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To, 24[th] August, 2024 The Secretary, BSE Ltd. Phiroze Jeejeebhoy Towers, Dalal Street, Mumbai- 400001

Scrip Code- 505750 Sub: Submission of Annual Report and Notice of 117[th] Annual General Meeting of the Company, pursuant to Regulation 34 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015.

Dear Sir/Madam,

This is further to our Letter dated 13[th] August, 2024, wherein, the Company had informed that the 117[th] Annual General Meeting (“AGM”) of the Company is scheduled to be held on Monday, the 16[th] September, 2024 at 02:00 P.M. (IST) through Video Conferencing or Other Audio Visual Means.

In terms of the requirement of Regulation 34(1) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, we are submitting herewith the Annual Report of the Company along with the Notice of AGM for the Financial Year 2023-24.

The Company has sent the same today through electronic mode to the Members who have registered their E-Mail IDs with the Company's R&TA/ Depository Participant. The Notice of AGM along with the Annual Report for the Financial Year 2023-24 is also available on the website of the Company viz. www.josts.com. Further, the Notice of AGM is also available on the website of Central Depository Services (India) Limited at www.evotingindia.com.

This is for your information and records.

Thanking you, Yours faithfully, For Jost Engineering Company Limited

ROHIT Digitally signed by ROHIT JAIN JAIN Date: 2024.08.24 17:49:52 +05'30'

Rohit Jain Chief Financial Officer

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ANNUAL REPORT

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Annual Report

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• About us • Our Journey • Financial Highlights • Board of Directors • Chairman’s Letter				1 2 3 4 5

• Annexure - A to Board's Report • Annexure - B to Board's Report • Annexure - C to Board's Report • Annexure - D to Board's Report • Annexure - E to Board's Report • Annexure - F to Board's Report • Annexure - G to Board's Report

Standalone Financial Statement
• Consolidated Financial Statement
• Notice of AGM

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Annual Report

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Annual Report

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1907 Years of Incorporation 08 Service Centers 24 Dealers Across India 40+ International Companies Represented 117 Years of Excellence

Annual Report

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NET REVENUE PROFIT AFTER TAX
20,000
1,000
15,000 750
10,000 500
5,000 250
0 0
2020 2021 2022 2023 2024 2020 2021 2022 2023 2024
TOTAL ASSETS
TOTAL LIABILITY
12,500
10,000
6,000
7,500
4,000
5,000
2,000
2,500
0
0 2020 2021 2022 2023 2024
2020 2021 2022 2023 2024
EARNINGS PER SHARE DIVIDEND PER SHARE IN (%)
20
100
15 75
10 50
5 25
0 0
2020 2021 2022 2023 2024 2020 2021 2022 2023 2024
Annual Report 5
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Mr. Marco Wadia Independent Director

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Mrs. Rekha Bagry Independent Director

Annual Report

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Annual Report

Mr. Jai Prakash Agarwal

Chairman

Annual Report

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Strategic partnerships with the following principles:

1. Rheinmetal, Germany

2. MTI, USA 3. Fluke reliability, USA

4. LIB, China

New products introduced (EPD):

1. Air Starter Units for Aircrafts

2. Signal Simulators

3. Condition Monitoring Systems 4. Ovens and Chambers for Automotive, Aerospace and Defense

Testing services introduced:

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New Products
Introduced (MHD):
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1. Transformer testing 2. NVH Testing for EV

3. NVH Testing for railway bridge

4. Underground cable testing

New manufacturing facility at murbad location with enhanced capacity. Trial Production commenced on 10[th] May 2024

Annual Report

BOARD’S REPORT

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The Directors present herewith 117[th] Annual Report together with the Audited Financial Statements of the Company for the year ended 31[st ] March, 2024

1.Financial Summary

(₹ in lakhs)

Particulars	Standalone	Standalone	Consolidated	Consolidated
	Year ended March 31, 2024	Year ended March 31, 2023	Year ended March 31, 2024	Year ended March 31, 2023
Profit Before tax	1,343	972	1,370	1,009
Less: Tax Expense:
Current Tax	343	282	349	282
Deferred Tax	(0)	(10)	(0)	(10)
Short/(Excess) Provision for Income tax of earlieryears	32	6	31	6
Profit After Tax	968	694	990	731
Profit After Tax (attributable to controlling interest)	968	694	990	708
Profit After Tax (attributable to non-controlling interest)	-	-	-	23
Balance brought forward from previous year	2,765	2,127	2,599	1,926
Amount available for appropriation	3,733	2,821	3,589	2,634
Add: Others	-	-	-64	21
Less: Dividend paid during the year	70	56	70	56
Balance carried forward	3,663	2,765	3,455	2,599

2. Dividend

The Directors are pleased to recommend a dividend of ₹ 2/- per share (100%) on Equity Shares of ₹ 2/- each for the year ended 31[st] March, 2024.

3. State of the Company’s Affairs and Operations:

Income for the year under review, was ₹ 17,553 lakhs as against ₹ 16,052 Lakhs in the previous year. The profit before tax was ₹ 1,343 Lakhs as against ₹ 972 Lakhs in the previous year. Generally, business should continue to progress. Barring unforeseen circumstances, there should be improved results in the current financial year 2024-25.

Annual Report

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4. Performance of Subsidiary Companies

MHE Rentals India Private Limited (“MHE Rentals”)

This Wholly Owned Subsidiary is engaged in equipment rental business. For the year ended March 31st, 2024, the turnover was ₹ 1,311 lakhs as against ₹ 1,352 lakhs in the previous year. The Profit for the year ended 31[st ] March, 2024 was ₹ 84 lakhs as against profit of ₹ 57 lakhs in the previous year. Further, pursuant to the acquisition of shares by the company from Existing Shareholders of MHE Rentals, as approved by the Board of Directors of the Company, MHE Rentals becomes Wholly Owned Subsidiary of the Company on 8[th] August, 2023.

Josts Engineering Inc.

This Wholly Owned Subsidiary is engaged in trading of Engineered goods. This entity had commenced its operations during the financial year ended 31[st ] March, 2024. For the year ended 31[st ] March, 2024 the turnover was ₹ 62 lakhs and the profit was ₹ 18 lakhs.

JECL Engineering Limited

This Wholly Owned Subsidiary has commissioned its trial production of Greenfield Manufacturing facility of Material Handling Equipments at Plot No. L-5, Add. MIDC, Kudawali Village, Murbad, Maharashtra, on 10th May, 2024. Income for the year under review, was ₹ Nil. Your company has incurred a loss of ₹ 16 Lakhs during the year under review as against Loss of ₹ 1 Lakhs for the previous year.

5. Share Capital

Authorized Share Capital: Your Company has its Authorized Share Capital of ₹ 1,00,00,000 divided into 50,00,000 Equity Shares of ₹ 2/- each as on 31[st] March, 2024.

Issued, Subscribed and Paid-up Share Capital: Your Company has its Issued, Subscribed and Paid-up Share Capital of ₹ 97,78,730/- divided into 48,89,365 Equity Shares of ₹ 2/- each as on 31[st] March, 2024.

During the year under review, the authorized, issued, subscribed and paid up equity share capital of face value of ₹ 5/- each stands sub-divided into equity shares of face value of ₹ 2/- (Rupees Two) each with effect from 28[th] April, 2023 (Record date).

Further, the Board of Directors in their meeting held on 7[th] August, 2024 has approved the following, subject to the approval of the Shareholders in ensuing Annual General Meeting:

i) Increase in Authorized Share Capital of the Company to ₹10,00,00,000/-(Rupees Ten Crores Only) divided into 5,00,00,000 Equity Shares of ₹2/- each and consequential amendment in Memorandum of Association of the Company.
ii) Sub-division of Equity Shares from the face value of ₹2/- per share to face value of ₹1/- per share and consequent alteration in Memorandum of Association of the Company.

6. Preferential issue of Equity Shares

During the year under review, the Company made preferential issue of 2,25,000 equity shares to the persons belonging to the Non-Promoter Category at ₹506.50/- each (including premium of ₹504.50/- each) was approved by the Board of Directors in its meeting held on 9[th] November, 2023, as per the SEBI (ICDR) Regulations and other applicable provisions of the Companies Act, 2013. The same was approved by the shareholders of the Company in the Extra-ordinary General Meeting held on 7[th] December, 2023. The entire issue proceeds were utilized for meeting working capital requirements and expand the existing business of the Company and for general corporate purposes.

Annual Report

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Consequent upon preferential issue of equity shares, the paid up share capital of the Company has been increased from ₹ 93,28,730/-(46,64,365 equity shares of ₹ 2/– each) to ₹ 97,78,730/(48,89,365 equity shares of ₹ 2/– each).

7. Preferential issue of Warrants

During the year under review the Board in its meeting held on 9[th] November, 2023 has approved to issue and allot upto 1,00,000 (One lakh only) Warrants, each convertible into, or exchangeable for, 1,00,000 (One Lakh only) fully paid-up equity share of face value of ₹ 2/- each at a price of ₹ 506.50 per share of the Company within the period of 18 (Eighteen Months) from the date of allotment of Warrants to the Promoter of the Company. The same was approved by the shareholders of the Company in the Extra-ordinary General Meeting held on 7[th] December, 2023.

The Company, upon receipt of 25% of the issue price (i.e. ₹ 506.50/- per warrant) as warrant subscription money, allotted 1,00,000 warrants convertible into one equity share on 24[th] December, 2023. The balance 75% of the issue price (i.e. ₹ 506.50/- per warrant) shall be payable within 18 months from the allotment date by the warrant holders.

8. Consolidated Financial Statements

The Consolidated Financial Statements of the Company are prepared in terms of requirement of Companies Act, 2013 and in accordance with the relevant Indian Accounting Standards issued by the Institute of Chartered Accountants of India and forms an integral part of this Report.

Pursuant to Section 129(3) of the Companies Act, 2013, read with Rule 5 of the Companies (Accounts) Rules, 2014, a statement containing salient features of the financial statements of Subsidiaries / Associate Companies / Joint Ventures is given in Form AOC – 1, which is attached to the Financial Statements of the Company.

9. Material Subsidiary

MHE Rentals India Private Limited is a Material Subsidiary of the Company as per the threshold laid down by the SEBI (Listing Obligations Disclosure Requirements) Regulations, 2015, as amended. The Board of Directors of the Company has approved a policy for determining material subsidiaries which is in line with the SEBI (Listing Obligations Disclosure Requirements) Regulations, 2015, as amended from time to time. The policy has been uploaded on the company’s website at www.josts.com.

10. Particulars of Conservation of Energy, Technology Absorption and Foreign Exchange Earnings and Outgo.

Information pursuant to Section 134(3)(m) of the Companies Act, 2013 read with Companies (Accounts) Rules, 2014 is annexed as Annexure “A” to the Board’s Report.

11. Cyber Security

In view of increased cyberattack scenarios, the cyber security maturity is reviewed periodically and the processes, technology controls are being enhanced in-line with the threat scenarios. Your Company’s technology environment is enabled with real time security monitoring with requisite controls at various layers starting from end user machines to network, application and the data.

Annual Report

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During the year under review, your Company did not face any incidents or breaches or loss of data breach in cyber security.

12. Directors’ Responsibility Statement

To the best of the knowledge and belief of the Directors of the Company and according to the information and explanations obtained by them, your Directors make the following statement in terms of Section 134(3) (c) and Section 134 (5) of the Companies Act, 2013:

(i) That in the preparation of the Annual Accounts for the year ended 31[st] March, 2024, the applicable accounting standards read with requirements set out under Schedule III to the Act, had been followed with proper explanation and there are no material departures from the same;
(ii) The directors had selected such accounting policies and applied them consistently and made judgments and estimates that were reasonable and prudent so as to give a true and fair view of the state of affairs of the Company as at 31[st] March, 2024 and of the profit of the Company for the year ended on that date;
(iii) That the Directors had taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of the Companies Act, 2013, for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities;
(iv)
That the directors had prepared the annual accounts on a going concern basis;
(v) That the Directors have laid down internal financial controls to be followed by the Company and that such internal financial controls are adequate and are operating effectively; and
(vi) That the Directors had devised proper systems to ensure compliance with the provisions of all applicable laws and that such systems are adequate and operating effectively

13. Particulars of employees

The information pursuant to Rule 5(2) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, is not given, as no employee, employed throughout the financial year 2023-24, was in receipt of the remuneration of ₹ 102 lakhs or more and no employee, employed for the part of the financial year 2023-24 was in receipt of remuneration of ₹ 8.50 lakhs or more per month

14. Annual Return

Pursuant to Section 92(3) and Section 134(3)(a) of the Companies Act, 2013, the Company has placed a copy of the Annual Return as at 31[st] March, 2024 on its website at www.josts.com at web link: https://josts.com/uploads/investor/annual-returns/Form_MGT_7_Josts.pdf

Annual Report

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15. Deposits

During the year under review, the Company has not accepted/renewed any deposits, within the meaning of Section 73 of the Companies Act, 2013, read with the Companies (Acceptance of Deposits) Rules, 2014.

16. Particulars of Loans, Guarantees and Investments

Details of loans, guarantees and investments are given in the notes to the financial statements at appropriate places.

17. Code of Conduct (Code) for Board Members and Senior Management

The Company has adopted, the Code for enhancing further ethical and transparent process in managing the assets and affairs of the Company. This Code has been posted on the website of the Company (www.josts.com).

18. Vigil Mechanism / Whistle Blower Policy

In compliance with the provisions of Section 177 of the Companies Act, 2013, and Rule 7 of the Companies (Meetings of Board and its powers) Rules, 2014, the Company has established Vigil Mechanism / Whistle Blower Policy to encourage Directors and Employees of the Company to bring to the attention of any of the following persons, i.e. the Chairman of the Audit Committee, Company Secretary and HR Head, the instances of unethical behavior, actual or suspected incidence of fraud or violation of the Code of Conduct for Directors and Senior Management (Code) that could adversely impact the Company's operations, business performance or reputation. The Vigil Mechanism / Whistle Blower Policy has been posted on the website of the Company (www.josts.com).

19. Risk Management Policy

The Company has developed and implemented, a Risk Management Policy in compliance with the provisions of Section 134 (3) (n) of the Companies Act, 2013.

Risk Management is an organization-wide approach towards identification, assessment, communication and management of risk in a cost-effective manner – a holistic approach to managing risk. Generally, this involves reviewing operations of the organization, identifying potential threats to the organization and the likelihood of their occurrence and then making appropriate actions to address the most likely threats.

The Policy provides for constitution of Risk Management Core Group (RMCG) consisting of Functional / Departmental / Product line heads and headed by Chairman of the Company.

The RMCG shall be collectively responsible for developing the Company's Risk Management principles and Risk Management expectations, in addition to those specific responsibilities as outlined in the Policy. The RMCG will provide updates to the Audit Committee and Board of Directors of the Company on key risks faced by the Company, if any, and the relevant mitigant actions.

The major risks such as Operational Risk, Financial Risk, External Environment and Strategic Risk have been identified and the Risk Management process has been formulated.

The Risk Management Policy has been posted on the website of the Company (www.josts.com).

Annual Report

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20. Nomination and Remuneration Policy

Pursuant to the provisions of Section 178 of the Companies Act, 2013, the Nomination and Remuneration Committee has framed Nomination and Remuneration Policy (“the Policy”). The Policy applies to the Board of Directors, Key Managerial Personnel and the Senior Management Personnel. The Policy lays down criteria for selection and appointment of Board Members, Key Managerial Personnel and Senior Management Personnel and also lays down a framework in relation to remuneration of the aforesaid persons.

The Nomination and Remuneration Policy has been posted on the website of the Company (www.josts.com).

21. Prevention of Sexual Harassment

Sexual Harassment of Women at work place (Prevention, Prohibition and Redressal) Act, 2013. During the year under review, no complaints of Sexual Harassment were reported to the Board.

22. Committees of the Board

The Board of Directors have constituted the following Committees in compliance with the Companies Act, 2013. These Committees deal with specific areas and activities which concern the Company.

Audit Committee	* Mr. Farokh Kekhushroo Banatwalla (DIN: 026 70802) - Chairman Mr. Sanjiv Swarup (DIN: 00132716) - Chairman Mrs. Rekha Shreeratan Bagry (DIN: 08620347) - Member * Mr. Shailesh Sheth (DIN: 00041713) - Member Mr. Jai Prakash Agarwal (DIN: 00242232) – Member
Nomination and Remuneration Committee	* Mr. Shailesh Sheth (DIN: 00041713)- Chairman Mr. Marco Philippus Ardeshir Wadia (DIN: 00244357)- Member Mr. Farokh Kekhushroo Banatwalla (DIN: 02670802)- Member Mr. Sanjiv Swarup (DIN: 00132716) – Chairman Mrs. Rekha Shreeratan Bagry (DIN: 08620347)-Member **Mr. Pramod Maheshwari (DIN: 00185711) – Member
Stakeholders Relationship Committee	* Mr. Shailesh Sheth (DIN: 00041713)- Chairman Mr. Farokh Kekhushroo Banatwalla (DIN: 02670802) -Member Mr. Jai Prakash Agarwal (DIN: 00242232) – Member * Mrs. Rekha Shreeratan Bagry (DIN: 08620347) - Chairman ** Mr. Sanjiv Swarup (DIN: 00132716) – Member
Corporate Social Responsibility Committee	Mr. Jai Prakash Agarwal (DIN: 00242232) – Chairman Mr. Vishal Jain (DIN: 00709250) – Member Mr. Farokh Kekhushroo Banatwalla (DIN: 02670802)- Member *Mr. Sanjiv Swarup (DIN: 00132716) - Member

Annual Report

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Share Transfer * Mr. Shailesh Sheth (DIN: 00041713), Chairman Committee * Mr. Farokh Kekhushroo Banatwalla (DIN: 02670802)- Member **Mrs. Rekha Shreeratan Bagry (DIN: 08620347) - Chairman ** Mr. Sanjiv Swarup (DIN: 00132716) - Member Mr. Jai Prakash Agarwal (DIN: 00242232)- Member * upto 31.01.2024 ** w.e.f 31.01.2024

All the recommendations made by the Audit Committee were accepted by the Board.

23. Independent Directors Meeting

During the year under review, a separate meeting of the Independent Directors of the Company was held on January 31st, 2024 and attended by the Independent Directors, to review the performance of Non-Independent Directors (including the Chairman) and the Board as a whole. The Independent Directors also reviewed the quality, content and timeliness of the flow of information between the Management and the Board and its Committees which is necessary to effectively and reasonably perform and discharge their duties.

24. Meetings of the Board

During the year under review 4 (Four) Board Meetings and 22 (Twenty Two) Committee Meetings were convened and held. The details of the same forms a part of the Corporate Governance Report.

25. Board Evaluation

Pursuant to the provisions of the Companies Act, 2013 and SEBI Listing Regulations evaluation has been carried out by the Board, Nomination and Remuneration Committee (NRC) and by the Independent Directors.

The Board has carried out an annual performance evaluation of its own, individual Directors including Independent Directors (excluding the director being evaluated) and its Committees.

Board evaluation was carried out on the basis of questionnaire, prepared after considering various inputs received from the Directors, covering various aspects revealing the efficiency of the Board’s functioning such as Development of suitable strategies and business plans, size, structure and expertise of the Board and their efforts to learn about the Company and its business, obligations and governance.

Performance evaluation of every Director was carried out by Board and Nomination and Remuneration Committee on parameters such as appropriateness of qualification, knowledge, skills and experience, time devoted to Board deliberations and participation in Board functioning, extent of diversity in the knowledge and related industry expertise, attendance and participations in the meetings and workings thereof and initiative to maintain high level of integrity & ethics.

In their separate meeting, the Independent Directors had carried out performance evaluation of Non-Independent Directors, the Board as a whole and the Chairman, taking into account the views of Executive and Non-Executive Directors.

Annual Report

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The quality, quantity and timeliness of flow of information between the Company Management and the Board which is necessary for the Board to effectively and reasonably perform their duties were also evaluated in the said meeting.

The performances of Committees were evaluated on parameters such as whether the Committees of the Board are appropriately constituted, Committees has an appropriate number of meetings each year to accomplish all of its responsibilities, Committees maintain the confidentiality of their discussions and decisions, Committee conducts a self-evaluation at least annually, Committees make periodically reporting to the Board along with its suggestions and recommendations.

Independent Director’s performance evaluation was carried out on parameters such as Director upholds ethical standards of integrity, the ability of the director to exercise objective and independent judgment in the best interest of Company, the level of confidentiality maintained. The Directors expressed their satisfaction with the evaluation process.

The Board found the evaluation satisfactory and no observations were raised during the said evaluation in current year as well as in previous year.

26. Related Party Transactions

All contracts/ arrangements/ transactions entered by the Company during FY 2023-24 with related parties were on an arm’s length basis and in the ordinary course of business. There were no Material Related Party Transactions (MRPTs) undertaken by the Company during the year that require Shareholder’s approval under Regulation 23(4) of the SEBI Listing Regulations or Section 188 of the Act. The approval of the Audit Committee was sought for all RPTs. Certain transactions which were repetitive in nature were approved through omnibus route. All the transactions were in compliance with the applicable provisions of the Act and SEBI Listing Regulations. Details with respect to transaction(s) with the Related Party(ies) entered into by the Company during the reporting period are disclosed in the accompanying Financial Statements and the details pursuant to clause (h) of Section 134(3) of Act and Rule 8(2) of the Companies (Accounts) Rules, 2014 are given in Form AOC-2 is annexed as Annexure “B” to the Board’s Report

Your directors draw attention of the shareholders to the financial statements which set out related party disclosures.

Related Party Transactions Policy as approved by the Board has been uploaded on the Company’s website www.josts.com at the web link: https://josts.com/wp-content/uploads/2022/04/14.1-Policy-on-Related-Party-Transaction-10-02-2022.pdf

27. Maintenance of Cost Records

In terms of the provisions of Section 148(1) of the Companies Act, 2013 read with the Companies (Cost Records and Audit) Rules, 2014, the Central Government has mandated certain class of Companies to maintain cost records. Being a manufacturing Company, the Company falls under the prescribed class of Companies and maintains Cost Accounts and Records which are also subject to Audit conducted by a Cost Auditor.

Annual Report

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28. Auditors

(i) Statutory Auditors

M/s. Shah Gupta & Co. Chartered Accountant (FRN.109574W) was appointed as Statutory Auditors of the Company at the 115th Annual General Meeting of the Company held on 26[th ] September, 2022 for a term of five years till the conclusion of 120[th] AGM to be held in the year 2027.

The observations of the Auditors, if any, are explained wherever necessary, in the appropriate notes to the accounts. The Statutory Auditor’s report does not contain any qualifications, reservations, adverse remarks or disclaimers, which would be required to be dealt with in the Boards’ Report.

Pursuant to provisions of the Section 143(12) of the Companies Act, 2013, the Statutory Auditors has not reported any incident of fraud during the year under review.

(ii)

Secretarial Auditor

M/s Akshay Gupta & Co., having Unique Code Number: S2018RJ64900 was appointed to conduct Secretarial Audit under the provisions of Section 204 of the Companies Act, 2013 for the financial year ended 31[st] March,2024. Further, pursuant to Regulation 24A of SEBI Listing Regulations, Secretarial Audit of MHE Rentals India Private Limited, Material Subsidiary of the Company, have also been undertaken. The Secretarial Audit Report of the Company and of Company’s Material Subsidiary i.e. MHE Rentals India Private Limited for the financial year ended 31[st] March,2024 is annexed to this Boards’ Report as Annexure “C” and does not contain any qualification, reservation, disclaimer or adverse remarks.

Also, pursuant to the provisions of Regulation 24A of the SEBI Listing Regulations read with SEBI Circulars issued in this regard, the Annual Secretarial Compliance Report duly signed by M/s Akshay Gupta & Co., Company Secretaries, has also been submitted to the Stock Exchanges within 60 days of the end of the financial year.

Further, the Board has re-appointed M/s Akshay Gupta & Co., Company Secretaries (FRN: S2018RJ649000) as Secretarial Auditor of the Company for the FY 2024-25.

Pursuant to provisions of the Section 143(12) of the Companies Act, 2013, neither the Statutory Auditors nor the Secretarial Auditor has reported any incident of fraud during the year under review.

(iii) Internal Auditors

Your Directors, during the year under review, has appointed M/s S.G.C.O & Co. LLP, to act as the Internal Auditors of the Company for the financial year 2023-24 pursuant to section 138 of the Companies Act, 2013 read with The Companies (Accounts) Rules, 2014.

Further, the Board has appointed M/s S.G.C.O & Co., LLP as the Internal Auditors of the Company for the FY 2024-25.

Annual Report

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(iv)

Cost Auditors

Your Directors inform the Members that pursuant to Section 148 of the Companies Act, 2013 read with The Companies (Cost Records and Audit) Rules, 2014, Manufacturing Companies are required to get their cost records audited. In this connection, the Board of Directors of the Company on the recommendation of Audit Committee had approved the appointment of M/s. Devarajan Swaminathan & Co. Cost Accountants (FRN: 100669) as the Cost Auditor of the Company for the year ending 31[st] March, 2024.

The Cost Auditor’s report does not contain any qualifications, reservations, adverse remarks or disclaimers, which would be required to be dealt with in the Boards’ Report.

Pursuant to the provisions of Section 148 of the Companies Act, 2013, read with Notifications / Circulars issued by the Ministry of Corporate Affairs from time to time, the Board appointed M/s. R. R Ahirwar & Associates, Cost & Management Accountants (FRN: 103745), to audit the cost records of the Company for the financial year 2024-25.

The remuneration payable to the Cost Auditor is subject to ratification by the Members at the Annual General Meeting. Accordingly, the necessary Resolution for ratification of the remuneration payable to M/s. R. R Ahirwar & Associates, Cost & Management Accountants (FRN: 103745), for the audit of cost records of the Company for the financial year 2024-25, has been included in the Notice of the forthcoming 117[th] Annual General Meeting of the Company. The Directors recommend the same for approval by the Members.

29. Corporate Social Responsibility (CSR)

The Company has in place a Corporate Social Responsibility Policy (“CSR policy”) in accordance with the provisions of Section 135 of the Companies Act, 2013 read with,The Companies (Corporate Social Responsibility Policy) Rules, 2014 on recommendation of Corporate Social Responsibility Committee (“CSR Committee”) and on approval of the Board of Directors of the Company.

The CSR Committee undertakes CSR activities in accordance with its Corporate Social Responsibility Policy (CSR Policy) uploaded on the Company’s website at www.josts.com at the web link: https://josts.com/wp-content/uploads/2022/11/CSR-Policy.pdf

The 2% of the average net profit, as calculated pursuant to the provisions of the Companies Act, 2013 for the FY 2023-24 was ₹ 14.52 Lakhs which was spent during the year itself. A detailed report on CSR activities is enclosed as Annexure “D” to the Board’s report.

30. Disclosure pursuant to Section 197 (12) of the Companies Act, 2013, and Rule 5(1) of Companies (Appointment and Remuneration of Managerial Personnel), Rules, 2014

Disclosure with respect to the remuneration of Directors, Key Managerial Personnel and Employees as required under Section 197 (12) of the Companies Act, 2013 and Rule 5(1) of Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, is annexed as Annexure “E” to the Board’s Report.

Annual Report

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31.Management Discussion and Analysis Report

The Management Discussion and Analysis Report, as required under Schedule V of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 is annexed as Annexure “F” and forms an integral part of this Board’s Report.

32. Corporate Governance

The Corporate Governance Report for the year ended March 31[st] , 2024 alongwith Certificate of Compliance of conditions of the Corporate Governance received from the M/s Akshay Gupta & Co., Practicing Company Secretary, as per the requirements of SEBI (Listing Obligations and Disclosure Requirements) is annexed as Annexure “G” and forms an integral part of this Board’s Report.

33. Internal Control System

The Company has an effective Internal Control System in place considering the size, scale and complexity of operations.

The internal control is supplemented by the detailed internal audit programme, reviewed by management and by the Audit Committee and documented Policies, SOPs, Guidelines and Procedures.

The Internal Audit monitors and evaluates the efficacy and adequacy of internal control system in the company, its compliance with operating systems, accounting procedures and policies at all locations of the company.

34. Significant and Material Orders passed by the Regulators or Courts

There are no significant and material orders passed by the Regulators / Courts that would impact the going concern status of the Company and its future operations. However, member’s attention is drawn to the statement on ‘Contingent Liabilities’ in the notes forming part of the Financial Statements.

35. Declaration of Independence

All Independent Directors of the Company have given requisite declarations under Section 149(7) of the Act, that they meet the criteria of independence as laid down under Section 149(6) of the Act alongwith Rules framed thereunder, Regulation 16(1)(b) of SEBI Listing Regulations and have complied with the Code of Conduct of the Company as applicable to the Board of Directors and Senior Management. In terms of Regulation 25(8) of the SEBI Listing Regulations, the Independent Directors have confirmed that they are not aware of any circumstance or situation, which exists or may be reasonably anticipated, that could impair or impact their ability to discharge their duties with an objective independent judgement and without any external influence. The Company has received confirmation from all the Independent Directors of their registration on the Independent Directors Database maintained by the Indian Institute of Corporate Affairs, in terms of Section 150 read with Rule 6 of the Companies (Appointment and Qualification of Directors) Rules, 2014.

36. Directors and Key Managerial Personnel

The list of Director’s and Key Managerial Personnel at the end of the reporting period is as under:

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Name	Designation	Category
Mr. Jai Prakash Agarwal (DIN: 00242232)	Chairman and Whole Time Director	Executive
Mr. Vishal Jain (DIN: 00709250)	Managing Director & CEO	Executive
Mrs. Shikha Jain (DIN: 06778623)	Director	Non-Executive
Mr. Marco Philippus Ardeshir Wadia (DIN: 00244357)	Independent Director	Non-Executive
Mr. Shailesh Rajnikant Sheth (DIN: 00041713)	Independent Director	Non-Executive
Mr. Sanjiv Swarup (DIN: 00132716)	Independent Director	Non-Executive
Mr. Farokh Kekhushroo Banatwalla (DIN: 02670802)	Independent Director	Non-Executive
Mrs. Rekha Shreeratan Bagry (DIN: 08620347)	Independent Director	Non-Executive
Mr. Pramod Maheshwari (DIN: 00185711)	Independent Director	Non-Executive

Mr. Jai Prakash Agarwal (DIN: 00242232), Executive Director of the Company retires by rotation at the ensuing Annual General Meeting and being eligible offered himself for re-appointment.

The disclosures required pursuant to Regulation 36 of the SEBI Listing Regulations and the Secretarial Standards on General Meeting ('SS-2') are given in the Notice of this AGM, forming part of the Annual Report.

The second term of Mr. Farokh Kekhushroo Banatwalla (DIN: 02670802), Mr. Marco Philippus Ardeshir (DIN: 00244357) and Mr. Shailesh Rajnikant Sheth (DIN: 00041713) as an Independent Director of the Company was completed on 31[st] March, 2024, thereafter, ceases to be the Directors of the Company.

37. Investor Education & Protection Fund (‘IEPF’)

Pursuant to Sections 124 and 125 of the Act read with the Investor Education and Protection Fund Authority (Accounting, Audit, Transfer and Refund) Rules, 2016 (“IEPF Rules”), dividend, if not claimed for a period of seven years from the date of transfer to Unpaid Dividend Account of the Company, are liable to be transferred to IEPF.

Further, all the shares in respect of which dividend has remained unclaimed for seven consecutive years or more from the date of transfer to unpaid dividend account shall also be transferred to the demat account of IEPF Authority. The said requirement does not apply to shares in respect of which there is a specific order of Court, Tribunal or Statutory Authority, restraining any transfer of the shares.

In the interest of the shareholders, the Company sends reminders to the shareholders to claim their dividends in order to avoid transfer of dividends/shares to IEPF Authority. Notices in this regard are also published in the newspapers and the details of unclaimed dividends and shareholders whose shares are liable to be transferred to the IEPF Authority, are uploaded on the Company’s website.

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In light of the aforesaid provisions, the Company is required to transfer dividends which remained unpaid/ unclaimed for a period of seven years to the IEPF established by the Central Government. The unpaid/ unclaimed dividend for the year ended March 31[st] , 2017 is due for transfer to IEPF on or after August 25[th] , 2024.

During the period under review, the Company transferred 1330 Equity Shares of ₹ 2/- each, on which dividend of the year 2016 remained unclaimed for seven consecutive years to Investor Education and Protection Fund (IEPF) pursuant to Section 124 (6) of the Companies Act, 2013 within the scheduled time.

Further, a Dividend amount of ₹ 19600/- which remained unclaimed against dividend of the year 2016, was transferred to IEPF pursuant to Section 124 of the Companies Act, 2013 within the Scheduled time.

38. Statement on compliances of applicable Secretarial Standards

In requirement of para 9 of revised Secretarial Standards on Board Meeting i.e. SS-1, your Directors states that they have devised proper systems to ensure compliance with the provisions of all applicable Secretarial Standards and that such systems are adequate and operating effectively.

39. Material changes and commitments, if any

No material changes and commitments affecting the financial position of the Company occurred between the end of the financial year of the company to which the financial statements relate and the date of the report.

40. Disclosure of Accounting Treatment

The Company has followed the same accounting treatment as prescribed in the relevant Indian Accounting Standards while preparing the Financial Statements.

41. Change in the nature of business

There is no change in the nature of the business of your Company during the Financial Year under review.

42. Statement in respect of adequacy of internal financial control with reference to the financial statements.

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

43. Proceeding under Insolvency and Bankruptcy Code, 2016

During the year under review, the Company has neither made any application nor any proceeding were pending under the Insolvency and Bankruptcy Code, 2016 (“IBC Code”). Further, at the end of the financial year, Company does not have any proceedings related to IBC Code.

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44. Reserves

During the financial year ended March 31[st] , 2024, no amount was transferred to General reserves.

45. Acknowledgements

The Board of Directors wish to place on record their appreciation for the continued support and co-operation by the bankers, customers, suppliers and other stakeholders. The Directors also thank the employees at all levels for their hard work, dedication and support.

For and on behalf of the Board

Sd/Jai Prakash Agarwal Chairman and Whole Time Director DIN: 00242232

Date: August 7[th] , 2024 Place: Thane

Annual Report

Annexure “A” to the Board ‘s Report

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Conservation of Energy, Technology Absorption and Foreign Exchange Earnings and Outgo Pursuant to Provisions of Section 134 of the Companies Act, 2013, read with Rule 8 (3) of Companies (Accounts) Rules, 2014.

(A) Conservation of Energy

(i) The steps taken or impact on conservation of energy

Regular monitoring of all equipment’s and devices which consume electricity, continues to be in place in the factory. Water consumption is also monitored as regular function of maintenance Dept., though our type of business does not consume much water.

(ii) The steps taken by the Company for utilizing alternate sources of energy

All lighting fixtures have been changed to LED on the shop floor as well as offices.

(iii) The capital investment on energy conservation equipment.

Installed Automatic Power Factor Correction unit which helped to improve power factor, Which also avoid penalty due to lagging Factor.

(B) Technology Absorption

(i) The efforts made towards technology absorption

This is ongoing process for all our manufactured products.

1) Installed Channel Rolling Machine for Productivity Improvement.
2) Upgraded CAD Software to Improve Efficiency.
3) Jib Crane Installed in Paint Shop.

(ii) The benefits derived like product improvement, cost reduction, product development or import substitution

Product quality improvements is at the heart of Technology upgrades. Under this we have implemented following Improvement: -

1) Vertical Drive for BOPT has been Developed.
2) First Batch of Li-ion Equipment supplied.

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(iii) In the case of imported technology (imported during the last three years reckoned from the beginning of the financial year).

(a) The details of technology imported - Not Applicable (b) The year of import - Not Applicable (c) Whether the technology been fully absorbed - Not Applicable (d) If not fully absorbed, areas where absorption has not taken place and the reasons thereof - Not Applicable

(iv) The expenditure incurred on Research and Development-NIL

(C) Foreign Exchange Earnings and Outgo

Foreign Exchange Earnings – ₹ 697 Lakhs Foreign Exchange Outgo – ₹ 3720 Lakhs

For and on behalf of the Board Sd/Jai Prakash Agarwal Chairman & Whole Time Director DIN: 00242232

Date: August 7[th] , 2024 Place: Thane

Annual Report

Annexure ‘B’ to the Board Report

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FORM NO. AOC.2

Form for disclosure of particulars of contracts/arrangements entered 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

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

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 relation- ship	Nature of contracts/ar- range- ments/trans- actions	Duration of the contracts/ar- range- ments/transac- tions	Salient terms of the contracts or arrangements or transactions including the value, if any	Justifcation for entering into such contracts or arrange- ments or transaction	date(s) of ap- proval by the Board	Amou nt paid as ad- vanc- es, if any:	Date on which the special resolution was passed in general meeting as required under frst proviso to section 188
Not Applicable

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 relation- ship	Nature of contracts/ar- range- ments/transac- tions	Duration of the contracts/ar- range- ments/transac- tions	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:
Not Applicable

For and on behalf of the Board

~~-~~ Sd/ Jai Prakash Agarwal Chairman & Whole Time Director DIN: 00242232

Date: August 7[th] , 2024 Place: Thane

Annual Report

Annexure ‘C’ to the Board Report

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Form No. MR-3

SECRETARIAL AUDIT REPORT FOR THE FINANCIAL YEAR ENDED MARCH 31[ST] , 2024

[ Pursuant to section 204(1) of the Companies Act, 2013 and Rule No.9 of the Companies

(Appointment and Remuneration of Managerial Personnel) Rules, 2014 ]

To, The Members, JOST’S ENGINEERING COMPANY LIMITED Great Social Bldg., 60 Sir P. M. Road, Fort, Mumbai 400001

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

Based on our verification of the Company’s books, papers, minute books, forms and returns filed and other records maintained by the company and also the information provided by the Company, its officers, its agents and authorized representatives during the conduct of secretarial audit, we hereby report that in our opinion, the company has, during the audit period covering the financial year ended as on March 31[st] , 2024 (hereinafter referred to as “Audit Period”) complied with the statutory provisions listed hereunder and also that the Company has proper Board-processes and compliance-mechanism in place to the extent, in the manner and subject to the reporting made hereinafter:

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

I. The Companies Act, 2013 (the Act) and the rules made there under;
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; (Not applicable to the Company during the reporting period under audit) V. The following Regulations and Guidelines prescribed under the Securities and Exchange Board of India Act, 1992 (‘SEBI Act’): -

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(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 (Share Based Employee Benefits and Sweat Equity) Regulations, 2021; (Not applicable to the Company during the reporting period under audit)
(e) The Securities and Exchange Board of India (Issue and Listing of Debt Securities) Regulations, 2008; (Not applicable to the Company during the reporting period under audit)
(f) The Securities and Exchange Board of India (Registrars to an Issue and Share Transfer Agents) Regulations, 1993;
(g) The Securities and Exchange Board of India (Delisting of Equity Shares) Regulations, 2021; (Not applicable to the Company during the reporting period under audit)
(h) The Securities and Exchange Board of India (Buyback of Securities) Regulations, 2018; (Not applicable to the Company during the reporting period under audit)
(i) The Securities and Exchange Board of India (Depositories and Participants) Regulations, 2018;
(j) The Securities and Exchange Board of India (Investor Protection and Education Fund) Regulations, 2009;
(k) The Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015.

During the period under review the Company has complied with the provisions of Act, Rules, Regulations, Guidelines etc. mentioned above.

VI. The Following other laws specifically applicable to the industry to which the Company belongs and compliances of which is relied upon the representation by the management:
(a) The Factories Act, 1948;
(b) Micro, Small and Medium Enterprises Development Act, 2006;
(c) The Payment of Wages Act, 1936;
(d) The Employee’s Provident Funds and Misc. Provisions Act, 1952;
(e) The Payment of Bonus Act, 1965;
(f) The Payment of Gratuity Act, 1972;
(g) Trade Union Act, 1926;
(h) Employees State Insurance Act, 1948;
(i) Minimum Wages Act, 1948;
(j) Environment (Protection) Act, 1986;
(k) The Contract Labour (Regulation and Abolition) Act, 1970
(l) The Apprentice Act, 1961

We have also examined compliance with the applicable clauses of the following:

I. Secretarial Standards on Board and General Meetings (SS-1 & SS-2) issued by The Institute of Company Secretaries of India.

II. The Listing Agreement entered into by the Company with Bombay Stock Exchange Limited.

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We further report that The Board of Directors of the Company is duly constituted with proper balance of Executive Directors, Non-Executive Directors and Independent Directors. The changes in the composition/designation 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 notices were given to all directors to schedule the Board Meetings, agenda and detailed notes on agenda were sent at least seven days in advance, and a system exists for seeking and obtaining further information and clarifications on the agenda items before the meeting and for meaningful participation at the meeting. Majority decision is carried through while the dissenting member’s views are captured and recorded as part of the minutes.

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

We further report that during the audit period no specific events/actions occurred having a major bearing on the Company’s affairs in pursuance of the above referred laws, rules, regulations, guidelines, standards, etc. except the following:

During the year under review, fully convertible warrants on a preferential basis were issued to the persons belonging to the promoter and promoter group category and Equity shares on a Preferential basis were issued to the persons belonging to the non-promoter category, for which listing approval was also obtained in a due time.

For AKSHAY GUPTA & COMPANY COMPANY SECRETARIES

Sd/PROPRIETOR Membership No. F12960 COP No: 21448 Peer review No.: 1872/2022 Unique Code No.: S2018RJ64900

Date : June 6[th] .2024 Place : Kota UDIN : F012960F000538201

Annual Report

‘Annexure A’

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To, The Members JOST’S ENGINEERING COMPANY LIMITED

Great Social Bldg., 60 Sir P. M. Road, Fort, Mumbai 400001

Our 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. Our responsibility is to express an opinion on these secretarial records based on our audit.
We have followed the audit practices and process as were appropriate to obtain reasonable assurance about the correctness of the contents of the Secretarial records. The verification was done on test basis to ensure that correct facts are reflected in Secretarial records. We believe that the process and practices, we followed provide a reasonable basis for our opinion.
We have not verified the correctness and appropriateness of financial records and Books of Accounts of the Company.
Where ever required, we 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. Our examination was limited to the verification of procedure on test basis.
The Secretarial Audit report is neither an assurance as to the future viability of the Company nor of the efficacy or effectiveness with which the management has conducted the affairs of the Company.

For AKSHAY GUPTA &COMPANY COMPANY SECRETARIES

Place : Kota Date : June 6[th] .2024 UDIN : F012960F000538201

PROPRIETOR Membership No.: F12960 COP No: 21448 Peer Review No.: 1872/2022 Unique Code No.: S2018RJ64900

Annual Report

Form No. MR-3 SECRETARIAL AUDIT REPORT

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

To, The Members, MHE RENTALS INDIA PRIVATE LIMITED 304, 3rd Floor, Bharat Chamber, Sant Tukaram Road, Carnac Bunder Princess Dock Mumbai, MH- 400009

We have conducted the secretarial audit of the compliance of applicable statutory provisions and the adherence to good corporate practices by MHE Rentals India Private Limited (hereinafter called “the company”). Secretarial Audit was conducted in a manner that provided us a reasonable basis for evaluating the corporate conducts/statutory compliances and expressing our opinion thereon.

Based on our verification of the Company’s books, papers, minute books, forms and returns filed and other records maintained by the company and also the information provided by the Company, its officers, its agents and authorized representatives during the conduct of secretarial audit, we hereby report that in our opinion, the company has, during the audit period covering the financial year ended on MARCH 31[ST] , 2024 (hereinafter referred to as “Audit Period”) complied with the statutory provisions listed hereunder and also that the Company has proper Board-processes and compliance-mechanism in place to the extent, in the manner and subject to the reporting made hereinafter:

We have examined the books, papers, minute books, forms and returns filed and other records maintained by the Company for the financial year ended on MARCH 31[ST] , 2024 according to the provisions of:

I. The Companies Act, 2013 (the Act) and the rules made there under;

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; (Not Applicable to the Company during the Audit period under review)

V. The following Regulations and Guidelines prescribed under the Securities and Exchange Board of India Act, 1992 (‘SEBI Act’) to the extent applicable as a subsidiary of Public Company listed on BSE Limited:-

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(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 (Share Based Employee Benefits and Sweat Equity) Regulations, 2021;
- (Not applicable to the Company during the audit period under review)
(e) The Securities and Exchange Board of India (Issue and Listing of Debt Securities) Regulations, 2008;
- (Not applicable to the Company during the audit period under review)
(f) The Securities and Exchange Board of India (Registrars to an Issue and Share Transfer Agents) Regulations, 1993;
(g) The Securities and Exchange Board of India (Delisting of Equity Shares) Regulations, 2021;
- (Not applicable to the Company during the audit period under review)
(h) The Securities and Exchange Board of India (Buyback of Securities) Regulations, 2018; (Not applicable to the Company during the audit period under review)
(i) The Securities and Exchange Board of India (Depositories and Participants) Regulations, 2018;
(j) The Securities and Exchange Board of India (Investor Protection and Education Fund) Regulations, 2009;
(k) The Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015.
VI. The Following other laws specifically applicable to the industry to which the Company belongs and compliances of which is relied upon the representation by the managment:
(a) The Factories Act, 1948;
(b) Micro, Small and Medium Enterprises Development Act, 2006;
(c) The Payment of Wages Act, 1936;
(d) The Employees' Provident Funds and Misc. Provisions Act, 1952;
(e) The Payment of Bonus Act, 1965;
(f) The Payment of Gratuity Act, 1972; (g) Trade Union Act, 1926;
(h) Employees State Insurance Act, 1948;
(i) Minimum Wages Act, 1948;
(j) Environment (Protection) Act, 1986;
(k) The Contract Labor (Regulation and Abolition) Act, 1970
(h) The Apprentice Act, 1961

We have also examined compliance with the applicable clauses of the following:

I. Secretarial Standards issued by The Institute of Company Secretaries of India.

During the audit period, the Company has generally complied with the provisions of the Act, Rules, Regulations and Guidelines to the extent applicable, as mentioned above.

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We further report that The Board of Directors of the Company is duly constituted with proper balance of Directors. There is no changes in the composition of the Board of Directors took place during the period under review.

Adequate notice is given to all directors to schedule the Board Meetings, agenda and detailed notes on agenda were sent at least seven days in advance, and a system exists for seeking and obtaining further information and clarifications on the agenda items before the meeting and for meaningful participation at the meeting. Majority decision is carried through while the dissenting member’s views are captured and recorded as part of the minutes.

We further report that during the audit period, no specific events/ actions occurred having a major bearing on the Company’s affairs in pursuance of the above-referred laws, rules, regulations, guidelines, standards, etc., except the following:

Early redemption of 300 Unsecured Optionally Convertible Debentures (“OCD’s”) by the Company to the M/s Josts Engineering Company Limited, Holding Company.
Shifting of the registered office of the company outside the local limits of city, town or village but within the same ROC and State.

For AKSHAY GUPTA & COMPANY

COMPANY SECRETARIES

Place : Kota Date : June 6[th] , 2024 UDIN : F012960F000538276

Sd/-

PROPRIETOR Membership No. F12960 COP No: 21448 Peer review No.: 1872/2022 Unique Code No.: S2018RJ64900

Annual Report

‘Annexure A’

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To,

The Members

MHE RENTALS INDIA PRIVATE LIMITED

304, 3rd Floor, Bharat Chamber, Sant Tukaram Road, Carnac Bunder Princess Dock Mumbai, MH- 400009

Our 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. Our responsibility is to express an opinion on these secretarial records based on our audit.
We have followed the audit practices and process as were appropriate to obtain resoable assurance about the correctness of the contents of the Secretarial records. The verification was done on test basis to ensure that correct facts are reflected in Secretarial records. We believe that the process and practices, we followed provide a reasonable basis for our opinion.
We have not verified the correctness and appropriateness of financial records and Books of Accounts of the Company.
Where ever required, we 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, regutions, standards is the responsibility of management. Our examination was limited to the verification of procedure on test basis.
The Secretarial Audit report is neither an assurance as to the future viability of the company nor of the efficacy or effectiveness with which the management has conducted the affairs of the Company.

For AKSHAY GUPTA &COMPANY COMPANY SECRETARIES

Place : Kota Date : June 6[th] , 2024 UDIN : F012960F000538276

PROPRIETOR Membership No.: F12960 COP No: 21448 Peer Review No.: 1872/2022 Unique Code No.: S2018RJ64900

Annual Report

Annexure ‘D’ to the Board Report

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REPORT ON CSR ACTIVITIES OF THE COMPANY

for the year ended March 31[st] , 2024

1. Brief outline on CSR Policy of the Company

Your Company is committed to transforming health, education, sanitation & making available safe drinking water & social sector ecosystems and had been pursuing CSR initiatives even before it was mandated by law.

Your Company have always laid emphasis on progress with social commitment and believe strongly in core values of empowerment and betterment of not only the employees but also of communities. Your Company shall continue to make a meaningful and measurable impact in nation building, sustainable development, accelerated inclusive growth and social equity through its CSR initiatives. The targeted beneficiaries of CSR activities undertaken by your Company are the marginalized, disadvantaged, poor or deprived Sections of the communities.

As per the CSR Policy, the CSR Project are being identified and selected by the CSR Committee of the company considering various factors such as need assessment, available budget and measurable impacts, etc. For the period under review, your Company carried out the CSR activities either directly or through implementing Agency, under the Companies Act, 2013. During the year your company undertook several CSR initiatives in the field of Health, Education, Skill Development and various other activities as per CSR Policy of the Company.

2. Composition of the Committee

S. 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. Jai Prakash Agarwal	Chairman of CSR Committee and Chairman and Whole Time Director of the Company.	3	3
2	Mr. Vishal Jain	Member of CSR Committee and Managing Director & CEO of the Company	3	2
3	Mr. F K Banatwalla @	Member of CSR Committee and Independent Director of the Company	3	3
4	Mr. Sanjiv Swarup #	Member of CSR Committee and Independent Director of the Company	N.A.	N.A.

@ upto 31.01.2024, # w.e.f 31.01.2024

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3. Web-link where Composition of CSR committee, CSR Policy and CSR projects approved by the Board are disclosed on the website of the company.

The web link of the Composition of CSR Committee is https://josts.com/uploads/images/pdfs/Reconstitution%20of%20Committee%20of%20Directors_31-01-2024.pdf

The web link to the Contents of the CSR Policy and CSR projects approved by the Board is https://josts.com/wp-content/uploads/2022/11/CSR-Policy.pdf

4. Provide the executive summary along with web-link(s) of Impact Assessment of CSR Projects carried out in pursuance of sub-rule (3) of rule 8, if applicable- Not Applicable

5. (a) Average net profit of the company as per section 135(5): ₹ 726.18 Lakhs

(b) Two per cent of average net profit of the company as per section 135(5): ₹ 14.52 Lakhs

(c) Surplus arising out of the CSR projects or programmes or activities of the previous financial years.: N.A.

(d) Amount required to be set off for the financial year, if any: N.A.
(e) Total CSR obligation for the financial year (7a+7b-7c): ₹ 14.52 Lakhs

6. (a) Amount spent on CSR Projects (both Ongoing Project and other than Ongoing Project): ₹14.60 Lakhs

(b) Amount spent in Administrative Overheads: NIL
(c) Amount spent on Impact Assessment, if applicable: NIL
(d) Total amount spent for the Financial Year [(a)+(b)+(c)]: ₹ 14.60 Lakhs
(e) CSR amount spent or unspent for the financial year

Total Amount	Amount Unspent (in₹)	Amount Unspent (in₹)	Amount Unspent (in₹)	Amount Unspent (in₹)	Amount Unspent (in₹)
Spent for the Financial Year	Total Amount transferred to Unspent CSR Account as per Section 135(6)		Amount transferred to any fund specifed under Schedule VII as per second proviso to Section 135(5)
(₹in Lakhs)	Amount	Date of transfer	Name of the Fund	Amount	Date of transfer
14.60	Not Applicable		Not Applicable

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( f ) Excess amount for set off, if any:

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Sl. No.	Particular	Amount (in Lakhs)
(i)	Two percent of average net proft of the company as per section 135(5)	14.52
(ii)	Total amount spent for the Financial Year	14.60
(iii)	Excess amount spent for the fnancial year [(ii)-(i)]	0.08
(iv)	Surplus arising out of the CSR projects or programmes or activities of the previous fnancial years, if any	Nil
(v)	Amount available for set of in succeedingfnancialyears [(iii)-(iv)]	0.08

7. (a) Details of Unspent CSR amount for the preceding three financial years: Not Applicable

Sl. No.	Preceding Financial Year.	Amount transferred to Unspent CSR Account under section 135 (6) (in Rs.)	Amount spent in the reporting Financial Year (in Rs.).	Amount transferred to any fund specifed under Schedule VII as per section 135(6),if any.	Amount transferred to any fund specifed under Schedule VII as per section 135(6),if any.	Amount transferred to any fund specifed under Schedule VII as per section 135(6),if any.	Amount remaining to be spent in succeeding fnancial years. (in Rs.)
				Name of the Fund	Amount (in Rs).	Date of transfer.
1.	FY-1	-	-	-	-	-	-
2.	FY-2	-	-	-	-	-	-
3.	FY-3	-	-	-	-	-	-
	Total	-	-	-	-	-	-

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: Nil

Furnish the details relating to such asset(s) so created or acquired through Corporate Social Responsibility amount spent in the Financial Year: Not Applicable

Sl. No.	Short particulars of the property or asset(s) [including complete address and location of the property]	Pin Code of the property or asset(s)	Date of creation	Amount of CSR amount spent	Details of entity/ Authority/ benefciary of the registered owner	Details of entity/ Authority/ benefciary of the registered owner	Details of entity/ Authority/ benefciary of the registered owner
					CSR Registration Number, if applicable	Name	Registered Address
(1)	(2)	(3)	(4)	(5)	(6)

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

The Company has complied with the provisions laid down under Section 135 of Companies Act, 2013 and has spent in excess of requirement to spend for the financial year. Hence, there is no unspent amount.

For and on behalf of the Board

Sd /-

Jai Prakash Agarwal (Chairman & Whole Time Director & Chairman CSR Committee)

Sd/Vishal Jain (Managing Director & Chief Executive Officer and Member of CSR Committee)

Place: Thane

Place: Bangalore

Date: August 7[th] , 2024

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Annexure ‘E’ to the Board Report

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Disclosure pursuant to Section 197 (12) of Companies Act, 2013 and Rule 5 of Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 is provided below:

(i) The ratio of the remuneration of each Director to the median remuneration of the employees of the Company for the year 2023-24:

Name of the Directors	Nature of Directorship	Ratio
Mr. Jai Prakash Agarwal	Executive Chairman	12.19:1
Mr. VishalJain	ManagingDirector & CEO	5.87:1
Mrs. Shikha Jain	Non-Executive Director	0.36:1
Mr. Marco Wadia	Non-Executive Independent Director	0.42:1
Mr. Shailesh Sheth	Non-Executive Independent Director	0.73:1
Mr. Farokh KekhushrooBanatwalla	Non-Executive Independent Director	0.73:1
Mr. Pramod Maheshwari	Non-Executive Independent Director	0.36:1
Mr. Sanjiv Swarup	Non-Executive Independent Director	0.36:1
Mrs. Rekha Shreeratan Bagry	Non-Executive Independent Director	0.27:1

Notes:

Director’s Remuneration includes sitting fees for attending board / committee meetings.
Employees for the above purpose, includes all employees excluding employees governed under collective bargaining.
For computing median remuneration, the employees who have worked for the complete financial year 2023-24 have been considered.

(ii) The percentage increase in remuneration of each Director, Chief Financial Officer, Chief Executive Officer, Company Secretary, in the financial year 2023-24:

Name	Designation	Percentage increase in remuneration
Mr. Jai Prakash Agarwal	Executive Chairman	-
Mr. Marco Wadia	Non–Executive Independent Director	-6
Mr. Shailesh Sheth	Non–Executive Independent Director	-8
Mr. Farokh KekhushrooBanatwalla	Non–Executive Independent Director	-8
Mr. Vishal Jain	ManagingDirector & CEO	-49
Mrs. Shikha Jain	Non–Executive Director	-13
Mr. Pramod Maheshwari	Non–Executive Independent Director	300
Mr. Sanjiv Swarup	Non–Executive Independent Director	300
Mrs. Rekha Shreeratan Bagry	Non–Executive Independent Director	200
Mr. RohitJain	Chief Financial Of�icer	16
Mrs. Babita Kumari	CompanySecretary	64

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(iii) The number of permanent employees on the rolls of Company:

252 as on March 31st, 2024.

(iv) The percentage increase in the median remuneration of employees in the financial year 2023-24:

There is decrease of 2.74 % in the median remuneration of employees for the financial year 2023-24 as compared to median remuneration of employees for the financial year 2022-23.

(v) Average percentage increase already made in the salaries of employees other than the managerial personnel in the last financial year and its comparison with the percentage increase in the managerial remuneration and justification thereof and point out if there are any exceptional circumstances for increase in the managerial remuneration:

There is 12.13% average percentage increase in the financial year 2023-24, in the salaries of employees as compared to the average percentage increase of the previous financial year 2022-23. For computing average percentage increase in the salaries of the employees, the employees who have worked for the complete financial year 2022-23 and 2023-24 have been considered to make the figures comparable.

(vi) Affirmation that the remuneration is as per the Remuneration Policy of the Company:

The remuneration is as per the Remuneration Policy of the Company.

For and on behalf of the Board

Sd/Jai Prakash Agarwal Chairman & Whole Time Director DIN: 00242232

Date: August 7[th] , 2024 Place: Thane

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Annexure ‘F’ to the Board Report

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MANAGEMENT DISCUSSION AND ANALYSIS REPORT

Introduction

The global economy is struggling to maintain its post-Covid recovery as it continues to face successive shocks such as the recurring supply chain disruptions as of 2024. Should these persist, they will affect trade flows, transportation costs, economic output, and inflation worldwide. Despite these challenges, India remains quietly confident in its ability to weather the emerging disturbances, thanks to its experience in overcoming COVID and the energy and commodity price shocks of 2022.

The Indian economy is better positioned than ever to address these challenges due to the policies that have been implemented over the last decade. The Union government has escalated infrastructure development at an unprecedented rate, elevating overall public sector capital investment from ₹5.6 lakh crore in FY15 to ₹18.6 lakh crore in FY24, according to budget estimates a threefold increase.

Significant strides have been made in expanding India’s road, rail, and air networks. Since the country’s independence, 74 airports were built in the first 67 years; this number has doubled in the last nine years alone. University numbers have also risen from 723 in 2014 to 1,113 by 2023.

A pivotal reform over the past decade has been the shift in how the government engages with the private sector for development. The private sector is now a co-partner in various developmental initiatives. Several initiatives under the Aatmanirbhar Bharat and Make in India programs have been launched to boost India’s manufacturing capabilities and exports across various industries. The introduction of Aatmanirbhar Bharat aims to minimize government presence in Public Sector Enterprises (PSEs), restricting it to a few strategic sectors. Production Linked Incentives (PLI) have been provided to attract domestic and foreign investment and develop global manufacturing champions. Sectors like defense, mining, and space have been opened to enhance business opportunities for the private sector.

Focused efforts are underway to promote the manufacturing and use of renewable energy, transitioning away from coal. As of May 2024, renewable resources, including hydropower, boast a combined installed capacity of 193.57 GW.

By all accounts, India's growth is expected to remain robust, underpinned by macroeconomic and financial stability. Currently, FY24 provisional growth stands at 8.2 percent, with headline inflation expected to gradually align with targets. This optimistic growth outlook is primarily supported by the digital revolution, a regulatory environment conducive to entrepreneurship, and measures aimed at the economic upliftment of vulnerable societal segments. Efforts to develop niche and complex manufacturing sectors, build supporting physical infrastructure, and diversify export baskets toward higher value-added products are also contributing factors. Reforms undertaken by the Union government over the last decade have laid the foundation for a resilient, partnership-based governance ecosystem, enabling sustained economic growth. There are compelling reasons to believe that India's economic and financial cycles have grown longer and stronger, positioning the country for sustained rapid growth in the coming years.

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In conclusion, India continues to demonstrate resilience and progress amid global economic risks and uncertainties. Timely and effective policy measures aimed at achieving macro stability and repairing financial and non-financial sector balance sheets, coupled with significant investments in world-class physical and digital infrastructure, have enabled India to navigate both domestic and global challenges successfully. The economy remains on a steady path of progress, buoyed by the policy reforms already implemented and those forthcoming. With the commencement of India's 'Amrit Kaal,' the nation approaches future growth challenges as opportunities rather than obstacles.

India's real GDP has averaged a growth rate of 7.9 percent between FY22 and FY24, ranking it fifth globally. Currently, India's GDP is estimated at around USD 3.7 trillion. Within the next three years, India is projected to become the third-largest economy globally, achieving a GDP of USD 5 trillion. The robust domestic demand, driven by private consumption and investment, traces back to governmental reforms and measures from the past decade. Strengthened supply-side factors, including investments in infrastructure and manufacturing-enhancing measures, are expected to continue propelling economic activity. Accordingly, FY25's real GDP growth is likely to approach 7 percent.

A. Industry structure and developments:

● Material Handling Division (MHD)

Josts Material Handling Division is at the forefront of providing advanced material handling solutions. Effective material handling significantly enhances efficiency by saving materials, labour, time, and space. As a pioneer of internal material handling in India, Josts has established a reputation for innovation and reliability. Our flagship brands, JUMBO, PYGMY, and JOTRUK, are celebrated for their durability and extended service life. Leveraging decades of expertise, Josts delivers unparalleled sales and service support across a broad spectrum of industries, consistently adding value to our client’s operations.

With over forty years of experience, an ISO – 9001:2008 certified facility in Thane, near Mumbai, and a comprehensive Pan-India sales and service network, Josts is well-equipped to meet the diverse needs of our customers with top-tier solutions.

Josts provides bespoke "all-around solutions" for stacking, moving, and warehousing, offering an extensive portfolio of material handling products, services, and consultations that cover every facet of intra-logistics.

Josts has purchased leasehold land (Plot area - 1,27,237 Sq. Ft.) in MIDC, Murbad through its wholly owned subsidiary JECL Engineering Limited for setting up greenfield manufacturing facility of Material Handling Equipment’s. The plant has commissioned trial production on May 10th 2024. This plant has the capacity to produce approximately 2100 Material Handling equipment’s annually, which is twice the current capacity.

● Engineering Products Division (EPD)

Josts Engineering Products Division is dedicated to delivering global, innovative technologies that enhance environmental sustainability and improve the performance of our customer’s processes and products.

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In collaboration with some of the world's leading manufacturers, Josts Engineered Products Division offers sophisticated engineering solutions for highly demanding industrial applications. These solutions integrate the legacy of innovation and global leadership of our partners with our local expertise, knowledge, and extensive market reach. We have added below mentioned 4 principals to our basket during the year:

Rhinemetal, Germany: Air Starter Units for Aircrafts
MTI, USA: Signal Simulators
Fluke reliability, USA: Condition Monitoring Systems
LIB, China: Ovens and Chambers for Automotive, Aerospace and Defense

Josts along with its joint venture partner has received order from Rajasthan Rajya Vidyut Prasaran Nigam Limited of ₹ 362.96 Crores (Including Taxes) for construction of various transmission lines. Josts share in the above order is 50% of the order value i.e. ₹ 181.48 Crores (Including Taxes). All the approvals have been received from the department and the project execution work has started in financial year 2024-25.

During the year, we have procured a transformer testing van which will help us in increasing the electrical testing business with electrical utilities. We have 2 NABL accredited labs in Kolkata and Mumbai, which will help in generating calibration service revenues. Our comprehensive service includes complete engineered product solutions, technical and commercial support in sales, commissioning, and service, alongside the design and development of software crucial for operating the products we offer. The EPD team collaborates closely with both principals and customers, from pre-sales through to commissioning and ongoing services, to ensure the full realization of specific customer objectives.

B. Opportunities and threats

With the Government of India initiating substantive policy reforms in the past 3 years and allocating higher budgets for indigenous procurement, the macro picture has become more positive for the business. The determined push by the government under the ‘Make in India’ initiative and ‘Atmanirbhar vision’ saw positive traction towards indigenous production. The material handling industry is expected to gain from robust demand for steel, power, mineral, railways, defence and other infrastructure industries.

The demand for engineered products from the capital goods sector is projected to remain high as the industry is demanding higher productivity, precision and accuracy and low-cost manufacturing solutions. Increased investment in high quality test and measurement instruments for research and development by Indian manufacturing industries which resulted in sustained demand of Josts Products.

With the government’s renewed focus on incentivizing the manufacturing sector, the logistics market will reap the benefits in the coming years. Growth in the e-commerce sector is also another significant demand driver for our products.

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C. Risks and concerns.

The company faces various operational risks, including geological, supply chain, and procurement risks, as well as issues related to client payment terms. Risk management is a critical part of our strategic approach, as we proactively identify potential risks and adjust our short-term plans to mitigate impacts that could materially affect our long-term goals.

Economic Risk: A downturn in economic growth could severely affect the infrastructure sectors and consequently, our company’s performance.

Mitigation: Josts utilizes efficient cost management and tweaks the marketing mix to manage these risks effectively.

Credit Risk: Delayed payments from clients can negatively impact the company's cash flow, affecting several other capital-dependent activities.

● Mitigation: We emphasize robust control over working capital and have developed strong processes for continuous tracking of debtor profiles and cash inflows to minimize this risk.

Credit Risk: Increases in raw material prices and competitive pricing could threaten the business.

Mitigation: We mitigate this through long-term vendor relationships and by maintaining a dedicated team that tracks material pricing.

HR Risk: The company's operations could be impacted if there are not enough skilled employees who are motivated to innovate and grow under pressure.

● Mitigation: We focus on creating a motivated workforce by paying attention to the needs of our employees and ensuring a good working environment. Regular training and team-building exercises are conducted to minimize fatigue and enhance performance.

D. Financial and operational performance

● Material Handling Division (MHD)

The performance of the material handling division has improved drastically during the year. MHD has shown tremendous growth in the financial year 2023-24.

Revenue for the Material Handling Division has increased slightly against last year’s revenue. Profit before tax has increased by 94% against last year due to cost optimization.

Operational Review:

During the year, revenue has increased from ₹ 10,025 lakhss to ₹ 10,434 lakhs. Profit before tax has increased to 9% in FY24 against 5% in FY23.

Financial Review:

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(₹ in lakhs) (₹ in lakhs)

● Engineering Products Division (EPD)

EPD’s revenue increased by 18% in FY24. Our expected orders were on time due to proper movement. The delivery of imported materials was delayed because of the global supply chain disruption caused by the pandemic. Due to supply chain disruptions, our margin has been impacted and reduced from 16% to 14% during the year.

Operational Review:

During the year, revenue increased by 18%. Profit before tax marginally reduced to 14% in FY 24 against 16% in FY23.

Financial Review:

Particulars	FY24	FY23
Revenue (₹ in lakhs)	6,985	5,944
Pro�it before tax (₹ in lakhs)	963	966
Pro�it before tax(%)	14%	16%

E. Outlook

Budget 2024-25 Highlights: The Ministry of Railways received a historic capital outlay of ₹2.52 lakh crore (US$ 30.3 billion) in the 2024-25 budget, marking the highest ever allocation which is nearly tenfold the outlay of 2013-14. This investment underscores the rapid growth of the Indian Railway network, which is poised to become the third largest in the world over the next five years, capturing 10% of the global market.

Healthcare Sector Growth: Healthcare has ascended to be one of India’s predominant sectors in terms of revenue and employment, employing 7.5 million people as of 2024. The sector's expansion is fueled by greater coverage, services, and increased investments from both public and private entities. Advancements in telemedicine, virtual healthcare assistants, and data analytics are projected to generate between 2.7 and 3.5 million new tech-related jobs.

Civil Aviation Industry Expansion: India's civil aviation sector has been among the fastest-growing industries over the last three years. Projected by the International Air Transport Association (IATA) to surpass the United States and China, India is set to become the world’s third-largest air passenger market by 2030. Currently, India boasts 148 operational airports with

plans to expand to 220 by 2025. The sector expects to attract ₹35,000 crore (US$ 4.99 billion) in investments over the next four years, with the government allocating US$ 1.83 billion towards airport infrastructure and aviation services by 2026.

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Defense Sector Developments: India's defense budget for 2024 ranks as the fourth largest globally at US$ 74.7 billion. The country targets annual defense exports worth US$ 6.02 billion by 2028-29, marking a 334% growth over the past five years. Currently exporting to over 75 countries, India has set a production target of US$ 25 billion by 2025, including US$ 5 billion from exports.

Josts Strategic Positioning: Josts maintains a strong presence across infrastructure, defense, automotive, aerospace, energy and railway sectors, well-positioned to leverage the ongoing capital expenditure cycle. The company is expected to deliver an improved performance in the upcoming year.

Internal Controls and Their Adequacy:

Josts employs a robust internal control system that ensures operational effectiveness and accurate, timely financial reporting, consistent with the company’s policies. This system is crucial for identifying and mitigating risks. Over the past year, these controls were rigorously tested, revealing no significant weaknesses.

External auditors regularly review Josts internal controls, providing reports to senior management to facilitate prompt corrective actions if deficiencies are identified. A comprehensive, risk-based internal audit program continuously verifies the sufficiency and efficacy of these controls.

F. Material developments in Human Resources / Industrial

Sustainable, profitable growth can only be achieved in an organization that focuses on the culture of performance; where employees are engaged and empowered to do their best.

We ensure that the work environment is conducive to the growth of employees. Significant human resource initiatives were taken to ensure that the business operates without any impediments. Josts has 252 permanent employees as of March 31[st] 2024.

G. Details of significant changes (i.e. change of 25% or more as compared to the immediately previous financial year) in key financial ratios, along with detailed explanations therefore, including details of any change in Return on Net Worth as compared to the immediately previous financial year along with a detailed explanation thereof

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Interest Coverage Ratio – Increase in interest coverage ratio is due to increase in profit.

Debt Equity Ratio – Increase in debt equity ratio is due to increase in debt from ₹101 lacs to ₹878 lacs in FY 23-24

Net Profit Margin Ratio– Due to increase in sales, the profitability has increased during the year in comparison to previous year which further resulted in increase in net profit margin.

H. Cautionary Statement:

Statements made in Management Discussion and Analysis are only predictions within the meaning of applicable securities laws and regulations. Many factors may affect the actual results, which could be different from what the Directors envision in terms of future performance and outlook.

The Company assumes no responsibilities for the predictive statements herein, which may undergo changes in the future based on subsequent developments, information or events.

For and on behalf of the Board

Sd/Jai Prakash Agarwal Chairman DIN: 00242232

Date : August 7[th] 2024 Place : Thane

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Annexure ‘G’ to the Board Report

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CORPORATE GOVERNANCE REPORT

The Corporate Governance Report for Financial Year 2023-24, which forms part of Board’s Report, is prepared pursuant to SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (“SEBI (LODR)”).

1. COMPANY’S PHILOSOPHY ON CORPORATE GOVERNANCE:

The Company continues to lay great emphasis on the highest standard of corporate governance. The Company has adopted an appropriate Corporate Governance framework to ensure accountability, transparency, timely disclosure and dissemination of information, ensuring meticulous compliance with applicable laws and regulations and conducting business in its best ethical manner.

The Board along with its committees undertake its fiduciary and trusteeship responsibilities to all its stakeholders by ensuring transparency, fair play and independence in its decision making. The Company provides access to the Board of all relevant information and resources to enable it to carry out its role effectively. The Company is committed to upholding the highest standards of Corporate Governance in its operations and will constantly endeavour to improve on these aspects on an ongoing basis.

2. BOARD OF DIRECTORS:

a. Composition and Category of Directors, attendance of Directors at Board Meetings and Annual General Meeting, number of other Board of Directors or Committees in which a Director is a member or chairperson.

The Board of Directors of the Company consists of eminent persons with considerable professional expertise and experience in business and industry, finance, management and legal and provide leadership and guidance to the Company’s management. The Directors contribute their diversified knowledge, experience and expertise in respective areas of their specialization for the growth of the Company.

As on March 31[st] , 2024, the Board of Directors of the Company comprised of Nine (9) Directors, of which Two (2) are Executive Directors, Six (6) are Independent Directors and One (1) is Non Executive Non-Independent Director. The Company has received declarations from the Independent Directors confirming that they meet the criteria of independence as prescribed both under Section 149 (7) of the Companies Act, 2013 and under SEBI (LODR). None of the Directors on the Board is a member of more than ten Committees and Chairman of more than five Committees across all companies in which they are Directors as specified in SEBI (LODR). The Board does not have any Nominee Director representing any financial institution.

The composition of the Board of Directors with reference to number of Executive and Non-Executive Directors, meets with the requirements of Regulation 17 of SEBI (LODR).

The details of the Directors by category, attendance and other Directorships including Memberships/Chairmanships of Board Committees and number of shares held as on March 31[st] , 2024 are tabled below:

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Name	Designation	Category	No of Directorship in listed entities including this listed entity	No of Indepen- dent Direc- torship in listed entities including this listed entity	Number of membership in Audit/ Stakeholder Committee(s) held in listed entities including this listed entity	No of post of Chairperson in Audit/ Stakeholder Committee held in listed entities including this listed entity	No. of Equity Shares/ Convert- ible warrants held
Mr. Jai Prakash Agarwal (DIN: 00242232)	Chairman & Whole Time Director	Promoter, Executive Director	1	0	2	0	6,64,955 Equity shares/ 50,000 Convertible Warrants
Mr. Vishal Jain (DIN: 00709250)	Managing Director & Chief Executive Of�icer	Promoter, Executive Director	1	0	0	0	5,91,075 Equity shares/ 25,000 Convertible Warrants
Mrs. Shikha Jain (DIN: 06778623)	Director	Promoter, Non- Executive- Non Independent Director	1	0	0	0	5,64,105 Equity shares/ 25,000 Convertible Warrants
Mr. Shailesh Rajnikant Sheth (DIN: 00041713)#	Director	Non- Executive- Independent Director	1	1	0	0	-
Mr. Marco Philippus Ardeshir Wadia (DIN: 00244357)#	Director	Non- Executive- Independent Director	3	3	2	1	305 Equity Shares
Mr. Farokh Kekhushroo Banatwalla (DIN: 02670802)#	Director	Non- Executive- Independent Director	3	3	3	3	-
Mrs. Rekha Shreeratan Bagry (DIN: 08620347)	Director	Non- Executive- Independent Director	2	2	3	1	-
Mr. Sanjiv Swarup (DIN: 00132716)	Director	Non- Executive- Independent Director	5	5	5	3	-
Mr. Pramod Maheshwari (DIN: 00185711)	Director	Non- Executive- Independent Director	2	1	0	0	-

upto 31.03.2024

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Board Procedure

The Board of Directors meet regularly throughout the financial year 2024. Video conferencing facilities were used as and when required to facilitate Directors at other locations to participate at the meeting(s). The Meetings of the Board are generally scheduled well in advance and the notice of each Board Meeting is sent via e-mails to each Director. The Company provides the information as set out in Regulation 17 read with Part A of schedule II of the SEBI (LODR) to the Board and the Board Committees to the extent applicable. All the items drafted in the Agenda are accompanied by notes giving comprehensive information about the related subject and in certain matters such as financial/ business plans, financial results etc., detailed presentations for the same are made. The Agenda and the relevant notes are circulated well in advance separately to each Director. The members of the Board have complete access to all information of the Company. The Board, if deem necessary and depending upon the urgency and necessity of the matter, takes up any other item of business, which does not form part of the agenda. Urgent matters are also considered and approved by passing resolution through circulation, which are noted at the next Board Meeting. To enable the Board to discharge its responsibilities effectively, the members of the Board are briefed at every Board Meeting on the overall performance of the Company. In addition to the above, pursuant to Regulation 24 of the SEBI (LODR), the Minutes of the Board Meetings of the Company’s Unlisted Wholly Owned Subsidiary Company, namely, MHE Rentals India Private Limited and JECL Engineering Limited and a statement of all significant transactions and arrangement entered into by the Unlisted Subsidiary Company’s are placed before the Board.

b. Attendance of each Director at the Board Meetings and the last Annual General Meeting

During the financial year ended March 31[st] , 2024, 4 (Four) Board Meetings were held. The gap between two Board Meetings did not exceed 120 days. The attendance of each Director at Board Meetings and the last Annual General Meeting (AGM) is as under:

Name of the Director	No. of Board Meetings Attended	Attendance at last AGM held on 18thSeptember, 2023
Mr. Jai Prakash Agarwal (DIN: 00242232)	4	Yes
Mr. VishalJain(DIN: 00709250)	4	Yes
Mrs. ShikhaJain(DIN: 06778623)	4	Yes
Mr. Shailesh Sheth(DIN: 00041713)	4	Yes
Mr. Marco Philippus Ardeshir Wadia (DIN: 00244357)	4	Yes
Mr. Farokh Kekhushroo Banatwalla (DIN: 02670802)	4	Yes
Mrs. Rekha Shreeratan Bagry (DIN:08620347)	3	Yes
Mr. Sanjiv Swarup (DIN:00132716)	4	Yes
Mr. Pramod Maheshwari (DIN: 00185711)	3	Yes

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Mrs. Shikha Jain, Non- Executive Director is the wife of Mr. Vishal Jain, Managing Director and Chief Executive Officer. No other Directors are related to each other. There were no pecuniary relationships or transactions of Non-Executive Directors vis-à-vis the Company other than the payment of sitting fees. Except Mr. Marco Philippus Ardeshir Wadia (DIN: 00244357), Independent Non-Executive Director, none other Independent Director or Non-Promoter ,Non-Executive Director holds any Equity Share or Convertible instrument in the Company. Further, the Company has not granted any stock option to any of its Non-Executive Directors.

c. Directorship of Directors in other than this Company as on March 31[st] , 2024

Name of Director	Directorship in other Listed Companies	Category of Directorship
Mr. Jai Prakash Agarwal (DIN: 00242232)	NIL	NIL
Mr. Vishal Jain (DIN: 00709250)	NIL	NIL
Mrs. Shikha Jain (DIN: 06778623)	NIL	NIL
Mr. Shailesh Sheth (DIN: 00041713)	NIL	NIL
Mr. Farokh Kekhushroo Banatwalla (DIN: 02670802)	Simmonds Marshall Limited Uni Abex Alloy Products Limited	Non-Executive Independent Director Non-Executive Independent Director
Mr. Marco Philippus Ardeshir Wadia (DIN: 00244357)	Stovec Industries Limited Mangalore Chemicals & Fertilisers Limited	Non-Executive Independent Director Non-Executive Independent Director
Mrs. Rekha Shreeratan Bagry (DIN: 08620347)	Ramkrishna Forgings Ltd	Non-Executive Independent Director
Mr. Sanjiv Swarup (DIN: 00132716)	Responsive Industries Limited Bharat Wire Ropes Limited Abans Enterprises Limited Chatha Foods Limited	Non-Executive Independent Director Non-Executive Independent Director Non-Executive Independent Director Non-Executive Independent Director
Mr. Pramod Maheshwari (DIN: 00185711)	Career Point Limited	Executive Director

d. Number of Board Meetings held and dates on which held

During the financial year 2023-24, 4 (Four) meetings of the Board were held on the following dates:

1.May 18[th] , 2023; 2.August 14[th] , 2023;

3.November 9[th] , 2023;

4.January 31[st ] , 2024;

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e. Familiarization Programs for Independent Directors:

Consequent upon the applicability of Corporate Governance provisions to the Company from the financial year 2019-20, the Company is required to have Familiarization Programs for Independent Directors, pursuant to Regulation 25(7) of SEBI (LODR). The Regulation 25 (7) SEBI (LODR) stipulates that:

The Company shall familiarize the Independent Directors with the Company, their roles, rights, responsibilities in the Company, nature of the industry in which the Company operates, business model of the Company, etc., through various programs.

Familiarization module for Independent Directors:

1. The Company shall facilitate an orientation program for the Independent Directors to provide an overview of business, operations and business model of the Company.

2. The program shall also familiarize with the role, responsibilities and rights of the Independent Directors.

3. The program shall also provide an opportunity to interact with the senior leadership team of the Company and help them to understand the service and product offerings, markets, finance, human resources, technology, quality, facilities and risk management and such other areas as may arise from time to time.

4. The company has imparted the familiarization program to the Independent Directors. The Familiarization program was conducted on May 18[th] , 2023, August 14[th] , 2023 and November 9[th] , 2023, January 31[st] , 2024. The Weblink to access is: https://josts.com/uploads/investor/policies/familarisation%20program%2023-24%20(1).pdf

f. Skills / Expertise / Competence of the Board of Directors:

As required under the provisions of Schedule V(C)(h) of the Listing Regulations, the Board of Directors has identified the core skills / expertise / competencies as required in the context of its business(es) and sector(s) for it to function effectively and those actually available with the Board as follows:

i) Knowledge of Company’s business policies, major risks/threats and potential opportunities, technical/professional skills and specialized knowledge of Company’s business.
ii) Business strategy & Analytics, Critical & Innovative thinking.
iii) Corporate Management and Corporate Governance.
iv) Financial including Accounting & Auditing, Management skills, administration. v) Leadership and decision making.
vi) Behavioural skills -Attributes and competencies to use knowledge and skills for effective contribution to Company’s growth.
vii) Risk identification- Legal and Regulatory compliance. viii) Stakeholder Engagement & Market awareness.
ix) Business Ethics as well as Corporate Ethics.

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All the Directors of the Company namely, Mr. Jai Prakash Agarwal (DIN: 00242232), Mr. Vishal Jain (DIN: 00709250), Mr. Farokh Kekhushroo Banatwalla (DIN: 02670802), Mr. Shailesh Sheth (DIN: 00041713), Mr. Marco Philippus Ardeshir Wadia (DIN: 00244357), Mrs. Shikha Jain (DIN: 06778623), Mrs. Rekha Shreeratan Bagry (DIN: 08620347), Mr. Sanjiv Swarup (DIN: 00132716) and Mr. Pramod Maheshwari (DIN: 00185711) possess all the above skills.

g. In the opinion of the board, the independent directors fulfill the conditions specified in these regulations and are independent of the management.

3. COMMITTEES OF THE BOARD

A. AUDIT COMMITTEE

The terms of reference of the Audit Committee are in conformity with the provisions of Section 177 of the Companies Act, 2013 and the rules made thereunder and regulation 18 of SEBI (LODR). Further, the Audit Committee has been granted powers as prescribed under regulation 18 of SEBI (LODR).

a. Terms of Reference

Terms of Reference will include inter alia the following:

(i) the recommendation for appointment, remuneration and terms of appointment of auditors of the company;
(ii) review and monitor the auditor‘s independence and performance, and effectiveness of audit process;
(iii) examination of the financial statement and the auditor’s report thereon; approval or any subsequent modification of transactions of the company with related
(iv) parties:
(v) scrutiny of inter-corporate loans and investments;
(vi) valuation of undertakings or assets of the company, wherever it is necessary;
(vii) evaluation of internal financial controls and risk management systems.
(viii) monitoring the end use of funds raised through public offers and related matters.

b. Composition of the Audit Committee

Presently, the Audit Committee comprises of Three Directors, i.e. One Executive Promoter Director and Two Non- Executive Independent Directors. The members of the Committee are financially literate and have accounting and financial management expertise in terms of regulation 18 of SEBI (LODR). The Chairman of the Audit Committee is a Non- Executive Independent Director. The Company Secretary of the Company acts as the Secretary to the Committee. The meetings of the Audit Committee were held through video conferencing. Both the Statutory and Internal Auditors of the Company are regular invitees to the Audit Committee meetings to brief the committee members on the respective reports. The meeting of the Audit Committee is generally attended by the Chairman & Whole Time Director, Managing Director, Chief Financial Officer and other departmental heads. The quorum for the Audit Committee Meetings is 2 (Two) members. During the Financial Year 2023-24, 4 (Four) meetings of the Audit committee were held as follows:

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May 18[th] , 2023;
August 14[th] , 2023;
• November 09[th] , 2023
January 31[st] , 2024

The Composition of the Audit Committee and the attendance of the Committee Members at the Meetings held during the Financial Year 2023-24 is as follows:

Name of the Director	Status	Category	No. of Audit Committee Meetings attended
Mr. Farokh Kekhushroo Banatwalla (DIN: 02670802) @	Chairman	Non-Executive Independent Director	4
Mr. Sanjiv Swarup (DIN: 00132716) #	Chairman	Non-Executive Independent Director	N.A.
Mr. Shailesh Sheth (DIN: 00041713) @	Member	Non-Executive Independent Director	4
Mr. Jai Prakash Agarwal (DIN: 00242232)	Member	Executive Director	4
Mrs. Rekha Shreeratan Bagry (DIN: 08620347)#	Member	Non-Executive Independent Director	N.A.

@ upto 31.01.2024, # w.e.f 31.01.2024

The Chairman of the Committee was present through video conferencing at the last Annual General Meeting of the Company to answer shareholders queries. The Committee reviews the reports of the Internal Auditor and Statutory Auditors and suggestions, if any, made by them and ensures that adequate follow-up action is taken by the management on observations and recommendations made by the respective auditors.

The maximum gap between any two meetings was less than 120 days.

The minutes of the meetings of the Committee are placed before and noted by the Board. All the recommendations made by the Committee during the year under review were accepted by the Board.

B. NOMINATION AND REMUNERATION COMMITTEE

The terms of reference of the Nomination and Remuneration Committee is made in accordance with the provisions of Section 178 of the Companies Act, 2013 and Regulation 19 of SEBI (LODR).

The terms of reference of the Nomination and Remuneration Committee includes the following:

1. Identification and nomination of suitable candidates for the Board’s approval in relation to appointment and removal of Directors and Key Managerial Personnel and Senior Management.

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2. Making recommendations to the Board in relation to the remuneration payable to the Directors and Key Managerial Personnel and Senior Management, in terms of the policy of the Company.

3. Formulating criteria for evaluation of performance of the Board of Directors and Independent Directors.

4. Developing a succession plan to ensure the systematic and long-term development of individuals in the Senior Management level to replace when the need arises due to deaths, disabilities, retirements, and other unexpected occurrence and to regularly review the plan.

As per Section 178(4) of the Act, the Nomination and Remuneration Committee shall, while formulating the policy under sub section (3) ensure that:

1. The level and composition of remuneration is reasonable and sufficient to attract, retain and motivate Directors of the quality required to run the Company successfully;

2. Relationship of remuneration to performance is clear and meets appropriate performance benchmarks; and

3. Remuneration to Directors, Key Managerial Personnel and Senior Management involves a balance between fixed and incentive pay reflecting short and long-term performance objectives appropriate to the working of the Company and its goals.

Composition of the Nomination and Remuneration Committee

During the Financial Year 2023-24, 2 (Two) meetings of the Nomination and Remuneration Committee were held on, August 14[th] , 2023 and January 31[st] , 2024.

Name of the Director	Status	Category	No. of Audit Committee Meetings attended
Mr. Shailesh Sheth (DIN: 00041713) @	Chairman	Non-Executive Independent Director	2
Mr. Sanjiv Swarup (DIN: 00132716) #	Chairman	Non-Executive Independent Director	N.A.
Mr. Marco Philippus Ardeshir Wadia (DIN: 00244357) @	Member	Non-Executive Independent Director	2
Mr. Farokh Kekhushroo Banatwalla (DIN: 02670802) @	Member	Non-Executive Independent Director	2
Mrs. Rekha Shreeratan Bagry (DIN: 08620347)#	Member	Non-Executive Independent Director	N.A.
Mr. Pramod Maheshwari (DIN: 00185711)#	Member	Non-Executive Independent Director	N.A.

@ upto 31.01.2024, # w.e.f 31.01.2024

The Chairman of the Committee was present through video conferencing at the last Annual General Meeting of the Company to answer shareholders queries.

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Performance evaluation criteria for Independent Directors and the Board:

The Independent Directors and the Board are evaluated on the basis of the following criteria’s:

1. Attendance and participations in the meetings.

2. Raising of concerns to the Board

3. Safeguard of confidential information

4. Rendering independent, unbiased opinion and resolution of issues at meetings.

5. Initiative in terms of new ideas and planning for the Company.

6. Safeguarding interest of whistle-blowers under vigil mechanism.

7. Timely inputs on the minutes of the meetings of the Board and Committee’s, if any.

The Nomination and Remuneration Committee has evaluated the performance of every Director and the evaluation process was carried out by circulating questionnaires on performance of duties, participation and contribution to the Board and Committees.

Remuneration to Non-Executive Directors

The Non-Executive Directors are paid sitting fees for attending Board Meeting and/or Committee Meetings.

The details of the sitting fees paid/payable to Non-Executive Directors for the year ended March 31[st] , 2024 is as follows:

Name of the Director	Sitting Fees
Mr. Shailesh Sheth (DIN: 00041713)	2,80,000
Mr. Farokh Kekhushroo Banatwalla (DIN: 02670802)	2,80,000
Mr. Marco Philippus Ardeshir Wadia (DIN: 00244357)	1,60,000
Mrs. Shikha Jain (DIN: 06778623)	1,40,000
Mrs Rekha Shreeratan Bagry (DIN: 08620347)	1,05,000
Mr Sanjiv Swarup (DIN: 00132716)	1,40,000
Mr. Pramod Maheshwari (DIN: 00185711)	1,05,000

Remuneration to Executive Directors

(i) (a) Mr. Vishal Jain (DIN: 00709250), was appointed as Vice Chairman and Managing Director for a period of 3 years w.e.f. October 4[th] , 2017 to October 3[rd] , 2020. He was then further reappointed at the Board Meeting dated 15[th] June, 2020 for a further period of 3 years w.e.f. October 4[th] , 2020 to October 3[th] , 2023. The terms and conditions of appointment and remuneration are embodied in the agreement dated June 15[th] , 2020 entered into between the Company and Mr. Vishal Jain. The salient terms and conditions are as under:

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(i) Salary

Basic Salary: ₹130,000/- per month House Rent allowance: ₹65,000/- per month Special Allowance: ₹155,000/- per month Total Monthly Salary: ₹3,50,000/- (subject to tax)

(ii) Perquisites:

a) Reimbursement of Petrol / diesel expenses As per the rules of the Company.
b) Reimbursement of Entertainment and Travelling Expenses. The Company shall reimburse actual entertainment and travelling expenses incurred by the Managing Director in connection with the Company’s business.
c) Privilege Leave (PL):
(a) PL with pay, as per Company’s Rules.
(b) Accumulation of PL and encashment, as per Company’s Rules.
d) Provident Fund and Gratuity:
(a) Company’s contribution to Provident Fund @ 12% of basic salary.
(b) Gratuity at the rate of 15 (Fifteen) days basic salary for every completed year of service or part thereof in excess of six months.
(iii) The Managing Director shall not be liable to retire by rotation so long as he continues to hold the office as Managing Director.
(iv) The terms and conditions of the said appointment and remuneration shall be in accordance with Schedule V and other applicable provisions of the Companies Act, 2013, or any amendments or reenactment thereof.
(v) The terms and conditions of the Agreement may be altered or varied from time to time by the Board of Directors in consultation with the Nomination and Remuneration Committee of the Board of Directors of the Company.
(vi) Either party may terminate the said Agreement by giving to other, advance notice of 3 months.

(b) Mr. Vishal Jain (DIN: 00709250) has been further re-appointed as Managing Director and Chief Executive Officer for a further period of 3 years w.e.f. October 4th, 2023 with the approval of the Board and Shareholders at their Meeting held on August 14th, 2023 and September 18th, 2023 respectively. The revised terms and conditions of appointment and remuneration are as under:

(i) He shall be entitled to remuneration of Rs. 10,000/- per month.
(ii) Perquisites:
a) Reimbursement of Petrol / diesel expenses As per the rules of the Company.

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b) Reimbursement of Entertainment and Travelling Expenses
The Company shall reimburse actual entertainment and travelling expenses incurred
by the Managing Director & CEO in connection with the Company’s business.
c) Privilege Leave (PL):
(a) PL with pay, as per Company’s Rules.
(b) Accumulation of PL and encashment, as per Company’s Rules.
d) Provident Fund and Gratuity:
(a) Company’s contribution to Provident Fund @ 12% of basic salary.
(b) Gratuity at the rate of 15 (Fifteen) days basic salary for every completed year of service or part thereof in excess of six months.
(iii) The Managing Director & CEO shall not be liable to retire by rotation so long as he continues to hold the office as Managing Director & CEO.
(iv) The terms and conditions of the said appointment and remuneration shall be in accordance with Schedule V and other applicable provisions of the Companies Act, 2013, or any amendments or re-enactment thereof.
(v) The terms and conditions of the Agreement may be altered or varied from time to time by the Board of Directors in consultation with the Nomination and Remuneration Commi ttee of the Board of Directors of the Company.
(vi) Either party may terminate the said Agreement by giving to other, advance notice of 3 months.

(ii) Mr. Jai Prakash Agarwal (DIN: 00242232), was appointed as Executive Chairman for a for a period of 3 years w.e.f. April 1st, 2021. The remuneration payable to him was approved by the members of the company at their duly convened Extra Ordinary General Meeting dated March 24th. 2021. The details of the remuneration payable are as follows:

i. Salary:

(a) Basic Salary ₹2,00,000/- per month

(b) House Rent allowance ₹80,000/- per month

ii. Perquisites:

a) Reimbursement of Petrol / diesel expenses

As per the rules of the Company.

b) Reimbursement of Entertainment and Travelling Expenses

The Company shall reimburse actual entertainment and travelling expenses incurred by the Executive Chairman in connection with the Company’s business.

iii. Privilege Leave (PL):

(a) PL with pay, as per Company’s Rules.
(b) Accumulation of PL and encashment, as per Company’s Rules.

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iv. Gratuity:

Gratuity at the rate of 15 (Fifteen) days basic salary for every completed year of service or part thereof in excess of six months.

Further, Mr. Jai Prakash Agarwal (DIN: 00242232) was re-appointed as an Executive Chairman i.e. Chairman and Whole Time Director) of the Company for a further period of 3 (Three) consecutive years commencing from April 1[st] , 2024 to March 31[st] , 2027 on the same terms and conditions, with the approval of the members of the Company at their duly convened Annual General Meeting dated September 18[th] , 2023.

C. CORPORATE SOCIAL RESPONSIBILITY COMMITTEE

The Company had constituted a Corporate Social Responsibility (“CSR”) Committee in line with the provisions of Section 135 of the Companies Act, 2013 and rules made thereunder. Mr. Jai Prakash Agarwal (DIN:00242232), Executive Director of the Company acted as the Chairman of the Committee.

During the year ended March 31[st] ,2024, 3 (Three) Committee meeting was held i.e. on August 14[th] , 2023, November 9[th] , 2023 and January 31[st] ,2024. The composition and details of attendance which were attended by the members through Video Conferencing are as under:-

Name of the Director	Status	Category	Number of Meetings attended
Mr. Jai Prakash Agarwal (DIN: 00242232)	Chairman	Executive Director	3
Mr. Vishal Jain (DIN: 00709250)	Member	Executive Director	3
Mr. Farokh Kekhushroo Banatwalla (DIN: 02670802) @	Member	Non-Executive Independent Director	3
Mr. Sanjiv Swarup (DIN: 00132716) #	Member	Non-Executive Independent Director	N.A.

@ upto 31.01.2024, # w.e.f 31.01.2024

D. STAKEHOLDERS RELATIONSHIP COMMITTEE

The Company has a Stakeholder’s Relationship Committee to oversee redressal of shareholder‘s/Investor’s grievances relating to transfers, transmissions, issue of duplicate share certificate(s) and all other matters concerning shareholder’s complaints. Mrs. Babita Kumari, Company Secretary is the Compliance Officer.

During the Financial Year 2023-24, 4 (Four) meetings of the Stakeholders Relationship Committee were held i.e. on May 18[th] ,2023, August 14[th] , 2023, November 9[th] , 2023 and January 31[st] , 2024.

The constitution and attendance of the Stakeholder’s Relationship Committee is given below:

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Name of the Director	Status	Category	No. of Audit Committee Meetings attended
Mr. Shailesh Sheth (DIN: 00041713) @	Chairman	Non-Executive Independent Director	4
Mrs. Rekha Shreeratan Bagry (DIN: 08620347) #	Chairperson	Non-Executive Independent Director	N.A.
Mr. Jai Prakash Agarwal (DIN: 00242232)	Member	Executive Director	4
Mr. Farokh Kekhushroo Banatwalla (DIN: 02670802) @	Member	Non-Executive Independent Director	4
Mr. Sanjiv Swarup (DIN: 00132716)#	Member	Non-Executive Independent Director	N.A.

@ upto 31.01.2024, # w.e.f 31.01.2024

The Chairman of the Committee was present through video conferencing at the last Annual General Meeting of the Company to answer shareholders queries.

During the year under review, the Company had received and resolved Nil complaints from the investors and there were no investor complaints pending as on March 31[st] ,2024.

E. SHARE TRANSFER COMMITTEE

During the year under review, the Company has a Share Transfer Committee comprising of Mr. Shailesh Sheth (DIN: 00041713), Chairman, Mr. Jai Prakash Agarwal (DIN: 00242232) and Mr. Farokh Kekhushroo Banatwalla (DIN: 02670802), Members of the Committee. Further, the Committee was reconstituted by the Board of Directors at their meeting held on January 31[st] ,2024 with immediate effect comprising of Mrs. Rekha Shreeratan Bagry (DIN: 08620347) Chairperson, Mr. Sanjiv Swarup (DIN: 00132716) and Mr. Jai Prakash Agarwal (DIN: 00242232), Members of the Committee. The Committee met 9 (Nine) times during the year under review. The Board has delegated the power of Share Transfer to the Company’s Registrar & Share Transfer Agents, who processes the transfers, in respect of physical and shares under Demat.

4. SEPARATE MEETING OF INDEPENDENT DIRECTORS

As stipulated by the Code for Independent Directors under Schedule IV to the Companies Act, 2013 and Regulation 25 (3) of the SEBI (LODR) Regulations, 2015, a separate meeting of the Independent Directors of the Company was held on January 31[st] ,2024 and attended by the Independent Directors to review the performance of Non-Independent Directors (including the Chairman) and the Board as a whole. The Independent Directors also reviewed the quality, content and timeliness of the flow of information between the Management and the Board and its Committees which is necessary to effectively and reasonably perform and discharge their duties.

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5. INDUCTION AND TRAINING OF INDEPENDENT DIRECTOR

Independent Directors are familiarized with their roles, rights and responsibilities in the Company as well as the nature of industry in which the Company operates through induction programs at the time of their appointment as Director. On appointment, the concerned Director is issued a Letter of Appointment setting out in detail, the terms of appointment, duties, responsibilities and expected time commitments. Each newly appointed Independent Director is taken through a formal induction program giving brief description on Company’s manufacturing, marketing, finance and other important aspects. The Company Secretary briefs the Directors about their legal and regulatory responsibilities as a Director. The induction for Independent Directors include interactive sessions with Business and Functional heads. The details of familiarization programs for Independent Directors are uploaded on the website of the Company, i.e. www.josts.com at the weblink: https://josts.com/uploads/investor/policies/familarisation%20program%2023-24%20(1).pdf

6. EVALUATION OF THE BOARD’S PERFORMANCE

One of the key functions of the Board is to monitor and review the Board evaluation framework. Pursuant to the provisions of the Companies Act, 2013 and Regulation 17(10) of SEBI (LODR) Regulations, 2015, the Board has carried out evaluation of its own performance, performance of Individual Directors and as well as that of its Committees, including Chairman of the Board. The exercise was carried out through a structured evaluation process covering various aspects of Board’s functioning such as composition of Board & its Committees, experience and competencies, performance of specific duties obligations, governance issues etc. Separate exercise was carried out to evaluate the performance of individual Directors, including the Board as a whole, Chairman, who were evaluated on parameters such as attendance, contribution at the meetings and otherwise, independent judgement, safeguarding of minority shareholder’s interest etc.

7. GENERAL BODY MEETINGS a. Location and time, where last three Annual General Meetings were held is given below:

Date	Venue	Time	Particulars of Special Resolution
9th September, 2021	Through - Video Conferencing (“VC’)/ Other Audio-Visual Means (“OAVM)	02:00 P.M.	Approval for shifting of the place of keeping the Register of Members at the Address of Registrar and Share Transfer Agent, namely, M/s. Big Share Services Pvt. Ltd. At 1st Floor, Bharat Tin Works Building, Vasant Oasis, Makwana Road, Marol, Andheri (East), Mumbai-400059, Maharashtra-India
26th September, 2022	Through - Video Conferencing (“VC’)/ Other Audio-Visual Means (“OAVM)	02:00 P.M.	Approval of Employee Stock Option Plan titled as “Jost’s Engineering Company Employee Stock Option Plan- 2022” However, the Special Resolution was not passed with requisite majority.
18th September, 2023	Through - Video Conferencing (“VC’)/ Other Audio-Visual Means (“OAVM)	02:00 P.M.	None

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b. Location and time, where Extraordinary General Meetings were held for last three years:

The details of Extraordinary General Meetings held during the last three years.

Date	Venue	Time	Particulars of Special Resolution
23rd March, 2023	Through - Video Conferencing (“VC’)/ Other Audio-Visual Means (“OAVM”)	02:00 P.M.	Regularization of Ms. Rekha Shreeratan Bagry (DIN: 08620347), as a Non- Executive Independent Director of the Company. Regularization of Mr. Sanjiv Swarup (DIN: 00132716), as a Non-Executive Independent Director of the Company. Regularization of Mr. Pramod Maheshwari (DIN: 00185711), as a Non-Executive Independent Director of the Company.
7th December, 2023	Through - Video Conferencing (“VC’)/ Other Audio-Visual Means (“OAVM”)	02:00 P.M.	Increase in borrowing limits of the Company from Rs. 30 crores to Rs. 90 crores.
			Issuance of Equity Shares on a Preferential Basis to the persons belonging to the Non-Promoter Category.
			Issuance of fully convertible warrants on a preferential basis to Persons belonging to the ‘promoter & promoter group’ category.

c. No special resolution was passed through Postal Ballot during the financial year 2023-24.

d. No special resolution is proposed to be passed through Postal Ballot at the ensuing Annual General Meeting.

8. MEANS OF COMMUNICATION

• Quarterly Results: The Company submits the quarterly/Annual financial results to the Stock Exchanges immediately after Board’s Approval. The Annual, Half yearly and Quarterly results are generally published in the ‘The Free Press Journal’ (English Edition) and ‘Navshakti’ (Marathi Edition), newspapers.

• Website: The Company’s website www.josts.com. On this website the company displays various information such as Annual Reports, Notices of Board and General Meetings, Policies adopted by the company, unpaid dividend details, Quarterly/Annual results and various Statutory information as required by SEBI Regulations etc.

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BSE Corporate Compliance & Listing Centre (the ‘Listing Centre’): BSE’s Listing Centre is a web-based application designed for corporates. All periodical compliance filings like shareholding pattern, corporate governance report, Notices issued to Shareholders, Quarterly/Annual Results, Outcome of Board Meetings etc among others are filed on the Listing Centre.

9. GENERAL SHAREHOLDERS’ INFORMATION

1	Company Registration details	The Company is registered in the State of Maharashtra, India. The Corporate Identity Number (CIN) allotted to the Company by the Ministry of Corporate Afairs (MCA) is L28100MH1907PLC000252	The Company is registered in the State of Maharashtra, India. The Corporate Identity Number (CIN) allotted to the Company by the Ministry of Corporate Afairs (MCA) is L28100MH1907PLC000252
2	Ensuing Annual General Meeting Date, Time and Venue	Monday, 16th September, 2024 at 02:00 P.M. Through Video Conferencing or Other Audio-Visual Means.
3	Financial Year	1st April,2024 to 31st March,2025.
4	Tentative Financial report- ing for Financial Year 2024-2025 is as follows: (i) First Quarter (ii) Second Quarter (iii) Third Quarter h	Fourth week of July, 2024 Second week of November, 2024 Fourth week of January, 2025
	(iv) Fourt Quarter	Third week of May, 2025
5	Newspapers wherein results arepublished.	The Free Press	Journal (English Edition) and Navshakti (Marathi Edition).
7 6	Website where the fnan- cial results, shareholding pattern, corporate gover- nance report and annual report, etc. are uploaded. Dates of Book Closure		www.josts.com www.bseindia.com
		September 10th, 2024 to 16th September, 2024 (Both days Inclusive).
8	Dividend	A dividend of₹2 per Share (100%) is recommended for the year ended March 31st, 2024. The Dividend (subject to Tax), if approved by the Shareholders at the ensuing AGM, will be paid within the stipulated time.

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9	Listing on Stock Exchanges	The Equity Shares of the Company are listed on: BSE Limited (BSE) Address: - Floor 25, P.J. Towers, Dalal Street, Fort, Mumbai-400 001
10	Annual Listing Fees	Annual Listing Fees for Financial year 2024-25 is paid to BSE Ltd.
11	Stock Code	505750
12	ISIN	INE636D01033
13	Registrar and Share Transfer Agents	M/s. Big Share Services Pvt. Ltd. Pinnacle Business Park, Ofce No S6-2, 6th, Mahakali Caves Rd, next to Ahura Centre, Andheri East, Mumbai, 400093 Website: https://www.bigshareonline.com Email: [email protected]
14	Share Transfer System	The Company has appointed M/s. Big Share Services Pvt. Ltd, Registrar and Share Transfer Agent of the Company for Share Registry work (Demat as well as Physical Shares). Matters related to share transfer and transmission are attended by the delegated authorities on a fortnightly basis. Share transfers are registered and returned within 15 days from the date of receipt, if the documents are in order in all respects. As per the requirement of Regulation 40(9) of SEBI (Listing Obligations and Disclo- sure Requirements) Regulations, 2015, the Company has obtained half-yearly certifcates from Practicing Company Secretary for due com- pliance of share transfer formalities. However, it may be noted that as per SEBI stipulation the transfer of physical shares is not permitted with efect from 1st April 2019 except in cases where the claims are lodged for transmission or transposition of shares or where the transfer deed(s) lodged prior to above date were returned due to defciency in the docu- ments.
15	Address for Correspondence	The Company Secretary and Compliance Ofcer Registered Ofce:Great Social Building, 60 Sir Phirozeshah Mehta Road, Fort, Mumbai – 4000001 or Factory:C-7, Road No. 12, Wagle Industrial Estate, Thane West – 400604.
16	Dematerialization of Shares and liquidity	As on 31st March, 2024, 48,09,475 Equity Shares of the Company constituting appx. 98.37% of the Equity Share Capital are held in Dematerialized form whereas 79,890 Equity Shares constituting 1.63% are held physically. The Company’s equity shares enjoys the DEMAT facilities with NSDL as well as CDSL.
17	Electronic Clearing Services (ECS)	Members who have furnished their bank account details to the Deposi- tory Participant/Share Transfer Agent will be used to pay the dividend by ECS.

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19	Outstanding GDRs/ ADRs/ Warrants or any convertible instruments, conversion date and likely impact on equity.		1 2 3 Name of the Allottees Total 1,00,000 S. No. Number of Outstanding Warrants Mr. Jai Prakash Agarwal Mr. Vishal Jain 25,000 50,000 25,000 Mrs. Shikha Jain During the Financial Year 2023-24, the Company obtained Shareholders approval at the Extra Ordinary General Meeting on 7th December, 2023 for Preferential Allotment of 1,00,000 warrants each convertible into, or exchangeable for, one equity share of 2/- each of the Company within a period of 18 (eighteen months) in accordance with the applicable laws to the Promoters of the Company. The Warrants may be exercised in one or more tranches during the period commencing from the date of allotment of the Warrants i.e. December 24th, 2023 until the expiry of 18 (eighteen) months. Other than the above, there are no outstanding GDRs/ADRs/Warrants or any convertible instruments as on March 31st, 2024.
20	Plant Locations		C-7, Road No. 12, Wagle Industrial Estate, Thane West – 400604.

b. Distribution of Share Holding

Face value: ₹2/- each (as on March 31[st] ,2024)

Range of Shares	Number of Shareholders	Number of Shares held	% of Total Shares
1-5000	3066	547411	11.1960
5001-10000	42	148488	3.0370
10001-20000	15	115604	2.3644
20001-30000	3	39072	0.7991
30001-40000	4	75450	1.5431
40001-50000	1	23000	0.4704
50001-100000	6	237765	4.8629
100001 and above	16	3702575	75.7271
Total	3153	4889365	100

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c. Shareholding Pattern as on March 31[st] , 2024.

Sr. No.	Category of Shareholders	No of Shares held	Percentage of Share Holding
1	Indian Promoters	23,07,860	47.20
2	Key Managerial Personnel	5	0.00
3	Financial Institutions/ Banks and Insurance Companies.	2,975	0.06
4	Bodies Corporate	97,751	2.00
5	Indian Public	22,76,937	46.57
6	Non-Residents (NRI)	1,40,220	2.87
7	IEPF	61,245	1.25
8	ClearingMembers	2,372	0.05
	Total	48,89,365	100

d. Performance in comparison to broad based indices

Comparison chart of (high) price performance of the Company with BSE SENSEX

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e. Market Price Data of the Company

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		BSE Limited
Period	Open Price	High Price	Low Price	Close Price
April,2023	665	874.85	265	271.75
May,2023	260.2	339.85	243	313.25
June,2023	310.45	469.4	310.45	407.65
July,2023	406	439.9	400	433.75
August,2023	435	445	369.1	401.05
September,2023	405	443	365.15	437.3
October, 2023	475	539	416.5	493.05
November, 2023	485.2	698	485	670.3
December,2023	669.95	688	600.15	628.9
January,2024	637.9	687.3	601	682.55
February, 2024	716.45	803	683	690
March,2024	690.15	778.9	640.15	739.2

f. Reconciliation of Share Capital Audit

In keeping with the requirements of the SEBI and stock exchanges, a reconciliation of share capital audit by a Practicing Company Secretary is carried out at the end of every quarter to reconcile the total admitted Equity capital with National Securities Depository Limited (“NSDL”) and Central Depository Services (India) Limited (“CDSL”) and the total issued and listed capital. The said audit confirms that the total issued/ paid-up Equity capital tallies with the total number of Equity shares in physical form and the total number of Dematerialized shares held with NSDL and CDSL. As on March 31[st] , 2024, Equity Shares comprising 98.37% of the company’s capital have been Dematerialization and balance shares comprising 1.63% are held in physical form.

Bifurcation of the category of shares in physical and electronic mode as on March 31[st] , 2024 is given below:

ow:
Shares Held Through	No. of Shares	Percentage of Holding
NSDL	42,67,516	87.28
CDSL	5,41,959	11.09
Physical	79,890	1.63
Total	48,89,365	100

10. DISCLOSURES

a. All related party transactions that were entered into during the financial year were on arm’s length basis, in the ordinary course of business and were in compliance with the applicable provisions of the Act and the SEBI (LODR). Details of related party transactions entered into by the Company are included in the Notes to Accounts. Material individual transactions with related parties are in the normal course of business and do not have potential conflict with the interests of the Company at large. Transactions with related parties entered into by the Company in the normal course of Business are placed before the Audit Committee periodically. The policy on related party transactions as approved by the Board is uploaded on the Company’s website www.josts.com .

b . Vigil Mechanism/ Whistle Blower Mechanism -

The Audit Committee and the Board has adopted a Whistle-Blower policy which provides an environment where every director / employee feels free and secure to report specific

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incidents of unethical behavior, actual or suspected incidents of fraud or violation of the Company's Code, investigate such reported incidents in a fair manner, taking appropriate disciplinary action against the delinquent director(s) and employee(s), ensuring that no director or employee is victimized or harassed for bringing such incidents to the attention of the Company. The Company affirms that there was no incidence of reporting unethical behavior, actual or suspected fraud or violation of Company’s code of Conduct during the Financial Year 2023-24 and also affirms that no personnel has been denied access to the Audit Committee.

c. i. The Company has complied with all the mandatory requirements of SEBI (LODR), 2015.
ii.The Company has complied with non-mandatory requirements of Part E of Schedule II of SEBI (LODR) except sending significant events to each household of shareholders.
d . The Board of Directors in their meeting held on August 7[th] , 2024 has approved the following, subject to the approval of the Shareholders in the ensuing Annual General Meeting:
i. Increase in Authorized Share Capital of the Company to ₹10,00,00,000/-(Rupees Ten Crores Only) divided into 5,00,00,000 Equity Shares of ₹2/- each and consequential am endment in Memorandum of Association of the Company.
ii. Sub-division of Equity Shares from the face value of ₹2/- per share to face value of ₹1/per share and consequent alteration in Memorandum of Association of the Company.

11. Web-link of Policy on Material Subsidiary –

The company has formulated Policy on Material Subsidiary pursuant to Regulation 16(1)(c) of SEBI (LODR) for the purpose of determining material Subsidiary to ensure Governance compliance by the Company. This policy is available on the website of the Company at www.josts.com.

In terms of the above policy, the Company’s Subsidiary, namely, MHE Rentals India Private Limited is considered as a Material Subsidiary

12. Web-link of Policy on related party transactions–

The Company has adopted the policy on Related Party Transactions. This policy is available on the website of the Company at www.josts.com.

13. Senior Management

The details of senior management including changes therein since the close of the previous financial year is as under:

ial year is as under:
Name	As on March 31st, 2023	As on March 31st, 2023
Mr. L Sharath Kumar	✓	✓
Mr. Dhanaji Maruti Sawant	✓	✓
Mr. Atul Balasaheb Wagh	✓	✓
Mr. Rohit Jain	✓	✓
Mrs. Babita Kumari	✓	✓
Mrs. Vidya Sakpal	✓	✓
Mr. Bhushan Vichare	✓	✓

*Mr. Dhanaji Maruti Sawant resigned w.e.f July 31[st] , 2024.

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Mr. Manish Walia was appointed as Chief Executive Officer-MHD and designated as Senior Management Personnel of the Company with effect from August 7[th] , 2024.

14. Disclosure of commodity price risks and commodity hedging activities:

The Company does not have any commodity price risks and hence is not required to undertake any hedging activities.

15. Details of utilization of funds raised through preferential allotment or qualified institutions placement as specified under Regulation 32(7A) –

During the Financial Year 2023-24, the Company made an:

a. issue of 2,25,000 Equity Shares on a Preferential Basis to the Persons belonging to the Non-Promoter Category.

b. issue of 100,000 fully convertible warrants on a preferential basis to Persons belonging to the ‘Promoter & Promoter Group’ category.

The Company obtained approval of the shareholders through Special Resolution at its Extra Ordinary General Meeting held on December 7[th] , 2023 and thereafter on December 24[th] , 2023, the Board of Directors through resolution by circulation, allotted 2,25,000 Equity Shares to the persons belonging to the Non-Promoter Category and 100,000 fully convertible warrants to Persons belonging to the ‘promoter & promoter group’ category.

The Company has placed the Nil Statement of Deviation/Variation in utilization of funds raised through Preferential Issue at its Audit Committee Meeting and Board Meeting held on January 31[st] , 2024 and has also filed the same wish the Stock Exchanges as per Regulation 32 of the SEBI Listing Regulations. The Company has also certified that the funds raised has been utilized as per the Objects to the Issue mentioned in the Notice of the Extra Ordinary General Meeting dated November 9[th] , 2023.

Link of the EGM Notice can be accessed at the following link: https://josts.com/uploads/investor/notice-of-AGM/Notice-EGM.pdf Link of the Certificate can be accessed at

h t t p s : / / j o s t s . c o m / u p l o a d s / i n v e s t o r / D i s c l o s u r e s % 2 0 made%20to%20Stock%20Exchange/Statement%20of%20Deviation%20Reg%2032%20of%2 0SEBI_31.12.2023.pdf

16. Where the board had not accepted any recommendation of any committee of the board which is mandatorily required, in the relevant financial year, the same to be disclosed along with reasons thereof –

There have been no such instances in the relevant financial year.

17. Details of fees paid to Statutory Auditors on Consolidated Basis:

Particulars	Year ended March 31st, 2024	Year ended March 31st, 2024	Year ended March 31st, 2024
	Company	Subsidiary	Total
StatutoryAudit Fees	10	0.25	10.25
Taxation matters	1	-	1
Other services	-	-	-
Out ofpocket expenses	-	-	-
Particulars	11.00	0.25	11.25

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18. Details of Sexual Harassment complaint received and redressed

The Company has not received any complaint under the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013.

19. Non-compliance of requirements of Corporate Governance Report as per Schedule V of SEBI (LODR)

The Company is fully compliant with the applicable mandatory requirements of the SEBI Listing Regulations and also with other regulatory requirements on capital markets during the last 3 (three) Financial Years 2021-22, 2022-23 and 2023-24.

20. Disclosure of extent to which the discretionary requirements as specified in Part E of Schedule II have been adopted:

The listed entity has moved towards a regime of financial statements with unmodified audit opinion.
The internal auditor submits his internal Audit Reports directly to the Audit Committee.

21. Details of Compliance of Corporate Governance Requirements specified in Regulation 17 to 27 and Regulation 46(2)(b) to (i) of SEBI (LODR) are as follows.

Sr. No.	Regulation	Particulars	Compliance observed for the following	Compliance Status Yes / No/N.A.
1	17	Board of Directors	- Composition - Meetings - Review of compliance reports - Plans for orderly succession for appointments - Code of Conduct - Fees / compensation to Non-Executive Directors - Minimum information to be placed before the Board - Compliance Certifcate - Risk assessment and management - Performance evaluation of Independent Directors	Yes
2	18	Audit Committee	- Composition - Meetings - Powers of the Committee - Role of the Committee and review of information bythe Committee	Yes
3	19	Nomination and Remuneration Committee	- Composition - Role of the Committee	Yes

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4	20	Stakeholder’s Relationship Committee	- Composition - Role of the Committee	Yes
5	21	Risk Management Committee	Not Applicable	Not Applicable
6	22	Vigil Mechanism	- Formulation of Vigil Mechanism for Directors and employees - Direct access to Chairperson of Audit Committee	Yes
7	23	Related Party Transactions	- Policy on Materiality of Related Party Transactions and dealing with Related Party Transactions - Approval including omnibus approval of Audit Committee -Review of Related PartyTransactions	Yes
8	24	Subsidiaries of the Company	i) Appointment of Independent Director on the Board of the Subsidiary Company. ii) Review of fnancial statements of unlisted subsidiary by the Audit Committee iii) Signifcant transactions and arrangements of unlisted subsidiary	Yes
9	24A	Secretarial Audit and Secretarial Compliance Report	i) Secretarial Audit Report by listed entity and Material Subsidiaries ii) Secretarial Compliance Report by listed entity	Yes
9	25	Obligations with respect to Independent Directors	1. Maximum directorships and tenure 2. Meetings of Independent Directors 3. Familiarization of Independent Directors	Yes
10	26	Obligations with respect to Directors and Senior Management	1.Memberships / Chairmanships in Committees 2.Afrmation on compliance of Code of Conduct by Directors and Senior Management. 3.Disclosure of shareholding by Non- Executive Directors. 4.Disclosures by Senior Management about potential conficts of interest.	Yes
11	27	Other Corporate Governance requirements	1.Compliance with discretionary requirements	Yes, except sending signifcant events to each household of shareholders.
			2. Filing of quarterly compliance report on Corporate Governance	Yes

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	12	46(2)(b) to (i)	Website	i) Terms and conditions for appointment of Independent Directors ii) Composition of various Committees of the Board of Directors iii) Code of Conduct of Board of Directors and Senior Management Personnel iv) Details of establishment of Vigil Mechanism/ Whistle Blower policy v) Policy on dealing with Related Party Transactions vi) Policy of Corporate Social Responsibility vii)Policy for determining material subsidiaries viii)Details of familiarization programmes imparted to Independent Directors. ix) Other policies as required under the Law	Yes

22. Code of conduct for Directors and Senior Management:

The Board of Directors has adopted Code of Conduct for the Board of Directors and Senior Management Personnel of the Company in terms of Regulation 17 (5) of the SEBI (LODR). All Board members and Senior Management Personnel have affirmed their compliance with the said Code for the financial year ended March 31[st] , 2024. A declaration to this effect signed by the Managing Director and CEO is appended as Annexure – ‘I’ to this report. The said Code of Conduct may be viewed on the Company’s website at www.josts.com .

23. Certification for Financial Reporting and Internal Controls:

Pursuant to Regulation 17 (8) of the SEBI (LODR), a certificate duly signed by the Managing Director and CEO and Chief Financial Officer of the Company is appended as Annexure ‘II’ to this report.

24. Certificate from a Practising Company Secretary with respect to disqualification or otherwise of directors:

The Company has obtained a certificate from M/s. Akshay Gupta and Co., Practising Company Secretary confirming that none of the Directors on the Board of Directors of the Company have been debarred or disqualified from being appointed or continuing as directors of the Company by the Securities and Exchange Board of India / Ministry of Corporate Affairs or any such statutory authority. A copy of the said certificate is appended hereto as Annexure – ‘III’.

25. Certificate from a Practising Company Secretary for compliance of conditions of Corporate Governance:

A certificate from M/s. Akshay Gupta an Co., Practising Company Secretary, regarding compliance of conditions of Corporate Governance as stipulated in Part E of Schedule V of the SEBI (LODR) is appended as Annexure ‘IV’ to this Report.

26. Disclosures with respect to demat suspense account/unclaimed suspense account:

There are no shares in the demat suspense account or unclaimed suspense account.

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27. Particulars in respect of directors seeking appointment/re-appointment at the ensuing 117th annual general meeting of the company, pursuant to regulation 36(3) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015.

Mr. Jai Prakash Agarwal

Mr. Jai Prakash Agarwal (DIN: 00242232) aged about 66 years, is a graduate in Commerce and a Fellow member of the Institute of Company Secretaries of India. He has more than 43 years of experience in manufacturing sector.

The details of directorship and membership in companies are given below:

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Annexure – ‘I’ to the Corporate Governance Report

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DECLARATION BY THE MANAGING DIRECTOR UNDER REGULATION 34 (3) OF SEBI (LISTING OBLIGATIONS AND DISCLOSURE REQUIREMENTS) REGULATIONS, 2015 REGARDING COMPLIANCE WITH JOST’S CODE OF CONDUCT FOR BOARD OF DIRECTORS AND SENIOR MANAGEMENT PERSONNEL OF THE COMPANY

As provided under Regulation 34 (3) read with Para D of Schedule V to SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, the members of Board of Directors and the Senior Management Personnel have affirmed their compliance with Jost’s Code of Conduct as applicable to them, for the Financial Year ended March 31[st] , 2024.

For Jost’s Engineering Company Limited

Sd/Managing Director & CEO DIN: 00709250

Date: May 15[th] , 2024 Place: Banglore

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Annexure – ‘II’ to the Corporate Governance Report

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CERTIFICATION UNDER REGULATION 17 (8) OF SEBI (LISTING OBLIGATIONS AND DISCLOSURE REQUIREMENTS) REGULATIONS, 2015

The Board of Directors

Jost’s Engineering Company Limited

We have reviewed the financial statements and the cash flow statement of Jost’s Engineering Company Limited for the year ended March 31[st] , 2024 and that to the best of our knowledge and belief, we state that;

(a) (i) these statements do not contain any materially untrue statement or omit any material fact or contain statements that may be misleading:
(ii) these statements together present a true and fair view of the Company’s affairs and are in compliance with current accounting standards, applicable laws and regulations.
(b) there are no transactions entered into by the Company during the year which are fraudu lent, illegal or in violation of the Company’s code of conduct.
(c) we accept responsibility for establishing and maintaining internal controls for financial reporting. We have evaluated the effectiveness of internal control systems of the Company pertaining to financial reporting and have disclosed to the Auditors and the Audit Committee,deficiencies in the design or operation of such internal controls, if any, of which we are aware and steps taken or proposed to be taken for rectifying these deficiencies.
(d) we have indicated to the Auditors and the Audit Committee:
(i) significant changes, if any, in the internal control over financial reporting during the year.
(ii) significant changes, if any, in accounting policies made during the year and that the same have been disclosed in the notes to the financial statements; and
(iii) instances of significant fraud of which we have become aware and the involvement therein, if any, of the management or an employee having a significant role in the Company’s internal control system over financial reporting.

For Jost’s Engineering Company Limited

Sd/Mr. Vishal Jain Managing Director and CEO DIN: 00709250

Mr. Rohit Jain Chief Financial Officer

Date: May 15[th] , 2024 Place: Bangalore

Date: May 15[th] , 2024 Place: Thane

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Annexure ‘III’ to the Corporate Governance Report

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CERTIFICATE FROM A PRACTISING COMPANY SECRETARY WITH RESPECT TO DISQUALIFICATION OR OTHERWISE 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, JOST’S ENGINEERING COMPANY LIMITED

GREAT SOCIAL BLDG 60 SIR P M ROAD FORT MUMBAI MH- 400001

We, Akshay Gupta & Co., Company Secretaries have examined the relevant registers, records, forms, returns and disclosures received from Directors of Jost’s Engineering Company Limited having CIN: L28100MH1907PLC000252 and having registered office at Great Social Building 60 Sir P M Road, Fort, Mumbai MH- 400001 and (hereinafter referred to as “the company”), produced before us by the Company for the purpose of issuing this Certificate, in accordance with Regulation 34(3) read with Schedule V Para-C Sub clause 10(i) of the Securities Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015. In our opinion and to the best of our information and according to the verifications (including Directors Identification Number (DIN) status at the portal www.mca.gov.in) as considered necessary and explanations furnished to us by the Company and its officers.

We hereby certify that none of the Directors on the Board of the Company as stated below for the Financial Year ending as on March 31[st] , 2024 have been debarred or disqualified from being appointed or continuing as Directors of Company by the Securities and Exchange Board of India, Ministry of Corporate Affairs, or any such other Statutory Authority.

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Sr. No.	Name of Director	DIN	Date of appoint- ment in Company
1	Mr. Jai Prakash Agarwal	00242232	21/01/2015
2	Mr. Vishal Jain	00709250	21/01/2015
3	Mrs. Shikha Jain	06778623	12/08/2016
4	Mr. Sanjiv Swarup	00132716	07/02/2023
5	Mr. Pramod Maheshwari	00185711	07/02/2023
6	Mrs. Rekha Shreeratan Bagry	08620347	07/02/2023
7	Mr. Shailesh Rajnikant Sheth (Term expires on 31.03.2024)	00041713	27/11/1997
8	Mr. Marco Philippus Ardeshir Wadia (Term expires on 31.03.2024)	00244357	02/06/1998
9	Mr. Farokh Kekhushroo Banatwalla (Term expires on 31.03.2024)	02670802	21/04/2009

Ensuring the eligibility for the appointment/ continuity of every Director on the Board is the responsibility of the management of the Company. Our responsibility is to express an opinion on these based on our verification.

This certificate is neither an assurance as to the future viability of the Company nor of the efficiency or effectiveness with which the management has conducted the affairs of the Company.

For AKSHAY GUPTA & CO. SECRETARIES

Sd/AKSHAY GUPTA PROPRIETOR MEMBERSHIP NO.: F12960 COP. NO. 21448 PEER REVIEW No.: 1872/2022 UNIQUE CODE NO.: S2018RJ64900

PLACE: KOTA DATE: June 10[th] , 2024 UDIN: F012960F000553192

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Annexure ‘IV’ to the Corporate Governance Report

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CERTIFICATE ON COMPLIANCE OF CONDITIONS OF CORPORATE GOVERNANCE

(Pursuant to Regulation 34(3) and schedule V Part E of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015)

The Members,

JOST’S ENGINEERING COMPANY LIMITED

GREAT SOCIAL BLDG 60 SIR PM ROAD FORT MUMBAI MH- 400001

We have examined the compliance of conditions of Corporate Governance by Jost’s Engineering Company Limited having CIN: L28100MH1907PLC000252, for the year ended as on March 31[st] , 2024 as stipulated in SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (“SEBI Regulations”).

The compliance of conditions of Corporate Governance is the responsibility of the Management. Our examination has been limited to a review of the procedures and implementations thereof, adopted by the Company for ensuring Compliance with the conditions of the Corporate Governance as stipulated in the SEBI Regulations. It is neither an audit nor an expression of opinion on the financial statements of the Company.

In our opinion and to the best of our information and according to the explanations given to us, and based on the representations made by the Directors and the Management, we certify that the Company has complied with the conditions of Corporate Governance as stipulated in SEBI Regulations.

We state that such compliance is neither an assurance as to the future viability of the Company nor the efficiency or effectiveness with which the management has conducted the affairs of the Company.

For AKSHAY GUPTA & CO. COMPANY SECRETARIES

AKSHAY GUPTA PROPRIETOR MEMBERSHIP NO.: F12960 COP. NO.: 21448 PEER REVIEW No.: 1872/2022 UNIQUE CODE NO.: S2018RJ64900

PLACE : KOTA DATE : June 10[th] , 2024 UDIN : F012960F000553137

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INDEPENDENT AUDITORS’ REPORT

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To the Members of JOST’S ENGINEERING COMPANY LIMITED Report on the Standalone Ind AS Financial Statements

OPINION

We have audited the accompanying standalone Ind AS financial statements of JOST’S ENGINEERING COMPANY LIMITED (“the Company”), which comprise the balance sheet as at March 31[st] , 2024, the statement of profit and loss (including other comprehensive income), the statement of changes in equity and the statement of cash flows for the year then ended, and notes to the standalone financial statements, including a summary of the material accounting policies and other explanatory information (hereinafter referred to as “standalone financial statements”).

In our opinion and to the best of our information and according to the explanations given to us, the aforesaid standalone financial statements give the information required by the Companies Act, 2013 (“the Act”) in the manner so required and give a true and fair view in conformity with the Indian Accounting Standards prescribed under section 133 of the Act read with the Companies (Indian Accounting Standards) Rules, 2015, as amended, (“Ind AS”) and other accounting principles generally accepted in India, of the state of affairs of the Company as at March 31[st] , 2024, its profit and total comprehensive income, changes in equity and its cash flows for the year ended on that date.

Basis for Opinion

We conducted our audit in accordance with the Standards on Auditing, as specified under section 143(10) of the v Companies Act, 2013. Our responsibilities under those Standards are further described in the Auditor’s Responsibilities for the audit of the standalone financial statements section of our report. We are independent of the Company in accordance with the Code of Ethics issued by the Institute of Chartered Accountants of India (ICAI) together with the ethical requirements that are relevant to our audit of the standalone financial statements under the provisions of the Companies Act, 2013 and the Rules thereunder, and we have fulfilled our other ethical responsibilities in accordance with these requirements and the ICAI’s Code of Ethics. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion on the standalone financial statements.

Key Audit Matters

Key audit matters are those matters that, in our professional judgment, were of most significance in our audit of the standalone financial statements of the current period. These matters were addressed in the context of our audit of the standalone financial statements as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters. For each matter below, our description of how our audit addressed the matter is provided in that context.

We have determined the matters described below to be the key audit matters to be communicated in our report. We have fulfilled the responsibilities described in the Auditor’s responsibilities for the audit of the standalone financial statements section of our report, including in relation to these matters. Accordingly, our audit included the performance of procedures designed to respond to our assessment of the risks of material misstatement of the standalone financial statements. The results of our audit procedures, including the procedures performed to address the matters below, provide the basis for our audit opinion on the accompanying standalone financial statements.

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Sr. No.	Key Audit Matter	Auditor’s Response
1.	Revenue Recognition: (Refer note 3.6 of the standalone finan- cial statements) The Company deals in manufactured goods, traded goods, provide AMC services & representing principal on a commission basis. It sells a number of equipment’s and services to its custom- ers, mainly in domestic market through its own sales & distribution network. Sales contracts contain various perfor- mance obligations and other terms, including warranties and after sales services. The determination of when significant performance obligations have been met varies, can be the key consid- eration for revenue recognition, service and the warranty cost. The Company has analysed its various sales contracts and concluded on the principles for deciding in which period or periods the Company’s sales transac- tions should be recognized as revenue. The accounting policies and the note to the standalone financial statements provide additional information on how the Company accounts for its revenue.	Principal Audit Procedures: Read the Company’s revenue recognition account ing policies and assessed compliance of the policies with Ind AS 115. Assessed the design and tested the operating effec- tiveness of internal controls relating to revenue recognition. Assessed the appropriateness of Company's identifi- cation of performance obligations in its contracts with customers, its determination of transaction price, including allocation thereof to performance obligations and accounting policies for revenue recognition in accordance with the accounting principles laid down in Ind AS 115. Scrutinized sales ledgers to verify completeness of sales transactions. Tested the revenue recognized, on a sample basis, including testing of cut off assertion as at the year end. Our testing included tracing the information to agreements, price lists, invoices, proof of dispatches /deliveries. Assessed the revenue recognized with substantive analytical procedures including review of price and quantity. Performed analytical procedures for reasonableness of revenues disclosed by type and service offerings. • • • • • • •

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Sr. Key Audit Matter Auditor’s Response No. 2. Trade Receivable: Principal Audit Procedures: • Obtained an understanding of the Company’s (Refer note 11 of the standalone finanprocesses and controls relating to the monitoring of cial statements) trade receivables and review of credit risks of customers. Trade receivable balances are significant to the Company, as they amounted to ₹ • On a sample basis, requesting trade receivable con6,047 Lakh (gross) representing 66.12 % of the total current assets and 34.71 firmations and evidence of receipts from the customers subsequent to balance sheet date. % of the total revenue of the Company for the year ended 31st March 2024. • Analysis of ageing profile of the trade receivables to During the current financial year, the identify credit risks, reviewing historical payment Company has recognized bad debts ₹ 16 patterns and correspondence with customers on Lakh The collectability of trade receivexpected settlement dates. ables is a key element of the working capital management, which is managed • Also evaluated the assumptions and estimates used on an ongoing basis by management. The determination as to whether a trade by management to determine the recoverability, receivable is collectable involves manprovision for doubtful and trade receivables. agement judgement. Specific factors • Evaluated the provisions made for expected credit management considers include the age loss as per ECL model as specified by Ind AS 109. of the balances, category of customers, existence of disputes, recent historical • Review of documents and other records for trade payments and any other available inforreceivables considered as doubtful and bad. mation concerning the creditworthiness of customers. Management uses the information to assist in their judgement to determine whether allowance for expected credit loss, bad debts is required.

Information Other than the Standalone Financial Statements and Auditor’s Report Thereon

The Company’s Board of Directors are responsible for the other information. The other information comprises the information included in the annual report but does not include the standalone financial 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 financial statements does not cover the other information and we do not express any form of assurance conclusion thereon.

In connection with our audit of the standalone financial statements, our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the standalone financial statements or our knowledge obtained during the course of our audit or otherwise appears to be materially misstated. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact. We have nothing to report in this regard.

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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 Companies Act, 2013 (“the Act”) with respect to the preparation of these standalone financial statements that give a true and fair view of the financial position, financial performance, statement of changes in equity and cash flows of the Company in accordance with the accounting principles generally accepted in India, including the accounting Standards specified under section 133 of the Act. This responsibility also includes maintenance of adequate accounting records in accordance with the provisions of the Act for safeguarding of the assets of the Company and for preventing and detecting frauds and other irregularities; selection and application of appropriate accounting policies; making judgments and estimates that are reasonable and prudent; and design, implementation and maintenance of adequate internal financial controls, that were operating effectively for ensuring the accuracy and completeness of the accounting records, relevant to the preparation and presentation of the \standalone financial statements that give a true and fair view and are free from material misstatement, whether due to fraud or error.

In preparing the standalone financial statements, the Board of Directors is responsible for assessing the Company’s ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the Board of Directors either intends to liquidate the Company or to cease operations, or has no realistic alternative but to do so.

Those Board of Directors are also responsible for overseeing the Company’s financial reporting process.

Auditor’s Responsibilities for the Audit of the Standalone Financial Statements

Our objectives are to obtain reasonable assurance about whether the standalone financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditor’s report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with SAs will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these standalone financial statements.

As part of an audit in accordance with SAs, we exercise professional judgment and maintain professional skepticism throughout the audit. We also:

Identify and assess the risks of material misstatement of the standalone financial statements, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control.

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Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances. Under section 143(3)(i) of the Companies Act, 2013, we are also responsible for expressing our opinion on whether the company has adequate internal financial controls system in place and the operating effectiveness of such controls.
Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by 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 significant doubt on the Company’s ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditor’s report to the related disclosures in the standalone financial statements or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditor’s report. However, future events or conditions may cause the Company to cease to continue as a going concern.
Evaluate the overall presentation, structure and content of the standalone financial statements, including the disclosures, and whether the standalone financial statements represent the underlying transactions and events in a manner that achieves fair presentation.

Materiality is the magnitude of misstatements in the standalone financial statements that, individually or in aggregate, makes it probable that the economic decisions of a reasonably knowledgeable user of the standalone financial statements may be influenced. We consider quantitative materiality and qualitative factors in (i) planning the scope of our audit work and in evaluating the results of our work; and (ii) to evaluate the effect of any identified misstatements in the standalone financial statements.

We communicate with those charged with governance regarding, among other matters, the planned scope and timing of the audit and significant audit findings, including any significant deficiencies in internal control that we identify during our audit.

We also provide those charged with governance with a statement that we have complied with relevant ethical requirements regarding independence, and to communicate with them all relationships and other matters that may reasonably be thought to bear on our independence, and where applicable, related safeguards.

From the matters communicated with those charged with governance, we determine those matters that were of most significance in the audit of the standalone financial statements of the current period and are therefore the key audit matters. We describe these matters in our auditor’s report unless law or regulation precludes public disclosure about the matter or when, in extremely rare circumstances, we determine that a matter should not be communicated in our report because the adverse consequences of doing so would reasonably be expected to outweigh the public interest benefits of such communication.

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Report on other legal and regulatory requirements

As required by the Companies (Auditor’s Report) Order, 2020 (“the Order”), issued by the Central Government of India in terms of sub-section (11) of section 143 of the Act, we give in the ‘ANNEXURE A’ a statement on the matters specified in paragraphs 3 and 4 of the Order.
As required by Section 143 (3) of the Act, 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, statement of profit 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 books of account;
(d) In our opinion, the aforesaid standalone financial statements comply with the Indian Accounting Standards specified under Section 133 of the Act, read with Companies (Indian Accounting Standards) Rules, 2015, as amended;
(e) On the basis of the written representations received from the directors as on March 31, 2024 and taken on record by the Board of Directors, none of the directors is disqualified as on March 31[st] , 2024 from being appointed as a director in terms of Section 164(2) of the Act;
(f) With respect to the adequacy of the Internal Financial Controls over financial reporting of the Company with reference to these standalone financial statements and the operating effectiveness of such controls, refer to our separate report in “ANNEXURE B” . Our report expresses an unmodified opinion on adequacy and operative effectiveness of the Company’s internal financial controls over financial reporting;
(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 / provided by the Company to its directors during the year is in accordance with the provisions of section 197 read with Schedule V 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, in our opinion and to the best of our information and according to the explanations given to us:
i. The Company has disclosed the impact of pending litigations on its financial position in its standalone financial statements – Refer Note-35 to the standalone financial statements;
ii. The Company did not have any long-term contracts including derivative contracts on which there were any material foreseeable losses;
iii. There has been no delay in transferring amounts, required to be transferred, to the Investor Education and Protection Fund by the Company;

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iv. (A) The management has represented that, to the best of its knowledge and belief, as disclosed in the Note 49 to the standalone financial 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 persons or entities, including foreign entities (“Intermediaries”), with the understanding, whether recorded in writing or otherwise, that the Intermediaries shall, whether, directly or indirectly lend or invest in other persons or entities identified in any manner whatsoever by or on behalf of the company(“Ultimate Beneficiaries”) or provide any guarantee, security or the like on behalf of the Ultimate Beneficiaries;
(B) The management has represented that, to the best of its knowledge and belief, as disclosed in the Note 49 to the standalone financial statements, no funds have been received by the company from any persons or entities, including foreign entities (“Funding Parties”), with the understanding, whether recorded in writing or otherwise, that the company shall, whether, directly or indirectly, lend or invest in other persons or entities identified in any manner whatsoever by or on behalf of the Funding Parties (“Ultimate Beneficiaries”) or provide any guarantee, security or the like on behalf of the Ultimate Beneficiaries; and
(C) Based on the audit procedures that have been considered reasonable and appropriate in the circumstances, nothing has come to our notice that has caused us to believe that the representation under sub-clause (A) and (B) contain any material misstatement.
v. The final dividend paid by the Company during the year which was declared for the previous year is in accordance with section 123 of the Act to the extent it applies to payment of dividend.
vi. Based on our examination which included test checks, the Company has used accounting software for maintaining its books of account which has a feature of recording audit trail (edit log) facility and the same has operated throughout the year for all relevant transactions recorded in the software. Further,during the course of our audit we did not come across any instance of audit trail feature being tampered with.(Refer Note 51)

For SHAH GUPTA & Co. Chartered Accountants Firm Registration No.: 109574W

Sd/Vedula Prabhakar Sharma

Partner Membership No.: 123088 UDIN: 24123088BKAROI7257

Place: Mumbai Date: May 15[th] , 2024

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ANNEXURE A TO THE INDEPENDENT AUDITORS’ REPORT

The Annexure referred to in paragraph 1 under ‘Report on Other Legal and Regulatory Requirements’ section of our report of even date

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 property, plant and equipment.
- (B) According to the information and explanations given to us and the records of the Company examined by us, the Company has maintained proper records showing full particulars of intangible assets.
(b) The Company has regular programme of physical verification of property, plant and equipment by which all the assets have been physically verified by the management during the year at regular intervals which in our opinion is reasonable having regard to the size of the Company and the nature of its assets. According to the information and explanation given to us, no material discrepancies were noticed on such verification.
(c) The Company does not own any immovable properties (other than properties where the Company is the lessee and the lease agreements are duly executed in favour of the lessee). Accordingly, clause 3(i)(c) of the Order is not applicable to the Company.
(d) According to the information and explanations given to us and the records examined by us, the Company has not revalued its Property, Plant and Equipment (including Right of Use assets) or intangible assets or both during the year.
(e) According to the information and explanations given to us and on the basis of our examination of the records of the Company, there are no proceedings initiated or are pending against the Company for holding benami property under the Benami Transactions (Prohibition) Act, 1988 and Rules made thereunder.
(ii) (a) The inventories were physically verified during the year by the Management at reasonable intervals. In our opinion and according to the information and explanations given to us, the coverage and procedure of such verification by the Management is appropriate having regard to the size of the Company and the nature of its operations. No discrepancies of 10% or more in the aggregate for each class of inventories were noticed on such physical verification of inventories when compared with books of account.
(b) According to the information and explanations given to us and on the basis of our examination of the Company, the Company has been sanctioned working capital limits in excess of ₹5 crores, in aggregate, at any point of time during the year, from banks or financial institutions on the basis of security of current assets. In our opinion and according to the information and explanations given to us, the quarterly returns or statements filed by the Company with banks or financial institutions are broadly in agreement with the books of account of the Company of the respective quarters and no material discrepancies have been observed.

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(iii) During the year, the Company has granted unsecured loans to companies and other parties, provided guarantee to Companies, details of which are reported below. The Company has not granted any loans, secured or unsecured, to firms or limited liability partnership during the year. During the year the Company has made investments in subsidiary companies and mutual fund.

According to the information and explanations given to us and on the basis of our examination of the records of the Company, the Company has not provided security or advances in nature of loans to companies, firms, limited liability partnership or any other parties during the year.

(a) (A) Based on the audit procedures carried out by us and as per the information and explanations given to us, the Company has granted loans and stood guarantee to Subsidiary Company, as below:

	Subsidiary Company, as below:
Sr. No.	Loans (unsecured)/guarantee provided	₹ in Lakh
(1)	Aggregate amount granted during the year - Subsidiary Company -Guarantee provided	1,191 400
(2)	Balance outstanding as at balance sheet date - Subsidiary Company -Guarantee provided	439 703

(B) Based on audit procedures carried out by us and as per the information and explanations given to us, the Company has granted unsecured loans to other parties as below:

Sr. No.	Loans (unsecured)	to employees
(1)	Aggregate amount granted during the year	23.62
(2)	Balance outstanding as at balance sheet date	67.16

(b) According to the information and explanations given to us and based on the audit procedures conducted by us, in our opinion the investments made, guarantee provided and the terms and conditions of the unsecured loans granted during the year are, prima facie, not prejudicial to the Company’s interest.
(c) According to the information and explanations given to us and on the basis of our examination of the records of the Company, in our opinion, in the case of loans given, the repayment of principle and payment of interest has been stipulated and the repayments or receipts have been regular.
(d) According to the information and explanations given to us and on the basis of our examination of the records of the Company, there is no overdue amount for more than ninety days in respect of loans and advances in the nature of loans given.
(e) According to the information and explanations given to us and on the basis of our examination of the records of the Company, there is no loan or advance in the nature of loans granted falling due during the year, which has been renewed or extended or fresh loans granted to settle the overdues of existing loans or advances in the nature of loans given to same parties.

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(f) According to the information and explanations given to us and on the basis of our examination of the records of the Company, 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.
(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 by it, as applicable.
(v) According to the information and explanations given to us, the Company has neither accepted any deposit from the public nor accepted any amounts which are deemed to be deposits within the meaning of sections 73 to 76 of the Companies Act and rules made thereunder, to the extent applicable. Accordingly, clause 3(v) of the Order is not applicable to the Company.
(vi) The maintenance of cost records has been specified by the Central Government under Section 148(1) of the Companies Act, 2013 in respect of the products manufactured by the Company. We have broadly reviewed the books of account maintained by the Company pursuant to the rules prescribed by the Central Government for maintenance of cost records under section 148(1) of the Companies Act, 2013 in respect of manufacture of products and are of the opinion that prima facie, the prescribed accounts and records have been made and maintained. However, we have not made a detailed examination of the cost records with a view to determine whether they are accurate or complete.
(vii) (a) According to the information and explanations given to us and on the basis of our examination of the records of the Company, the Company has generally been regular in depositing undisputed statutory dues including provident fund, Employees State Insurance Income-Tax, Duty of Customs, Goods and Service Tax, Cess and other material statutory dues applicable to it to the appropriate authorities.

According to the information and explanations given to us and on the basis of our examination of the records of the Company, no amounts deducted / accrued in the books of account in respect of undisputed statutory dues including provident fund, Employee State Insurance, Income-Tax, Duty of customs, Goods and Service Tax, Cess and other material statutory dues, in arrears as at March 31[st] , 2024 for a period of more than six months from the date they became payable.

(vi) (b) According to the information and explanations given to us and on the basis of our examination of the records of the Company, there are no statutory dues relating to provident fund, employees state insurance, income-tax, cess, goods and service tax, value added tax, excise duty, custom duty and other material statutory dues which have not been deposited as at March 31[st] , 2024 on account of any dispute, except as mentioned below:

Name of the statute	Nature of Dues	Amount (₹ in lakh)	Period to which the amount relates	Forum where dispute is pending
Goods & Services Tax Act,2017	Goods & Services Tax	122	FY 2017-18	Jt. Commissioner of State Tax

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(viii) According to the information and explanations given to us and on the basis of our examination of the records of the Company, the Company has not surrendered or disclosed any transactions, previously unrecorded as income in the books of account, in the tax assessments under the Income Tax Act, 1961, as income during the year. Accordingly, clause 3(viii) of the Order is not applicable to the Company.
(ix) (a) According to information and explanations given to us and on the basis of our examination of the records of the Company, the Company has not defaulted in repayment of loans or other borrowings or in the payment of interest thereon to any lender.
(b) According to the information and explanations given to us and on the basis of our examination of the records of the Company, the Company has not been declared wilful defaulter by any bank or financial institution or government or any government authority.
(c) According to the information and explanations given to us and the records of the Company examined by us, term loans were applied for the purpose for which the loans were obtained.
(d) According to the information and explanations given to us and on an overall examination of the financial statements of the Company, we report that no funds raised on short-term basis have been used for long-term purposes by the Company.
(e) According to the information and explanations given to us and on an overall examination of the standalone financial statements of the Company, we report that the Company has not taken any funds from any entity or person on account of or to meet the obligations of its subsidiaries, associates or joint ventures (as defined under the Act).
(f) According to the information and explanations given to us and procedures performed by us, we report that the Company has not raised loans during the year on the pledge of securities held in its subsidiaries, joint ventures or associate companies (as defined under the Act).
(x) (a) The company has not raised moneys by way of initial public offer or further public offer including debt instruments during the year. Accordingly, clause 3 (x) (a) of the Order is not applicable to the Company.
(b) According to the information and explanations given to us and on the basis of our examination of the records of the Company, the Company has complied with the requirements of section 42 and section 62 of the Companies Act, 2013 for private placement and preferential allotment of shares and the funds raised have been used for the purposes for which the funds were raised.
(xi) (a) During the course of our examination of the books and records of the Company, carried out in accordance with the generally accepted auditing practices in India, and according to the information and explanations given to us, we have neither come across any instance of material fraud by the Company or on the Company, noticed or reported during the year, nor have we been informed of any such case by the Management.

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(b) During our examination of the books and records of the Company, carried out in accordance with the generally accepted auditing practices in India, and according to the information and explanations given to us, a report under Section 143(12) of the Act, in Form ADT-4, was not required to be filed. Accordingly, the reporting under clause 3(xi)(b) of the Order is not applicable to the Company.
(c) During the course of our examination of the books and records of the Company carried out in accordance with the generally accepted auditing practices in India, and according to the information and explanations given to us, and as represented to us by the management, no whistle-blower complaints have been received during the year by the Company.
(xii) According to the information and explanations given to us, the Company is not a Nidhi Company. Accordingly, clause 3(xii) of the Order is not applicable to the Company.
(xiii) According to the information and explanations given to us and based on our examination of the records of the Company, transactions with the related parties are in compliance with sections 177 and 188 of the Act where applicable and details of such transactions have been disclosed in the standalone financial statements as required by the applicable accounting standards.
(xiv) (a) Based on the information and explanations provided to us and our audit procedures, in our opinion, the Company has an internal audit system commensurate with the size and nature of its business.
(b) We have considered the internal audit reports of the Company issued till date for the period under audit.
(xv) In our opinion and according to the information and explanations given to us, the Company has not entered into non-cash transactions with its directors or persons connected to its directors. Accordingly, clause 3(xv) of the Order is not applicable to the Company.
(xvi) (a) The Company is not required to be registered under Section 45-IA of the Reserve Bank of India Act, 1934. Accordingly, clause 3(xvi)(a) of the Order is not applicable to the Company.
(b) The Company has not conducted non-banking financial/housing finance activities during the year. Accordingly, clause 3(xvi)(b) of the Order is not applicable to the Company.
(c) The Company is not a Core Investment Company (CIC) as defined in the regulations made by the Reserve Bank of India. Accordingly, clause 3(xvi)(c) of the Order is not applicable to the Company.
(d) According to the information and explanations provided to us during the course of audit, the Group does not have any CICs. Accordingly, clause 3(xvi)(d) of the Order is not applicable to the Company.

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(xvii) The Company has not incurred cash losses in the current and in the immediately preceding financial year.
(xviii) There has been no resignation of the statutory auditors during the year. Accordingly, clause 3(xviii) of the Order is not applicable to the Company.
(xix) According to the information and explanations given to us and on the basis of the financial ratios (Also refer Note 48(a) to the standalone financial statements), ageing and expected dates of realisation of financial assets and payment of financial liabilities, other information accompanying the standalone financial statements, 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 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) The Company has during the year spent the amount of Corporate Social Responsibility as required under sub section (5) of Section 135 of the Act. Accordingly, reporting under clause 3(xx) of the Order is not applicable to the Company.
(xxi) The reporting under clause 3(xxi) is not applicable in respect of audit of standalone financial statements. Accordingly, no comment in respect of the said clause has been included in this report.

For SHAH GUPTA & Co. Chartered Accountants Firm Registration No.: 109574W

Sd/Vedula Prabhakar Sharma

Partner Membership No.: 123088 UDIN: 24123088BKAROI7257

Place: Mumbai Date: May 15[th] , 2024

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ANNEXURE B TO THE INDEPENDENT AUDITORS’ REPORT

Report on the Internal Financial Controls under clause (i) of sub-section 3 of section 143 of the Companies Act, 2013 (“the Act”)

The Annexure referred to in paragraph 2(f) under ‘Report on Other Legal and Regulatory Requirements’ section of our report of even date

We have audited the internal financial controls over financial reporting of JOST’S ENGINEERING COMPANY LIMITED (“the Company”) as of March 31, 2024 in conjunction with our audit of the standalone financial 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 financial controls based on the internal control over financial reporting criteria established by the Company considering the essential components of internal control stated in the Guidance Note on Audit of Internal Financial Controls over Financial Reporting issued by the Institute of Chartered Accountants of India (The “Guidance Note”). These responsibilities include the design, implementation and maintenance of adequate internal financial controls that were operating effectively for ensuring the orderly and efficient conduct of its business, including adherence to Company’s policies, the safeguarding of its assets, the prevention and detection of frauds and errors, the accuracy and completeness of the accounting records, and the timely preparation of reliable financial information, as required under the Companies Act, 2013 (“the Act”).

Auditors’ Responsibility

Our responsibility is to express an opinion on the Company's internal financial controls over financial reporting based on our audit. We conducted our audit in accordance with the Guidance Note and the Standards on Auditing, prescribed under section 143(10) of the Companies Act, 2013, to the extent applicable to an audit of internal financial controls. Those Standards and the Guidance Note require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance about whether adequate internal financial controls over financial reporting 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 financial controls system over financial reporting with reference to standalone financial statements and their operating effectiveness. Our audit of internal financial controls over financial reporting included obtaining an understanding of internal financial controls over financial reporting with reference to standalone financial 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 auditors’ judgment, including the assessment of the risks of material misstatement of the financial statements, whether due to fraud or error.

We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion on the Company’s internal financial controls system over financial reporting with reference to standalone financial statements.

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Meaning of Internal Financial Controls over Financial Reporting

A Company's internal financial control over financial reporting with reference to standalone financial statements is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of standalone financial statements for external purposes in accordance with generally accepted accounting principles. A company's internal financial control over financial reporting with reference to these standalone financial statements includes those policies and procedures that (1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company; (2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of standalone financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorizations of management and directors of the company; and (3) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the company's assets that could have a material effect on the standalone financial statements.

Inherent Limitations of Internal Financial Controls over Financial Reporting

Because of the inherent limitations of internal financial controls over financial reporting with reference to these standalone financial statements, including the possibility of collusion or improper Management override of controls, material misstatements due to error or fraud may occur and not be detected. Also, projections of any evaluation of the internal financial controls over financial reporting with reference to standalone financial statements to future periods are subject to the risk that the internal financial control over financial reporting with reference to standalone financial statements may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.

Opinion

In our opinion, to the best our information and according to the explanations given to us, the Company has, in all material respects, an adequate internal financial controls system over financial reporting and such internal financial controls over financial reporting were operating effectively as at March 31[st] , 2024, based on the internal control over financial reporting criteria established by the Company considering the essential components of internal control stated in the Guidance Note issued by the Institute of Chartered Accountants of India.

For SHAH GUPTA & Co.

Chartered Accountants Firm Registration No.: 109574W

Sd/Vedula Prabhakar Sharma

Partner Membership No.: 123088 UDIN: 24123088BKAROI7257

Place: Mumbai Date: May 15[th] , 2024

Annual Report

Standalone Balance Sheet as at March 31, 2024

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₹ in Lakh
Note As at As at
Particulars
No. March 31, 2024 March 31, 2024
Assets
(1) Non-current assets
(a) Property, plant and equipment 4A
(b) Capital work-in-progress 4B
(c) Right of use assets 4C
(d) Intangible assets 4D
(e) Financial assets
(i) Non-current investments 5
(ii) Other non-current financial assets 6
(f) Deferred tax assets (net) 37
(g) Income tax assets (net) 7
(h) Other non-current assets 8
Total non-current assets
(2) Current assets
(a) Inventories 9
(b) Financial assets
(i) Current investments 10
(ii) Trade receivables 11
(iii) Cash and cash equivalents 12A
(iv) Bank balances other than cash and cash equivalents (iii) above 12B
(v) Loans 13
(vi) Other current financial assets 14
(c) Other current assets 15
Total current assets
Total Assets
Equity and Liabilities
(1) Equity
(a) Equity share capital 16
(b) Other equity 17
Total Equity
Liabilities
(2) Non-current liabilities
(a) Financial liabilities
(i) Borrowings 18
(ii) Lease liabilities 92
(b) Non-current provisions 19 136
Total Non - current Liabilities
(3) Current liabilities
(a) Financial liabilities
(i) Borrowings 20
(ii) Lease liabilities
(iii) Trade payables 21
Total outstanding dues of micro enterprises and small
enterprises Total outstanding dues of creditors other than micro
enterprises and small enterprises
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Annual Report

Standalone Balance Sheet as at March 31, 2024

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₹ in Lakh	₹ in Lakh	₹ in Lakh	₹ in Lakh
Particulars	Note No.	As at March 31, 2024	As at March 31, 2024
(iv) Other current financial liabilities (b) Other current liabilities (c) Current provisions (d) Income tax liabilities (net)	22 23 24 25	135 1,050 178 44	106 801 166 68
Total Current Liabilities		5,447	4,583
Total Liabilities		5,699	4,811
Total Equity and Liabilities		11,972	8,937

Corporate information and material Accounting policies, key accounting estimates and judgements

(1-3)

See accompanying notes to the standalone financial statements As per our report of even date attached

For Shah Gupta & Co. Chartered Accountants Firm Registration Number : 109574W

For and on behalf of Board of Directors

Sd/Vedula Prabhakar Sharma Partner Membership No. 123088

Sd/Jai Prakash Agarwal Chairman DIN - 00242232

Sd/Vishal Jain

Managing Director & CEO DIN - 00709250

Place: Mumbai Date: May 15[th] ,2024

Sd/Rohit Jain Chief Financial Officer

Place: Thane Date: May 15[th] ,2024

Sd/Babita Kumari Company Secretary Membership No. A40774

Annual Report

STANDALONE STATEMENT OF PROFIT AND LOSS As at March 31, 2024

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			(₹ in Lakh, except EPS) Year ended March 31, 2024 March 31, 2023 17,419 134 17,553 4,838 6,289 89 2,221 117 128 2,528 16,210 1,343 343 (0) 32 375 968 (18) (18) 950 20 20 15,968 84 16,052 6,351 4,435 (82) 1,947 82 123 2,224 15,080 972 282 (10) 6 278 694 (1) (1) 693 15 15	(₹ in Lakh, except EPS) Year ended March 31, 2024 March 31, 2023 17,419 134 17,553 4,838 6,289 89 2,221 117 128 2,528 16,210 1,343 343 (0) 32 375 968 (18) (18) 950 20 20 15,968 84 16,052 6,351 4,435 (82) 1,947 82 123 2,224 15,080 972 282 (10) 6 278 694 (1) (1) 693 15 15
Sr. No.	Particulars	Note No.	Year ended
			March 31, 2024	March 31, 2023
1 2 3 4 5 6 7 8 9	Revenue from operations Other income Total income [1+2] Expenses (a) Cost of materials consumed (b) Purchases of stock-in-trade (c) Changes in inventories of finished and work-in-progress and stock-in- trade (d) Employee benefits expense (e) Finance costs (f) Depreciation and amortization expense (g) Other expenses Total expenses Profit before tax [3-4] Tax expenses (i) Current tax (ii) Deferred tax# (iii) Short provision for tax relating to previous years Total tax expenses Profit for the year [5-6] Other comprehensive income / (loss) A) Items that will not be reclassified to profit or loss (net of tax) (i) Remeasurement of employee benefits obligations Total other comprehensive income / (loss) Total comprehensive income for the year Earnings per equity share (1) Basic (in₹) (2) Diluted (in₹)	26 27 28 29 30 31 32 33 34 37 37 37	17,419 134	15,968 84
			17,553	16,052
			4,838 6,289 89 2,221 117 128 2,528	6,351 4,435 (82) 1,947 82 123 2,224
			16,210	15,080
			1,343	972
			343 (0) 32	282 (10) 6
			375	278
			968	694
			(18)	(1)
			(18)	(1)
			950	693
			20 20	15 15

figures are below rounding off norms adopted by the company

Corporate information and material Accounting policies, key accounting estimates and judgements

(1-3)

See accompanying notes to the standalone financial statements As per our report of even date attached

For Shah Gupta & Co. Chartered Accountants

For and on behalf of Board of Directors

Firm Registration Number : 109574W

Sd/Vedula Prabhakar Sharma Partner Membership No. 123088 Place: Mumbai Date: May 15[th,] 2024

Sd/-

Jai Prakash Agarwal Chairman DIN - 00242232

Sd/Rohit Jain Chief Financial Officer Place: Thane Date: May 15[th,] 2024

Sd/Vishal Jain

Managing Director & CEO DIN - 00709250

Sd/Babita Kumari Company Secretary Membership No. A40774

Annual Report

STANDALONE STATEMENT OF CHANGES IN EQUITY As at March 31, 2024

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A. Equity share capital

(1) For the year ended March 31[st] ,, 2024

₹ in Lakh

Balance as at April 1, 2023	Changes in equity share capital due to prior period errors	Restated balance at the beginning of the current reporting period	Changes in equity share capital during the current year	Balance as at March 31, 2024
93	-	-	5	98
(2) For the year ended March 31st, 2023 ₹ in Lakh
Balance as at April 1, 2022	Changes in equity share capital due to prior period errors	Restated balance at the beginning of the current reporting period	Changes in equity share capital during the current year	Balance as at March 31, 2024
93	-	-	-	93

(2) For the year ended March 31[st] , 2023

B. Other Equity

₹ in Lakh

Particulars	Reserves and surplus	Reserves and surplus	Reserves and surplus	Other comprehensive income	Money received against the warrants	Total
	Securities premium	Retained earnings	General reserve	Re- measurements gain/(loss) on the defined employee benefit plans
Balance as at March 31, 2022	1,064	2,127			-	3,396
Profit for the year Payment of dividend Other comprehensive income arising from re measurement of employee benefits obligation (net of tax)	-	- 694 (56)	- - -	- - (1)	- - -	694 (56) (1)
Balance as at March 31, 2023	1,064	2,765				4,033
Profit for the year Payment of dividend Money received against the warrants Other comprehensive income arising from re measurement of employee benefits obligation (net of tax) Security premium received on shares & warrants	- 1,135	- (70)	- - -	- - (18)	- - 127	968 (70) 127 (18) 1,135
Balance as at March 31, 2024	2,199	3,663	230	(44)	127	6,175

As per our report of even date attached

For Shah Gupta & Co.

For and on behalf of Board of Directors

Chartered Accountants Firm Registration Number : 109574W

Sd/Vedula Prabhakar Sharma Partner Membership No. 123088 Place: Mumbai Date: May 15[th] ,2024

Sd/-

Jai Prakash Agarwal Chairman DIN - 00242232

Sd/Rohit Jain Chief Financial Officer

Place: Thane Date: May 15[th] , 2024

Sd/Vishal Jain Managing Director & CEO DIN - 00709250

Sd/Babita Kumari Company Secretary Membership No. A40774

Annual Report

STANDALONE STATEMENT OF CASH FLOW STATEMENT for the year ended 31st March, 2023

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₹ in Lakh

Particulars	Particulars	Year ended	Year ended	Year ended	Year ended
		March 31, 2024		March 31, 2023
A B C	Cash flow from operating activities Profit before taxes Adjustments for: Depreciation and amortisation expense Finance income on amortisation of deposits Profit on sale of assets# Dividend income Interest income Finance costs Provision for expected credit loss Bad debts written off Unrealised foreign exchange (gain)/loss Sundry balances written off/back Provision for warranty claims Provision for inventory# Inventory written off Sales tax written off Operating profit before working capital changes Adjustments for (increase) / decrease in: Trade receivables Inventories Other non-current financial assets Other current financial assets Other current asset Other non-current assets Current loans Adjustments for increase/ (decrease) in: Trade payables Other current financial liabilities Other current liabilities Change in non-current provisions Change in current provisions Cash generated from operations Net income tax paid (net of refunds) Net cash generated from operating activities (A) Cash flow from investing activities Purchase of property, plant and equipment and intangible assets Right of use of asset Proceeds from sale of property, plant and equipment Proceeds from sale of capital work in progress Bank balances other than classified as cash and cash equivalents Investment in fixed deposits Proceed/purchase of mutual funds investments (net) Investment/redemption in 9% debenture of subsidiary Investment in equity shares of subsidiary Interest received Dividend received Net cash generated from investing activities (B) Cash flow from financing activities Proceeds from/ (repayment) of working capital loans Proceeds from/ (repayment) of long term borrowings Proceeds from issuance of equity shares Proceeds from issuance of warrants Dividend paid Payment of lease liabilities Finance costs Net cash (used) in financing activities (C) Net increase/(decrease) in cash and cash equivalents (A+B+C) Cash and cash equivalents at the beginning of the year Cash and cash equivalents at the end of the year (refer note 12A)	128 (1) (0) (1) (88) 117 18 16 3 (2) 69 6 7 -	1,343 272 1,615 (1,760) (145) (394)	123 (1) - (1) (27) 60 64 84 (18) - 107 0 26 38	972 455 1,427 (475) 952 (238)
		(1,376) 96 15 (164) (204) 235 (396) (173) 29 249 6 (77)		(1,380) (209) (189) 116 (92) (8) 31 1,174 (43) 231 (33) (73)
		(218) (41) 1 22 (275) - (414) 300 (856) 88 1 759 18 1,140 127 (70) 9 (117)		(79) (75) - - 204 (128) 98 (300) (345) 27 1 (1) - - (56) 48 (60)
			(539)		714

			(1,392)		(597)

			1,866		(69)
			(65) 182		48 134
			117		182

figures are below rounding off norms adopted by the company

Annual Report

STANDALONE STATEMENT OF CASH FLOW STATEMENT for the year ended 31st March, 2023

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Cash and cash equivalents include in the statement of cash flows comprising the following :

₹ in Lakh

Particulars	As at March 31, 2024	As at March 31, 2023
Balances with banks In current accounts In EEFC account Cash on hand Total	116 - 1	91 90 1
	117	182

Reconciliations part of cash flows

	₹ in Lakh	₹ in Lakh	₹ in Lakh	₹ in Lakh
Particulars	April 01, 2023	Cash flows (net)	New leases	March 31, 2024
Vehicle loan (including current maturities) Total Cash credit/overdraft Lease liabilities (including current maturities)	101 - 120	758 18 (32)	- - 41	859 18 129
	221	744	41	1,006
	₹ in Lakh
Particulars	April 01, 2022	Cash flows (net)	New leases	March 31, 2023
Lease liabilities (including current maturities) Total Cash credit/overdraft	102 72	(1) (32)	- 80	101 120
	174	(33)	80	221

Note to Cash Flow Statement:

The cash flow statement has been prepared under the "Indirect Method" as set out in Ind AS 7 "Statement of Cash Flows".
Previous years’ figures have been regrouped wherever necessary.

As per our report of even date attached

For Shah Gupta & Co. Chartered Accountants Firm Registration Number : 109574W

For and on behalf of Board of Directors

Sd/-

Sd/Sd/Vedula Prabhakar Sharma Jai Prakash Agarwal Partner Chairman Membership No. 123088 DIN - 00242232 Place: Mumbai Date: May 15[th] , 2024

Sd/Vishal Jain Managing Director & CEO DIN - 00709250

Sd/Rohit Jain Chief Financial Officer Place: Thane Date: May 15[th] , 2024

Sd/Babita Kumari Company Secretary Membership No. A40774

Annual Report

NOTE FORMING PART OF THE STANDALONE FINANCIAL STATEMENTS

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1. Corporate information :

Jost’s Engineering Company Limited (the ‘Company’) is incorporated in India. The Company’s registered office is at Great Social Building, 60 Sir Phirozeshah Mehta Road, Mumbai- 400001. The Company’s primary business areas are manufacturing and trading of material handling and engineering products. The Company’s equity shares are listed on the Bombay Stock Exchange (BSE).

2. Basis for preparation of financial statements

2.1 Statement of compliance :

The financial statements have been prepared in accordance with the Indian Accounting Standards (hereinafter referred to as the ‘Ind AS’) as notified by the Ministry of Corporate Affairs pursuant to Section 133 of the Companies Act, 2013 read with Rule 3 of the Companies (Indian Accounting Standards) Rules, 2015 as amended from time to time.

2.2 Basis of preparation :

The financial statements have been prepared on an accrual and going concern basis. The accounting policies are applied consistently to all the periods presented in the financial statements except where a newly issued Accounting Standard is initially adopted or a revision to an existing Accounting Standard requires a change in the accounting policy hitherto in use. The Company has prepared these Financial Statements as per the format prescribed in Division II of Schedule III of the Companies Act 2013, (Ind AS Compliant Schedule III),

Accordingly, the Company has prepared these Financial Statements which comprise the Balance Sheet as at March 31[st] , 2024, the Statement of Profit and Loss, the Statement of Cash Flows and the Statement of Changes in Equity for the year ended as on that date, and material accounting policies and other explanatory information (together hereinafter referred to as “Standalone Financial Statements” or “financial statements”).

These financial statements are approved by the Board of Directors on May 15[th] , 2024

The financial statements are presented in (‘INR’) which is the Company’s functional currency and all the values are rounded off to the nearest lakh except when otherwise indicated.

2.3 Basis of measurement :

The financial statements have been prepared on a historical cost basis, except for certain financial assets and liabilities that are measured at fair value at the end of each reporting period.

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

Annual Report

100

NOTE FORMING PART OF THE STANDALONE FINANCIAL STATEMENTS

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2.4 Current or non-current classification:

The Company presents assets and liabilities in the balance sheet based on current/ non-current classification.

An asset is classified as current when it is :

i. Expected to be realized or intended to be sold or consumed in the normal operating a cycle;
ii. Held primarily for the purpose of trading;
iii. Expected to be realized within twelve months after the reporting period; or
iv. Cash or cash equivalent unless restricted from being exchanged or used to settle a a liability for at least twelve months after the reporting period.

All the other assets are classified as non-current.

A liability is current when:

i. It is expected to be settled in the normal operating cycle;
ii. It is held primarily for the purpose of trading;
iii. It is due to be settled within twelve months after the reporting period; or
iv. There is no unconditional right to defer the settlement of the liability for at least a twelve months after the reporting period.

The operating cycle of an entity is the time between the acquisition of assets for processing and their realisation in cash or cash equivalents.

The Company classifies all other liabilities as non-current. Deferred Tax Assets and Liabilities are classified as non-current assets and liabilities respectively.

2.5 Key accounting estimates and judgements:

The preparation of financial statements requires management to make judgements, estimates and assumptions in the application of accounting policies that affect the reported amounts of assets, liabilities, income and expenses. Actual results may differ from these estimates. Continuous evaluation is done on the estimation and judgements based on historical experience and other factors, including expectations of future events that are believed to be reasonable. Revisions to accounting estimates are recognised prospectively.

Information about critical judgements in applying accounting policies, as well as estimates and assumptions that have the most significant effect to the carrying amounts of assets and liabilities within the next financial year, are included in the following note

a. Estimated useful life of PPE & intangible assets - refer note 4A & 4D
b. Probable outcome of matters included under contingent liabilities - refer note 35
c. Estimation of defined benefit obligation - refer note 42
d. Estimation of tax expense and tax payable - refer note 37
e. Measurement of lease liabilities and right of use asset (ROUA) - refer note 39
f. Recoverability of trade receivables – refer note 11
g. Lease – refer note 39
h. Impairment of financial assets

Annual Report

101

NOTE FORMING PART OF THE STANDALONE FINANCIAL STATEMENTS

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2.5.1 Impairment of property, plant and equipment :

Determining whether property, plant, and equipment are impaired requires an estimation of the value in use of the cash-generating unit. The value-in-use calculation requires the management to estimate the future cash flows expected to arise from the cash-generating unit and a suitable discount rate in order to calculate the present value. When the actual future cash flows are less than expected, a material impairment loss may arise.

2.5.2 Useful lives of property, plant and equipment :

Property, plant, and equipment represent a significant proportion of the asset base of the company. The charge in respect of periodic depreciation is derived after determining an estimate of an asset’s expected useful life and the expected residual value at the end of its life. The useful lives and residual values of the company’s assets are determined by the management at the time the asset is acquired and reviewed at each financial year-end. Their lives are based on historical experience with similar assets as well as anticipation of future events, which may impact their life, such as changes in technical or commercial obsolescence arising from changes or improvements in production or from a change in market demand of the product or service output of the asset.

2.5.3 Discount rate - defined benefit obligation

The cost of the defined benefit plan and other post-employment benefits and the present value of such obligation are determined using actuarial valuations. An actuarial valuation involves making various assumptions that may differ from actual developments in the future. These include the determination of the discount rate, future salary increases, mortality rates, and attrition rate. Due to the complexities involved in the valuation and its long-term nature, a defined benefit obligation is highly sensitive to changes in these assumptions. All assumptions are reviewed at each reporting date.

2.5.4 Provision for litigations and contingencies

The provision for litigations and contingencies are determined based on the evaluation made by the management of the present obligation arising from past events the settlement of which is expected to result in an outflow of resources embodying economic benefits, which involves judgments around estimating the ultimate outcome of such past events and measurement of the obligation amount. Due to the judgements involved in such estimations, the provisions are sensitive to the actual outcome in future periods.

2.5.5 Recoverability of trade receivables

Judgements are required in assessing the recoverability of overdue trade receivables and determining whether a provision against those receivables is required. Factors considered include the credit rating of the counterparty, the amount and timing of anticipated future payments and any possible actions that can be taken to mitigate the risk of non-payment.

Annual Report

102

NOTE FORMING PART OF THE STANDALONE FINANCIAL STATEMENTS

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2.5.6 Lease

The application of Ind AS 116 requires Company to make judgements and estimates that affect the measurement of right-of-use assets and liabilities. In determining the lease term, we consider all facts and circumstances that create an economic incentive to exercise renewal options (or not exercise termination options). Assessing whether a contract includes a lease also requires judgement. Estimates are required to determine the appropriate discount rate used to measure lease liabilities. The Company cannot readily determine the interest rate implicit in the lease, therefore, it uses its incremental borrowing rate (IBR) to measure lease liabilities. The IBR is the rate of interest that the Company would have to pay to borrow over a similar term, and with a similar security, the funds necessary to obtain an asset of a similar value to the right-of use asset in a similar economic environment. The IBR therefore reflects what the Company ‘would have to pay’, which requires estimation when no observable rates are available or when they need to be adjusted to reflect the terms and conditions of the lease. The Company estimates the IBR using observable inputs (such as market interest rates) when available and is required to make certain entity-specific estimates.

2.5.7 Recognition of deferred tax assets

Deferred Tax resulting from “temporary difference” between the carrying amount of an asset or liability in the balance sheet and its tax base book profit and taxable profit for the year is accounted for using the tax rates and laws that have been enacted or substantially enacted as on the balance sheet date. The deferred tax asset is recognized and carried forward only to the extent that there is a probable certainty that the asset will be adjusted in future. In addition, significant judgement is required in assessing the impact of any legal or economic limits.

2.5.8 Impairment of financial assets

The impairment provisions for financial assets are based on assumptions about risk of default and expected loss rates. The company uses judgement in making these assumptions and selecting the inputs to the impairment calculation, based on company's past history, existing market conditions as well as forward looking estimates at the end of each reporting period.

3. Material accounting policies :

3.1 Property, plant and equipment :

a) Recognition and measurement :

Property, plant and equipment held for use in production or supply of goods or services or for administrative purposes are stated at cost less accumulated depreciation less accumulated impairment, if any. The cost of fixed assets comprises its purchase price net of any trade discounts and rebates, any import duties and other taxes (other than those subsequently recoverable from the tax authorities), any directly attributable expenditure on making the asset ready for its intended use, and interest on borrowings attributable to acquisition of qualifying fixed assets up to the date the asset is ready for its intended use.

Annual Report

103

NOTE FORMING PART OF THE STANDALONE FINANCIAL STATEMENTS

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Capital work-in-progress for production, supply of administrative purposes is carried at cost less accumulated impairment loss, if any, until construction and installation are complete and the asset is ready for its intended use.

b) Derecognition of Assets:

An item of property, plant and equipment is derecognized upon disposal or when no future economic benefits are expected to arise from the continued use of the asset. Any gain or loss arising on the disposal or retirement of an item of property, plant and equipment, determined as the difference between the sales proceeds and the carrying amount of the asset, is recognized in the Statement of Profit and Loss.

c) Depreciation:

Depreciation is provided (other than on capital work-in-progress) on a written down value (WDV) basis over the estimated useful lives of assets as prescribed under Schedule II of the Companies Act, 2013. Depreciation on assets acquired/ purchased, sold/discarded during the year is provided on a pro-rata basis from the date of each addition till the date of sale/retirement. The economic useful lives of assets are assessed based on a technical evaluation, taking into account the nature of assets, the estimated usage of assets, the operating conditions of the assets, past history of replacement, anticipated technological changes, maintenance history, etc. The estimated useful life is reviewed at the end of each reporting period, with effect of any change in estimate being accounted for on a prospective basis.

Where the cost of part of the asset is significant to the total cost of the assets and the useful life of that part is different from the useful life of the remaining asset, useful life of that significant part is determined separately. Depreciation of such significant part, if any, is based on the useful life of that part.

The estimated useful lives of PPE are as follows :

Sr. no.	Particulars	Useful life
1	Factory building	3- 60 Years
2	Computers & data processing units	3 – 6 Years
3	General furniture & fittings	10 Years
4	Office equipment	5 Years
5	Plant & machinery	15 Years
6	Vehicles	8 – 10 Years

d) Capital work-in-progress

Assets in the course of construction are capitalised in the assets under Capital work in progress. At the point when an asset is operating at management’s intended use, the cost of construction is transferred to the appropriate category of property, plant and equipment and depreciation commences. Costs associated with the commissioning of an asset and any obligatory decommissioning costs are capitalised where the asset is available for use but incapable of operating at normal levels .

Annual Report

104

NOTE FORMING PART OF THE STANDALONE FINANCIAL STATEMENTS

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3.2 Intangible assets :

a) Recognition and measurement :

Intangible assets that are acquired are recognised only if it is probable that the expected future economic benefits that are attributable to the asset will flow to the Company and the cost of assets can be measured reliably. The intangible assets are recorded at cost of acquisition including incidental costs related to acquisition and are carried at cost less accumulated amortisation and impairment losses, if any.

Subsequent expenditure

Subsequent costs are capitalised only when it increases the future economic benefits embodied in the specific asset to which it relates. All other expenditure on intangible assets is recognised in the Statement of Profit and Loss, as incurred.

b) Derecognition of intangible assets :

An intangible asset is derecognized on disposal or when no future economic benefits are expected from use or disposal. Gains or losses arising from de-recognition of an intangible asset, measured as the difference between the net disposal proceeds and the carrying amount of the asset, and are recognized in the profit or loss when the asset is derecognized.

c) Amortisation :

Amortization is recognized in the income statement on a Written Down Value (WDV) basis over the estimated useful lives of intangible assets or on any other basis that reflects the pattern in which the asset’s future economic benefits are expected to be consumed by the entity. Intangible assets that are not available for use are amortized from the date they are available for use.

The estimated useful life are as follows :

Sr. no.	Particulars	Useful life
1	Intangible Asset	10 Years

3.3 Leases :

The Company’s lease asset classes consist of leases for buildings. The Company assesses whether a contract is or contains a lease, at inception of a contract. A contract is, or contains, a lease if the contract conveys the right to control the use of an identified asset for a period of time in exchange for consideration. To assess whether a contract conveys the right to control the use of an identified asset, the Company assesses whether: (i) the contract involves the use of an identified asset (ii) the Company has substantially all of the economic benefits from use of the asset through the period of the lease and (iii) the Company has the right to direct the use of the asset.

Annual Report

105

NOTE FORMING PART OF THE STANDALONE FINANCIAL STATEMENTS

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The Company recognises a right-of-use asset (“ROU”) at the commencement date of the lease and a corresponding lease liability for all lease arrangements in which it is a lessee, except for leases with a term of twelve months or less (short term leases) and leases of low value assets. For these short term and leases of low value assets, the Company recognises the lease payments as an operating expense on a straight line basis over the term of the lease.

The ROU asset is measured at an amount equal to the lease liability. They are subsequently measured at cost less accumulated depreciation and impairment losses, if any. Right-of-use assets are depreciated from the commencement date on a straight-line basis over the shorter of the lease term and useful life of the underlying asset.

The lease liability is recognized at the date of initial application. The lease liability is measured at the present value of the remaining lease payments discounted using lease incremental borrowing rate at the date of initial application

A lease liability is remeasured upon the occurrence of certain events such as a change in the lease term or a change in an index or rate used to determine lease payments. The remeasurement normally also adjusts the leased assets. Lease liability and ROU asset have been separately presented in the balance sheet and lease payments have been classified as financing cash flows.

3.4 Impairment of property, plant and equipment and intangible assets :

At the end of each reporting period, the Company reviews the carrying amounts of Property, Plant and Equipment and other intangible assets to determine whether there is any indication that those assets have suffered an impairment loss. 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 individual asset, the Company estimates the recoverable amount of the cash generating unit to which an individual asset belongs. When a reasonable and consistent basis of allocation can be identified, 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 identified.

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 flows are discounted to their present value using a pre-tax discount rate that reflects current market assessment of the time value of money and the risks specific to the asset for which the estimates of future cash flows 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 recognized immediately in the Statement of Profit and 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, but so that the increased carrying amount does not exceed the carrying amount that would have determined had no impairment loss been recognized for the asset (or cash-generating unit) in prior years. The reversal of an impairment loss is recognized immediately in the Statement of Profit or Loss.

Annual Report

106

NOTE FORMING PART OF THE STANDALONE FINANCIAL STATEMENTS

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3.5 Inventories :

Inventories are valued at the lower of cost and net realizable value. Costs incurred in bringing each product to its present location and condition in accounted for as follows:

Raw materials, stores & spares parts and traded goods: cost includes cost of purchase and other costs incurred in bringing the inventories to their present location and condition. Cost is determined on weighted average basis.

Finished goods and work in progress: cost includes cost of direct materials and labour and a proportion of manufacturing overheads based on the normal operating capacity, but excluding borrowing costs. Cost is determined on weighted average basis.

Net realizable value represents the estimated selling price for inventories in the ordinary course of business less all estimated cost of completion and cost necessary to make the sale.

Due allowances are made for slow moving and obsolete inventories based on estimates made by the Company.

3.6 Revenue recognition:

The Company derives revenue from sale of material handling and engineered products. Revenue towards satisfaction of a performance obligation is measured at the amount of transaction price allocated to that performance obligation.

a) Sale of goods:

Sales are recorded net of trade discounts, quantity discounts, rebates, indirect taxes. Revenue from sale of goods is recognised at the point in time when control of the goods is transferred to the customer which generally coincides with dispatch of goods from factory/stock points, recovery of the consideration is probable, the associated costs and possible return of goods can be estimated reliably, there is no continuing management involvement with the goods to the degree usually associated with the ownership, and the amount of revenue can be measured reliably, regardless of when the payment is being made. Sales also include, sales of scrap, waste, rejection etc.

b) Dividend and Interest income:

Dividend income from investments is recognised when the Company’s right to receive payment has been established (provided that it is probable that the economic benefits will flow to the Company and the amount of income can be measured reliably).

Interest income from a financial asset is recognized when it is probable that the economic benefits will flow to the company and the amount of income can be measured reliably. Interest income is accrued on a time basis, by reference to the principal outstanding and at the normal interest rate as applicable.

Annual Report

107

NOTE FORMING PART OF THE STANDALONE FINANCIAL STATEMENTS

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c) Rendering of services:

Revenue from rendering of services is recognised over time considering the time elapsed. The transaction price of these services is recognised as a contract liability upon receipt of advance from the customer, if any, and is released on a straight line basis over the period of service.

d) Contract assets, contract liabilities and trade receivables:

Revenues in excess of invoicing are classified as contract assets (which we refer as unbilled revenue) while invoicing in excess of revenues (which we refer to as unearned revenues) and advance from customers are classified as contract liabilities. A receivable is recognised by the Company when the control over the goods is transferred to the customer such as when goods are delivered as this represents the point in time at which the right to consideration becomes unconditional, as only the passage of time is required before payment is due. The average credit period on sale of goods is 0 to 90 days.

e) Commission income:

Commission income on sales of equipment and spares is charged for rendering of services and for the use of the company's sales and distribution network. Such revenue is recognised in the accounting period in which the services are rendered in accordance with the agreement with the parties.

3.7 Foreign currencies :

The financial statements are presented in Indian rupees, which is the functional currency of the Company. Transactions in currencies other than the Company's functional currency are recognized at the exchange rate prevailing on the date of transaction. Monetary assets and liabilities denominated in foreign currencies are translated into the functional currency at the closing exchange rate prevailing as at the reporting date. Non-monetary assets and liabilities denominated in a foreign currency are translated using the exchange rate prevailing at the date of initial recognition (in case measured at historical cost) or at the rate prevailing at the date when the fair value is determined (in case measured at fair value).

3.8 Employee benefits :

Short-term employee benefits

A liability is recognized for benefits accruing to employees in respect of wages and salaries in the period the related service is rendered at the undiscounted amount of the benefit that is expected to be paid in exchange for that service.

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Other long-term employee benefits

The liability for earned leave is not expected to be settled wholly within twelve months after the end of the period in which the employees render the related service. They are therefore measured as the present value of expected future payments to be made in respect of services provided by employees up to the end of the reporting period using the projected unit credit method with actuarial valuations being carried out at each balance sheet date. The benefits are discounted using the market yields at the end of the reporting period that have terms approximating to the terms of the related obligation. Remeasurements as a result of experience adjustments and changes in actuarial assumptions are recognized in other comprehensive income.

Post-employment benefits

a) Defined contribution plans

Employees benefits in the form of the Company’s contribution to provident fund, pension scheme, superannuation fund and employees state insurance are defined contribution schemes. Payments to defined contribution retirement plans are recognized as expenses when the employees have rendered the service entitling them to the contribution.

Provident fund: The employees of the Company are entitled to receive benefits in respect of provident fund, a defined contribution plan, in which both employees and the Company make monthly contributions at a specified percentage of the covered employees’ salary . The contributions as specified under the law are made to the provident fund and pension fund administered by the Regional Provident Fund Commissioner. The Company recognizes such contributions as an expense when incurred.

b) Defined benefit plans

For defined benefit retirement plans, the cost of providing benefits is determined using the projected unit credit method, with actuarial valuations being carried out at the end of each annual reporting period. Re-measurements, comprising actuarial gains and losses, the effect of changes to asset ceiling (if applicable) and the return on plan assets (excluding net interest) is recognized in other comprehensive income in the period in which they occur. Re-measurements recognized in other comprehensive income are reflected immediately in retained earnings and is not reclassified to profit or loss. Past service cost is recognized in the Statement of Profit and Loss in the period of plan amendment.

Defined benefit costs comprising service cost (including current and past service cost and gains and losses on curtailments and settlements) and net interest expense or income is recognized in statement of profit and loss.

The defined benefit obligation recognized in the balance sheet represents the actual deficit or surplus in the Company's defined benefit plans. Any surplus resulting from this calculation is limited to the present value of any economic benefits available in the form of refunds from the plans or reductions in future contributions to the plans.

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The obligations are presented as current liabilities in the balance sheet if the entity does not have an unconditional right to defer settlement for at least twelve months after the reporting period, regardless of when the actual settlement is expected to occur.

Gratuity :

The Company has an obligation towards gratuity, a defined benefit retirement plan covering eligible employees. Vesting occurs upon completion of five years of service. The Company makes contributions to gratuity fund held with a trust formed for this purpose through Life Insurance Corporation of India. The Company provides for its gratuity liability based on an independent actuarial valuation carried out at each balance sheet date using the projected unit credit method.

3.9 Taxes on Income:

Income tax expense comprises current and deferred tax. It is recognised in the statement of profit and loss except to the extent that it relates to items recognised directly in other comprehensive income.

Current tax

The tax currently payable is based on the taxable profit for the year. Taxable profit differs from profit before tax as reported in the statement of profit and loss because of items of income or expense that are taxable or deductible in other years and items that are never taxable or deductible. The current tax is calculated using the tax rates that have been enacted or substantially enacted by the end of the reporting period.

Advance taxes and provisions for current income taxes are presented in the balance sheet after offsetting advance tax paid and income tax provision arising in the same tax jurisdiction and where the relevant tax paying units intends to settle the asset and liability on net basis.

Deferred tax

Deferred tax is recognized on temporary differences between the carrying amounts of assets and liabilities in the financial statements and the corresponding tax bases used in the computation of taxable profits. Deferred tax liabilities are generally recognized for all taxable temporary differences. Deferred tax assets are generally recognized for all deductible temporary differences to the extent that it is probable that taxable profits will be available against which those deductible temporary differences can be utilized. Such deferred tax assets and liabilities are not recognized if the temporary difference arises from the initial recognition (other than in a business combination) of assets and liabilities in a transaction that affects neither the taxable profit nor the accounting profit. In addition, deferred tax liabilities are not recognized if the temporary difference arises from the initial recognition of goodwill.

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

Deferred tax liabilities and assets are measured at the tax rates that are expected to apply in the period in which the liability is settled or the asset is realized, based on taxes (and tax laws) that have been enacted or substantively enacted by the end of the reporting period.

The measurement of deferred tax liabilities and assets reflects the tax consequences that would follow from the manner in which the Company expects, at the end of the reporting period, to recover or settle the carrying amount of its assets and liabilities.

Deferred tax assets and liabilities are offset when they relate to income taxes levied by the same taxation authority and the relevant entity intends to settle its current tax assets and liabilities on a net basis.

Current tax and deferred tax for the year

Current and deferred tax are recognized in the statement of profit and loss, except when they relate to items that are recognized in other comprehensive income or directly in equity, in which case, the current and deferred tax are also recognized in other comprehensive income or directly in equity respectively.

3.10 Provisions :

Provisions are recognized when the Company has a present obligation (legal or constructive) as a result of past event, it is probable that the Company will be required to settle the obligation, and a reliable estimate can be made of the amount of the obligation.

The amount recognized as provision is the best estimate of the consideration required to settle the present obligation at the end of the reporting period, taking into account the risks and uncertainties surrounding the obligation. When a provision is measured using the cash flows estimated to settle the present obligation, its carrying amount is the present value of those cash flows (when the effect of time value of money is material).

When some or all of the economic benefits required to settle a provision are expected to be recovered from a third party, a receivable is recognized as an asset if it is virtually certain that reimbursement will be received and the amount of the receivable can be measured reliably. If the effect of the time value of money is material, provisions are discounted using a current pre-tax rate that reflects, when appropriate, the risks specific to the liability. When discounting is used, the increase in the provision due to the passage of time is recognized as a finance cost.

Product warranty

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the nature, frequency and average cost of warranty claims and management estimates regarding possible future incidences based on corrective actions on product failures. The estimates for accounting of warranties are reviewed and revisions are made as required.

3.11 Contingent liabilities and contingent assets :

Contingent liability is disclosed after careful evaluation of facts, uncertainties and possibility of reimbursement, unless the possibility of an outflow of resources embodying economic benefits is remote. Contingent liabilities are not recognised but are disclosed in notes. Contingent assets are not accounted in the financial statements unless an inflow of economic benefits is probable.

3.12 Financial instruments:

Financial assets and liabilities are recognised when the company becomes a party to the contractual provisions of the instruments and are initially measured at fair value. Transaction costs that are directly attributable to the acquisition or issue of financial assets and liabilities (other than financial assets and financial liabilities at fair value through profit or loss) are added to or deducted from the fair value of the financial assets or liabilities on initial recognition. Transaction costs directly attributable to the acquisition of financial assets or financial liabilities at fair value through profit or loss are recognised immediately in the statement of profit and loss.

Financial assets

Classification and subsequent measurement

Initial recognition and measurement

All financial assets are recognized initially at fair value, plus in the case of financial assets not recorded at fair value through profit and loss (FVTPL), transaction costs that are attributable to the acquisition of the financial assets. However, trade receivables that do not contain a significant financing component are measured at transaction price.

These include trade receivables, loans, investments, deposits, balances with banks, and other financial assets with fixed or determinable payments.

The company measures its financial assets at fair value at each balance sheet date. In this context, quoted investments are fair valued adopting the techniques defined in level 1 of fair value hierarchy of Ind-AS 113 “Fair Value Measurement” and unquoted investments, where the observable input is not readily available, are fair valued adopting the techniques defined in level 3 of fair value hierarchy of Ind AS 113 and securing the valuation report from the certified valuer. However, trade receivables that do not contain a significant financing component are measured at transaction price.

Classification

The Company classifies a financial asset in accordance with the below criteria:

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i. The Company’s business model for managing the financial asset and ii. The contractual cash flow characteristics of the financial asset.

Based on the above criteria, the company classifies its financial assets into the following categories:

i. Financial assets measured at amortized cost ii. Financial assets measured at fair value through other comprehensive income (FVTOCI)

iii. Financial assets measured at fair value through profit or loss (FVTPL)

A financial asset is measured at the amortized cost if both the following conditions are met :

a. The company’s business model objective for managing the financial asset is to hold financial assets in order to collect contractual cash flows, and b. The contractual terms of the financial asset give rise on specified dates to cash flows that are solely payments of principal and interest on the principal amount outstanding.

A financial asset is measured at FVTOCI if both of the following conditions are met:

a. The company’s business model objective for managing the financial asset is achieved both by collecting contractual cash flows and selling the financial assets, and

b. The contractual terms of the financial asset give rise on specified dates to cash flows that are solely payments of principal and interest on the principal amount outstanding.

However, the company recognizes dividend income from such instruments in the statement of profit and loss and fair value changes are recognized in other comprehensive income (OCI).

A financial asset is measured at FVTPL unless it is measured at amortized cost or at FVTOCI as explained above. This is a residual category applied to all other investments of the company. Such financial assets are subsequently measured at fair value at each reporting date. Fair value changes are recognized in the statement of profit and loss.

Impairment

The Company applies the expected credit loss model for recognizing impairment loss on financial assets measured at amortized cost, other contractual right to receive cash or other financial assets not designated at fair value through profit or loss. The loss allowance for a financial instrument is equal to the lifetime expected credit losses if the credit risk on that financial instrument has increased significantly since initial recognition. If the credit risk on a financial instrument has not increased significantly since initial recognition, the Company measures the loss allowance for that financial instrument at an amount equal to 12-month expected credit losses. 12-month expected credit losses are portion

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of the lifetime expected credit losses and represent the lifetime cash shortfalls that will result if the default occurs within 12 months after the reporting date. For trade receivables or any contractual right to receive cash or another financial assets that results from transaction that are within the scope of Ind AS 115, the company always measures the loss allowance at an amount equal to life time expected credit losses. The Company has used a practical expedient permitted by Ind AS 109 and determines the expected credit loss allowance based on a provision matrix which takes into account historical credit loss experience and adjusted for forward looking information.

De-recognition

The Company derecognizes financial asset when the contractual right to the cash flows from the asset expires, or when it transfers the financial asset and substantially all the risks and rewards of ownership of the asset to another party. If the Company neither transfers nor retains substantially all the risks and rewards of ownership and continues to control the transferred asset, the Company recognizes its retained interest in the asset and an associated liability for the amounts it may have to pay. If the Company retains substantially all the risks and rewards of ownership of the transferred financial asset, the Company continues to recognize the financial asset and also recognizes a collateralized borrowing for the proceeds received.

On de-recognition of a financial asset, the difference between the asset's carrying amount and the sum of consideration received and receivable and the cumulative gain or loss that had been recognized in other comprehensive income, if any, is recognized in the Statement of Profit and Loss if such gain or loss would have otherwise been recognized in the Statement of Profit and Loss on disposal of the financial asset.

Financial liabilities

Classification

Financial liabilities and equity instruments issued by the Company are classified according to the substance of the contractual arrangements entered into and the definitions of a financial liability and an equity instrument.

Equity instruments

An equity instrument is any contract that evidences a residual interest in the assets of an entity after deducting all of its liabilities. Equity instruments issued by the Company are recognized at the proceeds received net of direct issue costs.

Subsequent measurement

Financial liabilities (that are not held for trading or not designated at fair value through profit or loss) are measured at amortized cost at the end of subsequent accounting periods. The carrying amounts of financial liabilities that are subsequently measured at amortized cost are determined based on the effective interest method.

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(including all fees, transaction costs and other premiums or discounts) through the expected life of the financial liability, or (where appropriate) a shorter period, to the net carrying amount on initial recognition.

Foreign exchange gains and losses

The fair value of financial liabilities denominated in a foreign currency is determined in that foreign currency and translated at the spot rate at the end of the reporting period. For financial liabilities that are measured at fair value through profit or loss, the foreign exchange component forms part of the fair value gains or losses and is recognized in the statement of profit and loss.

De-recognition

Financial liabilities are derecognized when, and only when, the obligations are discharged, cancelled or have expired. An exchange with a lender of a debt instruments with substantially different terms is accounted for as an extinguishment of the original financial liability and recognition of a new financial liability. Similarly, a substantial modification of the terms of an existing financial liability is accounted for as an extinguishment of the original financial liability and the recognition of a new financial liability. The difference between the carrying amount of a financial liability derecognized and the consideration paid or payable is recognized in the statement of profit and loss.

Offsetting of financial instruments

Financial assets and financial liabilities are offset and the net amount is reported in the balance sheet if there is a currently enforceable legal right to offset the recognized amounts and there is an intention to settle on a net basis, to realize the assets and settle the liabilities simultaneously.

Reclassification of financial assets / liabilities

After initial recognition, no reclassification is made for financial assets which are equity instruments and financial liabilities. For financial assets which are debt instruments, a reclassification is made only if there is a change in the business model for managing those assets. Changes to the business model are expected to be infrequent. The Company’s senior management determines change in the business model as a result of external or internal changes which are significant to the Company’s operations.

Impairment of non-financial assets

The company assesses at each balance sheet date whether there is any indication that an asset may be impaired, if such assets are considered to be impaired, the impairment to be recognized in the statement of profit and loss is measured by the amount by which the carrying value of the assets exceeds the estimated recoverable amount of the asset. Impairment losses are reversed in the statement of profit and loss only to the extent that the asset’s carrying amount does not exceed the carrying amount that would have been determined if no impairment loss had previously been recognized.

Fair value measurement

The company measures financial instruments at fair value in accordance with accounting policies at each reporting date. Fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. The fair value measurement is based on the presumption that the transaction to sell the asset or transfer the liability takes place either:

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In the principal market for the asset or liability, or
In the absence of a principal market, in the most advantageous market for the asset or liability. The principal or the most advantageous market must be accessible by the company.

All assets and liabilities for which fair value is measured or disclosed in the financial statements are categorized within the fair value hierarchy, described as follows, based on the lowest level input that is significant to the fair value measurement as a whole:

Level 1:Quoted (unadjusted) market prices in active markets for identical assets or liabilities
Level 2: Valuation techniques for which the lowest level input that is significant to the fair value measurement is directly or indirectly observable
Level 3: Valuation techniques for which the lowest level input that is significant to the fair value measurement is Unobservable

For assets and liabilities that are recognized in the balance sheet on a recurring basis, the company determines whether transfers have occurred between levels in the hierarchy by re-assessing categorization (based on the lowest level input that is significant to the fair value measurement as a whole) at the end of each reporting period.

3.13 Cash and cash equivalents :

Cash and cash equivalents comprise cash in hand and short-term deposits with original maturities of three months or less that are readily convertible into known amounts of cash and which are subject to insignificant risk of changes in value.

3.14 Earnings per share :

The Company reports basic and diluted earnings per share (EPS) in accordance with Indian Accounting Standard 33 "Earnings per Share". Basic EPS is computed by dividing the net profit or loss attributable to ordinary equity holders by the weighted average number of equity shares outstanding during the period. Diluted EPS is computed by dividing the net profit or loss attributable to ordinary equity holders by weighted average number of equity shares outstanding during the year as adjusted for the effects of all dilutive potential equity shares (except where the results are anti-dilutive).

3.15 Segment reporting :

The Company's business activity falls within two segments viz. Material Handling and Engineering Products. Segments are organized based on business which have similar economic characteristics as well as exhibit similarities in nature of products and services offered, the nature of production processes, the type and class of customer and distribution methods.

Investments, tax related assets and other assets and liabilities that can not be allocated to a segment on reasonable basis have been disclosed as “Unallocable”

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3.16 Borrowing cost :

Borrowings costs that are attributable to the acquisition or construction of qualifying assets up to the date when they are ready for their intended use and other borrowing costs are charged to profit and loss account. All other borrowing costs are expensed in the period in which they occur. Borrowing costs consist of interest and other costs that an entity incurs in connection with the borrowing of funds.

3.17 Investments in subsidiaries:

Investments in subsidiaries are carried at cost/deemed cost less accumulated impairment losses, if any. Where an indication of impairment exists, the carrying amount of investment is assessed and an impairment provision is recognised, if required immediately to its recoverable amount. On disposal of such investments, difference between the net disposal proceeds and carrying amount is recognised in the statement of profit and loss.

3.18 Dividend to Equity Shareholders:

Dividend to equity shareholders is recognised as a liability and deducted from shareholders’ Equity, in the period in which the dividends are approved by the equity shareholders in the general meeting

3.19 Rounding of amounts:

All amounts disclosed in the financial statements and notes have been rounded off to the nearest lakh as per the requirement of Schedule III, unless otherwise stated.

3.20 Events after reporting date:

Where events occurring after the balance sheet date provide evidence of conditions that existed at the end of the reporting period, the impact of such events is adjusted within the financial statements. Otherwise, events after the balance sheet date of material size or nature are only disclosed.

3.21 Cash flow statement:

Cash flows are reported using the indirect method, whereby profit / (loss) before exceptional items and tax is adjusted for the effects of transactions of non-cash nature and any deferrals or accruals of past or future cash receipts or payments. The cash flows from operating, investing and financing activities of the company are segregated.

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Notes forming part of the standalone financial statements

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4A. Property, plant and equipment

₹ in Lakh

							₹ in Lakh
Particulars	Leasehold buildings	Plant & machinery	Furniture and fixtures	Vehicles	Computer & peripheral	Office equipment	Tangibles total
Gross carrying amount
Balance as at March 31, 2022	19	496	78	33	119	18	764
Additions Disposals	- -	42 -	- -	- -	28 1	1 -	72 1
Balance as at March 31 2023	19	539	78	33	147	19	835
Additions Disposals	- -	148 -	- -	25 15	20 -	26 -	219 15
Balance as at March 31, 2024	19	687	78	43	167	45	1,039
Accumulated depreciation
Balance as at March 31, 2022	9	224	54	13	88	14	402
Additions Disposals#	1 -	53 -	6 -	6 -	24 0	2 -	91 0
Balance as at March 31 2023	10	277	60	19	111	16	493
Additions Disposals	1 -	48 -	4 -	6 14	25 -	4 -	88 14
Balance as at March 31, 2024	11	325	64	11	136	20	567
Net carrying amount Balance as at March 31 2023 Balance as at March 31, 2024	9 8	262 362	17 14	14 32	36 31	3 25	342 472

figures are below rounding off norms adopted by the company

Notes :

The Company does not own any immovable property other than property where the Company is the lessee and the lease agreements are duly executed in favour of the lessee.
Cash credit and bank overdraft are secured by leasehold properties at C-7, Wagle Industrial Estate, Thane and plant and machineries of the company.

4B. Capital work-in-progress

₹ in Lakh	₹ in Lakh
Balance as at March 31, 2023	22
Additions Deletion Capitalised during the year	- (22) -
Balance as at March 31, 2024	-

Capital work-in-progress ageing schedule (as on March 31, 2024)


Capital work-in-progress agein	g schedule (as on March 31, 2024) ₹ in Lakh
Particulars	Amount in CWIP for a period of
	Less than 1 year	1-2 years	2-3 years	More than 3 years	Total
Projects in process Projects temporarily suspended Total	- -	- -	- -	- -	- -
	-	-	-	-	-

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Notes forming part of the standalone financial statements

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Capital work-in-progress ageing schedule (as on March 31, 2023)


Capital work-in-progress agein	g schedule (as on March 31, 2023) ₹ in Lakh
Projects in process Projects temporarily suspended# Total Particulars	Amount in CWIP for a period of
	Less than 1 year	1-2 years	2-3 years	More than 3 years	Total
	- -	- -	- 0	- 21	- 22
	-	-	0	21	22

figures are below rounding off norms adopted by the company

Notes :

Capital work in progress as at 31st March 2023 primarily represents other expenses incurred in relation to purchase of land at Murbad, Thane. This expenses has been transferred to our wholly owned subsidiary JECL Engineering Limited during the year.
There are no capital work-in-progress, where the actual cost of an asset/project has already exceeded the estimated cost as per original plan or actual timelines for completion of an asset/project have exceeded the estimated timelines as per original plan. Accordingly, no additional disclosure is required

4C. Right of use assets

4C. Right of use assets	4C. Right of use assets	4C. Right of use assets
₹ in Lakh
Particulars	Lease of office premises	Total
Balance as at March 31, 2022	120	120
Additions Disposals	75 -	75 -
Balance as at March 31, 2023	195	195
Additions Disposals	41 26	41 26
Balance as at March 31, 2024	210	210
Accumulated depreciation
Balance as at March 31, 2022	52	52
Additions (refer note 39) Disposals	28 -	28 -
Balance as at March 31, 2023	80	80
Additions (refer note 39) Disposals	36 26	36 26
Balance as at March 31, 2024	90	90
Net carrying amount Balance as at March 31, 2023 Balance as at March 31, 2024	114 120	114 120

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4D. Intangible assets

₹ in Lakh

Particulars	Computer software & licences	Total
Gross carrying amount
Balance as at March 31, 2022	45	45
Additions Disposals	8 -	8 -
Balance as at March 31, 2023	53	53
Additions Disposals	- -	- -
Balance as at March 31, 2024	53	53
Accumulated depreciation
Balance as at March 31, 2022	32	32
Additions Disposals	4 -	4 -
Balance as at March 31, 2023	36	36
Additions Disposals	4 -	4 -
Balance as at March 31, 2024	40	40
Net carrying amount Balance as at March 31, 2023 Balance as at March 31, 2024	17 13	17 13

Note: There are no intangible assets under development, whose completion is overdue or has exceeded its cost compared to its original plan. Accordingly, no additional disclosure is required.

5. Non-current investments

₹ in Lakh

Particulars	Face Value	As at March 31,2024	As at March 31,2024	As at March 31,2023	As at March 31,2023
	Per share	No. of shares	₹ in Lakh	No. of shares	₹ in Lakh
A (i) of Subsidiary - at cost MHE Rentals India Private Limited JECL Engineering Limited JECL Engineering Inc (i) Others - at cost Zoroastrian Co-Operative Bank Limited B (i) of Subsidiary - at cost MHE Rentals India Private Limited Total Investments in equity instruments (unquoted fully paid up): Investment in debentures (Unquoted fully paid up) :	₹ 10 ₹ 10 USD 1 ₹ 25 ₹ 1,00,000	99,91,800 50,10,000 15,000 4,000 -	1,289 501 12 1	80,04,900 10,000 - 4,000 300	946 1 - 1
			1,803		948
			-		300
			-		300

			1,803		1,248
Aggregate amount of unquoted investments			1,803		1,248

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₹ in Lakh

6. Other non-current fnancial assets		₹ in Lakh
Particulars	As at March 31, 2024	As at March 31, 2023
(Unsecured, considered good, unless otherwise stated) Security deposits Bank deposits with more than 12 months maturity# Prepaid lease hold land## Interest accured but not due on fixed deposits Tender deposit Total	23 179 0 1 47	21 179 0 1 63
	250	264

Represents bank deposits under lien in respect of bank guarantees provided to customers and letter of credit issued to vendors of ₹ 1,233 Lakh ( Previous year : ₹ 845 Lakh)

figures are below rounding off norms adopted by the company

7. Income tax assets (net)

₹ in Lakh

7. Income tax assets (net)		₹ in Lakh
Particulars	As at March 31, 2024	As at March 31, 2023
Advance income tax ( net of provisions ₹ Nil ( as at March 31, 23 ₹ 202 Lakh) Total	-	10
	-	10

8. Other non-current assets

₹ in Lakh

Particulars	As at March 31, 2024	As at March 31, 2023
Capital advances Prepaid expenses Total	- 25	252 8
	25	260

9. Inventories (At lower of cost and net realisable value)

₹ in Lakh

9. Inventories (At lower of cost and net realisable value)		₹ in Lakh
Particulars	As at March 31, 2024	As at March 31, 2023
Raw materials Work-in-progress Finished goods Stock-in-trade Stores and spares Less: Provision for inventory Total	478 65 349 286 7	487 44 390 355 12
	1,185 (33)	1,288 (28)
	1,152	1,260

Note: Inventories have been pledged as security against bank guarantee, letter of credit, cash credit facility, details relating to which has been given in note 20.

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10. Current investments

₹ in Lakh

10. Current investments				₹ in Lakh
Particulars	As at March 31,2024		As at March 31,2024	As at March 31, 2023
	Unit value	Number of units
Investments in mutual fund - FVTPL (quoted) Nippon India Low Duration Fund - Direct Plan Daily Idcw Plan Nippon India Low Duration Fund - Daily Idcw Plan Edelweiss Liquid Fund Direct Plan Growth Total	1,009.93 1,009.79 3,118.35	1,075.65 480.19 13,233.97	11 5 413	10 5 1
			429	16
Aggregate market value of quoted investments Aggregate book value of quoted investments			429 413	16 9

11. Trade receivables

₹ in Lakh

Particulars	As at March 31, 2024	As at March 31, 2023
Secured, considered good Unsecured, considered good Credit impaired Less: Allowance for doubtful trade receivables Total	10 5,829 208	5 4,490 189
	6,047 (208)	4,684 (189)
	5,839	4,495

11.1 Certain receivables are secured against security deposits taken from customers.

11.2 For lien/ charge details against trade receivables, refer note 20

11.3 Trade receivables are dues in respect of services rendered in the normal course of business.

11.4 The normal credit period allowed by the company ranges from 0 to 90 days

11.5 Receivable from related parties ( refer note 41)

₹ in Lakh

11.5 Receivable from related parties ( refer note 41)		₹ in Lakh
Particulars	As at March 31, 2024	As at March 31, 2023
MHE rentals india private limited	88	63
JECL EngineeringLimited	70	-
Stovec industries limited#	0	0

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Notes forming part of the standalone financial statements

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11.6 Movement in expected credit loss allowance

₹ in Lakh

Particulars	For the year ended March 31, 2024	For the year ended March 31, 2023
Balance at the beginning of the year Impairment loss allowance on trade receivable	189 19	125 64
Balance at the end of the year	208	189

Trade receivables ageing schedule (as at March 31, 2024)

₹ in Lakh

Particulars	Outstanding for following periods from due date of payment	Outstanding for following periods from due date of payment	Outstanding for following periods from due date of payment	Outstanding for following periods from due date of payment	Outstanding for following periods from due date of payment	Outstanding for following periods from due date of payment	Outstanding for following periods from due date of payment
	Not due	Less than 6 months	6 months - 1year	1-2 years	2-3 years	More than 3years	Total
(i) Undisputed trade receivables – considered good (ii) Undisputed trade receivables – which have significant increase in credit risk (iii) Undisputed trade receivables – credit impaired# (iv) Disputed trade receivables– considered good (v) Disputed trade receivables – which have significant increase in credit risk (vi) Disputed trade receivables – credit impaired	2,266 - 0 - - -	3,044 - 4 - - -	293 - 5 - - -	187 - 119 - - -	27 - 27 - - -	22 - 22 - - 31	5,839 - 177 - - 31
Total	2,266	3,048	298	306	54	75	6,047
Allowance for doubtful trade receivables							(208)
Total trade receivables	2,266	3,048	298	306	54	75	5,839

figures are below rounding off norms adopted by the company

Trade receivables ageing schedule (as at March 31, 2023)

₹ in Lakh

Particulars	Outstanding for following periods from due date of payment	Outstanding for following periods from due date of payment	Outstanding for following periods from due date of payment	Outstanding for following periods from due date of payment	Outstanding for following periods from due date of payment	Outstanding for following periods from due date of payment	Outstanding for following periods from due date of payment
	Not due	Less than 6 months	6 months - 1 year	1-2 years	2-3 years	More than 3 years	Total
(i) Undisputed trade receivables – considered good (ii) Undisputed trade receivables – which have significant increase in credit risk (iii) Undisputed trade receivables – credit impaired# (iv) Disputed trade receivables– considered good (v) Disputed trade receivables – which have significant increase in credit risk (vi) Disputed trade receivables – credit impaired	1,808 - 0 - - -	1,962 - 3 - - -	490 - 9 - - -	173 - 84 - - -	35 - 35 - - -	27 - 27 - - 31	4,495 - 158 - - 31
Total	1,808	1,965	499	257	70	85	4,684
Allowance for doubtful trade receivables							(189)
Total trade receivables	1,808	1,965	499	257	70	85	4,495

figures are below rounding off norms adopted by the company

12A. Cash and cash equivalents

₹ in Lakh

12A. Cash and cash equivalents		₹ in Lakh
Particulars	As at March 31, 2024	As at March 31, 2023
Balances with banks - in current accounts - in EEFC account Cash on hand Total	116 - 1	91 90 1
	117	182

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12B. Bank balances other than cash and cash equivalents

₹ in Lakh

12B. Bank balances other than cash and cash equivalents		₹ in Lakh
Particulars	As at March 31, 2024	As at March 31, 2023
Bank deposits with maturity more than 3 months but less than 12 months at inception - in margin money# In earmarked accounts - unpaid dividend accounts## Total	279 3	4 3
	282	7

Represents bank deposits under lien in respect of bank guarantees provided to customers and letter of credit issued to vendors of ₹ 659 Lakh ( Previous year : ₹ Nil)

The above mentioned cash and bank balances are restricted cash and bank balances which are to be used for specified purposes. All other cash and bank balances are available for the operating activities.

13. Loans (Unsecured)

₹ in Lakh

Particulars	As at March 31, 2024	As at March 31, 2023
Unsecured, considered good unless otherwise stated Loans to subsidiary# to employees Total	439 67	37 73
	506	110

Loan is given for business purpose and terms and conditions have been stipulated w.r.t. the loan given to the subsidiary.

Details of loans and advances in the nature of loans to related parties:

₹ in Lakh

Name of Company	As at March 31, 2024	As at March 31, 2024	As at March 31, 2023	As at March 31, 2023
	Maximum amount outstanding during the year	Amount outstanding	Maximum amount outstanding during the year	Amount outstanding
MHE Rentals India Private Limited	92	10	105	37
JECL Engineering Limited	829	429	-	-

₹ in Lakh

14. Other current fnancial assets		₹ in Lakh
Particulars	As at March 31, 2024	As at March 31, 2023
Unsecured, considered good (unless stated otherwise) Tender deposits Accrued commission on corporate guarantee Interest accrued but not due on fixed deposits# Total	184 - 8	27 1 0
	192	28

figures are below rounding off norms adopted by the company

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15. Other current assets

₹ in Lakh

Particulars	As at March 31, 2024	As at March 31, 2023
Unsecured, considered good (unless stated otherwise) Balance with government authorities - VAT deposit# - Deposit with GST (under protest) ( refer note 35) Prepaid expense Other advances Other recoverables Advance to suppliers Total	8 3 51 1 1 564	8 3 79 1 - 333
	628	424

The company has paid on account of demand raised, to be adjusted against the refund

16. Equity share capital

16. Equity share capital	₹ in Lakh	₹ in Lakh	₹ in Lakh	₹ in Lakh
Particulars	As at March 31, 2024		As at March 31, 2023
	Number of shares	₹ in Lakh	Number of shares	₹ in Lakh
Share capital (a) Authorized Equity shares of ₹ 2/- each (b) Issued and subscribed Equity shares of ₹ 2/- each	50,00,000 48,89,365	100 98	20,00,000 18,65,746	100 93
Total	48,89,365	98	18,65,746	93

a. Reconciliation of the number of equity shares outstanding at the beginning and at the end of the reporting year:

	₹ in Lakh	₹ in Lakh	₹ in Lakh	₹ in Lakh
Particulars	As at March 31, 2024		As at March 31, 2023
	Number of shares held	₹ in Lakh	Number of shares held	₹ in Lakh
Opening balance at the beginning of the year Add: Shares issued during the year (refer note (d) below) Add: Stock split during the year (refer note (b)below)	18,65,746 2,25,000 27,98,619	93 5 -	18,65,746 - -	93 - -
Closing balance at the end of the year	48,89,365	98	18,65,746	93

b. Pursuant to the approval of the shareholders accorded on March 23, 2023 at the Extra Ordinary General meeting through Video Conferencing/Other Audio-Visual Means conducted by the Company, each equity share of face value of ₹ 5/- per share was split into 2.5 equity shares of face value of ₹ 2/- per share, with effect from 28th April, 2023.

c. Rights, preferences and restrictions attached to equity shares:

The company has only one class of issued shares i.e Equity Shares having par value of ₹ 2/ each.The Equity Shares of the Company have voting rights and are subject to the restrictions as prescribed under the Companies Act, 2013. Each holder of equity share is entitled to one vote per share and equal right for dividend.

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d. Board of Directors at their meeting held on 9th November 2023 have approved issuance of 2,25,000 equity shares at ₹ 506.50/- (including a premium of ₹ 504.50/-) per equity share aggregating to ₹ 11,39,62,500/-, for Cash, on preferential basis by way of private placement to non-promoter category.

Shareholders of the company, in Extra-ordinary general meeting held on 9th December 2023, approved the issuance of equity shares on preferrential basis. Subsequently, allotment of 2,25,000 fully paid up equity share has been made on 24th December 2023.

e. Details of shares held by each shareholder holding more than 5% Shares:

₹ in Lakh

Name of shareholders	As at March 31, 2024	As at March 31, 2024	As at March 31, 2023	As at March 31, 2023
	Number of shares	% of holding	Number of shares	% of holding
Mr. Jai Prakash Agarwal Mrs. Shikha Jain Mr. Vishal Jain Mr. Sharad K. Shah	6,64,955 5,64,105 5,91,075 5,11,615	14% 12% 12% 10%	2,65,982 2,25,642 2,36,430 1,65,069	14% 12% 13% 9%

f. Details of Promoters shareholding :

₹ in Lakh

Promoter name	As at March 31, 2024	As at March 31, 2024	As at March 31, 2023	As at March 31, 2023	% Change during the year
	Number of shares	% of holding	Number of shares	% of holding
Mr. Jai Prakash Agarwal Mrs. Anita Agarwal Mrs. Krishna Agarwal Mr. Rajendra Kumar Agarwal Mrs. Shikha Jain Mr. Vishal Jain M/s Dotch Sales Private Limited	6,64,955 1,03,700 1,30,325 1,03,700 5,64,105 5,91,075 1,50,000	14% 2% 3% 2% 12% 12% 3%	2,65,982 41,480 1,12,130 41,480 2,25,642 2,36,430 -	14% 2% 6% 2% 12% 13% -	- - -56% - - -5% 100%

g. There are no shares reserved for issue under options and contracts / commitments for the sale of shares / disinvestments.

h. There are no bonus shares issued or bought back during the period of five years immediately preceding the reporting date.

i. No calls are unpaid by any director or officer of the company at the end of the reporting period.

j. As per records of the Company, no shares have been forfeited by the Company during the year.

k. Shares Alloted as Fully Paid-Up Pursuant to Contracts Without Payment Being Received in Cash During the Year of five Years Immediately Preceding the Date of The Balance Sheet is Nil

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17. Other equity

₹ in Lakh

17. Other equity						₹ in Lakh
Particulars	Reserves and surplus			Other comprehensive income	Money received against the warrants	Total
	Securities premium	Retained earnings	General reserve	Re- measurements gain/(loss) on the defined employee benefit plans
Balance as at March 31, 2022	1,064	2,127	230	(25)	-	3,396
Profit for the year Payment of dividend Other comprehensive income arising from re-measurement of employee benefits obligation (net of tax)	- - -	694 (56) -	- - -	- - (1)	- - -	694 (56) (1)
Balance as at March 31, 2023	1,064	2,765	230	(26)	-	4,033
Profit for the year Payment of dividend Money received against the warrants Other comprehensive income arising from re-measurement of employee benefits obligation (net of tax) Security premium received on shares & warrants	- - - - 1,135	968 (70) - - -	- - - -	- - (18) -	- - 127 - -	968 (70) 127 (18) 1,135
Balance as at March 31, 2024	2,199	3,663	230	(44)	127	6,175

Notes:

(i) General reserve

Under the erstwhile Indian Companies Act 1956, a general reserve was created through an annual transfer of net income at a specified percentage in accordance with applicable regulations. The purpose of these transfers was to ensure that if a dividend distribution in a given year is more than 10% of the paid-up capital of the Company for that year, then the total dividend distribution is less than the total distributable reserves for that year.

Consequent to introduction of Companies Act 2013, the requirement of mandatory transfer of a specified percentage of the net profit to general reserve has been withdrawn and the Company can optionally transfer any amount from the surplus of profit and loss to the General reserves. This reserve is utilised in accordance with the specific provisions of the Companies Act 2013.

(ii) Retained earnings

Retained earnings are the profits that the Company has earned till date, less any transfers to general reserve, dividends or other distributions paid to shareholders. Retained earnings is a free reserve available to the Company.

(iii) Securities Premium

The amount received in excess of face value of the equity shares is recognised in securities premium. This reserve is utilised in accordance with the specific provisions of the Companies Act 2013.

(iv) Issuance of warrants

Board of Directors at their meeting held on 9th November 2023 have approved issuance of 1,00,000 Fully Convertible Warrants to the promoter group at an issue price of ₹ 506.50/- (including a premium of ₹ 504.50/-) per warrant, upon receipt of 25% of issue price in accordance with provisions of SEBI (ICDR) Regulations 2018. The same is convertible at the option of the Warrant holder, in one or more tranches, within 18 months from the date of allotment into equivalent number of fully paid up equity shares of face value of ₹ 2/- each of the Company, on payment of balance 75% of the issue price, on preferential basis by way of private placement. Shareholders of the company, in Extra-ordinary general meeting held on 9th December 2023, approved the issuance of warrants on preferrential basis. Subsequently, company has received consideration of ₹ 1,26,67,500/- towards 25% of the total consideration after the shareholders approval and allotment of 1,00,000 warrants has been made on 24th December 2023.

18. Non-Current Borrowings

	₹ in Lakh	₹ in Lakh
Particulars	As at March 31, 2024	As at March 31, 2023
Secured : Vehicle Loan Total	12	-
	12	-

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Note: Loan from banks and financial institutions are secured by hypothecation of specific underlying fixed assets. These loans carry a rate of interest @ 9.5% repayable in monthly installments of 36 months

19. Non-current provisions

19 Non-current rovisions
. p	₹ in Lakh
Particulars	As at March 31, 2024	As at March 31, 2023
Prov~~i~~s~~i~~on~~f~~or emp~~l~~oyee~~b~~ene~~fi~~ts Provision for superannuation Provision for gratuity (refer note 42) Provision for compensated absences (refer note 42) Total	16 74 52	16 85 35
	142	136

20. Borrowings (at amortised cost)

₹ in Lakh

Particulars	As at March 31, 2024	As at March 31, 2023
Working capital loans from banks (secured) Cash credit/overdraft (refer note a below) Loan repayable on demand from bank Current maturity of term loans Vehicle	859 - 6	101 - -
Total	865	101

Borrowing have been drawn at following rate of interest

₹ in Lakh

Borrowing have been drawn at following rate of interest	₹ in Lakh
Particulars	Rate of interest
Cash Credit/Overdraft	9.00% p.a. to 10.50% p.a.

Note:

a. Working capital loans from banks of ₹ 859 Lakh (31 March, 2023 ₹ 101 Lakh) are secured by:

i. pari passu first charge by way of hypothecation of stocks of raw materials, finished goods, work-in-process, consumables (stores and spares) and book debts of the Company, both present and future.

ii) pari passu second charge on immovable properties at C-7, Wagle Industrial Estate, Thane and plant and machineries of the company.

b. The Company has been sanctioned working capital limits in excess of ₹ 5 crores in aggregate from banks during the year on the basis of security of stocks of raw materials, finished goods, work-in-process, stores and spares and book debts, immovable properties and plant and machinery of the Company. The quarterly returns / statements filed by the company with the banks are in agreement with the books of accounts.

21. Trade payables

₹ in Lakh

Particulars	As at March 31, 2024	As at March 31, 2023
Total outstanding dues of micro enterprises and small enterprises (refer note 46) Total outstanding dues of creditors other than micro enterprises and small enterprises Total	373 2,771	369 2,944
	3,144	3,313

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Trade payables ageing schedule (as at March 31, 2024)

₹ in Lakh

Trade payables ageing schedule (as	at March 31, 2024)	at March 31, 2024)	at March 31, 2024)	at March 31, 2024)	at March 31, 2024)		₹ in Lakh
Particulars	Outstanding for following periods from due date of payment					Accrued expense	Total
	Not due	Less than 1 year	1-2 years	2-3 years	More than 3 years
(i) MSME (ii) Others (iii) Disputed dues - MSME (iv) Disputed dues - Others Total	373 824 - -	- 1,717 - -	- 12 - -	- 3 - -	- 19 - -	- 196 - -	373 2,771 - -
	1,197	1,717	12	3	19	196	3,144

Trade payables ageing schedule (as at March 31, 2023)

₹ in Lakh

Particulars	Outstanding for following periods from due date of payment	Outstanding for following periods from due date of payment	Outstanding for following periods from due date of payment	Outstanding for following periods from due date of payment	Outstanding for following periods from due date of payment	Accrued expense	Total
	Not due	Less than 1 year	1-2 years	2-3 years	More than 3 years
(i) MSME (ii) Others (iii) Disputed dues - MSME (iv) Disputed dues - Others Total	369 847 - -	- 1,759 - -	- 31 - -	- 28 - -	- 31 - -	- 248 - -	369 2,944 - -
	1,216	1,759	31	28	31	248	3,313

₹ in Lakh

Particulars	As at March 31, 2024	As at March 31, 2023
Unclaimed dividends Employee benefits payable Total	3 132	3 103
	135	106

23. Other current liabilities

₹ in Lakh

Particulars	As at March 31, 2024	As at March 31, 2023
Statutory remittances Revenue received in advance Dealer deposits Contract liabilities Total	163 203 42 642	112 152 19 518
	1,050	801

24. Current provisions

₹ in Lakh

Particulars	As at March 31, 2024	As at March 31, 2023
Provision for employee benefits Provision for gratuity (refer note 42) Provision for compensated absences (refer note 42) Other Provisions Provision for warranty claims Total	87 18 73	62 21 83
	178	166

25. Income tax liabilities (net)

₹ in Lakh

Particulars	As at March 31, 2024	As at March 31, 2023
Provision for tax (net of advance tax ₹ 299 lakh (as at March 31,2023 ₹ 214 lakh)) Total	44	68
	44	68

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26. Revenue from operations

26 Revenue from operations
.	₹ in Lakh
Particulars	Year ended March 31, 2024	Year ended March 31, 2023
Sale of products Domestic turnover# Export turnover Sale of services Sale of services - AMC and others Other operating revenues Commission income Scrap & sundry sales Miscellaneous income Total	15,468 56	13,953 488
	15,524	14,441
	1,226	1,026
	1,226	1,026
	660 9 -	493 8 -
	669	501
	17,419	15,968

The Company do not have any customers where total value of trade during the year is more than 10% of the Turnover.

Ind AS 115 Revenue from Contracts with Customers

The Company has assessed and determined the following categories for disaggregation of revenue in addition to that provided under segment disclosure (refer note 38):

₹ in Lakh

Particulars	Year ended March 31, 2024	Year ended March 31, 2023
Revenue from contracts with customer - Sale of products Revenue from contracts with customer - Sale of services Other operating revenue Total revenue from operations India Outside India Total revenue from operations Timing of revenue recognition At a point in time Total revenue from operations	15,524 1,226 669	14,441 1,026 501
	17,419	15,968
	16,722 697	15,480 488
	17,419	15,968
	17,419	15,968
	17,419	15,968

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Notes forming part of the standalone financial statements

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Ind AS 115 Revenue from Contracts with Customers

Ind AS 115 Revenue from Contracts with Customers
	₹ in Lakh
Particulars	Year ended March 31, 2024	Year ended March 31, 2023
Goods transferred at a point in time Services transferred at a point in time Total revenue from contracts with customers	15,524 1,226	14,441 1,026
	16,750	15,467

Reconciliation of revenue recognised in the statement of profit and loss with the contracted price

₹ in Lakh

Particulars	Year ended March 31, 2024	Year ended March 31, 2023
Revenue as per contracted price Less: Discounts Less: Sales return Less: Commission Revenue from contracts with customers	16,926 (6) (170) -	15,571 (1) (103) -
	16,750	15,467

Performance Obligation

The performance obligation is satisfied upon delivery of the goods and payment is generally due within 0 to 90 days from delivery. There are no material unsatisfied performance obligation outstanding at the year end.

The performance obligations of the Company are part of contracts that have an original expected duration of less than one year and accordingly, the Company has applied the practical expedient and opted not to disclose the information about it’s remaining performance obligations in accordance with paragraph 121 of IND AS 115

Contract balances

The following table provides information about receivables, contract assets and contract liabilities from contracts with customers

₹ in Lakh

Particulars	Year ended March 31, 2024	Year ended March 31, 2023
Trade receivables (refer note 11) Contract liabilities (refer note 23)	5,839 642	4,495 518

Trade receivables are non interest bearing and are generally on terms of 0 to 90 days.

Contract assets includes amounts related to contractual right to consideration for completed performance objectives not yet invoiced.

As at 31 March, 2024 ₹ 208 Lakh (previous ₹ 189 Lakh) was recognised as provision for allowance for doubtful debts on trade receivables.

Contract liabilities include payments received in advance of performance under the contract, and are realised with the associated revenue recognised under the contract. Short term advances are given in note 23.

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Notes forming part of the standalone financial statements

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Set out below is the amount of revenue recognised from:

₹ in Lakh

Set out below is the amount of revenue recognised from:				₹ in Lakh
Particulars		Year ended March 31, 2024		Year ended March 31, 2023
Amounts included in contract liabilities at the beginning of the year Revenue recognised in the reporting period that was included contract liability balance at the beginning of the period	in the	518 409		356 342
27. Other income	₹ in Lakh
Particulars	Nine months year ended March 31, 2024		Year ended March 31, 2023
Interest income: - interest received on bank deposits - interest received on 9% debentures - on income tax refund - from other interest income Exchange rate difference (net) Provisions/liability no longer required written back Profit on sale of investments Dividend income Commission income on corporate guarantee Finance income on security deposit Other non operating income Total	22 20 - 46		8 11 1 9
	88		29
	35 2 1 1 6 1 -		12 34 - 1 6 1 1
	134		84

28. Cost of materials consumed

₹ in Lakh

Particulars	Year ended March 31, 2024	Year ended March 31, 2023
Raw material consumed Inventory at the beginning of the year Add: Purchases Less: Inventory at the end of the year Total	487 4,829 478	384 6,455 487
	4,838	6,351

Breakup of cost of material consumed

₹ in Lakh

Particulars	Year ended March 31, 2024	Year ended March 31, 2023
Cost of material consumed Steel Batteries Others (Tyres, Controller, motor, battery charger etc.) Total	213 878 3,747	228 969 5,154
	4,838	6,351

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29. Purchases of stock-in-trade

₹ in Lakh

Particulars	Year ended March 31, 2024	Year ended March 31, 2023
Purchase of traded goods Engineered equipments Other components, accessories, spares, etc. Total	4,025 2,264	3,679 756
	6,289	4,435

₹ in Lakh

Particulars	Year ended March 31, 2024	Year ended March 31, 2023
Opening stock Finished goods Work-in-progress Stock-in-trade A Closing stock Finished goods Work-in-progress Stock-in-trade B A-B	390 44 355	352 58 297
	789	707
	349 65 286	390 44 355
	700	789
	89	(82)

₹ in Lakh

Particulars	Year ended March 31, 2024	Year ended March 31, 2023
Salaries, wages, allowances and bonus Contribution to provident and other funds (refer note 42) Gratuity expense (refer note 42) Staff welfare expenses (net) Total	2,022 47 32 120	1,795 40 18 94
	2,221	1,947

32. Finance costs

₹ in Lakh

Particulars	Year ended March 31, 2024	Year ended March 31, 2023
Interest expenses on : - Interest expense on term loan, cash credit & bank overdraft - Interest on lease liabilities (refer note 39) - Others Bank charges Total	48 12 14 43	50 10 - 22
	117	82

33. Depreciation and amortisation expense

₹ in Lakh

Particulars	Year ended March 31, 2024	Year ended March 31, 2023
Depreciation of property, plant and equipment (refer note 4A) Amortisation of intangible assets (refer note 4D) Depreciation of right of use assets (refer note 4C) Total	88 4 36	91 4 28
	128	123

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Notes forming part of the standalone financial statements

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34. Other expenses

₹ in Lakh

34. Other expenses		₹ in Lakh
Particulars	Year ended March 31, 2024	Year ended March 31, 2023
Sub contract and labour charges Stores and spare parts consumed Fuel and power Repairs & maintenance (factory and office) Repairs to machinery Rent Rates and taxes Sales tax of earlier year write off (incl interest and tax amt) Insurances Travelling expenses Postage, telephone and internet Commission on sales Testing and calibration Printing and stationery Legal and professional charges Conveyance expenses Provision for doubtful debts Bad debts written off Provision for doubtful advances & deposits Loss on sale of property, plant and equipments Freight on sales Motor vehicle expenses Directors' fees Exchange rate difference (net) Provision for inventory# Inventory write-off Auditor's Remuneration - Audit Fees - For taxation matters - For other services - Reimbursement of out of pocket expenses# CSR expenses (refer note 47) Miscellaneous expenses Total	329 48 44 19 10 41 9 - 8 323 24 15 168 14 360 208 18 16 - - 353 2 12 - 6 7 12 1 - - 15 466	296 22 45 15 9 26 7 38 7 119 26 10 146 11 190 257 64 84 4 361 13 10 0 26 11 1 2 0 9 415
	2,528	2,224

figures are below rounding off norms adopted by the company

35. Contingent liabilities and commitments (to the extent not provided for)

₹ in Lakh

		₹ in Lakh
Particulars	As at March 31, 2024	As at March 31, 2023
Contingent liabilities : a) Claims against the company not acknowledged as debts : -Goods & Service Tax Demand b) On account of corporate guarantee to bankers on behalf of subsidiary for facilities availed by them (amount outstanding at close of the year) c) Bank guarantees d) Letter of credit issued to vendor	122 703 1,407 364	66 577 772 73

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Notes forming part of the standalone financial statements

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36. Capital commitments

The estimated amount of contracts remaining to be executed on capital account & other commitments and not provided for:

₹ in Lakh

ments and not provided for:		₹ in Lakh
Particulars	As at March 31, 2024	As at March 31, 2023
Capital commitment -Estimated amount of contracts remaining to be executed on capital account (net of advances) and not provided for.	-	302

Note:

The Company was in the process of acquiring leasehold land including building at a price of ₹ 554 lakhs and has entered into an agreement on April 12, 2018. The land is located at MIDC Murbad, District Thane. The rationale behind investment was for expansion of Company’s manufacturing activities. However, the contract agreement is cancelled dated April 11,2023 with Fardan Belts Manufacturing Company Private Limited and the agreement to acquire leasehold land is executed in wholly owned subsidiary i.e. JECL Engineering Limited. There is no capital commitment as on 31.03.2024.

37. Taxation

The major component of tax expenses for the year are as under :

Particulars	Year ended	Year ended
	March 31, 2024	March 31, 2023
Current income tax Short provision for tax relating to previous years Deferred tax# Total income tax expense	343 32 (0)	282 6 (10)
	375	278

figures are below rounding off norms adopted by the company

₹ in Lakh

#figures are below rounding off norms adopted by the company	₹ in Lakh	₹ in Lakh
Particulars	Year ended
	March 31, 2024	March 31, 2023
Reconciliation: Profit before tax Applicable tax rate Computed expected tax expense Add: Short provision for tax relating to previous years Expenses disallowed Deferred tax# Income from other source Ind AS impact (net) Less: Other income offered seperately Expenses allowed Income tax expense as per profit & loss account Effective tax rate	1,343 25.17% 338 32 72 (0) 22 1 (22) (68)	971 25.17% 244 6 117 (10) 7 1 (7) (80)
	375	278
	27.96%	28.63%

figures are below rounding off norms adopted by the company

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Notes forming part of the standalone financial statements

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Deferred tax relates to the following:

₹ in Lakh

Deferred tax relates to the following:	₹ in Lakh	₹ in Lakh
Particulars	Balance Sheet
	As at March 31, 2024	As at March 31, 2023
Deferred tax asset (net) comprises of timing difference on account of : Difference between WDV of property, plant and equipment as per books of accounts & income tax Provision for employee benefits Provision for doubtful debts and advances Provision for warranty Lease liabilities Deferred tax asset	10 65 52 18 (1)	13 58 47 21 (1)
	144	138

Reconciliation of deferred tax assets (net) :

₹ in Lakh

Reconciliation of deferred tax assets (net) :		₹ in Lakh
Particulars	As at March 31, 2024	As at March 31, 2023
Opening balance Tax income / (expense) during the year recognized in profit & loss account# Differences on other comprehensive income# Closing balance	138 0 6	128 10 0
	144	138

figures are below rounding off norms adopted by the company

38. Segment reporting

For management purpose, the company is organized into business units based on its products and services.

Primary segment information (by business segment):

I. Material handling division

II. Engineered products

The company has disclosed business segments as the primary segments. The segments have been identified taking into account the nature of the products, the differing risks & returns, the organizational structure and internal reporting system.

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	₹ in Lakh	₹ in Lakh	₹ in Lakh	₹ in Lakh	₹ in Lakh	₹ in Lakh
Particulars	For the year ended March 31, 2024			For the year ended March 31, 2023
	Material handling	Engineered products	Total	Material handling	Engineered products	Total
Segment revenue Sale of products Sale of services Commission income Other income Unallocated income	10,192 233 - 9	5,332 993 660 -	15,524 1,226 660 9	9,778 238 - 8	4,663 788 493 -	14,441 1,026 493 8
	10,434	6,985	17,419	10,024	5,944	15,968
			134			84
Total			17,553			16,052
Segment results Segment results/ operating Profit Unallocated income (including income from interest/dividend) Unallocated expenses Interest expenses Profit before tax Provision for taxation – current tax Short provisions for income tax in respect of earlier years Deferred tax#	945	963	1,908 134 582 117	487	966	1,453 84 483 82
			1,343 343 32 (0)			972 282 6 (10)
Profit after tax			968			694
Other information Segment assets Unallocated assets	4,170	4,159	8,329 3,643	4,260	2,389	6,649 2,288
Total assets			11,972			8,937
Segment liabilities Unallocated liabilities (Includingshare capital and reserves)	2,076	2,384	4,460 7,512	2,492	1,907	4,399 4,538
Total liabilities			11,972			8,937
Depreciation Depreciation (unallocated) Cost incurred during the financial year to acquire segment fixed assets Cost incurred during the financial year to acquire segment fixed assets (unallocated)	21 47	173 40	194 25 87 41	61 46	17 43	78 2 89 34

figures are below rounding off norms adopted by the company

Note:

The Company has disclosed business segments as the primary segments. The segments have been identified taking into account the nature of the products, the differing risks & returns, the organisational structure and internal reporting system. The Company's operations predominantly relate to manufacturing of material handling equipment. The other business segment reported is engineered products.

Operating segments are reported in a manner consistent with the internal reporting provided to Chief Operating Decision Maker (CODM).

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There are no reportable geographical segments as the export turnover is not significant. Segment results include the respective amounts identifiable to each of the segments as also amounts allocated on a reasonable basis.

The company's leasing arrangements are in respect of operating leases for office premises. The rent period range between 1 years to 5 years and usually renewable on mutually agreed terms.

39. Leases

a. The movement in lease liabilities during the year:

₹ in Lakh

a. The movement in lease liabilities during the year: 39. Leases		₹ in Lakh
Particulars	As at March 31, 2024	As at March 31, 2023
Opening balance Additions during year Finance costs incurred during the year Payment of lease liabilities Closing balance	120 39 12 (42)	72 70 10 (32)
	129	120

b. The carrying value of the right of use and depreciation charged during the year

₹ in Lakh

Particulars	As at March 31, 2024	As at March 31, 2023
Opening balance Additions during year Depreciation charged during the year Closing balance	114 41 36	67 75 28
	120	114

c. Amounts recognised in statement of profit or loss:

₹ in Lakh

c. Amounts recognised in statement of profit or loss:		₹ in Lakh
Particulars	As at March 31, 2024	As at March 31, 2023
Depreciation on right of use asset Finance costs incurred during the year Rent expense Total amounts recognised in profit or loss	36 12 (42)	28 10 (32)
	6	6

d. Maturity analysis of lease liabilities

₹ in Lakh

d. Maturity analysis of lease liabilities		₹ in Lakh
Particulars	As at March 31, 2024	As at March 31, 2023
Maturity analysis of contractual undiscounted cash flows Less than one year One to five years More than five years Total undiscounted lease liability Non-current lease liability Current lease liability Total lease liability	55 93 -	38 106 -
	148	144
	98 31	92 28
	129	120

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40. Earnings per share

The following is a reconciliation of the equity shares used in the computation of basic and diluted earnings per equity share:

₹ in Lakh	₹ in Lakh	₹ in Lakh
Particulars	As at March 31, 2024	As at March 31, 2023
Weighted average shares outstanding - basic Weighted average shares outstanding - diluted	47,25,226 47,45,436	46,64,365 46,64,365

Net profit available to equity shareholders of the company used in the basic and diluted earnings per equity share was determined as follows::

Net profit available to equity shareholders of the company used in per equity share was determined as follows::	the basic and diluted earnings	the basic and diluted earnings
	in Lakh, except EPS
Particulars	Year ended
	March 31, 2024	March 31, 2023
Earnings available to equity shareholders Earnings available for equity shareholders for diluted earnings per share Basic earnings per share Diluted earnings per share	968 968	693 693
	20 20	15 15

41. Related party information

A. Names of related parties and nature of relationship:

Nature of relationship	Name of related party
Wholly owned subsidiary	JECL Engineering Limited MHE Rentals India Private Limited Josts Engineering Inc., USA
Key managerial personnel (KMP)	Mr. Jai Prakash Agarwal, Executive Chairman and Director Mr. Rohit Jain, Chief Financial Officer (CFO) Mrs. Babita Kumari, Company Secretary Mr. Vishal Jain, Managing Director & CEO
Independent directors	Mrs. Rekha Bagry (From 07.02.2023) Mr. Shailesh Rajnikant Sheth (Upto 31.03.2024) Mr. Marco Philippus Ardeshir Wadia (Upto 31.03.2024) Mr. Sanjiv Swarup (From 07.02.2023) Mr. Pramod Maheshwari (From 07.02.2023) Mr. Farokh Kekhushroo Banatwalla (Upto 31.03.2024)
Woman Director	Mrs. Shikha Jain
Relative of KMPs and where transaction exists	Mr. Rajendra Agarwal Mrs. Anshu Agarwal
Company in which director is interested and where transaction exists	Chambal Fertiliser and Chemicals Limited Bharat Wire Ropes Ltd. Stovec Industries Limited Amphenol Omniconnect India Private Limited

B. Transactions with Related parties:

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		Total		7 20 29 300 344 400 1,191 812 211 - 12 34 127 22 4 512	158 439 703
As at March 31, 2024	Others	Relative of KMPs and where transactio n exists		- - - - 42 - - - - - - 7 - - 4 -	- - -
		KMPs		- - - - 302 - - - - - - 19 95 - - -	- - -
		Woman director		- - - - - - - - - - 1 8 32 - - -	- - -
		Independe nt directors		- - - - - - - - - - 11 0 - - - -	- - -
	Company in which director is interested and where transaction exists	Chambal Fertiliser and Chemicals Limited		- - - - - - - - 7 - - - - - - -	0 - -
		Bharat Wire Ropes Ltd.		- - - - - - - - 6 - - - - - - -	- - -
		Amphenol Omniconne ct India Private Limited		- - - - - - - - 0 - - - - - - -	- - -
		Stovec Industries Limited		- - - - - - - - 1 - - - - - - -	0 - -
	Wholly owned subsidiary	Josts Engineerin g Inc.,USA		- - - - - - - - - - - - - - - 12	- - -
		JECL Engineerin g Limited		- - 24 - - - 938 532 34 - - - - 22 - 500	70 429 -
		MHE Rentals India Private Limited		7 20 5 300 - 400 253 280 163 - - - - - - -	88 10 703
		Particulars	Transactions	Commission received Interest on 9% debentures Interest on loan given Redemption of 9% debentures Investment - purchase of equity of subsidiary Issuance of Corporate guarantees Loan given Repayment of loan given Sale of goods/services# Purchase of goods/services Sitting fees paid Dividend paid# Money received against the warrants Transfer of Capital work in progress Remuneration Investment in equity shares	Balances as at March 31, 2024 Outstanding balance receivable / (payable) Trade receivables# Loans and advances Corporate guarantees

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		Total		6 11 9 300 344 219 253 101 41 11 23 12 1	63 37 577
As at March 31, 2023	Others	Relative of KMPs and where transaction exists		- - - - 42 - - - - - 1 12 -	- - -
		KMPs		- - - - 302 - - - - - 15 - -	- - -
		Woman director		- - - - - - - - - 2 7 - -	- - -
		Independent directors		- - - - - - - - - 9 0 - -	- - -
	Company in which director is interested and where transaction exists	Chambal fertiliser and chemicals limited		- - - - - - - 2 - - - - -	- - -
		Stovec industries limited		- - - - - - - 1 - - - - -	0 - -
	Wholly owned subsidiary	JECL Engineering Limited		- - - - - - - - - - - - 1	- - -
	Subsidiary	MHE Rentals India Private Limited		6 11 9 300 - 219 253 98 41 - - - -	63 37 577
		Particulars	Transactions	Commission received Interest on 9% debentures Interest on loan given Investment - Purchase of 9% debentures Investment - Purchase of equity of subsidiary Loan given Repayment of loan given Sale of goods/services Purchase of goods/ services Sitting fees paid Dividend paid# Remuneration Investment in equity shares	Balances as at March 31, 2023 Outstanding balance receivable / (payable) Trade receivables# Loans and advances Corporate guarantees

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Terms and conditions of transactions with related parties

The services provided to and received from related parties are made on terms equivalent to those that prevail in arm's length transactions. Outstanding balances at the year end are unsecured and will be settled in cash.

C. Compensation of key managerial personnel of the company

C. Compensation of key managerial personnel of the company	C. Compensation of key managerial personnel of the company	C. Compensation of key managerial personnel of the company
₹ in Lakh
Particulars	2023-24	2022-23
Short-term employment benefits Post-employment benefits	105 5	117 5

Transactions with key managerial personnel :

Transactions with key managerial personnel :
	₹ in Lakh
Nature of transactions	Year ended	Year ended
	March 31, 2024	March 31, 2023
Ms Babita Kumari Mr. Rohit Jain Mr. Jai Prakash Agarwal Mr. Vishal Jain *Salary and allowances paid/payable to KMPs:**	13 26 44 22	8 24 44 42

*Excludes gratuity and long term compensated absences which are actuarially valued at company level and where separate amounts are not identifiable.

1.a. Post employment defined benefit plans :

The company makes annual contributions to the employee’s group gratuity assurance scheme administered by the Life Insurance Corporation of India (‘LIC’), a funded defined benefit plan for qualifying employees. The scheme provides for lump sum payment to vested employees at retirement, death while in employment or on termination of employment of an amount equivalent to fifteen days salary payable for each completed year of service or part thereof in excess of six months. Vesting occurs on completion of five years of service.

The following tables set out the funded status of the gratuity plans and the amounts recognized in the company's financial statements as at March 31, 2024 and March 31, 2023.

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₹ in Lakh

	₹ in Lakh	₹ in Lakh
Particulars	Year ended
	March 31, 2024	March 31, 2023
Change in benefit obligations Present value of benefit obligation at the beginning of the year Interest cost Current service cost Actuarial (gains)/losses on obligations - due to change in demographic assumptions Actuarial (gains)/losses on obligations - due to change in finanancial assumptions Experience Gain/(Loss) on Plan Assets Benefits Paid Present value of benefit obligations at the end of the year Change in plan assets Fair value of plan assets at the beginning of the year Return on plan assets excluding interest income Contributions by the employer Benefits paid from the fund Experience Gain/(Loss) on Plan Assets Fair value of plan assets at the end of the year Net (liability)/asset recognised in the balance sheet	167 9 13 - 1 18 (25)	189 9 13 1 (6) 2 (41)
	183	167
	20 6 25 (25) (5)	20 5 40 (41) (4)
	21	20
	(162)	(147)

Amount for the year ended March 31, 2024 and March 31, 2023 recognized in the statement of profit and loss under employee benefits expenses.

profit and loss under employee benefits expenses.
	₹ in Lakh
Recognized in profit and loss	Year ended
	March 31, 2024	March 31, 2023
Current service cost Net interest cost Expenses recognized	13 3	13 4
	16	17

Amount for the year ended March 31, 2024 and March 31, 2023 recognized in statement of other comprehensive income:

₹ in Lakh

comprehensive income:	₹ in Lakh	₹ in Lakh
Recognized in other comprehensive income	Year ended
	March 31, 2024	March 31, 2023
Actuarial (gains) / losses on obligation for the year - Changes in financial assumptions - Changes in demographic assumptions - Experience adjustments - Actual return on plan assets less interest on plan assets Remeasurements during the period due to Net (income)/expense for the year recognized in OCI	38 1 - 18 5	37 (6) 1 2 4
	62	38

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The weighted-average assumptions used to determine benefit obligations as at March 31, 2024 and March 31, 2023 are set out below:

The weighted-average assumptions used to determine benefit obligations as at March 31, 2024 and March 31, 2023 are set out below:	The weighted-average assumptions used to determine benefit obligations as at March 31, 2024 and March 31, 2023 are set out below:	The weighted-average assumptions used to determine benefit obligations as at March 31, 2024 and March 31, 2023 are set out below:
₹ in Lakh
Weighted average actuarial assumptions	As at March 31, 2024	As at March 31, 2023
Discount rate Weighted average rate of increase in compensation levels	7.15% 5.00%	7.30% 5.00%

Particulars	As at March 31, 2024	As at March 31, 2024	As at March 31, 2023	As at March 31, 2023
	Increase	Decrease	Increase	Decrease
Sensitivity analysis Discount rate (0.5% movement) Define benefit obligation (₹ in Lakhs) Future salary growth (0.5% movement) Define benefit obligation (₹ in Lakhs)	(1.09%) 181 1.14% 185	1.13% 185 (1.12%) 181	(1.17%) 165 1.23% 169	1.21% 169 (1.20%) 165

Additional details :

Methodology adopted for valuation is projected unit credit method.

Sensitivity analysis is an analysis which will give the movement in liability if the assumptions were not proved to be true on different count. This only signifies the change in the liability if the difference between assumed and the actual is not following the parameters of the sensitivity analysis. Since investment is with insurance company, assets are considered to be secured.

Assumptions regarding future mortality experience are set in accordance with the Indian Assured Lives Mortality (2012-14) Urban.

Expected rate of return on plan assets is based on expectation of the average long term rate of return expected to prevail over the estimated term of the obligation on the type of the investments assumed to be held by LIC, since the fund is managed by LIC.

The estimates of future salary increases, considered in actuarial valuation, takes into account of inflation, seniority, promotions and other relevant factors, such as supply and demand in the employment market.

Actuarial gains/losses are recognized in the period of occurrence under other comprehensive income (OCI). All above reported figures of OCI are gross of taxation.

Maturity profile of projected benefit obligation:

₹ in Lakh	₹ in Lakh	₹ in Lakh
Projected benefits payable in future years from the date of reporting	March 31, 2024	March 31, 2023
Within 1 year 1-2 year 2-3 year 3-4 year 4-5 year 5-9 years 10 years and above	109 26 20 15 10 25 16	82 45 18 13 10 21 13

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1.b. Defined contribution plans :

Amounts recognised as expenses towards contributions to provident and family pension fund, employee state insurance corporation and other funds by the company are as below : (refer note 31)

₹ in Lakh

31)	₹ in Lakh	₹ in Lakh
Particulars	Year ended
	March 31, 2024	March 31, 2023
Contribution to provident and family pension fund Contribution to employees state insurance scheme (ESIC) Contribution to labour welfare fund# Contribution to employees deposit linked insurance (EDLI)	45 1 0 1	37 2 0 1

Figures are below rounding off norms adopted by the company

2. Other long term employee benefits : Privilege leave and sick leave assumptions

The liability towards compensated absences (privilege leave and sick leave) for the year ended March 31, 2024 is based on acturial valuation carrried out by using projected accrual benefit method which resulted in increase in liability by Rs 14 lakh. (previous year - decrease by Rs. 5 lakh).

a. Financial assumptions

a. Financial assumptions	a. Financial assumptions	a. Financial assumptions
₹ in Lakh
Particulars	As at March 31, 2024	As at March 31, 2023
Discount rate Salary escalation rate	7.15% 5.00%	7.30% 5.00%

b. Demographic assumptions

₹ in Lakh

b. Demographic assumptions		₹ in Lakh
Particulars	As at March 31, 2024	As at March 31, 2023
Employee turnover (age years) 21-30 31-40 41-50 51 & above Mortality rate	23.00% 14.00% 22.00% 28.00% Indian Assured Lives Mortality (2012-14) Urban	23.00% 14.00% 22.00% 28.00% Indian Assured Lives Mortality (2012-14) Urban

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43. Capital management:

The Company’s objectives when managing capital are to safeguard their ability to continue as a going concern, so that they can continue to provide returns for shareholders and benefits for other stakeholders and maintain an optimal capital structure to reduce the cost of capital. The capital structure of the Company consists of debt and total equity of the Company.

The Company determines the amount of capital required on the basis of annual operating plans and long-term product and other strategic investment plans. The funding requirements are met through equity, long-term borrowings (term loan) and short-term borrowings. The Company’s policy is aimed at combination of short-term and long-term borrowings. The Company monitors the capital structure on the basis of total debt to equity ratio and maturity profile of the overall debt portfolio of the Company.

The Company is not subject to any externally imposed capital requirements.

Total debt includes all long and short-term debts as disclosed in note 18 and 20 to the financial statements.

The gearing ratio at the end of the reporting period was as follows:

Total debt includes all long and short-term debts as disclosed in note 18 statements. The gearing ratio at the end of the reporting period was as follows:	and 20 to the financial	and 20 to the financial
	₹ in Lakh
Particulars	As at March 31, 2024	As at March 31, 2023
Total debt Total equity Debt to equity ratio	877 6,273	101 4,126
	0.14	0.02

44.Financial instruments

a. Financial instruments by category

The fair values of the financial assets and liabilities are included at the amount at which the instrument could be exchanged in a current transaction between willing parties, other than in a forced or liquidation sale.

The following methods and assumptions were used to estimate the fair values: Fair value of cash and short-term deposits, trade and other short term receivables, trade payables, other current liabilities, short term loans from banks and other financial institutions approximate their carrying amounts largely due to the short-term maturities of these instruments.

For financial assets and liabilities that are measured at fair value, the carrying amounts are equal to the fair values.

The company uses the following hierarchy for determining and disclosing the fair value of financial instruments by valuation technique:

Level 1 : Quoted (unadjusted) prices in active markets for identical assets or liabilities Level 2 : Other techniques for which all inputs which have a significant effect on the recorded fair value are observable, either directly or indirectly.

Level 3 : Techniques which use inputs that have a significant effect on the recorded fair value that are not based on observable market data.

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Accounting classification and fair value :

The following table shows the carrying amount and fair value of financial assets and financial liabilities :

Financial instrument by category :

₹ in Lakh

Particulars	Not e No.	As at March 31, 2024	As at March 31, 2024	As at March 31, 2024	Fair value	Fair value	Fair value
		Fair value routed through profit & loss	Carrying at amortised cost	Total	Level 1	Level 2	Level 3
Financial assets at amortized cost: Non-current Assets (i) Investments (ii) Others Current assets (i) Investments (ii) Cash and cash equivalents (iii) Bank balances (iv) Trade receivables (v) Loans (vi) Other financial assets Total financial assets	5 6 10 12A 12B 11 13 14	- - 429 - - - - -	1,803 250 - 117 282 5,839 506 192	1,803 250 429 117 282 5,839 506 192	- - 429 - - - - -	- - - - - - - -	- - - - - - - -
		429	8,989	9,418	429	-	-
Financial liabilities at amortized cost: Non-current liabilities (i) Borrowings (iI) Lease liabilities Current liabilities (i) Borrowings (ii) Lease liabilities (iii) Trade payables (iv) Other financial liabilities Total financial liabilities	18 20 21 22	- - - - - -	12 98 865 31 3,144 135	12 98 865 31 3,144 135	- - - - - -	- - - - - -	- - - - - -
		-	4,285	4,285	-	-	-

The Company has not disclosed the fair values for financial instruments such as trade receivables, cash and cash equivalents, other bank balances, loans, borrowings, trade payable, other financial assets and financial liabilities, because their carrying amounts are a reasonable approximation of fair value.

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₹ in Lakh

					₹ in Lakh	₹ in Lakh	₹ in Lakh
Particulars		As at March 31, 2023			Fair value
		Fair value routed through profit & loss	Carrying at amortised cost	Total	Level 1	Level 2	Level 3
Financial assets at amortized cost: Non-current Assets (i) Investments (ii) Others Current assets (i) Investments (ii) Cash and cash equivalents (iii) Bank balances (iv) Trade receivables (v) Loans (vi) Other financial assets Total financial assets	5 6 10 12A 12B 11 13 14	- - 16 - - - - -	1,248 264 - 182 7 4,495 110 28	1,248 264 16 182 7 4,495 110 28	- - 16 - - - - -	- - - - - - - -	- - - - - - - -
		16	6,334	6,350	16	-	-
Financial liabilities at amortized cost: Non-current liabilities (i) Borrowings (iI) Lease liabilities Current liabilities (i) Borrowings (ii) Lease liabilities (iii) Trade payables (iv) Other financial liabilities Total financial liabilities	18 20 21 22	- - - - - -	- 92 101 28 3,313 106	- 92 101 28 3,313 106	- - - - - -	- - - - - -	- - - - - -
		-	3,640	3,640	-	-	-

45. Financial risk management framework :

The Company is exposed primarily to market risk, credit risk and liquidity risk which may adversely impact the fair value of its financial instruments. The Company assesses the unpredictability of the financial environment and seeks to mitigate potential adverse effects on the financial performance of the Company.

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Market risk:

Market risk is the risk that the fair value or future cash flows of a financial instrument will fluctuate because of changes in market prices. Such changes in the values of financial instruments may result from changes in the foreign currency exchange rates, interest rates and other market changes. The Company’s exposure to market risk relates to foreign currency exchange rate risk.

Foreign currency risk management:

The Company undertakes transactions denominated in foreign currencies and consequently, exposures to exchange rate fluctuations arise. Exposure to currency risk relates to the company's operating activities when transactions are denominated in a different currency from the Company's functional currency.

The fluctuation in foreign currency exchange rates may have potential impact on the statement of profit and loss and other comprehensive income and equity, where any transaction references more than one currency or where assets/liabilities are denominated in a currency other than the functional currency of the Company. The Company evaluates the impact of foreign exchange rate fluctuations by assessing its exposure to exchange rate risks.

The following tables demonstrate the sensitivity to a reasonably possible change in USD, GBP and Euro exchange rates, with all other variables held constant. The impact on the Company’s profit before tax is due to changes in the fair value of monetary assets and liabilities. The Company’s exposure to other foreign currencies is not material.

A change of 10% in foreign currency would have following impact on profit before tax

₹ in Lakh

Particulars	2023-24	2023-24	2022-23	2022-23
	₹ in Lakh 10% Increase	₹ in Lakh 10% decrease	₹ in Lakh 10% Increase	₹ in Lakh 10% decrease
Trade receivables In EUR In GBP# In USD Trade Payables In CNY In EUR In USD	2 - 1 (1) (1) (14)	(2) - (1) 1 1 14	4 0 - - (20) (7)	(4) (0) - - 20 7

Figures are below rounding off norms adopted by the company

In management’s opinion, the sensitivity analysis is unrepresentative of the inherent foreign exchange risk because the exposure at the end of the reporting period does not reflect the exposure during the year.

The carrying amount of company’s foreign currency denominated monetary assets and monetary liabilities at the end of the reporting period are as follows :

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₹ in Lakh

Particulars	As at March 31, 2024	As at March 31, 2024	As at March 31, 2023	As at March 31, 2023
	₹ in Lakh	Amount in foreign currency in lakhs	₹ in Lakh	Amount in foreign currency in lakhs
Trade Receivable In EUR In GBP In USD Trade Payable In CNY In EUR In USD	17 - 12 5 11 139	0 - 0 0 0 2	36 3 - - 199 70	0 0 - - 2 1

Interest rate risk:

Interest rate risk is the risk that the fair value or future cash flows of a financial instrument will fluctuate because of changes in market interest rates. In order to optimize the Company’s position with regards to interest expenses and to manage the interest rate risk, management performs a comprehensive corporate interest rate risk management by balancing the proportion of fixed rate and variable rate financial instruments.

able rate financial instruments.	able rate financial instruments.	able rate financial instruments.
₹ in Lakh
Particulars	As at March 31, 2024	As at March 31, 2023
Fixed rate instruments Financial liabilities Variable rate instruments Financial liabilities	18 859	- 101

Interest rate sensitivity:

Increase/decrease of 100 basis points in interest rates at the balance sheet date would result in an impact of (decrease/increase in net income)

	₹ in Lakh	₹ in Lakh	₹ in Lakh	₹ in Lakh
Particulars	March 31, 2024		March 31, 2023
	Sensitivity analysis	Impact on profit and loss	Sensitivity analysis	Impact on profit and loss
Variable rate borrowings Interest rate increase by Interest rate decrease by	1% 1%	9 9	1% 1%	1 1

Credit risk

Credit risk is the risk of financial loss arising from counterparty failure to repay or service debt according to the contractual terms or obligations. Credit risk encompasses of both, the direct risk of default and the risk of deterioration of creditworthiness as well as concentration of risks. Credit risk is controlled by analyzing credit limits and creditworthiness of customers on a continuous basis to whom the credit has been granted after obtaining necessary approvals for credit. Outstanding customer receivables are regularly monitored. The Company maintains its cash and cash equivalents and deposits with banks having good reputation and high quality credit ratings.

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Liquidity risk:

Liquidity risk refers to the risk that the Company cannot meet its financial obligations. The objective of liquidity risk management is to maintain sufficient liquidity and ensure that funds are available for use as per requirements. The Company manages liquidity risk by maintaining adequate reserves, banking facilities by continuously monitoring forecast and actual cash flows, and by matching the maturity profiles of financial assets and liabilities.

Maturity analysis for financial liabilities:

The following are the remaining contractual maturities of financial liabilities as at 31st March 2024:

₹ in Lakh

Particulars	Note No.	As at March 31, 2024	As at March 31, 2024	As at March 31, 2024
		0 to 1 Year	More than 1 year	Total
Financial liabilities Non-current Liabilities (i) Borrowings (ii) Lease liabilities Current liabilities (i) Borrowings (ii) Lease liabilities (iii) Trade payables (iv) Other financial liabilities Total financial liabilities	18 20 21 22	- - 865 31 3,144 135	12 98 - - - -	12 98 865 31 3,144 135
		4,175	110	4,285

The following are the remaining contractual maturities of financial liabilities as at 31st March 2023:

₹ in Lakh

Particulars	Note No.	As at March 31, 2023	As at March 31, 2023	As at March 31, 2023
		0 to 1 Year	More than 1 year	Total
Financial liabilities Non-current liabilities (i) Borrowings (ii) Lease liabilities Current liabilities (i) Borrowings (ii) Lease liabilities (iii) Trade payables (iv) Other financial liabilities Total financial liabilities	18 20 21 22	- 101 28 3,313 106	92 - - - -	92 101 28 3,313 106
		3,548	92	3,640

46. Disclosure under the Micro, Small and Medium Enterprises Development Act, 2006 are provided as under for the year 2023-24, to the extent the company has received intimation from the "Suppliers" regarding their status under the Act.

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Notes forming part of the standalone financial statements

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₹ in Lakh

Particulars	As at	As at
	March 31, 2024 March 31, 2023
iv. The amount of interest accrued and remaining unpaid at the end of each accounting year. Interest due on above. ii. Interest paid by the company in terms of section 16 of the Micro, Small and Medium Enterprises Development Act, 2006, along- with the amount of the payment made to the supplier beyond the appointed day during the period. iii. Interest due and payable for the period of delay in making payment (which have been paid but beyond the appointed day during the period) but without adding interest specified under the Micro, Small and Medium Enterprises Development Act, 2006. Principal amount due to micro and small enterprise. i. Principal amount and the interest due thereon remaining unpaid to each supplier at the end of each accounting year (but within due date as per the MSMED Act). v. Interest remaining due and payable even in the succeeding years, until such date when the interest dues as above are actually paid to the small enterprises.	- - - -	- - - - -

47. Corporate social responsibility

As per Section 135 of the Companies Act 2013, a company, meeting the applicability threshold, needs to spend at least 2% of its average net profit for the immediately preceding three financial years on corporate social responsibility (CSR) activities.

The CSR activities of the company are generally carried out through charitable organisations, where funds are allocated by the Company. These organisations carry out the CSR activities as specified in the schedule VII of the companies Act, 2013 on behalf of the company.

₹ in Lakh

Particulars	Year ended March 31, 2024
Reason for shortfall Gross amount required to be spent by the company during the year. Amount spent during the year on: (i) Construction/acquisition of any asset (ii) On purposes other than (i) above The amount of shortfall at the end of the year out of the amount required to be spent by the Company during the year The total of previous years’ shortfall amounts Amount sanctioned and provision made in books as per notification issued by The Ministry of Corporate Affairs dated January 22, 2021, amending the companies (Corporate Social Responsibility Policy) Rules, 2014.	15 - 15
	- - 15 Not applicable
Nature of CSR activities	Education support in rural areas, equipment support in hospitals and training institute.

48. Additional regulatory information

a. Financial ratio disclsoure

₹ in Lakh

48. Additional regulatory information a. Financial ratio disclsoure				₹	in Lakh
Ratio	Numerator	Denominator	March 31, 2024	March 31, 2023	% variance
Current ratio (in times) Debt-Equity ratio (in times) Debt service coverage ratio (in times) Return on equity ratio (in %) Inventory turnover ratio Trade receivables turnover ratio Trade payables turnover ratio Net capital turnover ratio Net profit ratio (in %) Return on capital employed (in %) Return on investment (in %)***	Current assets Total debt Earnings available for debt service Net profit for the year Cost of goods sold OR sales Revenue from operations Net purchase value Revenue from operations Net profit for the year Profit befor tax and finance costs Income generated from treasury investments	Current liabilities Shareholders equity Debt service Average shareholder's equity Average inventory = (Opening + Closing balance / 2) Average trade Receivable Average trade payable Working capital (Current assets - Current liabilities) Revenue from operations Capital employed (Networth + Deferred tax liabilities) Average invested funds in treasury investments	1.68 0.14 20.44 18.62% 14.45 3.37 3.44 4.71 5.56% 27.12% 0.09	1.43 0.02 14.97 18.20% 13.66 4.11 3.98 8.16 4.34% 25.53% 0.04	0.17 4.73 36.58% 2.30% 5.76% -18.07% -13.47% -42.25% 28.07% 6.24% 142.86%

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Notes forming part of the standalone financial statements

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due to increase in operating profit during the year.

** due to increase in net working capital.

*** due to increase in interest income on investment in 9% debentures in subsidiary and liquid funds during the year

b. Relation with struck off Companies

(i) Company does not have any transactions with companies struck off under section 248 of the Companies Act, 2013 or section 560 of Companies Act, 1956.

c. Other information:

(i) Details of benami property held

No proceedings have been initiated on or are pending against the Company for holding benami property under the Benami Transactions (Prohibition) Act, 1988 (45 of 1988) and Rules made thereunder.

(ii) Wilful defaulter

The Company has not been declared wilful defaulter by any bank or financial institution or government or any government authority.

(iii) Compliance with number of layers of companies

The Company does not have number of layers of companies.

(iv) Compliance with approved scheme(s) of arrangements

The Company has not entered into any scheme of arrangement which has an accounting impact on current or previous financial year.

(v) Borrowing from banks and financial institutions for specific purpose

All the borrowings from banks and financial institutions have been used for the specific purposes for which they have been obtained.

(vi) Undisclosed income

There is no income surrendered or disclosed as income during the current or previous year in the tax assessments under the Income Tax Act, 1961, that has not been recorded in the books of account.

(vii) Details of crypto currency or virtual currency

The Company has not traded or invested in crypto currency or virtual currency during the current or previous year.

(viii) Title deeds of immovable properties not held in name of the company

The company does not own any immovable properties other than leasehold properties.

(ix) Revaluation of Property, Plant & Equipment

The company has not revalued any of its Property , Plant & Equipments during the year.

(x) Registration of charges or satisfaction with Registrar of Companies (ROC)

All the charges or satisfaction of which is required to be registered with Registrar of Companies(ROC) have been duly registered within the statutory time limit provided under the provisions of Companies Act 2013 and rules made thereunder..

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Notes forming part of the standalone financial statements

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The Company has not advanced or loaned or invested (either from borrowed funds or share premium or any other sources or kind of funds) to or in any other person or entity, including foreign entities (“Intermediaries”), with the understanding, whether recorded in writing or otherwise, that the Intermediary shall, whether, directly or indirectly lend or invest in other persons or entities identified in any manner whatsoever by or on behalf of the Company (“Ultimate Beneficiaries”) or provide any guarantee, security or the like on behalf of the Ultimate Beneficiaries.

Further, the Company has not received any funds from any person or entity, including foreign entities (“Funding Parties”), with the understanding, whether recorded in writing or otherwise, that the Company shall, whether, directly or indirectly, lend or invest in other persons or entities identified in any manner whatsoever by or on behalf of the Funding Party (“Ultimate Beneficiaries”) or provide any guarantee, security or the like on behalf of the Ultimate Beneficiaries.

50. A. Disclosure as per Regulation 53(f) of SEBI (Listing Obligation and Disclosure Requirements) Regulations :

Loans and advances in the nature of loans given to subsidiaries, associates and others and investments in shares of the company by such parties:

Loans and advances in the nature of loans given to subsidiaries, associates and others and invest- ments in shares of the company by such parties:	Loans and advances in the nature of loans given to subsidiaries, associates and others and invest- ments in shares of the company by such parties:	Loans and advances in the nature of loans given to subsidiaries, associates and others and invest- ments in shares of the company by such parties:	Loans and advances in the nature of loans given to subsidiaries, associates and others and invest- ments in shares of the company by such parties:	Loans and advances in the nature of loans given to subsidiaries, associates and others and invest- ments in shares of the company by such parties:
₹ in Lakh
Name of party and relationship	Amount outstanding as on March 31, 2024	Amount outstanding as on March 31, 2023	Maximum balance outstanding during the year March 31, 2024	Maximum balance outstanding during the year
MHE Rentals India Private Limited	10		92	105
JECL Engineering Limited	429		829	-

B. Disclosure as per Section 186 of the Companies Act, 2013

The details of loans, guarantees and investments under section 186 of the Companies Act, 2013 read with the

Companies (Meeting of Board and its Powers) Rules, 2014 are as follows:

i. Details of investments made are given in note 5.

ii . Details of corporate guarantees issued are given in note 35.

51 . The Ministry of Corporate Affairs (MCA) has issued a notification (Companies (Accounts) Amendment Rules, 2021) which is effective from April 01, 2023, states that every company which uses accounting software for maintaining its books of account shall use only the accounting software where there is a feature of recording audit trail of each and every transaction, and further creating an edit log of each change made to books of account along with the date when such changes were made and ensuring that the audit trail cannot be disabled.

During the year the Company used SAP as a accounting software for maintaining books of account, which has a feature of recording audit trail edit logs facility.

The audit trail features was enabled and operative throughout the financial year for the transactions recorded in the software impacting books of account at application level.

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Notes forming part of the standalone financial statements

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52 . The Code on Social Security, 2020 ('Code') relating to employee benefits during employment and post-employment benefits received presidential assent in September 2020. The said code is made effective prospectively from May 3, 2023. The company is assessing the impact, if any, of the Code.

53 . Balances of certain debtors/creditors, deposits received/paid and advances are subject to confirmation and reconcillation. In the opinion of the management balances are stated at realisable value and no adjustments will be required.

54 . Previous year figures have been regrouped/reclassified wherever necessary to conform to current year figures.

55 . The Financial Statements were approved by the Audit Committee and Board of Directors on May 15[th] , 2024.

For Shah Gupta & Co. Chartered Accountants Firm Registration Number : 109574W

For and on behalf of Board of Directors

Sd/Sd/Sd/Vedula Prabhakar Sharma Jai Prakash Agarwal Vishal Jain Partner Chairman Managing Director & CEO Membership No. 123088 DIN - 00242232 DIN - 00709250

Place: Mumbai Date: May 15 2024

Sd/Rohit Jain Chief Financial Officer

Place: Thane Date: May 15 2024

Sd/Babita Kumari Company Secretary Membership No. A40774

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INDEPENDENT AUDITORS’ REPORT

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To the Members of JOST’S ENGINEERING COMPANY LIMITED Report on the Consolidated Ind AS Financial Statements

OPINION

We have audited the accompanying consolidated Ind AS financial statements of JOST’S ENGINEERING COMPANY LIMITED (hereinafter referred to as “the Holding Company”) and its subsidiaries, (the Holding Company and its subsidiaries together referred to as “the Group”), which comprise the consolidated balance sheet as at March 31[st] , 2024, the consolidated statement of profit and loss (including other comprehensive loss), consolidated statement of changes in equity and the consolidated statement of cash flows for the year then ended, and notes to the consolidated financial statements, including a summary of material accounting policies and other explanatory information (hereinafter referred to as “consolidated financial statements”).

In our opinion and to the best of our information and according to the explanations given to us and based on the consideration of report of other auditor on separate financial statements of the one subsidiary referred to below in the Other Matter section below, the aforesaid consolidated financial statements give the information required by the Companies Act, 2013 (“the Act”) in the manner so required and give a true and fair view in conformity with the Indian Accounting Standards prescribed under section 133 of the Act read with the Companies (Indian Accounting Standards) Rules, 2015, as amended (‘Ind AS’) and other accounting principles generally accepted in India, of the consolidated state of affairs of the Group as at March 31[st] , 2024, and their consolidated profit, their consolidated total comprehensive income, their consolidated changes in equity and their consolidated cash flows for the year ended on that date.

Basis for Opinion

We conducted our audit of the consolidated financial statements in accordance with the Standards on Auditing, as specified under section 143(10) of the Act (SAs). 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 financial statements under the provisions of the Act and the rules made thereunder, and we have fulfilled our other ethical responsibilities in accordance with these requirements and the ICAI’s Code of Ethics. We believe that the audit evidence obtained by us is sufficient and appropriate to provide a basis for our audit opinion on the consolidated financial statements.

Key Audit Matters

Key audit matters are those matters that, in our professional judgment, were of most significance in our audit of the consolidated financial statements of the current period. These matters were addressed in the context of our audit of the consolidated financial statements as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters. For each matter below, our description of how our audit addressed the matter is provided in that context.

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We have determined the matters described below to be the key audit matters to be communicated in our report. We have fulfilled the responsibilities described in the Auditor’s responsibilities for the audit of the consolidated financial statements section of our report, including in relation to these matters. Accordingly, our audit included the performance of procedures designed to respond to our assessment of the risks of material misstatement of the consolidated financial statements. The results of audit procedures, including the procedures performed to address the matters below, provide the basis for our audit opinion on the accompanying consolidated financial statements.

Sr. No.	Key Audit Matter	Auditor’s Response
1.	Revenue recognition: (Refer note 3.6 of the consolidated finan- cial statements) The Group Company deals in manufactured goods,traded goods, provide AMC services & repre- senting principal on a commission basis and material handling rental business. It sells a number of equipment’s and services to its customers, mainly in domestic market through its own sales & distribution network. Sales contracts contain various performance obligations and other terms, including warranties and after sales services. The determina- tion of when significant performance obli- gations have been met varies, can be the key consideration for revenue recogni- tion, service and the warranty cost. The Group has analysed its various sales con- tracts and concluded on the principles for deciding in which period or periods the Company’s sales transactions should be recognized as revenue. The accounting policies and the note to the consolidated financial statements provide additional information on how the Group accounts for its revenue.	Principal Audit Procedures: Read the Group revenue recognition accounting policies and assessed compliance of the policies with Ind AS 115. Assessed the design and tested the operating effectiveness of internal controls relating to reve- nue recognition. Assessed the appropriateness of Group's identifica- tion of performance obligations in its contracts with customers, its determination of transaction price, including allocation thereof to performance obliga- tions and accounting policies for revenue recogni- tion in accordance with the accounting principles laid down in Ind AS 115. Scrutinized sales ledgers to verify completeness of sales transactions. Tested the revenue recognized, on a sample basis, including testing of cut off assertion as at the year end. Our testing included tracing the information to agreements, price lists, invoices, proof of dispatches/deliveries. Assessed the revenue recognized with substantive analytical procedures including review of price and quantity. Performed analytical procedures for reasonableness of revenues disclosed by type and service offerings. • • • • • • •

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Sr. Key Audit Matter Auditor’s Response
No. 2. Trade Receivable: Principal Audit Procedures: • Obtained an understanding of the group’s process-
(Refer note 11 of the consolidated finanes and controls relating to the monitoring of trade
cial statements) Trade receivable balancreceivables and review of credit risks of custom-
es are significant to the Group as they ers.

(Refer note 11 of the consolidated financial statements) Trade receivable balances are significant to the Group as they amounted to ₹ 6,149 Lakh (gross) representing 68.75 % of the total current assets and 32.67 % of the total revenue of the Group for the year ended 31st March 2024. During the current financial year, the group Company has recognized bad debts ₹ 16 Lakh. The collectability of trade receivables is a key element of the working capital management, which is managed on an ongoing basis by management. The determination as to whether a trade receivable is collectable involves management judgement. Specific factors management considers include the age of the balances, category of customers, existence of disputes, recent historical payments and any other available information concerning the creditworthiness of customers. Management uses the information to assist in their judgement to determine whether allowance for expected credit loss, bad debts is required.

On a sample basis, requesting trade receivable confirmations and evidence of receipts from the customers subsequent to balance sheet date.
Analysis of ageing profile of the trade receivables to identify credit risks, reviewing historical Payment patterns and correspondence with customers on expected settlement dates.
Also evaluated the assumptions and estimates used by management to determine the recoverability, provision for doubtful and trade receivables.
Evaluated the provisions made for expected credit loss as per ECL model as specified by Ind AS 109.
Review of documents and other records for trade receivables considered as doubtful and bad.

Information Other than the Consolidated Financial Statements and Auditor’s Report Thereon

The Holding Company’s Board of Directors are responsible for the other information. The other information comprises the information included in the annual report but does not include the consolidated financial 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 financial statements does not cover the other information and we do not express any form of assurance conclusion thereon.

In connection with our audit of the consolidated financial statements, our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained during the course of our audit or otherwise appears to be materially misstated. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact. We have nothing to report in this regard.

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Management Responsibilities 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 financial statements that give a true and fair view of the consolidated financial position, consolidated financial performance including other comprehensive income, consolidated changes in equity and consolidated cash flows of the Group in accordance with 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 for preventing and detecting frauds and other irregularities; selection and application of appropriate accounting policies; making judgments and estimates that are reasonable and prudent; and the design, implementation and maintenance of adequate internal financial controls, that were operating effectively for ensuring the accuracy and completeness of the accounting records, relevant to the preparation and presentation of the consolidated financial statements that give a true and fair view and are free from material misstatement, whether due to fraud or error, which have been used for the purpose of preparation of the consolidated financial statements by the Directors of the Holding Company’s, as aforesaid. In preparing the consolidated financial statements, the respective Board of Directors of the companies included in the Group are responsible for assessing the ability of the Group to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the Management either intends to liquidate 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 is also responsible for overseeing the financial reporting process of the Group.

Auditor’s Responsibilities for the Audit of the Consolidated Financial Statements:

Our objectives are to obtain reasonable assurance about whether the consolidated financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditor’s report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with SAs will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these consolidated financial statements.

As part of an audit in accordance with SAs, we exercise professional judgment and maintain professional skepticism throughout the audit. We also:

Identify and assess the risks of material misstatement of the consolidated financial statements, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control.

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Obtain an understanding of internal financial 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 Holding Company has adequate internal financial controls system 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 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 significant doubt on the ability of the Group to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditor’s report to the related disclosures in the consolidated financial statements or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditor’s report. However, future events or conditions may cause the Group to cease to continue as a going concern.
Evaluate the overall presentation, structure and content of the consolidated financial statements, including the disclosures, and whether the consolidated financial statements represent the underlying transactions and events in a manner that achieves fair presentation.
Obtain sufficient appropriate audit evidence regarding the financial information of the entities or business activities within the Group to express an opinion on the consolidated financial statements.

We are responsible for the direction, supervision and performance of the audit of the financial statements of such entities or business activities included in the consolidated financial statements of which we are the independent auditors. For the other entities or business activities included in the consolidated financial statements, which have been audited by other auditor, such other auditor remain responsible for the direction, supervision and performance of the audit carried out by them. We remain solely responsible for our audit opinion.

Materiality is the magnitude of misstatements in the Consolidated Financial Statements that, individually or in aggregate, makes it probable that the economic decisions of a reasonably knowledgeable user of the Consolidated Financial Statements may be influenced. We consider quantitative materiality and qualitative factors in (i) planning the scope of our audit work and in evaluating the results of our work; and (ii) to evaluate the effect of any identified misstatements in the Consolidated Financial Statements. We communicate with those charged with governance of the Holding Company and such other entities included in the Consolidated Financial Statements of which we are the independent auditors regarding, among other matters, the planned scope and timing of the audit and significant audit findings, including any significant deficiencies in internal control that we identify during our audit.

From the matters communicated with those charged with governance, we determine those matters that were of most significance in the audit of the consolidated financial statements of the current period and are therefore the key audit matters.

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We describe these matters in our auditor’s report unless law or regulation precludes public disclosure about the matter or when, in extremely rare circumstances, we determine that a matter should not be communicated in our report because the adverse consequences of doing so would reasonably be expected to outweigh the public interest benefits of such communication.

Other Matter

We did not audit the financial statements/financial information of a subsidiary, whose financial statements reflect total assets of ₹1,925 Lakh as at March 31[st] , 2024, total revenues of ₹ 1,311 Lakh and net cash outflows amounting to ₹ 2 Lakh for the year ended on that date, as considered in the consolidated financial statements. These financial statements have been audited by other auditor whose reports have been furnished to us by the management and our opinion on the consolidated financial statements, in so far as it relates to the amounts and disclosures included in respect of this subsidiary, and our report in terms of sub-section (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 auditor.

We did not audit the financial statements and other financial information of one subsidiary located outside India included in the consolidated financial statements, whose financial statements and other financial information include total assets of ₹36 Lakh as at 31[st] March, 2024, and total revenues of ₹ 62 Lakh and net cash inflows amounting to ₹ 18 Lakh for the year ended on that date. These financial statements and other financial information have not been audited and have been furnished to us by the management. Our opinion, in so far as it relates to amounts and disclosures included in respect of this subsidiary, and our report in terms of sub-sections (3) of Section 143 of the Act in so far as it relates to the foresaid subsidiary is based solely on such unaudited financial statements and other unaudited financial information. In our opinion and according to the information and explanations given to us by the Management, these financial statements and other financial information are not material to the Group.

Our opinion above on the consolidated financial statements, and our report on Other Legal and Regulatory Requirements below, is not modified in respect of the above matters with respect to our reliance on the work done and the report of the other auditor and the financial statements and other financial information certified by the Management.

Report on other legal and regulatory requirements

As required by the Companies (Auditor’s Report) Order, 2020 (“the Order”), issued by the Central Government of India in terms of sub-section (11) of section 143 of the Act, based on our audit and on the consideration of report of the other auditors on separate financial statements and the other financial information of the subsidiary, incorporated in India, as noted in the ‘Other Matter’ paragraph we give in the “ANNEXURE A” a statement on the matters specified in paragraph 3(xxi) of the Order.
As required by Section 143(3) of the Act, based on our audit and on the consideration of the reports of other auditor on separates financial statements of subsidiary incorporated in India, referred in the Other Matters paragraph above we report, to the extent applicable, that:

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(a) We have sought and obtained all the information and explanations which to the best of our knowledge and belief were necessary for the purposes of our audit of the aforesaid consolidated financial statements;

(b) In our opinion, proper books of account as required by law relating to preparation of the aforesaid consolidated financial statements have been kept so far as it appears from our examination of those books;

(c) The consolidated balance sheet, the consolidated statement of profit and loss (including other comprehensive income), consolidated statement of changes in equity and the consolidated statement of cash flows dealt with by this report are in agreement with the relevant books of account maintained for the purpose of preparation of the consolidated financial statements;

(d) In our opinion, the aforesaid consolidated Ind AS financial statements comply with the Accounting Standards specified under Section 133 of the Act, read with Companies (Indian Accounting Standards) Rules, 2015, as amended;

(e) On the basis of the written representations received from the directors of the Holding Company as on March 31[st] , 2024 and taken on record by the Board of Directors of the Holding Company and the reports of the statutory auditor of its subsidiary companies incorporated in India, none of the directors of the Holding Company and its subsidiary companies incorporated in India is disqualified as on March 31[st] , 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 financial controls over financial reporting of the Group covered under the Act, and the operating effectiveness of such controls, refer to our separate report in ‘ANNEXURE B’.

(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 reports of the statutory auditors of such subsidiary company incorporated in India which were not audited by us the remuneration paid / provided by the Holding Company and Subsidiary company to its directors during the year is in accordance with the provisions of section 197 read with Schedule V of the Act.

(h) With respect to the other matters to be included in the auditors’ 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 financial statements disclose the impact of pending litigations on the consolidated financial position of the Group - Refer Note 36 to the consolidated financial statements;

ii. The Group did not have any material foreseeable losses on long-term contracts including derivative contracts.; and

iii. There has been no delay in transferring amounts required to be transferred to the Investor Education and Protection Fund.

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iv. A) The respective management of the Holding Company and its subsidiaries which are companies incorporated in India whose financial statements have been audited under the Act have represented to us and other auditors of such subsidiary respectively that, to the best of its knowledge and belief, as disclosed in the Note 50 to the consolidated financial statements, no funds have been advances 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 subsidiary to or in any other persons or entities, including foreign entities (“Intermediaries”), with the understanding, whether recorded in writing or otherwise, that the Intermediaries shall, whether, directly or indirectly lend or invest in other persons or entities identified in any manner whatsoever by or on behalf of the Holding Company or any such subsidiary (“Ultimate Beneficiaries”) or provide any guarantee, security or the like on behalf of the Ultimate Beneficiaries;
B) The respective management of the Holding Company and its subsidiaries which are companies incorporated in India whose financial statements have been audited under the Act have represented to us and the other auditors of such subsidiary respectively that, to the best of its knowledge and belief, as disclosed in the Note 50 to the consolidated financial statements, no funds have been received by the Holding Company or any of such subsidiary from any persons or entities, including foreign entities (“Funding Parties”), with the understanding, whether recorded in writing or otherwise, that the Holding Company or any of such subsidiary shall, whether, directly or indirectly, lend or invest in other persons or entities identified in any manner whatsoever by or on behalf of the Funding Parties (“Ultimate Beneficiaries”) or provide any guarantee, security or the like on behalf of the Ultimate Beneficiaries; and
C) Based on the audit procedures that have been considered reasonable and appropriate in the circumstances performed by us and those performed by the auditor of the subsidiary which are companies incorporated in India whose financial statements have been audited under the Act, nothing has come to our notice that has caused us to believe that the representation under sub-clause (A) and (B) contain any material misstatement.

v. The final dividend paid by the Holding Company during the year which was declared for the previous year is in accordance with section 123 of the Act to the extent it applies to payment of dividend

vi. As given in note 51 to the consolidated financial statements, based on our examination which included test checks, performed by us on the Parent Company and its subsidiary incorporated in India whose financial statements have been audited under the Act, have used accounting software for maintaining their respective books of account for the financial year ended 31[st] March, 2024, which have a feature of recording audit trail (edit log) facility and in the case of parent company the same has operated throughout the year for all relevant transactions recorded in the software. In respect of subsidiary company, the audit trail was not enabled throughout the year.

In respect of another subsidiary, which was audited by other auditor and as reported by them, the subsidiary have a feature of recording audit trail (edit log) facility but such feature was not enabled throughout the year for all relevant transactions recorded in the respective software.

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In respect of entity incorporated outside India, which was not audited. The management certified financial statements are included in these Consolidated Financial Statements. Hence no comments have been included for the purpose of reporting for audit trail for such entity.

For SHAH GUPTA & Co.

Chartered Accountants Firm Registration No.: 109574W

Vedula Prabhakar Sharma

Partner Membership No.: 123088 UDIN: 24123088BKAROH5797

Place: Mumbai Date: May 15[th] , 2024

Annual Report

164

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ANNEXURE A TO THE INDEPENDENT AUDITORS’ REPORT OF EVEN DATE

The Annexure referred to in paragraph1 under ‘Report on Other Legal and Regulatory Requirements’ section of our report of even date

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:

(xxi) There are no qualifications or adverse remarks by the respective auditors in the Companies (Auditors Report) Order (CARO) reports of the companies included in the consolidated financial statements except for the following:

Sr. No.	Name	CIN	Relationship	Clause number of the CARO report which is qualifed or adverse
1	MHE Rental India Private Limited	U71290MH2016PTC311695	Subsidiary	vii (a)

For SHAH GUPTA & Co.

Chartered Accountants Firm Registration No.: 109574W

Vedula Prabhakar Sharma

Partner Membership No.: 123088 UDIN: 24123088BKAROH5797

Place: Mumbai Date: May 15[th] , 2024

Annual Report

165

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ANNEXURE B TO THE INDEPENDENT AUDITORS’ REPORT OF EVEN DATE

(Referred to in paragraph (f) under ‘Report on Other Legal and Regulatory Requirements’ section of our report of even date)

Report on the internal financial controls 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 financial statements of the Company as of and for the year ended March 31[st] , 2024, we have audited the internal financial controls over financial reporting of JOST’S ENGINEERING COMPANY LIMITED (“the Company” or “the Holding Company”) and its subsidiaries, which are incorporated in India, as of that date.

Management’s Responsibility for Internal Financial Controls

The respective Board of Directors of the Holding Company, its subsidiaries which are companies incorporated in India, are responsible for establishing and maintaining internal financial controls based on the internal control over financial reporting 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 financial controls that were operating effectively for ensuring the orderly and efficient 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 financial information, as required under the Companies Act, 2013.

Auditor’s Responsibility

Our responsibility is to express an opinion on the internal financial controls over financial reporting of the Holding Company, its subsidiaries, which are companies 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 financial controls. Those Standards and the Guidance Note require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance about whether adequate internal financial controls over financial reporting 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 financial controls system over financial reporting with reference to consolidated financial statements and their operating effectiveness. Our audit of internal financial controls over financial reporting included obtaining an understanding of internal financial controls over financial reporting with reference to consolidated financial 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 financial statements, whether due to fraud or error.

Annual Report

166

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We believe that the audit evidence we have obtained and the audit evidence obtained by the other auditor of the one subsidiary incorporated in India, in terms of their report referred to in the Other Matters paragraph below, is sufficient and appropriate to provide a basis for our audit opinion on the internal financial controls system over financial reporting of the Holding Company, its subsidiaries which are companies incorporated in India.

Meaning of Internal Financial Controls over Financial Reporting

A Company's internal financial control over financial reporting with reference to consolidated financial statements is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. A company's internal financial control over financial reporting with reference to consolidated financial statements includes those policies and procedures that (1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company; (2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorisations of management and directors of the company; and (3) provide reasonable assurance regarding prevention or timely detection of unauthorised acquisition, use, or disposition of the company's assets that could have a material effect on the consolidated financial statements.

Inherent Limitations of Internal Financial Controls over Financial Reporting

Because of the inherent limitations of internal financial controls over financial reporting with reference to consolidated financial statements, including the possibility of collusion or improper management override of controls, material misstatements due to error or fraud may occur and not be detected. Also, projections of any evaluation of the internal financial controls over financial reporting with reference to consolidated financial statements to future periods are subject to the risk that the internal financial control over financial reporting may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.

Opinion

In our opinion, to the best of our information and according to the explanations given to us and based on the consideration of other auditors referred to in the Other Matters paragraph below, the Holding Company, its subsidiaries, which are companies incorporated in India, have, in all material respects, an adequate internal financial controls system over financial reporting and such internal financial controls over financial reporting were operating effectively as at March 31[st] , 2024, based on the criteria for internal control over financial reporting 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.

Annual Report

16171

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Other Matter

Our aforesaid report under Section 143(3)(i) of the Act on the adequacy and operating effectiveness of the internal financial controls with reference to consolidated financial statements in so far as it relates to one subsidiary, which is company incorporated in India, is based solely on the corresponding report of the auditors of such company incorporated in India. Our opinion is not modified in respect of this matter.

For SHAH GUPTA & Co.

Chartered Accountants Firm Registration No.: 109574W

Vedula Prabhakar Sharma

Partner Membership No.: 123088 UDIN: 24123088BKAROH5797

Place: Mumbai Date: May 15[th] , 2024

Annual Report

168172

Consolidated Balance Sheet as at March 31, 2024

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₹ in Lakh

			₹ in Lakh
Particulars	Note No.	As at March 31, 2024	As at March 31, 2023
Assets (1) Non-current assets (a) Property, plant and equipment (b) Capital work-in-progress (c) Right of use assets (d) Intangible assets (e) Financial assets (i) Non-current investments (ii) Other non-current financial assets (f) Deferred tax assets (net) (g) Income tax assets (net) (h) Other non-current assets Total non-current assets (2) Current assets (a) Inventories (b) Financial assets (i) Current investments (ii) Trade receivables (iii) Cash and cash equivalents (iv) Bank balances other than cash and cash equivalents (iii) above (v) Loans (vi) Other current financial assets (c) Income tax assets (d) Other current assets Total current assets Total assets Equity and liabilities (1) Equity (a) Equity share capital (b) Other equity Non-controlling interest Total equity Liabilities (2) Non-current liabilities (a) Financial liabilities (i) Borrowings (ii) Lease liabilities (b) Non-current provisions Total non-current liabilities (3) Current liabilities (a) Financial liabilities (i) Borrowings (ii) Lease liabilities (iii) Trade payables Total outstanding dues of micro enterprises and small enterprises Total outstanding dues of creditors other than micro enterprises and small enterprises			1,937 22 114 17

Annual Report

169

Consolidated Balance Sheet

as at March 31, 2024

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Consolidated Balance Sheet as at March 31, 2024	Consolidated Balance Sheet as at March 31, 2024	Consolidated Balance Sheet as at March 31, 2024	Consolidated Balance Sheet as at March 31, 2024
₹ in Lakh
Particulars	Note No.	As at March 31, 2024	As at March 31, 2023
(iv) Other current financial liabilities (b) Other current liabilities (c) Current provisions (d) Income tax liabilities (net)
Total Current Liabilities		6,048	5,110
Total Liabilities		6,661	5,483
Total Equity and Liabilities		12,460	9,450

Corporate information and Material accounting policies, key accounting estimates and judgements

(1-3)

See accompanying notes to the consolidated financial statements As per our report of even date attached

For Shah Gupta & Co. Chartered Accountants Firm Registration Number : 109574W

For and on behalf of Board of Directors

Sd/Vedula Prabhakar Sharma Partner Membership No. 123088 Place: Mumbai Date: May 15[th] , 2024

Sd/Jai Prakash Agarwal Chairman DIN - 00242232

Sd/Vishal Jain Managing Director & CEO DIN - 00709250

Sd/Rohit Jain Chief Financial Officer

Place: Thane Date: May 15[th] , 2024

Sd/Babita Kumari

Company Secretary Membership No. A40774

Annual Report

170

for the year ended March 31, 2024

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Consolidated Statement of Proft & Loss for the year endedMarch 31, 2024	Consolidated Statement of Proft & Loss for the year endedMarch 31, 2024	Consolidated Statement of Proft & Loss for the year endedMarch 31, 2024
			(₹in Lakh, except EPS)
Sr. No	Particulars	Note No.	As at March 31, 2024	As at March 31, 2023
1 2 3 4 5 6 7 8 9	Revenue from operations Other income Total income [1+2] Expenses (a) Cost of materials consumed (b) Purchases of stock-in-trade (d) Employee benefits expense (e) Finance costs (f) Depreciation and amortization expense (g) Other expenses Total expenses Profit before tax [3-4] Tax expenses (i) Current tax (ii) Deferred tax# (iii) Short provision for tax relating to previous years Total tax expenses Profit for the year [5-6] Other comprehensive income / (loss) A) Items that will not be reclassified to profit or loss (net of tax) (i) Remeasurement of employee benefits obligations Total other comprehensive income / (loss) Total comprehensive income for the year Net profit attributable to : (a) Owners of the company (b) Non-controlling interests Profit for the year Other comprehensive income attributable to: (a) Owners of the company (b) Non-controlling interests Other comprehensive income/loss for the year Total comprehensive income attributable to : (a) Owners of the company (b) Non-controlling interests Total comprehensive income/loss for the year Earnings per equity share (1) Basic (in ₹) (2)Diluted(in ₹) (c) Changes in inventories of finished and work-in-progress and stock in- trade	-	18,744 77	17,239 60
			18,821	17,299
			4,838 6,319 89 2,954 165 314 2,772	6,343 4,468 (82) 2,646 159 325 2,431
			17,451	16,290
			1,370	1,009
			349 (0) 31	282 (10) 6
			380	278
			990	731
			(11)	10
			(11)	10
			979	741
			990 -	708 23
			990	731
			(11) -	6 4
			(11)	10
			979 -	714 27
			979	741
			20 20	16 16

Annual Report

171

for the year ended March 31, 2024

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Corporate information and Accounting policies, (1-3) key accounting estimates and judgements See accompanying notes to the standalone financial statements As per our report of even date attached

For Shah Gupta & Co. Chartered Accountants

For and on behalf of Board of Directors

Firm Registration Number : 109574W

Sd/Vedula Prabhakar Sharma Partner Membership No. 123088 Place: Mumbai Date: May 15[th] , 2024

Sd/Jai Prakash Agarwal Chairman DIN - 00242232

Sd/Vishal Jain

Managing Director & CEO DIN - 00709250

Sd/Rohit Jain Chief Financial Officer

Place: Thane Date: May 15[th] , 2024

Sd/Babita Kumari Company Secretary Membership No. A40774

Annual Report

172

Consolidated Statement of Changes in Equity for the year ended March 31, 2024

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A. Equity share capital
(1) For the year ended March 31, 2024

₹ in Lakh

() or e year en	e arc ,			₹ in Lakh
Balance as at April 1, 2023	Changes in equity share capital due to prior period errors	Restated balance at the beginning of the current reporting period	Changes in equity share capital during the current year	Balance as at March 31, 2024
93	-	-	5	98

(2) For the year ended March 31, 2023

₹ in Lakh

() or e year e	e arc ,			₹ in Lakh
Balance as at April 1, 2022	Changes in equity share capital due to prior period errors	Restated balance at the beginning of the current reporting period	Changes in equity share capital during the current year	Balance as at March 31, 2024
93	-	-	-	93

Particulars	Reserves and surplus	Reserves and surplus	Reserves and surplus	Other comprehensiv e income
	Securities premium	Retained earnings	General reserve	Re- measurement s gain/(loss) on the defined employee
Balance as at March 31, 2022
Profit for the year Payment of dividend Other comprehensive income arising from re-measurement of employee benefits obligation (net of tax) Others		(56)
Balance as at March 31, 2023
Profit for the year Payment of dividend Money received against the warrants Other comprehensive income arising from re-measurement of employee benefits obligation (net of tax) Others Security premium received on shares
Balance as at March 31, 2024

As per our report of even date attached

For Shah Gupta & Co. Chartered Accountants

For and on behalf of Board of Directors

Firm Registration Number : 109574W

Sd/-

Vedula Prabhakar Sharma Partner Membership No. 123088 Place: Mumbai Date: May 15[th] 2024

Sd/-

Sd/Vishal Jain Managing Director & CEO DIN - 00709250

Jai Prakash Agarwal Chairman DIN - 00242232

Sd/Sd/Rohit Jain Babita Kumari Chief Financial Officer Company Secretary Membership No. A40774

Place: Thane Date: May 15[th ] 2024

Annual Report

173

Consolidated Statement of Cash Flow for the year ended March 31, 2024

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Particulars	Particulars		Year ended	Year ended	Year ended
		March	31, 2024	March 31, 2023
A B	Cash flow from operating activities Profit before taxes Adjustments for: Depreciation and amortisation expense Finance income on amortisation of deposits (Profit)/Loss on sale of assets# Dividend income Interest income Finance costs Provision for expected credit loss Bad debts written off Unrealised foreign exchange gain Sundry balances written off/back Provision for warranty claims Provision for inventory# Inventory written off Sales tax written off Operating profit before working capital changes Adjustments for (increase) / decrease in: Trade receivables Inventories Other non-current financial assets Other current financial assets Other current asset Other non-current assets Current loans Adjustments for increase/ (decrease) in: Trade payables Other current financial liabilities Other current liabilities Other non current financial liabilities Change in non-current provisions Change in current provisions Cash generated from operations Net income tax paid (net of refunds) Net cash generated from operating activities (A) Cash flow from investing activities Purchase of property, plant and equipment and intangible assets Proceeds / purchase of capital work in progress Right of use of asset Proceeds from sale of property, plant and equipment Bank balances other than classified as cash and cash equivalents Investment in fixed deposits Proceeds/purchase of mutual funds investments (net) Investment in equity shares of subsidiary Interest received Dividend received# Net cashgenerated from investing activities(B)		1,370 556 1,926 (1,339) 588 (394)	- 0	1,009 766 1,775 (473) 1,302 (238)
		(1,303) 96 9 (164) (297) 235 6 (54) (42) 227 - 12 (64)
		(466) (825) (41) 19 (275) - (413) (345) 38 1		8 -
			194		1,064

			(2,307)		(325)

Annual Report

174

Consolidated Statement of Cash Flow for the year ended March 31, 2024

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C	Cash flow from financing activities Proceeds from/ (repayment) of working capital loans Proceeds from/ (repayment) of short term borrowings Proceeds from/ (repayment) of long term borrowings Proceeds from issuance of equity shares Proceeds from issuance of warrants Dividend paid Payment of lease liabilities Finance costs Net cash (used) in financing activities (C) Net increase/(decrease) in cash and cash equivalents (A+B+C) Cash and cash equivalents at the beginning of the year Cash and cash equivalents at the end of the year (refer note 12A)	27 744 255 1,140 127 (70) 9 (165)

figures are below rounding off norms adopted by the company

Cash and cash equivalents include in the statement of cash flows comprising the following :

Cash and cash equivalents include in the statement of cash flows comprising the following :
	₹ in Lakh
Particulars	As at March 31, 2024	As at March 31, 2023
Balances with banks In current accounts In EEFC account Cash on hand Total	137 - 1	94 90 1
	138	185

Reconciliations part of cash flows

Particulars	April 01, 2023	Cash flows (net)	New leases	March 31, 2024
Vehicle loan (including current maturities) Cash credit Lease liabilities (including current maturities) Loan for machineries (including current maturities) Total	166 - 145 120	786 18 497 (32)	- - - 41	952 18 642 129
	431	1,269	41	1,741

Annual Report

175

Consolidated Statement of Cash Flow for the year ended March 31, 2024

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Particulars	April 01, 2022	Cash flows (net)	New leases	March 31, 2023
Cash credit Loan for machineries (including current maturities) Lease liabilities (including current maturities) Total	194 774 72	(28) (629) (32)	- - 80	166 145 120
	1,040	(689)	80	431

Note to Cash Flow Statement:

The cash flow statement has been prepared under the "Indirect Method" as set out in Ind AS 7 "Statement of Cash Flows".
Previous years’ figures have been regrouped wherever necessary.

As per our report of even date attached

For Shah Gupta & Co. Chartered Accountants Firm Registration Number : 109574W

For and on behalf of Board of Directors

Sd/Vedula Prabhakar Sharma

Partner Membership No. 123088 Place: Mumbai Date: May 15[th] 2024

Sd/-

Jai Prakash Agarwal Chairman DIN - 00242232

Sd/Vishal Jain Managing Director & CEO DIN - 00709250

Sd/Rohit Jain Chief Financial Officer

Place: Thane Date: May 15[th] 2024

Sd/-

Babita Kumari Company Secretary Membership No. A40774

Annual Report

176

NOTE FORMING PART OF THE CONSOLIDATED FINANCIAL STATEMENTS

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1. Corporate information :

Jost’s Engineering Company Limited (the ‘Company’) is incorporated in India. The holding company’s registered office is at Great Social Building, 60 Sir Phirozeshah Mehta Road, Mumbai- 400001. The group’s primary business areas are manufacturing, trading and rental of material handling and engineering products. The holding company’s equity shares are listed on the Bombay Stock Exchange (BSE)..

2. Basis for preparation of financial statements

2.1 Statement of compliance :

The consolidated financial statements (“the financial statements) relate to the company and its subsidiaries (collectively “the group”). These consolidated financial statements have been prepared in accordance with the Indian Accounting Standards (hereinafter referred to as the ‘Ind AS’) as notified by the Ministry of Corporate Affairs pursuant to Section 133 of the Companies Act, 2013 read with Rule 3 of the Companies (Indian Accounting Standards) Rules, 2015 as amended from time to time.

2.2 Basis of preparation :

The consolidated financial statements have been prepared on an accrual and going concern basis. The material accounting policies are applied consistently to all the periods presented in the consolidated financial statements except where a newly issued Accounting Standard is initially adopted or a revision to an existing Accounting Standard requires a change in the accounting policy hitherto in use. The group has prepared these Financial Statements as per the format prescribed in Division II of Schedule III of the Companies Act 2013, (Ind AS Compliant Schedule III),

Accordingly, the group has prepared these Financial Statements which comprise the Balance Sheet as at 31 March 2024, the Statement of Profit and Loss, the Statement of Cash Flows and the Statement of Changes in Equity for the year ended as on that date, and material accounting policies and other explanatory information (together hereinafter referred to as “Consolidated Financial Statements” or “financial statements”).

These financial statements are approved by the Board of Directors on 15th May 2024.

The financial statements are presented in (‘INR’) which is the group’s functional currency and all the values are rounded off to the nearest lakh except when otherwise indicated.

2.3 Basis of measurement :

The consolidated financial statements have been prepared on a historical cost basis, except for certain financial assets and liabilities that are measured at fair value at the end of each reporting period.

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

Annual Report

177

NOTE FORMING PART OF THE CONSOLIDATED FINANCIAL STATEMENTS

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2.4 Principles of Consolidation:

i. The Consolidated Financial Statements incorporates the Financial Statements of the Holding Company and its subsidiary. For this purpose, an entity which is, directly or indirectly, controlled by the Holding Company is treated as subsidiary. The Holding Company together with its subsidiaries constitute the Group. Control exists when the Holding Company, directly or indirectly, having power over the investee, is exposed to variable returns from its involvement with the investee and has the ability to use its power to affect its returns.

ii. Consolidation of a subsidiary begins when the Holding Company, directly or indirectly, obtains control over the subsidiary and ceases when the Holding Company, directly or indirectly, loses control of the subsidiary. Income and expenses of a subsidiary acquired or disposed off during the year are included in the Consolidated Statement of Profit and Loss from the date the Holding Company, directly or indirectly, gains control until the date when the Holding Company, directly or indirectly, ceases to control the subsidiary.

iii. The Consolidated Financial Statements of the Group combines the Financial Statements of the Holding Company and its subsidiary line-by-line by adding together the like items of assets, liabilities, income and expenses. All intra-group assets, liabilities, income, expenses and unrealised profits/losses on intra-group transactions are eliminated on consolidation. The accounting policies of subsidiary have been harmonised to ensure the consistency with the policies adopted by the Holding Company except depreciation, where the Company follows Written Down Value (WDV) method whereas the subsidiary is following Straight Line Method (SLM). The Consolidated Financial Statements have been presented to the extent possible, in the same manner as Holding Company’s standalone financial statements. Profit or loss and each component of other comprehensive income are attributed to the owners of the Holding Company and to the non-controlling interests and have been shown separately in the financial statements.

iv. Non-controlling interest represents that part of the total comprehensive income and net assets of subsidiary attributable to interests which are not owned, directly or indirectly, by the Holding Company.

2.5 Current or non-current classification :

The group presents assets and liabilities in the balance sheet based on current/ non-current classification.

An asset is classified as current when it is :

i. Expected to be realized or intended to be sold or consumed in the normal operating cycle; ii. Held primarily for the purpose of trading;
iii. Expected to be realized within twelve months after the reporting period; or
iv. Cash or cash equivalent unless restricted from being exchanged or used to settle a liability for at least twelve months after the reporting period.

All the other assets are classified as non-current.

A liability is current when:

i. It is expected to be settled in the normal operating cycle;
ii. It is held primarily for the purpose of trading;
iii. It is due to be settled within twelve months after the reporting period; or iv. There is no unconditional right to defer the settlement of the liability for at least twelve months after the reporting period.

The operating cycle of an entity is the time between the acquisition of assets for processing and their realisation in cash or cash equivalents.

Annual Report

178

NOTE FORMING PART OF THE CONSOLIDATED FINANCIAL STATEMENTS

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The group classifies all other liabilities as non-current. Deferred Tax Assets and Liabilities are classified as non-current assets and liabilities respectively.

2.6 Key accounting estimates and judgements :

The preparation of consolidated financial statements requires management to make judgements, estimates and assumptions in the application of accounting policies that affect the reported amounts of assets, liabilities, income and expenses. Actual results may differ from these estimates. Continuous evaluation is done on the estimation and judgements based on historical experience and other factors, including expectations of future events that are believed to be reasonable. Revisions to accounting estimates are recognised prospectively.

a. Estimated useful life of PPE & intangible assets - refer note 4A & 4D
b. Probable outcome of matters included under contingent liabilities - refer note 36
c. Estimation of defined benefit obligation - refer note 43
d. Estimation of tax expense and tax payable - refer note 38
e. Measurement of lease liabilities and right of use asset (ROUA) - refer note 40
f. Recoverability of trade receivables – refer note 11
g. Lease – refer note 40
h. Impairment of financial assets

2.6.1 Impairment of property, plant and equipment :

2.6.2 Useful lives of property, plant and equipment :

Property, plant, and equipment represent a significant proportion of the asset base of the group. The charge in respect of periodic depreciation is derived after determining an estimate of an asset’s expected useful life and the expected residual value at the end of its life. The useful lives and residual values of the group’s assets are determined by the management at the time the asset is acquired and reviewed at each financial year-end. Their lives are based on historical experience with similar assets as well as anticipation of future events, which may impact their life, such as changes in technical or commercial obsolescence arising from changes or improvements in production or from a change in market demand of the product or service output of the asset.

2.6.3 Discount rate - defined benefit obligation

Annual Report

179

NOTE FORMING PART OF THE CONSOLIDATED FINANCIAL STATEMENTS

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2.6.4 Provision for litigations and contingencies

2.6.5 Recoverability of trade receivables

2.6.6 Lease

The application of Ind AS 116 requires group to make judgements and estimates that affect the measurement of right-of-use assets and liabilities. In determining the lease term, we consider all facts and circumstances that create an economic incentive to exercise renewal options (or not exercise termination options). Assessing whether a contract includes a lease also requires judgement. Estimates are required to determine the appropriate discount rate used to measure lease liabilities. The group cannot readily determine the interest rate implicit in the lease, therefore, it uses its incremental borrowing rate (IBR) to measure lease liabilities. The IBR is the rate of interest that the group would have to pay to borrow over a similar term, and with a similar security, the funds necessary to obtain an asset of a similar value to the right-of use asset in a similar economic environment. The IBR therefore reflects what the group ‘would have to pay’, which requires estimation when no observable rates are available or when they need to be adjusted to reflect the terms and conditions of the lease. The group estimates the IBR using observable inputs (such as market interest rates) when available and is required to make certain entity-specific estimates.

2.6.7 Recognition of deferred tax assets

2.6.8 Impairment of financial assets

The impairment provisions for financial assets are based on assumptions about risk of default and expected loss rates. The group uses judgement in making these assumptions and selecting the inputs to the impairment calculation, based on group's past history, existing market conditions as well as forward looking estimates at the end of each reporting period.

Annual Report

180

NOTE FORMING PART OF THE CONSOLIDATED FINANCIAL STATEMENTS

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3. Material accounting policies :

3.1 Property, plant and equipment :

a) Recognition and measurement:

b) Derecognition of Assets:

c) Depreciation:

The estimated useful lives of PPE are as follows :

Sr. no.	Particulars	Useful life
1	Factory building	3- 60 Years
2	Computers & data processing units	3 – 6 Years
3	General furniture & fittings	10 Years
4	Office equipment	5 Years
5	Plant & machinery	15 Years
6	Vehicles	8 – 10 Years

Annual Report

181

NOTE FORMING PART OF THE CONSOLIDATED FINANCIAL STATEMENTS

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The subsidiary MHE Rentals India Private Limited has provided depreciation on a Straight-Line Method (SLM) basis over the estimated useful lives of assets as prescribed under Schedule II of the Companies Act, 2013,the estimated useful lives of PPE are as follows :

follows :
Sr. no.	Particulars	Useful life
1	Plant & Machinery	10 - 15 Years
2	Spares	5 Years
3	Tools & Tackles	3 Years

Depreciation on assets acquired/ purchased, sold/discarded during the year is provided on a pro-rata basis from the date of each addition till the date of sale/retirement. The economic useful lives of assets are assessed based on a technical evaluation, taking into account the nature of assets, the estimated usage of assets, the operating conditions of the assets, past history of replacement, anticipated technological changes, maintenance history, etc. The estimated useful life is reviewed at the end of each reporting period, with effect of any change in estimate being accounted for on a prospective basis.

d) Capital work-in-progress

3.2 Intangible assets :

a) Recognition and measurement :

Intangible assets that are acquired are recognised only if it is probable that the expected future economic benefits that are attributable to the asset will flow to the group and the cost of assets can be measured reliably. The intangible assets are recorded at cost of acquisition including incidental costs related to acquisition and are carried at cost less accumulated amortisation and impairment losses, if any.

Subsequent expenditure

b) Derecognition of intangible assets :

Annual Report

182

NOTE FORMING PART OF THE CONSOLIDATED FINANCIAL STATEMENTS

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c) Amortisation :

The estimated useful life are as follows :

Sr. no.	Particulars	Useful life
1	Intangible Asset	10 Years

The subsidiary MHE Rentals India Private Limited has provided depreciation on a Straight-Line Method (SLM) basis over the estimated useful lives which reflects the pattern in which the asset’s economic benefits are consumed

Sr. no.	Particulars	Useful life
1	Intangible Asset	3 Years

3.3 Leases:

The group’s lease asset classes consist of leases for buildings. The group assesses whether a contract is or contains a lease, at inception of a contract. A contract is, or contains, a lease if the contract conveys the right to control the use of an identified asset for a period of time in exchange for consideration. To assess whether a contract conveys the right to control the use of an identified asset, the group assesses whether: (i) the contract involves the use of an identified asset (ii) the group has substantially all of the economic benefits from use of the asset through the period of the lease and (iii) the group has the right to direct the use of the asset.

The group recognises a right-of-use asset (“ROU”) at the commencement date of the lease and a corresponding lease liability for all lease arrangements in which it is a lessee, except for leases with a term of twelve months or less (short term leases) and leases of low value assets. For these short term and leases of low value assets, the group recognises the lease payments as an operating expense on a straight line basis over the term of the lease.

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NOTE FORMING PART OF THE CONSOLIDATED FINANCIAL STATEMENTS

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3.4 Impairment of property, plant and equipment and intangible assets :

At the end of each reporting period, the group reviews the carrying amounts of Property, Plant and Equipment and other intangible assets to determine whether there is any indication that those assets have suffered an impairment loss. 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 individual asset, the group estimates the recoverable amount of the cash generating unit to which an individual asset belongs. When a reasonable and consistent basis of allocation can be identified, 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 identified.

3.5 Inventories :

Inventories are valued at the lower of cost and net realizable value. Costs incurred in bringing each product to its present location and condition in accounted for as follows:

Net realizable value represents the estimated selling price for inventories in the ordinary course of business less all estimated cost of completion and cost necessary to make the sale.

Due allowances are made for slow moving and obsolete inventories based on estimates made by the group.

3.6 Revenue recognition:

The group derives revenue from sale of material handling and engineered products. Revenue towards satisfaction of a performance obligation is measured at the amount of transaction price allocated to that performance obligation

a) Sale of goods:

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possible return of goods can be estimated reliably, there is no continuing management involvement with the goods to the degree usually associated with the ownership, and the amount of revenue can be measured reliably, regardless of when the payment is being made. Sales also include, sales of scrap, waste, rejection etc.

b) Dividend and Interest income: Dividend income from investments is recognised when the group’s right to receive payment has been established (provided that it is probable that the economic benefits will flow to the group and the amount of income can be measured reliably).

Interest income from a financial asset is recognized when it is probable that the economic benefits will flow to the group and the amount of income can be measured reliably. Interest income is accrued on a time basis, by reference to the principal outstanding and at the normal interest rate as applicable.

c) Rendering of services

d) Contract assets, contract liabilities and trade receivables Revenues in excess of invoicing are classified as contract assets (which we refer as unbilled revenue) while invoicing in excess of revenues (which we refer to as unearned revenues) and advance from customers are classified as contract liabilities. A receivable is recognised by the group when the control over the goods is transferred to the customer such as when goods are delivered as this represents the point in time at which the right to consideration becomes unconditional, as only the passage of time is required before payment is due. The average credit period on sale of goods is 0 to 90 days.

e) Commission income

Commission income on sales of equipment and spares is charged for rendering of services and for the use of the group's sales and distribution network. Such revenue is recognised in the accounting period in which the services are rendered in accordance with the agreement with the parties.

3.7 Foreign currencies :

The financial statements are presented in Indian rupees, which is the functional currency of the group. Transactions in currencies other than the group's functional currency are recognized at the exchange rate prevailing on the date of transaction. Monetary assets and liabilities denominated in foreign currencies are translated into the functional currency at the closing exchange rate prevailing as at the reporting date. Non-monetary assets and liabilities denominated in a foreign currency are translated using the exchange rate prevailing at the date of initial recognition (in case measured at historical cost) or at the rate prevailing at the date when the fair value is determined (in case measured at fair value).

3.8 Employee benefits :

Short-term employee benefits

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NOTE FORMING PART OF THE CONSOLIDATED FINANCIAL STATEMENTS

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Other long-term employee benefits

Post-employment benefits

a) Defined contribution plans

Employees benefits in the form of the group’s contribution to provident fund, pension scheme, superannuation fund and employees state insurance are defined contribution schemes. Payments to defined contribution retirement plans are recognized as expenses when the employees have rendered the service entitling them to the contribution.

Provident fund: The employees of the group are entitled to receive benefits in respect of provident fund, a defined contribution plan, in which both employees and the group make monthly contributions at a specified percentage of the covered employees’ salary . The contributions as specified under the law are made to the provident fund and pension fund administered by the Regional Provident Fund Commissioner. The group recognizes such contributions as an expense when incurred.

b) Defined benefit plans

The defined benefit obligation recognized in the balance sheet represents the actual deficit or surplus in the group's defined benefit plans. Any surplus resulting from this calculation is limited to the present value of any economic benefits available in the form of refunds from the plans or reductions in future contributions to the plans.

Gratuity :

The group has an obligation towards gratuity, a defined benefit retirement plan covering eligible employees. Vesting occurs upon completion of five years of service. The group makes contributions to gratuity fund held with a trust formed for this purpose through Life Insurance Corporation of India. The group provides for its gratuity liability based on an independent actuarial valuation carried out at each balance sheet date using the projected unit credit method.

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NOTE FORMING PART OF THE CONSOLIDATED FINANCIAL STATEMENTS

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3.9 Taxes on Income:

Current tax

Deferred tax

The measurement of deferred tax liabilities and assets reflects the tax consequences that would follow from the manner in which the group expects, at the end of the reporting period, to recover or settle the carrying amount of its assets and liabilities.

Current tax and deferred tax for the year

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NOTE FORMING PART OF THE CONSOLIDATED FINANCIAL STATEMENTS

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3.10 Provisions :

Provisions are recognized when the group has a present obligation (legal or constructive) as a result of past event, it is probable that the group will be required to settle the obligation, and a reliable estimate can be made of the amount of the obligation.

Product warranty

Provision for product warranty is recognized for the best estimates of the average cost involved for replacement/repair etc. of the product sold before the balance sheet date. These estimates are determined using historical information on the nature, frequency and average cost of warranty claims and management estimates regarding possible future incidences based on corrective actions on product failures. The estimates for accounting of warranties are reviewed and revisions are made as required.

3.11 Contingent liabilities and contingent assets

3.12 Financial instruments:

Financial assets and liabilities are recognised when the group becomes a party to the contractual provisions of the instruments and are initially measured at fair value. Transaction costs that are directly attributable to the acquisition or issue of financial assets and liabilities (other than financial assets and financial liabilities at fair value through profit or loss) are added to or deducted from the fair value of the financial assets or liabilities on initial recognition. Transaction costs directly attributable to the acquisition of financial assets or financial liabilities at fair value through profit or loss are recognised immediately in the statement of profit and loss.

Financial assets

Classification and subsequent measurement

Initial recognition and measurement

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NOTE FORMING PART OF THE CONSOLIDATED FINANCIAL STATEMENTS

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These include trade receivables, loans, investments, deposits, balances with banks, and other financial assets with fixed or determinable payments.

The group measures its financial assets at fair value at each balance sheet date. In this context, quoted investments are fair valued adopting the techniques defined in level 1 of fair value hierarchy of Ind-AS 113 “Fair Value Measurement” and unquoted investments, where the observable input is not readily available, are fair valued adopting the techniques defined in level 3 of fair value hierarchy of Ind AS 113 and securing the valuation report from the certified valuer. However, trade receivables that do not contain a significant financing component are measured at transaction price.

Classification

The group classifies a financial asset in accordance with the below criteria:

i. The group’s business model for managing the financial asset and ii. The contractual cash flow characteristics of the financial asset.

Based on the above criteria, the group classifies its financial assets into the following categories:

i. Financial assets measured at amortized cost
ii. Financial assets measured at fair value through other comprehensive income (FVTOCI) iii. Financial assets measured at fair value through profit or loss (FVTPL)

A financial asset is measured at the amortized cost if both the following conditions are met :

a. The group’s business model objective for managing the financial asset is to hold financial assets in order to collect contractual cash flows, and

b. The contractual terms of the financial asset give rise on specified dates to cash flows that are solely payments of principal and interest on the principal amount outstanding.

A financial asset is measured at FVTOCI if both of the following conditions are met:

a. The group’s business model objective for managing the financial asset is achieved both by collecting contractual cash flows and selling the financial assets, and b. The contractual terms of the financial asset give rise on specified dates to cash flows that are solely payments of principal and interest on the principal amount outstanding.

However, the group recognizes dividend income from such instruments in the statement of profit and loss and fair value changes are recognized in other comprehensive income (OCI).

A financial asset is measured at FVTPL unless it is measured at amortized cost or at FVTOCI as explained above. This is a residual category applied to all other investments of the group. Such financial assets are subsequently measured at fair value at each reporting date. Fair value changes are recognized in the statement of profit and loss.

Impairment

The group applies the expected credit loss model for recognizing impairment loss on financial assets measured at amortized cost, other contractual right to receive cash or other financial assets not designated at fair value through profit or loss. The loss allowance for a financial instrument is equal to the lifetime expected credit losses if the credit risk on that financial instrument has increased significantly since initial recognition. If the credit risk on a financial instrument has not increased significantly since initial recognition, the group measures the loss allowance for that financial instrument at an amount equal to 12-month expected credit losses. 12-month expected

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credit losses are portion of the lifetime expected credit losses and represent the lifetime cash shortfalls that will result if the default occurs within 12 months after the reporting date. For trade receivables or any contractual right to receive cash or another financial assets that results from transaction that are within the scope of Ind AS 115, the group always measures the loss allowance at an amount equal to life time expected credit losses. The group has used a practical expedient permitted by Ind AS 109 and determines the expected credit loss allowance based on a provision matrix which takes into account historical credit loss experience and adjusted for forward looking information.

De-recognition

The group derecognizes financial asset when the contractual right to the cash flows from the asset expires, or when it transfers the financial asset and substantially all the risks and rewards of ownership of the asset to another party. If the group neither transfers nor retains substantially all the risks and rewards of ownership and continues to control the transferred asset, the group recognizes its retained interest in the asset and an associated liability for the amounts it may have to pay. If the group retains substantially all the risks and rewards of ownership of the transferred financial asset, the group continues to recognize the financial asset and also recognizes a collateralized borrowing for the proceeds received.

Financial liabilities

Classification

Financial liabilities and equity instruments issued by the group are classified according to the substance of the contractual arrangements entered into and the definitions of a financial liability and an equity instrument.

Equity instruments

Subsequent measurement

Effective interest method is a method of calculating amortized cost of a financial liability and of allocating interest expense over the relevant period. The effective interest rate is the rate that exactly discounts estimated future cash payments (including all fees, transaction costs and other premiums or discounts) through the expected life of the financial liability, or (where appropriate) a shorter period, to the net carrying amount on initial recognition.

Foreign exchange gains and losses

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NOTE FORMING PART OF THE CONSOLIDATED FINANCIAL STATEMENTS

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De-recognition

Offsetting of financial instruments

Reclassification of financial assets / liabilities

After initial recognition, no reclassification is made for financial assets which are equity instruments and financial liabilities. For financial assets which are debt instruments, a reclassification is made only if there is a change in the business model for managing those assets. Changes to the business model are expected to be infrequent. The group’s senior management determines change in the business model as a result of external or internal changes which are significant to the group’s operations.

Impairment of non-financial assets

The group assesses at each balance sheet date whether there is any indication that an asset may be impaired, if such assets are considered to be impaired, the impairment to be recognized in the statement of profit and loss is measured by the amount by which the carrying value of the assets exceeds the estimated recoverable amount of the asset. Impairment losses are reversed in the statement of profit and loss only to the extent that the asset’s carrying amount does not exceed the carrying amount that would have been determined if no impairment loss had previously been recognized.

Fair value measurement

The group measures financial instruments at fair value in accordance with accounting policies at each reporting date. Fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. The fair value measurement is based on the presumption that the transaction to sell the asset or transfer the liability takes place either:

In the principal market for the asset or liability, or
In the absence of a principal market, in the most advantageous market for the asset or liability. The principal or the most advantageous market must be accessible by the group.

Level 1:Quoted (unadjusted) market prices in active markets for identical assets or liabilities - Level 2: Valuation techniques for which the lowest level input that is significant to the fair value measurement is directly or indirectly observable
Level 3: Valuation techniques for which the lowest level input that is significant to the fair value measurement is Unobservable

For assets and liabilities that are recognized in the balance sheet on a recurring basis, the group determines whether transfers have occurred between levels in the hierarchy by re-assessing categorization (based on the lowest level input that is significant to the fair value measurement as a whole) at the end of each reporting period.

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NOTE FORMING PART OF THE CONSOLIDATED FINANCIAL STATEMENTS

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3.13 Cash and cash equivalents :

3.14 Earnings per share :

The group reports basic and diluted earnings per share (EPS) in accordance with Indian Accounting Standard 33 "Earnings per Share". Basic EPS is computed by dividing the net profit or loss attributable to ordinary equity holders by the weighted average number of equity shares outstanding during the period. Diluted EPS is computed by dividing the net profit or loss attributable to ordinary equity holders by weighted average number of equity shares outstanding during the year as adjusted for the effects of all dilutive potential equity shares (except where the results are anti-dilutive).

3.15 Segment reporting :

The group's business activity falls within five segments viz. Material Handling, Engineering Products, MHE RENTAL, JECL Engineering and Josts Engineering INC. Segments are organized based on business which have similar economic characteristics as well as exhibit similarities in nature of products and services offered, the nature of production processes, the type and class of customer and distribution methods.

Investments, tax related assets and other assets and liabilities that can not be allocated to a segment on reasonable basis have been disclosed as “Unallocable”

3.16 Borrowing cost :

3.17 Investments in subsidiaries:

3.18 Dividend to Equity Shareholders:

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NOTE FORMING PART OF THE CONSOLIDATED FINANCIAL STATEMENTS

3.19 Rounding of amounts:

All amounts disclosed in the financial statements and notes have been rounded off to the nearest lakh as per the requirement of Schedule III, unless otherwise stated.

3.20 Events after reporting date:

3.21 Cash flow statement:

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Notes forming part of the Consolidated financial statements

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4A. Property, plant and equipment

Particulars	Leasehold buildings	Plant & machinery	Furniture and fixtures	Vehicles	Computer & peripheral	Office equipment	Tangibles total 3,200 127 52 3,275
Gross carrying amount
Balance as at March 31, 2022	19	2,932	78	33	120	18
Additions Disposals	- -	98 51	- -	- -	28 1	1 -
Balance as at March 31 2023	19	2,979	78	33	147	19
Additions Disposals	- -	397 42	- -	25 15	20 -	26 -	468 57 3,686 1,063 294 19 1,338 274 35 1,577 1,937 2,109
Balance as at March 31, 2024	19	3,334	78	43	167	45
Accumulated depreciation
Balance as at March 31, 2022	9	885	55	12	88	14
Additions Disposals #	1 -	255 19	6 -	6 -	24 0	2 -
Balance as at March 31 2023	10	1,121	61	18	112	16
Additions Disposals	1 -	234 21	4 -	6 14	25 -	4 -
Balance as at March 31, 2024	11	1,334	65	10	137	20
Net carrying amount Balance as at March 31 2023 Balance as at March 31, 2024	9 8	1,858 2,000	17 13	15 33	35 30	3 25

figures are below rounding off norms adopted by the company

Notes :

The Company does not own any immovable property other than property where the Company is the lessee and the lease agreements are duly executed in favour of the lessee.
Cash credit and bank overdraft are secured by leasehold properties at C-7, Wagle Industrial Estate, Thane and plant and machineries of the company.

4B. Capital work-in-progress

4B. Capital work-in-progress	4B. Capital work-in-progress
₹ in Lakh
Balance as at March 31, 2023	22
Additions Deletion Capitalised during the year	847 (22) -
Balance as at March 31, 2024	847

Capital work-in-progress ageing schedule (as on March 31, 2024)

₹ in Lakh

Capital work-in-progress ageing sc	hedule (as on March 31, 2024) ₹ in Lakh	hedule (as on March 31, 2024) ₹ in Lakh	hedule (as on March 31, 2024) ₹ in Lakh	hedule (as on March 31, 2024) ₹ in Lakh	hedule (as on March 31, 2024) ₹ in Lakh
Particulars	Amount in CWIP for a period of
	Less than 1 year	1-2 years	2-3 years	More than 3 years	Total
Projects in process Projects temporarily suspended Total	847 -	- -	- -	- -	-847 -
	847	-	-	-	847

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Notes forming part of the Consolidated financial statements

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Capital work-in-progress ageing schedule (as on March 31, 2023)

₹ in Lakh

Capital work-in-progress ageing sc	hedule (as on March 31, 2023) ₹ in Lakh	hedule (as on March 31, 2023) ₹ in Lakh	hedule (as on March 31, 2023) ₹ in Lakh	hedule (as on March 31, 2023) ₹ in Lakh	hedule (as on March 31, 2023) ₹ in Lakh
Projects in process Projects temporarily suspended# Total Particulars	Amount in CWIP for a period of
	Less than 1 year	1-2 years	2-3 years	More than 3 years	Total
	- -	- -	- 0	- 21	- 22
	-	-	0	21	22

figures are below rounding off norms adopted by the company

Notes :

Capital work in progress as at 31st March 2024 primarily represents expenses incurred in relation to purchase of land at Murbad, Thane.
There are no capital work-in-progress, where the actual cost of an asset/project has already exceeded the estimated cost as per original plan or actual timelines for completion of an asset/project have exceeded the estimated timelines as per original plan. Accordingly, no additional disclosure is required

4C. Right of use assets

4C. Right of use assets	4C. Right of use assets	4C. Right of use assets
₹ in Lakh
Particulars	Lease of office premises	Total
Balance as at March 31, 2022	120	120
Additions Disposals	75 -	75 -
Balance as at March 31, 2023	195	195
Additions Disposals	41 26	41 26
Balance as at March 31, 2024	210	210
Accumulated depreciation
Balance as at March 31, 2022	52	52
Additions (refer note 40) Disposals	28 -	28 -
Balance as at March 31, 2023	80	80
Additions (refer note 40) Disposals	36 26	36 26
Balance as at March 31, 2024	90	90
Net carrying amount Balance as at March 31, 2023 Balance as at March 31, 2024	114 120	114 120

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Notes forming part of the Consolidated financial statements

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4D. Intangible assets

₹ in Lakh

4D. Intangible assets		₹ in Lakh
Particulars	Computer software & licences	Total
Gross carrying amount
Balance as at March 31, 2022	50	50
Additions Disposals	8 -	8 -
Balance as at March 31, 2023	58	58
Additions Disposals	- 5	- 5
Balance as at March 31, 2024	53	53
Accumulated depreciation
Balance as at March 31, 2022	37	37
Additions Disposals	4 -	4 -
Balance as at March 31, 2023	41	41
Additions Disposals	4 5	4 5
Balance as at March 31, 2024	40	40
Net carrying amount Balance as at March 31, 2023 Balance as at March 31, 2024	17 13	17 13

Note: There are no intangible assets under development, whose completion is overdue or has exceeded its cost compared to its original plan. Accordingly, no additional disclosure is required.

5. Non-current investments

₹ in Lakh

Particulars	Face Value	As at March 31,2024	As at March 31,2024	As at March 31,2023	As at March 31,2023
	Per share	No. of shares	₹ in Lakh	No. of shares	₹ in Lakh
A (i) Others - at cost Zoroastrian Co-Operative Bank Limited Total Investments in equity instruments (unquoted fully paid up):	₹ 25	4,000	1	4,100	1
			1		1
Aggregate amount of unquoted investments			1		1

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Notes forming part of the Consolidated financial statements

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6. Other non-current financial assets

₹ in Lakh

6. Other non-current financial assets		₹ in Lakh
Particulars	As at March 31, 2024	As at March 31, 2023
(Unsecured, considered good, unless otherwise stated) Security deposits Bank deposits with more than 12 months maturity# Prepaid lease hold land## Interest accured but not due on fixed deposits Tender deposit Total	30 179 0 1 47	22 179 0 1 63
	257	265

Represents bank deposits under lien in respect of bank guarantees provided to customers and letter of credit issued to vendors of ₹ 1,233 Lakh ( Previous year : ₹ 845 Lakh)

figures are below rounding off norms adopted by the company

7. Income tax assets (net)

₹ in Lakh

7. Income tax assets (net)		₹ in Lakh
Particulars	As at March 31, 2024	As at March 31, 2023
Advance income tax ( net of provisions ₹ Nil ( as at March 31, 23 ₹ 202 Lakh) Total	-	10
	-	10

8. Other non-current assets

₹ in Lakh

8. Other non-current assets		₹ in Lakh
Particulars	As at March 31, 2024	As at March 31, 2023
Capital advances Prepaid expenses Total	- 25	252 8
	25	260

9. Inventories (At lower of cost and net realisable value)

₹ in Lakh

.		₹ in Lakh
Particulars	As at March 31, 2024	As at March 31, 2023
Raw materials Work-in-progress Finished goods Stock-in-trade Stores and spares Less: Provision for inventory Total	478 65 349 286 7	487 44 390 355 12
	1,185 (33)	1,288 (28)
	1,152	1,260

Note: Inventories have been pledged as security against bank guarantee, letter of credit, cash credit facility, details relating to which has been given in note 21.

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10. Current investments

₹ in Lakh

10. Current investments				₹ in Lakh
Particulars	As at March 31,2024		As at March 31,2024	As at March 31, 2023
	Unit value	Number of units
Investments in mutual fund - FVTPL (quoted) Nippon India Low Duration Fund - Direct Plan Daily Idcw Plan Nippon India Low Duration Fund - Daily Idcw Plan Edelweiss Liquid Fund Direct Plan Growth Total	1,009.93 1,009.79 3,118.35	1,075.65 480.19 13,233.97	11 5 412	10 5 1
			428	16
Aggregate market value of quoted investments Aggregate book value of quoted investments			428 413	16 9

11. Trade receivables

₹ in Lakh

Particulars	As at March 31, 2024	As at March 31, 2023
Secured, considered good Unsecured, considered good Credit impaired Less: Allowance for doubtful trade receivables Total	10 5,878 261	5 4,612 242
	6,149 (261)	4,859 (242)
	5,888	4,617

11.1 Certain receivables are secured against security deposits taken from customers.
11.2 For lien/ charge details against trade receivables, refer note 21
11.3 Trade receivables are dues in respect of services rendered in the normal course of busi ness.

11.4 The normal credit period allowed by the company ranges from 0 to 90 days

11.5 Receivable from related parties ( refer note 42)

ness. 11.4 The normal credit period allowed by the company ranges from 0 to 90 days 115 Ribl f ltd ti f t 42	ness. 11.4 The normal credit period allowed by the company ranges from 0 to 90 days 115 Ribl f ltd ti f t 42	ness. 11.4 The normal credit period allowed by the company ranges from 0 to 90 days 115 Ribl f ltd ti f t 42
. ecevae rom reae pares ( reer noe ) ₹ in Lakh
Particulars	As at March 31, 2024	As at March 31, 2023
Stovec industries limited#	0	0

figures are below rounding off norms adopted by the company

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Notes forming part of the Consolidated financial statements

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11.6 Movement in expected credit loss allowance

₹ in Lakh

Particulars	For the year ended March 31, 2024	For the year ended March 31, 2023
Balance at the beginning of the year Impairment loss allowance on trade receivable	242 19	165 77
Balance at the end of the year	261	242

Trade receivables ageing schedule (as at March 31, 2024)

₹ in Lakh

Particulars	Outstanding for following periods from due date of payment	Outstanding for following periods from due date of payment	Outstanding for following periods from due date of payment	Outstanding for following periods from due date of payment	Outstanding for following periods from due date of payment	Outstanding for following periods from due date of payment	Outstanding for following periods from due date of payment
	Not due	Less than 6 months	6 months - 1year	1-2 years	2-3 years	More than 3years	Total
(i) Undisputed trade receivables – considered good (ii) Undisputed trade receivables – which have significant increase in credit risk (iii) Undisputed trade receivables – credit impaired# (iv) Disputed trade receivables– considered good (v) Disputed trade receivables – which have significant increase in credit risk (vi) Disputed trade receivables – credit impaired	2,404 - 0 - - -	3,024 - 9 - - -	227 - 5 - 1 -	184 - 119 - 2 -	27 - 27 - 9 -	22 - 22 - - 67	5,888 - 182 - 12 67
Total	2,404	3,033	233	305	63	111	6,149
Allowance for doubtful trade receivables							(261)
Total trade receivables	2,404	3,033	233	305	63	111	5,888

figures are below rounding off norms adopted by the company

Trade receivables ageing schedule (as at March 31, 2023)

₹ in Lakh

Particulars	Outstanding for following periods from due date of payment	Outstanding for following periods from due date of payment	Outstanding for following periods from due date of payment	Outstanding for following periods from due date of payment	Outstanding for following periods from due date of payment	Outstanding for following periods from due date of payment	Outstanding for following periods from due date of payment
	Not due	Less than 6 months	6 months - 1 year	1-2 years	2-3 years	More than 3 years	Total
(i) Undisputed trade receivables – considered good (ii) Undisputed trade receivables – which have significant increase in credit risk (iii) Undisputed trade receivables – credit impaired# (iv) Disputed trade receivables– considered good (v) Disputed trade receivables – which have significant increase in credit risk (vi) Disputed trade receivables – credit impaired	1,805 - 0 - - -	2,087 - 3 - - -	490 - 12 - - -	173 - 85 - 9 -	35 - 35 - 11 -	27 - 27 - - 60	4,617 - 162 - 20 60
Total	1,805	2,090	502	267	81	114	4,859
Allowance for doubtful trade receivables							(242)
Total trade receivables	1,805	2,090	502	267	81	114	4,617

figures are below rounding off norms adopted by the company

12A. Cash and cash equivalents

₹ in Lakh

12A. Cash and cash equivalents		₹ in Lakh
Particulars	As at March 31, 2024	As at March 31, 2023
Balances with banks - in current accounts - in EEFC account Cash on hand Total	137 - 1	94 90 1
	138	185

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Notes forming part of the Consolidated financial statements

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12B. Bank balances other than cash and cash equivalents

. q	₹ in Lakh	₹ in Lakh
Particulars	As at March 31, 2024	As at March 31, 2023
Bank deposits with maturity more than 3 months but less than 12 months at inception - in margin money# In earmarked accounts - unpaid dividend accounts## Total	286 3	11 3
	289	14

Represents bank deposits under lien in respect of bank guarantees provided to customers and letter of credit issued to vendors of ₹ 659 Lakh ( Previous year : ₹ Nil)

The above mentioned cash and bank balances are restricted cash and bank balances which are to be used for specified purposes. All other cash and bank balances are available for the operating activities.

13. Loans (Unsecured)

₹ in Lakh

	Particulars	As at March 31, 2024	As at March 31, 2023
	Unsecured, considered good unless otherwise stated Loans to employees Total	67	73
		67	73

14. Other current financial assets

₹ in Lakh

Particulars	As at March 31, 2024	As at March 31, 2023
Unsecured, considered good (unless stated otherwise) Tender deposits Accrued commission on corporate guarantee Interest accrued but not due on fixed deposits# Total	184 - 8	27 1 0
	192	28

figures are below rounding off norms adopted by the company

15. Income tax assets

₹ in Lakh

15. Income tax assets		₹ in Lakh
Particulars	As at March 31, 2024	As at March 31, 2023
Advance tax & tax deducted at source less provision Total	23	23
	23	23

Annual Report

200

Notes forming part of the Consolidated financial statements

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16. Other current assets

₹ in Lakh

16. Other current assets		₹ in Lakh
Particulars	As at March 31, 2024	As at March 31, 2023
Unsecured, considered good (unless stated otherwise) Balance with government authorities - VAT deposit# - Deposit with GST ( refer note 36)## Prepaid expense Other advances Advance to employees### Other recoverables Income accrued but not due Capital advances Advance to suppliers Total	8 69 51 8 0 3 - 63 565	8 3 81 2 21 - 7 348
	767	470

The holding company has paid on account of demand raised, to be adjusted against the refund

Deposits with GST includes deposit paid under protest

figures are below rounding off norms adopted by the company

17. Equity share capital

₹ in Lakh

Particulars	As at March 31, 2024	As at March 31, 2024	As at March 31, 2023	As at March 31, 2023
	Number of shares	₹ in Lakh	Number of shares	₹ in Lakh
Share capital (a) Authorized Equity shares of ₹ 2/- each (b) Issued and subscribed Equity shares of ₹ 2/- each	50,00,000 48,89,365	100 98	20,00,000 18,65,746	100 93
Total	48,89,365	98	18,65,746	93

a. Reconciliation of the number of equity shares outstanding at the beginning and at the end of the reporting year:

₹ in Lakh

Particulars	As at March 31, 2024	As at March 31, 2024	As at March 31, 2023	As at March 31, 2023
	Number of shares held	₹ in Lakh	Number of shares held	₹ in Lakh
Opening balance at the beginning of the year Add: Shares issued during the year (refer note (d) below) Add: Stock split during the year (refer note (b) below)	18,65,746 2,25,000 27,98,619	93 5 -	9,32,873 - 9,32,873	93 - -
Closing balance at the end of the year	48,89,365	98	18,65,746	93

Annual Report

201

Notes forming part of the Consolidated financial statements

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c. Rights, preferences and restrictions attached to equity shares:

The holding company has only one class of issued shares i.e Equity Shares having par value of ₹ 2/ each.The Equity Shares of the Company have voting rights and are subject to the restrictions as prescribed under the Companies Act, 2013. Each holder of equity share is entitled to one vote per share and equal right for dividend.

"d. Board of Directors at their meeting held on 9th November 2023 have approved issuance of 2,25,000 equity shares at ₹ 506.50/- (including a premium of ₹ 504.50/-) per equity share aggregating to ₹ 11,39,62,500/-, for Cash, on preferential basis by way of private placement to non-promoter category.

Shareholders of the holding company, in Extra-ordinary general meeting held on 9th December 2023, approved the issuance of equity shares on preferrential basis. Subsequently, allotment of 2,25,000 fully paid up equity share has been made on 24th December 2023."

e. Details of shares held by each shareholder holding more than 5% Shares:

Name of shareholders	Name of shareholders	As at March 31, 2024	As at March 31, 2024	As at March 31, 2024	As at March 31, 2024	As at March 31, 2023	As at March 31, 2023	As at March 31, 2023	As at March 31, 2023
		Number of shares		% of holding		Number of shares		% of holding
Mr. Jai Prakash Agarwal Mrs. Shikha Jain Mr. Vishal Jain Mr. Sharad K. Shah		6,64,955 5,64,105 5,91,075 5,11,615		14% 12% 12% 10%		2,65,982 2,25,642 2,36,430 1,65,069		14% 12% 13% 9%

f. Details of Promoters shareholding :		₹ in Lakh
Promoter name	As at March 31, 2024				As at March 31, 2023				% Change during the year
	Number of shares		% of holding		Number of shares		% of holding
Mr. Jai Prakash Agarwal Mrs. Anita Agarwal Mrs. Krishna Agarwal Mr. Rajendra Kumar Agarwal Mrs. Shikha Jain Mr. Vishal Jain M/s Dotch Sales Private Limited	6,64,955 1,03,700 1,30,325 1,03,700 5,64,105 5,91,075 1,50,000		14% 2% 3% 2% 12% 12% 3%		2,65,982 41,480 1,12,130 41,480 2,25,642 2,36,430 -		14% 2% 6% 2% 12% 13% -

₹ in Lakh

Annual Report

202

Notes forming part of the Consolidated financial statements

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(g) There are no shares reserved for issue under options and contracts / commitments for the sale of shares / disinvestments.

(h) There are no bonus shares issued or bought back during the period of five years immediately preceding the reporting date.

(i) No calls are unpaid by any director or officer of the company at the end of the reporting period.

(j) As per records of the Company, no shares have been forfeited by the Company during the year.

(k) Shares Alloted as Fully Paid-Up Pursuant to Contracts Without Payment Being Received in Cash During the Year of five Years Immediately Preceding the Date of The Balance Sheet is Nil

18. Other equity

18. Other equity
	₹ in Lakh
Particulars	Reserves and surplus			Other comprehensive income	Money received against the warrants	Total
	Securities premium	Retained earnings	General reserve	Re- measurements gain/(loss) on the defined employee benefit plans
Balance as at March 31 2022	1064
, Profit for the year Payment of dividend Other comprehensive income arising from re-measurement of employee benefits obligation (net of tax) Others	,
Balance as at March 31 2023
, Profit for the year Payment of dividend Money received against the warrants Other comprehensive income arising from re-measurement of employee benefits obligation (net of tax) Others Security premium received on shares
Balance as at March 31, 2024

Notes:

(i) General reserve

(ii) Retained earnings

Annual Report

203

Notes forming part of the Consolidated financial statements

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(iii) Securities Premium

The amount received in excess of face value of the equity shares is recognised in securities premium. This reserve is utilised in accordance with the specific provisions of the Companies Act 2013.

"(iv) Issuance of warrants

Board of Directors at their meeting held on 9th November 2023 have approved issuance of 1,00,000 Fully Convertible Warrants to the promoter group at an issue price of ₹ 506.50/(including a premium of ₹ 504.50/-) per warrant, upon receipt of 25% of issue price in accordance with provisions of SEBI (ICDR) Regulations 2018. The same is convertible at the option of the Warrant holder, in one or more tranches, within 18 months from the date of allotment into equivalent number of fully paid up equity shares of face value of ₹ 2/- each of the holding Company, on payment of balance 75% of the issue price, on preferential basis by way of private placement. Shareholders of the holding company, in Extra-ordinary general meeting held on 9th December 2023, approved the issuance of warrants on preferrential basis. Subsequently,holding company has received consideration of ₹ 1,26,67,500/- towards 25% of the total consideration after the shareholders approval and allotment of 1,00,000 warrants has been made on 24th December 2023."

19. Non-Current Borrowings

	₹ in Lakh	₹ in Lakh
Particulars	As at March 31, 2024	As at March 31, 2023
Loan from banks & financial institutions Secured : Vehicle Loan Machinery Total	12 326
	338

Note: Loan from banks and financial institutions are secured by hypothecation of specific underlying fixed assets. These loans carry a rate of interest @ 8.5% to 12% and are repayable in monthly installments which varies from 36 to 60 months.

20. Non-current provisions

₹ in Lakh

Particulars	As at March 31, 2024	As at March 31, 2024	As at March 31, 2023	As at March 31, 2023
Provision for employee benefits Provision for superannuation Provision for gratuity (refer note 43) Provision for compensated absences (refer note 43) Total	16 109 52		16 114 35
	177		165
21. Borrowings (at amortised cost)	₹ in Lakh
Particulars		As at March 31, 2024		As at March 31, 2023
Working capital loans from banks (secured) Cash credit/overdraft (refer note a below) Current maturity of term loans Machinery Vehicle Unsecured Loan from director
Total

Annual Report

204

Notes forming part of the Consolidated financial statements

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Borrowing have been drawn at following rate of interest

Borrowing have been drawn at following rate of interest	Borrowing have been drawn at following rate of interest
₹ in Lakh
Particulars	Rate of interest
Cash Credit/Overdraft	9.00% p.a. to 10.50% p.a.
Machinery	8.50% p.a. to 12.00% p.a.
Unsecured loan	11% p.a.

Note:

a. Working capital loans from banks of ₹ 859 Lakh (31 March, 2023 ₹ 101 Lakh) are secured by:

i. pari passu first charge by way of hypothecation of stocks of raw materials, finished goods, work-in-process, consumables (stores and spares) and book debts of the Company, both present and future.

ii) pari passu second charge on immovable properties at C-7, Wagle Industrial Estate, Thane and plant and machineries of the company.

b.Term loan from banks and financial institutions are secured by hypothecation of specific underlying fixed assets. These loans carry a rate of interest @ 8.5% to 12% and are repayable in monthly installments which varies from 36 to 60 months.

c. The Company has been sanctioned working capital limits in excess of ₹ 5 crores in aggregate from banks during the year on the basis of security of stocks of raw materials, finished goods, work-in-process, stores and spares and book debts, immovable properties and plant and machinery of the Company. The quarterly returns / statements filed by the company with the banks are in agreement with the books of accounts.

22. Trade payables

22. Trade payables
	₹ in Lakh
Particulars	As at March 31, 2024	As at March 31, 2023
Total outstanding dues of micro enterprises and small enterprises (refer note 47) Total outstanding dues of creditors other than micro enterprises and small enterprises Total	373 2,857	369 2,911
	3,230	3,280

Trade payables ageing schedule (as at March 31, 2024)

₹ in Lakh

Particulars	Outstanding for following periods from due date of payment	Outstanding for following periods from due date of payment	Outstanding for following periods from due date of payment	Outstanding for following periods from due date of payment	Outstanding for following periods from due date of payment
	Not due	Less than 1 year	1-2 years	2-3 years	More than 3 years
(i) MSME (ii) Others (iii) Disputed dues - MSME (iv) Disputed dues - Others Total	871

Annual Report

205

Notes forming part of the Consolidated financial statements

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Trade payables ageing schedule (as at March 31, 2023)

₹ in Lakh

Particulars	Outstanding for following periods from due date of payment	Outstanding for following periods from due date of payment	Outstanding for following periods from due date of payment	Outstanding for following periods from due date of payment	Outstanding for following periods from due date of payment	Outstanding for following periods from due date of payment	Outstanding for following periods from due date of payment
	Not due	Less than 1 year	1-2 years	2-3 years		More than 3 years
(i) MSME (ii) Others (iii) Disputed dues - MSME (iv) Disputed dues - Others Total

23. Other current fnancial liabilities					₹ in Lakh
Particulars					As at March 31, 2024		As at March 31, 2023
Unclaimed dividends Employee benefits payable Creditors for other liabilites Payable for capital goods Total					3 207 2 8		3 173 1 85
					220		262

24. Other current liabilities

₹ in Lakh

24. Other current liabilities		₹ in Lakh
Particulars	As at March 31, 2024	As at March 31, 2023
Statutory remittances Revenue received in advance Other current liability Dealer deposits Contract liabilities Total	184 203 20 42 642	143 152 32 19 518
	1,091	864

25. Current provisions

₹ in Lakh

25. Current provisions		₹ in Lakh
Particulars	As at March 31, 2024	As at March 31, 2023
Provision for employee benefits Provision for gratuity (refer note 43) Provision for compensated absences (refer note 43) Other Provisions Provision for warranty claims Total	96 18 73	68 21 83
	187	172

26. Income tax liabilities (net)

₹ in Lakh

26. Income tax liabilities (net)		₹ in Lakh
Particulars	As at March 31, 2024	As at March 31, 2023
Provision for tax (net of advance tax ₹ 299 lakh (as at March 31,2023 ₹ 214 lakh)) Total	50	68
	50	68

Annual Report

206

Notes forming part of the Consolidated financial statements

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27. Revenue from operations

27. Revenue from operations
	₹ in Lakh
Particulars	Year ended March 31, 2024	Year ended March 31, 2023
Sale of products Domestic turnover# Export turnover Sale of services Sale of services - AMC and others Other operating revenues Commission income Scrap & sundry sales Miscellaneous income Total	15,459 56	13,910 488
	15,515	14,398
	2,535	2,340
	2,535	2,340
	684 9 -	493 8 -
	693	501
	18,744	17,239

The Company do not have any customers where total value of trade during the year is more than 10% of the Turnover.

Ind AS 115 Revenue from Contracts with Customers

The group company has assessed and determined the following categories for disaggregation of revenue in addition to that provided under segment disclosure (refer note 39):

Annual Report

207

Notes forming part of the Consolidated financial statements

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	₹ in Lakh	₹ in Lakh
Particulars	Year ended March 31, 2024	Year ended March 31, 2023
Revenue from contracts with customer - Sale of products Revenue from contracts with customer - Sale of services Other operating revenue Total revenue from operations India Outside India Total revenue from operations Timing of revenue recognition At a point in time Total revenue from operations	15,515 2,535 693	14,398 2,340 501
	18,744	17,239
	18,071 672	16,751 488
	18,744	17,239
	18,744	17,239
	18,744	17,239

Timing of revenue recognition

Timing of revenue recognition
	₹ in Lakh
Particulars	Year ended March 31, 2024	Year ended March 31, 2023
Goods transferred at a point in time Services transferred at a point in time Total revenue from contracts with customers	15,515 2,535	14,398 2,340
	18,050	16,738

₹ in Lakh

Particulars	Year ended March 31, 2024	Year ended March 31, 2023
Revenue as per contracted price Less: Discounts Less: Sales return Less: Commission Revenue from contracts with customers	18,227 (6) (170) -	16,842 (1) (103) -
	18,050	16,738

Performance Obligation

The performance obligations of the Company are part of contracts that have an original expected duration of less than one year and accordingly, the group Company has applied the practical expedient and opted not to disclose the information about it’s remaining performance obligations in accordance with paragraph 121 of IND AS 115

Contract balances

The following table provides information about receivables, contract assets and contract liabilities from contracts with customers

Annual Report

208

Notes forming part of the Consolidated financial statements

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₹ in Lakh	₹ in Lakh	₹ in Lakh
Particulars	Year ended March 31, 2024	Year ended March 31, 2023
Trade receivables (refer note 11) Contract liabilities (refer note 24)	5,888 642	4,617 518

Trade receivables are non interest bearing and are generally on terms of 0 to 90 days.

Contract assets includes amounts related to contractual right to consideration for completed performance objectives not yet invoiced.

As at 31 March, 2024 ₹ 261 Lakh (previous ₹ 242 Lakh) was recognised as provision for allowance for doubtful debts on trade receivables.

Set out below is the amount of revenue recognised from:

₹ in Lakh

		₹ in Lakh
Particulars	Year ended March 31, 2024	Year ended March 31, 2023
Amounts included in contract liabilities at the beginning of the year Revenue recognised in the reporting period that was included in the contract liability balance at the beginning of the period	518 409	356 342

28. Other income

₹ in Lakh

28. Other income		₹ in Lakh
Particulars	Year ended March 31, 2024	Year ended March 31, 2023
Interest income: - interest received on bank deposits - on income tax refund - from other interest income# Exchange rate difference (net) Provisions/liability no longer required written back Profit on sale of investments Dividend income Finance income on security deposit Other non operating income Total	22 - 15	8 2 0
	37	10
	35 2 1 1 1 -	13 34 - 1 1 1
	77	60

figures are below rounding off norms adopted by the company

Annual Report

209

Notes forming part of the Consolidated financial statements

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29. Cost of materials consumed

₹ in Lakh

29. Cost of materials consumed		₹ in Lakh
Particulars	Year ended March 31, 2024	Year ended March 31, 2023
Raw material consumed Inventory at the beginning of the year Add: Purchases Less: Inventory at the end of the year Total	487 4,829 478	384 6,446 487
	4,838	6,343

Breakup of cost of material consumed

₹ in Lakh

Particulars	Year ended March 31, 2024	Year ended March 31, 2023
Cost of material consumed Steel Batteries Others (Tyres, Controller, motor, battery charger etc.) Total	213 878 3,747	228 969 5,146
	4,838	6,343

30. Purchases of stock-in-trade

₹ in Lakh

Particulars	Year ended March 31, 2024	Year ended March 31, 2023
Purchase of traded goods Engineered equipments Other components, accessories, spares, etc. Total	4,024 2,295	3,679 789
	6,319	4,468

31. Changes in inventories of finished and work-in-progress and stock in trade

₹ in Lakh

Particulars	Year ended March 31, 2024	Year ended March 31, 2023
Opening stock Finished goods Work-in-progress Stock-in-trade A Closing stock Finished goods Work-in-progress Stock-in-trade B A-B	390 44 355	352 58 297
	789	707
	349 65 286	390 44 355
	700	789
	89	(82)

Annual Report

210

Notes forming part of the Consolidated financial statements

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32. Employee benefits expense

32. Employee benefits expense
	₹ in Lakh
Particulars	Year ended March 31, 2024	Year ended March 31, 2023
Salaries, wages, allowances and bonus Contribution to provident and other funds (refer note 43) Gratuity expense (refer note 43) Staff welfare expenses (net) Total	2,659 98 64 133	2,399 108 32 107
	2,954	2,646

33. Finance costs

₹ in Lakh

33. Finance costs		₹ in Lakh
Particulars	Year ended March 31, 2024	Year ended March 31, 2023
Interest expenses on : - Interest expense on term loan, cash credit & bank overdraft - Interest on lease liabilities (refer note 40) - Others Bank charges Total	48 12 59 46	105 10 17 27
	165	159

34. Depreciation and amortisation expense

₹ in Lakh

Particulars	Year ended March 31, 2024	Year ended March 31, 2023
Depreciation of property, plant and equipment (refer note 4A) Amortisation of intangible assets (refer note 4D) Depreciation of right of use assets (refer note 4C) Total	274 4 36	293 4 28
	314	325

35. Other expenses

₹ in Lakh

35. Other expenses		₹ in Lakh
Particulars	Year ended March 31, 2024	Year ended March 31, 2023
Sub contract and labour charges Stores and spare parts consumed Equipment hiring charges Fuel and power Repairs & maintenance (factory and office) Repairs to machinery Rent Rates and taxes Sales tax of earlier year write off (incl interest and tax amt) Insurances Travelling expenses Postage, telephone and internet Commission on sales Testing and calibration Advances in Subsidiary written off Printing and stationery Legal and professional charges Conveyance expenses Provision for doubtful debts Bad debts written off

Annual Report

211

Notes forming part of the Consolidated financial statements

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Provision for doubtful advances & deposits Deposits written off Loss on sale of property, plant and equipments Freight on sales Motor vehicle expenses Directors' fees Exchange rate difference (net) Provision for inventory# Inventory write-off Auditor's Remuneration - Audit Fees - For taxation matters - For other services CSR expenses (refer note 48) Miscellaneous expenses Total

figures are below rounding off norms adopted by the company

36. Contingent liabilities and commitments (to the extent not provided for)

36 Contingent liabilities and commitments (to the extent not provided for)	36 Contingent liabilities and commitments (to the extent not provided for)	36 Contingent liabilities and commitments (to the extent not provided for)
₹ in Lakh .
Particulars	As at March 31, 2024	As at March 31, 2023
Contingent liabilities : a) Claims against the company not acknowledged as debts : -Goods & Service Tax Demand b) Bank guarantees c) Letter of credit issued to vendor	122 1,412 364	66 772 73

37. Capital commitments

The estimated amount of contracts remaining to be executed on capital account & other commitments and not provided for:

₹ in Lakh

and not provided for:		₹ in Lakh
Particulars	As at March 31, 2024	As at March 31, 2023
Capital commitment -Estimated amount of contracts remaining to be executed on capital account (net of advances) and not provided for.	297	302

Note:

The group has acquired leasehold land including building at a price of ₹ 572 lakhs and the land is located at MIDC Murbad, District Thane. The rationale behind investment is for expansion of Company’s manufacturing activities. The capital commitment as on 31.03.2024 is ₹ 297 lakhs.

38. Taxation

The major component of tax expenses for the year are as under :

₹ in Lakh

The major component of tax expenses for the year are as u	₹ in Lakh nder :	₹ in Lakh nder :
Particulars	Year ended
	March 31, 2024	March 31, 2023
Current income tax Short provision for tax relating to previous years Deferred tax# Total income tax expense	349 31 (0)	282 6 (10)
	380	278

Annual Report

212

Notes forming part of the Consolidated financial statements

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figures are below rounding off norms adopted by the company

₹ in Lakh

Particulars	Year ended	Year ended
	March 31, 2024	March 31, 2023
Reconciliation: Profit before tax Applicable tax rate Computed expected tax expense Add: Short provision for tax relating to previous years Expenses disallowed Deferred tax# Income from other source Ind AS impact (net) Less: Other income offered seperately Expenses allowed Income tax expense as per profit & loss account Effective tax rate	1,370 25.17% 344 31 72 (0) 22 1 (22) (68)	1,009 25.17% 244 6 117 (10) 7 1 (7) (80)
	380	278
	27.76%	27.54%

figures are below rounding off norms adopted by the company

Deferred tax relates to the following:

₹ in Lakh

Deferred tax relates to the following:	₹ in Lakh	₹ in Lakh
Particulars	Balance Sheet
	As at March 31, 2024	As at March 31, 2023
Deferred tax asset (net) comprises of timing difference on account of : Difference between WDV of property, plant and equipment as per books of accounts & income tax Provision for employee benefits Provision for doubtful debts and advances Provision for warranty Lease liabilities Deferred tax asset	10 65 52 18 (1)	13 58 47 21 (1)
	144	138

Reconciliation of deferred tax assets (net) :

	₹ in Lakh	₹ in Lakh
Particulars	As at March 31, 2024	As at March 31, 2023
Opening balance Tax income / (expense) during the year recognized in profit & loss account# Differences on other comprehensive income# Closing balance	138 0 6	128 10 0
	144	138

figures are below rounding off norms adopted by the company

Annual Report

213

Notes forming part of the Consolidated financial statements

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39. Segment reporting

For management purpose, the group is organized into business units based on its products and services.

Primary segment information (by business segment):

I Material handling division
II Engineered products
III MHE Rentals India Private Limited (Equipment rental) IV JECL Engineering Limited
V Josts Engineering INC

₹ in Lakh

Particulars	For the year ended March 31, 2024	For the year ended March 31, 2024	For the year ended March 31, 2024	For the year ended March 31, 2024	For the year ended March 31, 2024		For the year ended March 31, 2023	For the year ended March 31, 2023	For the year ended March 31, 2023	For the year ended March 31, 2023	For the year ended March 31, 2023
	Material handling	Engineered products	MHE Rentals India Private Limited (Equipment Rental)	JECL Engineering Limited	Josts Engineering INC	Total	Material handling	Engineered products	MHE Rentals India Private Limited (Equipmen t Rental)	JECL Engineering Limited	Total
Segment revenue Sale of products Sale of services Commission income Other income Unallocated income	10,146 233 - 9 10388	5,332 993 660 - 6985	- 1,309 - - 1309	- - - -	38 24 - - 62	15,516 2,559 660 9	9,698 238 - 8 9944	4,663 788 493 - 5944	37 1,314 - - 1351	- - - -	14,398 2,340 493 8 17239
	,	,	,	-			,	,	,	-	, 60
Total											17,299
Segment results Segment results/ operating Profit Unallocated income (including income from interest/dividend) Unallocated expenses Interest expenses Profit before tax Provision for taxation – current tax Short provisions for income tax in respect of earlier years Deferred tax#	899	963	155	(1)	24		415	966	211	(1)	1,591 60 482 159
											1,010 282 6 (10)
Profit after tax											732
Other information Segment assets Unallocated assets	4,012	4,159	1,871	981	36		4,196	2,390	1,859	1	8,446 1,004
Total assets											9,450
Segment liabilities Unallocated liabilities (Includingshare capital and reserves)	2,076	2,384	903	53	6		2,492	1,907	1,009	1	5,409 4,041
Total liabilities											9,450
Depreciation Depreciation(unallocated) Cost incurred during the financial year to acquire segment fixed assets Cost incurred during the financial year to acquire segment fixed assets (unallocated)	21 47	173 40	249 186	- -	- -		61 46	17 43	55 202		133 2 291 34

figures are below rounding off norms adopted by the company

Note:

The group has disclosed business segments as the primary segments. The segments have been identified taking into account the nature of the products, the differing risks & returns, the organisational structure and internal reporting system. The Company's operations predominantly relate to manufacturing of material handling equipment. The other business segment reported is engineered products.

Annual Report

214

Notes forming part of the Consolidated financial statements

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Operating segments are reported in a manner consistent with the internal reporting provided to Chief Operating Decision Maker (CODM).

40. Leases

The group's leasing arrangements are in respect of operating leases for office premises. The rent period range between 1 years to 5 years and usually renewable on mutually agreed terms.

a. The movement in lease liabilities during the year:

₹ in Lakh

a. The movement in lease liabilities during the year:		₹ in Lakh
Particulars	As at March 31, 2024	As at March 31, 2023
Opening balance Additions during year Finance costs incurred during the year Payment of lease liabilities Closing balance

b. The carrying value of the right of use and depreciation charged during the year

₹ in Lakh

Particulars	As at March 31, 2024	As at March 31, 2023
Opening balance Additions during year Depreciation charged during the year Closing balance	114 41 36	67 75 28
	120	114

c. Amounts recognised in statement of profit or loss:

₹ in Lakh

Particulars	As at March 31, 2024	As at March 31, 2023
Depreciation on right of use asset Finance costs incurred during the year Rent expense Total amounts recognised in profit or loss

d. Maturity analysis of lease liabilities

₹ in Lakh

d. Maturity analysis of lease liabilities		₹ in Lakh
Particulars	As at March 31, 2024	As at March 31, 2023
Maturity analysis of contractual undiscounted cash flows Less than one year One to five years More than five years Total undiscounted lease liability Non-current lease liability Current lease liability Total lease liability	55 93 -	38 106 -
	148	144
	98 31	92 28
	129	120

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Notes forming part of the Consolidated financial statements

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41. Earnings per share

The following is a reconciliation of the equity shares used in the computation of basic and diluted earnings per equity share:

earnings per equity share:	earnings per equity share:	earnings per equity share:
₹ in Lakh
Particulars	As at March 31, 2024	As at March 31, 2023
Weighted average shares outstanding - basic Weighted average shares outstanding - diluted	47,25,226 47,45,436	46,64,365 46,64,365

Net profit available to equity shareholders of the company used in the basic and diluted earnings per equity share was determined as follows:

₹ in Lakh

per equity share was determined as follows:	₹ in Lakh	₹ in Lakh
Particulars	Year ended
	March 31, 2024	March 31, 2023
Earnings available to equity shareholders Earnings available for equity shareholders for diluted earnings per share Basic earnings per share Diluted earnings per share	990 990	708 708
	20 20	16 16

42. Related party information

A. Names of related parties and nature of relationship:

₹ in Lakh	₹ in Lakh
Nature of relationship	Name of relatedparty
Key managerial personnel (KMP)	Mr. Jai Prakash Agarwal, Executive Chairman and Director Mr. Vishal Jain, Managing Director & CEO Mr. Rohit Jain, Chief Financial Officer (CFO) Mrs. Babita Kumari, Company Secretary
Independent directors	Mr. Farokh Kekhushroo Banatwalla (Upto 31.03.2024) Mr. Shailesh Rajnikant Sheth (Upto 31.03.2024) Mr. Marco Philippus Ardeshir Wadia (Upto 31.03.2024) Mr. Sanjiv Swarup (From 07.02.2023) Mrs. Rekha Bagry (From 07.02.2023) Mr. Pramod Maheshwari (From 07.02.2023) Mr. Pramod Pophale (from 30.01.2024) Mr. Kailash Chandra Somani (Upto 31.01.2024)
Non Independent directors	Mr. Dhanaji Sawant (Upto 13.12.2023) Mr. L Sharath Kumar (From 01.04.2023)
Woman Director	Mrs. Shikha Jain
Relative of KMPs and where transaction exists	Mrs. Anshu Agarwal Mr. Rajendra Agarwal
Company in which director is interested and where transaction exists	Chambal Fertiliser and Chemicals Limited Bharat Wire Ropes Ltd. Stovec Industries Limited Amphenol Omniconnect India Private Limited

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216

Notes forming part of the Consolidated financial statements

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B. Transactions with Related parties:

The details of transactions with related parties for the year ended March 31, 2024 are as follows:

₹ in Lakh

Particulars	As at March 31, 2024	As at March 31, 2024	As at March 31, 2024	As at March 31, 2024	As at March 31, 2024	As at March 31, 2024	As at March 31, 2024	As at March 31, 2024	As at March 31, 2024
	Company in which director is interested and where transaction exists				Others
	Stovec Industries Limited	Amphenol Omniconnect India Private Limited	Bharat Wire Ropes Ltd.	Chambal Fertiliser and Chemicals Limited	Independent directors	Non Independent directors	Woman director	KMPs	Relative of KMPs and where transaction exists
Transactions
Investment - purchase of equity of subsidiary Sale of goods/services# Sitting fees paid# Dividend paid# Money received against the warrants Remuneration
Balances as at March 31, 2024 Outstanding balance receivable / (payable) Trade receivables#

The details of transactions with related parties for the year ended March 31, 2023 are as follows:

₹ in Lakh

Particulars	Stovec industries limited Chambal fertiliser and chemicals limited Independent directors Woman director KMPs Relative of KMPs and where transaction exists Company in which director is interested and where transaction exists Others As at March 31, 2023	Stovec industries limited Chambal fertiliser and chemicals limited Independent directors Woman director KMPs Relative of KMPs and where transaction exists Company in which director is interested and where transaction exists Others As at March 31, 2023	Stovec industries limited Chambal fertiliser and chemicals limited Independent directors Woman director KMPs Relative of KMPs and where transaction exists Company in which director is interested and where transaction exists Others As at March 31, 2023	Stovec industries limited Chambal fertiliser and chemicals limited Independent directors Woman director KMPs Relative of KMPs and where transaction exists Company in which director is interested and where transaction exists Others As at March 31, 2023	Stovec industries limited Chambal fertiliser and chemicals limited Independent directors Woman director KMPs Relative of KMPs and where transaction exists Company in which director is interested and where transaction exists Others As at March 31, 2023
	Company in which director is interested and where transaction exists
	Stovec industries limited	Chambal fertiliser and chemicals limited	Independent directors	Woman director	KMPs
Transactions
Investment - purchase of equity of subsidiary Loan taken Repayment of loan taken Interest paid on loan taken Sale of goods/services Sitting fees paid# Dividend paid# Remuneration
Balances as at March 31, 2023 Outstanding balance receivable / (payable) Trade receivables# Unsecured loan

figures are below rounding off norms adopted by the company

Terms and conditions of transactions with related parties

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217

Notes forming part of the Consolidated financial statements

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C. Compensation of key managerial personnel of the company

C. Compensation of key managerial personnel of the company	C. Compensation of key managerial personnel of the company	C. Compensation of key managerial personnel of the company
₹ in Lakh
Particulars	2023-24	2022-23
Post-employment benefits Short-term employment benefits	124 9	117 5

Transactions with key managerial personnel :

₹ in Lakh

Transactions with key managerial personnel :		₹ in Lakh
Nature of transactions	Year ended	Year ended
	March 31, 2024	March 31, 2023
Ms Babita Kumari Mr. Rohit Jain Mr. Jai Prakash Agarwal Mr. Vishal Jain *Salary and allowances paid/payable to KMPs:**	13 26 44 41	8 24 44 42

*Excludes gratuity and long term compensated absences which are actuarially valued at company level and where separate amounts are not identifiable.

43. Employee benefit plans:

1.a. Post employment defined benefit plans :

The group makes annual contributions to the employee’s group gratuity assurance scheme administered by the Life Insurance Corporation of India (‘LIC’), a funded defined benefit plan for qualifying employees. The scheme provides for lump sum payment to vested employees at retirement, death while in employment or on termination of employment of an amount equivalent to fifteen days salary payable for each completed year of service or part thereof in excess of six months. Vesting occurs on completion of five years of service.

The following tables set out the funded status of the gratuity plans and the amounts recognized in the company's financial statements as at March 31, 2024 and March 31, 2023.

	₹ in Lakh	₹ in Lakh
Particulars	Year ended
	March 31, 2024	March 31, 2023
Change in benefit obligations Present value of benefit obligation at the beginning of the year Interest cost Current service cost Actuarial (gains)/losses on obligations - due to change in demographic assumptions Actuarial (gains)/losses on obligations - due to change in finanancial assumptions Experience Gain/(Loss) on Plan Assets Benefits Paid Present value of benefit obligations at the end of theyear

Annual Report

218

Notes forming part of the Consolidated financial statements

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Change in plan assets Fair value of plan assets at the beginning of the year Return on plan assets excluding interest income Contributions by the employer Benefits paid from the fund Experience Gain/(Loss) on Plan Assets Fair value of plan assets at the end of the year Net (liability)/asset recognised in the balance sheet	21 6 25 (25) (5)	20 5 41 (41) (4)
	22	21
	(205)	(182)

Amount for the year ended March 31, 2024 and March 31, 2023 recognized in the statement of profit and loss under employee benefits expenses.

₹ in Lakh

Recognized in profit and loss	Year ended	Year ended
	March 31, 2024	March 31, 2023
Current service cost Net interest cost Expenses recognized	25 6	26 5
	30	31

Amount for the year ended March 31, 2024 and March 31, 2023 recognized in statement of other comprehensive income:

₹ in Lakh

other comprehensive income:	₹ in Lakh	₹ in Lakh
Recognized in other comprehensive income	Year ended
	March 31, 2024	March 31, 2023
- Changes in financial assumptions - Changes in demographic assumptions - Experience adjustments - Actual return on plan assets less interest on plan assets Remeasurements during the period due to Net (income)/expense for the year recognized in OCI		-

The weighted-average assumptions used to determine benefit obligations as at March 31, 2024 and March 31, 2023 are set out below:

₹ in Lakh

and March 31, 2023 are set out below:					₹ in Lakh	₹ in Lakh
Weighted average actuarial assumptions			As at March 31, 2024		As at March 31, 2023
Discount rate Weighted average rate of increase in compensation levels			7.15% 5.00%		7.30% 5.00%
	₹ in Lakh
Particulars	As at March 31, 2024			As at March 31, 2023
	Increase	Decrease		Increase		Decrease
Sensitivity analysis Discount rate (0.5% movement) Define benefit obligation (₹ in Lakhs) Future salary growth (0.5% movement) Define benefit obligation (₹ in Lakhs)	(1.09%) 181 1.14% 185	1.13% 185 (1.12%) 181		(1.17%) 165 1.23% 169		1.21% 169 (1.20%) 165

Additional details :

Methodology adopted for valuation is projected unit credit method. Sensitivity analysis is an analysis which will give the movement in liability if the assumptions were not proved to be true on different count. This only signifies the change in the liability if the difference between assumed and the actual is not following the parameters of the sensitivity analysis.

Since investment is with insurance company, assets are considered to be secured.

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219

Notes forming part of the Consolidated financial statements

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Assumptions regarding future mortality experience are set in accordance with the Indian Assured Lives Mortality (2012-14) Urban.

Actuarial gains/losses are recognized in the period of occurrence under other comprehensive income (OCI). All above reported figures of OCI are gross of taxation.

Maturity profile of projected benefit obligation:

₹ in Lakh

Maturity profile of projected benefit obligation:		₹ in Lakh
Projected benefits payable in future years from the date of reporting	March 31, 2024	March 31, 2023
Within 1 year 1-2 year 2-3 year 3-4 year 4-5 year 5-9 years 10 years and above	109 26 20 15 10 25 16	88 51 24 19 15 32 29

1.b. Defined contribution plans :

₹ in Lakh

Particulars	As at March 31, 2024	As at March 31, 2023
Employee turnover (age years) 21-30 31-40 41-50 51 & above Mortality rate	23.00% 14.00% 22.00% 28.00% Indian Assured Lives Mortality (2012-14) Urban	23.00% 14.00% 22.00% 28.00% Indian Assured Lives Mortality (2012-14) Urban

44. Capital management:

1.a. Post employment defined benefit plans :

"The group’s objectives when managing capital are to safeguard their ability to continue as a going concern, so that they can continue to provide returns for shareholders and benefits for other stakeholders and maintain an optimal capital structure to reduce the cost of capital. The capital structure of the Company consists of debt and total equity of the Company.

The group’s determines the amount of capital required on the basis of annual operating plans and long-term product and other strategic investment plans. The funding requirements are met through equity, long-term borrowings (term loan) and short-term borrowings. The Company’s policy is aimed at combination of short-term and long-term borrowings. The Company monitors the capital structure on the basis of total debt to equity ratio and maturity profile of the overall debt portfolio of the Company.

The group’s is not subject to any externally imposed capital requirements.

Total debt includes all long and short-term debts as disclosed in note 18 and 20 to the financial statements.

The gearing ratio at the end of the reporting period was as follows:"

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Notes forming part of the Consolidated financial statements

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	₹ in Lakh	₹ in Lakh
Particulars	As at March 31,2024	As at March 31,2023
Total debt Total equity Debt to equity ratio	1,577 5,799	552 3,967
	0.27	0.14

45.Financial instruments

a. Financial instruments by category

The following methods and assumptions were used to estimate the fair values:

Fair value of cash and short-term deposits, trade and other short term receivables, trade payables, other current liabilities, short term loans from banks and other financial institutions approximate their carrying amounts largely due to the short-term maturities of these instruments.

For financial assets and liabilities that are measured at fair value, the carrying amounts are equal to the fair values.

The group uses the following hierarchy for determining and disclosing the fair value of financial instruments by valuation technique: Level 1 : Quoted (unadjusted) prices in active markets for identical assets or liabilities

Level 2 : Other techniques for which all inputs which have a significant effect on the recorded fair value are observable, either directly or indirectly.

Level 3 : Techniques which use inputs that have a significant effect on the recorded fair value that are not based on observable market data.

Accounting classification and fair value :

The following table shows the carrying amount and fair value of financial assets and financial liabilities :

Financial instrument by category :

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Notes forming part of the Consolidated financial statements

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₹ in Lakh

Particulars	Not e No.	As at March 31, 2024	As at March 31, 2024	As at March 31, 2024	Fair value	Fair value	Fair value
		Fair value routed through profit & loss	Carrying at amortised cost	Total	Level 1	Level 2	Level 3
Financial assets at amortized cost: Non-current Assets (i) Investments (ii) Others Current assets (i) Investments (ii) Cash and cash equivalents (iii) Bank balances (iv) Trade receivables (v) Loans (vi) Other financial assets Total financial assets	5 6 10 12A 12B 11 13 14		1 257 - 138 289 5,888 67 192	1 257 428 138 289 5,888 67 192		- - - - - - - -	- - - - - - - -
			6,832	7,260		-	-
Financial liabilities at amortized cost: Non-current liabilities (i) Borrowings (iI) Lease liabilities Current liabilities (i) Borrowings (ii) Lease liabilities (iii) Trade payables (iv) Other financial liabilities Total financial liabilities	19 21 22 23		338 98 1,239 31 3,230 220	338 98 1,239 31 3,230 220		- - - - - -	- - - - - -
		-	5,156	5,156		-	-

The group has not disclosed the fair values for financial instruments such as trade receivables, cash and cash equivalents, other bank balances, loans, borrowings, trade payable, other financial assets and financial liabilities, because their carrying amounts are a reasonable approximation of fair value.

₹ in Lakh

Particulars		As at March 31, 2023	As at March 31, 2023	As at March 31, 2023	Fair value	Fair value	Fair value
		Fair value routed through profit & loss	Carrying at amortised cost	Total	Level 1	Level 2	Level 3
Financial assets at amortized cost: Non-current Assets (i) Investments (ii) Others Current assets (i) Investments (ii) Cash and cash equivalents (iii) Bank balances (iv) Trade receivables (v) Loans (vi) Other financial assets Total financial assets	5 6 10 12A 12B 11 13 14	- - 16 - - - - -	1 265 - 185 14 4,617 73 28	1 265 16 185 14 4,617 73 28	- - 16 - - - - -	- - - - - - - -	- - - - - - - -
		16	5,183	5,199	16	-	-

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222

Notes forming part of the Consolidated financial statements

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Financial liabilities at amortized cost: Non-current liabilities (i) Borrowings (iI) Lease liabilities (iii) Other financial liabilities Current liabilities (i) Borrowings (ii) Lease liabilities (iii) Trade payables (iv) Other financial liabilities Total financial liabilities	19 20 21 22 23	- - - - - - -	116 92 19 436 28 3,280 262	116 92 19 436 28 3,280 262	- - - - - -	- - - - - -	- - - - - -
		-	4,233	4,233	-	-	-

46. Financial risk management framework :

The group is exposed primarily to market risk, credit risk and liquidity risk which may adversely impact the fair value of its financial instruments. The group assesses the unpredictability of the financial environment and seeks to mitigate potential adverse effects on the financial performance of the Company.

"Market risk:

"Foreign currency risk management:

The group undertakes transactions denominated in foreign currencies and consequently, exposures to exchange rate fluctuations arise. Exposure to currency risk relates to the company's operating activities when transactions are denominated in a different currency from the Company's functional currency.

A change of 10% in foreign currency would have following impact on profit before tax

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Notes forming part of the Consolidated financial statements

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₹ in Lakh

			₹ in Lakh	₹ in Lakh
Particulars	2023-24		2022-23
	₹ in Lakh 10% Increase	₹ in Lakh 10% decrease	₹ in Lakh 10% Increase	₹ in Lakh 10% decrease
Trade receivables In EUR In GBP# In USD Trade Payables In CNY In EUR In USD	2 - 1 (1) (1) (14)	(2) - (1) 1 1 14	4 0 - - (20) (7)	(4) (0) - - 20 7

Figures are below rounding off norms adopted by the company

The carrying amount of group’s foreign currency denominated monetary assets and monetary liabilities at the end of the reporting period are as follows :

₹ in Lakh

Particulars	As at March 31, 2024	As at March 31, 2024	As at March 31, 2023	As at March 31, 2023
	₹ in Lakh	Amount in foreign currency in lakhs	₹ in Lakh	Amount in foreign currency in lakhs
Trade Receivable In EUR# In GBP# In USD# Trade Payable In CNY# In EUR# In USD	17 - 12 5 11 139	0 - 0 0 0 2	36 3 - - 199 70	0 0 - - 2 1

Figures are below rounding off norms adopted by the company

Interest rate risk:

Interest rate risk is the risk that the fair value or future cash flows of a financial instrument will fluctuate because of changes in market interest rates. In order to optimize the group’s position with regards to interest expenses and to manage the interest rate risk, management performs a comprehensive corporate interest rate risk management by balancing the proportion of fixed rate and variable rate financial instruments.

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Notes forming part of the Consolidated financial statements

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Exposure to interest rate risk:

₹ in Lakh

Exposure to interest rate risk:		₹ in Lakh
Particulars	As at March 31, 2024	As at March 31, 2023
Fixed rate instruments Financial liabilities Variable rate instruments Financial liabilities	624 953	451 101

Interest rate sensitivity:

Increase/decrease of 100 basis points in interest rates at the balance sheet date would result in an impact of (decrease/increase in net income)

₹ in Lakh

Particulars	March 31, 2024	March 31, 2024	March 31, 2023	March 31, 2023
	Sensitivity analysis	Impact on profit and loss	Sensitivity analysis	Impact on profit and loss
Variable rate borrowings Interest rate increase by Interest rate decrease by	1% 1%	10 10	1% 1%	1 1

Credit risk

Credit risk is the risk of financial loss arising from counterparty failure to repay or service debt according to the contractual terms or obligations. Credit risk encompasses of both, the direct risk of default and the risk of deterioration of creditworthiness as well as concentration of risks. Credit risk is controlled by analyzing credit limits and creditworthiness of customers on a continuous basis to whom the credit has been granted after obtaining necessary approvals for credit. Outstanding customer receivables are regularly monitored. The group maintains its cash and cash equivalents and deposits with banks having good reputation and high quality credit ratings.

Liquidity risk:

Liquidity risk refers to the risk that the group cannot meet its financial obligations. The objective of liquidity risk management is to maintain sufficient liquidity and ensure that funds are available for use as per requirements. The group manages liquidity risk by maintaining adequate reserves, banking facilities by continuously monitoring forecast and actual cash flows, and by matching the maturity profiles of financial assets and liabilities.

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Notes forming part of the Consolidated financial statements

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"Maturity analysis for financial liabilities:

The following are the remaining contractual maturities of financial liabilities as at 31st March 2024:"

		₹ in Lakh	₹ in Lakh	₹ in Lakh
Particulars	Note No.	As at March 31, 2024
		0 to 1 Year	More than 1 year	Total
Financial liabilities Non-current Liabilities (i) Borrowings (ii) Lease liabilities Current liabilities (i) Borrowings (ii) Lease liabilities (iii) Trade payables (iv) Other financial liabilities Total financial liabilities

The following are the remaining contractual maturities of financial liabilities as at 31st March 2023:

₹ in Lakh

Particulars	As at March 31, 2023	As at March 31, 2023	As at March 31, 2023
	0 to 1 Year	More than 1 year	Total
Financial liabilities Non-current liabilities (i) Borrowings (ii) Lease liabilities (ii) Other financial liabilities Current liabilities (i) Borrowings (ii) Lease liabilities (iii) Trade payables (iv) Other financial liabilities Total financial liabilities

47. Disclosure under the Micro, Small and Medium Enterprises Development Act, 2006 are provided as under for the year 2023-24, to the extent the company has received intimation from the "Suppliers" regarding their status under the Act.

₹ in Lakh

Particulars	As at	As at
	March 31, 2024	March 31, 2023
Principal amount due to micro and small enterprise. i. Principal amount and the interest due thereon remaining unpaid to each supplier at the end of each accounting year (but within due date as per the MSMED Act). v. Interest remaining due and payable even in the succeeding years, until such date when the interest dues as above are actually paid to the small enterprises. iv. The amount of interest accrued and remaining unpaid at the end of each accounting year. Interest due on above. ii. Interest paid by the company in terms of section 16 of the Micro, Small and Medium Enterprises Development Act, 2006, along- with the amount of the payment made to the supplier beyond the appointed day during the period. iii. Interest due and payable for the period of delay in making payment (which have been paid but beyond the appointed day during the period) but without adding interest specified under the Micro, Small and Medium Enterprises Development Act, 2006.

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226

Notes forming part of the Consolidated financial statements

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Dues to micro and small enterprises have been determined to the extent such parties have been identified on the basis of information collected by the management. This has been relied upon by the auditors.

48. Corporate social responsibility

"As per Section 135 of the Companies Act 2013, a company, meeting the applicability threshold, needs to spend at least 2% of its average net profit for the immediately preceding three financial years on corporate social responsibility (CSR) activities.

	₹ in Lakh
Particulars	Year ended March 31, 2024
on/acquisition of any asset ses other than (i) above of shortfall at the end of the year out of the amount required to be spent by the Company during the year revious years’ shortfall amounts tioned and provision made in books as per notification issued by The Ministry of Corporate Affairs dated January 22, ing the companies (Corporate Social Responsibility Policy) Rules, 2014. hortfall t required to be spent by the company during the year. t during the year on:
	Not applicable
R activities	Education support in rural areas, equipment support in hospitals and training institute.

49. Additional regulatory information

a. Financial ratio disclsoure

₹ in Lakh

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227

Notes forming part of the Consolidated financial statements

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due to increase in debt during the year

** due to increase in profit and decrease in interest cost during the year

*** due to increase in net working capital during the year

**** due to increase in profit during the year

b. Relation with struck off Companies

(i) The group does not have any transactions with companies struck off under section 248 of the Companies Act, 2013 or section 560 of Companies Act, 1956.

c. Other information:

(i) Details of benami property held

No proceedings have been initiated on or are pending against the Company for holding benami property under the Benami Transactions (Prohibition) Act, 1988 (45 of 1988) and Rules made thereunder.

(ii) Wilful defaulter

The group has not been declared wilful defaulter by any bank or financial institution or government or any government authority.

(iii) Compliance with number of layers of companies

The group does not have number of layers of companies.

(iv) Compliance with approved scheme(s) of arrangements

The group has not entered into any scheme of arrangement which has an accounting impact on current or previous financial year.

(v) Borrowing from banks and financial institutions for specific purpose

All the borrowings from banks and financial institutions have been used for the specific purposes for which they have been obtained.

(vi) Undisclosed income

There is no income surrendered or disclosed as income during the current or previous year in the tax assessments under the Income Tax Act, 1961, that has not been recorded in the books of account.

(vii) Details of crypto currency or virtual currency

The group has not traded or invested in crypto currency or virtual currency during the current or previous year.

(viii) Title deeds of immovable properties not held in name of the company

The company does not own any immovable properties other than leasehold properties.

(ix) Revaluation of Property, Plant & Equipment

The group has not revalued any of its Property , Plant & Equipments during the year.

(x) Registration of charges or satisfaction with Registrar of Companies (ROC)

"50. The group has not advanced or loaned or invested (either from borrowed funds or share premium or any other sources or kind of funds) to or in any other person or entity, including foreign entities (“Intermediaries”), with the understanding, whether recorded in writing or otherwise, that the Intermediary shall, whether, directly or indirectly lend or invest in other persons or entities identified in any manner whatsoever by or on behalf of the group (“Ultimate Beneficiaries”) or provide any guarantee, security or the like on behalf of the Ultimate Beneficiaries.

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Notes forming part of the Consolidated financial statements

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Further, the group has not received any funds from any person or entity, including foreign entities (“Funding Parties”), with the understanding, whether recorded in writing or otherwise, that the group shall, whether, directly or indirectly, lend or invest in other persons or entities identified in any manner whatsoever by or on behalf of the Funding Party (“Ultimate Beneficiaries”) or provide any guarantee, security or the like on behalf of the Ultimate Beneficiaries."

51. The Ministry of Corporate Affairs (MCA) has issued a notification (Companies (Accounts) Amendment Rules, 2021) which is effective from April 01, 2023, states that every company which uses accounting software for maintaining its books of account shall use only the accounting software where there is a feature of recording audit trail of each and every transaction, and further creating an edit log of each change made to books of account along with the date when such changes were made and ensuring that the audit trail cannot be disabled.

During the year the group used SAP and Tally as a accounting software for maintaining books of account, which has a feature of recording audit trail edit logs facility.

The audit trail features was enabled and operative throughout the financial year for the transactions recorded in the software impacting books of account at application level.

Except in respect of two subsidiary companies, the feature of recording audit trail (edit log) facility was not enabled throughout the year.

52. The Code on Social Security, 2020 ('Code') relating to employee benefits during employment and post-employment benefits received presidential assent in September 2020. The said code is made effective prospectively from May 3, 2023. The company is assessing the impact, if any, of the Code.

53. Balances of certain debtors/creditors, deposits received/paid and advances are subject to confirmation and reconcillation. In the opinion of the management balances are stated at realisable value and no adjustments will be required.

54. (i) Additional information as required under Schedule III to the Companies act 2013, for enterprises consolidated as subsidiaries.

The financial statements of the following subsidiaries have been consolidated as per indian accounting standards (Ind AS) 110 "Consolidated financial statements" :

accounting standards (Ind AS) 110 "Consolidated financial statements" :	accounting standards (Ind AS) 110 "Consolidated financial statements" :	accounting standards (Ind AS) 110 "Consolidated financial statements" :	accounting standards (Ind AS) 110 "Consolidated financial statements" :
₹ in Lakh
Name of subsidiary	Country of incorporation	Proportion of ownership interest (current year)	Proportion of ownership interest (previousyear)
MHE Rentals India Private Limited JECL Engineering Limited Josts Engineering Inc., USA	India India USA	100% 100% 100%	80.11% 100% -

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Notes forming part of the Consolidated financial statements

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(ii) Additional Information as required under Schedule III to the Companies Act 2013, of entities consolidated as subsidiaries :

For the year 2023-24

₹ in Lakh

Sr. No	Name of entity	Relationship	Net assets [ total assets minus total liability]	Net assets [ total assets minus total liability]	Share in profit/(loss) for the year	Share in profit/(loss) for the year	Share in other comprehensive income /(loss) for theyear	Share in other comprehensive income /(loss) for theyear	Share in total comprehensive income/(loss) for the year	Share in total comprehensive income/(loss) for the year
			% of consolidat ed net assets	Amount	% of consolidat ed profit	Amount	~~% of~~ consolidat ed other comprehen sive	Amount	~~% of~~ consolidat ed total comprehen sive	Amount
1 2	Jost's Engineering Company Limited MHE Rentals India Private Limited	Parent Company Subsidiary		3,873 968					86% 14%	845 132
3	JECL Engineering Limited	Wholly owned subsidiary		928					-2%	(16)
4	Josts Engineering INC, USA	Wholly owned subsidiary		30					2%	17
	Sub Total			5,799					100%	979
	Non-controlling interest			-						-
	Grand Total			5,799						979

For the year 2022-23

₹ in Lakh

Sr. No	Name of entity	Relationship	Net assets [ total assets minus total liability]	Net assets [ total assets minus total liability]	Share in profit for the year	Share in profit for the year	Share in other comprehensive income /(loss) for the year	Share in other comprehensive income /(loss) for the year	Share in total comprehensive income for the year	Share in total comprehensive income for the year
			% of consolidat ed net assets	Amount	% of consolidat ed profit	Amount		Amount	% of consolidat ed total comprehen sive income	Amount
1	Jost's Engineering Company Limited	Parent Company	73%	2,780	83%	587	-15%	-1	82%	586
2	MHE Rentals India Private Limited	Subsidiary	27%	1,051	17%	122	115%	7	18%	129
3	JECL Engineering Limited#	Wholly owned subsidiary	0%	1	0%	-1	0	-	0%	-1
	Sub Total		100%	3,832	100%	708	100%	6	100%	714
	Non-controlling interest#			135		23		4		27
	Grand Total			3,967		731		10		741

figures are below rounding off norms adopted by the company

55. Previous year figures have been regrouped/reclassified wherever necessary to conform to current year figures.

56. The Financial Statements were approved by the Audit Committee and Board of Directors on May 15, 2024.

For and on behalf of Board of Directors

Sd/-

Jai Prakash Agarwal Chairman DIN - 00242232

Sd/Vishal Jain Managing Director & CEO DIN - 00709250

Sd/-

Rohit Jain Chief Financial Officer Place: Thane Date: May 15[th] 2024

Sd/-

Babita Kumari Company Secretary Membership No. A40774

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FORM AOC-1

(Pursuant to first proviso to sub-Section (3) of Section 129 read with Rule 5 of the Companies (Accounts) Rules, 2014)

Statement containing salient features of the financial statement of Subsidiaries/ Associate Companies/ Joint Ventures

Part “A”: Subsidiaries

			(Rs. in Lakhs)
Name of the subsidiary	MHE Rentals India Private Limited	JECL Engineering Limited	Josts Engineering INC, USA
1. Reporting period for the subsidiary concerned, if different from the holding company’s reporting period	Not Applicable	Not Applicable	Not Applicable
2. Reporting currency and Exchange rate as on the last date of the relevant Financial year in the case of foreign subsidiaries.	Not Applicable	Not Applicable	Not Applicable
3. Date since when subsidiarywas acquired	20/04/2017	12/12/2022	15/11/2023
4. Share capital (Rs.)	999	501	12
5. Reserves & surplus	(76)	(16)	18
6. Total assets	1,925	1,037	36
7. Total Liabilities	1,002	552	6
8. Investments#	0	-	-
9. Turnover	1,311	-	62
10. Profit/(Loss)before taxation	84	(16)	24
11. Provision for taxation#	(1)	0	6
12. Profit after taxation	85	(16)	18
13. Proposed Dividend	-	-	-
14. % of shareholding	100	100	100

figures are below rounding off norms adopted by the company

Names of subsidiaries which are yet to commence operations – JECL Engineering Limited
Names of subsidiaries which have been liquidated or sold during the year- NIL

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Part “B”: Associates and Joint Ventures

Statement pursuant to Section 129 (3) of the Companies Act, 2013 related to Associate Companies and Joint Ventures

Name of Associates/Joint Ventures	Name 1	Name 2	Name 3
1. Latest audited Balance Sheet Date	Not Applicable
2. Date on which the Associate or Joint Ventures was associated or acquired
3. Shares of associate/ joint ventures held by the Company at the year end
4. Amount of investment in associates/joint venture
5. Extend of Holding %
6. Description of how there is significant influence
7. Reason whythe associates/joint venture is not consolidated
8. Net worth attributable to Shareholding as per latest audited Balance Sheet
9. Profit/(Loss)for theyear
a) Considered in Consolidation
b)Not considered in consolidation

Notes:

Name of the Associates or joint Venture which are yet to commence operations - None
Name of the Associates or joint Venture which have been liquidated or sold during the year –None

For and on behalf of Board of Directors

Sd/Jai Prakash Agarwal Chairman and Whole Time Director Managing Director DIN:00242232

Sd/Vishal Jain Managing Director & CEO DIN - 00709250

Sd/Babita Kumari Company Secretary

Sd/Rohit Jain Chief Financial Officer

Place: Thane Date: May 15[th] , 2024

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J OST’S ENGINEERING COMPANY LIMITED CIN No. L28100MH1907PLC000252

Regd. Office: Great Social Building, 60 Sir Phirozeshah Mehta Road, Mumbai – 400001 Tel. No. 91-22-62674000/22704071 Website: www.josts.com Email: [email protected]

NOTICE OF 117[TH] ANNUAL GENERAL MEETING

Notice is hereby given that the 117[th] Annual General Meeting of the Members of Jost’s Engineering Company Limited will be held on Monday 16[th] , September, 2024 at 2.00 P.M through Video Conferencing (“VC”)/ Other Audio Visual Means (“OAVM”) (“hereinafter referred to as “electronic mode”), to transact the following business:

ORDINARY BUSINESS

1 To receive, consider and adopt :-
the Audited Standalone Financial Statements of the Company for the financial year ended March 31, 2024 together with the Reports of Director’s and Auditor’s thereon; and the Audited Consolidated Financial Statements of the Company for the financial year ended March 31, 2024 together with report of Auditors thereon.
2
To declare a dividend on Equity Shares for the financial year ended March 31, 2024.
To appoint a director in place of Mr. Jai Prakash Agarwal (DIN: 00242232), who retires
3 by rotation at this Annual General Meeting and being eligible, has offered himself for re- appointment.

SPECIAL BUSINESS

4 To consider and, if thought fit, to pass with or without modification(s), the following resolution as an ORDINARY RESOLUTION:

INCREASE IN AUTHORISED SHARE CAPITAL OF THE COMPANY AND CONSEQUENTIAL AMENDMENT IN MEMORANDUM OF ASSOCIATION OF THE COMPANY.

“RESOLVED THAT pursuant to the provisions of Section 61 and other applicable provisions, if any, of the Companies Act, 2013 (including any amendment thereto or re-enactment thereof) and the Rules framed thereunder and Memorandum and Articles of Association of the Company, approval of the Members of the Company be and is hereby accorded to increase the Authorised Share Capital of the Company from ₹ 1,00,00,000/- (Rupees One Crores Only) divided into 50,00,000 (Fifty Lakhs) Equity Shares of ₹ 2/- (Rupees Two) each to ₹ 10,00,00,000/- (Rupees Ten Crores Only) divided into 500,00,000 (Five Crores) Equity Shares of ₹ 2/- (Rupees Two) each.”

“RESOLVED FURTHER THAT the increased authorized equity share capital shall rank pari-passu in all respect with the existing Equity Shares of the Company.”

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“RESOLVED FURTHER THAT pursuant to the provisions of Section 13 and all other applicable provisions, if any, of the Companies Act, 2013, and Memorandum and Articles of Association of the Company, approval of the Members of the Company be and is hereby accorded, for alteration of Clause V of the Memorandum of Association of the Company by substituting in its place and stead the following:-

“V. The Authorised Share Capital of the Company is Rs. 10,00,00,000/- (Rupees Ten Crores Only) divided into 500,00,000 (Five Crores) Equity Shares of Rs. 2/- (Rupees Two) each with power to increase or reduce from time to time in accordance with the regulations of the Company and the legislative provisions for the time in force in this behalf.

Upon any increase of the Authorized share capital, the Company is at liberty to issue any new shares with any preferential, deferred, qualified or special rights privileges or conditions attached thereto.”

“RESOLVED FURTHER THAT the Board of Directors of the Company be and are hereby authorized to do all such acts, deeds, matters and things and to take all such steps as may be required in this connection including seeking all necessary approvals to give effect to this Resolution and to settle any questions, difficulties or doubts that may arise in this regard.”

5 To consider and if thought fit, to pass with or without modification, the following Resolution as an Ordinary Resolution:

SUB-DIVISION OF EQUITY SHARES FROM THE FACE VALUE OF ₹ 2/- PER SHARE TO FACE VALUE OF ₹ 1/- PER SHARE

“RESOLVED THAT pursuant to the provisions of Section 61(1)(d) and other applicable provisions, if any, of the Companies Act, 2013 (“the Act”) and rules framed thereunder (including any statutory modifications or re-enactment(s) thereof, for the time being in force), read with the applicable provisions of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, as amended, and other applicable laws, rules and regulations for the time being in force, if any, prescribed by any relevant authorities from time to time, to the extent applicable, and subject to the provisions of Memorandum and Articles of Association of the Company and subject to the approvals, consents, permissions and sanctions, if any, required from any competent authority, and as approved by the Board of Directors of the Company, consent of the members of the Company be and is hereby accorded for the sub-division of the face value of Equity Shares of the Company from the existing face value of Rs. 2/- per share to face value of Rs. 1/- per share.”

“RESOLVED FURTHER THAT pursuant to the sub-division of the equity shares of the Company, the authorized, issued, subscribed and paid up equity share capital of face value of ₹ 2/- each shall stand sub-divided into equity shares of face value of ₹ 1/(Rupees One) each from the record date to be fixed by the Company and shall rank pari passu in all respects with the existing fully paid equity shares of ₹ 2/- each of the Company. The details are as given below:

Particulars	Pre-Subdivision	Pre-Subdivision	Post Subdivision	Post Subdivision
	No. of Shares	Face Value each Eq. Shares	No. of Shares	Face Value of each Eq. Shares
Authorized	5,00,00,000	Rs. 2	10,00,00,000	Rs. 1
Paid-up	48,89,365	Rs. 2	97,78,730	Rs. 1
Subscribed	48,89,365	Rs. 2	97,78,730	Rs. 1

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“RESOLVED FURTHER THAT upon sub-division of equity shares as aforesaid, the existing share certificate(s) in relation to the existing equity shares of the face value of ₹ 2/- (Rupees Two only) each held in physical form shall be deemed to have been automatically cancelled and be of no effect on and from the “Record Date” to be fixed by the Company and Company may without requiring the surrender of existing share certificate(s), directly issue and dispatch the new share certificate(s) of the company, in lieu thereof, subject to the provisions of the Companies (Share Capital and Debentures) Rules, 2014 and in the case of members who hold the equity shares in dematerialized form, the subdivided equity shares of face value of ₹ 1/- (Rupees One only) each shall be credited to the respective beneficiary account of the members with their respective depository participants, in lieu of the existing credits representing the Equity Shares before sub-division, the new equity shares pursuant to sub-division will be issued and allotted in dematerialized form only, as per SEBI Circular dated January 25, 2022 vide SEBI Circular No. SEBI/HO/MIRSD/MIRSD_RTAMB/P/CIR/2022/8 and the Company shall undertake such corporate actions as may be necessary in relation to the equity shares, whether in physical form or in dematerialized form.”

“RESOLVED FURTHER THAT after effect of the sub-division any of the underlying equity convertible securities, which is pending (due in future for conversion) shall be converted in the ratio of subdivision, the convertible security Holder (Warrant Holder) will get 2 equity shares of ₹ 1/- face value pursuant to conversion of 1 Warrant of ₹ 2/- face value, the company will issue and allot subdivided equity share of face value of ₹ 1 each upon conversion application of warrants to the warrant holder in the ratio of 2:1, i.e. 2 Equity shares of ₹ 1/- face value against 1 warrant of Rs. 2/- each face value.”

“RESOLVED FURTHER THAT for the purpose of giving effect to this resolution and for removal of any doubts or difficulties, the Board of Directors or any Committee thereof be and is hereby authorized to do, perform and execute all such acts, deeds, matters and things and to give from time to time such directions as may be necessary, expedient, usual or proper and to settle any question or doubts that may arise in this regard at any stage at the time of sub-division of shares thereon without requiring the Board of Directors or any Committee thereof to secure any further consent or approval of the members of the Company to the end and intent that they shall be deemed to have given their approval thereto and for matters connected herewith or incidental hereto expressly by the authority of this resolution, or as the Board of Directors or any Committee thereof in its absolute discretion may think fit and its decision shall be final and binding on all members and other interested persons and to do all acts connected herewith or incidental hereto including but not limited to delegation of their powers to such person or persons as may be deemed expedient.”

“RESOLVED FURTHER THAT the Board of Directors of the Company (“the Board”) (which expression shall also include a duly authorized Committee thereof) or Key Managerial Personnel of the Company be and are hereby severally authorized to: (a) delegate execution and filing of necessary applications, declarations, e-forms and other documents with stock exchanges, depositories, ROC, Registrar and Transfer Agents and/or any other statutory authority(ies), if any; (b) cancel the existing physical share certificates; (c) settle any question or difficulty that may arise with regard to the sub-division of the Shares as aforesaid or for any matters connected herewith or incidental hereto; and (d) do all such acts, deeds, things, including all other matters incidental thereto in order to implement the foregoing resolution.”

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6 To consider and if thought fit, to pass with or without modification, the following Resolution as an Ordinary Resolution:

ALTERATION OF CAPITAL CLAUSE OF MEMORANDUM OF ASSOCIATION OF COMPANY

“RESOLVED THAT pursuant to the provisions of Sections 13, 61 and all other applicable provisions, if any, of the Companies Act, 2013 and the rules made thereunder (including any statutory modification(s) of re-enactment(s) thereof, for the time being in force), and subject to the approval of shareholders to increase in authorized share capital under resolution no. 4 above and subject to such approvals, consents, permissions and sanctions as may be necessary from the appropriate authorities or bodies, the Authorized Share Capital of the Company be and is hereby altered from ₹ 10,00,00,000/- (Rupees Ten Crore only) divided into 500,00,000 (Five Crores) Equity Shares of ₹ 2/- (Rupees Two only) each to ₹ 10,00,00,000/- (Rupees Ten Crores only) divided into 10,00,00,000/- (Ten Crores) Equity Shares of ₹ 1/- (Rupees One only) each.”

“RESOLVED FURTHER THAT the Memorandum of Association of the Company be and is hereby altered by substituting the existing Clause V thereof with the following new Clause V as under:

“Clause V:

The Authorized Share Capital of the Company is ₹ 10,00,00,000/- (Rupees Ten Crores only) divided into 10,00,00,000 (Ten Crore) equity shares of Rs. 1/- each with power to increase or reduce from time to time in accordance with the regulations of the Company and the legislative provisions for the time in force in this behalf.

Upon any increase of the Authorized Share Capital, the company is to be at liberty to issue any new shares with any preferential, deferred, qualified or special rights privileges or conditions attached thereto.”

“RESOLVED FURTHER THAT any one Director or Key Managerial Personnel be and are hereby severally authorised to do all such acts, deeds, matters and things as it may in its absolute discretion deem necessary, expedient and proper for the purpose of giving effect to this resolution and to settle any questions, difficulties or doubts that may arise in this regard.”

7 To consider and, if thought fit, to pass with or without modification(s), the following resolution as an ORDINARY RESOLUTION:

TO RATIFY THE REMUNERATION PAYABLE TO THE COST AUDITOR APPOINTED BY THE BOARD OF DIRECTORS OF THE COMPANY FOR THE FINANCIAL YEAR 2024-25

“RESOLVED THAT pursuant to the provisions of Section 148(3) of the Companies Act, 2013 read with Companies (Audit and Auditors) Rules, 2014 and other applicable provisions of the Companies Act, 2013, the remuneration of ₹ 1,30,000/- (Rupees One Lakh Thirty Thousand Only) excluding applicable Tax payable to M/s. R. R Ahirwar & Associates (FRN: 103745), who are appointed as Cost Auditors to conduct the audit of the cost records maintained by the Company for the financial year ending March 31, 2025, as approved by the Board of Directors of the Company, be and is hereby ratified.”

“RESOLVED FURTHER THAT the Directors & Key Managerial Personnel be and are hereby severally authorized to do all acts and take all such steps as may be necessary, proper or expedient to give effect to this resolution.”

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8 To consider and, if thought fit, to pass with or without modification(s), the following resolution as a Special Resolution:

INCREASE IN LIMIT OF LOAN, INVESTMENT, GUARANTEE OR SECURITY FROM RS. 50 CRORES TO 150 CRORES

“RESOLVED THAT in supersession of the resolution passed by the members at their meeting held on 30th July, 2018, and pursuant to the provisions of Section 186 of the Companies Act, 2013 (the ‘Act’), and other applicable provisions, if any, of the Act as amended and the rules made thereunder, (including any statutory modification(s) or re-enactment(s) thereof for the time being in force), the consent of the Company be and is hereby accorded to the Board of Directors of the Company (hereinafter referred to as the “Board” which term shall be deemed to include any committee(s) constituted / to be constituted by the Board or any person(s) authorized by the Board) to (i) give loan(s) to any person or other body corporate and / or (ii) give any guarantee(s) / provide any security(ies) in connection with loan(s) to any person or other body corporate and / or (iii) make investments by way of subscription, purchase or otherwise, the securities of any other body corporate(s), which the Board may, in their absolute discretion, deem beneficial and in the interest of the Company, in one or more tranches, in excess of the limits prescribed under Section 186 of the Act upto an aggregate sum of Rs. 150 Crores (Rupees One Hundred Fifty Crores Only), notwithstanding that the aggregate of loans, guarantees given, securities provided and investments made by the Company may exceed sixty per cent of its paid-up share capital, free reserves and securities premium account or one hundred per cent of its free reserves and securities premium account, whichever is more.”

“RESOLVED FURTHER THAT to give effect to this resolution, the Board be and is hereby authorised to negotiate and finalise the terms and conditions from time to time and to do and perform all such acts, deeds, matters and things, as may be necessary or expedient and to exercise all the rights and powers, as deem necessary, proper and desirable, including to settle any question, difficulty or doubt that may arise in respect of such loan(s), guarantee(s) given or security(ies) provided or investment(s) made by the Company (as the case may be)”.

By order of the Board of Directors For Josts Engineering Company Limited

Date: August 7[th] , 2024 Place: Pune Registered Office: Great Social Building, 60 Sir Phirozeshah Mehta Road, Mumbai-400001.

Sd/(Babita Kumari) Company Secretary M. No. A40774

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NOTES:

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1 Explanatory Statements pursuant to Section 102 of the Companies Act, 2013 setting out the material facts concerning each item of Special Business to be transacted at the 117[th] Annual General Meeting (“AGM”), is annexed hereto and forms part of the Notice. Information on Diretors proposed to be re-appointed at the Meeting as required under Regulation 36 (3) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 and Secretarial Standard on General Meetings issued by The Institute of Company Secretaries of India (“SS-2”) are provided in the Annexure - I to this Notice.
2 The Ministry of Corporate Affairs (MCA) by Circular No.14/2020 dated 8[th] April, 2020, Circular No. 17/2020 dated 13[th] April, 2020 and Circular No. 20/2020 dated 5[th] May, 2020 read with Securities and Exchange Board of India (SEBI) Circular No. SEBI/HO/CFD/ CMD1/CIR/P/2020/79 dated 12[th] May, 2020 (the said Circulars) had permitted sending of the Notice of AGM along with Annual Report only through electronic mode to those Members whose e-mail addresses were registered with the Company / Depositories as well as conducting the AGM through Video Conferencing (VC) or Other Audio Visual Means (OAVM). MCA by General Circular No. 09/2023 dated 25[th] September, 2023 and SEBI by Circular No. SEBI/HO/ CFD/ CFD-PoD-2/P/CIR/2023/167 dated 7[th] October, 2023 have extended the above exemptions till 30[th] September, 2024 and accordingly in compliance with applicable provisions of the Companies Act, 2013 and the said Circulars, the:

a. Notice of the AGM along with Annual Report for the financial year 2023-24 is being sent only through electronic mode to those Members whose e-mail addresses are registered with the Company / Depositories.

b. 117[th] AGM of the Members will be held through VC / OAVM.

3 The deemed venue for the 117[th] Annual General Meeting of the Company shall be the Registered Office of the Company. The detailed procedure for participating in the said AGM through VC/OAVM is given below in the e-voting instructions.
4 Pursuant to the provisions of Section 108 of the Companies Act, 2013 read with Rule 20 of the Companies (Management and Administration) Rules, 2014 (as amended) and Regulation 44 of SEBI (Listing Obligations &; Disclosure Requirements) Regulations 2015 (as amended), and MCA Circulars, the Company is providing facility of remote e-voting to its Members in respect of the business to be transacted at the AGM. For this purpose, the Company has appointed Central Depository Services (India) Limited (“CDSL”) for facilitating voting through electronic means, as the authorized e-Voting’s agency. The facility of casting votes by a member using remote e-voting as well as the e-voting system on the date of the AGM will be provided by CDSL.
5 The Members can join the AGM in the VC/OAVM mode 15 minutes before and after the scheduled time of the commencement of the Meeting by following the procedure mentioned in the Notice. The facility of participation at the AGM through VC/OAVM will be made available to at least 1000 members on first come first served basis. This will not include large Shareholders (Shareholders holding 2% or more shareholding), Promoters, Institutional Investors, Directors, Key Managerial Personnel, the Chairpersons of the Audit Committee, Nomination and Remuneration Committee and Stakeholders Relationship Committee, Auditors etc. who are allowed to attend the AGM without restriction on account of first come first served basis.

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6 The attendance of the Members attending the AGM through VC/OAVM will be counted for the purpose of ascertaining the quorum under Section 103 of the Companies Act, 2013.
7 Since this AGM is being held pursuant to the MCA Circulars through VC/OAVM, the facility to appoint proxy to attend and cast vote for the members is not available. Accordingly, the Proxy Form, Attendance Slip and Route Map are not annexed to this Notice. However, in pursuance of Section 112 and Section 113 of the Companies Act, 2013, representatives of the members can attend the AGM through VC/OAVM and cast their votes through e-voting.
8 Members are requested to notify immediately the change of their name, postal address, email address, mobile number, PAN, Nomination and bank particulars to their DP if the shares are held by them in electronic form and to the Registrar & Share Transfer Agent (“RTA”) of the Company i.e. Bigshare Services Private Limited if shares are held in physical form, as available on website of RTA at https://www.bigshareonline.com/Resources.aspx in prescribed Form ISR-1 and other forms pursuant to SEBI Circular No. SEBI/HO/ MIRSD/MIR D_RTAMB/P/CIR/2021/655 dated 3[rd] November, 2021. Further the shareholders are requested to submit duly filled form along with all necessary documents at the address of RTA at Office No S6-2, 6[th] floor Pinnacle Business Park, Next to Ahura Centre, Mahakali Caves Road, Andheri (East) Mumbai - 400093, India. Pursuant to the above referred SEBI Circular, in case any of the above cited documents/details are not available in the folio(s) on or after 1 April 2024, RTA shall be constrained to freeze such folio(s). To prevent fraudulent transactions, members are allowed to exercise due diligence and not to leave their Demat account(s) dormant for long. Periodic statement of holdings should be obtained from the concerned Depository Participant and holdings should be verified
9 SEBI has mandated the submission of PAN by every participant in the securities market. Members holding shares in the dematerialised form are, therefore, requested to submit their PAN details to their DPs. Members holding shares in physical form are requested to submit their PAN details in Form ISR - 1 to Bigshare Services Private Limited.
10 Members having multiple folios in the same order of name(s) may inform the Company for consolidation into one folio.
11 Members holding shares in physical form and desirous of making a nomination or cancellation/ variation in nomination already made in respect of their shareholding in the Company, as permitted under Section 72 of the Companies Act, 2013, are requested to submit the prescribed Form SH-13 to the RTA of the Company for nomination and Form SH- 14 for cancellation/variation as the case may be. The forms are available on the website of the RTA i.e. https://www.bigshareonline.com/Resources.aspx. Shareholders holding shares in demat form are also advised to avail nomination facility by submitting the prescribed form to their respective Depository Participants (DPs).
12 The Register of Directors and Key Managerial Personnel and their shareholding, maintained under Section 170 of the Companies Act, 2013 and the Register of Contract or Arrangements in which Directors are interested, maintained under Section 189 of the Companies Act, 2013, and copy of the Memorandum of Association of the Company along with proposed amendments, will be available for inspection at the registered office of the Company at Great Social Building, 60 Sir Phirozeshah Mehta Road, Mumbai-400 001 between 3:00 p.m. and 5:00 p.m in working days till the date of AGM.

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13 The Register of members and share transfer Books of the Company will remain closed from 10[th ] September, 2024 to 16[th ] September, 2024, (both days inclusive) for the purpose of payment of dividend, if declared at the Meeting.
14 Members may please note that pursuant to Finance Act, 2020, dividend income will be taxable in the hands of the Shareholders, w.e.f. 1[st] April, 2021 and the Company is required to deduct tax at source from dividend paid to the shareholders (Resident Shareholders as well as Non-Resident Shareholders) at the prescribed rates. For various categories, the shareholders are requested to refer to the Finance Act, 2020 and amendments thereof. Therefore, the shareholders holding shares in Dematerialized form or physical form are requested to register their PAN with the Depository Participants or RTA, failing which the TDS will be deducted at higher rate as prescribed. A resident individual shareholder, with valid PAN and who is not liable to pay income tax, may submit a declaration in form 15G/15H to avail the benefit of non-deduction of TDS by sending these declarations to RTA, namely, M/s. Big Share Services Pvt. Limited, unit Jost’s Engineering Company Limited, Office No. S6-2, 6[th] Floor Pinnacle Business Park, Next to Ahura Centre, Mahakali Caves Road, Andheri (East) Mumbai-400093,India, Email Id; [email protected] on or before 10[th ] September, 2024,
15 (a) Pursuant to the provisions of Sections 124 and 125 of the Companies Act, 2013 the unpaid/unclaimed dividends upto the year 2015-2016 has been transferred to Investor Education and Protection Fund (“IEPF”) and dividends for the Financial Year ended March 31, 2017 and thereafter which remain unpaid or unclaimed for a period of 7 consecutive years will also be transferred to the IEPF constituted by the Central Government, on the respective due dates on or after 25[th] August, 2024. The Company has also uploaded full details of such shareholders, whose dividend for seven consecutive years remained unclaimed, on its website www.josts.com. Members, who have not encashed their dividend warrant(s) for the financial year ended March 31, 2017 or any subsequent financial year(s) are urged to claim such amount from the Company immediately. Shareholders whose amount has been transferred to IEPF as above may claim refund from IEPF in accordance with the provisions under the Companies Act, 2013 and rules made thereunder.

(b) Pursuant to the provisions of Investor Education and Protection Fund (uploading of information regarding unpaid and unclaimed amount lying with Companies) Rules, 2012, the Company has also uploaded full details of such shareholders, whose dividend for seven consecutive years remained unclaimed, on its website www.josts.com.

(c) Further, pursuant to the provisions of Section 124 of the Companies Act, 2013 read with Investor Education and Protection Fund Authority (Accounting, Audit, Transfer and Refund) Rules, 2016, as amended, all shares in respect of which dividend has not been encashed/claimed by the Shareholders for seven consecutive years, the Company is required to transfer such Equity Shares of the Members to the Demat Account of the IEPF. Accordingly, the Company has transferred 1330 Equity Shares of Rs. 2/- each to IEPF whose dividend has not been encashed for consecutive 7 years from 2015-16, details of which are available on website of the Company also. Similarly, the Company will transfer such shares to the Demat Account of IEPF Authority on which dividend for 2016-17 will remain un- encashed for consecutive 7 years, as per the guidelines issued by the concerned authority/(ies) from time to time.

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16 The Company had fractional shares aroused out of stock split which was with effect from 28[th] April, 2023. Considering the exchange ratio, all the fractional shares which arose pursuant to stock split were consolidated and were sold in the open market and the net sales proceeds were distributed proportionately among the eligible shareholders, to the extent of their enttlement. The list of the eligible shareholders whose amount is lying unpaid/unclaimed with the Company has been uploaded on Company’s website i.e. www.josts.com.

Further, pursuant to provision of sections 124 and 125 of Companies Act, 2013, sale proceeds of fractional shares aroused out of stock split lying unpaid/ unclaimed, shall be transferred to Investor Education and Protection Fund (IEPF) established by the Central Government on completion of seven years. Eligible shareholders are urged to claim such amount from the Company immediately.

17 SEBI vide its Circular No. SEBI/HO/MIRSD/DOP1/CIR/P/2018/73 dated April 20, 2018 has mandated that for making dividend payments, companies whose securities are listed on the stock exchanges shall use electronic clearing services (local, regional or national), direct credit, real time gross settlement, national electronic funds transfer etc. The Company and its Registrars and Share Transfer Agent are required to seek relevant bank details of shareholders from depositories/investors for making payment of dividends in electronic mode. Further, pursuant to recent General Circular 20/2020 dated May 05, 2020 companies are directed to credit the dividend of the shareholders directly to the bank accounts of the shareholders using Electronic Clearing Service. Accordingly, Members are requested to provide or update (as the case may be) their bank details with the respective depository participant for the shares held in dematerialized form and with the Registrars &; Share Transfer Agent in respect of shares held in physical form.
18 The Securities and Exchange Board of India (SEBI) has mandated the submission of Permanent Account Number (PAN) by every participant in securities market. Members holding shares in electronic form are, therefore, requested to submit their PAN to their Depository Participants (DPs) with whom they are maintaining their demat accounts. Members holding shares in physical form can submit their PAN details to RTA viz. Bigshare Services Private Limited /Company.
19 (i) The Dividend, after declaration, will be paid to those shareholders whose names appear on the Register of Members on 9[th] September, 2024. The dividend in respect of shares held in the electronic form will be paid to the beneficial owners of shares whose names appear in the list furnished by the Depositories as at the end of business hours on 9[th] September, 2024.

(ii) The payment of dividend will be made through National Electronic Clearing System (NECS). Members holding shares in demat/electronic form are hereby informed that bank particulars registered with their respective depository accounts will be used by the Company for payment of dividend through NECS. Members are requested to notify immediately any change in their address, bank account details and email id to their respective Depository Participants (DPs) in respect of shares held in electronic (demat) mode and in respect of physical mode, to the Registrar & Share Transfer Agent of the Company.

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The members holding shares in physical form and desirous of receiving dividend through NECS, are requested to provide their bank account number, name and address of the bank quoting their folio number directly to the Company Registrar and Share Transfer Agent, namely, M/s. Big Share Services Pvt. Limited, latest by 9[th] September, 2024, failing which dividend will be paid by DD / Cheque.

20 SEBI vide its Notification No. SEBI/LAD-NRO/GN/2018/24 dated June 08, 2018 & Notification No. SEBI/LAD-NRO/GN/2018/49 dated November 30, 2018 amended Regulation 40 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, which provides that from April 01, 2019 transfer of securities would not be processed unless the securities are held in the dematerialized form with a depository. In view of the same, now the shares cannot be transferred in the physical mode. Hence, Members holding shares in physical form are requested to dematerialize their holdings immediately. However, Members can continue to make request for transmission or transposition of securities held in physical form.
21 The Companies Act, 2013 in line with the measures undertaken by the Ministry of Corporate Affairs for promotion of Green Initiative, has introduced enabling provisions for sending notice of the meeting and other shareholder correspondences through electronic mode. Members holding shares in physical mode are requested to register their email ID’s with the Company or its RTA and Members holding shares in demat mode are requested to register their e-mail ID’s with their respective Depository Participants (DPs). If there is any change in the e-mail ID already registered with the Company, Members are requested to immediately notify such change to the Company or its RTA in respect of shares held in physical form and to DPs in respect of shares held in electronic form.
22 Members desiring any information relating to the accounts are requested to write to the Company well in advance so as to enable the management to keep the information ready.
23 In case of joint holders attending the meeting, only such joint holder who is higher in the order of names will be entitled to vote.
24 Members may also note that the Notice of this Annual General Meeting and the Annual Report of the Company for the year 2023-24 is also available on the website of the Company viz. www.josts.com.

The Notice and the Annual Report can also be accessed from the website of the Stock Exchange i.e. BSE Limited at www.bseindia.com. The AGM Notice is also disseminated on the website of CDSL (agency for providing the Remote e-Voting facility and e-voting system during the AGM) i.e. www.evotingindia.com.

25 The Financial Statements of the subsidiaries of the Company are not attached to the 117[th] Annual Report of the Company. In accordance with Section 136 of the Companies Act, 2013, the audited financial statements, including the consolidated financial statements along with related information of the Company and audited accounts of each of its subsidiaries, are available on Company’s website at www.josts.com. These documents will also be available for inspection at the registered office of the Company at Great Social Building, 60 Sir Phirozeshah Mehta Road, Mumbai-400 001 India, between 3:00 p.m. and 5:00 p.m. in working days till the date of AGM.

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26 The Board of Directors of the company has appointed Mr. Akshay Gupta, Proprietor of M/s Akshay Gupta & Co., Company Secretaries, (Membership No: F12960, CP No. 21448), as Scrutinizer to scrutinize the E-voting during the AGM and remote E-voting in a fair & transparent manner.

THE INTRUCTIONS OF SHAREHOLDERS FOR REMOTE E-VOTING AND E-VOTING DURING AGM AND JOINING MEETING THROUGH VC/OAVM ARE AS UNDER:

Step 1 : Access through Depositories CDSL/NSDL e-Voting system in case of individual shareholders holding shares in demat mode.

Step 2 : Access through CDSL e-Voting system in case of shareholders holding shares in physical mode and non-individual shareholders in demat mode.

(i) The voting period begins on Friday, 13[th] , the September, 2024 (09.00 A.M) and ends on Sunday, 15[th] , the September, 2024 (5.00 P.M). During this period shareholder”s of the Company, holding shares either in physical form or in dematerialized form, as on the cut- off date of Monday 9[th] , the September, 2024 may cast their vote electronically. The e- voting module shall be disabled by CDSL for voting thereafter.

(ii) Shareholders who have already voted prior to the meeting date would not be entitled to vote at the meeting venue.

(iii) Pursuant to SEBI Circular No. SEBI/HO/CFD/CMD/CIR/P/2020/242 dated 09.12.2020 , under Regulation 44 of Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015, listed entities are required to provide remote e-voting facility to its shareholders, in respect of all shareholders’ resolutions. However, it has been observed that the participation by the public non- institutional shareholders/retail shareholders is at a negligible level.

Currently, there are multiple e-voting service providers (ESPs) providing e-voting facility to listed entities in India. This necessitates registration on various ESPs and maintenance of multiple user IDs and passwords by the shareholders.

In order to increase the efficiency of the voting process, pursuant to a public consultation, it has been decided to enable e-voting to all the demat account holders, by way of a single login credential, through their demat accounts/ websites of Depositories/ Depository Participants . Demat account holders would be able to cast their vote without having to register again with the ESPs, thereby, not only facilitating seamless authentication but also enhancing ease and convenience of participating in e-voting process.

Step 1 : Access through Depositories CDSL/NSDL e-Voting system in case of individual shareholders holding shares in demat mode.

(iv) In terms of SEBI circular no. SEBI/HO/CFD/CMD/CIR/P/2020/242 dated December 9, 2020 on e-Voting facility provided by Listed Companies, Individual shareholders holding securities in demat mode are allowed to vote through their demat account maintained with Depositories and Depository Participants. Shareholders are advised to update their mobile number and email Id in their demat accounts in order to access e-Voting facility.

Pursuant to abovesaid SEBI Circular, Login method for e-Voting and joining virtual meetings for Individual shareholders holding securities in Demat mode is given below:

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Type of shareholders		Login Method
Individual	1)	Users who have opted for CDSL Easi / Easiest facility, can
Shareholders		login through their existing user id and password. Option will
holding		be made available to reach e-Voting page without any further
securities in Demat mode withCDSL Depository	2)	authentication. The users to login to Easi / Easiest are requested to visit cdsl website www.cdslindia.com and click on login icon & New System Myeasi Tab. After successful login the Easi / Easiest user will be able to see
		the e-Voting option for eligible companies where the evoting
		is in progress as per the information provided by company. On
		clicking the evoting option, the user will be able to see e-Vot-
		ing page of the e-Voting service provider for casting your vote
		during the remote e-Voting period or joining virtual meeting &
		voting during the meeting. Additionally, there is also links
		provided to access the system of all e-Voting Service Provid-
		ers, so that the user can visit the e-Voting service provider’s
		website directly.

3) If the user is not registered for Easi/Easiest, option to register is available at cdsl website www.cdslindia.com and click on login & New System Myeasi Tab and then click on registration option.
4) Alternatively, the user can directly access e-Voting page by providing Demat Account Number and PAN No. from a e-Voting link available on www.cdslindia.com home page. The system will authenticate the user by sending OTP on registered Mobile & Email as recorded in the Demat Account. After successful authentication, user will be able to see the e-Voting option where the evoting is in progress and also able to directly access the system of all e-Voting Service Providers.
Individual 1) If you are already registered for NSDL IDeAS facility, please Shareholders visit the holding e-Services website of NSDL. Open web browser by typing the securities in following URL: https://eservices.nsdl.com either on a Persondemat mode al Computer or on a mobile. Once the home page of e-Serwith NSDL vices is launched, click on the “Beneficial Owner” icon under Depository “Login” which is available under ‘IDeAS’ section. A new screen will open. You will have to enter your User ID and Password. After successful authentication, you will be able to see e-Voting services. Click on “Access to e-Voting” under e-Voting services and you will be able to see e-Voting page. Click on company name or e-Voting service provider name and you will be re-directed to e-Voting service provider website for casting your vote during the remote e-Voting period or joining virtual meeting & voting during the meeting.

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If the user is not registered for IDeAS e-Services, option to
register is available at https://eservices.nsdl.com. Select
“Register Online for IDeAS “Portal or click at https://eser-
vices.nsdl.com/SecureWeb/IdeasDirectReg.jsp
2)
Visit the e-Voting website of NSDL. Open web browser by
typing the
following URL: https://www.evoting.nsdl.com/ either on a
Personal Computer or on a mobile. Once the home page of
e-Voting system is launched, click on the icon “Login” which is
available under ‘Shareholder/Member’ section. A new screen
will open. You will have to enter your User ID (i.e. your
sixteen digit demat account number hold with NSDL), Pass-
word/OTP and a Verification Code as shown on the screen.
After successful authentication, you will be redirected to NSDL
Depository site wherein you can see e-Voting page. Click on
company name or e-Voting service provider name and you
will be redirected to e-Voting service provider website for
casting your vote during the remote e-Voting period or joining
virtual meeting & voting during the meeting
3

Individual
Shareholders
(holding
securities in
demat mode)
login through
their
Depository
Participants
(DP)

You can also login using the login credentials of your demat
account through your Depository Participant registered with
NSDL/CDSL for e- Voting facility. After Successful login, you
will be able to see e-Voting option. Once you click on e-Voting
option, you will be redirected to NSDL/CDSL Depository site
after successful authentication, wherein you can see e-Voting
feature. Click on company name or e-Voting service provider
name and you will be redirected to e-Voting service provider
website for casting your vote during the remote e-Voting
period or joining virtual meeting & voting during the meeting.

Important note: Members who are unable to retrieve User ID/ Password are advised to use Forget User ID and Forget Password option available at above mentioned website.

Helpdesk for Individual Shareholders holding securities in demat mode for any technical issues related to login through Depository i.e. CDSL and NSDL

Login type		Helpdesk details
Individual Shareholders holding securities in Demat mode withCDSL		Members facing any technical issue in login can contact CDSL helpdesk by sending a request at [email protected] contact at toll free no. 1800 22 55 33
Individual Shareholders holding securities in Demat mode withNSDL		Members facing any technical issue in login can contact NSDL helpdesk by sending a request at [email protected] call at: 022 - 4886 7000 and 022 - 2499 7000

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Step 2 : Access through CDSL e-Voting system in case of shareholders holding shares in physical mode and non-individual shareholders in demat mode.

(v) Login method for e-Voting and joining virtual meeting for shareholders other than individual shareholders holding in Demat form & physical shareholders.
1) The shareholders should log on to the e-voting website www.evotingindia.com.

2) Click on “Shareholders” module.

3) Now enter your User ID

a. For CDSL: 16 digits beneficiary ID,

b. For NSDL: 8 Character DP ID followed by 8 Digits Client ID,
c. Shareholders holding shares in Physical Form should enter Folio Number registered with the Company.

4) Next enter the Image Verification as displayed and Click on Login.

5) If you are holding shares in demat form and had logged on to www.evotingindia.com and voted on an earlier e-voting of any company, then your existing password is to be used.

6) If you are a first-time user follow the steps given below:

	For Physical shareholders and other than individual shareholders holding shares in Demat.
PAN	Enter your 10 digit alpha-numeric *PAN issued by Income Tax Department (Applicable for both demat shareholders as well as physical shareholders) Shareholders who have not updated their PAN with the Company/De- pository Participant are requested to use the sequence sent by Compa- ny/RTA or contact Cpmpany/RTA ●
Dividend Bank Details ORDate of Birth (DOB)	Enter the Dividend Bank Details or Date of Birth (in dd/mm/yyyy format) as recorded in your demat account or in the company records in order to login. If both the details are not recorded with the depository or company, please enter the member id / folio number in the Dividend Bank details feld. ●

(vi) After entering these details appropriately, click on “SUBMIT” tab.

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(vii) Shareholders holding shares in physical form will then directly reach the Company selection screen. However, shareholders holding shares in demat form will now reach ‘Password Creation’ menu wherein they are required to mandatorily enter their login password in the new password field. Kindly note that this password is to be also used by the demat holders for voting for resolutions of any other company on which they are eligible to vote, provided that company opts for e-voting through CDSL platform. It is strongly recommended not to share your password with any other person and take utmost care to keep your password confidential
(viii) For shareholders holding shares in physical form, the details can be used only for e-voting on the resolutions contained in this Notice.
(ix) Click on the EVSN for the Jost’s Engineering Company Limited on which you choose to vote.
(x) On the voting page, you will see “RESOLUTION DESCRIPTION” and against the same the option “YES/NO” for voting. Select the option YES or NO as desired. The option YES implies that you assent to the Resolution and option NO implies that you dissent to the Resolution.
(xi) Click on the “RESOLUTIONS FILE LINK” if you wish to view the entire Resolution details.
(xii) After selecting the resolution, you have decided to vote on, click on “SUBMIT”. A confirmation box will be displayed. If you wish to confirm your vote, click on “OK”, else to change your vote, click on “CANCEL” and accordingly modify your vote.
(xiii) Once you “CONFIRM” your vote on the resolution, you will not be allowed to modify your vote.
(xiv) You can also take a print of the votes cast by clicking on “Click here to print” option on the Voting page.
(xv) If a demat account holder has forgotten the login password then Enter the User ID and the image verification code and click on Forgot Password & enter the details as prompted by the system.
(xvi) There is also an optional provision to upload BR/POA if any uploaded, which will be made available to scrutinizer for verification.

(xvii) Additional Facility for Non – Individual Shareholders and Custodians –For Remote eVoting only.

Non-Individual shareholders (i.e. other than Individuals, HUF, NRI etc.) and Custodians are required to log on to www.evotingindia.com and register themselves in the “Corporates”module.
A scanned copy of the Registration Form bearing the stamp and sign of the entity should be emailed to [email protected].
After receiving the login details a Compliance User should be created using the admin login and password. The Compliance User would be able to link the account(s) for which they wish to vote on.

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The list of accounts linked in the login will be mapped automatically & can be delink in case of any wrong mapping.

It is Mandatory that, a scanned copy of the Board Resolution and Power of Attorney (POA) which they have issued in favour of the Custodian, if any, should be uploaded in PDF format in the system for the scrutinizer to verify the same.
Alternatively Non Individual shareholders are required mandatory to send the relevant Board Resolution/ Authority letter etc. together with attested specimen signature of the duly authorized signatory who are authorized to vote, to the Scrutinizer and to the Company at the email address viz; [email protected], if they have voted from individual tab & not uploaded same in the CDSL e-voting system for the scrutinizer to verify the same.

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

1. The procedure for attending meeting & e-Voting on the day of the AGM is same as the instructions mentioned above for Remote e-voting

2. The link for VC/OAVM to attend meeting will be available where the EVSN of Company will be displayed after successful login as per the instructions mentioned above for e-voting.

3. Shareholders who have voted through Remote e-Voting will be eligible to attend the meeting. However, they will not be eligible to vote at the AGM.

4. Shareholders are encouraged to join the Meeting through Laptops / IPads for better experience.

5. Further shareholders will be required to allow Camera and use Internet with a good speed to avoid any disturbance during the meeting.

6. Please note that Participants Connecting from Mobile Devices or Tablets or through Laptop connecting via Mobile Hotspot may experience Audio/Video loss due to Fluctuation in their respective network. It is therefore recommended to use Stable Wi-Fi or LAN Connection to mitigate any kind of aforesaid glitches.

7. Shareholders who would like to express their views/ask questions during the meeting may register themselves as a speaker by sending their request in advance atleast 10 days prior to meeting mentioning their name, demat account number/folio number, email id, mobile number at [email protected] The shareholders who do not wish to speak during the AGM but have queries may send their queries in advance 10 days prior to meeting mentioning their name, demat account number/folio number, email id, mobile number at [email protected]. These queries will be replied to by the company suitably by email or during the AGM.

8. Those shareholders who have registered themselves as a speaker will only be allowed to express their views/ask questions during the meeting.

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9. Only those shareholders, who are present in the AGM through VC/OAVM 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 system available during the AGM.

10. If any Votes are cast by the shareholders through the e-voting available during the AGM and if the same shareholders have not participated in the meeting through VC/OAVM facility, then the votes cast by such shareholders shall be considered invalid as the facility of e-voting during the meeting is available only to the shareholders attending the meeting.

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

1. For Physical shareholders- please provide necessary details like Folio No., Name of shareholder, scanned copy of the share certificate (front and back), PAN (self-attested scanned copy of PAN card), AADHAR (self-attested scanned copy of Aadhar Card) by email to RTA of the Company at [email protected]

2. For Demat shareholders - Please update your email id & mobile no. with your respective Depository Participant (DP)

3. For Individual Demat shareholders – Please update your email id & mobile no. with your respective Depository Participant (DP) which is mandatory while e-Voting & joining virtual meetings through Depository.

If you have any queries or issues regarding attending AGM & e-Voting from the CDSL e-Voting System, you can write an email to [email protected] or contact at toll free no. 180022 55 33

All grievances connected with the facility for voting by electronic means may be addressed to Mr. Rakesh Dalvi, Sr. Manager, (CDSL, ) Central Depository Services (India) Limited, A Wing, 25[th] Floor, Marathon Futurex, Mafatlal Mill Compounds, N M Joshi Marg, Lower Parel (East), Mumbai - 400013 or send an email to [email protected] or call toll free no.1800 22 55 33

STATEMENT IN RESPECT OF THE SPECIAL BUSINESS PURSUANT TO SECTION 102(1) OF THE COMPANIES ACT, 2013

Item No. 4

The present Authorized Share Capital of the Company is Rs. 1,00,00,000/- (Rupees One Crores Only) divided into 50,00,000 (Fifty Lakhs) Equity Shares of Rs. 2/- (Rupees Two) each.

Considering the increased fund requirements of the Company, the Board at its Meeting held on 07 August 2024, had accorded its approval for increasing the Authorized Share Capital from existing Rs. 1,00,00,000/- (Rupees One Crores Only) divided into 50,00,000 (Fifty Lakhs) Equity Shares of Rs. 2/- (Rupees Two) each to ₹ 10,00,00,000/- (Rupees Ten Crores Only) divided into 5,00,00,000 (Five Crores) Equity Shares of Rs. 2/- (Rupees Two) each, subject to shareholders approval.

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It is therefore proposed to increase the Authorized Share Capital of the Company by creation of 4,50,00,000 (Four Crores Fifty Lakhs) additional equity shares of ₹ 2/- (Rupees Two) each ranking pari-passu with the existing Equity Shares in all respects as per the Memorandum and Articles of Association of the Company.

Consequently, Clause V of the Memorandum of Association would also require alteration so as to reflect the changed Authorized Share Capital.

The proposal for increase in Authorized Share Capital and amendment of Memorandum of Association of the Company requires approval of members at a general meeting.

A copy of the Memorandum of Association of the Company duly amended will be available for inspection.

The Board of Directors of the Company recommends the resolution set forth in Item no. 4 for approval of members as an Ordinary Resolution.

None of the Directors or Key Managerial Personnel of the Company or their respective relatives, are in any way concerned or interested, financially or otherwise in the said resolution.

Item No. 5

In order to improve the liquidity to the Company’s equity shares in the stock market and to make it more affordable for small retail investors and also to broad base the small retail investors, it is proposed to sub-divide each existing equity share of face value of ₹ 2/- into 2 equity shares of face value of Rs. 1/- each. The record date for the aforesaid sub-division of equity shares will be fixed by the Board after the approval of the members is obtained for the proposed sub-division.

The Board of Directors of the Company at its meeting held on 7[th] August, 2024 has recommended sub-division (split) of equity shares subject to the approval of the members and all the concerned statutory authorities. As per the provisions of Section 61 of the Companies Act 2013, approval of the members by way of an Ordinary Resolution is required for sub-division of shares.

The Board recommends the resolutions as set out at Item No. 5 for approval of the members by way of Ordinary Resolution.

None of the Directors, Key Managerial Personnel of the Company and their relatives is concerned or interested, financially or otherwise, in the resolutions, except to the extent of their shareholding in the company.

Item No. 6

Post increase in authorized share capital of the Company and sub-division of equity shares of Rs. 2/- each into denomination of Rs. 1/- each, as set out in Item No. 4 & 5 respectively, the authorized share capital of the Company is Rs. 10,00,00,000/- (Rupees Ten Crores Only) divided into 10,00,00,000 (Ten Crores) Equity Shares of Rs. 1/- (Rupees One Only) each and the paid up share capital of the Company is Rs. 97,78,730 (Rupees Ninety Seven Lakh Seventy Eight Thousand Seven Hundred Thirty Only) consisting of 97,78,730 (Ninety Seven Lakh Seventy Eight Thousand Seven Hundred Thirty Only) Equity Shares of Rs. 1/(Rupee One Only) each. The Company will also require consequential amendment in Clause V of the Memorandum of Association of the Company.

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Pursuant to Section 13 and 61 the Companies Act, 2013 (“the Act”) and other applicable provisions of the Act, if any, alteration of the Capital Clause requires approval of the members of the Company by way of passing an Ordinary Resolution to that effect.

A copy of the Memorandum of Association of the Company duly amended will be available for inspection.

The Board of Directors of the Company recommends the resolution set forth in Item no. 6 for approval of members as an Ordinary Resolution.

Item No. 7

The Board, on the recommendation of the Audit Committee, has approved on 7[th] August, 2024, the appointment of M/s. R. R Ahirwar & Associates, Cost & Management Accountant (FRN: 103745), at a remuneration of Rs. 1,30,000/- (Rupees One Lakh Thirty Thousand Only) excluding applicable Tax to conduct the Cost Audit of the Company for the financial year 2024-25.

In accordance with the provisions of Section 148 (3) of the Companies Act, 2013 read with Rule 14 of Companies (Audit & Auditor Rules), 2014, the remuneration payable to the Cost Auditor is required to be ratified by the members of the Company.

The Board of Directors of the Company recommends the resolution set forth in Item no. 7 for approval of members as an Ordinary Resolution.

Item No. 8

As per the provisions of section 186 of the Companies Act, 2013 and the rules framed thereunder, no Company shall directly or indirectly, without prior approval by means of Special Resolution passed at a general meeting, give any loan to any person or other body corporate, give any guarantee or provide any security in connection with a loan to any other body corporate or person and acquire by way of subscription, purchase or otherwise the securities of any other body corporate exceeding sixty per cent of its paid-up share capital, free reserves and securities premium account or one hundred per cent of its free reserves and securities premium account, whichever is more.

The members of the Company had, at their meeting held on 30[th] July, 2018, authorized the Board of directors, to give loans and / or give guarantee and / or provide security connection with loans to any other body corporate and / or to make investment up to maximum amount of Rs. 50 crores.

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In order to support increased business activities, the Company may be required to give loans / any other form of debt to any person or other body corporate and / or give guarantee and / or provide security in connection with a loan / any other form of debt to any other body corporate or person and to make investment or acquire by way of subscription, purchase or otherwise the securities of any other body corporate in excess of the limits prescribed under the Companies Act, 2013 and rules made thereunder.

It is therefore necessary to obtain approval of the members by means of a Special Resolution, authorizing the Board of Directors of the Company to exercise aforesaid powers, up to maximum amount of Rs. 150 Crores (Rupees One Hundred Fifty Crores Only) outstanding at any point of time notwithstanding that the aggregate amount of all the loans / guarantees / securities / investments so far made together with the proposed loans / guarantees / securities / investments to be made, exceeds the prescribed limits under the Companies Act, 2013.

The Board of Directors of the Company recommends the resolution set forth in Item no. 8 for approval of members as a Special Resolution.

By order of the Board of Directors For Josts Engineering Company Limited

Sd/(Babita Kumari) Company Secretary M. No. A40774

Date: 7[th ] August, 2024 Place: Pune

Registered Office: Great Social Building, 60 Sir Phirozeshah Mehta Road, Mumbai-400001.

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Annexure I to the Notice

Disclosure relating to Directors pursuant to Regulation 26(4), 36(3) of the SEBI Listing Regulations and Secretarial Standards on General Meetings

Name of the Director	Mr. Jai Prakash Agarwal
DIN	00242232
Category	Promoter- Executive Director
Age	66 (+) years
Qualifcation	B. Com, Company Secretary
Experience	About 44 years
Terms and Conditions	Executive Chairman i.e Chairman and Whole TimeDirector (liable to retire byrotation)
Remuneration last drawn	Rs. 46.84 Lakhs
Date of frst appointment on the Board	21/01/2015
Experience & Expertise in specifc functional areas	Experience of 44 years in manufacturing sector
Shareholding in the Company	6,64,955 Equity Shares & 50000 Convertible warrants
Relationship with other Director, Manager and other KMP	None
Number of Board Meetings attended during the Year	4
No. of Other Directorships in Public Limited Companies	JECL Engineering Limited
Membership/ Chairmanship of Committees of other Boards	NIL
Listed Entities from which the Director has resigned in the past three years	NIL
Skills and capabilities required for the role and the manner in which the proposed person meets such requirements	Refer Corporate Governance Report

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REGISTERED OFFICE ADDRESS

Great Social Building, 60, Sir Phirozeshah Mehta Road, Mumbai-400001, Tel. : 91-22-6237 8200 Fax : 91-22-6237 8201

FACTORY ADDRESS

C-7,Wagle Industrial Estate, Road No.12, Thane - 400604. Tel. : 91-22-6267-4000

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AI assistant

Josts Engineering Co. Ltd. — Annual Report 2024

63766_rns_2024-08-24_0a960366-ca9d-427d-8197-4999c260879d.pdf

Scrip Code- 505750 Sub: Submission of Annual Report and Notice of 117[th] Annual General Meeting of the Company, pursuant to Regulation 34 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015.

Dear Sir/Madam,

Mr. Jai Prakash Agarwal

Chairman

BOARD’S REPORT

1.Financial Summary

2. Dividend

3. State of the Company’s Affairs and Operations:

4. Performance of Subsidiary Companies

MHE Rentals India Private Limited (“MHE Rentals”)

Josts Engineering Inc.

JECL Engineering Limited

5. Share Capital

6. Preferential issue of Equity Shares

7. Preferential issue of Warrants

8. Consolidated Financial Statements

9. Material Subsidiary

10. Particulars of Conservation of Energy, Technology Absorption and Foreign Exchange Earnings and Outgo.

11. Cyber Security

12. Directors’ Responsibility Statement

13. Particulars of employees

14. Annual Return

15. Deposits

16. Particulars of Loans, Guarantees and Investments

17. Code of Conduct (Code) for Board Members and Senior Management

18. Vigil Mechanism / Whistle Blower Policy

19. Risk Management Policy

20. Nomination and Remuneration Policy

21. Prevention of Sexual Harassment

22. Committees of the Board

23. Independent Directors Meeting

24. Meetings of the Board

25. Board Evaluation

26. Related Party Transactions

27. Maintenance of Cost Records

28. Auditors

(i) Statutory Auditors

(ii)

Secretarial Auditor

(iii) Internal Auditors

(iv)

Cost Auditors

29. Corporate Social Responsibility (CSR)

31.Management Discussion and Analysis Report

32. Corporate Governance

33. Internal Control System

34. Significant and Material Orders passed by the Regulators or Courts

35. Declaration of Independence

36. Directors and Key Managerial Personnel

37. Investor Education & Protection Fund (‘IEPF’)

38. Statement on compliances of applicable Secretarial Standards

39. Material changes and commitments, if any

40. Disclosure of Accounting Treatment

41. Change in the nature of business

42. Statement in respect of adequacy of internal financial control with reference to the financial statements.

43. Proceeding under Insolvency and Bankruptcy Code, 2016

44. Reserves

45. Acknowledgements

Annexure “A” to the Board ‘s Report

(A) Conservation of Energy

(i) The steps taken or impact on conservation of energy

(ii) The steps taken by the Company for utilizing alternate sources of energy

(iii) The capital investment on energy conservation equipment.

(B) Technology Absorption

(i) The efforts made towards technology absorption

(ii) The benefits derived like product improvement, cost reduction, product development or import substitution

(iii) In the case of imported technology (imported during the last three years reckoned from the beginning of the financial year).

(C) Foreign Exchange Earnings and Outgo

Annexure ‘B’ to the Board Report

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)

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

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

Annexure ‘C’ to the Board Report

Form No. MR-3

SECRETARIAL AUDIT REPORT FOR THE FINANCIAL YEAR ENDED MARCH 31[ST] , 2024

For AKSHAY GUPTA & COMPANY COMPANY SECRETARIES

Josts Engineering Co. Ltd. Annual Report 2024