(ID)	4.71	0
		Rahul Patel(Director)	-	-
		Sunil Kumar Choksi(ID)	1.6	0
	% Increase in remuneration of each	Vishwapati Trivedi(ID)	4	0
	Director, CFO, CS or	Sunita Kishnani(ID)	4	0
	Manager, if any,in Financial Year	Durgalal Tuljaram Manwani(ID)	4	0
		Dharmendra Jain(CFO)	10.2	15.3%
		Tushar Kharpade(CS)	3.06	29.6%
2	The % increase in the median remuneration of Employee in nancial year	12.2%
3	Number of permanent employees on the rolls of company	As on 31st March, 2023 the total number of employees over 575
4	Average percentile increase already made in the salaries of employees other than the managerial personnel in the last nancial year and its comparison with the percentile increase in the managerial remuneration and justication thereof and point out if there are any exceptional circumstances for increase in the managerial remuneration;	Average percentage increase in salaries of employees other than Managerial Personnel is 12% Average approx. increase in the remuneration of Directors and other Key Managerial Personnel is 20%
5	Afrmation that the remuneration is as per the remuneration policy of the company	Remuneration paid during the FY 2022-23 was as per the Nomination and Remuneration Policy of the Company.

Notes:

During the year under review Mr. Rahul Patel appointed as Non-Executive Director of the Company with effect from 14 November, 2022.
During the year under, none of the employee received remuneration in excess of Rs. One Crore and Two Lacs or more per annum or employees employed for part of the year, received remuneration of `Eight Lacs Fifty Thousand or more per month, in accordance with the provisions of Section 197 of the Companies Act, 2013 read with Companies (Appointment and Remuneration of Managerial Personnel) Rule, 2014.
Pursuant to Section 197(12) of the Act read with Rule 5(1) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, as amended from time to time, disclosures with respect to the remuneration of

JASH ENGINEERING LTD.

49th ANNUAL REPORT 2022 - 2023

Directors, KMP and employees, as mentioned above. In terms of the rst proviso to Section 136 of the Companies Act, 2013, the Report and Accounts are being sent to the Members excluding the information required under Rule 5(2) and 5(3) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 (including amendments thereof), any Member interested in obtaining the same may write to the Company Secretary at the Registered Ofce of the Company.

During the year under review Mr. Sunil Kumar Choksi ceased to be as Independent Director of the Company with effect from 24th August, 2022.
Median remuneration of the employees is calculated on the basis of remuneration details of employees including the Managing Director and Whole-time Director.
Director's remuneration includes commission and sitting fees for the FY 2022-23. Sitting fees are paid based on the number of meetings of Board and Committee attended by them respectively. Therefore, variation in the remuneration of the Directors could be attributed to the committee positions held and the number of meetings attended by them during the year.
The increase in the gures and percentages is higher as compared to FY 2021-22 primarily on account of increase in perquisite value of ESOP exercised during the year. The increase in perquisite value of ESOP exercised during the year also includes the impact of increase in share price

Date : 14th August 2023 Place : Indore

Sd/-

Sd/-

Chairman & Managing Director Director

JASH ENGINEERING LTD.

49th ANNUAL REPORT 2022 - 2023

Annexure J

Disclosure pursuant to Regulation 14 of Securities and Exchange Board of India (Share Based Employee Benets and Sweat Equity) Regulations, 2021 as on 31st March, 2023

Jash Engineering Limited has placed Jash Engineering Employee Stock Option Scheme 2019 (JASH ESOP Scheme 2019). All the relevant details as prescribed under above Rules and Regulation are provided below:

A. Relevant disclosures in terms of the accounting standards prescribed by the Central Government in terms of section 133 of the Companies Act, 2013 (18 of 2013) including the 'Guidance note on accounting for employee share-based payments' issued in that regard from time to time:

The disclosure is provided in Notes 50 to the Standalone Financial Statements of the Company for the nancial year ended March 31, 2023.

B. Diluted EPS on issue of shares pursuant to all scheme covered under the regulations shall be disclosed in accordance with 'Indian Accounting Standard (Ind AS) – 33- Earning Per Share' issued by ICAI or any other relevant accounting standards as prescribed from time to time:

Diluted EPS on issue of Shares: 33.61

C. Details related to JASH ESOP Scheme 2019:

(I) Description of each ESOS that existed at any time during the year, including the general terms - and conditions of each ESOS, including:

(I) Description of each ESOS that existed at any time during the year, including the general terms and conditions of each ESOS, including: -	(I) Description of each ESOS that existed at any time during the year, including the general terms and conditions of each ESOS, including: -	(I) Description of each ESOS that existed at any time during the year, including the general terms and conditions of each ESOS, including: -	(I) Description of each ESOS that existed at any time during the year, including the general terms and conditions of each ESOS, including: -
Sr. No.	Particulars	ESOP 2019 I	ESOP 2019 II
a	Date of shareholders’ approval	Jash Engineering Employee Stock Option Scheme 2019 (JASH ESOP Scheme 2019) was approved by the Shareholders of the Company by a Special Resolution passed on 10th August, 2019.
b	Total number of options approved	Company issue maximum 5,75,000 Equity Shares under JASH ESOP Scheme 2019.
c	Total number of options granted	4,81,400	2,45,600*
		Includes options lapsed/forfeited of ESOP 2019 I till the* 31st March 2023
d	Vesting requirements	Set forth below is the vesting schedule, subject to there being a gap of at least one year between the date of grant of options and the vesting of such options.
		Number of options vested	Vesting schedule
		10% of the options granted	One year from the date of grant
		20% of the options granted	Two years from the date of grant
		30% of the options granted	Three years from the date of grant
		40% of the options granted	Four years from the date of grant

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49th ANNUAL REPORT 2022 - 2023

e	Maximum terms of options granted	Four (4) years from the date of each vesting.	Four (4) years from the date of each vesting.
f	Exercise Price	Rs. 118.64/-	Rs. 688.24/-
g	Source of shares	Primary issuance and/or Secondary Acquisition
h	Variation in terms of options	NIL
(II) Method used to account for ESOS – Intrinsic or Fair Value :
Calculation is based on Fair Value Method.

(III) Where the company opts for expensing of the options using the intrinsic value of the options:
a	The difference between the
.	employee compensation cost so computed and the employee compensation cost that shall have been recognized if it had used the fair value of the options shall be disclosed	The Company has equity - settled share - based remuneration plans for its employees. None of the Company’s plans are cash -settled. Where employees are rewarded using share -based payments, the fair value of employees’ services is determined indirectly by reference to the fair value of the equity instruments granted. This fair value is appraised at the grant date and excludes the
b	The impact of this difference on prots and on EPS of the Company	impact of non-market vesting	conditions
(IV) Option movement during the year (For each ESOS):
a	Number of options outstanding at the beginningof theyear	231610	-
b	Number of options granted during theyear	-	245600
c	Number of options forfeited/ lapsed duringtheyear	23340	-
d	Number of options vested during theyear	88630	-
e	Number of options exercised duringtheyear	88630	-
f	Number of shares arising as a result of exercise of options	88630	-
g	Money realised by exercise of options (INR), if scheme is implemented directly by the company	The Scheme is being managed by the JASH Group Employee ESOP Trust and the amount of consideration for the 88,630 equity shares @ 118.64/- each of Rs.1,05,15,063.20/- was deposited by the Employee to the JASH ESOP Trust on exercise	-
h	Loan repaid by the Trust during the year from exerciseprice received	-	-
i	Number of options outstanding at the end of theyear	119640	-
j	Number of options exercisable at the end of theyear	-	-
(V) Weighted -average exercise price and weighted - average fair values of options shall be disclosed separately for options whose exercise price either price either equals or exceeds or is less than the market price of the stock:

JASH ENGINEERING LTD.	JASH ENGINEERING LTD.	th 49 ANNUAL REPORT 2022 - 2023	th 49 ANNUAL REPORT 2022 - 2023	th 49 ANNUAL REPORT 2022 - 2023	th 49 ANNUAL REPORT 2022 - 2023	th 49 ANNUAL REPORT 2022 - 2023

a.	Weighted-average exercise prices:	Rs. 118.64			Rs. 688.24
b.	Weighted-average fair values of options granted during the year:	-			Rs. 758.45
(VI) Employee-wise details of options granted during the FY 2023:
a.	Senior managerial personnel & KMPs during the year.	Nil			Nil
b.	Employees who were granted, during the year, options amounting to 5% or more of the options granted during the year	Nil			Nil
c.	Identied employees who were granted options, during the year equal to or exceeding 1% of the issued capital (excluding outstanding warrants and conversions) of the Companyat the time ofgrant	Nil			Nil
(VII) A description of method and signicant assumptions used during the year to estimate the fair value of options including the following information:
a.	the weighted -average values of share price (in Rs) exercise price: (In Rs) expected volatility expected option life Expected dividend the risk-free interest rate and any other inputs to the model		exercise price (in Rs): 118.64 expected volatility: 72.44% expected option life:		exercise price (in Rs): 688.24 expected volatility: 44% expected option life: Life of the options granted (years) 1st Vesting 1st Year 2nd Vesting 2nd Year 3rd Vesting 3rd Year 4th Vesting 4th Year expected dividend: 0% the risk-free interest rate: 6.10% for all tranches
			Life of the options granted (years)		Life of the options granted (years)
			1st Vesting	1st Year	1st Vesting	1st Year
			2nd Vesting	2nd Year	2nd Vesting	2nd Year
			3rd Vesting	3rd Year	3rd Vesting	3rd Year
			4th Vesting	4th Year	4th Vesting	4th Year
			expected dividend: 1.36% the risk-free interest rate: 6.10% for all tranches
b.	the method used and the assumptions made to incorporate the effects of expected early exercise		The fair value has been measured using Black Scholes Method which presumes the option will be exercised at the end of the term.
c.	how expected volatility was determined, including an explanation of the extent to which expected volatility was based on historical volatility		The expected price volatility is based on the historic volatility (based on the remaining life of the options), adjusted for any expected changes to future volatility based on publicly available information.
d.	whether and how any ot her features of the options granted were incorporated into the measurement of fair value, such as a market condition		The fair value is calculated using Black Scholes (Option pricing) Model.

JASH ENGINEERING LTD.

49th ANNUAL REPORT 2022 - 2023

D. Details related to Trust:

Details in connection with transactions made by the Trust meant for the purpose of administering the scheme under the regulations are as follows:

I. General Information:

I. General Information:
Name of the Trust	“Jash Group Employee ESOP Trust”
Name of trustees	· Indrajit Singh Pawar · Hiren Shah · Neeraj Desai
Amount of loan disbursed by Company/ any company in the group, during the year.	-
Amount of loan outstanding (Repayable to Company/any company in the group) as at the end of the year.	-
Amount of loan, if any, taken from any other source for which Company/any company in the group has provided any security or guarantee.	-
Any other contribution made to the Trust during the year.	Rs. 1,05,15,063.20/- received from eligible employees who intend ed to vest the option during the nancial year 2022-23.

ii. Brief details of transactions in shares by the Trust:

Sr. No.	Particulars	No. of Equity Shares
1.	Number of shares held at the beginning of the year	-
2.	Number of shares acquired during the year and percentage of paid up equity capital as at the end of the Financial Year 2022-23	Primary Issue: 88,630 Equity Shares
3.	Number of shares transferred to the employees/sold along with the purpose thereof:	88,630 Equity Shares
4.	Number of shares held at the end of the year	-

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iii. In case of secondary acquisition of shares by the Trust:

Sr. No.	Particulars	As a percentage of paid -up equity capital as at the end the year immediately preceding the year in which shareholders’ approval was obtained
1.	Held at the beginning of the year	-
2.	Acquired during the year	-
3.	Sold during the year	-
4.	Transferred to the employees during the year	-
5.	Held at the end of the year	-

Date : 14th August 2023 Sd/Sd/Place : Indore Chairman & Managing Director Director

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Annexure K

BUSINESS RESPONSIBILITY & SUSTAINBILITY REPORTING 2022-2023 (Pursuant to Regulation 34(2)(f) of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 (SEBI LODR)

Jash Engineering Limited always put sustainability at the heart of its business approach. Sustainability is an integral part of Jash’s business. Sustainable management of water, energy and waste have always been a priority at Jash’s business proposals, which the Company believes, shall also enhance Stakeholders’ value in the long term. Sustainability and the spirit of giving back to society is our core philosophy and corporate citizenship is strongly embedded in the DNA of Jash. We have balanced success as a business with unwavering focus on exemplary governance and responsiveness to the needs of the ecology and society. This Business Responsibility and Sustainability Report (BRSR) conforms to the requirement of Regulation 34(2)(f) of SEBI LODR .

SECTION A: GENERAL DISCLOSURES ABOUT THE COMPANY

I. Details of the listed Entity

S.no	Company Details
1.	Corporate Identity Number (CIN) of the company	L28910MP1973PLC001226
2.	Name of the company	Jash Engineering Limited
3.	Year of incorporation	September 29, 1973
4.	Registered ofce address	31, Sector-C, Sanwer Road, Industrial Area, Indore, MP 452015
5.	Corporate address	31, Sector-C, Sanwer Road, Industrial Area, Indore, MP 452015
6.	E-mail id	[email protected]
7.	Telephone	+91-731- 2720143
8.	Website	www.jashindia.com
9.	Financial year for which reporting is being done	April 2022-March 2023
10.	Name of the Stock Exchange(s) where shares are listed	Company is listed on the National Stock Exchange of India Limited (NSE)
11.	Paid-up Capital	1,202.99 Lakhs
12.	Name and contact details (telephone, email address) of the person who may be contacted in case of any queries on the BRSR report	Mr. Tushar Kharpade Company Secretary Tel: 910731-6732700 Email:[email protected]
13.	Reporting boundary - Are the disclosures under this report made on a standalone basis (i.e. only for the entity) or on a consolidated basis (i.e. for the entity and all the entities which form a part of its consolidated nancial statements, taken together).	The disclosures under this report are made on a consolidated basis unless otherwise specied.

II. Product/Services

14. Details of business activities (accounting for >90% of the turnover)

S.no	Description of main activity	Description of business activity	% of turnover of the entity (FY 2022-23)
1.	Manufacturer of wide range of equipment for Water & Sea Water Intake Systems, Water and Waste Water Pumping Stations and Treatment Plants, Desalination plants, Storm Water Pumping Stations, Water Transmission Lines, Hydropower generation and also for Power, Steel, Cement, Paper & Pulp, Petrochemicals, Chemical, Fertilizers and other process plants.	Manufacturer	96.81%

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15. Products/services sold by the entity (accounting for >90% of the entity’s turnover)- (Standalone

S. No.	Product / service	NIC code	% of total turnover contributed
1	C.I. Sliuce Gates		20.59
2	C.I. Castings		0.92
3	Fine Bar Screen		27.50
4	Industrial Valve		0.01
5	Hydro Power Screw Generator	24319 /25999 /28999	-
6	Fabricatdgates/Logs	/32909	25.78
7	KGV		13.33
8	Process Equipment		3.06
9	Scrap		2.52
10	SPV		4.12
		Total	97.83%

III. Operations

16. Number of locations where plants and/or operations/ofces of the entity are situated

Location	Number of Plants	Number of Ofces	Total
National	4	7	11
International	1	4	5

17. Markets served by the Company

a) Number of Locations

Number of Locations
Locations	Number (FY 2022-23)
National (No. of States)	24
International (No. of Countries)	25

b). What is the contribution of exports as a percentage of the total turnover of the entity?

51.97% - FY 2022-23

C). Types of customers and beneciaries

Business to business and Business to Customers

Clients & Consultants - India

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Clients & Consultants - International

IV. Emplyoees

18. Details as at the end of Financial Year:

Employees and Workers (including differently abled)

(Standalone, FY 2022-23)

S. No	Particulars	Total (A)	Male	Male	Female	Female
			No. (B)	%(B/A)	No. (C)	%(C/A)
		Employees
1	Permanent (D)	277	269	97.11	8	2.89
2	Other than permanent (Contract employees) ( E )	-	-	-	-	-
3	Total Employees (D+E)	277	269	97.11	8	2.89
		Workers
1	Permanent (D)	298	298	100.00	-	-
2	Other than Permanent ( E )	358	358	100.00	-	-
Total Workers (D+E)		656	656	100.00	-	-

Note - The Company has no differently abled employees and workers.

19. Participation/Inclusion/Representation of women (including differently-abled)

(Standalone, FY 2022-23)

(Standalone, FY 2022-23)	(Standalone, FY 2022-23)	(Standalone, FY 2022-23)	(Standalone, FY 2022-23)
							No. and Percentage of females
				Total (A)			No. (B)			%(B/A)
Board of Directors				8					1	12.5%
Key Management Personnel				2					-	-
Turnover rate for permanent employees and workers (Disclose trends for the past 3 years) (Standalone)*
	Turnover rate in scal 2023				Turnover rate in scal 2022				Turnover rate in scal 2021

	Male	Female	Total		Male	Female		Total	Male		Female	Total

Permanent
Employees and	6.53	-	6.53		6.98	-		6.98	11.98		-	11.98
workers

20. Turnover rate for permanent employees and workers

(Disclose trends for the past 3 years)*

(Standalone)

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V. Holding, subsidiary and associate companies (including joint ventures)

21. (a) Names of holding/subsidiary/associate companies/joint ventures

Sr. No.	Name of the holding/ subsidiary/ associate company/ joint venture (A)	Indicate whether holding/ subsidiary/ associate company/ joint venture	% of shares held by listed company	Does the company indicated at Column A, participate in the business Responsibility initiatives of the company (Yes/No)
1	Jash USA Inc. USA -Rodney Hunt Inc, Orange, MA, USA (Step down Subsidiary (SDS) of Jash USA Inc. USA)	Subsidiary	100%	Yes
2	Mahr Maschinenbau Gesellschaft m.b.H, Austria	Subsidiary	100%	Yes
3	Shivpad Engineers Private Limited Chennai, India	Subsidiary	100%	Yes
4	Engineering and Manufacturing Jash Limited, Hong Kong	Subsidiary	100%	Yes

VI. CSR Details

22. (Standalone, FY 2022-23)

(i)	Whether CSR is applicable in terms of section 135 of the Companies Act, 2013	Yes, refer to Annexure H to the Annual Report
If yes,	provide the details of Turnover and Net Worth
i)	Turnover (in Lakhs)	28,097.32 Lakhs
ii)	Net Worth (in Lakhs)	23,658.59 Lakhs

VII. Transparency and disclosures compliances

23. Complaints / grievances on any of the principles under the National Guidelines on Responsible Business Conduct

Stakeholder	Grievance	Current Financial Year 2022-23	Current Financial Year 2022-23	Current Financial Year 2022-23	Previous Financial Year 2021-22	Previous Financial Year 2021-22	Previous Financial Year 2021-22
group from whom complaint is received	Redressal Mechanism in place (Yes/No) (If yes, then provide web-link for Grievance redress policy	No of complaint led during the year	s No of complaints pending resolution at close of the year	Remark	No of complaints led during the year	No of complaints pending resolution at close of the year	Remark
Communities
Investors (Other than shareholders	Jash’ stakeholders includes our investors, clients, employees, vendors / partners, government, and the community. A strong whistleblower policy and non -retaliation clause is
Shareholders	available to all our stakeholders. Our whistleblower policy is available at
Employees and workers	https://jashindia.com/investors/#policy-code-of-conduct/vigil-mechanism.pdf.
Customers	Refer ‘Details of Complaints’ available in the Corporate governance report of this Integrated
Value chain Partners	Annual Report. For details on employee grievances and resolution, refer to question 6 of principle 5.
Other (Please specify)

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24. Overview of the entity’s material responsible business conduct issues. Please indicate material responsible business conduct and sustainability issues pertaining to environmental, social and governance matters that present a risk or an opportunity to your business, rationale for identifying the same, approach to adapt or mitigate the risk along with its nancial implications, as per the following format

S. No	Material issue Identied	Indicate whether risk or opportunity (R / O)	Rationale for identifying the risk / opportunity	In case of risk, approach to adapt or mitigate	Financial implications of the risk (Indicate positive or negative implications)
Environment
1	Air Emissions & Climate Change	Risk	Processes followed for the production for our products are inherently emission intensive	We have made conscious efforts to design our plants and facilities in a way that they are environmentally safe and comply to all guidelines and laws pertaining to environment.	Negative- increased operating cost in meeting the environmental status.
2	Water Consumption and Efuent Discharge	Risk and opportunity	Jash Engineering utilizes water in its production processes.	We have designed our plants to be suitable for “Zero Water Discharge” and so we treat all our waste water and after treatment use the treated water. An opportunity lies for the Company to generate Revenue by selling Water Disk Filter/ Screen.	Negative- increased operating cost in meeting the environmental status. Positive : The Company can generate Revenue by selling these Water Disk Filter / Screen.
Operations
3	Occupational Health and Safety Each safety incident also has a negative impact on the health, well-being and morale of employees along with a negative reputational impact on the Company. They may also result in operational and nancial loss to the Company, including potential partial	Risk	Jash has a large workforce working across all plants. Therefore, ensuring their safety especially considering process related hazard in plant.	Jash’s safety and health responsibilities are driven by our commitment to zero harm to the people we work with, and the community at large. We care for our employees and are amongst the best paymasters in our city and industry. All of our employees are covered under PF and ESIC plan as per the	Negative- Increased operating cost.
	closure of the plant.			government policy. In addition to this we provide all of our staff with Mediclaim policy as well as Personal Accident Insurance. Maternity benets are also given to women employees.
4	Governance:Data privacy and information management	Risk	Cyber attacks that breach our information network and / or failure to protect sensitive and condential information of our stakeholders in accordance with applicable laws and contractual obligations may impact our operations and client satisfaction or result in signicant regulatory penalties.	-Robust cybersecurity and data privacy frameworks and controls -Multi-layered governance process with oversight by the executive and -the Board Continued investment in technology -Readiness to respond to incidents -Awareness programs and trainings -Privacy by design -Region-specic data protection controls and awareness campaigns	Negative: Increased operational cost for technological investments and hiring and training talent.

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SECTION C: PRINCIPLE WISE PERFORMANCE DISCLOSURE

PRINCIPLE 1 BUSINESSES SHOULD CONDUCT AND GOVERN THEMSELVES WITH INTEGRITY, AND IN A MANNER THAT IS ETHICAL, TRANSPARENT AND ACCOUNTABLE.

Essential indicators

1. Percentage coverage by training and awareness programs on any the principles during the nancial year

Segment	Total number of training and awareness programs held	Topics / principles covered under the training and its impact	% of persons in respective category covered by the awareness programmes
Board of Directors	1	Allprinciples	100%
Key Managerial Personnel	4	Allprinciples	100%
Employees other than BoD and KMPs	1	All principles	3.61%
Workers	-	-	-

2. Details of nes / penalties / punishment / award / compounding fees / settlement amount paid in proceedings with regulators / law enforcement agencies / judicial institutions, in the nancial year

Monetary

	NGRBC Principal	Name of the Regulatory/ enforcement agencies/ judicial Institution	Amount (in INR)	Brief of Case	Has an appeal been preferred? (Yes/No)
Penalty/Fine
Settlement			Nil
Compounding Fee

Non-Monetary

	NGRBC Principal	Name of the Regulatory/ enforcement agencies/ judicial Institution	Brief of Case	Has an appeal been preferred? (Yes/No)
Imprisonment
Punishment			Nil

3. Of the instances disclosed in question 2, details of the Appeal / Revision preferred in cases where monetary or non-monetary action has been impugned.

Case Details Name of the regulatory/enforcement agencies/ judicial institutions

Nil

4. Does the entity have an anti-corruption or anti-bribery policy? If yes, provide details in brief and if available, provide a web-link to the policy.

Yes. Our Code of Conduct and Ethics complies with the legal requirements of applicable laws and regulations, including anti-bribery, anti-corruption and ethical handling of conicts of interest. Additionally, we also have an ABAC policy, which provides the requirements around ABAC in detail.

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

	Current Financial Year 2022- 2023	Previous Financial Year 2021- 2022
Directors
Key Managerial Personnel
Employees	Nil	Nil
Workers

6. Details of complaints with regard to conict of interest:

	Current Financial Year 2022 - 2023	Current Financial Year 2022 - 2023	Previous Financial Year 2021 - 2022	Previous Financial Year 2021 - 2022
	Number	Remark	Number	Remark
Number of complaints received in relation to issues of Conict of interest of the Directors
Number of complaints received in relation to issues of Conict of interest of the KMP’s	Nil	-	Nil	-

7. Provide details of any corrective action taken or underway on issues related to nes / penalties / action taken by regulators / law enforcement agencies / judicial institutions, on cases of corruption and conicts of interest: Not Applicable

Leadership Indicators

1. Awareness programmes conducted for value chain partners on any of the principles during the nancial year:

Total number of awareness programmes held	Topics / principles covered under the training	% age of value chain partners covered (by value of business done with such partners ) under the awareness programmes
-	-	-

The Entity plans to conduct the awareness programs for value chain partners on any of the principles during the nancial year.

2. Does the entity have processes in place to avoid/ manage conict of interest involving members of the board ? (Yes/No) If yes, provide details of the same.

Yes. The Company receives an annual declaration (changes from time to time) from its Board members and KMP on the entities they are interested in and ensures requisite approvals as required under the statute as well as the Company’s policies are in place before transacting with such entities / individuals.

PRINCIPLE 2 BUSINESSES SHOULD PROVIDE GOODS AND SERVICES THAT ARE SAFE AND CONTRIBUTE TO SUSTAINABILITY THROUGHOUT THEIR LIFE CYCLE.

Essential indicators

1. Percentage of R&D and capital expenditure investments in specic technologies to improve the environmental and social impacts of product and processes to total R&D and capital expenditure investments made by the company, respectively.

The Company on a continuous basis strives to improve the environment and social impact of its production and processes. However in the FY 22-23 Percentage of R&D - Nil and Capital expenditure- Nil.

100

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	Current Financial Year 2022-23	Previous Financial Year 2021-22	Details of improvements in environmental and social impacts
R & D
Capex	Nil		NA

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

Yes.

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

As a holistic approach, our endeavor is to procure our inputs from sustainable sources. We are in process to implement as a part of the onboarding process for supplier acceptance of Supplier Code of Conduct and ling of ESG commitment questionnaires based on the UNGC principles.

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

All businesses are optimized to minimize waste generation through evaluation of various options of resources, technologies and processes. These processes are also continuously reviewed and improvement initiatives are suitably undertaken and monitored for effectiveness.The major waste for the entity is the Spent oil and oil soaked cotton waste generated from manufacturing processes which is redirected to government approved vendors for recycling process and obtained certicate.Other waste such as buckets are used as plants in gardens or in domestic use.

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

No, EPR Plans are submitted to Pollution Control Board. However, Manifest is regularly submitted to Pollution control Board for compliance of law.

Leadership Indicators

1. Has the entity conducted Life Cycle Assessments (LCA) for any of its products (for manufacturing industry) or for its services (for service industry)? If yes, provide details in the following format?

NIC Code	Name of product/Service	% of total Turnover contributed	Boundary for which the life Cycle Perspective/ Assessment was conducted	Whether conducted by independent external agency (Yes/No)	Results communicated in public domain (Yes/No) If yes, provide the web-link
		Nil

2. If there are any signicant social or environmental concerns and / or risks arising from production or disposal of your products / services, as identied in the Life Cycle Perspective / Assessments (LCA) or through any other means, briey describe the same along-with action taken to mitigate the same.

Name of the product/Service	Description of the risk concern	Action Taken
	Nil

3. Percentage of recycled or reused input material to total material (by value) used in production (for manufacturing industry) or providing services (for service industry).

Indicate input material	Recycled or re-used input material to total material	Recycled or re-used input material to total material
	Current Financial Year 2022- 23	Previous Financial Year 2021- 22

Iron Scarp	100%	100%

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4. Of the products and packaging reclaimed at end of life of products, amount (in metric tonnes) reused, recycled, and safely disposed, as per the following format.

	Current Financial Year 2022-23	Current Financial Year 2022-23	Current Financial Year 2022-23	Previous Financial Year 2021-22	Previous Financial Year 2021-22	Previous Financial Year 2021-22
	Re-used	Recycled	Safely Disposed	Re-used	Recycled	Safely Disposed
Plastic (incl uded packaging)		Not Applicable			Not Applicable
E-Waste
Hazardous waste	-	-	0.356 MT	-	-	0.289 MT
Other waste	-	-	Not Ascertaina ble	-	-	Not Ascertainable

5. Reclaimed products and their packaging materials (as percentage of products sold) for each product category. Not Applicable as the Company manufactures on mass production basis and customized products as per customer need.

Indicate product category	Reclaimed products and their packaging materials as % of total products sold in respective category
	Not Applicable

PRINCIPLE 3 BUSINESSES SHOULD RESPECT AND PROMOTE THE WELL-BEING OF ALL EMPLOYEES, INCLUDING THOSE IN THEIR VALUE CHAINS.

Essential indicators

1 (a) Details of measures for the well-being of employees:
(Standalone, FY 2022-23)


								*% of employees covered*

	Ttl	Health insurance		Accident insurance		Maternity benets		Paternity benets		Day care facilities
Category	oa (A)	No. (B)	% (B / A)	No. (C)	% (C / A)	No. (D)	% (D / A)	No. (E)	% (E / A)	No. (F)	% (F / A)


Permanent employees
Male	269	269	100	269	100	N.A.	N.A.	-	-	-	-
Female	8	8	100	8	100	8	100	-	-	-	-
Total	277	277	100	277	100	8	100	-	-	-	-
Other than	permanent employees
Male	-	-	-	-	-	-	-	-	-	-	-
Female	-	-	-	-	-	-	-	-	-	-	-
Total
	-	-	-	-	-	-	-	-	-	-	-

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1 (b) Details of measures for the well-being of workers

(Standalone, FY 2022-23)

% of workers covered by

		Health insurance	Health insurance	Accident insurance	Accident insurance	Maternity benets	Maternity benets	Paternity benets	Paternity benets	Day care facilities	Day care facilities

Category	Total (A)
		No. (B)	% (B / A)	No. (C)	% (C / A)	No. (D)	% (D / A)	No. (E)	% (E / A)	No. (F)	% (F / A)


Permanent workers
Male	298	298	100	298	100	-	-	-	-	-	-
Female	-	-	-	-	-	-	-	-	-	-	-
Total	298	298	100	298	100	-	-	-	-	-	-
Other than	permanent workers
Male	358	358	100	358	100	-	-	-	-	-	-
Female	-	-	-	-	-	-	-	-	-	-	-
Total	358	358	100	358	100	-	-	-	-	-	-

2. Details of retirement benets, for current and previous nancial years

	Current Financial Year2022-23	Current Financial Year2022-23	Current Financial Year2022-23	Previous Financial Year	Previous Financial Year	2021-22
	No Of employees covered as % of total employees	No of workers covered as a % of total workers	Deducted and deposited with the authority (Y/N/ NA)	No Of employees covered as % of total employees	No of workers covered as a % of total workers	Deducted and deposited with the authority (Y/N/ NA)
Benets



PF	100%	100%	Y	100%	100%	Y
			Born by company and deposited			Born by company and deposited
Gratuity	100%	100%		100%	100%

ESI	2.17%	39.16%	Y	3.31%	44.74%	Y
Others - please specify
	-	-	-	-	-	-

3. Accessibility of workplaces

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

Yes. The premises / ofces of the entity are accessible to differently-abled employees and workers. At present, no differently-abled employees are working in our organization but accessible infrastructure, Practice guidelines, career facilitations in place for employees and workers with differently abled capacity.

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

Yes, Refer to our Human Rights Policy available at the website.

5. Return to work and retention rates of employees that took parental leave.

	Permanent employees- scal 2023	Permanent employees- scal 2023	Permanent workers – scal 2022	Permanent workers – scal 2022
Gender	Return to work rate	Retention rate	Return to work rate	Retention rate
Male
Female	-	-	-	-

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

Permanent Workers Jash Engineering Limited is committed to providing a Other than Permanent Workers safe and positive work environment. Although we do Permanent Employees not have a grievance mechanism yet, we have a vigil Other than Permanent Employees mechanism policy our vigil mechanism is available at https://jashindia.com/investors/#policy-code-of- conduct/vigil mechanism.pdf We have any open door policy whereby any employee and worker can approach the Management as when required. Additionally, th ere is a Formal mechanism in place where in meeting is conducted by management on monthly basis wherein the employee and workers can raise their concerns with the management.

7. Membership of employees and workers in association(s) or unions recognized by the listed entity:

	Current Financial Year 2022-23	Current Financial Year 2022-23		Previous Financial Year 2021-22	Previous Financial Year 2021-22	Previous Financial Year 2021-22
Category	Total employees /workers in respective category	No of Employee / workers in respective category, who are part of association (s) union (b)	%(B/A)	Total employees /workers in respective category	No of Employee / workers in respective category, who are part of association (s) union (b)	%(D/C)
Total Permanent Employees
Male
Female
Total Permanent Workers	None, (however a worker committee exists which has representation of all department and all the employees of department have given their consent to the representative)
Male

Female

8. Details of training given to employees and worker (% to total no. of employees / workers in the category):

Category		Fiscal 2023	Fiscal 2023	Fiscal 2023	Fiscal 2023							Fiscal 2022	Fiscal 2022
		On health and safety measures (reghter)		On health and safety measures (rst aid)						On health and safety measures (reghter)		On health and safety measures (rst aid)
						On skill up gradation								On skill up gradation
									Total
	Total

	(A)			No. (C)					(D)
		No. (B)	% (B /A)			No. (D)		% (D / A)		No. (E)	% (E / D)	No. (F)		No. (G)	% (G / D)
					% (C/A)								% (F / D)



						Employee
						-	-							-
Male	269	17	6.32%	8	2.97%				275	22	8.00%	8	2.91%		-

						-	-			-	-			-
Female	8	1	12.50%	1	12.50%				6			1	16.67%		-

						-	-							-
Total	277	18	6.50%	9	3.25%				281	22	7.83%	9	3.20%		-

						Workers
						-	-							-
Male	656	20	3.05%	12	1.83%				675	21	3.11%	12	1.78%		-

	-	-	-	-	-	-	-		-	-	-	-	-	-
Female															-

						-	-							-
Total	656	20	3.05%	12	1.83%				675	21	3.11%	12	1.78%		-

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9. Details of performance and career development reviews of employees and workers:

	FY 2022-23	FY 2022-23		FY 2021-22	FY 2021-22
	Current Financial Year			Previous Financial Year
Category

	Total (A)	No. (B)	% (B / A)	Total (C)	No. (D)	% (D / C)

Permanent Employees
Male	269	269	100%	275	275	100%
Female	8	8	100%	6	6	100%
Total	277	277	100%	281	281	100%
Permanent Workers
Male	298	298	100%	291	291	100%
Female	0	0	0%	0	0	0%
Total	298	298	100%	291	291	100%

10. Health and safety management system:

10a.whether an occupational health and safety management system has been implemented by the entity? (Yes / No). If yes, the coverage of such system?

“Safety of person overrides all the targets” is the Health, Safety and Environment policy of Jash Engineering limited (Jash). Jash believes that all injuries, occupational illnesses as well as safety and environmental incidents are preventable. Jash shall strive to be a leader in the eld of management of Health, Safety and Environment. For more details refer Policy “Health, Safety and Environment Policy”. Our Company is certied to ISO 45001:2018 standard for Occupational Health and Safety Administration (OHSA).

10b.what are the processes used to identify work-related hazards and assess risks on a routine and non-routine basis by the entity?

We identify occupational health and safety risks proactively, for all existing / new / modied activities, processes, products or services, and regulatory changes including routine and non-routine activities. Risk assessment also includes monthly round of safety committee and evaluation of incidents that have occurred. Our Company is certied to ISO 45001:2018 standard for Occupational Health and Safety Administration (OHSA).

10c. whether you have processes for workers to report the work-related hazards and to remove themselves from such risks. (Y / N)

Yes

10d. Do the employees/ worker of the entity have access to non-occupational medical and healthcare services? (Y/N). Yes.

11. Details of safety-related incidents during the current scal - None

Safety incident / number	Category	Fiscal 2023	Fiscal 2022
Lost Time Injury Frequency Rate (LTIFR) (per one	Employees	-	-
million-person hours worked)	Workers	-	-
Total recordable work-related injuries	Employees	-	-
	Workers	-	-
No. of fatalities	Employees	-	-
	Workers	-	-
High consequence work-related injury or ill-health	Employees	-	-
(excluding fatalities)	Workers	-	-

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12. Describe the measures taken by the Company to ensure a safe and healthy work place.

Refer our Health, Safety and Environment Policy uploaded on website.

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

	Current Financial Year 2022-23	Current Financial Year 2022-23	Current Financial Year 2022-23	Previous Financial Year 2021-22	Previous Financial Year 2021-22	Previous Financial Year 2021-22
	Filed	Pending Resolution at end of year	Remark	Filed	Pending Resolution at end of year	Remark
Working Condition			NIL
Health and safety

14. Assessments for the year for Health and Safety (2022-2023):

Our HSEMS (Health Safety and Environmental Management System) is certied to ISO 45001:2018 standard. The scope of HSEMS is all activities, which are a part of our operations and employees working for and on behalf of the Company. Safety and well-being of our employees is accorded the highest priority. Our internal safety committee conducts periodic assessments across jash premises and locations monthly.

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

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

Stringent Operations controls such as maker and checker control points have been deployed across the operational areas. These are also monitored on a periodic basis. There have been no signicant risk/ concerns arising from assessments of health and safety practices and working conditions.

Leadership Indicators

1. Does the entity extend any life insurance or any compensatory package in the event of death of (A) employee (Y / N) (B) worker (Y / N?)

Yes

2. Provide the measures undertaken by the Company to ensure that statutory dues have been deducted and deposited by the value chain partners.

The Company conducts on time assessment of value chain partners to ensure timely deduction and deposit of statutory dues.

3. Provide the number of employees / workers having suffered high consequence work-related injury / ill-health / fatalities (as reported in Q11 of Essential indicators above), who have been are rehabilitated and placed in suitable employment or whose family members have been placed in suitable employment.

-None

	Total no. of affected employees / workers	Total no. of affected employees / workers	No. of employees / workers that are rehabilitated and placed in suitable employment or whose family members have been placed in suitable employment	No. of employees / workers that are rehabilitated and placed in suitable employment or whose family members have been placed in suitable employment
	Fiscal 2023	Fiscal 2022	Fiscal 2023	Fiscal 2022
Employees	-	-	-	-
Workers	-	-	-	-

4. Does the entity provide transition assistance programs to facilitate continued employability and the management of career endings resulting from retirement or termination of employment? (Yes / No)

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5. Details on assessment of value chain partners on Working Conditions and Safety:

	% of value chain partners (by value of business done with such partners) that were assessed
Health and safety practices	We have not conducted any such assessment yet,
Working Conditions	however in futurewe shallconduct the same.

6. Provide details of any corrective actions taken or underway to address signicant risks / concerns arising from assessments of health and safety practices and working conditions of value chain partners.

Not Applicable

PRINCIPLE 4: BUSINESSES SHOULD RESPECT THE INTERESTS OF AND BE RESPONSIVE TO ALL ITS STAKEHOLDERS

Essential indicators

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

We are privileged to share a strong relationship with investors based on a deep understanding of their expectations and our commitment to consistently full them. We have strong commitment to our clients. Employees enable us to create value for our clients and for the organization and in turn, they enjoy fullling careers. Suppliers are our key stakeholders who enable us to deliver business value. Respecting the law of the land is an integral part of the Jash Code of Conduct, making governments and regulators important stakeholders. The list of key stakeholder groups of the entity is generated on every Friday as per Registrar and Transfer agents (RTA).

Our commitment to inclusive growth ensures that the community is at the center of our sustainable business practices. To fulll this commitment we strive hard to work in the areas of education, healthcare, women empowerment, sustainability, Rural development , disaster relief and promotion of art and culture.

2. List stakeholder groups identied as key for your company, and the frequency of engagement with each stakeholder group.

Stakeholder Group	Identied as Vulnerable or Marginalized Group (Yes/No)	Channels of Communication	Frequency of engagement	Purpose and scope of engagement including key topics and concerns raised during each engagement
Investors	No	Earning Calls, Analyst Meets and General Meeting	Need based, Quarterly and Annual	Transparent and effective communication of business performance, Addressing investor Queries and concern , sound corporate governance mechanism and Providing insights into the Company’s corporate strategy and business environment.
Customers	No	Dedicated Customer Service Teams and Customer meets	Need Based/as per Team plan	Timely delivery, Quality and safety of the product/ and its service. Adequate information on products.
Suppliers	No	Vendors Meet and Contractors Meet and Responsible supply chain assessment	As and when team plans	1. Routine ordering and payment related matters 2. Knowledge and infrastructure support 3. Regular communication and updates on business plans. 4. Inclusion of local medium and small scale enterprises in vendor base. 5. Competency development of local vendors.
Employees and Workers	Yes	Performance reviews Senior leadership communication meetings, etc	As per team plan	1. Caring and empowering work environment 2. Personal development and growth 3. Health and safety 4. Grievance resolution 5.Competitive compensation

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Leadership Indicators

1. Provide the processes for consultation between stakeholders and the Board on economic, environmental, and social topics or if consultation is delegated, how is feedback from such consultations provided to The Board.

Consultation and Discussions with stakeholders on E, S and G are conducted and feedbacks are taken from Stakeholders in Annual General Meeting. Also Investor’s meet is organized with Stakeholders for the same.

2. Whether stakeholder consultation is used to support the identication and management of environmental, and social topics (Yes / No). If so, provide details of instances as to how the inputs received from stakeholders on these topics were incorporated into policies and activities of the entity.

Yes, we are obtaining inputs from our stakeholders to achieve our ESG Vision and Ambition by 2030 in Consultation and Discussions are conducted and feedbacks are taken from management in Annual General Meeting. Also Investors meet is organized after AGM.

3. Provide details of instances of engagement with, and actions taken to, address the concerns of vulnerable / marginalized stakeholder groups.

Jash was set up with a vision to support underprivileged sections of society, create opportunities and strive towards a more equitable society. The Company engages with the community in a variety of areas that serve the vulnerable / marginalized stakeholder groups.

PRINCIPLE 5: BUSINESSES SHOULD RESPECT AND PROMOTE HUMAN RIGHTS.

Essential Indicators

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

		Fiscal 2023			Fiscal 2022	Fiscal 2022
Category	Total (A)	Number (B)	% (B / A)	Total (C)	Number (D)	% (D / C)
Employees
Permanent
Other than permanent			Nil
Total employees
Workers
Permanent
Other than permanent			Nil
Total Workers

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2. Details of minimum wages paid to employees and workers, in the following format:

	Current Financial Year 2022-23	Current Financial Year 2022-23	Current Financial Year 2022-23	Current Financial Year 2022-23	Current Financial Year 2022-23	Previous Financial Year 2021-22	Previous Financial Year 2021-22	Previous Financial Year 2021-22	Previous Financial Year 2021-22	Previous Financial Year 2021-22
	Total (A)	Equal to Minimum Wage		More than Minimum		Total (D)	Equal to Minimum Wage		More than Minimum
Category


		No (B)	% (B/A)	No (C)	% (C/A)		No (E)	% (E/D)	No (F)	% (F/D)
Employees
Permanent	277	-	-	277	-	281	-	-	281	-
Male	269	-	-	269	-	275	-	-	275	-
Female	8	-	-	8	-	6	-	-	6	-
Other than Permanent
Male	-	-	-	-	-	-	-	-	-	-
Female	-	-	-	-	-	-	-	-	-	-
Workers
Permanent	298	-	-	298	-	291	-	-	291	-
Male	298	-	-	298	-	291	-	-	291	-
Female	-	-	-	-	-	-	-	-	-	-
Other than Permanent
Male	358	-	-	358	-	384	-	-	384	-
Female	-	-	-	-	-	-	-	-	-	-

All employees and contractors have been paid more than or equal to minimum wage in accordance with the laws of the land in the countries we operate.

3. (a) Details of remuneration / salary / wages, in the following format-

		Male		Female
	No.	Median/salary/wages of respective category (Rs. in lakhs/ per month)	No.	Median/salary/wages of respecti (Rs. in lakhs/ per month) ve category
Board of Directors (BoD)	2	4.92	-	-
Key Managerial Personnel	2	2.11	-	-
Employees and workers (other than BoD and KMP)	563	0.29	8	0.39

Note:

*Remuneration of BOD does not include sitting fees paid to Independent directors.

*Non-Executive Directors received no remuneration, except sitting fee for attending Board/Committee meetings. Hence these details are not applicable to them.

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

Yes

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

We believe that business can only ourish in societies where human rights are protected and respected. We recognise that business has the responsibility to respect human rights and the ability to contribute to positive human rights impacts. We recognise that we must take steps to identify and address any actual or potential adverse impacts with which we may be involved whether directly or indirectly through our own activities or our business relationships. We manage these risks by integrating the responses to our due diligence into our policies and internal systems, acting on the ndings, tracking our actions, and communicating with our stakeholders about how we address impacts.

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

		Fiscal 2023			Fiscal 2022
	Filed during the year	Pending resolution at the end of year	Remarks	Filed during the year	Pending resolution at the end of year	Remarks
Sexual harassment	-	-	-	-	-	-
Discrimination at workplace	-	-	-	-	-	-
Child labor	-	-	-	-	-	-
Forced labor / Involuntary labor	-	-	-	-	-	-
Wages	-	-	-	-	-	-
Other human rights - related issues	-	-	-	-	-	-

7. Mechanism to prevent adverse consequences to the complainant in discrimination and harassment cases

JASH treats all employees with respect and provides a work environment free from all forms of harassment, whether physical, verbal or psychological. This includes behaviour/action directed towards third parties during the course of conducting JASH’s business. Employees have the right to freedom of opinion and expression.

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

Yes

9. Assessments for the year:

	% of your plants and ofces that were assessed (by entity or statutory authorities or third parties)
Child labor
Forced/involuntarylabor
Sexual harassment
Discrimination at workplace	Yes, All work places are assessed by Companies in House HR and the Internal Auditor team.
Wages
Others – please specify

10. Provide details of any corrective actions taken or underway to address signicant risks / concerns arising from the assessments at Question 9 above

Not Applicable

Leadership Indicators

1. Details of a business process being modied / introduced as a result of addressing human rights grievances / complaints

For Details refer our “Human Rights Policy”.

2. Details of the scope and coverage of any human rights due diligence conducted.

The Company fosters the culture of caring and trust through its various corporate policies covering EHS Policy, Whistle blower Policy and code of conduct.

3. Is the premise / ofce of the entity accessible to differently-abled visitors, as per the requirements of the Rights of Persons with Disabilities Act, 2016?

Yes. All our campuses have accessible workplaces and we provide necessary accommodations for all our employees and visitors. Refer to response to question 3 of principle 3 in this report.

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4. Details on assessment of value chain partners - None

	% of value chain partners (by value of business done with such partners) that were assessed
Sexual harassment
Discrimination at workplace
Child labor	We shall assess them from FY 2023-24
Forced labor / involuntary labor
Wages
Others – please specify

5. Provide details of any corrective actions taken or underway to address signicant risks / concerns arising from the assessments at Question 4 above

Not applicable

PRINCIPLE 6: BUSINESSES SHOULD RESPECT AND MAKE EFFORTS TO PROTECT AND RESTORE THE ENVIRONMENT

Essential indicators

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

Parameter	Fiscal 2023	Fiscal 2022
Total electricity consumption (in units) (A)	3,064,162	2,801,519
Total fuel consumption (in litres) (B)	14,139	14,600
Energy consumption through other sources (C)	Nil	Nil
Total energy consumption (A+B+C)	3,064,162 unit and 14,139 Litre	2,801,519 Unit and 14,600 Litre
Energy intensity (electricity) per lakh of turnover (Total energy consumption / turnover in Lakhs)	112.76 units per lakh of turnover	109.13 units per lakh of turnover
Energy intensity (fuel) per lakh of turnover (Total energy consumption / turnover in Lakhs)	0.52 litre per lakh of turnover	0.57 litre per lakh of turnover
Energy intensity (optional) – the relevant metric may be selected bythe entity	NA	NA
Note: Indicate if any independent assessment / evaluation / assurance has been carried out by an external agency? (Y / N) If yes, name of the external agency	No, Evaluation has been carried out by Maintenance committee internally. We have replaced all conventional bay lighting with LED Lights for lower electricity consumption .

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

Not Applicable

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

Parameter	Fiscal 2023 (in kl)	Fiscal 2022 (in kl)

Water withdrawal by source

(i) Surface water	NA	NA

(ii) Groundwater	38,090.6	34,702
(iii) Third-party water	NA	NA

(iv) Seawater / desalinated water	NA	NA

(v) Others (rainwater)	NA	NA

Total volume of water withdrawal (i + ii + iii + iv + v)	38,090.6	34,702

Total volume of water consumption	38,090.6	34,702

Water intensity per rupee of turnover (Water consumed /	0.95 kl / Lakhs	0.94 kl / Lakhs
turnover)
Note: Indicate if any independent assessment / evaluation / assurance has been carried out by an external agency? (Y / N) If yes, name of the external agency
	No, Evaluation has been carried out by
	Maintenance committee internally

4. Has the entity implemented Zero Liquid Discharge policy? If yes, provide details of its coverage and implementation.

Yes. All sewage generated on JASH campuses is treated in the in-house sewage treatment plants and the recycled water is used for irrigation and domestic purposes.

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

Parameter	Please	Fiscal 2023	Fiscal 2023	Fiscal 2023		Fiscal 2022	Fiscal 2022	Fiscal 2022	Fiscal 2022	Fiscal 2022
	specify

	unit	Last quarter (Unit 1)				Last quarter (Unit 1)


		Near	Behind Foundry	Near	Stack (Cupola	Near	Behind	Near		Stack
		Main		STP		Main	Foundry	STP		(Cupola
		Gate	Shop		Furnace)	Gate	Shop			Furnace)

NOx	µg/m³	21.64	23	20.5	42.8	22.3	23.5	20.5		44.2
					mg/nm³					mg/nm³
SO2	µg/m³	15.9	18.7	16	83	18.5	19.4	16.2		77.3
					mg/nm³					mg/nm³
Particulate	µg/m³	77.45	82.05	76.26	47.5	82.4	85.7	79.5		48.5
matter- 10 (PM)					mg/nm³					mg/nm³

Particulate	µg/m³	32.86	40.49	31.71		39.6	42.5	35.7
matter- 2.5
(PM)
Persistent
organic
pollutants
(POP)
Volatile
organic
compounds				N	ot Applicable
(VOC)
Hazardous air
pollutants
(HAP)
Others –
please specify

CO	mg/m³	<1	<1	<1 -		<1	<1		<1	-

Note: Indicate if any independent assessment /				Yes, CES Analytical and Research Services (I) Pvt Limited
evaluation / assurance has been carried out by
an external agency? (Y / N) If yes, name of the
external agency

*Data belongs to the last quarter of unit 1 of Jash Engineering Ltd. only

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

None

Parameter	Please specify unit	Fiscal 2023	Fiscal 2022
Total Sc ope 1 emissions (Break -up of the GHG into CO2, CH4, N2O, HFCs, PFCs, SF6,NF3, if available	-	-	-
Total Scope 2 emissions (Break -up of the GHG into CO2, CH4, N2O, HFCs, PFCs, SF6, NF3, if available)	-	-	-
Total Scope 1 and Scope 2 emissions per rupee of turnover (Total scope 1 and scope 2 GHG emission/ revenue from operations)	-	-	-
Total Scope 1 and Scope 2 emission intensity (optional) - the relevant metric may be selected by the entity	-	-	-
Note: Indicate if any independent assessment / evaluation / assurance has been carried out by an external agency? (Y / N) If yes, name of the external agency.

7. Does the entity have any project related to reducing greenhouse gas emission? If yes, provide details.

None

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

Parameter	Fiscal 2023	Fiscal 2022
Total waste generated
Plastic waste(A)	-	-
E-waste(B)	-	-
Biomedical waste(C)	-	-
Construction and demolition waste(D)	-	-
Batterywaste(E)	-	-
Radioactive waste(F)	-	-
Other hazardous waste (Oil -soaked cotton waste, DG lters, paint cans, chemical cans, paint residue, oil sludge, DG chimney soot, coolant oil and used oil)(G)	Spent oil = 55 Litre Oil-soaked Cotton Waste = 60 Kg	Spent oil = 55 Litre Oil-soaked Cotton Waste = 45 Kg

Other non-hazardous waste generated (Metal, wood, paper / cardboard, textile waste, kitchen oil, mixed waste, garden waste, glass waste, thermocol, rubber, STP sludge)(H)	-	-

Total (A + B + C + D + E + F + G + H)	Spent oil = 55 Litre Oil-soaked Cotton Waste = 60 Kg	Spent oil = 55 Litre Oil-soaked Cotton Waste = 45 Kg

For each category of waste generated, total waste recovered through recycling, reusing or other recovery operations (in metric tonnes)
Category of waste	Fiscal 2023	Fiscal 2022
(i) Recycled	All Waste generated from manufacturing
(ii) Reused	processes is redirected to government
(iii) Other recovery operations	approved vendors for recycling process.

Total
For each category of waste generated, total waste disposed by nature of disposal method (in metric tonnes)
Category of waste	Fiscal 2023	Fiscal 2022
(i) Incineration	All Waste generated from manufacturing
(ii) Landlling	processes is redirected to government
(iii) Other disposal operations	approved vendors for recycling process.
Total
Note: Indicate if any independent assessment / evaluation / assurance has been carried out by an external agency? (Y / N) If yes, name of the external agency-Yes, MPPCB and Bureau Veritas (India) Private Limited.

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9. Briey describe the waste management practices adopted in your establishments. Describe the strategy adopted by your company to reduce usage of hazardous and toxic chemicals in your products and processes and the practices adopted to manage such wastes.

Refer “Sustainability Policy” uploaded on the website.

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

Sr. No.	Location of operations/ ofces	Type of operations	Whether the condition of environmental approval/clearance are being complied with? (Yes/No) If “No”, the reasons thereof and corrective action taken, if any.
Our campuses are built on government-approved land in industrial zones and do not fall within or are adjacent to protected areas or high-biodiversity areas.

11. Details of environmental impact assessments of projects undertaken by the entity based on applicable laws, in the current nancial year:

Name and brief details of project	EIA Noticat ion No.	Date	Whether conducted by independent external agency (Yes / No)	Results communicated in public domain (Yes/ No)	Relevant web - link
			Nil

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

Sr. No	Specify the law/regulation/guidel ines which is not compliant	Provide details of the non- compliance	Any nes/penalties/action taken by regulatory agencies such as pollution control board or by courts	Corrective action taken, if any
1.	Yes. We are compliant with the applicable environmental law / regulations / guidelines in India.		Nil	Not Required

Leadership Indicators

1. Provide break-up of the total energy consumed into renewable and non-renewable sources, in the following format-

Parameter	Fiscal 2023	Fiscal 2022
From renewable sources
Total electricity consumption (in unit) (A)	559,662	533,712
Total fuel consumption (in litre) (B)	-	-
Energy consumption through other sources (C)	-	-
Total energy consumption (A+B+C)	559,662	533,712
From non-renewable sources
Total electricity consumption (in unit)(D)	25,04,500	2,267,806
Total fuel consumption (in litre) (E)	14,139	14,600
Energy consumption through other sources (F)		-
Total energy consumption (D+E+F)
Note: Indicate if any independent assessment / evaluation / assurance has been carried out by an external agency? (Y/N) If yes, name of the external agency	No Evaluation has been carried out by Maintenance committee internally

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2. Provide the following details related to water discharged:

Parameter	Fiscal 2023	Fiscal 2022


Water discharge by destination and level of treatment (in kilolitres)

(i)To Surface water
No treatment
With treatment – please specify level of treatment

(ii)To Groundwater
No treatment
With treatment – please specify level of treatment
(iii)To Seawater
No treatment
With treatment – please specify level of treatment	Waste water generated is treated in sewage treatment plants and reused for purposes like irrigation and domestic
(iv)Sent to third-parties	purposes. There is no discharge in any of these categories
No treatment	in all plants
With treatment – please specify level of treatment
(v)Others	Rain water recharge facility is implemented across all
No treatment	plants

With treatment – please specify level of treatment
Total water discharged(in kiloliters)
Note: Indicate if any independent assessment / evaluation /assurance has been carried out by an external agency?(Y / N) If yes, name of the external agency
	Yes. Independent assurance has been carried out by CSE Analytical and Research Services (I) Pvt Ltd

3. Water withdrawal, consumption and discharge in areas of water stress (in kilolitres): For each facility / plant located in areas of water stress, provide the following information: (i) Name of the area (ii) Nature of operations (iii) Water withdrawal, consumption and discharge in the following format

Not Applicable

Not Applicable
Parameter	Fiscal 2023 (in kl)	Fiscal 2022 (in kl)
Water withdrawal by source

(i) Surface water	-	-

(ii) Groundwater	-	-

(iii) Third-party water	-	-

(iv) Seawater / desalinated water	-	-

(v) Others (rainwater)	-	-

Total volume of water withdrawal (i + ii + iii + iv + v)	-	-

Total volume of water consumption	-	-

Water intensity per rupee of turnover (Water consumed /	-	-
turnover)
Water discharge by destination and level of treatment
(i)Into Surface water	-	-
No Treatment	-	-
With Treatment- Please Specify level of Treatment	-	-

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(ii)Into Groundwater	-	-
No Treatment	-	-
With Treatment- Please Specify level of Treatment	-	-

(iii) Into Third-party water	-	-
No Treatment	-	-
With Treatment- Please Specify level of Treatment	-	-
(iv) Into Seawater	-	-
No Treatment	-	-
With Treatment- Please Specify level of Treatment	-	-

(v) Into Others (rainwater)	-	-
No Treatment	-	-
With Treatment- Please Specify level of Treatment	-	-

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

4. Please provide details of total Scope 3 emissions and its intensity for every rupee of turnover-

None

None
Parameter	Unit	Fiscal 2023	Fiscal 2022

Total Scope 3 emissions (Break-up of the GHG into CO2, CH4, N2O, HFCs, PFCs, SF6, NF3, if available)	-	-	-
Total Scope 3 emissions per rupee of turnover	-	-	-
Total Scope 3 emission intensity (optional) – the relevant metric may be selected by the entity	-	-	-

Note: Indicate if any independent assessment / evaluation / assurance has been carried out by an external agency? (Y / N) If yes, name of the external agency	We plan to conduct an Independent assessment from 2024-25.

5. With respect to the ecologically sensitive areas reported at Question 10 of Essential indicators above, provide details of signicant direct and indirect impact of the entity on biodiversity in such areas along with prevention and remediation activities.

Not Applicable

6. If the entity has undertaken any specic initiatives or used innovative technology or solutions to improve resource efciency, or reduce impact due to emissions / efuent discharge / waste generated, please provide details of the same as well as outcome of such initiatives, as per the following format:-

None

None
Sr. No	Initiative undertaken	Details of the initiative (web link, if any, may be provided along with	Outcome of the initiative summary)
Jash's environmental policy has been articulated with the vision that a good policy must serve as a lighthouse showing the right direction and as a catalyst for activating positive change. Environmental stewardship and Corporate Citizenship are an integral part of the "Spirit of Jash", our core values. We adopt, invent and encourage smarter ways to mitigate GHG emissions, reduce energy consumption and manage water and waste, to make our planet stronger by consistently embracing clean tech in our operations and client solutions, thereby minimizing the impact on nature. Refer our "Sustainability Poilcy for more details.

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7. Does the entity have a business continuity and disaster management plan? Give details in 100 words / web link

No, we plan to implement the same in future

8. Disclose any signicant adverse impact to the environment, arising from the value chain of the entity. What mitigation or adaptation measures have been taken by the entity in this regard.

No, such case.

9. Percentage of value chain partners (by value of business done with such partners) that were assessed for environmental impacts.

We have not conducted any such assessment, from FY 2023-24 we will conduct the same

PRINCIPLE 7: BUSINESSES, WHEN ENGAGING IN INFLUENCING PUBLIC AND REGULATORY POLICY, SHOULD DO SO IN A MANNER THAT IS RESPONSIBLE AND TRANSPARENT

Essential indicators

1. a. Number of afliations with trade and industry chambers / associations.

Refer to response below
b. List the top 10 trade and industry chambers / associations the company is a member of / are afliated to, on the basis of number of members

S. No.	Name of the trade and industry chambers / associations	Reach of trade and industry chambers / associations (State / National
1	Association of Industries M.P.	State
2	Indore Management Association	State
3	The Institute of Indian Foundryman	National
4	Bombay Chamber of Commerce and Industry	National
5	EEPC India	National
6	Export Promotion Council for EOU & SEZ-Unit	National
7	Federation of Indian Export Organisation	National
8	IVAMA Association	National
9	MP Small Scale Industries Organisation	State

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

None

Name of authority	Brief of the case	Corrective action taken
	Nil

Leadership Indicators

1. Details of public policy positions advocated by the Company:

S. No.	Public Policy advocated	Method restored for such advocacy	Whether information available in public domain? (Yes/No)	Frequency of review by Board (Annually/Half yearly/Quarterly/ others - please specify	Web Link, if available
Jash’ approach to achieving our government, policy and community objectives focuses on engaging ecosystems at the national, regional and local levels. Jash focuses on developing and maintaining partnerships with relevant government ofcials, business organizations, technology industry associations, educational institutions, and community organizations for the purpose of developing mutually benecial partnerships.

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PRINCIPLE 8: BUSINESSES SHOULD PROMOTE INCLUSIVE GROWTH AND EQUITABLE DEVELOPMENT

Essential indicators

1. Details of Social Impact Assessments (SIA) of projects undertaken by the entity based on applicable laws, in the current nancial year 2022-23

Name and brief details of project	SIA Notication No.	Date notication	Whether conducted by independent external agency (Yes/No)	Result communicated in public domain (Yes/No)	Relevant web Link
		Not Applicable-	we have no SIA notication

2. Provide information on project(s) for which ongoing Rehabilitation and Resettlement (R&R) is being undertaken by your entity, in the following format:

Sr. No	Name of the project for which R&R is ongoing	State	District	No. Of project affected families (PAFs)	% of PAFs covered by R&R	Amounts paid to PAFs in the FY (in INR)
			Not Applicable

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

Jash works closely with the community in identied areas of contribution in the domains of education, healthcare, destitute care, rural development, art and culture, and disaster relief. Group discussions with beneciaries provide ample opportunity to receive and redress grievances of the intended beneciaries.

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

	Fiscal 2023	Fiscal 2022
Directly sourced from MSMEs / small producers	18.33%	18.00%
Sourced directly from within the district and neighboring districts	26.88%	26.51%

Leadership Indicators

1. Provide details of actions taken to mitigate any negative social impacts identied in the Social Impact Assessments (Reference: Question 1 of Essential indicators above)

Details of negative social impact identied	Corrective action taken
Nil

2. Provide the following information on CSR projects undertaken by your entity in designated aspirational districts as identied by government bodies

(Standalone FY 22-23)

S. No	State	Aspirational district	Amount spent (in Lakhs)

1	Madhya Pradesh	Indore	54.80

3 (a) Do you have a preferential procurement policy where you give preference to purchase from suppliers comprising marginalized / vulnerable groups? (Yes / No) None
3 (b) From which marginalized/ vulnerable groups do you procure?
None
3 (c) What % of total procurement (by value) does it constitute? None

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4. Details of the benets derived and shared from the intellectual properties owned or acquired by your entity (in the current scal), based on traditional knowledge

S. Intellectual Property based Owned/Acquired Benets shared Basis of calculating No on traditional knowledge (Yes/No) (Yes/No) benets share Not Applicable

5. Details of corrective actions taken or underway, based on any adverse order in intellectual property related disputes wherein usage of traditional knowledge is involved

Name of authority Brief of the case Corrective action taken Not Applicable

6. Details of beneciaries of CSR projects:

(Standalone FY 22-23)

S. CSR project No. of persons beneted from % of beneciaries from vulnerable and No CSR projects (1) marginalized groups(2) Refer to Annexure H to the Board’s report for the annual report on CSR activities [Pursuant to Section 135 of the Companies Act, 2013 read with Companies (Corporate Social Responsibility Policy) Rules, 2014, as amended .

PRINCIPLE 9: BUSINESSES SHOULD ENGAGE WITH AND PROVIDE VALUE TO THEIR CONSUMERS IN A RESPONSIBLE MANNER

Essential indicators

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

We are committed to surpassing clients consistently. We have robust mechanisms to track and respond to customer complaints and feedback in the delivery of our products. Our latest annual client survey indicates that most of our clients are delighted with us, sustaining the positive feedback gained over the years. We have also been appreciated for our relationship management, client-centric approach, account management, base delivery and quality of deliverables.

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

As percentage to total turnover Environment and social parameters relevant to the product safe and responsible usage Not Applicable Recycling and/or safe disposal Safe and responsible usage

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

	Current Financial Year 2022-23	Current Financial Year 2022-23		Previous Financial Year 2021-22	Previous Financial Year 2021-22
	Received	Pending at the end of year	Remark	Received	Pending at the end of year	Remark
Data Privacy
Cyber-security
Delivery of essential services	We do not have any consumer complaints in respect of data privacy, advertising, cyber security, delivery of essential services, restrictive trade practices, and unfair
Unfair Trade Practices	trade practices.
Restrictive Trade Practices
Advertising

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4. Details of instances of product recalls on account of safety issues:

	Number	Reasons for recall
Voluntary Recalls
Forced Recalls	Nil

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

Yes. Refer our “Information Technology” Policy for details.

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

None

Leadership Indicators

1. Channels / platforms where information on products and services of the Company can be accessed provide web link, if available.

Refer to https://jashindia.com/products/

2. Steps taken to inform and educate consumers, about safe and responsible usage of products and services.

We have a practice to send safety and usage booklet with the delivery of all products to all Customers. Also a dedicated person demos the safety instructions.

3. Mechanisms in place to inform consumers of any risk of disruption/ discontinuation of essential services.

Refer to principle 6, question 7 of Leadership indicators, in this report

4. Does the Company display product information on the product over and above what is mandated as per local laws?

5. Did your entity carry out any survey with regard to consumer satisfaction relating to the major products / services of the entity, signicant locations of the entity or the entity as a whole? (Yes / No) Yes

6. Provide the following information relating to data breaches

a) Number of instances of data breaches along with impact

None
b) Percentage of data breaches involving personally identiable information of customers

Date : 14th August 2023 Place : Indore

Sd/Sd/- Chairman & Managing Director Director

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INDEPENDENT AUDITOR'S REPORT

To The Members of Jash Engineering Limited

Report on the Audit of the Standalone Financial Statements

Opinion

We have audited the accompanying standalone nancial statements of Jash Engineering Limited (“the Company”), which comprise the Balance Sheet as at 31st March 2023, and the Statement of Prot and Loss (including Other Comprehensive Income), the Statement of Cash Flows and the Statement of Changes in Equity for the year then ended, and a summary of signicant accounting policies and other explanatory information.

In our opinion and to the best of our information and according to the explanations given to us, the aforesaid standalone nancial statements give the information required by the Companies Act, 2013 (“the Act”) in the manner so required and give a true and fair view in conformity with the Indian Accounting Standards prescribed under section 133 of the Act read with the Companies (Indian Accounting Standards) Rules, 2015, as amended, (“Ind AS”) and other accounting principles generally accepted in India, of the state of affairs of the Company as at 31 March 2023, and its prot, total comprehensive income, its cash ows and the changes in equity for the year ended on that date.

Basis for Opinion

We conducted our audit of the standalone nancial statements in accordance with the Standards on Auditing (SAs) specied under section 143(10) of the Act. Our responsibilities under those Standards are further described in the Auditor's Responsibility for the Audit of the Standalone Financial Statements section of our report. We are independent of the Company in accordance with the Code of Ethics issued by the Institute of Chartered Accountants of India (ICAI) together with the ethical requirements that are relevant to our audit of the standalone nancial statements under the provisions of the Act and the Rules made thereunder, and we have fullled our other ethical responsibilities in accordance with these requirements and the ICAI's Code of Ethics. We believe that the audit evidence obtained by us is sufcient and appropriate to provide a basis for our audit opinion on the standalone nancial statements.

Key Audit Matters

Key audit matters are those matters that, in our professional judgment, were of most signicance in our audit of the standalone nancial statements of the current period. These matters were addressed in the context of our audit of the standalone nancial statements as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters.

We have determined the matters described below to be the key audit matters to be communicated in our report.

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Information Other than the Financial Statements and Auditor's Report Thereon

The Company's Board of Directors is responsible for the other information. The other information comprises the information included in the Annual report, but does not include the standalone nancial statements and our auditor's report thereon. The Annual report is expected to be made available to us after the date of this auditor's report.
Our opinion on the standalone nancial statements does not cover the other information and we do not express any form of assurance conclusion thereon.
In connection with our audit of the standalone nancial statements, our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the standalone nancial statements, or our knowledge obtained during the course of our audit or otherwise appears to be materially misstated.
When we read the above mentioned reports, if we conclude that there is a material misstatement therein, we are required to communicate the matter to those charged with governance as required under SA 720 'The Auditor's responsibilities Relating to Other Information'

Responsibilities of Management and Those Charged with Governance for the Standalone Financial Statements

The Company's Board of Directors is responsible for the matters stated in section 134(5) of the Act with respect to the preparation of these standalone nancial statements that give a true and fair view of the nancial position, nancial performance including other comprehensive income, cash ows and changes in equity of the Company in accordance with the Ind AS and other accounting principles generally accepted in India. This responsibility also includes maintenance of adequate accounting records in accordance with the provisions of the Act for safeguarding the assets of the Company and for preventing and detecting frauds and other irregularities; selection and application of appropriate accounting policies; making judgments and estimates that are reasonable and prudent; and design, implementation and maintenance of adequate internal nancial controls, that were operating effectively for ensuring the accuracy and completeness of the accounting records, relevant to the preparation and presentation of the nancial statement that give a true and fair view and are free from material misstatement, whether due to fraud or error.

In preparing the standalone nancial statements, management is responsible for assessing the Company's ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the Board of Directors either intends to liquidate the Company or to cease operations, or has no realistic alternative but to do so.

The Company's Board of Directors are also responsible for overseeing the Company's nancial reporting process.

Auditor's Responsibility for the Audit of the Standalone Financial Statements

Our objectives are to obtain reasonable assurance about whether the standalone nancial 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 inuence the economic decisions of users taken on the basis of these standalone nancial statements.

As part of an audit in accordance with SAs, we exercise professional judgment and maintain professional skepticism throughout the audit. We also:

Identify and assess the risks of material misstatement of the standalone nancial statements, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufcient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control.
Obtain an understanding of internal nancial control relevant to the audit in order to design audit procedures that are appropriate in the circumstances. Under section 143(3)(I) of the Act, we are also responsible for expressing our opinion on whether the Company has adequate internal nancial controls with reference to standalone nancial statements in place and the operating effectiveness of such controls.
Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by the management.

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Conclude on the appropriateness of management's use of the going concern basis of accounting and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast signicant doubt on the Company's ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditor's report to the related disclosures in the standalone nancial statements or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditor's report. However, future events or conditions may cause the Company to cease to continue as a going concern.
Evaluate the overall presentation, structure and content of the standalone nancial statements, including the disclosures, and whether the standalone nancial statements represent the underlying transactions and events in a manner that achieves fair presentation.

Materiality is the magnitude of misstatements in the standalone nancial statements that, individually or in aggregate, makes it probable that the economic decisions of a reasonably knowledgeable user of the standalone nancial statements may be inuenced. We consider quantitative materiality and qualitative factors in (i) planning the scope of our audit work and in evaluating the results of our work; and (ii) to evaluate the effect of any identied misstatements in the standalone nancial statements.

We communicate with those charged with governance regarding, among other matters, the planned scope and timing of the audit and signicant audit ndings, including any signicant deciencies in internal control that we identify during our audit.

We also provide those charged with governance with a statement that we have complied with relevant ethical requirements regarding independence, and to communicate with them all relationships and other matters that may reasonably be thought to bear on our independence, and where applicable, related safeguards.

From the matters communicated with those charged with governance, we determine those matters that were of most signicance in the audit of the standalone nancial statements of the current period and are therefore the key audit matters. We describe these matters in our auditor's report unless law or regulation precludes public disclosure about the matter or when, in extremely rare circumstances, we determine that a matter should not be communicated in our report because the adverse consequences of doing so would reasonably be expected to outweigh the public interest benets of such communication.

Report on Other Legal and Regulatory Requirements

As required by Section 143(3) of the Act, based on our audit we report that:
a) We have sought and obtained all the information and explanations which to the best of our knowledge and belief were necessary for the purposes of our audit.
b) In our opinion, proper books of account as required by law have been kept by the Company so far as it appears from our examination of those books;
c) The Balance Sheet, the Statement of Prot and Loss including Other Comprehensive Income, the Statement of Cash Flows and Statement of Changes in Equity dealt with by this Report are in agreement with the relevant books of account.
d) In our opinion, the aforesaid standalone nancial statements comply with the Ind AS specied under Section 133 of the Act.
e) On the basis of the written representations received from the directors as on 31st March, 2023 taken on record by the Board of Directors, none of the directors is disqualied as on 31st March, 2023 from being appointed as a director in terms of Section 164(2) of the Act.
f) With respect to the adequacy of the internal nancial controls with reference to standalone nancial statements of the Company and the operating effectiveness of such controls, refer to our separate Report in “Annexure A”. Our report expresses an unmodied opinion on the adequacy and operating effectiveness of the Company's internal nancial controls with reference to standalone nancial statements.
g) With respect to the other matters to be included in the Auditor's Report in accordance with the requirements of section 197(16) of the Act, as amended,
- In our opinion and to the best of our information and according to the explanations given to us, the remuneration paid by the Company to its directors during the year is in accordance with the provisions of section 197 of the Act.
h) With respect to the other matters to be included in the Auditor's Report in accordance with Rule 11 of the Companies (Audit and Auditors) Rules, 2014, as amended in our opinion and to the best of our information and according to the explanations given to us:

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i. The Company has disclosed the impact of pending litigations on its nancial position in its standalone nancial statements - Refer Note 42 to the standalone nancial statements;
ii. The Company has made provision, as required under the applicable law or accounting standards, for material foreseeable losses, if any, on long-term contracts including derivative contracts - Refer Note 18 to the standalone nancial statements;
iii. There were no amounts which were required to be transferred to the Investor Education and Protection Fund by the Company.
iv. (a) The Management has represented that, to the best of it's knowledge and belief, as disclosed in note 53(j) to the nancial statements, 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 entity(ies), including foreign entities (“Intermediaries”), with the understanding, whether recorded in writing or otherwise, that the Intermediary shall, directly or indirectly lend or invest in other persons or entities identied in any manner whatsoever by or on behalf of the Company (“Ultimate Beneciaries”) or provide any guarantee, security or the like on behalf of the Ultimate Beneciaries.
- (b) The Management has represented, that, to the best of it's knowledge and belief, as disclosed in note 53(k) to the nancial statements no funds have been received by the Company from any person(s) or entity(ies), including foreign entities (“Funding Parties”), with the understanding, whether recorded in writing or otherwise, that the Company shall, directly or indirectly, lend or invest in other persons or entities identied in any manner whatsoever by or on behalf of the Funding Party (“Ultimate Beneciaries”) or provide any guarantee, security or the like on behalf of the Ultimate Beneciaries.
- (c) Based on the audit procedures performed that have been considered reasonable and appropriate in the circumstances, nothing has come to our notice that has caused us to believe that the representations under sub-clause (i) and (ii) of Rule 11(e), as provided under (a) and (b) above, contain any material misstatement.
v. The nal dividend proposed in the previous year, declared and paid by the Company during the year is in accordance with section 123 of the Act, as applicable.
- As stated in note 21 to the standalone nancial statements, the Board of Directors of the Company has proposed nal dividend for the year which is subject to the approval of the members at the ensuing Annual General Meeting. The dividend proposed is in accordance with section 123 of the Act, as applicable.
vi. Proviso to Rule 3(1) of the Companies (Accounts) Rules, 2014 for maintaining books of account using accounting software which has a feature of recording audit trail (edit log) facility is applicable to the Company w.e.f. April 1, 2023, and accordingly, reporting under Rule 11(g) of Companies (Audit and Auditors) Rules, 2014 is not applicable for the nancial year ended March 31, 2023.
As required by the Companies (Auditor's Report) Order, 2020 (“the Order”) issued by the Central Government in terms of Section 143(11) of the Act, we give in “Annexure B” a statement on the matters specied in paragraphs 3 and 4 of the Order.

For Deloitte Haskins & Sells LLP

Chartered Accountants (Firm's Registration No. 117366W/W-100018)

S/d- Pallavi Sharma Partner (Membership No. 113861)

(UDIN:23113861BGXTSI7599)

Place : Mumbai Date : 23 May 2023

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ANNEXURE “A” TO THE INDEPENDENT AUDITOR'S REPORT

(Referred to in paragraph (i)(f) under 'Report on Other Legal and Regulatory Requirements' section of our report of even date)

Report on the Internal Financial Controls with reference to standalone nancial statements under Clause (i) of Subsection 3 of Section 143 of the Companies Act, 2013 (“the Act”)

We have audited the internal nancial controls with reference to standalone nancial statements of Jash Engineering Limited (the Company) as of March 31, 2023 in conjunction with our audit of the standalone Ind AS nancial statements of the Company for the year ended on that date.

Management's Responsibility for Internal Financial Controls

The Company's management is responsible for establishing and maintaining internal nancial controls with reference to standalone nancial statements based on the internal control with reference to standalone nancial statements criteria established by the Company considering the essential components of internal control stated in the Guidance Note on Audit of Internal Financial Controls Over Financial Reporting issued by the Institute of Chartered Accountants of India. These responsibilities include the design, implementation and maintenance of adequate internal nancial controls that were operating effectively for ensuring the orderly and efcient conduct of its business, including adherence to respective company's policies, the safeguarding of its assets, the prevention and detection of frauds and errors, the accuracy and completeness of the accounting records, and the timely preparation of reliable nancial information, as required under the Companies Act, 2013.

Auditor's Responsibility

Our responsibility is to express an opinion on the Company's internal nancial controls with reference to standalone nancial statements of the Company based on our audit. We conducted our audit in accordance with the Guidance Note on Audit of Internal Financial Controls Over Financial Reporting (the Guidance Note) issued by the Institute of Chartered Accountants of India and the Standards on Auditing prescribed under Section 143(10) of the Companies Act, 2013, to the extent applicable to an audit of internal nancial controls with reference to standalone nancial statements. Those Standards and the Guidance Note require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance about whether adequate internal nancial controls with reference to standalone nancial statements was established and maintained and if such controls operated effectively in all material respects.

Our audit involves performing procedures to obtain audit evidence about the adequacy of the internal nancial controls with reference to standalone nancial statements and their operating effectiveness. Our audit of internal nancial controls with reference to standalone nancial statements included obtaining an understanding of internal nancial controls with reference to standalone nancial statements, assessing the risk that a material weakness exists, and testing and evaluating the design and operating effectiveness of internal control based on the assessed risk. The procedures selected depend on the auditor's judgement, including the assessment of the risks of material misstatement of the nancial statements, whether due to fraud or error.

We believe that the audit evidence we have obtained is sufcient and appropriate to provide a basis for our audit opinion on the Company's internal nancial controls with reference to standalone nancial statements .

Meaning of Internal Financial Controls with reference to standalone nancial statements

A company's internal nancial control with reference to standalone nancial statements is a process designed to provide reasonable assurance regarding the reliability of nancial reporting and the preparation of nancial statements for external purposes in accordance with generally accepted accounting principles. A company's internal nancial control with reference to standalone nancial statements includes those policies and procedures that (1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reect the transactions and dispositions of the assets of the company; (2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of nancial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorisations of management and directors of the company; and (3) provide reasonable assurance regarding prevention or timely detection of unauthorised acquisition, use, or disposition of the company's assets that could have a material effect on the nancial statements.

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Inherent Limitations of Internal Financial Controls with reference to standalone nancial statements

Because of the inherent limitations of internal nancial controls with reference to standalone nancial statements, including the possibility of collusion or improper management override of controls, material misstatements due to error or fraud may occur and not be detected. Also, projections of any evaluation of the internal nancial controls with reference to standalone nancial statements to future periods are subject to the risk that the internal nancial control with reference to standalone nancial statements may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.

Opinion

In our opinion, to the best of our information and according to the explanations given to us the Company has, in all material respects, adequate internal nancial controls with reference to standalone nancial statements and such internal nancial controls with reference to standalone nancial statements were operating effectively as at March 31, 2023, based on the criteria for internal nancial control with reference to standalone nancial statements established by the respective Company considering the essential components of internal control stated in the Guidance Note on Audit of Internal Financial Controls Over Financial Reporting issued by the Institute of Chartered Accountants of India.

For Deloitte Haskins & Sells LLP

Chartered Accountants (Firm's Registration No. 117366W/W-100018)

S/d- Pallavi Sharma Partner (Membership No. 113861)

(UDIN:23113861BGXTSI7599)

Place : Mumbai Date : 23 May 2023

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ANNEXURE B TO THE INDEPENDENT AUDITOR'S REPORT

(Referred to in paragraph 2 under 'Report on Other Legal and Regulatory Requirements' section of our report of even date of Jash Engineering Limited on the nancial statements of the Company for the year ended 31st March 2023)

In terms of the information and explanations sought by us and given by the Company and the books of account and records examined by us in the normal course of audit and to the best of our knowledge and belief, we state that:

(I) (a) A. The Company has maintained proper records showing full particulars, including quantitative details and situation of the property, plant and equipment (including capital -in- work in progress and right -of-use assets).
- B. The Company has maintained proper records showing full particulars of intangible assets.
(b) The Property, Plant and Equipment, (including right-of-use assets) were physically veried during the year by the Management which, in our opinion, provides for physical verication at reasonable intervals. No material discrepancies were noticed on such verication.
(c) Based on examination of the title deeds provided to us, we report that the title deeds of all the immoveable properties held by the Company (other than properties where the Company is the lessee and the lease agreements are duly executed in favour of the lessee) disclosed in nancial statements are held in the name of the Company. For title deeds of immoveable properties in the nature of freehold land situated at Village: Bardari, Tehsil: Sanwer, District: Indore with the gross carrying value of Rs. 330.71 lakhs as at 31st March, 2023, which have been pledged as security for loans or borrowings taken by the Company have been veried from the conrmations directly received by us from lenders and in the nature of Buildings are veried from the property tax receipts as on the year end.
(d) The Company has not revalued any of its Property, plant and equipment (including right -of-use assets) or intangible assets during the year.
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(e) No proceedings have been initiated during the year or are pending against the Company as at 31 March 2023 for holding any benami property under the Benami Transactions (Prohibition) Act, 1988 (as amended in 2016) and rules made thereunder.
(ii) (a) The inventories (except for stocks held with third parties), were physically veried during the year by the Management at reasonable intervals. In our opinion and based on information and explanations given to us, the coverage and procedure of such verication by the Management is appropriate having regard to the size of the Company and the nature of its operations. For stocks held with third parties at the year-end, written conrmations have been obtained. No discrepancies of 10% or more in the aggregate for each class of inventories were noticed on such physical verication of inventories.
(b) According to the information and explanations given to us, the Company has been sanctioned working capital limits in excess of Rs. 5 crores, in aggregate, during the year, from banks or nancial institutions on basis of security of current assets. In our opinion and according to the information and explanations given to us, the quarterly returns and statements (stock statements, book debt statements, credit monitoring reports, statements on ageing analysis of debtors) led by the Company with such banks or nancial institutions are in agreement with unaudited books of account of the company of respective quarters, except for the following: -

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Name of the Bank	Working capital limit sanctioned	Nature of current assets offered as security	Quarter	Nature	Amount as per books of accounts	Amount disclosed as per return	Difference	Remarks
Axis Bank	5,550.00	For SBI &	30-Jun-22	Inventory	8,758.70	8,729.23	29.47	Refer
Limited		Axis						Note 1
(AXIS) HDFC Bank Limited (HDFC) State Bank of India (SBI)		Banks entire Inventory and Receivables For HDFC Bank entire current assets		Trade receivables	8,988.88	8,820.52	168.35	Refer Note 2
Axis Bank	6,550.00	For SBI,	30S22	Inventory	9,541.86	8,692.13	849.73	Refer
Limited		Axis &	-ep-					Note 1
(AXIS) HDFC Bank Limited (HDFC) State Bank of India (SBI) Kotak Mahindra Bank Limited (KOTAK)		Kotak Banks entire Inventory and Receivables For HDFC Bank entire current assets		Trade receivables	9,031.42	9,930.45	(899.03)	Refer Note 2
Axis Bank Limited	7,450.00	For SBI, Axis &	31-Dec-22	Inventory	10,286.73	9,579.55	707.18	Refer Note 1
(AXIS) HDFC Bank Limited (HDFC) State Bank of India (SBI) Kotak Mahindra Bank Limited (KOTAK)		Kotak Banks entire Inventory and Receivables For HDFC Bank entire current assets		Trade receivables	9,312.20	9,681.43	(369.23)	Refer Note 2
Axis Bank	745000	For SBI		Inventor	931453	804221	127232	Refer
Limited (AXIS)	,.	, Axis &	31-Mar-22	y	,.	,.	,.	Note 1
HDFC Bank Limited (HDFC) State Bank of India (SBI) Kotak Mahindra Bank Limited (KOTAK)		Kotak Banks entire Inventory and Receivables For HDFC Bank entire current assets		Trade receivables	13,020.64	15,470.15	(2,449.51)	Refer Note 2

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Note 1 :- Difference in inventory is on account of the adjustments with respect to obsolescence and valuation (overhead allocation) done at the end of review which leads to a variance in the balance as per books and as disclosed in the return. For more information refer note no. 53(l) of nancial statements.

Note 2:- Difference in trade receivables is on account of expected credit loss, foreign exchange gain/loss and cut off adjustments. Balances submitted to banks doesn't include amount of bills receivable. For more information refer note no. 53(l) of nancial statements.

(iii) The Company has provided loans or guarantees to subsidiaries in respect of which:
(a) The Company has provided loans and stood guarantee during the year and details of which are given below: -

	(Amount in INR Lakhs)	(Amount in INR Lakhs)
Particulars	Guarantees	Loans
Aggregate amount provided during the year: - Subsidiaries	1,225	-
Balance outstanding as at balance
sheet date in respect of above cases: Subsidiaries	1,675	642.99

(b) The guarantees provided and the terms and conditions of the grant of all the above-mentioned loans, during the year are, in our opinion , prima facie, not prejudicial to the Company's interest.
(c) In respect of loans provided by the Company, the schedule of payment of interest has been stipulated and the payment of interest are not regular: -

				(Amount in INR Lakhs)
Name of Entity	Nature	Amount	Due Date	Extent of Delay
Jash USA, Inc	Interest on loan	231.90	Annually	Delay from 2017 to 2023

(d) In respect of following loans granted by the Company, which have been overdue for more than 90 days at the balance sheet date, as explained to us, the Management has taken reasonable steps for recovery of the principal amounts and interest:

amounts and interest:
			(Amount in INR Lakhs)
No. of Cases.	Principal amount overdue	Interest Overdue	Total Overdue
Jash USA, Inc	-	184.76	184.76

(e) During the year loans aggregating to Rs. 411.09 lakhs fell due from certain subsidiary and the same was extended via amended loan facility agreement dated April, 2023 after thebalance sheet date. The details of such loans that fell due and those extended subsequent to year end are stated below:

		(Amount in INR Lakhs)
Name of party	Aggregate amount of overdues of existing loans extended* (Amounts Rs. In Lakhs)	Percentage of the aggregate to the total loans or advances in the nature of loans granted during the year
Jash USA, Inc	411.09	100%

*The loan was due on March 31, 2023 and the loan agreement was amended on April 1, 2023

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(f) According to information and explanations given to us and based on the audit procedures performed, 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, reporting under clause (iii)(f) is not applicable.
(iv) The Company has complied with the provisions of Sections 185 and 186 of the Companies Act, 2013 in respect of loans granted, investments made and guarantees and securities provided, as applicable.
(v) The Company has not accepted any deposit or amounts which are deemed to be deposits. Hence, reporting under clause (v) of the Order is not applicable.
(vi) The maintenance of cost records has been specied by the Central Government under section 148(1) of the Companies Act, 2013. We have broadly reviewed the books of account maintained by the Company pursuant to the Companies (Cost Records and Audit) Rules, 2014, as amended, prescribed by the Central Government for maintenance of cost records under Section 148(1) of the Companies Act, 2013, 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 examination of the cost records with a view to determine whether they are accurate or complete.

(vii) According to the information and explanations given to us, in respect of statutory dues:

(a) Undisputed statutory dues, including Goods and Service tax, Provident Fund, Employees' State Insurance, Income-tax, duty of Custom, Cess and other material statutory dues applicable to the Company have generally been regularly deposited by it with the appropriate authorities though there has been a delay in respect of remittance of Income tax and Professional Tax. We have been informed that the provisions of duty of Excise, Sales tax, Service tax, Value Added tax are not applicable to the Company.

There were no undisputed amounts payable in respect of Goods and services tax, Provident Fund, Employees' State Insurance, Income-tax, duty of Custom, cess and other material statutory dues in arrears as at 31st March 2023 for a period of more than six months from the date they became payable.

(b) There are no statutory dues referred in sub-clause (a) above which have not been deposited on account of disputes as on 31st March 2023 except for following: -

Name of statues	Nature of Dues	Amount (Rs. In Lakhs)	Amount paid under protest (Rs. In Lakhs)	Amount Unpaid (Rs. In Lakhs)	Period to which it relates	Forum where dispute is pending
Central Sales Tax, 1956	Central Sales tax	13.94	8.98	4.96	FY1999- 2000	High Court of Madhya Pradesh
Central Sales Tax, 1956	Central Sales tax	2.98	0.92	1.47	FY2000- 2001	High Court of Madhya Pradesh
Central Sales Tax, 1956	Central Sales tax	34.50	29.40	5.10	FY2012- 2013	Madhya Pradesh Commercial Tax Appellate Board
Central Sales Tax, 1956	Central Sales tax	69.75	7.00	62.75	FY2016- 2017	Additional commissioner of Commercial tax

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Central Sales Tax, 1956	Central Sales tax	61.47	6.17	55.30	FY2016- 2017	Additional commissioner of Commercial Tax
Central Sales Tax, 1956	Central Sales tax	20.92	2.10	18.82	FY2017- 2018	Additional commissioner of Commercial Tax
Central Sales Tax, 1956	Central Sales tax	21.28	2.14	19.14	FY2017- 2018	Additional commissioner of Commercial Tax
Income Tax, 1961	Income Tax	2.14	-	2.14	FY2016- 2017	Commissioner of Income Tax (Appeals)
Income Tax, 1961	Income tax	3.85	-	3.85	FY 2017 - 2018	Commissioner of Income Tax (Appeals)

(viii) There were no transactions relating to previously unrecorded income that were surrendered or disclosed as income in the tax assessments under the Income Tax Act, 1961 (43 of 1961) during the year.
(ix) (a) In our opinion, the Company has not defaulted in the repayment of loans or other borrowings or in the payment of interest thereon to any lender during the year.
(b) The Company has not been declared wilful defaulter by any bank or nancial institution or government or any government authority.
(c) To the best of our knowledge and belief, in our opinion, term loans availed by the Company were, applied by the Company during the year for the purposes for which the loans were obtained.
(d) On an overall examination of the nancial statements of the Company, the funds raised on short-term basis have, prima facie , not been used during the year for long-term purposes by the Company.
(e) On an overall examination of the nancial statements of the Company, the Company has not taken any funds from any entity or person on account of or to meet the obligations of its subsidiaries.
(f) The Company had raised loans in the earlier years on the pledge of securities held in its subsidiary and has not defaulted in the repayment of such loans raised.
(x) (a) The Company has not issued any of its securities (including debt instruments) during the year and hence reporting under clause (x)(a) of the Order is not applicable.
(b) During the year the Company has not made any preferential allotment or private placement of shares or convertible debentures (fully or partly or optionally) and hence reporting under clause (x)(b) of the Order is not applicable to the Company.
(xi) (a) To the best of our knowledge, no fraud by the Company and no material fraud on the Company has been noticed or reported during the year.
(b) To the best of our knowledge, no report under sub-section (12) of section 143 of the Companies Act has been led in Form ADT-4 as prescribed under rule 13 of Companies (Audit and Auditors) Rules, 2014 with the Central Government, during the year and upto the date of this report.
(c) As represented to us by the Management, there were no whistle blower complaints received by the Company during the year.

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(xii) The Company is not a Nidhi Company and hence reporting under clause (xii) of the Order is not applicable.

(xiii) In our opinion, the Company is in compliance with Section 177 and 188 of the Companies Act, where applicable, for all transactions with the related parties and the details of related party transactions have been disclosed in the nancial statements etc. as required by the applicable accounting standards.
(xiv) (a) In our opinion the company has an adequate internal audit system commensurate with the size and the nature of the business.
(b) We have considered, the internal audit reports issued to the company during the year and covering the period April 2022 to March 2023.
(xv) In our opinion during the year the Company has not entered into any non-cash transactions with any of its directors or directors of it's holding company, subsidiary company or persons connected with such directors and hence provisions of section 192 of the Companies Act, 2013 are not applicable to the Company.
(xvi) The Company is not required to be registered under section 45-IA of the Reserve Bank of India Act, 1934. Hence reporting under clause (xvi)(a), (b) and (c) of the Order is not applicable.

As represented by the management, the Group does not have any Core Investment Company (CIC) as part of the group as per the denition of group contained in the Core Investments Companies (Reserve Bank) Directions, 2016 and hence the reporting under the clause (xvi)(d) of the order is not applicable.

(xvii) The Company has not incurred any cash losses in the current as well as the immediately preceding nancial year.
(xviii) There has been no resignation of the statutory auditors of the Company during the year.
(xix) On the basis of the nancial ratios, ageing and expected dates of realization of nancial assets and payment of nancial liabilities, other information accompanying the nancial statements and our knowledge of the Board of Directors and Management plans and based on our examination of the evidence supporting the assumptions, nothing has come to our attention, which causes us to believe that any material uncertainty exists as on the date of the audit report indicating that Company is not capable of meeting its liabilities existing at the date of balance sheet as and when they fall due within a period of one year from the balance sheet date. We, however, state that this is not an assurance as to the future viability of the Company. We further state that our reporting is based on the facts up to the date of the audit report and we neither give any guarantee nor any assurance that all liabilities falling due within a period of one year from the balance sheet date, will get discharged by the Company as and when they fall due.
(xx) In respect of other than ongoing projects, the Company has not transferred the unspent Corporate Social Responsibility (CSR) amount as at the Balance Sheet date out of the amounts that was required to be spent during the year, to a Fund specied in Schedule VII to the Companies Act, 2013 till the date of our report. However, the time period for such transfer i.e., six months from the expiry of the nancial year as permitted under the second proviso to section 135(5) of the Act, has not elapsed till the date of our report.

In respect of unspent amount at the end of previous year, the Company has transferred the unspent amount in respect of other than ongoing projects to a Fund specied in Schedule VII to the Act as required under second provisio to subsection (5) of 135 of the said Act within six months from the end of the previous nancial year.

(xxi) The reporting under clause 3(xxi) of the Order is not applicable in respect of audit of standalone nancial statements of the company. Accordingly, no comment has been included in respect of said clause under this report.

For Deloitte Haskins & Sells LLP

Chartered Accountants (Firm's Registration No. 117366W/W-100018)

S/d- Pallavi Sharma

Partner (Membership No. 113861)

(UDIN:23113861BGXTSI7599)

Place : Indore Date : 23 May 2023

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1. Company overview

Jash Engineering Limited ('the Company') is a public limited company domiciled in India and is incorporated on 29 September 1973. Its shares are listed on National Stock Exchange of India limited. The registered ofce of the Company is situated at 31, Sector-C, Sanwer Road, Industrial Area, Indore - 452015, Madhya Pradesh.

The Company is engaged in the business of manufacturing and trading of varied engineering products for general engineering industry, water and wastewater industry and bulk solids handling industry.

2. General information and statement of compliance with Ind AS

These standalone nancial statements of the Company have been prepared in accordance with the Indian Accounting Standards (hereinafter referred to as the 'Ind AS') as notied by the Ministry of Corporate Affairs ('MCA') under section 133 of the Companies Act, 2013 ('Act') read with the Companies (Indian Accounting Standards) Rules, 2015, as amended, other relevant provisions of the Act and guidelines issued by the Securities and Exchange Board of India (SEBI). The Company has uniformly applied the accounting policies for the periods presented.

These standalone nancial statements are separate nancial statements of the Company. The Company has also prepared consolidated nancial statements for the year ended 31 March 2023 in accordance with Ind AS 110 and the same were also approved for issue by the Board of Directors on 23 May 2023.

Basis of preparation

The standalone nancial statements have been prepared on accrual and going concern basis. All assets and liabilities have been classied as current or non-current as per the Company's normal operating cycle and other criteria as set out in the Division II of Schedule III to the Companies Act, 2013. Based on the nature of products and the time between acquisition of assets for processing and their realisation in cash and cash equivalents, the Company has ascertained its operating cycle as 12 months for the purpose of current or non-current classication of assets and liabilities.

The standalone nancial statements have been prepared under historical cost convention basis except–

Certain nancial assets which are measured at fair value;
Dened benet plans – plan assets measured at fair value
· Share based payments which are measured at fair value of the options

Functional and presentation currency

The standalone nancial statements have been prepared and presented in Indian Rupees (INR), which is the Company's functional and presentation currency.

3. Summary of signicant accounting policies

The standalone nancial statements have been prepared using the signicant accounting policies and measurement bases summarised below. These policies have been consistently applied to all the years presented, unless otherwise stated.

3.1 Property, plant and equipment

Recognition and initial measurement

Property, plant and equipment are stated at cost, less accumulated depreciation and amortisation. The cost comprises purchase price and directly attributable cost of bringing the asset to its working condition for the intended use. Any trade discount and rebates are deducted in arriving at the purchase price.

Subsequent costs are included in the asset's carrying amount or recognised as a separate asset, as appropriate, only when it is probable that future economic benets associated with the item will ow to the Company. All other repair and maintenance costs are recognised in statement of prot and loss as incurred.

Subsequent measurement (depreciation and useful lives)

Depreciation on property, plant and equipment is provided on a straight-line basis, computed on the basis of useful lives (as set out below) prescribed in Schedule II to the Act.

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Asset class	Useful life (years)
Plant & Machinery	15
Buildings (RCC structures )	60
Factory building	30
Computers	3
Electrical installations	10
Furniture and xtures	10
Ofce equipment	5
Vehicles	8-10

De-recognition

An item of property, plant and equipment and any signicant component initially recognised is derecognised upon disposal or when no future economic benets are expected from its use or disposal. Any gain or loss arising on de-recognition of the asset/signicant component (calculated as the difference between the net disposal proceeds and the carrying amount of the asset/signicant component) is recognised in statement of prot and loss, when the asset is derecognised.

3.2 Capital work-in-progress

Capital work-in-progress are carried at cost, comprising direct cost and related incidental expenses acquire property, plant and equipment. Assets which are not ready to be intended use are also shown under capital work-in-progress.

3.3 Intangible assets

Recognition and initial measurement

Intangible assets are stated at their cost of acquisition. The cost comprises purchase price, borrowing cost if capitalization criteria are met and directly attributable cost of bringing the asset to its working condition for the intended use.

Subsequent measurement

Intangible assets consisting of technical know-how and computer software. These are amortised on a straight-line basis over the estimated useful lives from the date when the assets are available for use. The estimated useful life (amortisation period) of the intangible assets is arrived basis the expected pattern of consumption of economic benets and is reviewed at the end of each nancial year and the amortisation period is revised to reect the changed pattern, if any.

Asset class	Useful life (years)
Technical know how	10-15
Computer software	3 to 6

3.4 Intangible assets under development

Intangible assets under development represents expenditure incurred in respect of intangible assets under development and are carried at cost. Cost includes development cost, borrowing costs and other direct expenditure necessary to create, produce and prepare the asset to be capable of operating in the manner intended by management. These are recognised as assets when the Company can demonstrate following recognition requirements:

The development costs can be measured reliably
The project is technically and commercially feasible
The Company intends to and has sufcient resources to complete the project
The Company has the ability to use or sell such intangible asset
The software will generate probable future economic benets.

Amortisation of the asset begins when development is complete and the asset is available for use.

3.5 Revenue recognition

The Company generates revenue from sale of varied engineering products for general engineering industry, water and waste, water industry, bulk solids handling industry and also from rendering installation services along with the sale of goods, if specied in the contract with customers.

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To determine whether to recognise revenue, the Company follows a 5-step process in accordance with Ind AS 115 -Revenue from contracts with customers:

Identifying the contract with a customer
Identifying the performance obligations
Determining the transaction price
Allocating the transaction price to the performance obligations
Recognising revenue when/as performance obligation(s) are satised.

Revenue is measured at fair value of consideration received or receivable, after deduction of any trade discounts, volume rebates and any taxes or duties collected on behalf of the government which are levied on sales such as goods and services tax (GST). In case of multi-element revenue arrangements, which involve delivery or performance of multiple products, services, evaluation will be done of all deliverables in an arrangement to determine whether they represent separate units of accounting at the inception of arrangement. Total arrangement consideration related to the bundled contract is allocated among the different elements based on their relative fair values (i.e., ratio of the fair value of each element to the aggregated fair value of the bundled deliverables). In case the relative fair value of different components cannot be determined on a reasonable basis, the total consideration is allocated to the different components based on residual value method.

The Company determines when it has satised its performance obligation to transfer a product by evaluating when a customer obtains control of that product. For some contracts, control is transferred either when the product is delivered to the customer's site or when the product is shipped, depending on the terms of the contract (including delivery and shipping terms). However, for some contracts, a customer may obtain control of a product even though that product remains in the Company's physical possession. In that case, the customer has the ability to direct the use of, and obtain substantially all of the remaining benets from, the product even though it has decided not to exercise its right to take physical possession of that product. Consequently, the entity does not control the product. Instead, the entity provides custodial services to the customer over the customer's asset.

Revenue is recognised at a point in time, when (or as) the Company satises performance obligations by transferring the promised goods or services to its customers.

The Company recognises contract liabilities for consideration received in respect of unsatised performance obligations and reports these amounts as other liabilities in the statement of nancial position. Similarly, if the Company satises a performance obligation before it receives the consideration, the Company recognises either a contract asset or a receivable in its statement of nancial position, depending on whether something other than the passage of time is required before the consideration is due.

Sale of goods

Revenue from sale of goods is recognised when the control of goods is transferred to the buyer as per the terms of the contract, in an amount that reects the consideration the Company expects to be entitled to in exchange for those goods. Control of goods refers to the ability to direct the use of and obtain substantially all of the remaining benets from goods.

Sale of services

Revenue from sale of services in respect of installation services is recognised when the performance obligation is completed.

Export benets

Income from export incentives are recognised on accrual basis.

Interest income

Interest income is recognised on time proportion basis considering the amount outstanding and rate applicable. For all nancial assets measured at amortised cost, interest income is recorded using the effective interest rate (EIR) i.e. the rate that exactly discounts estimated future cash receipts through the expected life of the nancial asset to the net carrying amount of the nancial assets.

Dividend income

Dividend income is recognised at the time when right to receive the payment is established.

3.6 Leases

The Company assesses at contract inception whether a contract is, or contains, a lease in accordance with Ind AS 116 - Leases. That is, if the contract conveys the right to control the use of an identied asset for a period of time in exchange for consideration.

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Company as a lessee

The Company applies a single recognition and measurement approach for all leases, except for short-term leases and leases of low-value assets. The Company recognises lease liabilities to make lease payments and right-of-use assets representing the right to use the underlying assets.

a) Right-of-use assets ('ROU assets')

The Company recognises right-of-use assets at the commencement date of the lease (i.e., the date the underlying asset is available for use). Right-of-use assets are measured at cost, less any accumulated depreciation and impairment losses, and adjusted for any remeasurement of lease liabilities. The cost of right-of-use assets includes the amount of lease liabilities recognised, initial direct costs incurred, and lease payments made at or before the commencement date less any lease incentives received. Right-of-use assets are depreciated on a straight-line basis over the shorter of the lease term and the estimated useful lives of the assets.

b) Lease liabilities

At the commencement date of the lease, the Company recognises lease liabilities measured at the present value of lease payments to be made over the lease term. The lease payments include xed payments (including in-substance xed payments) less any lease incentives receivable, variable lease payments that depend on an index or a rate, and amounts expected to be paid under residual value guarantees. The lease payments also include the exercise price of a purchase option reasonably certain to be exercised by the Company and payments of penalties for terminating the lease, if the lease term reects the Company exercising the option to terminate. Variable lease payments that do not depend on an index or a rate are recognised as expenses in the period in which the event or condition that triggers the payment occurs.

In calculating the present value of lease payments, the Company uses its incremental borrowing rate at the lease commencement date because the interest rate implicit in the lease is not readily determinable. After the commencement date, the amount of lease liabilities is increased to reect the accretion of interest and reduced for the lease payments made. In addition, the carrying amount of lease liabilities is remeasured if there is a modication, a change in the lease term, a change in the lease payments or a change in the assessment of an option to purchase the underlying asset.

c) Short-term leases and leases of low-value assets

The Company applies the short-term lease recognition exemption to its short-term leases (i.e., those leases that have a lease term of 12 months or less from the commencement date and do not contain a purchase option). It also applies the lease of lowvalue assets recognition exemption that are considered to be low value. Lease payments on short-term leases and leases of low-value assets are recognised as expense on a straight-line basis over the lease term.

Company as a lessor

Leases for which the Company is a lessor is classied as a nance or operating lease. Whenever the terms of the lease transfer substantially all the risks and rewards of ownership to the lessee, the contract is classied as a nance lease. All other leases are classied as operating leases.

For operating leases, rental income is recognized on a straight-line basis over the term of the relevant lease.

3.7 Inventories

Inventories are valued at the lower of cost and net realisable value.

Costs incurred in bringing each product to its present location and condition are accounted for as follows:

Raw materials: cost includes cost of purchase and other costs incurred in bringing the inventories to their present location and condition. Cost is determined on weighted average basis.
Finished goods and work in progress: cost includes cost of direct materials and labour and a proportion of manufacturing overheads based on the normal operating capacity.

Net realisable value is the estimated selling price in the ordinary course of business, less estimated costs of completion and the estimated costs necessary to make the sale.

3.8 Government grants

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over the periods that the related costs, for which it is intended to compensate, are expensed. When the grant relates to an asset, it is recognised as income in equal amounts over the expected useful life of the related asset.

When the Company receives grants of non-monetary assets, the asset and the grant are recorded at fair value amounts and released to prot or loss over the expected useful life in a pattern of consumption of the benet of the underlying asset i.e. by equal annual instalments.

When loans or similar assistance are provided by governments or related institutions, with an interest rate below the current applicable market rate, the effect of this favourable interest is regarded as a government grant. The loan or assistance is initially recognised and measured at fair value and the government grant is measured as the difference between the initial carrying value of the loan and the proceeds received. The loan is subsequently measured as per the accounting policy applicable to nancial liabilities.

3.9 Impairment of non-nancial assets

For impairment assessment purposes, assets are grouped at the lowest levels for which there are largely independent cash inows (cash generating units). As a result, some assets are tested individually for impairment and some are tested at cashgenerating unit level.

At each reporting date, the Company assesses whether there is any indication based on internal/external factors, that an asset may be impaired. If any such indication exists, the Company estimates the recoverable amount of the asset. If such recoverable amount of the asset or the recoverable amount of the cash generating unit to which the asset belongs is less than its carrying amount, the carrying amount is reduced to its recoverable amount and the reduction is treated as an impairment loss and is recognised in the statement of prot and loss. If, at the reporting date there is an indication that a previously assessed impairment loss no longer exists, the recoverable amount is reassessed which is the higher of fair value less costs of disposal and value-in-use and the asset is reected at the recoverable amount subject to a maximum of depreciated historical cost. Impairment losses previously recognised are accordingly reversed in the statement of prot and loss.

To determine value-in-use, management estimates expected future cash ows from each cash-generating unit and determines a suitable discount rate in order to calculate the present value of those cash ows. The data used for impairment testing procedures are directly linked to the Company's latest approved budget, adjusted as necessary to exclude the effects of future re-organisations and asset enhancements. Discount factors are determined individually for each cash-generating unit and reect current market assessment of the time value of money and asset-specic risk factors.

3.10 Foreign currency

Initial recognition of Transactions

Foreign currency transactions are recorded in the functional currency, by applying to the exchange rate applicable as at the date of the transaction.

Subsequent recognition of balances

Foreign currency non-monetary items (item balances) which are carried in terms of historical cost denominated in a foreign currency are reported using the exchange rate at the date of the transaction. Monetary items denominated in foreign currency are restated at the exchange rate prevailing on the balance sheet date.

Exchange differences

Exchange differences arising on the settlement/restatement of monetary items at the exchange rates different from those at which they were initially recorded during the year or reported in the previous standalone nancial statements, are recognised as income or expense in the year in which they arise.

3.11 Financial instruments

Recognition and initial measurement

Financial assets and nancial liabilities are recognised when the Company becomes a party to the contractual provisions of the nancial instrument and are measured initially at fair value adjusted for transaction costs. Subsequent measurement of nancial assets and nancial liabilities is described below.

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Non-derivative nancial assets

Subsequent measurement

Financial assets carried at amortised cost – A 'nancial asset' is measured at the amortised cost if both the following conditions are met:

The asset is held within a business model whose objective is to hold assets for collecting contractual cash ows, and
Contractual terms of the asset give rise on specied dates to cash ows that are solely payments of principal and interest (SPPI) on the principal amount outstanding.

After initial measurement, such nancial assets are subsequently measured at amortised cost using the effective interest rate (EIR) method.

De-recognition of nancial assets

A nancial asset is de-recognised when the contractual rights to receive cash ows from the asset have expired or the Company has transferred its rights to receive cash ows from the asset.

Non-derivative nancial liabilities

Subsequent measurement

Subsequent to initial recognition, all non-derivative nancial liabilities are measured at amortised cost using the effective interest method.

De-recognition of nancial liabilities

A nancial liability is de-recognised when the obligation under the liability is discharged or cancelled or expires. When an existing nancial liability is replaced by another from the same lender on substantially different terms, or the terms of an existing liability are substantially modied, such an exchange or modication is treated as the de-recognition of the original liability and the recognition of a new liability. The difference in the respective carrying amounts is recognised in the statement of prot and loss.

Derivative nancial instruments

Derivatives are initially recognised at fair value on the date a derivative contract is entered into and are subsequently remeasured to their fair value at the end of each reporting period.

Offsetting of nancial instruments

Financial assets and nancial liabilities are offset and the net amount is reported in the balance sheet if there is a currently enforceable legal right to offset the recognised amounts and there is an intention to settle on a net basis, to realise the assets and settle the liabilities simultaneously. The legally enforceable right must not be contingent on future events and must be enforceable in the normal course of business and in the event of default, insolvency or bankruptcy of the Company or the counterparty.

3.12 Equity investment in subsidiaries

Investments representing equity interest in subsidiaries are measured for at cost less impairment in accordance with Ind AS 27 Separate Financial Statements. Where an indication of impairment exists, the carrying amount of the investment is assessed and written down immediately to its recoverable amount. On disposal of these investments, the difference between net disposal proceeds and the carrying amounts are recognised in the statement of prot and loss.

3.13 Impairment of nancial assets

In accordance with Ind AS 109, the Company applies expected credit loss ('ECL') model for measurement and recognition of impairment loss for nancial assets. ECL is provided for when there has been a signicant increase in credit risk and then, factors historical trends and forward looking information. An impairment loss is recognised either based on the 12 months' probability of default or lifetime probability of default.

Trade receivables

In respect of trade receivables, the Company applies the simplied approach of Ind AS 109, which requires measurement of loss allowance at an amount equal to lifetime expected credit losses. Lifetime expected credit losses are the expected credit losses that result from all possible default events over the expected life of such receivables.

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Other nancial assets

In respect of its other nancial assets, the Company assesses if the credit risk on those nancial assets has increased signicantly since initial recognition. If the credit risk has not increased signicantly since initial recognition, the Company measures the loss allowance at an amount equal to 12-month expected credit losses, else at an amount equal to the lifetime expected credit losses.

3.14 Income taxes

Tax expense recognised in prot or loss comprises the sum of deferred tax and current tax not recognised in other comprehensive income or directly in equity.

Current income tax is measured at the amount expected to be paid to the tax authorities in accordance with the Income-tax Act, 1961. Current tax items are recognised in correlation to the underlying transaction either in other comprehensive income or directly in equity.

Deferred tax liabilities are generally recognised in full for all taxable temporary differences. Deferred tax assets are recognised to the extent that it is probable that the underlying tax loss, unused tax credits (Minimum alternate tax credit entitlement) or deductible temporary difference will be utilised against future taxable income. This is assessed based on the Company's forecast of future operating results, adjusted for signicant non-taxable income and expenses and specic limits on the use of any unused tax loss or credit. Unrecognised deferred tax assets are re-assessed at each reporting date and are recognised to the extent that it has become probable that future taxable prots will allow deferred tax asset to be recovered.

Deferred tax assets and liabilities are measured at the tax rates that are expected to apply in the year when the asset is realised or the liability is settled, based on tax rates (and tax laws) that have been enacted or substantively enacted at the reporting date. Deferred tax items are recognised in correlation to the underlying transaction either in other comprehensive income or directly in equity.

Minimum Alternative Tax ('MAT') credit entitlement under the provisions of the Indian Income-tax Act, 1961 is recognised as a deferred tax asset when it is probable that future economic benet associated with it in the form of adjustment of future income tax liability, will ow to the Company and the asset can be measured reliably. MAT credit entitlement is set off to the extent allowed in the year in which the Company becomes liable to pay income taxes at the enacted tax rates. MAT credit entitlement is reviewed at each reporting date and is recognised to the extent that is probable that future taxable prots will be available against which they can be used. MAT credit entitlement has been presented as deferred tax asset in Balance Sheet. Signicant management judgment is required to determine the probability of recognition of MAT credit entitlement.

Current tax assets and current tax liabilities are offset when there is a legally enforceable right to set off the recognised amounts and there is an intention to settle the asset and liability on a net basis. Deferred tax assets and deferred tax liabilities are offset when there is a legally enforceable right to set off current tax assets against current tax liabilities; and the deferred tax assets and the deferred tax liabilities relate to income taxes levied by the same taxation authority.

3.15 Dividend

The Company recognises a liability to pay dividend to equity holders of the parent when the distribution is authorized and the distribution is no longer at the discretion of the Company. As per the corporate laws in India, a distribution is authorised when it is approved by the shareholders. A corresponding amount is recognised directly in equity.

3.16 Employee benets

Short-term employee benets

All employee benets payable wholly within twelve months of receiving employee services are classied as short-term employee benets. These benets include salaries and wages, bonus and ex-gratia. The undiscounted amount of short-term employee benets to be paid in exchange for employee services is recognised as an expense as the related service is rendered by employees.

Dened contribution plan

Provident fund benet is a dened contribution plan under which the Company pays xed contributions to Regional Provident Fund Commissioner in accordance with Employees Provident Fund and Miscellaneous Provision Act, 1952. The Company has no legal or constructive obligations to pay further contributions after payment of the xed contribution. The contributions recognised in respect of dened contribution plans are expensed as they accrue. Liabilities and assets may be recognised if underpayment or prepayment has occurred and are included in non-current/current liabilities or non-current/current assets, respectively.

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Dened benet plan

The Company provides for gratuity, a dened benet retirement plan, which denes an amount of benet that an employee will receive on separation from the Company, usually dependent on one or more factors such as age, years of service and remuneration. The plan provides for a lump sum payment to vested employees at retirement, death while in employment or on termination of employment of an amount based on the respective employee's salary and the tenure of employment. Vesting occurs upon completion of ve years of service. The liability recognised in the balance sheet for dened benet plans is the present value of the dened benet obligation ('DBO') at the balance sheet date, together with adjustments for unrecognised actuarial gains or losses and past service costs. The discount rates used for determining the present value of obligation under dened benet plans, is based on the market yields on Government securities as at the Balance Sheet date, having maturity periods approximating to the terms of related obligations. The present value of DBO is calculated annually by an independent actuary using the projected unit credit method. Actuarial gains/losses resulting from re-measurements of the liability due to change in actuarial assumptions are included in other comprehensive income.

Other long-term employee benets

The Liability in respect of compensated absences becoming due or expected to be availed within one year from the balance sheet date is recognised on the basis of undiscounted value of estimated amount required to be paid or estimated value of benet expected to be availed by the employees. Liability in respect of compensated absences becoming due or expected to be availed more than one year after time balance sheet date is estimated on the basis of an actuarial valuation performed by an independent actuary using the projected unit credit method, actuarial gains and losses arising from past experience and changes in actuarial assumptions are credited or charged to the Statement of Prot and loss in the year in which such gains or losses are determined.

3.17 Provisions, contingent liabilities and contingent assets

Provisions are recognised only when there is a present obligation, as a result of past events, it is probable that an outow of resources embodying economic benets will be required to settle the obligation, and when a reliable estimate of the amount of obligation can be made at the reporting date. These estimates are reviewed at each reporting date and adjusted to reect the current best estimates. If the effect of the time value of money is material, provisions are discounted to reect its present value using a current pre-tax rate that reects the current market assessments of the time value of money and the risks specic to the obligation. When provisions are discounted, the increase in the provision due to the passage of time is recognised as a nance cost.

Warranty provision:

Provisions for warranty-related costs are recognised when the service provided. Provision is based on historical experience. The estimate of such warranty-related costs is revised annually.

Contingent liability is disclosed for:

Possible obligations which will be conrmed only by future events not wholly within the control of the Company or
Present obligations arising from past events where it is not probable that an outow of resources will be required to settle the obligation or a reliable estimate of the amount of the obligation cannot be made.

Contingent assets are not recognised. However, when inow of economic benets is probable, related asset is disclosed.

3.18 Earnings per share

Basic earnings per share is calculated by dividing the net prot or loss for the period attributable to equity shareholders (after deducting attributable taxes) by the weighted average number of equity shares outstanding during the period. The weighted average number of equity shares outstanding during the period is adjusted for events including a bonus issue.

For the purpose of calculating diluted earnings per share, the net prot or loss for the period attributable to equity shareholders and the weighted average number of shares outstanding during the period are adjusted for the effects of all dilutive potential equity shares.

3.19 Share based payments

The Company has equity-settled share-based remuneration plans for its employees. None of the Company's plans are cashsettled.

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Where employees are rewarded using share-based payments, the fair value of employees' services is determined indirectly by reference to the fair value of the equity instruments granted. This fair value is appraised at the grant date and excludes the impact of non-market vesting conditions (for example protability and sales growth targets and performance conditions).

All share-based remuneration is ultimately recognised as an expense in prot or loss with a corresponding credit to equity. If vesting periods or other vesting conditions apply, the expense is allocated over the vesting period, based on the best available estimate of the number of share options expected to vest.

Upon exercise of share options, the proceeds received, net of any directly attributable transaction costs, are allocated to share capital up to the nominal (or par) value of the shares issued with any excess being recorded as share premium.

The ESOP trust has been treated as an extension of the Company and accordingly shares held by ESOP Trust are netted off from the total share capital. Consequently, all the assets, liabilities, income and expenses of the trust are accounted for as assets and liabilities of the Company.

3.20 Cash and cash equivalent

Cash and cash equivalents comprises of cash at banks and on hand, cheques on hand and short-term deposits with an original maturity of three months or less, which are subject to an insignicant risk of changes in value.

3.21 Segment reporting

The Company's business activity primarily falls within a single segment which is manufacturing and trading of varied engineering products for general engineering industry, water and wastewater industry and bulk solids handling industry. The geographical segments considered are "within India" and "outside India" and are reported in a manner consistent with the internal reporting provided to the Chief Operating Decision Maker ("CODM") of the Company who monitors the operating results of its business units not separately for the purpose of making decisions about resource allocation and performance assessment. The CODM is considered to be the Board of Directors who make strategic decisions and is responsible for allocating resources and assessing the nancial performance of the operating segments. The analysis of geographical segments is based on geographical location of the customers.

3.22 Borrowing cost

General and specic borrowing costs that are directly attributable to the acquisition, construction or production of a qualifying asset are capitalised during the period of time that is required to complete and prepare the asset for its intended use or sale. Qualifying assets are assets that necessarily take a substantial period of time to get ready for their intended use or sale.

Investment income earned on the temporary investment of specic borrowings pending their expenditure on qualifying assets is deducted from the borrowing costs eligible for capitalisation.

Other borrowing costs are expensed in the period in which they are incurred. Borrowing cost also includes exchange differences to the extent regarded as an adjustment to the borrowing costs.

3.23 Recent accounting pronouncement

Ministry of Corporate Affairs (“MCA”) noties new standard or amendments to the existing standards under Companies (Indian Accounting Standards) Rules as issued from time to time. On March 31, 2023, MCA amended the Companies (Indian Accounting Standards) Rules, 2015 by issuing the Companies(Indian Accounting Standards) Amendment Rules,2023, applicable from April 1, 2023, as below:

Ind AS 1 - Presentation of Financial Statements:

The amendments require companies to disclose their material accounting policies rather than their signicant accounting policies. Accounting policy information, together with other information, is material when it can reasonably be expected to inuence decisions of primary users of general purpose nancial statements. The Company does not expect this amendment to have any signicant impact in its nancial statements.

Ind AS 12 – Income Taxes

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(recognition exemption) so that it no longer applies to transactions that, on initial recognition, give rise to equal taxable and deductible temporary differences. The Company is evaluating the impact, if any, in its nancial statements.

Ind AS 8 - Accounting Policies, Changes in Accounting Estimates and Errors

The amendments will help entities to distinguish between accounting policies and accounting estimates. The denition of a change in accounting estimates has been replaced with a denition of accounting estimates. Under the new denition, accounting estimates are “monetary amounts in nancial statements that are subject to measurement uncertainty''. Entities develop accounting estimates if accounting policies require items in nancial statements to be measured in a way that involves measurement uncertainty. The Company does not expect this amendment to have any signicant impact in its nancial statements.

4. Signicant management judgement in applying accounting policies and estimation uncertainty

The preparation of the Company's standalone nancial statements requires management to make judgements, estimates and assumptions that affect the reported amounts of revenues, expenses, assets and liabilities and the related disclosures. l

Signicant management judgements

a) Recognition of deferred tax assets – The extent to which deferred tax assets can be recognized is based on an assessment of the probability of the Company's future taxable income against which the deferred tax assets can be utilized.
b) Evaluation of indicators for impairment of assets – The evaluation of applicability of indicators of impairment of assets requires assessment of several external and internal factors which could result in deterioration of recoverable amount of the assets.
c) Contingent liabilities – At each balance sheet date basis the management judgment, changes in facts and legal aspects, the Company assesses the requirement of provisions against the outstanding contingent liabilities. However, the actual future outcome may be different from this judgement.
d) Provisions – At each balance sheet date basis the management judgment, changes in facts and legal aspects, the Company assesses the requirement of provisions against the outstanding contingent liabilities. However, the actual future outcome may be different from this judgement.

Signicant estimates

a) Impairment of nancial assets – At each balance sheet date, based on historical default rates observed over expected life, existing market conditions as well as forward looking estimates, the management assesses the expected credit losses on outstanding receivables and advances. Further, management also considers the factors that may inuence the credit risk of its customer base, including the default risk associated with industry and country in which the customer operates.
b) Fair value measurements – Management applies valuation techniques to determine fair value of stock options. This involves developing estimates and assumptions around volatility, dividend yield which may affect the value of stock options.
c) Dened benet obligation (DBO) – Management's estimate of the DBO is based on a number of underlying assumptions such as standard rates of ination, mortality, discount rate and anticipation of future salary increases. Variation in these assumptions may signicantly impact the DBO amount and the annual dened benet expenses.
d) Useful lives of depreciable/amortisable assets – Management reviews its estimate of the useful lives of depreciable/amortisable assets at each reporting date, based on the expected utility of the assets. Uncertainties in these estimates relate to technical and economic obsolescence that may change the utilisation of assets.

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47 Related party transactions**

Related party disclosures, as required by Indian Accounting Standard 24 - Related Party Disclosures is as under:

(i) Subsidiary companies

Jash USA Inc., United States of America

Rodney Hunt Inc., United States of America, a subsidiary of Jash USA Inc.

Shivpad Engineers Private Limited, India

Mahr Maschinenbau GmbH, Austria

Engineering and Manufacturing Jash Limited, Hong Kong

(ii) Key management personnel

Mr. Pratik Patel, Chairman & Managing Director
Mr. Axel Schutte, Director
Mr. Suresh Patel, Executive Director
Mr. Brij Mohan Maheshwari, Independent Director
Mr. Sunil Kumar Choksi, Independent Director (till 24th August 2022)
Mr. Vishwapati Trivedi, Independent Director
Ms. Sunita Kishnani, Independent Director
Mr. DT Manwani, Independent Director
Mr. Rahul Patel, Director

(iii) Relatives of key managerial personnel with whom there are transactions/balances during the year

Mrs. Bhairavi Patel (wife of Mr. Pratik Patel)

Mr. Harsh Patel (son of Mr. Pratik Patel)
Mrs. Swati Desai (sister of Mr. Pratik Patel)

Mr. Tarang Amin (brother-in law of Mr. Pratik Patel)

Mrs. Tejal Desai (daughter of Mr. Suresh Patel)

(iv) Entities in which key management personnel/director is having signicant inuence/interested with whom there are transactions/balances during the year

Patamin Investments Private Limited

Micro Flat Datums Private Limited

Jash Flowcon Engineers (a partnership rm)

Sarabhai Endeavours Private Limited

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INDEPENDENT AUDITOR'S REPORT

To The Members of Jash Engineering Limited

Report on the Audit of the Consolidated Financial Statements

Opinion

We have audited the accompanying consolidated nancial statements of Jash Engineering Limited (the Parent/Holding Company) and its subsidiaries, (the Parent/Holding Company and its subsidiaries together referred to as the Group), which comprise the Consolidated Balance Sheet as at 31st March 2023, and the Consolidated Statement of Prot and Loss (including Other Comprehensive Income), the Consolidated Statement of Cash Flows and the Consolidated Statement of Changes in Equity for the year then ended, and a summary of signicant accounting policies and other explanatory information.

In our opinion and to the best of our information and according to the explanations given to us, and based on the consideration of reports of the other auditors on separate nancial statements of subsidiary and unaudited nancial information of subsidiaries of the Other Matters section below, the aforesaid consolidated nancial statements give the information required by the Companies Act, 2013 (the Act) in the manner so required and give a true and fair view in conformity with the Indian Accounting Standards prescribed under section 133 of the Act read with the Companies (Indian Accounting Standards) Rules, 2015, as amended ('Ind AS'), and other accounting principles generally accepted in India, of the consolidated state of affairs of the Group as at 31 March 2023, and their consolidated prot, their consolidated total comprehensive income, their consolidated cash ows and their consolidated changes in equity for the year ended on that date.

Basis for Opinion

We conducted our audit of the consolidated nancial statements in accordance with the Standards on Auditing (SAs) specied under section 143 (10) of the Act. Our responsibilities under those Standards are further described in the Auditor's Responsibility for the Audit of the Consolidated Financial Statements section of our report. We are independent of the Group, in accordance with the Code of Ethics issued by the Institute of Chartered Accountants of India (ICAI) together with the ethical requirements that are relevant to our audit of the consolidated nancial statements under the provisions of the Act and the Rules made thereunder, and we have fullled our other ethical responsibilities in accordance with these requirements and the ICAI's Code of Ethics. We believe that the audit evidence obtained by us and other auditors in terms of their reports referred to in the sub-paragraphs (a) and (b) of the Other Matters section below, is sufcient and appropriate to provide a basis for our audit opinion on the consolidated nancial statements.

Key Audit Matters

Key audit matters are those matters that, in our professional judgment, were of most signicance in our audit of the consolidated nancial statements of the current period. These matters were addressed in the context of our audit of the consolidated nancial statements as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters. we have determined the matters described below to be the key audit matters to be communicated in our report.

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Information Other than the Financial Statements and Auditor's Report Thereon

The Holding Company's Board of Directors is responsible for the other information. The other information comprises the information included in the Annual report, but does not include the consolidated nancial statements, standalone nancial statements and our auditor's report thereon. The annual report is expected to be made available to us after the date of this auditor's report.
Our opinion on the consolidated nancial statements does not cover the other information and we do not express any form of assurance conclusion thereon.
In connection with our audit of the consolidated nancial statements, our responsibility is to read the other information identied above when it becomes available, compare with the nancial statements of the subsidiary audited by the other auditors and unaudited nancial information of subsidiaries to the extent it relates to these entities and, in doing so, place reliance on the work of the other auditors and consider whether the other information is materially inconsistent with the consolidated nancial statements or our knowledge obtained during the course of our audit or otherwise appears to be materially misstated. Other information so far as it relates to the subsidiary is traced from their nancial statements audited by the other auditors and unaudited nancial information of subsidiaries, provided by the management.
When we read the above mentioned reports, if we conclude that there is a material misstatement therein, we are required to communicate the matter to those charged with governance

Responsibilities of Management and Those Charged with Governance for the Consolidated Financial Statements

The Holding Company's Board of Directors is responsible for the matters stated in section 134(5) of the Act with respect to the preparation of these consolidated nancial statements that give a true and fair view of the consolidated nancial position, consolidated nancial performance including other comprehensive income, consolidated cash ows and consolidated changes in equity of the Group in accordance with the Ind AS and other accounting principles generally accepted in India. The respective Board of Directors of the companies included in the Group are responsible for maintenance of adequate accounting records in accordance with the provisions of the Act for safeguarding the assets of the Group and for preventing and detecting frauds and other irregularities; selection and application of appropriate accounting policies; making judgments and estimates that are reasonable and prudent; and design, implementation and maintenance of adequate internal nancial controls, that were operating effectively for ensuring the accuracy and completeness of the accounting records, relevant to the preparation and presentation of the nancial statements that give a true and fair view and are free from material misstatement, whether due to fraud or error, which have been used for the purpose of preparation of the consolidated nancial statements by the Directors of the Holding Company, as aforesaid.

In preparing the consolidated nancial statements, the respective Management of the companies included in the Group are responsible for assessing the ability of the respective entities to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the respective Board of Directors either intends to liquidate their respective entities or to cease operations, or has no realistic alternative but to do so.

The respective Board of Directors of the companies included in the Group are also responsible for overseeing the nancial reporting process of the Group.

Auditor's Responsibility for the Audit of the Consolidated Financial Statements

Our objectives are to obtain reasonable assurance about whether the consolidated nancial 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 inuence the economic decisions of users taken on the basis of these consolidated nancial statements.

As part of an audit in accordance with SAs, we exercise professional judgment and maintain professional skepticism throughout the audit. We also:

Identify and assess the risks of material misstatement of the consolidated nancial statements, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufcient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is

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higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control.

Obtain an understanding of internal nancial control relevant to the audit in order to design audit procedures that are appropriate in the circumstances. Under section 143(3)(I) of the Act, we are also responsible for expressing our opinion on whether the Parent/ Holding Company has adequate internal nancial controls with reference to consolidated nancial statements in place and the operating effectiveness of such controls.
Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by the management.
Conclude on the appropriateness of management's use of the going concern basis of accounting and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast signicant doubt on the ability of the Group. If we conclude that a material uncertainty exists, we are required to draw attention in our auditor's report to the related disclosures in the consolidated nancial statements or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditor's report. However, future events or conditions may cause the Group to cease to continue as a going concern.
Evaluate the overall presentation, structure and content of the consolidated nancial statements, including the disclosures, and whether the consolidated nancial statements represent the underlying transactions and events in a manner that achieves fair presentation.
Obtain sufcient appropriate audit evidence regarding the nancial information of the business activities within the Group and / to express an opinion on the consolidated nancial statements. We are responsible for the direction, supervision and performance of the audit of the nancial statements of such business activities included in the consolidated nancial statements of which we are the independent auditors. For the business activities included in the consolidated nancial statements, which have been audited by the other auditors, such other auditors remain responsible for the direction, supervision and performance of the audits carried out by them. For the unaudited nancial information of the subsidiaries provided by the management, respective management are responsible for the direction, supervision and preparation of said nancial information. We remain solely responsible for our audit opinion.

Materiality is the magnitude of misstatements in the consolidated nancial statements that, individually or in aggregate, makes it probable that the economic decisions of a reasonably knowledgeable user of the consolidated nancial statements may be inuenced. We consider quantitative materiality and qualitative factors in (i) planning the scope of our audit work and in evaluating the results of our work; and (ii) to evaluate the effect of any identied misstatements in the consolidated nancial statements.

We communicate with those charged with governance of the Holding Company and such other entities included in the consolidated nancial statements of which we are the independent auditors regarding, among other matters, the planned scope and timing of the audit and signicant audit ndings, including any signicant deciencies in internal control that we identify during our audit.

From the matters communicated with those charged with governance, we determine those matters that were of most signicance in the audit of the consolidated nancial statements of the current period and are therefore the key audit matters. We describe these matters in our auditor's report unless law or regulation precludes public disclosure about the matter or when, in extremely rare circumstances, we determine that a matter should not be communicated in our report because the adverse consequences of doing so would reasonably be expected to outweigh the public interest benets of such communication.

Other Matters

(a) We did not audit the nancial statements of one subsidiary, whose nancial statements reect total assets of Rs. 2,098.65 lakhs as at March 31, 2023 and total revenues of Rs. 2,689.59 lakhs and net cash outows of Rs. (40.68) lakhs for the year ended March 31, 2023, as considered in the Statement. These nancial statements have been audited by other auditors whose reports have been furnished to us by the Management and our opinion on the consolidated nancial statements, in so far as it relates to the amounts and disclosures included in respect of these subsidiary, and our report in terms of subsection (3) of Section 143 of the Act, in so far as it relates to the aforesaid subsidiary is based solely on the reports of the other auditors.

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(b) We did not audit the nancial information of three subsidiaries, whose nancial information reect total assets of Rs. 638.65 lakhs as at 31st March, 2023, total revenues of Rs. 28.65 lakhs and net cash inows amounting to Rs. 18.69 lakhs for the year ended on that date, as considered in the consolidated nancial statements. These nancial information are unaudited and have been furnished to us by the Management and our opinion on the consolidated nancial statements, in so far as it relates to the amounts and disclosures included in respect of these subsidiaries, is based solely on such unaudited nancial information. In our opinion and according to the information and explanations given to us by the Management, these nancial information are not material to the Group.

Our opinion on the consolidated nancial statements above and our report on Other Legal and Regulatory Requirements below, is not modied in respect of the above matters with respect to our reliance on the work done and the reports of the other auditors and the nancial information certied by the Management.

Report on Other Legal and Regulatory Requirements

As required by Section 143(3) of the Act, based on our audit and on the consideration of the reports of the other auditors on the separate nancial statements of subsidiary and unaudited nancial information of the subsidiaries referred to in the Other Matters section above we report that:
a) We have sought and obtained all the information and explanations which to the best of our knowledge and belief were necessary for the purposes of our audit of the aforesaid consolidated nancial statements.
b) In our opinion, proper books of account as required by law relating to preparation of the aforesaid consolidated nancial statements have been kept so far as it appears from our examination of those books, returns and the reports of the other auditors.
c) The Consolidated Balance Sheet, the Consolidated Statement of Prot and Loss including Other Comprehensive Income, the Consolidated Statement `of Cash Flows and the Consolidated Statement of Changes in Equity dealt with by this Report are in agreement with the relevant books of account maintained for the purpose of preparation of the consolidated nancial statements.
d) In our opinion, the aforesaid consolidated nancial statements comply with the Ind AS specied under Section 133 of the Act.
e) On the basis of the written representations received from the directors of the Holding Company as on 31st March, 2023 taken on record by the Board of Directors of the Company and the report of the statutory auditor of its subsidiary company incorporated in India, none of the directors of the Group companies, incorporated in India is disqualied as on 31st March, 2023 from being appointed as a director in terms of Section 164 (2) of the Act.
f) With respect to the adequacy of the internal nancial controls with reference to consolidated nancial statements and the operating effectiveness of such controls, refer to our separate Report in “Annexure A” which is based on the auditors' reports of the Holding company and, subsidiary company, incorporated in India. Our report expresses an unmodied opinion on the adequacy and operating effectiveness of internal nancial controls with reference to consolidated nancial statements of those companies.
g) With respect to the other matters to be included in the Auditor's Report in accordance with the requirements of section 197(16) of the Act, as amended.
- In our opinion and to the best of our information and according to the explanations given to us and based on the auditor's reports of subsidiary company, incorporated in India, the remuneration paid by the Holding Company and such subsidiary company, to their respective directors during the year is in accordance with the provisions of section 197 of the Act.
h) With respect to the other matters to be included in the Auditor's Report in accordance with Rule 11 of the Companies (Audit and Auditors) Rules, 2014, as amended in our opinion and to the best of our information and according to the explanations given to us:
- i) The consolidated nancial statements disclose the impact of pending litigations on the consolidated nancial position of the Group, Refer Note 43 to the consolidated nancial statements.
- ii) The Group did not have any long-term contracts including derivative contracts for which there were any material foreseeable losses as at 31 March 2023

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iii) There has been no delay in transferring amounts, required to be transferred, to the Investor Education and Protection Fund by the Holding Company and its one subsidiary company incorporated in India.
iv) (a) The respective Managements of the Holding Company and its subsidiary company, is incorporated in India, whose nancial statements have been audited under the Act, have represented to us and to the other auditors of such subsidiary, respectively that, to the best of their knowledge and belief, as disclosed in the note 55(j) to the consolidated nancial statements, 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 Holding Company or any of such subsidiary, to or in any other person(s) or entity(ies), including foreign entities (“Intermediaries”), with the understanding, whether recorded in writing or otherwise, that the Intermediary shall, directly or indirectly lend or invest in other persons or entities identied in any manner whatsoever by or on behalf of the Holding Company or any of such subsidiary, (“Ultimate Beneciaries”) or provide any guarantee, security or the like on behalf of the Ultimate Beneciaries.
(b) The respective Managements of the Holding Company and one subsidiary company, incorporated in India, whose nancial statements have been audited under the Act, have represented to us and to the other auditors of such subsidiary company respectively that, to the best of their knowledge and belief, as disclosed in the note 55(k) to the consolidated nancial statements, no funds have been received by the Holding Company or its subsidiary company, from any persons or entity, including foreign entities (Funding Parties), with the understanding, whether recorded in writing or otherwise, that the Holding Company, or any of such subsidiary company, shall, directly or indirectly, lend or invest in other persons or entities identied in any manner whatsoever by or on behalf of the Funding Party (“Ultimate Beneciaries”) or provide any guarantee, security or the like on behalf of the Ultimate Beneciaries.
(c) Based on the audit procedures performed that have been considered reasonable and appropriate in the circumstances performed by us and that performed by the auditors of the subsidiary, which are companies incorporated in India whose nancial statements have been audited under the Act, nothing has come to our or other auditor's notice that has caused us or the other auditors to believe that the representations under sub-clause (i) and (ii) of Rule 11(e), as provided under (a) and (b) above, contain any material misstatement.
v) The nal dividend proposed in the previous year, declared and paid by the Holding Company and its subsidiary, incorporated in India, whose nancial statements have been audited under the Act, where applicable, during the year is in accordance with section 123 of the Act, as applicable.

As stated in note 22 to the consolidated nancial statements, the Board of Directors of the Holding Company and its subsidiary incorporated in India, whose nancial statements have been audited under the Act, where applicable, have proposed nal dividend for the year which is subject to the approval of the members of the Holding Company and such subsidiary, at the ensuing respective Annual General Meetings. Such dividend proposed is in accordance with section 123 of the Act, as applicable.

vi) Proviso to Rule 3(1) of the Companies (Accounts) Rules, 2014 for maintaining books of account using accounting software which has a feature of recording audit trail (edit log) facility is applicable w.e.f. April 1, 2023 to the Holding Company and its subsidiary, incorporated in India, and accordingly, reporting under Rule 11(g) of Companies (Audit and Auditors) Rules, 2014 is not applicable for the nancial year ended March 31, 2023.
With respect to the matters specied in clause (xxi) of paragraph 3 and paragraph 4 of the Companies (Auditor's Report) Order, 2020 (“CARO”/ “the Order”) issued by the Central Government in terms of Section 143(11) of the Act, according to the information and explanations given to us, and based on the CARO reports issued by us and the auditors of respective companies included in the consolidated nancial statements to which reporting under CARO is applicable, as provided to us by the Management of the Holding Company, we report that there are no qualications or adverse remarks by the respective auditors in the CARO reports of the said companies included in the consolidated nancial statements.

For Deloitte Haskins & Sells LLP

Chartered Accountants (Firm's Registration No. 117366W/W-100018)

S/d- Pallavi Sharma Partner (Membership No. 113861)

(UDIN:23113861BGXTSJ2308)

Place : Mumbai Date : 23 May 2023

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ANNEXURE “A” TO THE INDEPENDENT AUDITOR'S REPORT

(Referred to in paragraph 1 (e)under 'Report on Other Legal and Regulatory Requirements' section of our report of even date)

Report on the Internal Financial Controls with reference to consolidated nancial statements under Clause (i) of Sub-section 3 of Section 143 of the Companies Act, 2013 (the Act)

In conjunction with our audit of the consolidated Ind AS nancial statements of the Company as of and for the year ended March 31, 2023, we have audited the internal nancial controls with reference to consolidated nancial statements of Jash engineering Limited (hereinafter referred to as "the Holding Company"/ "Parent") and its subsidiary company incorporated in India, as of that date.

Management's Responsibility for Internal Financial Controls

The respective Board of Directors of the Holding company / Parent, its subsidiary company incorporated in India are responsible for establishing and maintaining internal nancial controls with reference to consolidated nancial statements based on the internal control with reference to consolidated nancial statements criteria established by the respective Companies considering the essential components of internal control stated in the Guidance Note on Audit of Internal Financial Controls Over Financial Reporting issued by the Institute of Chartered Accountants of India (ICAI). These responsibilities include the design, implementation and maintenance of adequate internal nancial controls that were operating effectively for ensuring the orderly and efcient conduct of its business, including adherence to the respective company's policies, the safeguarding of its assets, the prevention and detection of frauds and errors, the accuracy and completeness of the accounting records, and the timely preparation of reliable nancial information, as required under the Companies Act, 2013.

Auditor's Responsibility

Our responsibility is to express an opinion on the internal nancial controls with reference to consolidated nancial statements of the Holding Company/ Parent, its subsidiary company incorporated in India based on our audit. We conducted our audit in accordance with the Guidance Note on Audit of Internal Financial Controls Over Financial Reporting (the "Guidance Note") issued by the Institute of Chartered Accountants of India and the Standards on Auditing, prescribed under Section 143(10) of the Companies Act, 2013, to the extent applicable to an audit of internal nancial controls with reference to consolidated nancial statements. Those Standards and the Guidance Note require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance about whether adequate internal nancial controls with reference to consolidated nancial statements was established and maintained and if such controls operated effectively in all material respects. Our audit involves performing procedures to obtain audit evidence about the adequacy of the internal nancial controls with reference to consolidated nancial statements and their operating effectiveness. Our audit of internal nancial controls with reference to consolidated nancial statements included obtaining an understanding of internal nancial controls with reference to consolidated nancial statements, assessing the risk that a material weakness exists, and testing and evaluating the design and operating effectiveness of internal control based on the assessed risk. The procedures selected depend on the auditor's judgment, including the assessment of the risks of material misstatement of the nancial 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 of the subsidiary company incorporated in India in terms of their reports referred to in the Other Matters paragraph below, is sufcient and appropriate to provide a basis for our audit opinion on the internal nancial controls with reference to consolidated nancial statements of the Holding Company/ Parent, its subsidiary company incorporated in India.

Meaning of Internal Financial Controls with reference to consolidated nancial statements

A company's internal nancial control with reference to consolidated nancial statements is a process designed to provide reasonable assurance regarding the reliability of nancial reporting and the preparation of nancial statements for external purposes in accordance with generally accepted accounting principles. A company's internal nancial control with reference to consolidated nancial statements includes those policies and procedures that (1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reect the transactions and dispositions of the assets of the company; (2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of nancial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorisations of management and directors of the company; and (3) provide reasonable assurance regarding prevention or timely detection of unauthorised acquisition, use, or disposition of the company's assets that could have a material effect on the nancial statements.

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Inherent Limitations of Internal Financial Controls with reference to consolidated nancial statements

Because of the inherent limitations of internal nancial controls with reference to consolidated nancial statements, including the possibility of collusion or improper management override of controls, material misstatements due to error or fraud may occur and not be detected. Also, projections of any evaluation of the internal nancial controls with reference to consolidated nancial statements to future periods are subject to the risk that the internal nancial control with reference to consolidated nancial statements may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.

Opinion

In our opinion to the best of our information and according to the explanations given to us, the Holding Company, has, in all material respects, an adequate internal nancial controls with reference to consolidated nancial statements and such internal nancial controls with reference to consolidated nancial statements were operating effectively as at March 31, 2023, based on the internal control with reference to consolidated nancial statements criteria established by the Company considering the essential components of internal control stated in the Guidance Note on Audit of Internal Financial Controls Over Financial Reporting issued by the Institute of Chartered Accountants of India.

Other Matters

Our aforesaid report under Section 143(3)(i) of the Act on the adequacy and operating effectiveness of the internal nancial controls with reference to consolidated nancial statements insofar as it relates to one subsidiary company incorporated in India, is based solely on the corresponding reports of the auditors of such company incorporated in India.

Our opinion is not modied in respect of the above matters.

For Deloitte Haskins & Sells LLP

Chartered Accountants (Firm's Registration No. 117366W/W-100018)

S/d- Pallavi Sharma Partner (Membership No. 113861)

(UDIN:23113861BGXTSJ2308)

Place : Mumbai Date : 23 May 2023

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Jash Engineering Limited

Summary to the signicant accounting policies and other explanatory information for the year ended 31 March 2023

1. Group overview

Jash Engineering Limited ('Jash Engineering' or 'the Holding Company') along with its subsidiaries, collectively referred to as 'the Group'. The Holding Company is a public limited company domiciled in India and is incorporated on 29 September 1973. Its shares are listed on National Stock Exchange of India limited. The registered ofce of the Holding Company is situated at 31, Sector-C, Sanwer Road, Industrial Area, Indore - 452015, Madhya Pradesh.

The Group is engaged in the business of manufacturing and trading of varied engineering products for general engineering industry, water and wastewater industry and bulk solids handling industry as well as plant supply as a total system for water treatment, wastewater treatment and sewage treatment plants.

Following are the details of the subsidiaries consolidated in these nancial statements:

N f h i	Piil iii	Country of	% equity interest	% equity interest
ame o te entty	rncpa actvtes	Incorporation	31 March 2023	31 March 2022
Shivpad Engineers Private Limited	Trading business of equipment as well as plant supply	India	100%	100%
Jash USA Inc.	Manufacture and trading of measuring tools, machine tools, water control gates etc.	USA	100%	100%
Rodney Hunt Inc.	No transactions during the current year. .	USA	100%	100%
Mahr Maschinenbeau GmbH	Manufacture of other non- economic machines	Austria	100%	100%
Engineering and Manufacturing Jash Limited	Trading of engineered goods	Hong Kong	100%	100%
Jash Group Employee ESOP Trust	To issue shares under ESOP Scheme 2019 to eligible employees	India	100%	100%

The nancial statements of the above entities (Subsidiaries) are drawn up-to the same accounting period as that of the Group.

2. General information and statement of compliance with Ind AS

These consolidated nancial statements of the Group have been prepared in accordance with the Indian Accounting Standards (hereinafter referred to as the 'Ind AS') as notied by the Ministry of Corporate Affairs ('MCA') under section 133 of the Companies Act, 2013 ('Act') read with the Companies (Indian Accounting Standards) Rules, 2015, as amended and other relevant provisions of the Act. The Group has uniformly applied the accounting policies for the periods presented.

The consolidated nancial statements for the year ended 31 March 2023 were authorized and approved for issue by the Board of Directors on 23 May 2023.

Basis of preparation

The consolidated nancial statements have been prepared in accordance with the accounting principles generally accepted in India. Further, the consolidated nancial statements have been prepared on accrual and going concern basis. All assets and liabilities have been classied as current or non-current as per the Group's normal operating cycle and other criteria as set out in the Division II of Schedule III to the Companies Act, 2013. Based on the nature of products and the time between acquisition of assets for processing and their realisation in cash and cash equivalents, the Group has ascertained its operating cycle as 12 months for the purpose of current or non-current classication of assets and liabilities.

The consolidated nancial statements have been prepared under historical cost convention basis except for the following –

Certain nancial assets which are measured at fair value;
Dened benet plans – plan assets measured at fair value
Share based payments which are measured at fair value of the options; and
Assets held for sale – measured at lower of carrying amount and fair value less cost to sell

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Jash Engineering Limited

Summary to the signicant accounting policies and other explanatory information for the year ended 31 March 2023

Basis of consolidation

The consolidated nancial statements comprises the nancial statements of the Holding Company and its subsidiaries. Subsidiaries are all entities (including structured entities) over which the Group has control. The Group controls an entity when the Group is exposed to, or has rights to, variable returns from its involvement with the entity and has the ability to affect those returns through its power to direct the relevant activities of the entity. The Group can have power over the investee even if it owns less than majority voting rights i.e. rights arising from other contractual arrangements. Subsidiaries are fully consolidated from the date on which control is transferred to the Group. They are deconsolidated from the date that control ceases. Statement of prot and loss (including other comprehensive income ('OCI')) of subsidiaries acquired or disposed of during the period are recognized from the effective date of acquisition, or up to the effective date of disposal, as applicable.

The Group combines the nancial statements of the Holding Company and its subsidiaries line by line adding together like items of assets, liabilities, equity, income and expenses. Intercompany transactions, balances and unrealised gains on transactions between group companies are eliminated. Accounting policies of subsidiaries have been changed where necessary to ensure consistency with the policies adopted by the Group.

A change in the ownership interest of a subsidiary, without a loss of control, is accounted for as an equity transaction. If the Group loses control over a subsidiary, it:

Derecognises the assets (including goodwill) and liabilities of the subsidiary at their carrying amounts at the date when control is lost
Derecognises the cumulative translation differences recorded in equity
Recognises the fair value of the consideration received
Recognises the fair value of any investment retained
Recognises any surplus or decit in prot or loss
Recognise that distribution of shares of subsidiary to Group in Group's capacity as owners
Reclassies the parent's share of components previously recognised in OCI to prot or loss or transferred directly to
retained earnings, if required by other Ind ASs as would be required if the Group had directly disposed of the related assets or liabilities

Functional and presentation currency

The consolidated nancial statements have been prepared and presented in Indian Rupees (INR), which is the Group's functional and presentation currency.

3. Summary of signicant accounting policies

The consolidated nancial statements have been prepared using the signicant accounting policies and measurement basis summarised below. These policies have been consistently applied to all the years presented, unless otherwise stated.

3.1 Property, plant and equipment

Recognition and initial measurement

Subsequent costs are included in the asset's carrying amount or recognised as a separate asset, as appropriate, only when it is probable that future economic benets associated with the item will ow to the Group. All other repair and maintenance costs are recognised in statement of prot and loss as incurred.

Subsequent measurement (depreciation and useful lives)

Depreciation on property, plant and equipment is provided on a straight-line basis, computed on the basis of useful life (as set out below) prescribed in Schedule II to the Act.

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Jash Engineering Limited

Summary to the signicant accounting policies and other explanatory information for the year ended 31 March 2023

Asset class	Useful life(years)
Plant & Machinery	15
Buildings(RCC structures)	60
Factorybuilding	30
Computers	3
Electrical installations	10
Furniture and xtures	10
Ofce equipment	5
Vehicles	8

De-recognition

3.2 Capital work-in-progress

3.3 Intangible assets

Recognition and initial measurement

Goodwill represents the cost of acquired business as established at the date of acquisition of the business in excess of the acquirer's interest in the net fair value of the identiable assets, liabilities and contingent liabilities less accumulated impairment losses, if any. Goodwill is tested for impairment annually or when events or circumstances indicate that the implied fair value of goodwill is less than its carrying amount.

Other Intangible assets are stated at their cost of acquisition. The cost comprises purchase price, borrowing cost if capitalization criteria are met and directly attributable cost of bringing the asset to its working condition for the intended use.

Subsequent measurement

Asset class	Useful life (years)
Technical know how	10 to 15
Computer Software	3 to 6

3.4 Intangible assets under development

Intangible assets under development represents expenditure incurred in respect of intangible assets under development and are carried at cost. Cost includes development cost, borrowing costs and other direct expenditure necessary to create, produce and prepare the asset to be capable of operating in the manner intended by management. These are recognised as assets when the Group can demonstrate following recognition requirements:

The development costs can be measured reliably
The project is technically and commercially feasible
The Group intends to and has sufcient resources to complete the project

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Summary to the signicant accounting policies and other explanatory information for the year ended 31 March 2023

The Group has the ability to use or sell such intangible asset
The software will generate probable future economic benets.

Amortisation of the asset begins when development is complete and the asset is available for use.

3.5 Revenue recognition

The Group generates revenue from sale of varied engineering products for general engineering industry, water and waste, water industry, bulk solids handling industry and also from rendering installation services along with the sale of goods, if specied in the contract with customers.

To determine whether to recognise revenue, the Group follows a 5-step process in accordance with Ind AS- 115- Revenue from contracts with customers.

Identifying the contract with a customer
Identifying the performance obligations
Determining the transaction price
Allocating the transaction price to the performance obligations
Recognising revenue when/as performance obligation(s) are satised.

Revenue is recognised either at a point in time or over time, when (or as) the Group satises performance obligations by transferring the promised goods or services to its customers.

The Group recognises contract liabilities for consideration received in respect of unsatised performance obligations and reports these amounts as other liabilities in the statement of nancial position. Similarly, if the Group satises a performance obligation before it receives the consideration, the Group recognises either a contract asset or a receivable in its statement of nancial position, depending on whether something other than the passage of time is required before the consideration is due.

Sale of goods

Revenue from sale of goods is recognised when the control of goods is transferred to the buyer as per the terms of the contract, in an amount that reects the consideration the Group expects to be entitled to in exchange for those goods. Control of goods refers to the ability to direct the use of and obtain substantially all of the remaining benets from goods.

Sale of services

Revenue from sale of services in respect of ancillary eld services relating to its products for which revenue is recognised when the performance obligation is completed.

Export benets

Income from export incentives are accounted for on exports of goods if the entitlement can be estimated with reasonable accuracy and conditions precedent to claim are reasonable expected to be fullled.

Interest income

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Jash Engineering Limited

Summary to the signicant accounting policies and other explanatory information for the year ended 31 March 2023

Dividend income

Dividend income is recognised at the time when right to receive the payment is established.

3.6 Leases

The Group assesses at contract inception whether a contract is, or contains, a lease in accordance with Ind AS- 116 Leases. That is, if the contract conveys the right to control the use of an identied asset for a period of time in exchange for consideration.

Group as a lessee

The Group applies a single recognition and measurement approach for all leases, except for short-term leases and leases of low-value assets. The Group recognises lease liabilities to make lease payments and right-of-use assets representing the right to use the underlying assets.

a) Right-of-use assets

The Group recognises right-of-use assets at the commencement date of the lease (i.e., the date the underlying asset is available for use). Right-of-use assets are measured at cost, less any accumulated depreciation and impairment losses, and adjusted for any remeasurement of lease liabilities. The cost of right-of-use assets includes the amount of lease liabilities recognised, initial direct costs incurred, and lease payments made at or before the commencement date less any lease incentives received. Right-of-use assets are depreciated on a straight-line basis over the shorter of the lease term and the estimated useful lives of the assets.

b) Lease liabilities

At the commencement date of the lease, the Group recognises lease liabilities measured at the present value of lease payments to be made over the lease term. The lease payments include xed payments (including in-substance xed payments) less any lease incentives receivable, variable lease payments that depend on an index or a rate, and amounts expected to be paid under residual value guarantees. The lease payments also include the exercise price of a purchase option reasonably certain to be exercised by the Group and payments of penalties for terminating the lease, if the lease term reects the Group exercising the option to terminate. Variable lease payments that do not depend on an index or a rate are recognised as expenses in the period in which the event or condition that triggers the payment occurs.

In calculating the present value of lease payments, the Group uses its incremental borrowing rate at the lease commencement date because the interest rate implicit in the lease is not readily determinable. After the commencement date, the amount of lease liabilities is increased to reect the accretion of interest and reduced for the lease payments made. In addition, the carrying amount of lease liabilities is remeasured if there is a modication, a change in the lease term, a change in the lease payments or a change in the assessment of an option to purchase the underlying asset.

c) Short-term leases and leases of low-value assets

The Group applies the short-term lease recognition exemption to its short-term leases (i.e., those leases that have a lease term of 12 months or less from the commencement date and do not contain a purchase option). It also applies the lease of low-value assets recognition exemption that are considered to be low value. Lease payments on short-term leases and leases of low-value assets are recognised as expense on a straight-line basis over the lease term.

Group as a lessor

Leases for which the Group is a lessor is classied as a nance or operating lease. Whenever the terms of the lease transfer substantially all the risks and rewards of ownership to the lessee, the contract is classied as a nance lease. All other leases are classied as operating leases.

For operating leases, rental income is recognized on a straight-line basis over the term of the relevant lease.

3.7 Inventories

Inventories are valued at the lower of cost and net realisable value.

Costs incurred in bringing each product to its present location and condition are accounted for as follows:

Raw materials: cost includes cost of purchase and other costs incurred in bringing the inventories to their present location and condition.

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Jash Engineering Limited

Summary to the signicant accounting policies and other explanatory information for the year ended 31 March 2023

Finished goods and work in progress: cost includes cost of direct materials and labour and a proportion of manufacturing overheads based on the normal operating capacity.
Goods purchased for resale (traded goods): cost includes cost of purchase and other costs incurred in bringing the inventories to their present location and condition.

Net realisable value is the estimated selling price in the ordinary course of business, less estimated costs of completion and the estimated costs necessary to make the sale.

3.8 Impairment testing of goodwill, other intangible assets and property, plant and equipment and right-of-use asset

At the end of each reporting period, the Group reviews the carrying amounts of its tangible and intangible assets of a “Cash Generating Unit” (CGU) to determine whether there is any indication that those assets have suffered an impairment loss. Individual assets are grouped for impairment assessment purposes at the lowest level at which there are identiable cash ows that are largely independent of the cash ows of other groups of assets. If any such indication exists, the recoverable amount of the asset is estimated in order to determine the extent of the impairment loss (if any). When it is not possible to estimate the recoverable amount of an individual asset, the Group estimates the recoverable amount of the cash-generating unit to which the asset belongs. When a reasonable and consistent basis of allocation can be identied, corporate assets are also allocated to individual cash-generating units, or otherwise they are allocated to the smallest group of cash-generating units for which a reasonable and consistent allocation basis can be identied.

Recoverable amount is the higher of fair value less costs of disposal and value in use. In assessing value in use, the estimated future cash ows are discounted to their present value using a pre-tax discount rate that reects current market assessments of the time value of money and the risks specic to the asset for which the estimates of future cash ows have not been adjusted.

If the recoverable amount of an asset (or cash-generating unit) is estimated to be less than its carrying amount, the carrying amount of the asset (or cash- generating unit) is reduced to its recoverable amount. An impairment loss is recognised immediately in prot or loss.

When an impairment loss subsequently reverses, the carrying amount of the asset (or a cash-generating unit) is increased to the revised estimate of its recoverable amount. The increased carrying amount does not exceed the carrying amount that would have been determined had no impairment loss been recognised for the asset (or cash-generating unit) in prior years. A reversal of an impairment loss is recognised immediately in the statement of prot and loss.

3.9 Government grants

Government grants are recognised where there is reasonable assurance that the grant will be received, and all attached conditions will be complied with. When the grant relates to an expense item, it is recognised as income on a systematic basis over the periods that the related costs, for which it is intended to compensate, are expensed. When the grant relates to an asset, it is recognised as income in equal amounts over the expected useful life of the related asset.

When the Group receives grants of non-monetary assets, the asset and the grant are recorded at fair value amounts and released to prot or loss over the expected useful life in a pattern of consumption of the benet of the underlying asset i.e. by equal annual instalments.

3.10 Foreign currency

Initial recognition of Transactions

Foreign currency transactions are recorded in the functional currency, by applying to the exchange rate applicable as at the date of the transaction.

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Summary to the signicant accounting policies and other explanatory information for the year ended 31 March 2023

Subsequent recognition of balances

Exchange differences

Exchange differences arising on the settlement/restatement of monetary items at the exchange rates different from those at which they were initially recorded during the year or reported in the previous consolidated nancial statements, are recognised as income or expense in the year in which they arise.

Foreign operations

In the Group's nancial statements, all assets, liabilities and transactions of the Group entities with functional currency other than the Indian Rupee are translated into Indian Rupee upon consolidation. The functional currency of the entities in the Group has remained unchanged during the reporting period. On consolidation, assets and liabilities have been translated into Indian Rupee at the closing rate at the reporting date. Fair value adjustments arising on the acquisition of a foreign entity have been treated as assets and liabilities of the foreign entity and translated into Indian Rupee at the closing rate. Income and expenses have been translated into Indian Rupee at the average rate over the reporting period. Exchange differences are charged/ credited to other comprehensive income and recognized in the currency translation reserve in equity. On disposal of a foreign operation, the related cumulative translation differences recognized in equity are reclassied to the statement of prot or loss and are recognized as part of the gain or loss on disposal.

3.11 Financial instruments

A nancial instrument is any contract that gives rise to a nancial asset of one entity and a nancial liability or equity instrument of another entity.

Recognition and initial measurement

Financial assets and nancial liabilities are recognised when the Group becomes a party to the contractual provisions of the nancial instrument and are measured initially at fair value adjusted for transaction costs. Subsequent measurement of nancial assets and nancial liabilities is described below.

Non-derivative nancial assets

Subsequent measurement

Financial assets carried at amortised cost – A 'nancial asset' is measured at the amortised cost if both the following conditions are met:

The asset is held within a business model whose objective is to hold assets for collecting contractual cash ows, and
Contractual terms of the asset give rise on specied dates to cash ows that are solely payments of principal and interest (SPPI) on the principal amount outstanding.

After initial measurement, such nancial assets are subsequently measured at amortised cost using the effective interest rate (EIR) method.

De-recognition of nancial assets

A nancial asset is de-recognised when the contractual rights to receive cash ows from the asset have expired or the Group has transferred its rights to receive cash ows from the asset.

Non-derivative nancial liabilities

Subsequent measurement

Subsequent to initial recognition, all non-derivative nancial liabilities are measured at amortised cost using the effective interest method.

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Summary to the signicant accounting policies and other explanatory information for the year ended 31 March 2023

Amortised cost is calculated by considering any discount or premium on acquisition and fees or costs that are an integral part of the EIR. The effect of EIR amortisation is included as nance costs in the statement of prot and loss.

De-recognition of nancial liabilities

Derivative nancial instruments

Derivatives are initially recognised at fair value on the date a derivative contract is entered into and are subsequently remeasured to their fair value at the end of each reporting period.

Offsetting of nancial instruments

3.12 Impairment of nancial assets

In accordance with Ind AS 109, the Group applies expected credit loss ('ECL') model for measurement and recognition of impairment loss for nancial assets. ECL is provided for when there has been a signicant increase in credit risk and then, factors historical trends and forward looking information. An impairment loss is recognised either based on the 12 months' probability of default or lifetime probability of default.

Trade receivables

In respect of trade receivables, the Group applies the simplied approach of Ind AS 109, which requires measurement of loss allowance at an amount equal to lifetime expected credit losses. Lifetime expected credit losses are the expected credit losses that result from all possible default events over the expected life of such receivables.

Other nancial assets

In respect of its other nancial assets, the Group assesses if the credit risk on those nancial assets has increased signicantly since initial recognition. If the credit risk has not increased signicantly since initial recognition, the Group measures the loss allowance at an amount equal to 12-month expected credit losses, else at an amount equal to the lifetime expected credit losses.

3.13 Income taxes

Tax expense recognised in prot or loss comprises the sum of deferred tax and current tax not recognised in other comprehensive income or directly in equity.

Deferred tax liabilities are generally recognised in full for all taxable temporary differences. Deferred tax assets are recognised to the extent that it is probable that the underlying tax loss, unused tax credits (Minimum alternate tax credit entitlement) or deductible temporary difference will be utilised against future taxable income. This is assessed based on the Group's forecast of future operating results, adjusted for signicant non-taxable income and expenses and specic limits on the use of any unused tax loss or credit. Unrecognised deferred tax assets are re-assessed at each reporting date and are recognised to the extent that it has become probable that future taxable prots will allow deferred tax asset to be recovered.

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Jash Engineering Limited

Summary to the signicant accounting policies and other explanatory information for the year ended 31 March 2023

Minimum Alternative Tax ('MAT') credit entitlement under the provisions of the Indian Income-tax Act, 1961 is recognised as a deferred tax asset when it is probable that future economic benet associated with it in the form of adjustment of future income tax liability, will ow to the Group and the asset can be measured reliably. MAT credit entitlement is set off to the extent allowed in the year in which the Group becomes liable to pay income taxes at the enacted tax rates. MAT credit entitlement is reviewed at each reporting date and is recognised to the extent that is probable that future taxable prots will be available against which they can be used. MAT credit entitlement has been presented as deferred tax asset in Balance Sheet. Signicant management judgment is required to determine the probability of recognition of MAT credit entitlement.

3.14 Dividend

The Group recognises a liability to pay dividend to equity holders of the Holding Company when the distribution is authorized and the distribution is no longer at the discretion of the Group. As per the corporate laws in India, a distribution is authorised when it is approved by the shareholders. A corresponding amount is recognised directly in equity.

3.15 Employee benets

Short-term employee benets

Dened contribution plan

Provident fund benet is a dened contribution plan under which the Group pays xed contributions to Regional Provident Fund Commissioner in accordance with Employees Provident Fund and Miscellaneous Provision Act, 1952. The Group has no legal or constructive obligations to pay further contributions after payment of the xed contribution. The contributions recognised in respect of dened contribution plans are expensed as they accrue. Liabilities and assets may be recognised if underpayment or prepayment has occurred and are included in non-current/current liabilities or non-current/current assets, respectively.

Dened benet plan

The Group provides for gratuity, a dened benet retirement plan, which denes an amount of benet that an employee will receive on separation from the Group, usually dependent on one or more factors such as age, years of service and remuneration. The plan provides for a lump sum payment to vested employees at retirement, death while in employment or on termination of employment of an amount based on the respective employee's salary and the tenure of employment. Vesting occurs upon completion of ve years of service. The liability recognised in the balance sheet for dened benet plans is the present value of the dened benet obligation ('DBO') at the balance sheet date, together with adjustments for unrecognised actuarial gains or losses and past service costs. The discount rates used for determining the present value of obligation under dened benet plans, is based on the market yields on Government securities as at the Balance Sheet date, having maturity periods approximating to the terms of related obligations. The present value of DBO is calculated annually by an independent actuary using the projected unit credit method. Actuarial gains/losses resulting from re-measurements of the liability due to change in actuarial assumptions are included in other comprehensive income.

Other long-term employee benets

The Liability in respect of compensated absences becoming due or expected to be availed within one year from the balance sheet date is recognised on the basis of undiscounted value of estimated amount required to be paid or estimated value of benet expected to be availed by the employees. Liability in respect of compensated absences becoming due or expected to be availed more than one year after time balance sheet date is estimated on the basis of an actuarial valuation performed by an independent actuary using the projected unit credit method, actuarial gains and losses arising from past experience and changes in actuarial assumptions are credited or charged to the Statement of Prot and Loss in the year in which such gains or losses are determined.

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3.16 Non-current assets held for sale and discontinued operations

An entity shall classify a non-current asset (or disposal group) as held for sale if its carrying amount will be recovered principally through a sale transaction rather than through continuing use. This condition is regarded as met only when the asset is available for immediate sale in its present condition subject only to terms that are usual and customary for sale of such asset and its sale is highly probable. Management must be committed to sale which should be expected to qualify for recognition as a completed sale within one year from the date of classication.

Non-current assets classied as held for sale are presented separately and measured at the lower of their carrying amounts immediately prior to their classication as held for sale and their fair value less costs to sell. However, some held for sale assets such as nancial assets, assets arising from employee benets and deferred tax assets, continue to be measured in accordance with the Group's relevant accounting policy for those assets. Once classied as held for sale, the assets are not subject to depreciation or amortisation.

A discontinued operation is a component of the Group that either has been disposed of, or is classied as held for sale. Prot or loss from discontinued operations comprise the post-tax prot or loss of discontinued operations and the post-tax gain or loss resulting from the measurement and disposal of assets classied as held for sale. Any prot or loss arising from the sale or re-measurement of discontinued operations is presented as part of a single line item, prot or loss from discontinued operations.

3.17 Provisions, contingent liabilities and contingent assets

Warranty provision:

Provisions for warranty-related costs are recognised when the service provided. Provision is based on historical experience. The estimate of such warranty-related costs is revised annually.

Contingent liability is disclosed for:

Possible obligations which will be conrmed only by future events not wholly within the control of the Group or
Present obligations arising from past events where it is not probable that an outow of resources will be required to settle the obligation or a reliable estimate of the amount of the obligation cannot be made.

Contingent assets are not recognised. However, when inow of economic benets is probable, related asset is disclosed.

3.18 Earnings per share

3.19 Share based payments

The Group has equity-settled share-based remuneration plans for its employees. None of the Group's plans are cash-settled.

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Summary to the signicant accounting policies and other explanatory information for the year ended 31 March 2023

3.20 Cash and cash equivalents

3.21 Borrowing costs

Investment income earned on the temporary investment of specic borrowings pending their expenditure on qualifying assets is deducted from the borrowing costs eligible for capitalisation.

Other borrowing costs are expensed in the period in which they are incurred. Borrowing cost also includes exchange differences to the extent regarded as an adjustment to the borrowing costs.

3.22 Segment Reporting

Operating segments are reported in a manner consistent with the internal reporting provided to the chief operating decision maker.

The board of directors assess the nancial performance and position of the Group and makes strategic decisions and therefore the board would be the chief operating decision maker. Refer note 55 for segment information presented.

3.23 Exceptional items

Exceptional items are transactions which due to their size or incidence are separately disclosed to enable a full understanding of the Group's nancial performance.

3.24 Cash ow statement

Cash ows are reported using indirect method, whereby prot before tax is adjusted for the effects transactions of a non-cash nature and any deferrals or accruals of past or future cash receipts or payments. The cash ows from regular revenue generating, nancing and investing activities of the Group are segregated. Cash and cash equivalents in the cash ow comprise cash at bank, cash/cheques in hand and short-term investments with an original maturity of three months or less.

4. Signicant management judgement in applying accounting policies and estimation uncertainty

The preparation of the Group's consolidated nancial statements requires management to make judgements, estimates and assumptions that affect the reported amounts of revenues, expenses, assets and liabilities and the related disclosures.

Signicant management judgements

a) Recognition of deferred tax assets – The extent to which deferred tax assets can be recognized is based on an assessment of the probability of the Group's future taxable income against which the deferred tax assets can be utilized.
b) Evaluation of indicators for impairment of Plant, property and equipment – The evaluation of applicability of indicators of impairment of assets requires assessment of several external and internal factors which could result in deterioration of recoverable amount of the assets.
c) Contingent liabilities – At each balance sheet date basis the management judgment, changes in facts and legal aspects, the Group assesses the requirement of provisions against the outstanding contingent liabilities. However, the actual future outcome may be different from this judgement.
d) Provisions – At each balance sheet date basis the management judgment, changes in facts and legal aspects, the Group assesses the requirement of provisions against the outstanding contingent liabilities. However, the actual future outcome may be different from this judgement.

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Summary to the signicant accounting policies and other explanatory information for the year ended 31 March 2023

Signicant estimates

a) Impairment of nancial assets – At each balance sheet date, based on historical default rates observed over expected life, existing market conditions as well as forward looking estimates, the management assesses the expected credit losses on outstanding receivables and advances. Further, management also considers the factors that may inuence the credit risk of its customer base, including the default risk associated with industry and country in which the customer operates.
b) Fair value measurements – Management applies valuation techniques to determine fair value of stock options. This involves developing estimates and assumptions around volatility, dividend yield which may affect the value of stock options.
c) Dened benet obligation (DBO) – Management's estimate of the DBO is based on a number of underlying assumptions such as standard rates of ination, mortality, discount rate and anticipation of future salary increases. Variation in these assumptions may signicantly impact the DBO amount and the annual dened benet expenses.
d) Useful lives of depreciable/amortisable assets – Management reviews its estimate of the useful lives of depreciable/amortisable assets at each reporting date, based on the expected utility of the assets. Uncertainties in these estimates relate to technical and economic obsolescence that may change the utilisation of assets.
e) Impairment of Goodwill – Impairment exists when the carrying value of an asset or cash generating unit exceeds its recoverable amount, which is the higher of its fair value less costs of disposal and its value in use. The fair value less costs of disposal calculation is based on available data from binding sales transactions, conducted at arm's length, for similar assets or observable market prices less incremental costs for disposing of the asset. The value in use calculation is based on a DCF model. The cash ows are derived from the budget for the next ve years and do not include restructuring activities that the Group is not yet committed to or signicant future investments that will enhance the asset's performance of the CGU being tested. The recoverable amount is sensitive to the discount rate used for the DCF model as well as the expected future cash-inows and the growth rate used for extrapolation purposes. These estimates are most relevant to goodwill and other intangibles with indenite useful lives recognised by the Group.

5. Recent accounting pronouncements

Ind AS 1 - Presentation of Financial Statements:

Ind AS 12 – Income Taxes

The amendments clarify how companies account for deferred tax on transactions such as leases and decommissioning obligations. The amendments narrowed the scope of the recognition exemption in paragraphs 15 and 24 of Ind AS 12 (recognition exemption) so that it no longer applies to transactions that, on initial recognition, give rise to equal taxable and deductible temporary differences. The Company is evaluating the impact, if any, in its nancial statements.

Ind AS 8 - Accounting Policies, Changes in Accounting Estimates and Errors

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income

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6) The Subsidiary Jash USA Inc. obtained a two loan from CIT Finance, One loan is of amounting to INR 21.53 lakhs (USD 26,999) on 19 August 2022 at 8.54% and another loan is of amounting to INR 33.38 lakhs (USD 40,749) on 09 March 2023 at 7.71% p.a. Repayment of both the loan in 60 equal monthly princial instalments of USD 642.03 and USD 940.80 respectively. Outstanding book balance of loan is INR 19.24 lakhs (USD 23,399) and INR 32.94 lakhs (USD 40,069) respectively (31 March 2022: USD Nil)

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(viii) Sensitivity analysis for gratuity liability

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525.71 lakhs

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(INR in Rs. Lakhs)

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Sd/-

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Standalone Performance - Jash, Shivpad & Jash USA

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

JASH ENGINNERING LTD. SHIVPAD ENGINNERING PVT. LTD. JASH USA / RODNEY HUNT
Revenues (₹Cr) Revenues (₹Cr) Revenues (₹Cr / US$ Mn)
264.5 281.0
27.2 ₹163.9/$20.4
23.6
₹143.2/$17.8
FY22 FY23 FY22 FY23 FY22 FY23
Pat (₹Cr) Pat (₹Cr) Pat (₹Cr / US$ Mn)
4.9
40.8 4.1 ₹8.4/$1.0
24.8 ₹5.1/$0.6
FY22 FY23 FY22 FY23 FY22 FY23
----- End of picture text -----

Consolidated Finiancial Snapshot

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

Revenues (₹Cr) Gross Prot (₹Cr) & Margin (%) EBITDA (₹Cr) & Margin (%)
58.6%
415.2 18.6%
14.2%
18.0%
373.6 57.0% 16.1%
285.6 302.3 56.1% 52.4% 243.3
77.1
195.9
54.5
52.9
160.1 172.4 45.9
FY20 FY21 FY22 FY23 FY20 FY21 FY22 FY23 FY20 FY21 FY22 FY23
Prot Before Tax (₹Cr) Prot After Tax (₹Cr) ROE (%)
56.5 21.7%
51.2 19.5%
36.2 17.2%
34.6
32.2
27.7
30.5 16.0%
13.8
20.1
FY20 FY21 FY22 FY23 FY20 FY21 FY22 FY23 FY20 FY21 FY22 FY23
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NEW PLANT SHIVPAD ENGINEERS PVT.LTD. CHENNAI

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New Plant & Office of S hivpad E ngineers Pvt. Ltd. Chennai (Under Construction)

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Boomi Poojan of New Plant of Shivpad Engineers Pvt. Ltd. Chennai

PRODUCTS HIGHLITES

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7600 x 2400 mm, Qty. – 1 No.
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Hydraulically Operated Crest Gate For Sheboygan Dam, Wisconsin, USA

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Successful Installation Of 103 M3 X 2 Air Vessels At Naigarhi -1 Project, MP

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Tillari Site. 2x235 kw Project. Maharashtra Client - Gadre Marine Exports Pvt. Ltd.

PRODUCTS HIGHLITES

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3100 x 3700 mm, Qty. – 06 Nos.
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Bulk Head Gates For Indianford Dam Discharge Capacity Upgrade, Wisconsin USA

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DN 1800 Size, Bonneted KGV Supplied For C2A Project to Koh Brothers, Singapore

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iFILT® Daimond Disc Filter - 37 MLD STP at Ranchi

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

Penstocks / Sluice Gates Open Channel Gates Downward Opening Weir Gates Flap Gates Stop Logs
Bulk Head Slide Gates Roller Gates Buttery Gates Crest Gates Radial / Tainter Gates Bonneted Gates
Trash Rack Jash MMR Screen “JMR” Multi-rake Screen Jash Back Rake Screen Suspended Trash Rack
Screenmat Step Screen Mahr Perscalator Screen Travelling Band Screen Screw Conveyor Jet Breaker Washer Compactor
Filttering Equipment Screw Pump & Generator
iFILT® Diamond Disc Filter Screw Pump Detritor Slow speed xed aerator Clarier
Special Valves & Surge Control Devices
“ZFI” Series “MONO” Series Zero Velocity Valve Air Cushion Valve Energy Dissipating Air Vessels
Knife Gate Valve Knife Gate Valve Valve
Slide Gate Valve – Swing Gate Valve – Double Flap Valve – Fabricated Slide Slide Gate
Version ZFB Version KU Version DFG Gate Valve-VEG Valve-ZFS
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Unit 1: Cast Products Plant, Indore, MP, India

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Unit 2: Fabricated Products Plant, Bardari, Indore, MP, India

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Jash Engineering Ltd.

31, Sector ‘C’, Industrial Area, Sanwer Road, Indore – 452015, (MP), INDIA Phone : +91-731-2720143, 2721143, 423900 Email : [email protected], Website : www.jashindia.com

Subsidiaries :

Jash USA INC. DBA Rodney Hunt

6200, Savoy Dr Ste 750, Houston, Texas-77036, USA Phone : +1-281-962-6369 Email : [email protected], Website : www.jashusa.com

Rodney Hunt INC.

46, Mill St. Orange, MA-01364, USA Phone : +1-978-633-4509 Email : [email protected], [email protected] Website : www.rodneyhunt.com

Unit 3 : SEZ Plant, Pithampur, Dhar, MP, India

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Unit 4: Rodney Hunt Plant, Pithampur, Dhar, MP, India

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Mahr Maschinenbau Ges.m.b.H.

1050 Wien, Bräuhausgasse 37/4/2 Vienna, Austria Phone: +43-22463521 E-mail : [email protected], Website : www.mahrmaschinenbau.com

Engineering & Manufacturing Jash Ltd.

812, Silvercord Tower 1, 30 Canton Road, Tsimshatsui, Kowloon, HONGKONG E-mail : [email protected], Website : www.eandmjash.com

Shivpad Engineers Pvt. Ltd.

Plot No. 3/86-E, ATC Road, Second Main Road, Ambattur Industrial Estate, Chennai – 600058, INDIA Phone : +91-44-48606201 Email : [email protected] Website : www.shivpad.com

Rodney Hunt Plant, Orange, MA, USA

AI assistant

JASH ENGINEERING LIMITED — AGM Information 2023

59194_rns_2023-09-07_033b801e-25ae-4654-a45b-10db5c80ad1e.pdf

To,

Symbol: JASH

Sub.: Intimation of 49[th] Annual General Meeting and Book Closure of Register of Member and Share Transfer Books, pursuant to the Regulations of the Securities & Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations,2015

REPORT 2022-23

JASH ENGINEERING LIMITED CIN : L28910MP1973PLC001226

Board of Directors

Bankers

Statutory Auditors

Internal Auditors & Corporate Advisors

Cost Auditors

Secretarial Auditor

Registrar and Share Transfer Agent

Our Vision :

CHAIRMAN'S SPEECH

Dear Shareholders ,

2023 : A milestone year for JASH - The year in which we celebrate our “Golden Jubilee”

NOTICE

Ordinary Businesses:

Special Businesses:

4. To consider and, if thought t to pass with or without modication(s), the following resolution for the approval of Related Party Transactions as an Ordinary Resolution :

6. To Re-appoint Mr. Vishwapati Trivedi (DIN: 00158435) as an Independent Director of the Company:

Notes:

13. Members are requested to:

22. Instructions for Voting through electronic mode:

Helpdesk for Individual Shareholders holding securities in physical mode/ Institutional shareholders & E-voting service provider is Link Intime.

Tel: 022 –4918 6000 Insta Vote Support Desk Link Intime India Private Limited

General Guidelines for shareholders:

23. Instructions for attending the Annual General Meeting through InstaMeet:

Instructions for Shareholders/ Members to Speak during the Annual General Meeting through InstaMeet:

Instructions for Shareholders/ Members to Vote during the Annual General Meeting through InstaMeet:

Tel: 022-49186175

InstaMeet Support Desk Link Intime India Private Limited

ANNEXURE TO THE NOTICE

EXPLANATORY STATEMENT PURSUANT TO SECTION 102 OF THE COMPANIES ACT, 2013

Item No. 4

Item No. 5

Item No. 6

Enclosure I to Notice of AGM 2023

BRIEF PROFILE AND PARTICULARS OF THE DIRECTORS SEEKING APPOINTMENT/ RE-APPOINTMENT IN THE ENSUING ANNUAL GENERAL MEETING

FORM NO. MGT- 11

PROXY FORM

[Pursuant to Section 105(6) of the Companies Act, 2013 and Rule 19(3)

of the Companies (Management and Administration) Rules, 2014]

CIN : L28910MP1973PLC001226

Registered address:

Signed this ..........…… day of ......……… 2023

Signature of shareholder

Signature of Proxy holder(s)

Note:

JASH ENGINEERING LIMITED

Note:

Map For AGM Venue

DIRECTORS' REPORT

1. FINANCIAL HIGHLIGHTS

2. STATE OF AFFAIRS OF THE COMPANY:

A. BUSINESS ACTIVITIES OF THE COMPANY

B. YEAR IN RETROSPECT

(I) STANDALONE PERFORMANCE

(II) SUBSIDIARIES PERFORMANCE

a) SHIVPAD ENGINEERS PVT. LTD., INDIA

b) JASH USA INC. / RODNEY HUNT INC., USA

c) ENGINEERING & MANUFACTURING JASH LIMITED, HONGKONG

d) MAHR MASCHINENBAU Ges.m.b.H, AUSTRIA

(iii) NEW ACTIVITIES & DEVELOPMENTS

3. PROSPECTS FOR YEAR 2023-

A. DOMESTIC MARKET SITUATION

B. INTERNATIONAL MARKET SITUATION

C. SALES GROWTH STANDALONE

(i) JASH ENGINEERING LIMITED, INDIA

(ii) SHIVPAD ENGINEERS PVT. LTD., INDIA

(iii) JASH USA INC. / RODNEY HUNT INC., USA

(iv) ENGINEERING & MANUFACTURING JASH LIMITED, HONGKONG:

(v) MAHR MASCHINENBAU Ges.m.b.H, AUSTRIA:

D. SALES GROWTH CONSOLIDATED

4. FUTURE OUTLOOK & PLANS

A. RODNEY HUNT , USA

B. WATERFRONT FLUID CONTROLS LTD., UK

JASH ENGINEERING LIMITED AGM Information 2023