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Pix Transmissions Ltd. Annual Report 2025

Jul 4, 2025

62147_rns_2025-07-04_de40d572-d64c-40ed-9004-1e82b8e57f85.pdf

Annual Report

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Date : 04/07/2025

To To

The Corporate Relationship Department, The Manager, Listing Department, BSE Limited, Phiroze Jeejeebhoy Towers, National Stock Exchange of India Limited, Dalal Street, Exchange Plaza , 5[th] Floor , Plot No C/1 Mumbai - 400001. G Block ,Bandra Kurla Complex, Bandra (E) Mumbai 400051

Sub: Submission of Annual Report for the year ended 31[st] March 2025

REF: BSE SCRIP CODE: 500333 , NSE SYMBOL : PIXTRANS , SERIES : EQ

Dear Sir / Madam

Pursuant to Regulation 34 of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015, please find enclosed Annual Report for the year ended 31[st] March 2025.

The Annual Report is also uploaded on the Company’s website www.pixtrans.com

Thanking you,

Yours truly, FOR PIX TRANSMISIONS LTD

Digitally signed by SHYBU K SHYBU K VARGHESE VARGHESE Date: 2025.07.04 14:45:48 +05'30' SHYBU VARGHESE Company Secretary

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Annual Report 2024-25 I PIX TRANSMISSIONS LIMITED

INDEX

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ANNUAL REPORT: 2024-25

1. Notice & Annexures 1-18
2. Chairman’s Letter 19
3. Directors’ Report & Annexures 20-38
4. Management Discussion & Analysis 39-40
5. Report on Corporate Governance 41-62
6. Certificate 63-65
7. Business Responsibility & Sustainability Report 66-104
8. Standalone Auditor’s Report 105-115
9. Standalone Financial Statements 116-176
10. Consolidated Auditor’s Report 177-183
11. Consolidated Financial Statements 184-241
12. Attendance Slip and Route Map 242
13. Proxy Form 243

Annual Report 2024-25 I PIX TRANSMISSIONS LIMITED

PRODUCT OVERVIEW

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Industrial Belts Automotive Belts Pulleys & Bushes

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Agricultural Belts
Lawn Mover Belts
Accessory Kit
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CERTIFICATIONS

ISO IATF ISO ISO 9001:2015 16949:2016 14001:2015 45001:2018

Annual Report 2024-25 I PIX TRANSMISSIONS LIMITED

BOARD OF DIRECTORS

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Mr. Amarpal Sethi Chairman & Managing Director
Mr. Sonepal Sethi Joint Managing Director
Mr. Rishipal Sethi Joint Managing Director
Mr. Sukhpal Singh Sethi Whole-time Director
Mr. Karanpal Sethi Whole-time Director & CFO
Mr. Joe Paul Whole-time Director
Ms. Shirley Paul Whole-time Director
Dr. Aqueel A. Mulla Independent Director
Mr. Jose Jacob Independent Director
Mr. Amit Lala Independent Director
Dr. Abhilasha Hattangdi Independent Director
Mr. Suresh Bandi Independent Director
Mr. M. H. Azad Independent Director
Mr. Sandeep Prajapati Independent Director

COMPANY SECRETARY

Mr. Shybu Varghese

AUDITORS

M/s SGCO & Co. LLP Chartered Accountants, Mumbai

BANKERS

  1. State Bank of India

  2. Kotak Mahindra Bank

  3. Citi Bank N.A

  4. HDFC Bank

SHARE TRANSFER AGENT

MUFG Intime India Private Limited (formerly Link Intime India Pvt. Ltd.) C101, 247 Park, L. B. S. Marg, Vikhroli West, Mumbai 400 083 Tel No.: +91-22-49186000 Website: www.in.mpms.mufg.com E-mail: [email protected]

Annual Report 2024-25 I PIX TRANSMISSIONS LIMITED

OFFICES & INFRASTRUCTURE

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PIX TRANSMISSIONS LIMITED Registered & Marketing Office :

J-7, M.I.D.C., Hingna Road, Nagpur-440 016 Tel.: +91-7104-669000, Website: www.pixtrans.com Email: [email protected] CIN: L25192MH1981PLC024837

PIX TRANSMISSIONS LIMITED Corporate Office :

One BKC, B Wing, 12th Floor, Unit No.1208, Bandra-Kurla Complex, Bandra (East), Mumbai-400 051 Tel: 022-6138 3000

PIX TRANSMISSIONS LIMITED Wrap Belt Manufacturing Plant K-36, K-37 & K-38, MIDC, Hingna Road, Nagpur-440 016

PIX TRANSMISSIONS LIMITED

Timing, Raw Edge Cogged & Poly-V Belt Manufacturing Plant Khasra No.25, 45, 46/1, 46/2, 47 & 48 Mouza Nagalwadi, Tehsil-Hingna, Nagpur-440 016

PIX TRANSMISSIONS LIMITED MEC Plant

Khasra No.57, Mouza Nagalwadi, Tehsil-Hingna, Nagpur-440 016

PIX LOGISTICS HUB

Khasra No.13, 14, 15/3 Village Sangam, Tehsil-Hingna, Nagpur-440 016

Annual Report 2024-25 I PIX TRANSMISSIONS LIMITED

NOTICE

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Notice is hereby given that the Forty-third Annual General Meeting of PIX TRANSMISSIONS LIMITED will be held on Saturday 26th July 2025 at the registered office of the company at J-7, MIDC, Hingna, Road, Nagpur at 09:30 AM to transact the following business:

ORDINARY BUSINESS

  1. To receive, consider and adopt the Audited Standalone and Consolidated Financial Statements of the Company for the financial year ended March 31, 2025 together with the Reports of the Board of Directors and the Auditors thereon.

  2. To declare a dividend on Equity Shares for the Financial Year ended 31st March 2025.

  3. To appoint a Director in place of Mr. Amarpal Sethi (DIN: 00129462), who retires by rotation and being eligible offers himself for re-appointment.

  4. To appoint a Director in place of Mr. Sonepal Sethi (DIN: 00129276), who retires by rotation and being eligible offers himself for re-appointment.

SPECIAL BUSINESS

5. To appoint M/s Z. M. Shaikh & Associates, Practicing Company Secretaries, as Secretarial Auditors of the Company for a consecutive term of 5 years.

To consider and if thought fit, to give ASSENT / DISSENT to the following resolution as an Ordinary Resolution:

“RESOLVED THAT pursuant to Regulation 24A of the Securities and Exchange Board of India (“SEBI”) (Listing Obligations and Disclosure Requirements) Regulations, 2015, (“Listing Regulations”)as amended from time to time and as per applicable provisions of the Companies Act, 2013 (“the Act”) and Rules framed thereunder (including any statutory modification(s), amendment(s),clarification(s), substitution(s) or re-enactment(s) thereof for the time being in force), and as per the recommendation of the Audit Committee and the Board of Directors of the Company, M/s. Z. M Shaikh & Associates, Practicing Company Secretaries (Firm Registration No. S2015MH298100), be and is hereby appointed as Secretarial Auditors of the Company, to hold office for a term of five (5) consecutive years, commencing from the Financial Year 2025-26 till Financial Year 2029-30, at such remuneration, as approved by the Board of Directors of the Company.

RESOLVED FURTHER THAT for the purpose of giving effect to this resolution, any Director of the Company or the Company Secretary be and is hereby authorized to do all acts, deeds, matters and things as deemed necessary, proper or desirable and to sign and execute all necessary documents, applications and returns along with filing of necessary E-form with the Registrar of Companies.”

6. To approve continuation of directorship of Mrs. Abhilasha Hattangdi (DIN 09782680) as non-executive Independent Director beyond the age of 75 years in her current tenure.

  • To consider and if thought fit, to give ASSENT / DISSENT to the following resolution as a Special Resolution:

“RESOLVED THAT pursuant to provisions of Regulation 17(1A) of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations 2015 and the applicable provisions of the Companies Act, 2013, if any/ Rules made thereunder (including any statutory modification(s) or reenactment thereof for the time being in force), and based on the recommendation of the Nomination and Remuneration Committee and the Board of Directors, approval of the members of the Company be

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Annual Report 2024-25 I PIX TRANSMISSIONS LIMITED

NOTICE

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and is hereby accorded for continuation of directorship of Mrs. Abhilasha Hattangdi (DIN 09782680) as Non- Executive - Independent Director, on the Board of the Company notwithstanding her attaining age of Seventy- five (75) years on January 31, 2026, till the expiry of her current term till November 10, 2027.

RESOLVED FURTHER THAT for the purpose of giving effect to this resolution, any Director of the Company or the Company Secretary be and is hereby authorized to do all acts, deeds, matters and things as deemed necessary, proper or desirable and to sign and execute all necessary documents, applications and returns along with filing of necessary E-form with the Registrar of Companies.”

7. To approve re-appointment of Mr. Amit Lala (DIN 08833642) as non-executive Independent Director for a second and final term of Five years.

To consider and if thought fit to pass with or without modification following resolution as a Special Resolution:

“RESOLVED THAT pursuant to the provisions of Sections 149, 150, 152 and any other applicable provisions of the Companies Act, 2013 (“Act”) and the Companies (Appointment and Qualification of Directors) Rules, 2014 (including any statutory modification(s) or re-enactment thereof for the time being in force) read with Schedule IV to the Act and Regulations 16(1)(b) including any other applicable regulations/provisions of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (including any statutory modification(s) or re-enactment thereof for the time being in force) and on the recommendation of the Nomination and Remuneration Committee and approval of the Board of Directors, Mr. Amit Lala (DIN 08833642), Independent Non-Executive Director of the Company who has submitted a declaration that he meets the criteria of independence as provided in Section 149(6) of the Act and Regulation 16 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, as amended from time to time and who is eligible for reappointment, be and is hereby re-appointed as an Independent Non-Executive Director of the Company to hold office for second and final term of five consecutive years with effect from 30th September, 2025 to 29th September, 2030 and whose office shall not be liable to retire by rotation.”

“RESOLVED FURTHER THAT the Board of Directors (which term shall, unless repugnant to the context or meaning thereof, be deemed to include a duly authorised ‘Committee’ thereof) or the Company Secretary of the Company be and are hereby severally authorised to do and perform all such acts, deeds, matters or things as may be considered necessary, appropriate, expedient or desirable to give effect to above resolution.”

8. To approve Appointment of Mr. Thakur G Hotchandani (DIN 00578526) as non-executive Independent Director.

To consider and if thought fit to pass with or without modification following resolution as an Ordinary Resolution:

“RESOLVED THAT pursuant to the provisions of Sections 149, 150, 152 and any other applicable provisions of the Companies Act, 2013 (“Act”) and the Companies (Appointment and Qualification of Directors) Rules, 2014 (including any statutory modification(s) or re-enactment thereof for the time being in force) read with Schedule IV to the Act and Regulations 16(1)(b) including any other applicable regulations/provisions of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (including any statutory modification(s) or re-enactment thereof for the time being in force) and on the

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Annual Report 2024-25 I PIX TRANSMISSIONS LIMITED

NOTICE

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recommendation of the Nomination and Remuneration Committee and approval of the Board of Directors, Mr. Thakur G Hotchandani (DIN 00578526) who has submitted a declaration that he meets the criteria of independence as provided in Section 149(6) of the Act and Regulation 16 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015(as amended from time to time), be and is hereby appointed as an Independent Non-Executive Director of the Company to hold office for a term up to five consecutive years commencing from 23rd September, 2025 and whose office shall not be liable to retire by rotation.”

“RESOLVED FURTHER THAT the Board of Directors (which term shall, unless repugnant to the context or meaning thereof, be deemed to include a duly authorised ‘Committee’ thereof) or the Company Secretary of the Company be and are hereby severally authorised to do and perform all such acts, deeds, matters or things as may be considered necessary, appropriate, expedient or desirable to give effect to above resolution.”

9. To ratify remuneration of Cost Auditor for the F.Y. 2025-26

To consider, and if thought fit, to pass, the following Resolution as an Ordinary Resolution:

“RESOLVED THAT pursuant to the provision of Section 148 and other applicable provisions, if any of the Companies Act, 2013 and the Companies (Audit and Auditors) Rules, 2014 (including statutory modification(s) or re-enactment thereof, for the time being in force) M/s Manisha & Co, Cost Accountants, Nagpur, the cost auditors appointed by the Board of Directors of the company, to conduct the audit of the cost records of the company for the financial year ending 31st March, 2026 be paid remuneration of Rs 75,000/- (Rupees Seventy Five Thousand only) plus applicable taxes and reimbursement of out of pocket expenses incurred by them during the course of audit.

For and on behalf of the Board of Directors

Place: Mumbai Date: 23/05/2025

Amarpal Sethi Chairman and Managing Director

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Annual Report 2024-25 I PIX TRANSMISSIONS LIMITED

ANNEXURE TO NOTICE

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ANNEXURE TO NOTICE

  1. The relative Explanatory Statement pursuant to Section 102 of the Companies Act, 2013 (“Act”) setting out material facts concerning the business under Item Nos. 5 to 9 of the Notice, is annexed hereto.

2. A MEMBER ENTITLED TO ATTEND AND VOTE IS ENTITLED TO APPOINT A PROXY TO ATTEND AND VOTE ON HIS/HER BEHALF AND THE PROXY NEED NOT BE A MEMBER OF THE COMPANY.

Pursuant to the provisions of Section 105 of the Companies Act, 2013, a person can act as a proxy on behalf of not more than fifty members and holding in aggregate not more than ten percent of the total Share Capital of the Company. Members holding more than ten percent of the total Share Capital of the Company may appoint a single person as proxy, who shall not act as a proxy for any other Member. The instrument of Proxy, in order to be effective, should be deposited at the Registered Office of the Company, duly completed and signed, not later than 48 hours before the commencement of the meeting. A Proxy Form is annexed to this Report. Proxies submitted on behalf of limited companies, societies, etc., must be supported by an appropriate resolution/authority, as applicable.

  1. Register of Members and the transfer books of the Company will remain closed from Saturday 19th July 2025 to Saturday 26th July 2025 (both days inclusive).

  2. The Company has fixed Friday, July 18, 2025 as the “Record Date” for determining entitlement of Members to final dividend for the financial year ended March 31, 2025, if approved at the AGM.

  3. Pursuant to the acquisition of Link Group by Mitsubishi UFJ Trust & Banking Corporation, accordingly the name of RTA of the Company is changed from Link Intime India Private Limited to MUFG Intime India Private Limited with effect from December 31, 2024.

  4. Pursuant to Section 101 and Section 136 of the Companies Act, 2013 read with relevant Rules made there under, Companies can serve Annual Reports and other communications through electronic mode to those Members who have registered their e-mail address either with the Company or with the Depository. Members holding shares in physical form and who have not registered their e-mail address are requested to register on https://web.in.mpms.mufg.com/EmailReg/Email_Register.html or write to M/s. Mufg Intime India Private Ltd, formerly Link Intime India Pvt. Ltd. the registrar and share transfer agent of the Company. Members holding shares in Demat form are requested to register their e-mail address with their Depository participant(s) only. In view of Ministry of Corporate Affairs(MCA) circular dated 19th September 2024 and Securities and Exchange Board of India (SEBI) circular dated 3rd October 2024, providing relaxation from sending hard copy of annual report to the shareholders who have not registered their e-mail address, the notice of the AGM along with the Annual Report 2024-25 is being sent through electronic mode to those members whose e-mail addresses are registered with the company/Depositories. Pursuant to the amended Regulation 36(1)(b) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, the Company has sent letters to shareholders who haven't registered their email addresses, providing a direct web link to access the Annual Report 202425.

  5. The Notice of AGM along with Annual Report for the financial year 2024-25, is available on the website of the Company at www.pixtrans.com, on the website of Stock Exchanges i.e. BSE Limited and National Stock Exchange of India Limited(NSE) and on the website of NSDL.

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Annual Report 2024-25 I PIX TRANSMISSIONS LIMITED

ANNEXURE TO NOTICE

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  1. Pursuant to Section 124 of the Companies Act, 2013 the unpaid dividends that are due for transfer to Investor Education and Protection Fund are as follows:
Type Date of
Declaration
For the year
ended
Due for
transfer
Final 19/09/2018 2017-18 23/11/2025
Final 24/07/2019 2018-19 28/09/2026
Final 30/09/2020 2019-20 06/11/2027
Final 18/08/2021 2020-21 22/10/2028
Final 20/07/2022 2021-22 24/09/2029
Final 19/07/2023 2022-23 23/09/2030
Final 24/07/2024 2023-24 28/09/2031

Members are requested to note that, dividends remaining unclaimed for a consecutive period of seven years from the date of transfer to Unpaid Dividend Account of the Company, are liable to be transferred to the Investor Education and Protection Fund (IEPF). The shares in respect of such unclaimed dividends are also liable to be transferred to the Demat account of the IEPF Authority. In view of this, members are requested to claim their dividends from the Company, within the stipulated timeline. The Members, whose unclaimed dividends/shares have been transferred to IEPF, may claim the same by making an online application to the IEPF Authority in web Form No. IEPF-5 available on www.iepf.gov.in.

  1. 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 uploaded the details of unpaid and unclaimed amounts lying with the Company as on 31/03/2024 on the website of the Company (www.pixtrans.com), and also filed prescribed form with the Ministry of Corporate Affairs.

  2. The Members, whose names appear in the Register of Members/list of Beneficial Owners as on Friday, 18th July 2025 i.e. the date prior to the commencement of book closure, being the cut-off date will be paid the Final Dividend for the financial year ended 31st March, 2025, as recommended by the Board, if approved at the AGM.

  3. Members holding shares in Demat form are hereby informed that bank particulars registered with their respective Depository Participant(s), with whom they maintain their Demat accounts; will be used by the Company for payment of dividend. The Company or its Registrar cannot act on any request received directly from the Members holding shares in Demat form for any change in bank particulars. Members holding shares in Demat form are requested to intimate any change in their address and/or bank mandate to their Depository Participants immediately.

  4. Pursuant to Finance Act 2020, dividend income is taxable in the hands of shareholders w.e.f. April 1, 2020. Accordingly, the Company shall be liable to deduct withholding tax (‘TDS’) as per the rates applicable to each category of shareholders. However, no tax shall be deducted on the dividend payable to resident Individuals if the total dividend to be received by them during any financial year does not exceed Rs. 10,000. The Company has provided the facility to the shareholders (liable to pay tax) to apply to the Company for non-deduction of TDS or deduction of TDS at a lower rate by providing the necessary documents to the Company. The Company will send a separate e-mail communication, informing the Members regarding the relevant procedure to be adopted by the Members to avail the non-deduction of TDS or deduction of TDS at a lower rate as per the Income Tax Act, 1961.

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Annual Report 2024-25 I PIX TRANSMISSIONS LIMITED

ANNEXURE TO NOTICE

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  1. Pursuant to Section 108 of the Companies Act, 2013, read with the relevant Rules of the Act, the Company is pleased to provide the facility of remote e-voting to Members to exercise their right to vote by electronic means. The Members, whose names appear in the Register of Members/list of Beneficial Owners as on Friday 18th July 2025 i.e. the date prior to the commencement of book closure, being the cut-off date, are entitled to vote on the Resolutions set forth in this Notice. The e-voting period will commence at 9.00 a.m. on Wednesday 23rd July 2025 and will end at 5.00 p.m. on Friday 25thJuly 2025. The Members desiring to vote through electronic mode may refer to the detailed procedure on e-voting given hereinafter.

  2. The facility of Voting through Ballot paper at meeting is also provided to those members, who have not exercised their voting right through electronic means.

  3. The members who have cast their vote by remote e-voting prior to the meeting may also attend the meeting but shall not be entitled to cast their vote again.

  4. The Board of Directors has appointed Mr. Sahib Chauhan (Membership No. 146408) practicing Chartered Accountant as the Scrutinizer to scrutinize the voting during the AGM and remote e-voting process in a fair and transparent manner.

THE INSTRUCTIONS FOR MEMBERS FOR REMOTE E-VOTING ARE AS UNDER:-

The remote e-voting period begins on Wednesday 23rd July 2025 at 09:00 A.M. and ends on Friday 25th July 2025 at 05:00 P.M. The remote e-voting module shall be disabled by NSDL for voting thereafter. The Members, whose names appear in the Register of Members / Beneficial Owners as on the record date (cut-off date) i.e. Friday 18th July 2025 may cast their vote electronically. The voting right of shareholders shall be in proportion to their share in the paid-up equity share capital of the Company as on the cut-off date, being 18th July 2025.

How do I vote electronically using NSDL e-Voting system?

The way to vote electronically on NSDL e-Voting system consists of “Two Steps” which are mentioned below:

Step 1: Access to NSDL e-Voting system

A) Login method for e-Voting for Individual shareholders holding securities in demat mode

In terms of SEBI circular 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.

Login method for Individual shareholders holding securities in demat mode is given on the next page.

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Annual Report 2024-25 I PIX TRANSMISSIONS LIMITED

ANNEXURE TO NOTICE

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Type of Shareholders

Login Method

  • Individual Shareholders 1. Existing IDeAS user can visit the e-Services website of NSDL Viz. holding securities in https://eservices.nsdl.com either on a Personal Computer or on a demat mode with NSDL. mobile. On the e-Services home page click on the “Beneficial Owner” icon un-der “Login” which is available under ‘IDeAS’ section, this will prompt you to enter your existing User ID and Password. After successful authentication, you will be able to see e-Voting services under Value add-ed 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 i.e. NSDL and you will be re-directed to e-Voting website of NSDL for casting your vote during the remote e-Voting period.

  • If you are not registered for IDeAS e-Services, option to register is available at https://eservices.nsdl.com. Se-lect “Register Online for IDeAS Portal” or click at https://eservices.nsdl.com/SecureWeb/IdeasDirectReg.jsp

  • 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’ sec-tion. A new screen will open. You will have to enter your User ID (i.e. your sixteen digit demat account number hold with NSDL), Password/OTP and a Veri-fication Code as shown on the screen. After successful authentication, you will be redirected to NSDL De-pository site wherein you can see e-Voting page. Click on company name or e-Voting service provider i.e. NSDL and you will be redirected to e-Voting website of NSDL for casting your vote during the remote e-Voting period.

  • Shareholders/Members can also download NSDL Mo-bile App “NSDL Speede” facility by scanning the QR code mentioned below for seamless voting experience.

NSDL Mobile App is available on

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  • Individual Shareholders 1. Existing users who have opted for Easi / Easiest, they can login through holding securities in their user id and password. Option will be made available to reach e- demat mode with CDSL Voting page without any further authentication. The URL for users to login to Easi / Easiest are https://web.cdslindia.com/myeasi/home/login or www.cdslindia.com and click on New System Myeasi.

  • After successful login of Easi/Easiest the user will be also able to see the E Voting Menu. The Menu will have links of e-Voting service provider i.e. NSDL . Click on NSDL to cast your vote.

  • If the user is not registered for Easi/Easiest, option to register is available at https://web.cdslindia.com/myeasi/Registration/EasiRegistration

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Annual Report 2024-25 I PIX TRANSMISSIONS LIMITED

ANNEXURE TO NOTICE

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Type of Shareholders Login Method
Individual Shareholders 4. Alternatively, the user can directly access e-Voting page by providing
holding securities in demat Account Number and PAN No. from a link in
www.cdslindia.com
demat mode with CDSL 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 provided links for the respective
ESP i.e.NSDLwhere the e-Voting is in progress.
Individual Shareholders You can also login using the login credentials of your demat account
(holding securities in through your Depository Participant registered with NSDL/CDSL for e-
demat mode) login Voting facility. upon logging in, you will be able to see e-Voting option.
through their depository Click on e-Voting option, you will be redirected to NSDL/CDSL
participants Depository site after successful authentication, wherein you can see e-
Voting feature. Click on company name or e-Voting service provider i.e.
NSDL and you will be redirected to e-Voting website of NSDL for casting
your vote during the remote e-Voting period

Important note: Members who are unable to retrieve User ID/ Password are advised to use Forget User ID and Forget Password option available at abovementioned website.

Helpdesk for Individual Shareholders holding securities in demat mode for any technical issues related to login through Depository i.e. NSDL and CDSL.

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

[email protected]
or contact at toll free
demat mode with CDSL no. 1800 2255 33

B) Login Method for e-Voting shareholders other than Individual shareholders holding securities in demat mode and shareholders holding securities in physical mode.

How to Log-in to NSDL e-Voting website?

  1. 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.

  2. Once the home page of e-Voting system is launched, click on the icon “Login” which is available under ‘Shareholder/Member’ section.

  3. A new screen will open. You will have to enter your User ID, your Password/OTP and a Verification Code as shown on the screen.

Alternatively, if you are registered for NSDL eservices i.e. IDEAS, you can log-in at https://eservices.nsdl.com/ with your existing IDEAS login. Once you log-in to NSDL eservices after using your log-in credentials, click on e-Voting and you can proceed to Step 2 i.e. Cast your vote electronically.

  1. Your User ID details are given on the next page :

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Annual Report 2024-25 I PIX TRANSMISSIONS LIMITED

ANNEXURE TO NOTICE

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Manner of holding shares
i.e. Demat (NSDL or CDSL) or Physical
Your User ID is
a) For Members who hold shares in 8 Character DP ID followed by 8 Digit Client ID
demat account with NSDL.
For example if your DP ID is IN300*** and Client ID is
12** then your user ID is IN30012*
b) For Members who hold shares in 16 Digit Beneficiary ID
demat account with CDSL. For example if your Beneficiary ID is 12**
then your user ID is 12**
c) For Members holding shares in EVEN Number followed by Folio Number registered with
Physical Form the company
For example if folio number is 001*** and EVEN is 101456
then user ID is 101456001***
  1. Password details for shareholders other than Individual shareholders are given below:

  2. a) If you are already registered for e-Voting, then you can user your existing password to login and cast your vote.

  3. b) If you are using NSDL e-Voting system for the first time, you will need to retrieve the ‘initial password’ which was communicated to you. Once you retrieve your ‘initial password’, you need to enter the ‘initial password’ and the system will force you to change your password.

  4. c) How to retrieve your ‘initial password’?

    • (i) If your email ID is registered in your demat account or with the company, your ‘initial password’ is communicated to you on your email ID. Trace the email sent to you from NSDL from your mailbox. Open the email and open the attachment i.e. a.pdf file. Open the.pdf file. The password to open the.pdf file is your 8 digit client ID for NSDL account, last 8 digits of client ID for CDSL account or folio number for shares held in physical form. The.pdf file contains your ‘User ID’ and your ‘initial password’.

    • (ii) If your email ID is not registered, please follow steps mentioned below in process for those shareholders whose email ids are not registered.

  5. If you are unable to retrieve or have not received the “ Initial password” or have forgotten your password:

  6. a) Click on “Forgot User Details/Password?” (If you are holding shares in your demat account with NSDL or CDSL) option available on www.evoting.nsdl.com.

  7. b) Physical User Reset Password?” (If you are holding shares in physical mode) option available on www.evoting.nsdl.com.

  8. c) If you are still unable to get the password by aforesaid two options, you can send a request at [email protected] mentioning your demat account number/folio number, your PAN, your name and your registered address etc.

  9. (d) Members can also use the OTP (One Time Password) based login for casting the votes on the e- Voting system of NSDL.

  10. After entering your password, tick on Agree to “Terms and Conditions” by selecting on the check box.

  11. Now, you will have to click on “Login” button.

  12. After you click on the “Login” button, Home page of e-Voting will open.

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Step 2: Cast your vote electronically on NSDL e-Voting system.

How to cast your vote electronically on NSDL e-Voting system?

  1. After successful login at Step 1, you will be able to see all the companies “EVEN” in which you are holding shares and whose voting cycle.

  2. Select “EVEN” of company for which you wish to cast your vote during the remote e-Voting period Now you are ready for e-Voting as the Voting page opens.

  3. Cast your vote by selecting appropriate options i.e. assent or dissent, verify/modify the number of shares for which you wish to cast your vote and click on “Submit” and also “Confirm” when prompted.

  4. Upon confirmation, the message “Vote cast successfully” will be displayed.

  5. You can also take the printout of the votes cast by you by clicking on the print option on the confirmation page.

  6. Once you confirm your vote on the resolution, you will not be allowed to modify your vote.

General Guidelines for shareholders

  1. Institutional shareholders (i.e. other than individuals, HUF, NRI etc.) are required to send scanned copy (PDF/JPG Format) of the relevant Board Resolution/ Authority letter etc. with attested specimen signature of the duly authorized signatory(ies) who are authorized to vote, to the Scrutinizer by e-mail to [email protected] with a copy marked to [email protected].

  2. It is strongly recommended not to share your password with any other person and take utmost care to keep your password confidential. Login to the e-voting website will be disabled upon five unsuccessful attempts to key in the correct password. In such an event, you will need to go through the “Forgot User Details/Password?” or “Physical User Reset Password?” option available on www.evoting.nsdl.com to reset the password.

  3. In case of any queries, you may refer the Frequently Asked Questions (FAQs) for Shareholders and e- voting user manual for Shareholders available at the download section of www.evoting.nsdl.com or call on 022-48867000 and 022-24997000 or send a request to Mr. Sukesh Shetty at [email protected]

Process for those shareholders whose email ids are not registered with the depositories/ company for procuring user id and password and registration of e mail ids for e-voting for the resolutions set out in this notice:

  • i. In case shares are held in physical mode please provide 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 [email protected]

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  • ii. In case shares are held in demat mode, please provide DPID-CLID (16 digit DPID + CLID or 16 digit beneficiary ID), Name, client master or copy of Consolidated Account statement, PAN (self attested scanned copy of PAN card), AADHAR (self attested scanned copy of Aadhar Card) to to [email protected]. If you are an Individual shareholders holding securities in demat mode, you are requested to refer to the login method explained at step 1 (A) i.e. Login method for e-Voting for Individual share-holders holding securities in demat mode.

  • iii. Alternatively shareholder/members may send a request to [email protected] for pro-curing user id and password for e-voting by providing above mentioned documents.

  • iv. In terms of SEBI circular 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 required to update their mobile number and email ID correctly in their demat account in order to access e-Voting facility.

  • Members holding shares in physical form are requested to intimate any change of address and/or bank mandate to M/s. Mufg Intime India Private Limited, formerly Link Intime India Pvt. Ltd. the registrar and share transfer agent of the Company immediately.

  • SEBI vide Circular Nos. SEBI/HO/OIAE/OIAE_IAD-1/P/CIR/2023/131 dated July 31, 2023, and SEBI/HO/OIAE/OIAE_IAD-1/P/CIR/2023/135 dated August 4, 2023, read with Master Circular No. SEBI/HO/ OIAE/OIAE_IAD1/P/ CIR/2023/145 dated July 31, 2023 (updated as on August 11, 2023), has established a common Online dispute Resolution Portal (“ODR Portal”) for resolution of disputes arising in the Indian Securities Market.Pursuant to above-mentioned circulars, post exhausting the option to resolve their grievances with the RTA/Company directly and through existing SCORES platform,the investors can initiate dispute resolution through the ODR Portal at https://smartodr.in/login

  • Members seeking any information with regard to the accounts or any matter to be placed at the AGM, are requested to write to the Company or e-mail at [email protected] at least one week in advance before the meeting, so as to enable the management to keep the information ready.

  • The route map showing directions to reach the venue of the Forty third AGM is annexed with attendance slip.

  • The results declared along with the Scrutinizer’s Report shall be placed on the website of the Company www.pixtrans.com and on the website of NSDL www.evotingindia.com. The results will also be communicated to National Stock Exchange of India Ltd (NSE) and BSE Lmited, where the shares of the Company are listed.

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  1. Additional information on directors recommended for appointment/ re-appointment as required under Regulation 36 of the SEBI (LODR) Regulation, 2015
**Sr. No. ** Name of
Director
Mr. Amarpal
Sethi
Mr. Sonepal
Sethi
Mrs. Abhilasha
Hattangdi
Mr. Amit Lala Mr. Thakur G.
Hotchandani
1 DIN 00129462 00129276 09782680 08833642 00578526
2 Brief Resume Mr. Amarpal Mr. Sonepal Dr. Abhilasha Mr. Amit Lala, 43, Mr. Thakur G
of the Director Sethi, I.sc, aged Sethi, B.Sc. Grad Hattangdi, 74, is is Bachelor of Hotchandani
74 years with PRI (UK) aged 59 M.B.B.S & MD Science in aged 51 is a
more than Fifty- years with more from Grant Business from member of the
four years than Thirty seven Medical Kelley School of Institute of
manufacturing years working College,Mumbai Business, Indiana Chartered
experience and experience in affiliated to University, he has Accountants of
expertise in the professionally Maharashtra also done MBA India (ICAI) since
field of managed University of from London 1997, brings 27
mechanical company Health Sciences, Business School years of extensive
power engaged in Nasik, she is self- in 2016. He has experience across
transmissions. He automobile employed and experience as an various facets of
has been industry. He has has been investment the accounting
instrumental in successfully and practicing for the banker in US, UK and audit
setting vision for in sustained way past 45 years. Her and Hong Kong profession. He
the Company and contributed deep knowledge from 2013-2016. has been
creating the significantly and instrumental in
necessary towards understanding of designing
infrastructure to improvement and the service management
achieve the same. growth of the industry has accounting and
company. helped the control systems
Company in for various
enhancing its organizations.
investor relations
efforts and
bolster its
corporate
compliances
3 Expertise in Sales & Business Sales & Administration Finance Banking &
specific Development Procurement Taxation
functional area
4 Shareholding 1033029 equity 1520700 equity Nil Nil Nil
in the shares shares
Company
(including
shareholding
as a
beneficial
owner)
5 Directorships Nil Nil Nil Nil M/s TGH Process
held in other Solutions Pvt. Ltd.
bodies
corporate as at
date of
this notice.

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

Sr. No. Name of Mr. Amarpal Mr. Sonepal Mrs. Abhilasha Mr. Thakur G.
Mr. Amit Lala
Director Sethi Sethi Hattangdi Hotchandani
6 Membership / Nil Nil Nil Nil Nil
Chairmanships
of committees
of other
companies as
at date of this
notice.
7 Inter se Mr. Amarpal Sethi Mr. Sonepal Sethi Not related Not related Not related
relationship is relative of Mr. is relative of Mr.
with other Karanpal Sethi, Sukhpal Singh
Directors and Mr. Rishipal Sethi, Sethi, Mr.
Key Mr. Sukhpal Singh Amarpal Sethi,
Managerial Sethi and Mr. Mr. Rishipal
Personnel Sonepal Sethi, Sethi and
who are Whole Mr.Karanpal
Time Directors of Sethi, who are
the Company. Whole Time
Directors of the
Company.
----- End of picture text -----

EXPLANATORY STATEMENT IN PURSUANCE TO THE PROVISION OF SECTION 102 OF THE COMPANIES ACT 2013

The following explanatory statement sets out all material facts concerning each item of special business of the accompanying notice of the Annual General Meeting to be held on 26th July 2025.

ITEM NO. 5 APPOINTMENT OF M/S Z.M. SHAIKH & ASSOCIATES, PRACTICING COMPANY SECRETARIES, AS SECRETARIAL AUDITORS OF THE COMPANY FOR A CONSECUTIVE TERM OF 5 YEARS :

The Securities and Exchange Board of India (“SEBI”),through a notification dated 12th December, 2024,introduced the SEBI (Listing Obligations and Disclosure Requirements) (Third Amendment) Regulations, 2024 (“Listing Regulations”), thereby amending the existing Listing Regulations. As per the amendment, every listed company is required to appoint either an individual for not more than one term of five consecutive years or a Secretarial Audit firm for not more than two terms of five consecutive years as Secretarial Auditors in its Annual General Meeting.

Accordingly, the Board of Directors of the Company (“the Board”) at their meeting held on 23rd May,2025, considering the experience and expertise and on the recommendation of the Audit Committee, has recommended for the approval of the Members of the Company, appointment of M/S Z.M. SHAIKH & ASSOCIATES, PRACTICING COMPANY SECRETARIES, (Firm Registration No.: S2015MH298100), as the Secretarial Auditor of the Company, for a period of Five (5) consecutive years commencing from Financial Year 2025-26 till Financial Year 2029-30 at such remuneration as shall be fixed by the Board of Directors of the Company.

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Brief Profile of M/S Z.M. SHAIKH & ASSOCIATES, PRACTICING COMPANY SECRETARIES:

Mr. Zaheer Shaikh is a proprietor of M/s Z. M. Shaikh & Associates, Company Secretaries which is providing specialized professional services in the secretarial and legal field. The services are aimed at not only immediate but the long term business needs as well.

The firm is well equipped possessing fully computerized and technologically up to date communication systems to accelerate growth and provide accuracy. The business is diversified in various fields of strategic alliance and networking with fellow professional Companies to speed-up the services for the valuable clients.

The Board considered the appointment of M/s Z. M. Shaikh & Associates, Company Secretaries as Secretarial Auditor due to their proven expertise in corporate legal advisory, particularly in SEBI regulations and compliance management. The firm’s deep understanding of regulatory frameworks, combined with its leadership under CS Zaheer Shaikh makes it well-positioned to conduct a thorough and value-driven Secretarial Audit.

M/s. Z. M. Shaikh & Associates were also appointed as the Secretarial Auditors of the Company for the Financial Year 2024-25. Due to their proven ability to deliver insightful, compliance focused Secretarial Audits backed by deep regulatory expertise and sectoral experience they are best suited for the Company as Secretarial Auditors.

M/s. Z. M. Shaikh & Associates have given their consent to act as the Secretarial Auditors of the Company and have confirmed that the said appointment, if made, will be in accordance with the conditions prescribed under Sections 204 of the Companies Act, 2013 (“the Act”)and the Listing Regulations.

None of the Directors and/ or Key Managerial Personnel of the Company and/or their respective relatives are concerned or interested either directly or indirectly, except to the extent of their respective shareholding in the Company, if any, in the Resolution mentioned at Item No. 5 of the Notice.

The Board, recommends passing of this Ordinary Resolutions as set out at Item No. 5 of this Notice, for your approval.

ITEM NO 6 : TO APPROVE CONTINUATION OF DIRECTORSHIP OF MRS. ABHILASHA HATTANGDI (DIN 09782680) AS NON-EXECUTIVE INDEPENDENT DIRECTOR BEYOND THE AGE OF 75 YEARS IN HER CURRENT TENURE.

Mrs. Abhilasha Hattangdi (DIN 09782680) was appointed as a Non-Executive Independent Director of the Company in terms of Section 149, 152 read with Schedule IV and other applicable provisions of the Companies Act, 2013 (‘the Act’) for a period of five years effective from November 11, 2022 to November 10, 2027 by the Members of the Company through postal ballot conducted from December 22, 2022 to January 23, 2023.

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In accordance with Regulation 17 (1A) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (hereinafter referred to as “SEBI Listing Regulations”) no listed entity shall appoint a person or continue the Directorship of any person as a Non-Executive Director who has attained the age of seventy-five years unless a special resolution is passed to that effect.

As Mrs. Abhilasha Hattangdi (DIN 09782680), will be attaining age of Seventy-five (75) years by January 31, 2026, hence in order to comply with the provision of Regulation 17 (1A) of the “SEBI Listing Regulations”, prior approval of shareholders by way of a Special Resolution is sought for continuation of directorship of Mrs. Abhilasha Hattangdi (DIN 09782680), as the Non-Executive and Independent Director of the Company.

Nomination & Remuneration Committee at its meeting held on May 23, 2025, has recommended the continuation of Directorship of Mrs. Abhilasha Hattangdi (DIN 09782680), as non-executive Independent Director, beyond the age of 75 years in her current tenure.

Considering the vast knowledge, acumen, expertise and performance of Mrs. Abhilasha Hattangdi (DIN 09782680), the Board of Directors is of the opinion that her continued association would be of immense benefit to the Company.

Mrs. Abhilasha Hattangdi (DIN 09782680), continues to qualify to the criteria of independence as provided in Section 149(6) of the Companies Act, 2013 read with rules framed thereunder and Regulation 16(1)(b) of the (“SEBI Listing Regulations”).

Other than Mrs. Abhilasha Hattangdi (DIN 09782680), none of the directors and/or key managerial personnel of the Company and their relatives, are concerned or interested, financially or otherwise, in said resolution, except to the extent of their respective shareholding, if any, in the Company.

Mrs. Abhilasha Hattangdi (DIN 09782680), is not disqualified from being appointed as Director in terms of Section 164 of the Act and also not debarred from holding the office of director by virtue of any SEBI order or any other such authority.

The Board recommends passing of resolution as set forth in this Notice at Item No. 6 for approval of members by way of Special Resolution.

ITEM NO 7 : TO APPROVE RE-APPOINTMENT OF MR. AMIT LALA (DIN 08833642) AS NON-EXECUTIVE INDEPENDENT DIRECTOR FOR A SECOND AND FINAL TERM OF FIVE YEARS.

Mr. Amit Lala (DIN 08833642), was appointed as a Non-Executive Independent Director of the Company in terms of Section 149, 152 read with Schedule IV and other applicable provisions of the Companies Act, 2013 (‘the Act’) for a period of five years effective from September 30, 2020 to September 29, 2025 by the Members of the Company at 38th Annual General Meeting held on September 30, 2020.

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As per Section 149(10) of the Act, an Independent Director shall hold office for a term of up to five consecutive years on the Board of a Company, but shall be eligible for re-appointment on passing a special resolution by the Company for another term of five consecutive years.

Based on recommendation of Nomination and Remuneration Committee and in terms of the provisions of Sections 149, 150, 152 read with Schedule IV and any other applicable provisions of the Act and Regulations 16 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, Mr. Amit Lala (DIN 08833642), being eligible for re-appointment as an Independent Director and offering himself for reappointment, is proposed to be re-appointed as an Independent Director for second term of five consecutive years from 30th September, 2025 to 29th September, 2030.

The Company has received declaration from him stating that he meets the criteria of Independence as prescribed under sub-section (6) of Section 149 of the Companies Act, 2013 and Regulation16(1)(b) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015. He has also given his consent to continue to act as Director of the Company, if so appointed by the members.

Mr. Amit Lala (DIN 08833642), is not disqualified from being re-appointed as Director in terms of Section 164 of the Act and also not debarred from holding the office of director by virtue of any SEBI order or any other such authority.

Considering the vast knowledge, acumen, expertise and performance of Mr. Amit Lala (DIN 08833642), the Board of Directors is of the opinion that his continued association would be of immense benefit to the Company.

Other than Mr. Amit Lala (DIN 08833642), none of the directors and/or key managerial personnel of the Company and their relatives, are concerned or interested, financially or otherwise, in said resolution, except to the extent of their respective shareholding, if any, in the Company.

The Board recommends passing of resolution as set forth in this Notice at Item No. 7 for approval of members by way of Special Resolution.

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ITEM NO. 8 TO APPROVE APPOINTMENT OF MR. THAKUR G HOTCHANDANI AS INDEPENDENT DIRECTOR

The Board of Directors, on the recommendation of Nomination and Remuneration Committee, appointed Mr. Thakur G Hotchandani (DIN 00578526) as an Independent Director of the Company, with effect from 23rd September, 2025 subject to the approval of Members and any other approval as may be required from time to time.

The Company has received declaration from him stating that he meets the criteria of Independence as prescribed under sub-section (6) of Section 149 of the Companies Act, 2013 and Regulation16(1)(b) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015. He has also given his consent to act as Director of the Company, if so appointed by the members. He is not disqualified from being appointed as Director in terms of Section 164 of the Companies Act, 2013, as amended from time to time.

In the opinion of the Board, Mr. Thakur G Hotchandani (DIN 00578526) fulfils the conditions specified in the Companies Act, 2013, rules made there under and Listing Regulations for appointment as an Independent Director and he is independent of management.

Considering the vast knowledge and expertise of Mr. Thakur G Hotchandani (DIN 00578526) in the field of accounting, taxation, banking and finance, the Board recommends his appointment as an Independent Director for first term of five (5) consecutive years effective from 23rd September, 2025.

Brief profile of Mr. Thakur G Hotchandani (DIN 00578526) is provided as under :

Particulars Details
Name Mr. Thakur G Hotchandani
DIN 00578526
Educational qualification & Experience. Chartered Accountant, 27 years
Directorship held in other Companies TGH Process Solutions Pvt Ltd
Membership/chairmanship of committee in other Nil
companies
No. of Shares held in the company Nil
Disclosure of Relationship between directors Not applicable
inter-se
Skills and Capabilities required for the role and Mr. Thakur G Hotchandani has necessary skills in
the manner in which such requirements are met. the areas of Finance, Accounting, Banking &
Taxation.

Except, Mr. Thakur G Hotchandani (DIN 00578526) being an appointee, none of the Directors or Key Managerial Personnel of the Company or their relatives is concerned or interested, financially or otherwise, in the resolution as set out in the Notice.

The Board of Directors based on the recommendations of the Nomination and remuneration Committee considers the appointment of Mr. Thakur G Hotchandani (DIN 00578526) as an Independent Director in the interest of the Company and recommends the Special Resolution as set out in the Notice for approval of Members.

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ITEM NO. 9 : Remuneration of Cost Auditors :

The Board of Directors at its meeting held on 23rd May 2025, on recommendation of the Audit Committee, has approved the appointment of M/s Manisha & Co, Cost Accountants, Nagpur, to conduct the audit of the cost records maintained by the company for the financial year 2025-26 at a remuneration of Rs 75,000/(Rupees Seventy Five Thousand only) plus applicable taxes and reimbursement of out of pocket expenses incurred by them during the course of audit.

In accordance with the provisions of Section 148 of the Companies Act, 2013 read with the Companies (Audit and Auditors) Rules, 2014, the remuneration payable to the cost Auditors has to be ratified by the members of the company.

Accordingly, consent of the members is sought for passing an ordinary resolution as set out in item no 9 of the Notice for ratification of the remuneration payable to the Cost Auditors for the financial year 2025-26.

For and on behalf of the Board of Directors

Place:Mumbai Date: 23/05/2025

Amarpal Sethi Chairman and Managing Director

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CHAIRMAN’S LETTER

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Dear Valued Shareholders,

I wish I were writing this letter under far more congenial circumstances. In my over five decades of working experience, I have yet to witness more volatility and uncertainty than at present.

In 2025, not only are we plagued with wars spanning geographies but the tariff-wars have added a whole new dimension to how countries will trade with each other in the times to come. We seem to be moving from an era of globalization to deglobalization/protectionism, and whilst this poses several challenges in terms of trade, it also provides opportunities for our great nation to capitalize on our inherent strengths.

The Reserve Bank of India has provided the necessary impetus by reducing the key lending rate by 100 bps thus far in order to kickstart economic activity. We continue to retain our position as the world’s fastest growing major economy with GDP growth pegged at 6.3% in FY 2025-26. With benign inflation, robust foreign exchange reserves and increasing use of INR to settle imports, all leading indicators point to a period of domestic stability.

In terms of your Company’s performance during FY 2024-25, I’m pleased to report that we achieved many “firsts” during this period – key highlights as follows:

  • Consolidated turnover exceeding 600 crores

  • Net worth of over 500 crores

  • Debt at exceedingly low levels

  • Investments and bank balances at an all-time high

  • Dividend declared of Rs. 9 per share (90%)

Moreover, we will shortly be embarking upon our solar power project which is a testament to our commitment to sustainability. We strongly believe that in the times to come, a Company’s sustainability initiatives/rating will be a key differentiator among its peer group and it’s our commitment to be at the forefront of this movement.

Whilst there are challenges that lie ahead, we believe that the initiatives undertaken by us over the past few years will hold us in good stead to not only withstand but thrive in these circumstances.

On behalf of the Board of Directors of the company, I want to thank you for your unwavering support and encouragement.

Yours Sincerely,

Amarpal Sethi

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Annual Report 2024-25 I PIX TRANSMISSIONS LIMITED

DIRECTORS' REPORT

Dear Members,

The Directors are pleased to present the Forty third Annual Report and the Audited Statement of Accounts for the year ended 31st March 2025, together with notice of Annual General Meeting.

Financial Results

Given below is the financial performance of the Audited Accounts for the year ended 31st March 2025:

(`in lacs)
Particulars As on
31.03.25
As on
31.03.24
Sales (Net — Excise) 55,207.16 45,478.86
Other income 1,774.35 1,874.92
Total Income 56,981.51 47,353.78
Profit before Dep. & 16,830.18 13,168.14
Finance cost
Less: Depreciation 2,306.11 2,249.15
Less; Finance Cost 360.57 476.63
Profit before tax 14,163.50 10,442.36
Exceptional Items 0.00 0.00
Less : Provision for taxation
a) Current year 3,623.92 2,354.89
b) Deferred Tax Liability 2.61 166.44
Profit after Tax 10,536.97 7,921.03
Less :
Equity Dividend 953.76 817.51
Tax on Dividend 0.00 0.00
Total Dividend 953.76 817.51
Balance Profit after 9,583.21 7,103.52
appropriation

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business of PIX Products in the market of Middle East Countries.

2. PIX Germany GmbH, Germany

  • PIX Germany GmbH, Germany is subsidiary of PIX Transmissions Europe Limited incorporated to carry on business of PIX Products and other products in the market of European Countries.

As required under the listing Agreement entered into with stock exchange, consolidated financial statement of the company and all its subsidiaries is attached. The consolidated financial statement has been prepared in accordance with Accounting Standard (AS)-21 on Consolidated Financial Statements.

A statement containing brief financial details of the company’s subsidiaries for the financial year ended 31st March 2025 is included in the Annual Report and shown as ANNEXURE 1 .

DIVIDEND ON EQUITY SHARE:

The Board recommends a dividend of Rs 9.00 per equity share of face value of Rs 10/- each on the subscribed Capital of the company for the financial year 2024-25 subject to approval of the shareholders.

The dividend distribution policy of the company is available on the website of the Company at https://www.pixtrans.com/investors/investor PDF/Policies/Dividend_distribution_policy.pdf

DIRECTORS’ RESPONSIBILITY STATEMENT:

Pursuant to section 134(5) of the Companies Act, 2013, The Board of Directors report that:

SUBSIDIARIES:

1. PIX Middle East FZC, UAE

PIX Middle East FZC incorporated to carry on business of PIX Products in the market of Middle East Countries.

  • I) In the preparation of the annual accounts for the year ended March, 31, 2025, the applicable Accounting Standards read with requirements set out under Schedule III of the Act, have been followed and there are no material departures from the same;

2. PIX Transmissions Europe Limited, U.K.

  • PIX Transmissions Europe Limited incorporated to carry on business of PIX Products and other products in the market of European countries.

FELLOW SUBSIDIARIES:

1. PIX Middle East Trading LLC, UAE

PIX Middle East Trading LLC, UAE is subsidiary of PIX Middle East FZC established to carry on

  • ii)Directors have selected such accounting policies and applied them consistently and made judgments and estimates that are reasonable and prudent so as to give a true and fair view of the state of affairs of the company as at March, 31 2025 and of the Profit or Loss Account for the year ended on that date.

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Annual Report 2024-25 I PIX TRANSMISSIONS LIMITED

DIRECTORS' REPORT

  • iii) The Directors have taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of the Companies Act, 2013, for safeguarding the assets of the company and for preventing and detecting fraud and other irregularities;

  • iv) The Directors have prepared the Annual Accounts on a going concern basis;

  • v) The Directors have laid down internal financial control to be followed by the company and that such internal financial controls are adequate and are operating effectively; and

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

Based on the framework of internal financial controls and compliance systems established and maintained by the Company, work performed by the internal, statutory and secretarial auditors and external consultants and the reviews performed by management and the relevant board committees, including the audit committee the board is of the opinion that the company’s internal financial controls were adequate and effective during the financial year 2024-25.

PUBLIC DEPOSITS

The Company has not invited and accepted deposits from the public during the financial year ended 31st March 2025.

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DIRECTORS AND KEY MANAGERIAL PERSONNEL

In pursuance to the provisions of Companies Act 2013 and Articles of Association of the company Mr. Amarpal Sethi and Mr. Sonepal Sethil retire by rotation and being eligible offer themselves for re-appointment.The notice convening the AGM includes the proposal for their re-appointment of Directors.

During the year under review Mr. Suresh Bandi, Mr. M H Azad and Mr. Sandeep Prajapati were appointed as Independent Directors to fill the vacancy created on account of retirement of, Mr. Mohammed Adil Ansari, Mr. Pradeep Havnur and Mr. Nigel Savio Lobo as Independent Directors.

During the year under review Mr. Jose Jacob was re-appointed as Independent Director for final term of 5 years.

The company has devised a policy for the performance evaluation of Independent directors, Board committees and other individual directors which include criteria for performance evaluation of non-executive directors and executive directors. The manner in which the evaluation is carried out has been explained in the Corporate Governance Report.

MEETING OF THE BOARD

During the year under review Five Board Meetings were held. The intervening gap between the meetings was within the period prescribed under the Companies Act, 2013. For further details please refer to Corporate Governance Report attached to this Annual Report .

INSURANCE

The assets of the Company are adequately insured against the risk of fire and other risks.

PARTICULARS OF EMPLOYEES

Under the provision of Section 197(12) of the Companies Act, 2013 read with Rule 5(2) and 5 (3) of the Companies (Appointment and Remuneration of Managerial Personnel), 2014 read with Companies (Particulars of Employees) Rules, 2014, a statement showing the names and other particulars of the employees drawing remuneration in excess of the limits set out in the said rules is provided in the Annual Report as shown as ANNEXURE 2.

MEETINGS OF THE BOARD COMMITTEES

The Board of Directors of the Company constituted the following Committees to focus on specific areas and make informed decisions in the best interests of the Company within the law:

  1. Audit Committee

  2. Nomination and Remuneration Committee

  3. Stakeholders Relationship Committee

  4. Corporate Social Responsibility & Governance Committee

  5. Risk Management Committee

The details of the composition of the said Committee(s), their terms of reference, meetings held and attendance of the Committee members,

21

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DIRECTORS' REPORT

during the financial year 2024-25 are provided in the Corporate Governance Report, which forms an integral part of this report.

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

VIGIL MECHANISM

The Company has adopted a Whistle Blower Policy establishing vigil mechanism to deal with any fraud, irregularities or mismanagement within the company.

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

During the year under review, no complaint was received under Vigil Mechanism.

The Whistleblower Policy is available on the w e b s i t e o f t h e C o m p a n y a t https://www.pixtrans.com/investors/policies.ph p

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TRANSACTION

All related party transactions that were entered into during the financial year were on arm’s length basis and were in the ordinary course of the business. There are no materially significant related party transactions made by the company with Promoters, Key Managerial Personnel or other designated persons which may have potential conflict with interest of the company at large. The particulars of such related party transactions are annexed herewith as Annexure-3.

CORPORATE SOCIAL RESPONSIBILITY (CSR)

In terms of section 135 and Schedule VII of the Companies Act, 2013, the Board of Directors of your Company has constituted a CSR Committee comprising Mr. Rishipal Sethi (Chairman), Mr. Joe Paul (Whole-time Director) and Dr. Aqueel A Mulla (Independent Director) as other members of the committee.

The Company has undertaken CSR initiatives in areas of Education and Health which are projects in accordance with Schedule VII of the Companies Act, 2013.

BOARD EVALUATION

The Board of Directors has carried out an annual evaluation of its own performance, Board Committees and individual directors pursuant to the provision of Act and the Corporate Governance requirement as prescribed by Securities and Exchange Board of India (SEBI) under Regulation 27 of the SEBI (Listing Obligation and Disclosure Requirements), Regulations, 2015. The performance of Board was evaluated by the Board after seeking inputs from all directors on the basis of criteria such as Board Composition & Structure, Effectiveness of Board Process, Information, and functioning, etc.

In a separate meeting of Independent directors’ performance of Executive Directors, performance of the Board as whole and performance of Chairman was evaluated, taking into account the views of executive directors and non-executive Directors.

LOANS, GUARANTEES AND INVESTMENTS

Details of Loans, Guarantees and Investments covered under the provisions of Section 186 of the Companies Act, 2013 are given in the notes to the Financial Statements. RELATED PARTY

A detailed report on CSR activities undertaken during the financial year 2024-25 is enclosed as ANNEXURE - 4.

The CSR Policy recommended by CSR committee and approved by the Board has been uploaded on t h e w e b s i t e o f t h e C o m p a n y a t https://www.pixtrans.com/investors/investorPD F/Policies/CSR.pdf

WEB LINK OF ANNUAL RETURN

The annual return of the Company under the Companies Act, 2013 is placed on the Company’s website at

https://www.pixtrans.com/investors/investorPD F/Annual_Return/2023-

24/Form_MGT_7_2024_signed.pdf

STATUTORY AUDITOR

Members of the company at the 41st Annual General Meeting has approved the appointment of M/s SGCO & CO.LLP, Chartered Accountants (ICAI Firm Registration No 112081W/W100184) as the Statutory Auditors of the Company for a period of five years from the conclusion of 41st AGM till the conclusion of the 46th AGM.

22

Annual Report 2024-25 I PIX TRANSMISSIONS LIMITED

DIRECTORS' REPORT

AUDITORS’ REPORT

There are no qualifications, observations or adverse remarks in the Audit Report issued by the Statutory Auditors of the company for the financial year ended March 31, 2025. The notes forming part of the accounts are self explanatory and do not call for any further clarifications.

COST AUDITOR

Pursuant to the provision of Section 148 of the Companies Act, 2013 read with Companies (Cost Records and Audit) Rules 2014, the Board of Directors on recommendation of Audit Committee has appointed M/s. Manisha & Associates, Cost Accountants, as cost auditors of the Company to carry out the audit of cost accounting records for the financial year 2025-26. Proposal for ratification of remuneration of the Cost Auditor is placed before the shareholders.

REPORT ON INTERNAL FINANCIAL CONTROL

The Report on Internal Financial Control as required under clause(I) of sub-section 3 of section 143 of the Companies Act 2013 has been attached along with Auditor’s Report.

SECRETARIAL AUDITOR

Pursuant to provisions of section 204 of the Companies Act, 2013 and The Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 the company has appointed M/s Z. M. Shaikh & Associates practicing company secretaries to undertake the Secretarial Audit of the Company for the financial year 2024-25. The Secretarial Audit Report submitted by the Secretarial Auditors is enclosed herewith as a part of this report and shown as ANNEXURE –5

RISK MANAGEMENT

The Board of Directors of the company has formed a Risk Management Committee to frame, implement and monitor the Risk Management Plan for the company. The committee is responsible for reviewing the Risk Management Plan and ensuring its effectiveness. The Committee has additional oversight in the area of financial risks and controls. Major risks identified by the businesses and functions are systematically addressed through mitigating action on a continuing basis. The development

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and implementation of Risk Management Policy has been covered in the Management Discussions and Analysis, which forms part of this report.

REMUNERATION RATIO OF THE DIRECTORS/KEY MANAGERIAL PERSONNEL (KMP)/EMPLOYEES.

The information required pursuant to Section 197 read with Rule 5(1) of The Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 and Companies (Particulars of Employees) Rules, 1975, in respect of Directors/KMP of the Company is furnished hereunder:

hereunder:
(`in lacs)
Remun- Remu- Increase Ratio of
eration neration
in remu-
remuneration
Name & Designation paid FY
2024-25
paid FY
2023-24
neration
from

/Times per
Median of
previous
employee
year remuneration
Amarpal Sethi 234.39 180.31 54.08 35.95
Sonepal Sethi 220.51 169.60 50.91 33.82
Rishipal Sethi 220.51 169.60 50.91 33.82
Sukhpal Singh Sethi 220.51 169.60 50.91 33.82
Karanpal Sethi 211.09 162.40 48.69 32.37
Joe Paul 151.97 116.96 35.01 23.31
Shirley Paul 150.40 115.68 34.72 23.07

CONSERVATION OF ENERGY AND TECHNOLOGY ABSORPTION

Conservation of energy:

Company is always looking towards every step in the direction of conservation of energy. Supply of better quality water and reduction of consumption of water, steam, fuel and electricity have improved consumption ratio with respect to per ton of finished product, thereby conserving energy.

The Major sources of energy in the company are: 1. Fuel /Steam

  1. Electricity

  2. Water

1.0 Conservation of steam

1.1 Fuel change from furnace oil to Biomass briquette by replacing the steam boilers from furnace oil fired Boiler to solid fuel Boiler has reduced the consumption of fuel.

1.2 Automation of the belt curing pots has optimized the steam utilization, controlled on steam wastage which has resulted to saving of steam consumption.

23

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DIRECTORS' REPORT

1.3 Use of solid fuel adhesive has reduced the consumption of Biomass briquette fuel.

1.4 Waste heat recovery systems have been introduced in pot and press section. The waste heat is utilized for pre-heating of boiler feed water optimized the steam utilization, controlled on steam wastage which has resulted to saving of steam consumption.

1.5 Reuse of condensate has reduced the consumption of fuel.

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chilling plants and old process machineries has been replaced by energy efficient screw type air compressors / chilling plants and new automated process machineries which has reduced electricity consumption significantly.

2.6 Optimum utilization of compressed air & chilled water, control on wastage & leakages and maintaining proper insulation has contributed to saving of compressed air & chilled water, which has resulted to saving of electricity.

3.0 Conservation of water

1.6 Heating of water by using flash steam in process area has reduced the steam consumption.

1.7 Reduction in fuel consumption by use of good quality water for boiler feed & regular cleaning & maintenance of boilers.

1.8 Optimum utilization of steam, control on wastage & leakages of steam and maintaining proper insulation has contributed to saving of steam consumption.

1.9 The manufacturing plant incorporates the most advanced and next gen advanced Air curing pots on High pressure air thereby resulted in Steam consumption Volume.

2.0 Conservation of electricity

2.1 Installation of natural sky lights sheets on plant builds resulted in saving of electricity in daytime.

2.2 Installation of Natural Day light Domes on Sheds resulted in saving of electricity in day time.

2.3 Provision of Special grade Insulation below roof and sides resulted in drop in temperatures, thereby reducing Air Coolers and Air conditioners Electrical consumption.

2.4 Installations of Turbo- Ventilators (Self draft driven), has added savings in consumption.

2.5 Old reciprocating type air compressors /

3.1 By setting up a new sewage treatment plant & new effluent treatment plant, treated water is used for gardening, floor washing, toilets etc which resulted in reduction of fresh water consumption.

3.2 Installation of cooling towers for recirculation of water used for machines cooling, conserve the ample quantity of fresh water.

3.3 Use of reverse osmosis plant & water softening plant for treating of raw water, helps to reduce feed water consumption in boiler, increases the life of process machineries and provide good quality of drinking water.

3.4 Collection of maximum amount of steam condensate, reduce the feed water consumption in Boilers.

3.5 Reuse of waste water of RO plant for washroom resulted in reduction of water consumption.

3.6 Execution of rain water harvesting systems, which help to increase Ground water table in surrounding area and conserve the water.

As a result to above energy conservation measures; Cost of fuel, Electricity and water per ton of goods production has reduced considerably and made consequent impact on the cost of finished goods.

The disclosure of particulars with respect to

24

Annual Report 2024-25 I PIX TRANSMISSIONS LIMITED

DIRECTORS' REPORT

conservation of energy is attached to the Directors' Report as ANNEXURE-6

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cultivate, maintain and increase a company's market share by satisfying the consumer ongoing demand.

A. Technology absorption

Updation of Technology is a continuous process, technology absorption are adapted and implemented by the Company for innovation. Efforts are continuously made to develop new products required in the Rubber Industry.

The Company has State of the Art facilities & rich experienced, multi skilled subject matter experts capable for validating and verifying the entire product range of Belts and Allied Products that the organization has in its range and proposes to innovate.

B. Foreign exchange earnings & outgo

Particulars regarding foreign exchange earnings and outgo are prrovided in notes of the Audited Account. The Company has retained its status as net foreign exchange earner. The particulars of conservation of energy, technology absorption and foreign exchange and outgo as required under the Companies (Accounts) Rules, 2014 is given in the annexure to this report and shown as ANNEXURE-6.

Environmental Policy

The Company follows environment policy of sustainable growth with minimum pollution and taking green initiatives to improve environment in all its production processes.

Design & Development /testing Laboratory

“Research is to see what everybody else has seen, and to think what nobody else has thought”

The strength of the company lies in the introduction of new products through robust design, development, dynamic & static validation.

The Research & Development department is responsible for development of new product as per customer need and expectation & specific requirements.

Product development is a series of steps that includes the conceptualization, basic & applied research, reverse engineering and market analysis.

CAPEX PROJECT- SOLAR POWER PLANT

During the year under review company has approved the Capital Expenditure project for installation of 9.3 MW captive solar power plant at an estimated cost of Rs 30 Crores.

This project will help the company to mitigate electricity costs and harness sustainable energy sources, electricity generated at the solar power plant will be utilised towards real time and banking settlement of electricity units consumed at our manufacturing plants located in Nagpur.

In addition to the immediate benefits of operational cost-savings, the solar power plant installation underscores company’s commitment to build a sustainable and eco-friendly manufacturing plant.

Sexual Harassment of Women at Workplace;

During the year under review, there were no cases reported pursuant to the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013.

Acknowledgment

The Directors wish to place on record their appreciation towards all associates including Customers, Collaborators, Government Agencies, Financial Institutions, Bankers, Suppliers, Shareholders, Employees and others who have reposed their confidence in the Company.

The objective of product development is to

For and on behalf of the Board of Directors

Place:Mumbai Date: 23/05/2025

Amarpal Sethi Chairman and Managing Director

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Annual Report 2024-25 I PIX TRANSMISSIONS LIMITED

ANNEXURE TO DIRECTOR’S REPORT

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ANNEXURE 1 Form AOC-I

(Pursuant to first proviso to sub-section (3) of section 129 read with rule 5 of Companies (Accounts) Rules, 2014)Statement containing salient features of the financial statement of subsidiaries/associate companies/joint ventures Part “A”: Subsidiaries (Information in respect of each subsidiary to be presented with amounts in ` )

Sr. Name of subsidiary: PIX Middle East FZC, UAE No.

1 PIX Middle East FZC, UAE
Name of Subsidiary
2 -
Reporting Period for the subsidiary concerned, if different from
the holding company’s reporting period
3 AED Ex. Rate= 23.28
Reporting currency and Exchange rate as on the last date of the
relevant Financial year in the case of foreign subsidiaries
4 AED 150000 (Rs 2060500 )
Share capital
5 AED 3450798 (Rs 81001397)
Reserves & surplus
6 AED 5174233 (Rs 142916482)
Total assets
7 AED 1573435 (Rs 59854586)
Total Liabilities
8 NIL
Investments
9 AED 8649853 (Rs 199366209)
Turnover
10 AED 807947 (Rs 19948213 )
Profit before taxation
11 AED 38965 (Rs. 898085)
Provision for taxation
12 AED 768982 (Rs 19050128)
Profit after taxation
13 NIL
Proposed dividend
14 100
% of Holding

Name of the subsidiaries which are yet to commence operation: Nil

Names of subsidiaries which have been liquidated or sold during the year: Nil

Sr.
No.
Name of subsidiary: PIX Transmissions (Europe) Limited, England
1 Name of Subsidiary
PIX Transmissions (Europe)
Limited, England
2 Reporting Period for the subsidiary concerned, if different from
the holding company’s reporting period
-
3 Reporting currency and Exchange rate as on the last date of the
relevant Financial year in the case of foreign subsidiaries
€ Ex. Rate= 92.32
4 Share capital
€ 100000 (Rs 8515460)
5 Reserves & surplus
€ 4397399 (Rs.405867808)
6 Total assets
€ 5979409 (Rs 551209288)
7 Total Liabilities
€ 1482010.43 (Rs 136826020)
8 Investments
NIL
9 Turnover
€ 10457480.29 (Rs 948652242)
10 Profit before taxation
€ 1236017.74 (Rs 116105371)
11 Provision for taxation
€ 362071.42 (Rs 32845375)
12 Profit after taxation
€ 873946.32 (Rs 83259996)
13 Proposed dividend
NIL
14 % of Holding
100

Name of the subsidiaries which are yet to commence operation: Nil Names of subsidiaries which have been liquidated or sold during the year: Nil

26

Annual Report 2024-25 I PIX TRANSMISSIONS LIMITED

ANNEXURE TO DIRECTOR’S REPORT

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|ANNEXURE 2
INFORMATION AS PER RULE 5(2) OF CHAPTER XIII OF THE COMPANIES (APPOINTMENT AND REMUNERATION OF MANAGERIAL PERSONNEL)
RULES 2014
Mr. Amarpal Sethi
Name
Educational
Qualification
Date of
Joining
Expe-
rience
(In Years)
Previous
Employment
& Designation
234.39
Gross
Remune-
ration
Age
Desg.
22-07-1981
54
75
% of
Shares
held
7.58
CMD
NA
I.Sc
(in lacs)<br>**Nature**<br>**of**<br>**Employ-**<br>**ment**<br>NA<br>**Relation**<br>**with**<br>**Director/**<br>**KMP**<br>**1. List of employees of the Company employed throughout the financial year 2024-25 and who were paid remuneration of not less than**<br>**Rs 1.02 crores per annum:**<br>NA|NA|NA|NA|NA|NA|Ms. Shirley Paul<br>150.40<br>07-10-1982<br>46<br>69<br>1.40<br>WTD<br>NA<br>M.A<br>NA<br>NA<br>NIL<br>**Name**<br>**Educational**<br>**Qualification**<br>**Date of**<br>**Joining**<br>**Expe-**<br>**rience**<br>**(In Years)**<br>**Previous**<br>**Employment**<br>**& Designation**<br>**Gross**<br>**Remune-**<br>**ration**<br>**Age**<br>**Desg.**<br>**% of**<br>**Shares**<br>**held**<br>(in lacs)
Nature
of
Employ-
ment
Relation
with
Director/
KMP
2. List of employees of the Company employed for the part of the financial year 2024-25 and who were paid monthly remuneration of
not less than Rs 8.5 lakhs|
|---|---|---|---|---|---|---|
||NA|NA|NA|NA|NA||
||6.36|11.16|8.63|7.13|0.22||
||NA|NA|NA|NA|NA||
||220.51|220.51|220.51|211.09|151.97||
||05-03-1992|22-07-1981|29-12-2004|01-06-2009|01-12-1985||
||66|37|30|18|44||
||83|59|52|39|63||
||I.Sc|B.Sc. Grad Pri(UK)|B.Sc Elec.Engg(USA)|B.Sc Fin. & Acct.(USA)|B.com,MIRPM||
||WTD|Jt. MD|Jt. MD|WTD|WTD||
||Mr. Sukhpal S Sethi|Mr. Sonepal Sethi|Mr. Rishipal Sethi|Mr. Karanpal Sethi|Mr. Joe Paul||

27

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ANNEXURE TO DIRECTOR’S REPORT

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ANNEXURE 3 DISCLOSURE ABOUT RELATED PARTY TRANSACTIONS:

AOC2- PIX Middle East FZC, UAE & PIX Middle East Trading LLC, UAE

Disclosure of particulars of contracts/arrangements entered into by the company with related parties referred to in subsection (1) of section 188 of the Companies Act, 2013 including certain arm’s length transactions under third proviso thereto

Details of contracts or arrangements or transactions not at arm’s length basis

(a) Name(s) of the related party and nature of relationship NIL
(b) Nature of contracts/arrangements/transactions NIL
(c) Duration of the contracts / arrangements/transactions NIL
(d) Salient terms of the contracts or arrangements or NIL
transactions including the value, if any
(e) Justification for entering into such contracts or NIL
arrangements or transactions
(f) Date(s) of approval by the Board NIL
(g) Amount paid as advances, if any: NIL
(h) Date on which the special resolution was passed in NIL
general meeting as required under first proviso to section
188

Details of material contracts or arrangement or transactions at arm’s length basis

(a) Name(s) of the related party and nature of relationship PIX Middle East FZC, UAE (Subsidiary
of PIX Transmissions Ltd.) &
PIX Middle East Trading LLC, UAE
(Subsidiary of PIX Middle East FZC)
(b) Nature of contracts/arrangements/transactions Sale
(c) Duration of the contracts / arrangements/transactions 1-4-2024 to 31-3-2025
(d) Salient terms of the contracts or arrangements or Sale of finished Goods,
transactions including the value, if any: Rs 14.24 Crores
(e) Date(s) of approval by the Board, if any: 24-05-24
(f) Amount paid as advances, if any: NIL

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ANNEXURE TO DIRECTOR’S REPORT

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DISCLOSURE ABOUT RELATED PARTY TRANSACTIONS: AOC2- PIX Transmissions (Europe) Limited & PIX Germany GMBH

Disclosure of particulars of contracts/arrangements entered into by the company with related parties referred to in subsection (1) of section 188 of the Companies Act, 2013 including certain arm’s length transactions under third proviso thereto

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







(a) Name(s) of the related party and nature of relationship
NIL
(b) Nature of contracts/arrangements/transactions
NIL
(c) Duration of the contracts / arrangements/transactions
NIL
(d) Salient terms of the contracts or arrangements or
transactions including the value, if any
NIL
(e) Justification for entering into such contracts or
arrangements or transactions
NIL
(f) Date(s) of approval by the Board
NIL
(g) Amount paid as advances, if any:
NIL
(h) Date on which the special resolution was passed in
general meeting as required under first proviso to section
188
NIL
2 Details of material contracts or arrangement or transactions
at arm’s length basis





(a) Name(s) of the related party and nature of relationship
PIX Transmissions (Europe) Limited,
England,(fully owned subsidiary of
PIX Transmissions Ltd), PIX Germany
GMBH, (Subsidiary company of
PIX Transmissions (Europe) Limited)
(b) Nature of contracts/arrangements/transactions
Sale
(c) Duration of the contracts / arrangements/transactions
1-4-2024 to 31-3-2025
(d) Salient terms of the contracts or arrangements or
transactions including the value, if any:
Sale of finished goods,
Rs 63.86 Crores
(e) Date(s) of approval by the Board, if any:
24-5-24 & 23-5-25
(f) Amount paid as advances, if any
NIL

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ANNEXURE TO DIRECTOR’S REPORT

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DISCLOSURE ABOUT RELATED PARTY TRANSACTIONS: AOC2- Key Management Personnel/Directors

Disclosure of particulars of contracts/arrangements entered into by the company with related parties referred to in subsection (1) of section 188 of the Companies Act, 2013 including certain arm’s length transactions under third proviso thereto

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

(a) Name(s) of the related party and nature of relationship

NIL (b) Nature of contracts/arrangements/transactions NIL (c) Duration of the contracts / arrangements/transactions NIL (d) Salient terms of the contracts or arrangements or NIL transactions including the value, if any (e) Justification for entering into such contracts or NIL arrangements or transactions (f) Date(s) of approval by the Board NIL (g) Amount paid as advances, if any: NIL (h) Date on which the special resolution was passed in NIL

  • (c) Duration of the contracts / arrangements/transactions

  • (d) Salient terms of the contracts or arrangements or transactions including the value, if any

  • (e) Justification for entering into such contracts or arrangements or transactions

  • (f) Date(s) of approval by the Board

  • (g) Amount paid as advances, if any:

  • (h) Date on which the special resolution was passed in general meeting as required under first proviso to section 188

  • 2 Details of material contracts or arrangement or transactions at arm’s length basis

  • (a) Name(s) of the related party and nature of relationship

(b) Nature of contracts/arrangements/transactions

(c) Duration of the contracts / arrangements/transactions

  • (d) Salient terms of the contracts or arrangements or transactions including the value, if any:

Directors Mr. Sukhpal Singh Sethi Mr. Amarpal Sethi Mr. Sonepal Sethi Mr. Rishipal Sethi Mr. Joe Paul Mr. Karanpal Sethi Ms. Shirley Paul Relative of KMP Mr. Amit Sethi KMP Mr. Shybu Varghese (Company Secretary)

Payment of Remuneration, Interest & Rent

1-4-2024 to 31-3-2025 Payment of Remuneration Rs 14.85 Crores Payment of Interest & Rent Rs 1.73 Crores

(e) Date(s) of approval by the Board, if any:

(f) Amount paid as advances, if any:

24-05-2024 & 14-02-25 NIL

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ANNEXURE TO DIRECTOR’S REPORT

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DISCLOSURE ABOUT RELATED PARTY TRANSACTIONS: AOC2

Enterprise over which relatives of Key Management have influence and relatives of KMP

Disclosure of particulars of contracts/arrangements entered into by the company with related parties referred to in subsection (1) of section 188 of the Companies Act, 2013 including certain arm’s length transactions under third proviso thereto

1. Details of contracts or arrangements or transactions not at

arm's length basis








NIL
(a) Name(s) of the related party and nature of relationship
NIL
(b) Nature of contracts/arrangements/transactions
NIL
(c) Duration of the contracts / arrangements/transactions
NIL
(d) Salient terms of the contracts or arrangements or
transactions including the value, if any
NIL
(e) Justification for entering into such contracts or
arrangements or transactions
NIL
(f) Date(s) of approval by the Board
NIL
(g) Amount paid as advances, if any:
NIL
(h) Date on which the special resolution was passed in
general meeting as required under first proviso to section
188

2. Details of material contracts or arrangement or

transactions at arm’s length basis

(a) Name(s) of the related party and nature of relationship Prominent Infrastructure Pvt. Ltd. (Enterprises over which relatives of Key Management have influence)





Rent & Interest
(b) Nature of contracts/arrangements/transactions
(c) Duration of the contracts / arrangements/transactions
1-4-2024 to 31-3-2025
Payment of Rent & Interest
Rs 2.24 Crores
(d) Salient terms of the contracts or arrangements or
transactions including the value, if any:
24-05-2024
(e) Date(s) of approval by the Board, if any:
NIL
(f) Amount paid as advances, if any:

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Annual Report 2024-25 I PIX TRANSMISSIONS LIMITED

ANNEXURE TO DIRECTOR’S REPORT

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ANNEXURE-4 Annual Report on Corporate Social responsibility (CSR) activities for the financial year 2024-25:

  1. Brief outline of company’s CSR Policy including overview of projects proposed to be undertaken and a reference to the web link to the CSR Policy and projects and programs and composition of CSR Committee

  2. Average Net profit of the company for the last three financial years

  3. Prescribed CSR expenditure

Refer to Section Corporate Social Responsibility of this Report;

Rs. 8143.89 Lacs

Rs. 163 Lacs

Two percent of the amount mentioned in item No. 2 above

  1. Unspent amount of FY 2023-24

  2. Excess spent in FY 2023-24

  3. Total Amount to be spent for the financial year 2024-25

  4. Amount unspent, if any

  5. Details of the CSR spent during the financial year

Rs. 0.00 Lacs Rs. 3.51 lacs Rs. 160 Lacs NIL

Amount spent on Education of Blind Children, underprivileged children, medical facilities to the underprivileged, promoting skill development and eradicating hunger and malnutrition.

  1. Manner in which amount spent during the financial year

Details given on the next page

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DETAILS OF THE AMOUNT SPENT ON CSR ACTIVITIES DURING THE FINANCIAL YEAR 2024-25

|CSR Project
or Activity
identified|Sector in which
the project
is covered|Project of
Program
State and
district where
project was
undertaken|Amount of
outlay
(Budget)
Project or
program
Wise
(**In Lacs)**|**Amount**<br>**Spent on**<br>**the**<br>**project**<br>**(**In Lacs)|Cumulative
Expenditure
Up to
Reporting
period
(`In Lacs)|Amount
spent
direct or
through
implementing
Agency|
|---|---|---|---|---|---|---|
|Promoting|Promoting|Maharashtra -|21.35|22.07|22.07|Through|
|Education among|education,|Nagpur||||implementing|
|blind children|including special|||||agency|
||education and||||||
||employment||||||
||enhancing vocation||||||
||skills especially||||||
||children, women,||||||
||elderly, differently-||||||
||abled and||||||
||livelihood||||||
||enhancement||||||
||projects||||||
|Medical facility|Medical facility to|Maharashtra -|60.00|60.00|60.00|Through|
|for the|under privileged.|Nagpur &||||implementing|
|underprivileged||Mumbai||||agency|
|||||||Direct|
|Promoting skill|Promoting|Maharashtra-|68.00|68.29|68.29|Direct|
|development|education,|Nagpur|||||
||including special||||||
||education and||||||
||employment||||||
||enhancing vocation||||||
||skills especially||||||
||children, women,||||||
||elderly, differently-||||||
||abled, and||||||
||livelihood||||||
||enhancement||||||
||projects||||||
|Eradicating|Eradicating hunger,|Maharashtra-|10.65|10.64|10.64|Through|
|Hunger &|poverty and|Nagpur||||implementing|
|Malnutrition|malnutrition|||||agency|
|Total CSR spent|||160.00|161.00|161.00||

RESPONSIBILITY STATEMENT:

The Responsibility statement of the Corporate Social Responsibility and Governance (CSR&G) Committee of the Board of Directors of the company is reproduced below:

The implementation and monitoring of Corporate Social Responsibility (CSR) policy is in compliance with CSR objectives and policy of the company.

Place: Mumbai Amarpal Sethi Rishipal Sethi Date: 23/05/2025 Chairman & Managing Director Chairman CSR & G Committee

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ANNEXURE -5 FORM NO. MR -3

SECRETARIAL AUDIT REPORT

[Pursuant to section 204(1) of the Companies Act, 2013 and Rule 9 of the Companies (Appointment and Remuneration Personnel) Rules, 2015] FOR THE FINANCIAL YEAR ENDED 31ST MARCH, 2025

To, The Members of PIX TRANSMISSIONS LIMITED

We have conducted the secretarial audit of the compliance of applicable statutory provisions and the adherence to good corporate practices by M/s PIX TRANSMISSIONS LIMITED CIN:L25192MH1981PLC024837 (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, agents and authorized representatives during the conduct of secretarial audit, we hereby report that in our opinion, the company has, during the financial year commencing from 1st April, 2024 and ended 31st March, 2025, complied with the statutory provisions listed hereunder and also that the Company has proper Board process and compliance mechanism in place to the extent, in the manner and subject to the reporting made hereinafter:

  1. We have examined the books, papers, minute books, forms and returns filed and other records maintained

by M/s. PIX TRANSMISSIONS LIMITED (“The Company”) for the financial year ended on 31st March, 2025, according to the provisions of:

  • I. The Companies Act, 2013 (the Act) and the rules made there under as applicable

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

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

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

  • v. The following Regulation and Guidelines prescribed under The Securities and Exchange Board of

  • India Act, 1992 (SEBI Act):

    • a) The Securities and exchange Board of India (Listing Obligation and Disclosure Requirements) Regulations, 2015.

    • b) The Securities and exchange Board of India (Substantial Acquisition of Shares and takeovers) Regulation, 2011

    • c) The Securities and exchange Board of India (Prohibition of Insider Trading) Regulations, 2015;

    • d) The Securities and exchange Board of India (Issue of Capital and Disclosure Requirements) Regulation 2009 (Not applicable during audit period)

    • e) The Securities and exchange Board of India (Employee Stock Option Scheme and Employee Stock Purchase Scheme) Guidelines, 1999 (Not applicable during audit period)

    • f) The Securities and exchange Board of India (Issue and Listing of Debt Securities) Regulations, 2008 (Not applicable during audit period)

    • g) The Securities and exchange Board of India (Registrars to an Issue and Share Transfer Agents)

      • Regulations, 1993 regarding the Companies Act and dealing with client (Not applicable during audit period) .
    • h) The Securities and exchange Board of India (Delisting of Equity Shares) Regulations, 2009 (Not applicable during audit period)

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  • vi. The Company has complied with following other applicable laws during the period under review: i) The Factories Act, 1948

ii) Environment Protection Act, 1986

  • iii) Water (Prevention & Control of Pollution) Act 1974 and rules there under

iv) Air (Prevention & Control of Pollution) Act 1981 and rules there under

  • v) Hazardous Wastes (Management & Handling) Rules 1989 and Amendment Rules, 2008 vi) The Petroleum Act, 2002

vii) The Indian Boiler Act, 1923, amended in 2007 viii) Manufacture, storage and Import of Hazardous Chemicals Rules, 1989 ix) The Payment of Wages Act, 1936

x) Employees Provident Fund Miscellaneous Provisions Act, 1952

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

  • i) Secretarial Standards issued by the Institute of Company Secretaries of India.

  • ii) Listing agreement read with SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015

During the period under review, the Company has complied with the provisions of the Acts, Rules, Regulations, Guidelines, and Standards etc. as mentioned above except the following:

  • a. That the Stock Exchanges i.e. BSE and NSE imposed a fine of Rs.52000/- plus GST under Regulation 17(1A) of the SEBI (LODR) Regulations, 2015 for not passing Special Resolution within prescribed timeline for continuation/appointment of non-executive independent directors who have attained the age of 75 years. The listed entity has represented the exchanges for waiver of fine and final decision of the exchanges are awaited.

  • b. That the Stock Exchanges i.e. BSE and NSE imposed a fine of Rs.4000/- plus GST under Regulation 21(2) of the SEBI (LODR) Regulations, 2015 for delay in compliance regarding constitution of Risk Management Committee. The listed entity has represented the exchanges for waiver of fine and final decision of the exchanges are awaited.

We further report that:

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

Adequate notice is given to all directors to schedule the Board Meetings, agenda and detailed notes on agenda were sent 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.

As per the Minutes of the meeting duly recorded and signed by the Chairman, the decisions of the Board were unanimous and there were no dissenting.

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.

For Z. M. SHAIKH & ASSOCIATES Company Secretaries Sd/(Z M Shaikh) FCS No. 13453, CP.NO.14443 UDIN : Place: Mumbai Date: 23/05/2025

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To,

The Members, PIX TRANSMISSIONS LIMITED,

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

  1. Maintenance of Secretarial record is the responsibility of the management of the Company. My responsibility is to express an opinion on these secretarial records based on my audit.

  2. 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. I believe that the process and practices, We followed provide a reasonable basis for our opinion.

  3. We have not verified the correctness and appropriateness of financial records and Books of Accounts of the Company.

  4. Where ever required, We have obtained the Management representation about the Compliance of laws, rules and regulations and happening of events etc

  5. The Compliance of the provisions of Corporate and other applicable laws, rules, regulations, standardsis the responsibility of management. Our examination was limited to the verification of procedure on test basis.

  6. 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 Z. M. SHAIKH & ASSOCIATES Company Secretaries Sd/(Z M Shaikh) FCS No. 13453, CP.NO.14443 UDIN : Place: Mumbai Date: 23/05/2025

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ANNEXURE-6

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

Information on conservation of Energy, Technology absorption, Foreign Exchange earnings and outgo required to be disclosed under Section 134 of the Companies Act, 2013 read with Companies (Accounts) Rules, 2015 are provided hereunder:

S. Steps for energy conservation No.

Measure for energy conservation

A Conservation of energy:

  • (i) the steps taken or impact on:

  • (ii) conservation of energy the steps taken by the company for

  • (iii) Utilizing alternate sources of energy the capital investment on energy conservation equipment;

Energy conservation continues to receive priority attention at all levels. All efforts are made to conserve and optimize use of energy with continuous monitoring, improvement in maintenance and distribution systems and through improved operational techniques.

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

Updation of Technology is a continuous process, technology absorption are adapted and implemented by the Company for innovation. Efforts are continuously made to develop new products required in the Rubber Industry.

The Company has been able to successfully indigenize the tooling to a large extent and successfully developed new products by virtue of technology absorption, adaptation and innovation.

Not applicable

  • (a) the details of technology imported

  • (b) the year of import; (c) whether the technology been fully absorbed

  • (d) if not fully absorbed, areas where absorption has not taken place, and the reasons thereof

(iv) the expenditure incurred on Research and Development

Not applicable

(B) Expenditure on R& D

(B) Ex penditure on R& D (`in lacs)
S.
No.
Particulars 2024-25 2023-24
A Capital 0 0
B RecurringTotal 0 0
C Total 0 0
D R&D expenditure as a percentage of total turnover 0 0

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(C) Foreign exchange earnings and outgo:

The Foreign Exchange outgo and foreign exchange earned by the Company during the year are detailed in Notes to the Financial Statements.

LAST FIVE YEAR FINANCIAL (CONSOLIDATED) HIGHLIGHTS

LAST FIVE YEAR FINANCIAL (CONSOLIDATED) HI HLIGHTS (`in lacs)
S.no. Particulars 2024-25 2023-243 2022-23 2021-22 2020-21
IND AS I GAAP
1 Sales / income from operations 58945 49306 48627 44926 38027
2 Other Income 1760 1869 1353 817 499
3 Total Expenditure (Before interest) 45092 39628 40579 35584 28952
4 Profit Before Interest 15612 11547 9400 10159 9574
5 Current Tax and Deferred Tax 3964 2772 2169 2574 2244
6 Operating Margin % 26.49 23.42 19.33 22.61 25.17
7 Profit / (Loss) After Tax 11288 8299 6482 6884 6490
8 Return on Average Capital Employed % Before 23.58 20.40 19.08 22.61 26.57
Interest and tax
9 No. of Months Receivables (Receivable / Sale) 2.48 2.68 2.60 2.55 2.57
10 Current Ratio 6.60 4.98 3.58 2.61 2.59

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MANAGEMENT DISCUSSION ANALYSIS

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MANAGEMENT DISCUSSION AND ANALYSIS

a) FORWARD LOOKING STATEMENT:

The report contains forward looking statements, identified by words like plans, will expect, will anticipate, intends, estimates, projects and so on. All statements that address expectations or projections about the future, but not limited to the company’s strategy for growth, product development, market position, expenditure and financial results are forward looking statements. They are based on certain assumption and expectation of future events, the company cannot guarantee that these are accurate or will be realized. The company’s actual results, performance or achievement could thus differ from those projected in any forward looking statements. The company assumes no responsibility to publicly amend, modify or revise any such statement on the basis of subsequent development, information or events.

b) OVERVIEW OF THE ECONOMY:

The Indian economy’s growth juggernaut remains intact despite global upheaval. We have now become the world’s fourth largest economy with the highest GDP growth rate among major economies. The Reserve Bank of India has also provided a significant boost to the economy with a 100 bps rate cut in 2025 signalling the central bank’s strong intent to stimulate credit demand and revive economic activity by lowering bowering costs.

c) REVIEW OF OPERATION:

Your Company was able to successfully navigate turbulent waters and deliver revenue and profit growth to the tune of 19% and 38%, respectively. We are pleased to report that there was noticeable buoyancy in our Export markets where we witnessed growth of approximately 30% as compared to FY ‘24. Being a net exporter, the weaking of the INR held us in good stead as we were able to participate at favorable levels. This performance allowed us to further bolster our cash reserves to a record high.

The recent announcements on tariffs are fueling uncertainty across the globe and we expect the volatility to remain in the near-term until trade agreements are finalized. Moreover, the current geopolitical landscape continues to pose challenges with no immediate end in sight. We take these challenges in our stride and will continue to find ways and means to overcome them.

d) CORPORATE GOVERNANCE:

Corporate Governance sets forth guidelines for maintaining and sustaining a transparent, information oriented culture wherein authority and responsibilities are co-existent and co-extensive. It also provides guidelines on accountability of various positions within the organization. These values govern not only the Board of Directors, but also the management and the employees of the Company. This Governance protects and balances the interests of all stakeholders thereby enhancing shareholder value.

e) INTERNAL CONTROL SYSTEM AND THEIR ADEQUACY:

Management has put in place effective Internal Control Systems to provide reasonable assurance for

  • Safeguarding Assets and their usage.

  • Maintenance of Proper Accounting Records and

  • Adequacy and Reliability of the information used for carrying on Business Operations.

Key elements of the Internal Control Systems are as follows: (I) Existence of Authority Manuals and periodical updating of the same for all Functions.

(ii) Existence of clearly defined organizational structure and authority.

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(iii) Existence of corporate policies for Financial Reporting and Accounting.

  • (v) Existence of Annual Budgets and Long Term Business Plans.

(vi) Existence of Internal Audit System.

(vii) Periodical review of opportunities and risk factors depending on the Global / Domestic Scenario and to undertake measures as may be necessary.

The Company has appointed an Internal Auditor to ensure compliance and effectiveness of the Internal Control Systems.

The Audit Committee is regularly reviewing the Internal Audit Reports for the auditing carried out in all the key areas of the operations. Additionally the Audit Committee approves all the audit plans and reports for significant issues raised by the Internal and External Auditors. Regular reports on the business development, future plans and projections are given to the Board of Directors. Internal Audit Reports are regularly circulated for perusal of Senior Management for appropriate action as required.

f) HUMAN RESOURCE DEVELOPMENT AND INDUSTRIAL RELATIONS:

Human Resource Development (HRD) is the framework for helping employees develop their personal and organizational skills, knowledge, and abilities. To enrich the skills of employees and enrich their experience, the Company arranges, Practical Training Courses by Internal and External Faculty. The Industrial Relations encompasses the relationship between the management and workmen. IR plays a significant role in today’s working scenario where the harmonious relationship between the employers and employees is needed to have an uninterrupted production. During the year under review company employed 661 workers and 267 staff in all its plants located at different places at Nagpur.

g) CAUTIONARY STATEMENT:

Statements in the Management Discussion and Analysis and Directors Report describing the Company’s strengths, strategies, projections and estimates, are forward-looking statements and progressive within the meaning of applicable laws and regulations. Actual results may vary from those expressed or implied, depending upon economic conditions, Government Policies and other incidental factors. Stakeholders are cautioned not to place undue reliance on the forward looking statements.

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REPORT ON CORPORATE GOVERNANCE

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REPORT ON CORPORATE GOVERNANCE

Corporate Governance is the system of practices, processes, policies and rules by which a company is directed, administered or controlled. The basic purpose of Corporate Governance is to allocate resources of the Company in a manner that maximizes value for all stakeholders i.e. shareholders, investors, employees, customers, suppliers, environment and the community. Corporate Governance casts responsibility on the officials at the helm of affairs of the Company to be accountable to its stakeholders by evaluating their decisions on the parameters of transparency, conscience, fairness, accountability and professionalism.

1. COMPANY’S PHILOSOPHY ON CORPORATE GOVERNANCE:

The company is committed to sound corporate practices based on conscience, openness, fairness, professionalism, and accountability besides building confidence in its various stakeholders, thereby paving the way for long-term success. This philosophy of corporate governance is guiding us in managing the company in a transparent manner for maximizing the long-term value of the company for its shareholders and all other stakeholders. The Company believes that good Corporate Governance is a continuous process and strives to improve Corporate Governance practices to meet shareholders’/stakeholders’ expectations.

Appropriate governance structure with defined roles and responsibilities:

The company has put in place an integral governance structure with defined roles and responsibilities of every constituents of system. The company’s shareholders appoint the Board which in turn governs the company. The Board has established five committees to discharge its responsibilities in an effective manner. The company secretary acts as the secretary of all the committees of the Board constituted under Companies Act, 2013 and rules made there under. The Chairman and Managing Director (CMD) provide overall direction and guidance to the Board. The CMD is assisted by six executive directors and a core group of senior level executives.

Board leadership

The Board provides strategic direction, leadership and guidance to the Company’s Management and also monitors the performance of the Company with the objective of creating long-term value for the Company’s stakeholders. The Board is comprised of 50% executive directors and 50% non-executive independent directors. The company has defined guidelines and an established framework for the meetings of the Board and Committees. These guidelines help in better decisions making process at the meetings of Board and Committees.

Ethics/Governance policies:

At PIX, we try to conduct our business and strengthen our relationship in a manner that is dignified, distinctive and responsible. We follow the ethical standard to the optimum level to ensure integrity, transparency, independence and accountability in dealing with all stakeholders. We have adopted various codes and policies to carry out our duties in an ethical manner. Following are the policies and codes adopted by the company:

  • Code of conduct

  • Code of conduct for prohibition of insider trading

  • Vigil mechanism and whistle blower policy

  • Policy on materiality of related party transactions and on dealing with related party transactions

  • Corporate social responsibility policy

  • Remuneration policy for directors, key managerial personnel and other employees

  • Performance evaluation policy

  • Policy for determining material events

  • Policy on document preservation

  • Archival policy

  • Policy on determination of material subsidiaries

  • Dividend distribution policy

  • Investor grievance redressal policy

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Audit and internal checks and balances:

The statutory audit of the company is done by, M/s SGCO & Co. LLP, Chartered Accountants, Mumbai. The company has appointed M/s Rodi Dabir & Company, Chartered Accountants, Nagpur as internal auditors, they regularly review internal control and operating systems and procedures. The efficient and ever-alert internal control system ensures optimal use and protection of assets; facilitates the accurate and timely compilation of financial statements and compliance with statutory laws and regulations.

Observance of secretarial standards issued by the Institute of Company Secretaries of India:

The company has complied with the Secretarial Standards SS-1 and SS-2 issued by the Institute of Company Secretaries of India and made applicable to the company effective from 1st July, 2015. The company in its endeavor tries to adopt and practice other Secretarial Standards and Guidelines issued by the Institute for better corporate governance.

2. BOARD OF DIRECTORS:

a) Composition and category of directors as on March 31, 2025

S.
No.
Name of the Director Category
1 Mr. Amarpal Sethi - Chairman & Managing Director Executive Promoter Director
2 Mr. Sonepal Sethi - Jt. Managing Director Executive Promoter Director
3 Mr. Rishipal Sethi - Jt. Managing Director Executive Promoter Director
4 Mr. Sukhpal Singh Sethi – Whole time Director Executive Promoter Director
5 Mr. Karanpal Sethi – Whole time Director Executive Promoter Director
6 Mr. Joe Paul – Whole time Director Executive Director
7 Ms. Shirley Paul – Whole time Director Executive Director
8 Mr. Pradeep Havnur (Retired wef 17/09/2024) Independent Non-Executive Director
9 Dr. Aqueel A. Mulla Independent Non-Executive Director
10 Mr. Mohammad Adil Ansari (Retired wef 17/09/2024) Independent Non-Executive Director
11 Mr. Nigel Savio Lobo (Retired wef 19/09/2024) Independent Non-Executive Director
12 Mr. Jose Jacob Independent Non-Executive Director
13 Mr. Amit Lala Independent Non-Executive Director
14 Dr. Abhilasha Hattangdi Independent Non-Executive Director
15 Mr. Suresh Bandi (Appointed wef 18/09/2024) Independent Non-Executive Director
16 Mr. M H Azad (Appointed wef 20/09/2024) Independent Non-Executive Director
17 Mr. Sandeep Prajapati (Appointed wef 18/09/2024) Independent Non-Executive Director

Notes :

  1. Mr. Amarpal Sethi , Mr. Sukhpal Sethi , Mr. Sonepal Sethi , Mr. Rishipal Sethi and Mr. Karanpal Sethi are related inter-se.

  2. Mr. Joe Paul and Ms. Shirley Paul are related inter-se.

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Attendance of Directors at Board Meetings and Last AGM

The meetings of the Board of Directors are scheduled well in advance and generally held at Mumbai. The notice convening the meeting and the detailed agenda is sent at least seven days in advance to all the Directors. The Board meets at least once a quarter to review the quarterly performance and financial results. The details of Directors attendance in Board meetings during the year as under:

Name of the Director No. of Board
Meetings held
No. of Board
Meeting
attended
Attendance at
the last Annual
General Meeting
Mr. Amarpal Sethi 5 5 Yes
Mr. Sonepal Sethi 5 4 No
Mr. Rishipal Sethi 5 3 No
Mr. Sukhpal Singh Sethi 5 4 No
Mr. Karanpal Sethi 5 5 No
Mr. Joe Paul 5 5 Yes
Ms. Shirley Paul 5 5 Yes
Mr. Pradeep Havnur (Retired wef 17/09/2024) 5 3 Yes
Dr. Aqueel A. Mulla 5 5 No
Mr. Mohammad Adil Ansari (Retired wef 17/09/2024) 5 3 Yes
Mr. Nigel Savio Lobo (Retired wef 19/09/2024) 5 1 No
Mr. Jose Jacob 5 5 No
Mr. Amit Lala 5 1 No
Dr. Abhilasha Hattangdi 5 3 No
Mr. Suresh Bandi (Appointed wef 18/09/2024) 5 2 Yes
Mr. M H Azad (Appointed wef 20/09/2024) 5 2 Yes
Mr. Sandeep Prajapati (Appointed wef 18/09/2024) 5 2 No

b) Membership / Directorship in other Boards and Board Committees

No. of Directorship in other No. of memberships in other
Name of the Director boards as on 31.03.2025 board committee as on 31.03.2024
[Refer note below]* [Refer note below]**
Mr. Amarpal Sethi - -
Mr. Sonepal Sethi - -
Mr. Rishipal Sethi - -
Mr. Sukhpal Singh Sethi - -
Mr. Karanpal Sethi - -
Mr. Joe Paul - -
Ms. Shirley Paul - -
Mr. S. C. Bandi - -
Dr. Aqueel A. Mulla - -
Mr. M. H. Azad - -
Mr. Sandeep Prajapati - -
Mr. Jose Jacob - -
Mr. Amit Lala - -
Dr. Abhilasha Hattangadi
  • Excludes Directorship in Indian Private Limited Companies and membership of managing committee of various bodies.

  • ** Board Committees include chairmanship/membership of Audit committees, Stakeholders Relationship Committee and Nomination and remuneration committee other than PIX Transmissions Limited.

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c) Number of Board Meetings:

During the year ended March 31, 2025, The Board of Directors met Five times on following dates:

Sr. No. Date
1 24/05/2024
2 28/06/2024
3 09/08/2024
4 08/11/2024
5 14/02/2025

d) Selection of Independent Directors

The Independent Directors play an important role in deliberations at the Board and Committee meetings and bring to the Company their expertise in the fields of engineering, finance, management, law and public policy.

The company has constituted Nomination and Remuneration Committee for appointment of independent directors on the Board of the company. The committee inter alia considers qualification, positive attributes, area of expertise and no. of directorship and membership held in various committees of other companies. The Board considers the committee’s recommendation and takes appropriate decision. Every independent Director at the first meeting of Board in which he/she participates as a Director and thereafter at every first meeting of the Board in every financial year gives a declaration that he/she meets with the criteria of independence as provided under law.

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

e) Independent Directors Meeting:

During the year under review, the Independent Directors met on 14th February, 2025, inter alia, to discuss:

  1. Evaluation of the performance of Non Independent Directors and the Board of Directors as a Whole.

  2. Evaluation of the performance of the Chairman of the Company, taking into account the views of the Executive and Non Executive Directors.

  3. Evaluation of the quality, content and time lines of flow of information between the management and the Board that is necessary for the Board to effectively and reasonably perform its duties.

f) Directors induction and familiarization program

To enable the Directors to fulfil their governance role, Directors are updated on continuous basis on any significant changes/ developments in the Company/ business strategies, business models, risk minimization procedures, new initiatives by the Company, changes in domestic/ overseas legislation impacting the Company and the IT Industry overall.

Further, on induction, Independent Directors are provided insights on the operation of the Company and its subsidiaries, business, industry and environment in which the Company functions. The management provides such information and training either at the meeting of Board of Directors or otherwise.

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g) Code of conduct

  • The company has in place a comprehensive Code of Conduct applicable to all the employees and on Executive Directors including Independent Directors. The code is applicable to Non - Executive Directors including Independent Directors to such an extent as may be applicable to them depending on their roles and responsibilities. The code gives guidance and support needed for ethical conduct of business and compliance of law. A copy of the Code has been posted on the website of the company www.pixtrans.com. The code is circulated to the Directors and management personnel and its compliance is affirmed by them annually.

h) Shareholding of Non-Executive Directors

Shareholding of all the non-executive Directors is as follows.

S.
No.
Name of Non-Executive Director Number of Shares held
as on 31/03/2025
1 Dr. Aqueel A. Mulla NIL
2 Mr. Jose Jacob NIL
3 Mr. Amit Lala NIL
4 Dr. Abhilasha Hattangdi NIL
5 Mr. Suresh Bandi (Appointed wef 18/09/2024) 400
6 Mr. M H Azad (Appointed wef 20/09/2024) 79
7 Mr. Sandeep Prajapati (Appointed wef 18/09/2024) NIL

i) Matrix of Skill/Expertise/Competencies of the Board of Directors:

The Board has identified the following skills / expertise / competencies fundamental for the effective functioning of the Company which are currently available with the Board:

  1. Leadership

  2. Strategy & Planning

  3. Contributor & Collaborator

1
Name of Director
Mr. Amarpal Sethi
Skill/Expertise/Competencies
Leadership
Strategy & planning
Contributor &
collaborator
Available
Available
Available
2
Mr. Sonepal Sethi
Available
Available
Available
3
Mr. Rishipal Sethi
Available
Available
Available
4
Mr. Sukhpal Singh Sethi
Available
Available
Available
5
Mr. Karanpal Sethi
Available
Available
Available
6
Mr. Joe Paul
Available
Available
Available
7
Ms. Shirley Paul
Available
Available
Available
8
Mr. Suresh Bandi
Available
Available
Available
9
Dr. Aqueel A. Mulla
Available
Available
Available
10
Mr. M. H. Azad
Available
Available
Available
11
Mr. Sandeep Prajapati
Available
Available
Available
12
Mr. Jose Jacob
Available
Available
Available
13
Mr. Amit Lala
Available
Available
Available
14
Dr. Abhilasha Hattangadi
Available
Available
Available

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3. AUDIT COMMITTEE

Terms of reference

Apart from all the matters provided in Regulation 18 of Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 and section 177 of the Companies Act 2013, the Audit committee reviews reports of the internal auditor, meets statutory auditors as and when required and discusses their findings, suggestions, observations and other related matters. It also reviews major accounting policies followed by the company.

Composition

The Audit Committee comprises of the following executive and non-executive independent members of the Board:

Name Designation Category
Mr. Mohammad Adil Ansari (Retired wef 17/09/2024) Chairman Non-executive independent director
Mr. Amarpal Sethi Member Executive director
Mr. Pradeep Havnur (Retired wef 17/09/2024) Member Non-executive independent director
Mr. Jose Jacob Member Non-executive independent director
Mr. Suresh Bandi (Appointed wef 18/09/2024) Chairman Non-executive independent director
Mr. M. H. Azad (Appointed wef 20/09/2024) Member Non-executive independent director

The Company Secretary acts as the secretary to the Audit Committee. The statutory auditor also attends the Audit Committee meetings.

Meetings and attendance

During the year ended 31st March 2025, Audit committee met Five times on the following dates:

Sr. No. Date
1 24/05/2024
2 28/06/2024
3 09/08/2024
4 08/11/2024
5 14/02/2025

Attendance of members in above meetings is as under:

Name of Member No. of Meetings
held during the year
No. of Meetings
attended
1 Mr. Mohammad Adil Ansari (Retired wef 17/09/2024) 5 3
2 Mr. Amarpal Sethi 5 5
3 Mr. Pradeep Havnur (Retired wef 17/09/2024) 5 3
4 Mr. Jose Jacob 5 5
5 Mr. Suresh Bandi (Appointed wef 18/09/2024) 5 2
6 Mr. M. H. Azad (Appointed wef 20/09/2024) 5 2

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4. NOMINATION AND REMUNERATION COMMITTEE

Terms of reference

Nomination and Remuneration committee formulates the policy for appointment of Executive, NonExecutive and Independent Directors to the Board, determines/recommend all elements of remuneration package of all the Executive Directors, i.e. salary, benefits, bonuses, stock options, pension etc. on the basis of adopted policy. It also carries out evaluation of each Directors performance and performance of the Board as a whole.

Composition

The Nomination and Remuneration Committee comprises of the following non-executive independent members of the Board:

Name of Member Designation Category
1 Mr. Pradeep Havnur (Retired wef 17/09/2024) Chairman Non-executive independent director
2 Dr. Aqueel A. Mulla Member Non-executive independent director
3 Mr. Jose Jacob Member Non-executive independent director
4 Mr. Sandeep Prajapati (Appointed wef 18/09/2024) Member Non-executive independent director

Meetings and attendance

During the year ended 31st March 2025, Nomination and Remuneration committee met on 24th May 2024, 28th June 2024 and on 14th February 2025.

Attendance of members in above meetings is as under:

Name of Member No. of Meetings
held during the year
No. of Meetings
attended
1 Mr. Pradeep Havnur (Retired wef 17/09/2024) 3 2
2 Dr. Aqueel A. Mulla 3 3
3 Mr. Jose Jacob 3 3
4 Mr. Sandeep Prajapati (Appointed wef 18/09/2024) 3 1

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Remuneration policy

The current remuneration policy adopted by Nomination and Remuneration committee takes care of selection of Directors on the board and has defined criteria for determining their remuneration .The ultimate objective of formulating and adopting remuneration policy is to provide best talent to the board with market competitive total reward opportunity.

The remuneration policy has defined criteria for identifying, screening, recruiting and recommending candidates for election as an Executive or Non-executive Director on the Board.

The major criteria for the appointment to the board are as follows:

  1. Qualification, Expertise and Experience in specific areas of business.

  2. Diversity of the board having expertise in the field of Manufacturing, Marketing, Finance and Taxation, Law, Governance and General Management.

  3. Composition of the board with optimal balance of Executive and Non-Executive Directors consistent with the requirements of law.

The major criteria for the reward/remuneration are as follows:

  1. Transparent, fair and consistent reward framework.

  2. Relationship of reward with performance.

  3. Competitive and reasonable level of remuneration to attract, retain and motivate best talent on board.

The detailed policy on remuneration of Directors, Key Managerial Personnel and Senior Management is available on the website link:

https://www.pixtrans.com/investors/investorPDF/Policies/Remuneration_Policy.pdf

Remuneration to Directors:

Details of remuneration paid to directors during the financial year 2024-25 are as under:

a) Promoter Directors:

Promoter Directors:
(`in lacs)
Name of the Director Salary LTA Bonus/
Ex-Gratia
Leave
Encashment
Perquisites Total
Mr. Amarpal Sethi 186.61 11.27 24.34 12.17 - 234.39
Mr. Sukhpal Singh Sethi 175.56 10.60 22.90 11.45 - 220.51
Mr. Sonepal Sethi 175.56 10.60 22.90 11.45 - 220.51
Mr. Rishipal Sethi 175.56 10.60 22.90 11.45 - 220.51
Mr. Karanpal Sethi 168.06 10.15 21.92 10.96 - 211.09

b) Executive Director:

xecutive Director:
(`in lacs)
Name of the Director Salary LTA Bonus/
Ex-Gratia
Leave
Encashment
Perquisites Total
Mr. Joe Paul 120.99 7.31 15.78 7.89 - 151.97
Ms. Shirley Paul 119.74 7.23 15.62 7.81 - 150.40

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c) Independent Non-Executive Directors :

ndependent Non-Executive Directors : (`in lacs)
Name of the Director Commission Sitting fee
Mr. Pradeep Havnur (Retired wef 17/09/2024) Nil 0.75
Dr. Aqueel A. Mulla Nil 1.25
Mr. Mohammad Adil Ansari Retired wef 17/09/2024) Nil 0.75
Mr. Nigel Savio Lobo (Retired wef 19/09/2024) Nil 0.25
Dr. Abhilasha Hatangdi Nil 0.75
Mr. Jose Jacob Nil 1.25
Mr. Amit Lala Nil 0.25
Mr. Suresh Bandi (Appointed wef 18/09/2024) Nil 0.50
Mr. M H Azad (Appointed wef 20/09/2024) Nil 0.50
Mr. Sandeep Prajapati (Appointed wef 18/09/2024) Nil 0.50

Performance evaluation criteria of Independent Directors

The Nomination and Remuneration Committee of the Company has approved Performance Evaluation Policy, which was adopted by the Board of Directors. The policy provides for evaluation of the Board, the Committees of the Board and individual Directors, including the Chairman of the Board and independent Directors. The said policy provides certain parameters like attendance, raising of concerns to the Board, safeguard of confidential information, rendering independent, unbiased opinion and resolution of issues at meetings etc which is in compliance with applicable laws, regulations and guidelines.

5. STAKEHOLDERS RELATIONSHIP COMMITTEE

This Committee comprises the following executive and non-executive independent members of the Board;

Name of the Director Designation
Dr. Aqueel A Mulla Chairman
Mr. Sukhpal Singh Sethi Member
Mr. Sonepal Sethi Member
Mr. Jose Jacob (Ceased to be member Member
wef 08.11.2024
Mr. Sandeep Prajapati (Appointed as Member
member wef 08.11.2024

The company has a large number of shareholders and this committee meets regularly to approve issuance of duplicate shares, name change,demat and review/redress shareholder complaints.

Meeting & Attendance :

During the year ended 31st March 2025, Stakeholders Relationship Committee met on 24th May 2024, 9th August 2024 , 8th November 2024 and on 14th February, 2025.

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Attendance of members in above meetings is as under.

Name of the Member No. of Meetings
held during the
year
No. of Meetings
attended
Dr. Aqueel A Mulla 4 4
Mr. Sukhpal Singh Sethi 4 4
Mr. Sonepal Sethi 4 3
Mr. Jose Jacob (Ceased to be member 4 3
wef 08.11.2024)
Mr. Sandeep Prajapati (Appointed as 4 1
member wef 08.11.2024)

Mr. Shybu Varghese, Company Secretary acts as compliance officer of the company.

During the year under review, the company received 19 investor complaints/grievances all of which have been addressed and responded to , with no pending complaints.

6. CORPORATE SOCIAL RESPONSIBILITY & GOVERNANCE COMMITTEE: Composition of the Committee:

Name of the Director Designation
Mr. Rishipal Sethi Joint Managing Director
Mr. Joe Paul Whole-time Director
Dr. Aqueel A Mulla Independent Director

This Committee has been constituted in line with the provisions of Section 135 of the Companies Act, 2013 and SEBI(LODR) 2015. This Committee is constituted to formulate and recommend to the Board, Corporate Social Responsibility Policy as per Schedule VII of the Companies Act, 2013 as amended from time to time, the amount of expenditure to be incurred on the activities specified in the CSR Policy; to monitor the Corporate Social Responsibility Policy of the company from time to time; and any other matter as the Board may delegate from time to time.

During the year under review Corporate Social Responsibility & Governance Committee met on 24/05/2024, 09/08/2024, 08/11/2024 and 14/02/2025, attendance of members in above meetings is as under:

No. of Meetings No. of
Name of the Member held during Meetings
the year attended
Mr. Rishipal Sethi 4 3
Mr. Joe Paul 4 4
Dr. Aqueel A Mulla 4 4

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Terms of references of the Committee, inter alia includes the following:

  • To formulate and recommend to Board a Corporate Social Responsibility (CSR) policy

  • Indicating activities to be undertaken in compliance of the provisions of the Companies Act, 2013 and rules made there under

  • Recommend the amount of expenditure to be spent on CSR activities

  • Monitoring the implementation of CSR policy from time to time

  • To approve Corporate Sustainability report and oversee the implementation of sustainability activities

  • To ensure compliance with corporate governance norms as laid down under Listing Agreement with Stock Exchange, Companies Act, and other statutes or any modification or re-enactment thereof.

7. RISK MANAGEMENT COMMITTEE:

The Risk Management Committee was constituted by the Board in pursuance to the requirement of Companies Act, 2013 and Regulation 21 of Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015. The committee implements and monitors Risk Management Plan of the company.

Composition of the Committee:

Name of the Director Designation
Mr. Pradeep Havnur (Retired wef 17/09/2024-Chairman) Independent Director
Mr. Mohammed Adil Ansari (Retired wef 17/09/2024) Independent Director
Mr. Karanpal Sethi Whole-time Director
Mr. Suresh Bandi (Appointed wef 18/09/2024-Chairman) Independent Director
Mr. M. H. Azad (Appointed wef 20/09/2024) Independent Director

Meeting Details:

During the year Risk Management Committee met on 24/05/2024, 08/11/2024 & 14/02/2025. Attendance of members in above meetings is as under:

Name of the Member No. of
Name of the Members No. of Meetings held Meetings
during the year attended
Mr. Pradeep Havnur (Retired wef 17/09/2024-Chairman) 3 1
Mr. Mohammed Adil Ansari (Retired wef 17/09/2024) 3 1
Mr. Karanpal Sethi 3 3
Mr. Suresh Bandi (Appointed wef 18/09/2024-Chairman) 3 2
Mr. M. H. Azad (Appointed wef 20/09/2024) 3 2

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8. GENERAL BODY MEETINGS:

a) Annual General Meetings

Details of the last three Annual General Meetings (AGMs) along with special resolutions passed are given in table below:

Year Date Time Venue Special Resolutions Passed
31-03-2024 24-07-2024 9.30 A.M. J-7, MIDC, 1. Re-appointment of Mr. Jose Jacob as Independent
Hingna Road, Director.
Nagpur–16 2. Appointment of Mr. Suresh Bandi as Independent
Director.
3. Appointment of Mr. M H Azad as Independent
Director.
31-03-2023 19-07-2023 9:30 A.M. J-7, MIDC, 1. Re-appointment of Mr. Rishipal Sethi as an
Hingna Road, Executive Director.
Nagpur–16 2. Re-appointment of Ms. Shirley Paul as an Executive
Director.
31-03-2022 20-07-2022 9:30 A.M. J-7, MIDC, No special resolutions passed.
Hingna Road,
Nagpur–16

b. MEANS OF COMMUNICATION:

The Quarterly Un-Audited (Provisional) Results and the Annual Audited Financial results of

the company are sent to the stock exchanges immediately after they are approved by the Board and are also published in one vernacular news paper viz. "LOKSATTA" and one English news paper viz. "INDIAN EXPRESS".

All vital information of the Company are disseminated through Stock Exchanges and website of the Company.

The Company has functional website which is updated on regular basis. The website www.pixtrans.com has a separate section for investors where all the relevant informations/updates are hosted.

All the event-based and periodic compliances are filed on the BSE Listing Centre and NSE NEAPS Portal in compliance with the Listing Regulations.

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9. GENERAL SHAREHOLDER INFORMATION

a. Annual General Meeting

Date :26th July 2025

Time : 09:30 A.M

Venue : J-7, MIDC, HINGNA ROAD, NAGPUR-440016

b. Financial year

1st April, 2024 to 31st March, 2025.

c. Book closure record date

The register of members and share transfer books of the company shall remain closed from Saturday, 19th July, 2025 to Saturday, 26th July 2025 (Both day inclusive) Record date: 18th July 2025

d. Listing on stock exchanges

The Company’s shares are listed on Bombay Stock Exchange Ltd, Mumbai and National Stock Exchange of India Ltd., Mumbai. The Annual Listing Fees for 2024-2025 has been paid to the Stock Exchange. The ISIN Number allotted to Company’s Equity shares is INE751B01018.

e. Stock code

BSE - Scrip Code - 500333

NSE - Symbol - PIXTRANS

f. Market price data

Monthly High/low During 2024-25

Monthly High/low During 2024-25

BSE NSE NSE
Month High Price
(Rs.)
Low Price
(Rs.)
Traded
Volume
(Lacs)
Month High Price
(Rs.)
Low Price
(Rs.)
Traded
Volume
(Lacs)
Apr-24 1570.00 1206.10 0.82 Apr-24 1570.00 1330.15 6.38
May-24 1540.00 1250.80 1.19 May-24 1480.10 1243.30 4.17
Jun-24 1579.00 1185.55 0.77 Jun-24 1586.00 1185.00 9.9
Jul-24 1722.15 1314.10 2.37 Jul-24 1722.25 1333.25 29.21
Aug-24 1724.45 1419.00 1.08 Aug-24 1730.90 1414.40 12.74
Sep-24 1727.15 1423.15 4.24 Sep-24 1728.00 1422.00 57.67
Oct-24 1650.00 1379.20 1.35 Oct-24 1650.00 1375.60 16.31
Nov-24 2687.95 1578.90 5.56 Nov-24 2690.00 1582.05 62.84
Dec-24 2796.45 2335.00 1.32 Dec-24 2799.95 2340.20 13.74
Jan-25 2574.95 1844.65 0.69 Jan-25 2571.95 1840.00 6.39
Feb-25 2197.80 1387.00 0.92 Feb-25 2199.10 1382.45 7.42
Mar-25 1799.00 1398.30 0.52 Mar-25 1799.60 1399.00 7.12

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g. Registrar and Transfer Agent

MUFG Intime India Private Limited (Formerly Link Intime India Pvt. Ltd.)

SWAYAM’ is a secure, user-friendly web-based application, developed by “MUFG Intime India Pvt Ltd.” (Formerly Link Intime India Pvt. Ltd.) our Registrar and Share Transfer Agents, that empowers shareholders to effortlessly access various services. We request you to get registered and have firsthand experience of the portal.

This application can be accessed at https://swayam.in.mpms.mufg.com

  • Effective Resolution of Service Request -generate and track service requests/complaints through SWAYAM.

  • Features - A user-friendly GUI.

  • Track corporate actions like dividend/interest/bonus/split.

  • PAN-based investments - Provides access to linked PAN accounts, Company wise holdings and security valuations.

  • Effortlessly raise request for unpaid amounts.

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  • Self-service portal – for securities held in demat mode and physical securities, whose folios are KYC compliant.

  • Statements - View entire holdings and status of corporate benefits.

  • Two-factor authentication (2FA) at Login - Enhances security for investors.

h. Share transfer system

In terms of Regulation 40(1) of SEBI Listing Regulations, as amended, securities can be transferred only in dematerialized form, except in case of request received for transmission or transposition of securities. Members holding shares in physical form are requested to consider converting their holdings to dematerialized form. Transfers of equity shares in electronic form are effected through the depositories with no involvement of the Company.

I. Distribution of Share holding as on 31/03/2025

Sr.
No.
Shares range No of
Share Holders
% of Total
Share Holders
Total Shares for
the Range
Percentage
of Issued
Capital
1 1 to 500 36187 97.14 1761659 12.93
2 501 to 1000 547 1.47 403489 2.96
3 1001 to 2000 261 0.70 374721 2.75
4 2001 to 3000 74 0.20 188948 1.39
5 3001 to 4000 37 0.10 129687 0.95
6 4001 to 5000 25 0.07 115354 0.85
7 5001 to 10000 68 0.18 460784 3.38
8 10001 AND ABOVE 55 0.15 10190558 74.79
Total 37254 100.00 13625200 100.00

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j. Category of shareholders as on 31/03/2025

Category Total
Securities
%
1. Clearing Members 192 0.0014
2. Other Bodies Corporate 308913 2.2672
3. Escrow Account 30050 0.2205
4. Hindu Undivided Family 220417 1.6177
5. Non Nationalised Banks 2100 0.0154
6. Non Resident Indians 57900 0.4249
7. Non Resident (Non Repatriable) 74762 0.5487
8. Public 3564136 26.1584
9. Promoters 8423230 61.8210
10. Body Corporate - Ltd Liability Partnership 42520 0.3121
11. FPI (Corporate) - I 57351 0.4209
12. NBFCs registered with RBI 5800 0.0426
13. Investor Education And Protection Fund 455248 3.3412
14. Alternate Invst Funds - III 69973 0.5136
15. Directors and their relatives (excluding independent 221334 1.6244
Directors and nominee Directors)
16. Key Managerial Personnel 66 0.0005
17. Relatives of promoters (other than "Immediate 40035 0.2938
relatives" of promoters disclosed under Promoter
and Promoter Group' category)
18. FPI (Corporate) - II 51173 0.3756
TOTAL: 13625200 100

k .Dematerialisation of Shares and Liquidity

The Company has arrangement with National Securities Depository Ltd. (NSDL) and Central Depository Services [India] Ltd. (CDSL) for Demat facility. As on 31st March, 2025, 97.70% of the total equity capital is held in the Demat form with NSDL and CDSL. The Company’s Equity shares are in the compulsory Demat mode with effect from 27th November 2000.

Particulars As on
31-03-2024
Percentage
[%]
Held in Dematerialized form in NSDL 1,14,21,044 83.32
Held in Dematerialized form in CDSL 18,91,304 13.88
Physical Shares 3,12,852 2.30
Total 1,36,25,200 100.00

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Company’s Equity shares are one of the liquid and actively traded shares on Stock Exchangs. Relevant data for the average monthly turnover for the financial year 2024-25 are as under:

Particulars BSE NSE
No of shares traded (in lacs) 1.74 19.49
Value in (Rs in Lacs) 3148.53 35503.93

l. Outstanding GDRs/ADRs/Warrants or any convertible instruments, conversion date and likely impact on equity:

During the period under review there are no outstanding GDRs/ADRs/Warrants or any convertible instruments, conversion date and likely impact on equity.

m. Commodity price risk or foreign exchange risk and hedging activities:

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

Plant Locations

Unit 1 - J-7, M.I.D.C., Hingna Road, Nagpur – 440 016

Unit 2 - K-36, K-37 & K-38, MIDC, Hingna Road, Nagpur-440 016

Unit 3 - Khasra No.25, 45,46/1,46/2,47 & 48, Mouza Nagalwadi, Tehsil – Hingna, Nagpur-440 016 Unit 4 - Khasra No. 57,Mouza Nagalwadi, Tehsil – Hingna, Nagpur - 440 016

Unit 5 - Khasra No. 13, 14, 15/3, Village Sangam, Tehsil Hingna, Nagpur - 440 016

Address for Correspondence

J-7, MIDC, Hingna Road, Nagpur- 440016 Tel: 07104-669002, Fax: 07104-669007 Website: www.pixtrans.com Email: [email protected]

10. DISCLOSURES:

Related party transactions

The company has not entered into any transaction of a material nature with the Promoters, Directors or the Management, their relatives etc. that may have any potential conflict with the interests of the company.

None of the transactions with any of related parties were in conflict with the Company’s interest. Attention of members is drawn to the disclosure of transactions with related parties set out in the relevant Notes to Accounts to Standalone Financial Statements, forming part of the Annual Report.

In line with requirement of the Companies Act, 2013 and Listing Agreement, your Company has formulated a Policy on Related Party Transactions which is also available at Company’s website at www.pixtrans.com . The Policy intends to ensure that proper reporting; approval and disclosure processes are in place for all transactions between the Company and Related Parties. This policy specifically deals with the review and approval of Material Related Party Transactions keeping in mind the potential or

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Stock Exchange/SEBI compliances

The company has complied with the requirements of the stock exchanges, SEBI and other statutory authorities on all matters related to capital markets. In last three years one fine was imposed by stock exchanges for late compliance under regulation 17(1A) & 21(2) of Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015. The Company has made a representation to both the stock exchanges to waive off the fine imposed as there is no such noncompliance. The final decision from the exchanges is now awaited.

Whistle blower policy

The Company has adopted a Whistle Blower Policy, as part of vigil mechanism to provide appropriate avenues to the Directors and employees to bring to the attention of the management any issue which is perceived to be in violation of or in conflict with the fundamental business principles of the Company. The employees are encouraged to voice their concerns by way of whistle blowing and all the employees have been given access to the Audit Committee.

Investor complaint redress system

The investors complaints are handled by company’s RTA . The company oversees the activities of the RTA to ensure timely redressal of investor complaints. The Company has adopted the Investor Grievance Redressal Policy which establish the mechanism to redress investor complaints. The policy is available in Investor section of company’s website link:

https://www.pixtrans.com/investors/investorPDF/Policies/INVESTOR-GRIV-REDRS-POLICY.pdf

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

During the period under review company has not raised funds through preferential allotment or qualified institutions placement.

Disclosures in Relation to the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013 :

Details of such complaints during financial year 2024-25 are as follows:

Particulars Details
a. Number of complaints filed during the financial year 0
b. Number of complaints disposed of during the financial year 0
c. Number of complaints pending as on end of the financial year 0

Policy for Determining ‘Material’ Subsidiaries :

In accordance with Regulation 16(1)(c) of SEBI (LODR),the Company has a Policy for determining ‘Material Subsidiaries’ which is available at the web link:

https://www.pixtrans.com/investors/investorPDF/Policies/DeterminationMaterial_Subsidiaries.pdf In the year 2024-25, the Company had no ‘Material Subsidiary’ as defined under Regulation 16(1)(c) of SEBI (LODR).

Disclosure of Commodity Price Risks and Commodity Hedging Activities :

The Company does not deal in commodity price risk and commodity hedging activities.

Details of compliance with mandatory requirements

The Company has complied with the compliance requirements specified under Regulations 17 to 27 and clause (b) to (i) of sub- regulation (2) of Regulation 46 of the SEBI Listing Regulations as detailed hereunder:

58

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REPORT ON CORPORATE GOVERNANCE

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Particulars Regulation
Number
Compliance
status
(Yes/No/NA)
1. Independent director(s) have been appointed in terms of 16(1)(b) Yes
specified criteria of ‘independence’ and/or ‘eligibility’
2. Board composition 17(1), 17(1A) ,17(1C), Yes
17(1D) & 17(1E)
3. Meeting of Board of directors 17(2) Yes
4. Quorum of Board meeting 17(2A) Yes
5. Review of Compliance Reports 17(3) Yes
6. Plans for orderly succession for appointments 17(4) Yes
7. Code of Conduct 17(5) Yes
8. Fees/compensation 17(6) Yes
9. Minimum Information 17(7) Yes
10. Compliance Certificate 17(8) Yes
11. Risk Assessment & Management 17(9) Yes
12. Performance Evaluation of Independent Directors 17(10) Yes
13. Recommendation of Board 17(11) Yes
14. Maximum number of Directorships 17A Yes
15. Composition of Audit Committee 18(1) Yes
16. Meeting of Audit Committee 18(2) Yes
17. Role of Audit Committee and information to be reviewed by the 18(3) Yes
audit committee
18. Composition of nomination & remuneration committee 19(1) & (2) Yes
19. Quorum of Nomination and Remuneration Committee meeting 19(2A) Yes
20. Meeting of Nomination and Remuneration Committee 19(3A) Yes
21. Role of Nomination and Remuneration Committee 19(4) Yes
22. Composition of Stakeholder Relationship Committee 20(1), 20(2) & 20(2A) Yes
23. Meeting of Stakeholders Relationship Committee 20(3A) Yes
24. Role of Stakeholders Relationship Committee 20(4) Yes
25. Composition and role of risk management committee 21(1),(2),(3),(4) Yes
26. Meeting of Risk Management Committee 21(3A) Yes
27. Quorum of Risk Management Committee meeting 21(3B) Yes
28. Gap between the meetings of the Risk Management Committee 21(3C) Yes
29. Vigil Mechanism 22 Yes
30. Policy for related party Transaction 23(1),(1A),(5),(6),(7) & (8) Yes
31. Prior or Omnibus approval of Audit Committee for all related 23(2), (3) Yes
party transactions
32. Approval for material related party transactions 23(4) NA
33. Disclosure of related party transactions on consolidated basis 23(9) Yes
34. Composition of Board of Directors of unlisted material 24(1) NA
Subsidiary
35. Other Corporate Governance requirements with respect to 24(2),(3),(4),(5) & (6) Yes
subsidiary of listed entity
36. Alternate Director to Independent Director 25(1) NA
37. Maximum Tenure 25(2) NA
38. Appointment, Re-appointment or removal of an Independent 25(2A) NA
Director through special resolution or the alternate mechanism
39. Meeting of independent directors 25(3) & (4) Yes
40. Familiarization of independent directors 25(7) Yes

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REPORT ON CORPORATE GOVERNANCE

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Particulars Regulation
Number
Compliance
status
(Yes/No/NA)
41. Declaration from Independent Director 25(8) & (9) Yes
42. D & O Insurance for Independent Directors 25(10) Yes
43. Confirmation with respect to appointment of Independent 25(11) NA
Directors who resigned from the listed entity
44. Memberships in Committees 26(1) Yes
45. Affirmation with compliance to code of conduct from members 26(3) Yes
of Board of Directors and Senior management personnel
46. Policy with respect to Obligations of directors and senior 26(2) & 26(5) Yes
management
47. Approval of the Board and shareholders for compensation or 26(6) NA
profit sharing in connection with dealings in the securities of the
listed entity
48. Vacancies in respect Key Managerial Personnel 26(A1),26(A2) & 26(A3) Yes

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REPORT ON CORPORATE GOVERNANCE

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Website regulation 46(2)

Compliance
Item status
(Yes/No/NA)
1. Details of business Yes
2. Memorandum of Association and Articles of Association Yes
3. Brief profile of board of directors including directorship and full-time positions in body Yes
corporates
4. Terms and conditions of appointment of independent directors Yes
5. Composition of various committees of board of directors Yes
6. Code of conduct of board of directors and senior management personnel Yes
7. Details of establishment of vigil mechanism/ Whistle Blower policy Yes
8. Criteria of making payments to non-executive directors Yes
9. Policy on dealing with related party transactions Yes
10. Policy for determining ‘material’ subsidiaries Yes
11. Details of familiarization programs imparted to independent directors Yes
12. Contact information of the designated officials of the listed entity who are responsible for Yes
assisting and handling investor grievances
13. email address for grievance redressal and other relevant details Yes
14. Financial results Yes
15. Shareholding pattern Yes
16. Details of agreements entered into with the media companies and/or their associates NA
17. Schedule of analyst or institutional investor meet and presentations made by the listed NA
entity to analysts or institutional investors simultaneously with submission to stock
exchange
18. Audio recordings, video recordings, if any, and transcripts of post earnings or quarterly calls,
NA
by whatever name called, conducted physically or through digital means
19. New name and the old name of the listed entity NA
20. Advertisements as per regulation 47 (1) Yes
21. Credit rating or revision in credit rating obtained Yes
22. Separate audited financial statements of each subsidiary of the listed entity in respect of a Yes
relevant financial year
23. Secretarial Compliance Report Yes
24. Whether company has provided information under separate section on its website as per Yes
Regulation 46(2)
25. Materiality Policy as per Regulation 30(4) Yes
26. Disclosure of contact details of KMP who are authorized for the purpose of determining Yes
materiality as required under regulation 30(5)
27. Disclosures under regulation 30(8) Yes
28. Statements of deviation(s) or variations(s) as specified in regulation 32 Yes
29. Dividend Distribution policy as per Regulation 43A (as applicable) Yes
30. Annual return as provided under section 92 of the Companies Act, 2013 Yes
31. Employee Benefit scheme documents framed in terms of SEBI (SBEB) Regulations, 2021 NA
32. It is certified that these contents on the website of the listed entity are correct and timely Yes
updated

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REPORT ON CORPORATE GOVERNANCE

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Practising Company Secretary Certificate on Non-Disqualification of Directors:

A certificate has been obtained from Mr. Z. M. Shaikh & Associates, practising company secretaries, confirming that none of the Directors on the Board of the Company have been debarred or disqualified from being appointed or continuing as Directors of companies by Securities and Exchange Board of India, Ministry of Corporate Affairs or any such statutory authority. The certificate is annexed herewith to this Corporate Governance Report.

Disclosure on Acceptance of Recommendations Made by Board Committees:

During the financial year under review various recommendations were made by the Committees to the Board of Directors, which were all accepted by the Board, after necessary deliberations.

Fee Payment to Statutory Auditors:

Details of total fees for all services paid by the Company and its subsidiaries, on a consolidated basis, to the statutory auditor and all entities in the network firm/ network entity of which the statutory auditor is a part, are provided in the Notes to accounts forming part of this Annual Report.

DECLARATION REGARDING COMPLIANCE BY BOARD MEMBERS AND SENIOR MANAGEMENT PERSONNEL WITH THE COMPANIES CODE OF CONDUCT

I, Amarpal Sethi, Chairman and Managing Director of PIX Transmissions Limited declare that all Board members and senior management personnel have affirmed compliance with the Code of Conduct for Board and Senior Management Personnel for the year ended 31st March, 2025.

For and on behalf of the Board of Directors

Amarpal Sethi Chairman and Managing Director

Place: Mumbai Date: 23/05/2025

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Annual Report 2024-25 I PIX TRANSMISSIONS LIMITED

CERTIFICATE

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CERTIFICATE ON COMPLIANCE WITH CORPORATE GOVERNANCE

To, The Members PIX Transmissions Limited,

I have examined the relevant records of PIX Transmissions Limited [CIN:L25192MH1981PLC024837], for the purpose of certifying compliance with the conditions of Corporate Governance for the year ended 31 March, 2025, as stipulated in the SEBI (LODR) Regulation, 2015. I have obtained all the information and explanation which to the best of my knowledge and belief were necessary for the purpose of certification.

The compliance of conditions of Corporate Governance is the responsibility of the Company's Management. My examination has been limited to the procedures and implementation thereof adopted by the Company for ensuring the compliance of the conditions of the Corporate Governance as stipulated in the said Listing Regulations. It is neither an audit nor an expression of opinion on the financial statement of the Company.

In my opinion and to the best of our information and according to the explanations given to me and based on the representations made by the Directors and the Management, I certify that the Company has complied with the conditions of Corporate Governance as stipulated in applicable provisions of Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015.

I further state that such compliance is neither an assurance to the further viability of the Company nor the efficiency or effectiveness with which the Management has conducted the affairs of the Company.

For, Sahib & Co Chartered Accountants Sd/CA. Sahib Chauhan Proprietor Membership No. 146408

Place: Mumbai Date: 23rd May, 2025 UDIN: 25146408BMILJY2796

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CERTIFICATE

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CERTIFICATE OF NON-DISQUALIFICATION 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 of PIX Transmissions Limited J-7, MIDC, Hingna Road, Nagpur-440 016

I have examined the relevant registers, records, forms, returns and disclosures received from the Directors of PIX Transmissions Limited having CIN: L25192MH1981PLC024837 and having registered office at J-7, MIDC, Hingna Road, Nagpur-440 016, (hereinafter referred to as ‘the Company’), produced before me by the Company for the purpose of issuing this Certificate, in accordance with Regulation 34(3) read with Schedule V Para-C clause 10(i) of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015.

In my opinion and to the best of my 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 me by the Company & its officers, I hereby certify that none of the Directors on the Board of the Company as stated below for the Financial Year ending on 31st March, 2025 have been debarred or disqualified from being appointed or continuing as Directors of companies by the Securities and Exchange Board of India or Ministry of Corporate Affairs.

Name of the Director DIN Date of appointment as a Director
Jose Jacob 00128988 24.07.2019
Aqueel Ahmed Mulla 00129064 23.09.2015
Sukhpal Singh Sethi 00129235 05.03.1992
Sonepal Pratipal Singh Sethi 00129276 01.04.2012
Singh Rishipal Sethi 00129304 29.12.2004
Amarpal Singh Sethi 00129462 01.04.2009
Joe Moolan Paul 00129522 01.05.2000
Mohammad Husain Azad 10674191 20.09.2024
Karanpal Singh Sethi 01711384 01.06.2009
Sandeep Umashankar Prajapati 10683594 18.09.2024
Suresh Chandmal Bandi 00516274 18.09.2024
Shirely Moolan Paul 06918198 10.07.2014
Amit Lala 08833642 30.09.2020
Dr. Abhilasha Chandrashekhar Hattangdi 09782680 11.11.2022

Ensuring the eligibility for the appointment / continuity of every Director on the Board is the responsibility of the management of the Company. My responsibility is to express an opinion 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 Z. M. SHAIKH & ASSOCIATES Practicing Company Secretaries CP No. 14443 Sd/-

ZAHEERUDDIN SHAIKH

Place: Mumbai Date: 23/05/2025

Proprietor Membership No. FCS 13453 UDIN:F013453G000418033

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CERTIFICATE

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CERTIFICATE OF CHAIRMAN AND MANAGING DIRECTOR AND CHIEF FINANCIAL OFFICER

To The Board of Directors PIX Transmissions Ltd

We, the undersigned, in our respective capacities as Chairman and Managing Director and Chief Financial officer of PIX Transmissions Ltd (“the company”) to the best of our knowledge and belief, certify that:-

  1. We have reviewed the Balance Sheet and Profit and Loss account (both consolidated and standalone ), and all its schedules and notes on accounts, as well as the Cash Flow Statements and the Directors Report and annexure thereto and based on our knowledge and belief, we state that :

  2. a. these statements do not contain any materially untrue statement or omit any material fact or contain statements that might be misleading.

  3. b. these statements together present true and fair view of the Company’s affairs and are in compliance with existing accounting standards, applicable laws and regulations.

  4. We further state that to the best of our knowledge and belief, no transactions entered into by the Company during the year are fraudulent, illegal or violative of the Company’s Code of Conduct.

  5. We accept responsibility for establishing and maintaining internal controls for financial reporting and have evaluated the effectiveness of the internal control systems of the Company for such reporting. We have disclosed to the Auditors and the Audit Committee, deficiencies, if any, in the design or operation of such internal controls, of which we are aware of and the steps taken and/or proposed to be taken to rectify these deficiencies.

  6. We have indicated to the auditors and audit committee:

  7. (i) that there are no significant changes in Internal Controls with respect to financial reporting during the year.

  8. (ii) that there are no significant changes in accounting policies during the Year and these have been disclosed in the notes to the financial statements.

  9. (iii) that there are no instances of significant fraud of which we have became aware.

Place: Mumbai Amarpal Sethi Date: 23/05/2025 Chairman & Managing Director

Karanpal Sethi Chief Financial Officer

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BUSINESS RESPONSIBILITY & SUSTAINABILITY REPORT

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BUSINESS RESPONSIBILITY & SUSTAINABILITY REPORT SECTION A: GENERAL DISCLOSURES

Details of listed entity

1. Corporate Identity Number (CIN) of the L25192MH1981PLC024837
Company
2. Name of the Company PIX TRANSMISSIONS LIMITED
3. Year of incorporation 1981
4. Registered office address J-7, M.I.D.C., Hingna Road, Nagpur-440 016
5. Corporate address One BKC, B Wing, 12th Floor, Unit No.1208,
Bandra-Kurla Complex, Bandra (East), Mumbai-
400 051
6. E-mail id [email protected]
7. Telephone 022-6138 3000 – Corporate Office
8. Website www.pixtrans.com
9. Financialyear reported 2024-2025
10. Name of the Stock Exchanges where shares BSE Limited and National
are listed Stock Exchange of India Limited(NSE)
11. Paid-upCapital Rs. 13,62,41,000/-
12. Name and contact details (telephone, email Shybu Varghese
address) of the person who may be [email protected]
contacted in case of any queries on the BRSR 9764065355
report
13. Reporting boundary - Are the disclosures Standalone
under this report made on a standalone
basis (i.e. only for the entity) or on a
consolidated basis (i.e. for the entity and all
the entities which form a part of its
consolidated financial statements, taken
together).
14. Whether the company has undertaken NA
reasonable assurance of t he BRSR care
15. Name of assuranceprovider NA
16. Type of assurance obtained NA

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II. Products/services

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

Description of Description of % of turnover
Main Activity Business Activity of the Company
Manufacturing of V-Belts Manufacturing of power 98%
transmission belts
Trading Trading of power ware 2%
products

18. Products/Services sold by the Company (accounting for 90% of the turnover)

Product/Service NIC Code % of total Turnover
contributed
Power Transmissions Belts 40103999 98%
Pulleys 84835010 1.25%
Couplings 84836010 0.50%
Bushes 73269099 0.25%

III. Operations

19. Number of locations where plants and/or operations/offices of the Company are situated:

Location Number of plants Number of offices Total
National 3 2 5
International 0 4 4

20. Markets served by the Company a. Number of locations

Locations Number
National (No. of States) PAN INDIA
~~International (No. of Countries)~~ ~~102~~

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

The Company’s exports contribute more than 50% to its total turnover.

c. Types of customers

The company operates as a B2B business, offering its products to customers across a wide range of sectors, including industrial, agricultural, automotive, and more. It serves both domestic and international markets, ensuring the availability of its products to consumers worldwide.

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IV. Employees and workers (including differently abled) 21. Details as at the end of Financial Year, i.e. March 31, 2025: a. Employees and workers:

l
Total
Male
Female
Male
Female
Male
Female
Particuars
(A)
No.(B) % (B/A)
No.(C)
% (C/A)
1. Permanent(D)
267
251 16
94.01
5.99
2. Other than Permanent(E)
3
3 0
100
0
3. Total employees(D+E)
270
254 16
94.07
5.99
4. Permanent(F)
661
661 0
100
0
5. Other than Permanent(G)
867
867 0
100
0
6. Total workers (F+G)
1528
1528 0
100
0

b. Differently abled Employees and workers:

l
Total
Male
Female
Male
Female
Male
Female
Particuars
(A)
No.(B) % (B/A)
No.(C)
% (C/A)
DIFFERENTLY ABLED EM PLOYEES
1. Permanent(D)
0
0
0%
0
0%
2. Other than Permanent(E)
0
0
0%
0
0%
3. Total differently abled
employees (D+E)
0
0
0%
0
0%
DIFFERENTLY ABLED W ORKERS
4. Permanent(F)
7
7
100%
0
0%
5. Other than Permanent(G)
0
0
0%
0
0%
6. Total differently abled
workers (F+G)
7
7
100%
0
0%

22. Participation/Inclusion/Representation of women

Ttl A No. and percentage of Females No. and percentage of Females
oa () No. (B) % (B/A)
Board of Directors
14
2 14.29
Key Management Personnel
22
1 4.55

23. Turnover rate for permanent employees and workers (disclose trends for the past 3 years)

FY 2025 FY 2024 FY 2023
Particulars Male Female Total Male Female Total Male Female Total
Permanent
Employees
11.98% 1.12% 13.10% 14.23% 1.09% 15.32% 9.00% 0.38% 9.38%
Permanent
Workers
5.44% 0 5.44% 3.52% 0 3.52% 8.00% 0 8.00%

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V. Holding, Subsidiary and Associate Companies (including joint ventures) 24. Name of holding/subsidiary/associate companies/joint ventures

Name of the holding/
subsidiary/associate
companies/joint
ventures (A)
Indicate whether
Holding/Subsidiary/A
ssociate/Joint
Venture
% of shares held by
the Company
Does the entity
indicated at column A,
participate in the
Business Responsibility
initiatives of the
Company (Yes/No)
Name of the holding/
subsidiary/associate
companies/joint
ventures (A)
Indicate whether
Holding/Subsidiary/A
ssociate/Joint
Venture
% of shares held by
the Company
Does the entity
indicated at column A,
participate in the
Business Responsibility
initiatives of the
Company (Yes/No)
PIX Middle East FZC,UAE Subsidiary
No
100%
PIX Transmissions (Europe)
Limited, UK
Subsidiary
No
100%

VI. CSR Details

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

Yes

  • (ii) Turnover (in Rs.)

  • `552 Crore

  • (iii) Net worth (in Rs.)

  • `555 Crore

VII. Transparency and Disclosure Compliances

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

Stakeholder group
from whom
compliant is received
Grievance Redressal
Mechanism in place
(Yes/No)
(If yes, then provide
web link for
grievance redressal
FY2025
FY2024
FY2025
FY2024
FY2025
FY2024
FY2025
FY2024
FY2025
FY2024
No. of
compl
aints
filed
during
the
year
No. of
complai
nts
pending
resolutio
n at
close of
the year
Remarks
No. of
compl
aints
filed
during
the
year
No. of
complai
nts
pending
resolutio
n at
close of
the year
Remarks
Communities
No
Nil
Investors (other than
shareholders)
No
Nil
Shareholders
Yes. The Company
has formulated the
Investor Grievance
Redressal Policy to
address the
grievances of
shareholders. The
web link of this
policy is as under : .
https://www.pixtran
s.com/investors.php
?tab=Company
Policies
19
0
-
19
0
-
Employees and
workers
Yes. The company’s
policy on Human
Rights & Code of
Conduct addresses
the grievances of
97
0
-
29
0
-

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Stakeholder
group from
whom
compliant is
received
Grievance Redressal
Mechanism in place
(Yes/No)
(If yes, then provide
web link for
grievance redressal
FY2025
FY2024
FY2025
FY2024
FY2025
FY2024
FY2025
FY2024
FY2025
FY2024
No. of
compl
aints
filed
during
the
year
No. of
complai
nts
pending
resolutio
n at
close of
the year
Remarks
No. of
compl
aints
filed
during
the
year
No. of
complai
nts
pending
resolutio
n at
close of
the year
Remarks
worker. The weblink of
these policies are as
under :
https://www.pixtrans.co
m/investors.php?tab=Co
mpanyPolicies
Customers
Yes, Company’s policy on
QMS and Warranty
Management System
address this issue. The
web link is as under :
https://www.pixtrans.co
m/investors.php?tab=Co
mpanyPolicies
30
0
-
94
0
-
Value Chain Partners
No
Nil
Other (please specify
No
Nil

27. Overview of the Company’s business conduct, pertaining to environment and social matters that present a risk or an opportunity to the business of the Company, rationale for identifying the same, approach to adapt or mitigate the risk along with its financial implications, as per the following format:

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

SECTION B: MANAGEMENT AND PROCESS DISCLOSURES

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

Disclosure Questions Disclosure Questions P
1
P
2
P
3
P
4
P
5
P
6
P
7
P
8
P
9
Policy and management processes
1. a. Whether the Yes Yes Yes Yes Yes Yes Yes Yes Yes
Company's policy/policies
cover each principle and
its core elements of the
NGRBCs. (Yes/No)
b. Has the policy been No No No Yes No No No Yes No
approved by the Board?
(Yes/No)

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Disclosure Questions
P
1
P
2
P
3
P
4
P
5
P
6
P
7
P
8
P
9
Disclosure Questions
P
1
P
2
P
3
P
4
P
5
P
6
P
7
P
8
P
9
c. Web link of the
policies, if available
The Company's policies can be accessed with the given web link.
https://www.pixtrans.com/investors.php?tab=Company Policies
Whether the Company
has translated the policy
into procedures. (Yes/No)
Yes
Yes
Yes
Yes
Yes
Yes
Yes
Yes
Yes
Do the enlisted policies
extend to the Company's
value chain partners?
(Yes/No)
No
No
No
No
No
No
No
No
No
2.
3.
  1. Name of the national and ISO900 IS0140 ISO450 ISO900 ISO450 ISO140 ISO900 ISO900 ISO900 international 1 & 01 & 01 1 01 01 1 1 1 codes/certifications/ IATF16 ROHS/ labels/ standards (e.g. 949 PROP6 Forest Stewardship 5 Council, Fairtrade, Rainforest Alliance, Trustea) standards (e.g. SA 8000, OHSAS, ISO, BIS) adopted by the Company and mapped to each

  2. Specific commitments, This is a ongoing process as a company strives towards excellence. goals and targets set by the Company with defined timelines, if any.

  3. Performance of the This is a ongoing process as a company strives towards excellence. Company against the specific commitments, goals and targets along with reasons, in case the same are not met.

Governance, leadership and oversight

  1. As a Company, we have long harboured the notion that we must provide our customers with the following:

  2. Security of Supply – ensure adequate availability of product to meet the ever changing needs of our customers no matter the circumstances

  3. Security of Service – provide the necessary training to ensure that our customers receive seamless support from each and every employee/location/department

We have now added the following to the aforesaid list:

  • Security of Sustainability - take initiatives to manufacture products in an environmentally conscious manner that protects the interests of all concerned stakeholders

We believe that if we can successfully achieve all three parameters, we will have an extremely compelling offering.

We will shortly be embarking upon our solar power plant project which will further enhance our green credentials and go a long way in creating a sustainable source of energy for the times to come.

  1. Details of the highest AMARPAL SETHI authority responsible for CHAIRMAN & MANAGING DIRECTOR implementation and DIN: 00129462 oversight of the Business E-mail - [email protected] Responsibility policy(ies).

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  1. Does the Company have No a specified Committee of the Board/ Director responsible for decision making on sustainability related issues? (Yes / No).

10. Details of review of NGRBCs by the Company:

Subject for review Indicate whether review provided
below taken by Director/Committee
of the Board/any other Committee
Frequency (Annually/Half
yearly/Quarterly/Any other –
please specify)
Indicate whether review provided
below taken by Director/Committee
of the Board/any other Committee
Frequency (Annually/Half
yearly/Quarterly/Any other –
please specify)
P
1
P
2
P
3
P
4
P
5
P
6
P
7
P
8
P
9
P
1
P
2
P
3
P
4
P
5
P
6
P
7
P
8
P
9
Performance against above
policies and follow up action
Other committee Annually
Compliance with statutory
requirements of relevance to
the principles, and,
rectification of any non-
compliances
Yes Annually
11.Has the entity carried
out independent assessment
/evaluation of the working of
its policies by an external
agency? (Yes/No). If yes,
provide the name of the
agency.
P
1
P
2
P
3
P
4
P
5
P
6
P
7
P
8
P
9
No

12. If answer to question (1) above is 'No' i.e. not all Principles are covered by a Policy, reasons to be stated:

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

P P P P P P P P P
Questions
1 2 3 4 5 6 7 8 9
The entity does not consider
the Principle material to its
business (Yes/No)
The entity is not at a stage
where it is in a position to
formulate and implement
the policies on specified
principles (Yes/No)
The entity does not have the
financial or/human and NA
technical resources available
for the task (Yes/No)
It is planned to be done in
the next financial year
(Yes/No)
Any other reason (please
specify)
----- End of picture text -----

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Section C: PRINCPLE WISE PERFORMANCE DISCLOSURE

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

Essential Indicators

  1. Percentage coverage by training and awareness programmes on any of the principles during the financial year:
Total number of Topics/principles %age of persons in
Segment training and
awareness
covered under the
training and its
respective category
covered by the
programmes held impact awareness programmes
Board of Directors 1 Principle 1 100%
Key Managerial 5 Principles 1, 2, 3, 4 & 6 10%
Personnel
Employees other than 14 Principles 1, 2, 3, 4 & 6 90%
Board of Directors and
KMPs
Workers 28 Principles 2, 6 & 9 92%

2. Details of fines /penalties/punishment/award/compounding fees/settlement amount paid in proceedings (by the entity or by Directors/KMPs) with regulators/law enforcement agencies/judicial institutions, in the financial year:

(Note: the entity shall make disclosures on the basis of materiality as specified in Regulation 30 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 and as disclosed on the entity’s website)

MONETARY
Name of the
Amount (In INR)
Brief of the Has an appeal
NGRBC regulatory/
Brief of the Case
Case been preferred?
Principle enforcement
Has an appeal
(Yes/No)
agencies/
Penalty/Fine NIL NIL
NIL
NIL NIL
Settlement NIL NIL
NIL
NIL NIL
Compoundingfee NIL NIL
NIL
NIL NIL
NON-MONETARY
Name of the ŁŲÙŤȚĚŬW
U
Has an appeal
NGRBC
Principle
regulatory/
enforcement
agencies/
Case been preferred?
(Yes/No)
Imprisonment NIL NIL NIL NIL
Punishment NIL NIL NIL NIL

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

Name of the Cost details regulatory/enforcem ent agencies/judicial institutions Not applicable as there were no instances of payment of fines.

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

Yes. The Company strongly believes in fair and ethical practices and endorses a vigil mechanism policy to ensure the code of conduct in all its business operations.

https://www.pixtrans.com/investors/investorPDF/Policies/PIX-VIGIL%20MECHANISM.pdf

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

FY 2024-25 FY 2023-24
Directors 0 0
KMPs 0 0
Employees 0 0
Workers 0 0

6. Details of complaints with regard to conflict of interest

FY 2024-25
FY 2023-24
FY 2024-25
FY 2023-24
FY 2024-25
FY 2023-24
Number Remarks
Number
Remarks
Number of complaints
received in relation to
issues of Conflict of
Interest of the Directors
0 -
0
-
Number of complaints
received in relation to
issues of Conflict of
Interest of the KMPs
0 -
0
-

7. Provide details of any corrective action taken or underway on issues related to fines / penalties / action taken by regulators / law enforcement agencies / judicial institutions, on cases of corruption and conflict of interests

NIL

8. Number of days of accounts payables ((Accounts payable *365) / Cost of goods/services procured) in the following format:

2024-25 2023-23
Number of days of
accounts payables
40 60

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9. Open-ness of business

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

Parameter Metrics 2024-25
2023-24
Concentration of
Purchases
a. (i) Purchases from trading houses -Rs
(ii) Total Purchases Rs
(iii) Purchases from trading houses as % of
totalpurchases
941771600.00
709666400.00
2354429000.00
1774166000.00
40%
40%
b. Number of trading houses where purchases
are made from
c. (i) Purchases from top 10 trading houses.- Rs
(ii)Totalpurchasesfromtradinghouses-Rs
40
847594440.00
40
638699760.00
941771600.00
709666400.00
Purchases from top 10 trading houses as % of
totalpurchases from tradinghouses
90%
90%
Concentration of
Sales
a.(I) Sales to dealers / distributors -Rs
(ii) Total Sales-Rs
(iii) Sales to dealers / distributors as % of total
sales
4444176380.00
3756047000.00
5520716000.00
4547886000.00
80.5%
83%
b. Number of dealers / distributors to whom
sales are made
787
955
c. (i) Sales to top 10 dealers / distributors -Rs
(ii) Total Sales to dealers/distributors-Rs
(iii) Sales to top 10 dealers / distributors as %
of total sales to dealers / distributors
1622124378.70
1856613000.00
4444176380.00
3756047000.00
36.5%
50%
Share of RPTs in a. (i) Purchases with related parties-Rs
(ii) Total Purchases
(iii) Purchases with related parties as % of
Total Purchases
Nil
Nil
Nil
Nil
Nil
Nil
b. (i) Sales to related parties -Rs
(ii) Total Sales- Rs
(iii)Sales to relatedparties as % of total Sales
781062331.00
541292797.00
5520716000.00
4547886000.00
14.15%
11.90%
c.(I) Loans & advances given to related parties -
Rs
(ii) Total Loan & advances
(iii) Loans & advances given to related parties
as % to total loans & advances
Nil
Nil
Nil
Nil
Nil
Nil
d. (i) Investments in related parties -Rs
(ii) Total Investments- Rs
(iii) Investments in related parties as % of
total Investments made
10576000.00
10576000.00
1288967000.00
759636000.00
0.82%
1.39%

Leadership Indicators

  1. Awareness programmes conducted for value chain partners on any of the Principles during the financial year:

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

Note : Currently the Company does not have the process in place.

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2. Does the entity have processes in place to avoid/ manage conflict of interests involving members of the Board? (Yes/No) If Yes, provide details of the same.

Yes. At the first meeting of the fiscal year, each director is required to disclose his or her interests in any companies, firms, BOIs, or individuals. Additionally, a register is kept to record and disclose any events or transactions in which directors have an interest. The audit committee reviews these occurrences and transactions quarterly.

Principle 2: Business should provide goods and services in a manner that is sustainable and safe Essential Indicators

  1. Percentage of R&D and capital expenditure (capex) investments in specific technologies to improve the environmental and social impacts of products and processes to total R&D and capex investments made by the entity, respectively.
Details of improvements
Segment FY 2024-25 FY 2023-24 in environmental and
social impacts
R&D NIL NIL -
Capex NIL NIL -

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

The Company has adopted sustainable sourcing methods, which are an integral part of their long-term business plan. Prioritising obtaining goods and resources in an environmentally friendly, socially responsible, and commercially feasible manner.

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

75%

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

The Company adhere to the regulations enforced by the Maharashtra Pollution Control Board, including compliance with Extended Producer Responsibility (EPR) norms for the disposal of plastic waste. Moreover, the Company also ensure that our E-waste is sent to authorized recyclers, and hazardous waste is appropriately disposed of at a Common Hazardous Waste Treatment, Storage, and Disposal Facility (CHWTSDF).

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

Yes. As per the regulations, the Company is obligated to comply with the Extended Producer Responsibility (EPR) norms for the disposal of plastic waste. The Company understand the importance of timely disposal and are taking necessary actions to meet the yearly disposal targets set by the Pollution Control Board. Pix recognize the responsibility to minimize the impact of the company’s operations on the environment and strive to ensure that the waste disposal practices are in line with the regulations enforced by the authorities.

Leadership Indicators-

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

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

The company has not conducted LCA for any of its products

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

Name of Description of Product / the risk / Action Taken Service concern Not Applicable

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

Indicate input Recycled or re-used input material to total material material FY 2024-25 FY 2023-24 - -

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

FY 2024-25 FY 2023-24
Reused Recycled Safely
disposed
Reused Recycled Safely
disposed
Plastics 0 0 14 0 0 6
(including
packaging)
E-waste 0 0 1.22 0 0 5.85
Hazardous 0 0 28.31 0 0 29.69
waste
Other waste 0 0 2486 0 0 1110.07

5. Reclaimed products and their packaging materials (as percentage of products sold) for each product category.

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

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Principle 3: Business should respect and promote the wellbeing of all employees, including those in their value chains, Essential indicators:

1. a. Details of measures for the wellbeing of employees:

% of employees covered by % of employees covered by % of employees covered by % of employees covered by
Category Total A Health
Insurance
Accident
Insurance
Maternity
Benefits
Paternity
Benefits
Day Care
Facilities
Number
B
% (B/A) Number
C
% (C/A) Number
D
**% (D/A) ** Number
E
% (E/A) Number
F
% (F/A)
Permanent Employees
Male 251 251 100% 251 100% 0 0 0 0 0 0
Female 16 16 100% 16 100% 0 0 0 0 0 0
Others 0 0 0 0 0 0 0 0 0 0 0
Total 267 267 100% 267 100% 0 0 0 0 0 0
Other than Permanent Employees
Male 3 3 100% 3 100% 0 0 0 0 0 0
Female 0 0 0 0 0 0 0 0 0 0 0
Others 0 0 0 0 0 0 0 0 0 0 0
Total 3 3 100% 3 100% 0 0 0 0 0 0

b. Details of measures for the well being of workers

Total A
Health
Insurance
Accident
Insurance
Maternity
Benefits
Paternity
Benefits
Day Care
Facilities
Number
B
% (B/A)
Number
C
% (C/A)
Number
D
% (D/A) Number
E
% (E/A)
Number
F
% (F/A)
Category
% of workers covered by
Total A
Health
Insurance
Accident
Insurance
Maternity
Benefits
Paternity
Benefits
Day Care
Facilities
Number
B
% (B/A)
Number
C
% (C/A)
Number
D
% (D/A) Number
E
% (E/A)
Number
F
% (F/A)
Category
% of workers covered by
Permanent Workers
Male 661
661
100%
0
661
100%
0
0
0
0
0
Female 0
0
0
0
0
0
0
0
0
0
0
Others 0
0
0
0
0
0
0
0
0
0
0
Total 661
661
100%
0
661
100%
0
0
0
0
0
Other than Permanent Workers
Male 867
0
0
0
867
100%
0
0
0
0
0
Female 0
0
0
0
0
0
0
0
0
0
0
Others 0
0
0
0
0
0
0
0
0
0
0
Total 867
0
0
0
867
100%
0
0
0
0
0

c. Spending on measures towards well-being of employees and workers (including permanent and other than permanent) in the following format –

2024-25 2023-24
(i) Cost incurred on well- Rs 238.39 Lacs Rs 232.53 lacs
being measures
(ii) Total Revenue of the Rs 55,207.16 Lacs Rs 45,478.86 lacs
Company
(iii) Cost incurred on well- 0.43% 1%
being measures as a %
of total revenue of the
company

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

Benefits FY 2024-25 FY 2024-25 FY 2024-25 FY 2023-24 FY 2023-24 FY 2023-24
No. of
employees
covered as a
% of total
employees
No. of
workers
covered as a
% of total
workers
Deducted and
deposited
with the
authority
(Y/N/N.A.)
No. of
employees
covered as a
% of total
employees
No. of
workers
covered as a
% of total
workers
Deducted and
deposited
with the
authority
(Y/N/N.A.)
Yes
Yes
Yes
NA
PF 100 % 100 % Yes 100 % 100 %
Gratuity 52 % 100 % Yes 84 % 100 %
ESI 0 % 0 % Yes 0 % 0.28 %
Others-
please specify
0 0 NA 0 0

3. Accessibility of workplaces

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

The Company's premises and offices are accessible to differently-abled employees and workers as per the requirements of the Rights of Persons with Disabilities Act, 2016. The company ensures its facilities, infrastructure, and services are accessible and accommodating to people with disabilities.

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

The code of conduct policy contain provisions that promote equal opportunity, such as prohibiting discrimination based on disability or providing reasonable accommodations for employees with disabilities. By implementing an equal opportunity policy, the entity is creating a workplace culture that values diversity, promotes fairness, and fosters a sense of belonging among all employees.

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

Permanent Employees Permanent Workers Permanent Workers
Gender Return to work rate Retention Return to work rate Retention
Rate Rate
Male 0 0 0 0
Female 0 0 0 0
Total 0 0 0 0

Note : No such leave taken during reporting period

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

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

Permanent workers

Other than permanent workers

Permanent employees

Other than permanent employees

Yes, Grievance redressal mechanism, where workman grievances are registered and are resolved in specific timelines

Yes, Grievance redressal mechanism

Yes, the Company conduct employee satisfaction survey and where grievances are being tracked and corrective actions are taken against low index attributes.

Yes, HR helpdesk facility is provided, where employees can raise their concerns and HR resolves provides timely resolution of queries

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

Category FY 2024-25 FY 2024-25 FY 2024-25 FY 2023-24 FY 2023-24 FY 2023-24
Total
employees/w
orkers in
respective
category
(A)
No. of
employees
/workers in
respective
category, who
are part of
association(s)
or Union
(B)
%(B/A) Total
employees/w
orkers in
respective
category
(c)
No. of
employees
/workers in
respective
category, who
are part of
association(s)
or Union
(D)
%(D/C)
Total
Permanent
Employees**
-Male
-Female
Total
Permanent
Workers**
-Male
-Female

**The Company operates in an environment of open communication and mutual respect with our employees. While we do not currently have any recognized unions under the Trade Union Act, it prioritize building positive and collaborative relationships with our staff

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8. Details of training given to employees and workers:

FY 2024-25 FY 2024-25 FY 2023-24 FY 2023-24
On health and On skill On health and On skill
Category safety measures upgradation safety measures upgradation
Total A Total (D)
Number
B
% (B/A) Number
C
% (C/A) Number
E
% (E/D) Number
F
% (F/D)
Employees
Male 248 96 38.70% 182 73.38% 257 106 41.24% 91 35.40%
Female 22 18 81.82% 15 68.18% 20 8 40% 10 50%
Other 0 0 0 0 0 0 0 0 0 0
Total 270 114 42.22% 197 72.96% 277 114 41.15% 101 36.46%
Workers
Male 1528 1528 100% 1528 100% 711 520 73.13% 360 50.63%
Female 0 0 0 0 0 0 0 0 0 0
Other 0 0 0 0 0 0 0 0 0 0
Total 1528 1528 100% 1528 100% 711 520 73.13% 360 50.63%

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

FY 2024-25 FY 2023-24
Category
Total A No. (B) % (B/A) Total (C) No. (D) % (D/C)
Employees
Male 248 203 81.85% 257 213 82.87%
Female 22 19 86.36% 20 18 90%
Other 0 0 0 0 0 0
Total 270 222 82.22% 277 231 83.39%
Workers
Male 661 0 0 711 290 40.78%
Female 0 0 0 0 0 0
Other 0 0 0 0 0 0
Total 661 0 0 711 290 40.78%

10. Health and safety management system:

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

Yes, the entity has implemented an occupational health and safety management system and is certified by ISO 45001:2018.

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

The entity has a process in place for identifying work-related hazards and assessing risks, which is carried out on a routine and non-routine basis. This process includes Hazard Identification and Risk Assessment (HIRA), where all types of control measures are applied according to the hierarchy of control.

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

Yes, the entity has display boards and Standard Operating Procedures (SOPs) available for workers to report work-related hazards and to remove themselves from such risks.

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

Yes. A medical practitioner, specifically a doctor, has been designated to provide regular on-site support to employees/workers. The doctor will visit on a daily basis, in order to provide medical assistance to

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employees in the event of illness. Also, In accordance with the regulations outlined in the Factory Act of 1948, the health of all employees of the company undergoes an annual check-up on a regular basis.

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

Safety Incident /
Number
FY 2024-25
FY 2023-24
Category
Lost Time Injury
Frequency Rate (LTIFR)
(per one million-person
hours worked)
Employees
0
0
Workers
0
1.07
Total recordable work-
related injuries
Employees
0
0
Workers
0
3
No. of fatalities Employees
0
0
Workers
0
0
High consequence work-
related injury or ill-health
(excluding fatalities)
Employees
0
0

Workers
0
0

12. Describe the measures taken by the entity to ensure a safe and healthy workplace.

The Company has implemented measures to ensure a safe and healthy workplace in accordance with the requirements of ISO 45001:2018. These measures encompass the identification of hazards and risks, the implementation of control measures, and the continuous monitoring and review of the health and safety management system's effectiveness.

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

FY 2024-25 FY 2024-25 FY 2024-25 FY 2023-24 FY 2023-24 FY 2023-24
Filed during
the year
Pending
resolution at
the end of the
year
Remarks Filed during
the year
Pending
resolution at
the end of the
year
Remarks
-
-
Working
Conditions
32 0 - 12 0
Health &
Safety
65 0 - 17 0

14. Assessments for the year:

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

Health and safety practices

Working Conditions

100% (Safety Audit Done by competent Authorities under Factory Act 1948)

100% (Dy.Director (Factory Inspector) Visit's on all locations half yearly basis to check the Safety, Health and Welfare of the workers and working conditions in the factory premises)

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

In the event of safety-related incidents, the entity takes corrective action in accordance with the hierarchy of controls specified in ISO 45001:2018. Additionally, significant risks or concerns arising from assessments of health and safety practices and working conditions are addressed through corrective actions in line with the same hierarchy of controls. The entity takes proactive measures to continuously improve its health and safety practices to ensure a safe and healthy working environment for its employees.

Leadership Indicators

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

A) Employees – Yes

B) Workers - Yes

2. Provide the measures undertaken by the entity to ensure payment of statutory dues by the value chain partners.

The Company diligently undertakes consistent follow-up measures to guarantee the punctual payment of all statutory dues. This proactive approach reflects the company's commitment to meeting its legal obligations and maintaining compliance with regulatory requirements.

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

Total No. of affected employees/workers Total No. of affected employees/workers No. of employees/workers that are
rehabilitated and placed in suitable
employment or whose family members
have been placed in suitable
employment
FY 2024-25 FY 2023-24 FY 2023-24
FY 2024-25
Employees 0 0 0
0
Workers 0 0 0
0

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

Yes

5. Details on assessment of value chain partners:

% of value chain partners (by value of business done with such partners) that were assessed Health and safety practices 0% Working Conditions 0%

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

None corrective actions were required to be taken

Principle 4: Business should respect the interests of and be responsive to all its stakeholders

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

The process employed by the company to identify stakeholders is based on the fundamental principles of inclusivity, materiality, and responsiveness. The stakeholder groups are constituted by individuals who are directly or indirectly influenced by the company's operations or possess the potential to affect its value creation.

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

Stakeholder Whether identified Channels of Frequency of Purpose and scope
Group as vulnerable & communication engagement of engagement
marginalised group (Emails, SMS, (Annually, Half including][ key
(Yes/No) Newspapers, yearly, quarterly topics and concerns
Pamphlets, /others- please raised during such
Advertisements, specify) engagement
Community
Meetings, Notice
Board, Website,
Others)
Shareholders No E-mail, Website, Annual/need based Governance,EPS,Gr
Newspaper, Stock eivances,Financial
Exchanges performance
Employees No E-mails , website, Quarterly/event Appraisal/Remuner
Notices, surveys based ation/Training
Customers No Website, e-mails, Need based Technical
social media information
/complaints &
grievances/pricing/
customer meet
Bankers No e-mail,website Quarterly/need Financial
based performance/credit
rating
Community Yes CSR activities Need based Helps in education
of Blind children
/under privileged
children /providing
medical facility to
under privileged
/promoting skill
development/Eradi
cating hunger &
malnutrition.

Leadership Indicators

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

The company is currently in the process of consulting with stakeholders and the Board on economic, environmental, and social topics.

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

No

3. Provide details of instances of engagement with, and actions taken to, address the concerns of vulnerable/ marginalized stakeholder groups.

The Company actively engages in promoting education among blind children, recognizing the importance of inclusive learning opportunities. Furthermore, the Company extends its support to underprivileged individuals by providing them with access to essential medical facilities. Understanding the significant barriers faced by marginalized communities in accessing healthcare, the Company works diligently to bridge the gap and ensure that medical services are accessible to those in need. In addition, the Company is dedicated to promoting education among underprivileged children.

Principle 5: Business should respect and promote human rights

Essential Indicators

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

Category FY 2024-25 FY 2024-25 FY 2024-25 FY 2023-24 FY 2023-24 FY 2023-24
Total (A) No. of
employees
/workers
covered (B)
% (B/A) Total (C) No. of
employees
/workers
covered (D)
% (D/C)
100%
100%
100%
100%
100%
100%
Employees
Permanent 267 267 100% 274 274
Other than
Permanent
3 3 100% 3 3
Total
Employees
270 270 100% 277 277
Workers
Permanent 661 661 100% 711 711
Other than
Permanent
867 867 100% 652 652
Total Workers 1528 1528 100% 1363 1363

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2. Details of minimum wages paid to employees and workers, in the following format:

Total A
Equal to
Minimum Wage
More than
Minimum Wage
Total (D)
No. (B)
% (B/A)
Number
C
% (C/A)
Number
E
% (E/D)
Number
F
% (F/D)
Category
FY 2024-25
FY 2023-24
More than
Minimum Wage
Equal to
Minimum Wage
Total A
Equal to
Minimum Wage
More than
Minimum Wage
Total (D)
No. (B)
% (B/A)
Number
C
% (C/A)
Number
E
% (E/D)
Number
F
% (F/D)
Category
FY 2024-25
FY 2023-24
More than
Minimum Wage
Equal to
Minimum Wage
Employees
267
0
0%
100%
274
100%
274
Permanent
0
0%
267
251
0
0%
100%
254
100%
254
Male
0
0%
251
16
0
0%
100%
20
100%
20
Female
0
0%
16
Other than
Permanent
3
0
0%
100%
3
100%
3
0
0%
3
3
0
0%
100%
3
100%
3
Male
0
0%
3
0
0
0%
0%
0
0%
0
Female
0
0%
0
Workers
661
0
0%
100%
711
100%
711
Permanent
0
0%
661
661
0
0%
100%
711
100%
711
Male
0
0%
661
0
0
0%
0%
0
0%
0
Female
0
0%
0
867
0
0%
100%
652
100%
652
Other than
Permanent
0
0%
867
867
0
0%
100%
652
100%
652
Male
0
0%
867
0
0
0%
100%
0
100%
0
Female
0
0%
0

3. Details of remuneration/salary/wages, in the following format:

Male Female Other
Number Median Number Median Number Median
remuneration remuneration remuneration
/salary / wages of /salary / wages of /salary / wages of
respective category respective category respective category
Board of Directors
(BoD)
7 2,20,51,000 p.a 1 1,50,40,800 p.a 0 0
Key Managerial
Personnel (KMP)
22 32,47,501 p.a 1 28,82,812 p.a 0 0
Employees other 248 6,27,056 p.a 15 5,86,246 p.a 0 0
than BoD and KMP
Workers 661 3,69,501 p.a 0 0 0 0

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

2024-25 2023-24
Gross wages paid to 8% 6.5%
females as % of total
wages

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

Yes. To address any human rights impact or issues that may arise from the business, the Company allows its employees and workers to reach out to Mr. Joe Paul, the Director, Mr. Rahul Godbole, the Senior Manager - IR, Mr. Vinod Tupkar, Sr. Manager-IR and Ms. Neha Naidu, lead HR of the company.

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

The company employs internal mechanisms such as a Suggestion Box and Employee Satisfaction Surveys to address grievances pertaining to human rights issues.

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

FY 2024-25 FY 2024-25 FY 2024-25 FY 2023-24 FY 2023-24 FY 2023-24
Category Filed during
the year
Pending
resolution at
the end of the
year
Remarks Filed during
the year
Pending
resolution at
the end of the
year
Remarks
-
-
-
-
-
-
Sexual
Harassment
0 0 - 0 0
Discrimination
at workplace

0
0 - 0 0
Child Labour 0 0 - 0 0
Forced
Labour/Involu
ntary Labour
0 0 - 0 0
Wages 0 0 - 0 0
Other Human
rights related
0 0 - 0 0

7. Complaints filed under the Sexual Harassment of Women at workplace (Prevention, Prohibition, and redressal) Act, 2013, in the following format

2024-25 2023-24
Total Complaints reported under Sexual 0 0
Harassment on of Women at Workplace
(Prevention, Prohibition and Redressal) Act,
2013 (POSH)
Complaints on POSH as a % of female 0 0
employees / workers
Complaints on POSH upheld 0 0

8. Mechanisms to prevent adverse consequences to the complainant in discrimination and harassment cases.

The company has implemented a Whistle Blower Policy to prevent adverse consequences for complainants in discrimination and harassment cases. This policy incorporates key mechanisms to ensure a fair and confidential process. Complainants are required to submit their Protected Disclosures within 30 days of becoming aware of the issue, emphasizing the importance of timely reporting. To maintain confidentiality, the company instructs complainants to submit their disclosures in a secured envelope or via email, clearly labelling them as "Protected disclosure under Vigil Mechanism / Whistle Blower policy.

Moreover, the Company has established proper channels for submitting disclosures. Complainants are advised to address their concerns to the designated Vigilance Officer. However, in exceptional cases involving complaints against the Vigilance Officer or the Chairman & Managing Director, alternative routes are specified. In such instances, complaints should be directed to the Chairman & Managing Director or the Chairman of the Audit Committee, respectively, ensuring an unbiased review process.

These measures are implemented to create a safe environment for employees to raise concerns, promote transparency, and effectively address discrimination and harassment issues. The company remains committed to upholding the principles of fairness, confidentiality, and accountability in its Whistle Blower Policy.

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

Yes, the Company incorporates human rights requirements into our business agreements and contracts. By doing so, partners and suppliers adhere to ethical standards, respect fundamental rights, and foster a safe and inclusive work environment for all stakeholders involved.

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10. Assessment for the year:

% of the Company’s plants and offices that
were assessed (by the Company or statutory
authorities or third parties)
Child Labour 100%
Forced Labour/Involuntary Labour 100%
Sexual Harassment 100%
Discrimination at workplace 100%
Wages 100%

Note: The Internal & external Auditors conduct assessments as per the Audit schedule. Assessments are also carried out by respective Government authorities and the Company has not received any noncompliance certification.

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

No such concern raised

Leadership Indicators

1. Details of a business process being modified / introduced as a result of addressing human rights grievances/complaints.

None

2. Details of the scope and coverage of any Human rights due-diligence conducted.

The majority of human rights due diligence in getting covered under code of conduct policy laid out by the Company which is available in the Company’s website.

3. Is the premise/office of the entity accessible to differently abled visitors, as per the requirements of the Rights of Persons with Disabilities Act, 2016?

Yes. The Company’s premises and offices are accessible to differently-abled employees and workers as per the requirements of the Rights of Persons with Disabilities Act, 2016.

4. Details on assessment of value chain partners:

% of value chain partners (by value of
business done with such partners) that were
assessed
Sexual Harassment** -
Discrimination at workplace** -
Child Labour** -
Forced Labour/Involuntary Labour** -
Wages** -
Others – please specify -

**The company currently lacks a mechanism to assess the parameters at the suppliers' end. However, the purchase order (PO) includes a code of conduct that explicitly addresses and covers these parameters.

5. Provide details of any corrective actions taken or underway to address significant risks / concerns arising from the assessments at Question 4 above.

No violation reported

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Principle 6: Business should respect and make efforts to protect and restore the environment

Essential Indicators

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

Parameter FY 2024-25 FY 2023-24
From renewable sources
Total electricityconsumption(A) 0 0
Total fuel consumption(B) 0 0
Energy consumption through other 0 0
sources(C)
Total energy consumption (A+B+C) 0 0
From non- renewable sources
Total electricityconsumption(D) 1,67,69,428 KWh 1,57,26,538 KWh
Total fuel consumption(E) 53,500 KWh 29,435 KWh
Energy consumption through other 0 KWh 0 KWh
sources(F)
Total energyconsumption(D+E+F) 1,68,22,928 KWh 1,57,55,973 KWh
Total energy consumed(A+B+C+D+E+F) 1,68,22,928 KWh 1,57,55,973 KWh
Energy intensity per rupee of turnover 0.00304 0.00346
(Total energy consumed / Revenue from
operations)
Energy intensity per rupee of turnover 0.00304 0.00346
adjusted for Purchasing Power Parity (PPP)
(Total energy consumed / Revenue from
operations adjustedfor PPP)
Energy intensity in terms of physical 0.844 0.910
output
Energy intensity_(optional)_– the relevant NA NA
metric may be selected by the Company

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

No assessment has been done for the year under review.

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

No. The PAT scheme of government is not applicable to the Company.

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

Parameter FY 2024-25 FY 2023-24
Water withdrawal by source(in kilolitres)
(I)Surface water 0 0
(ii)Groundwater 75,026 69,071
(iii)Thirdpartywater 65,961 56,616
(iv)Seawater/desalinated water 0 0
(v)Others 0 0
Total volume of water withdrawal 1,40,987 1,25,687
(in kilolitres) (i + ii + iii + iv + v)
Total volume of water consumption(in kilolitres) 1,40,987 1,25,687
Water intensity per rupee of turnover_(Water_ 0.00003 0.00002
consumed/ Revenuefrom operations)
Water intensity per rupee of turnover adjusted 0.00003 0.00002
for Purchasing Power Parity (PPP)
(Total water consumption / Revenue from
operations adjustedfor PPP)
Water intensityin terms ofphysical output 0.00707 0.00726
Water intensity (optional) – the relevant metric NA NA
may be selected by the entity

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

No. such assessment has been carried out in the year under review.

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4. Provide the following details related to water discharged

Parameter FY 2024-25 FY 2023-24
Water discharge by destination and level of treatment(in kilolitres)
i) To Surface water - -
- No treatment NIL NIL
- With treatment – please specify level of NIL NIL
treatment
(ii) To Groundwater - -
-No treatment NIL NIL
- With treatment – STP treated water for 8100 KL NIL
garden use
(iii) To Seawater - -
-No treatment NIL NIL
- With treatment – please specify level of NIL NIL
treatment
(iv) Sent to third-parties
-No treatment NIL NIL
- With treatment – ETP treated effluents are 12400 KL 10687 KL
sent to CETP for further treatment
(v) Others
-No treatment - -
- With treatment – please specify level of NIL 537 KL
treatment
Primary treatment & Secondary treatment by
ETP
Total water discharged (in kilolitres) 20500 KL 11224 KL

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

No. such assessment has been carried out in the year under review.

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

No, the company has not implemented any mechanism for zero liquid discharge.

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

Parameter Unit FY 2024-25 FY 2023-24
NOx mg/NM3 74.79 56.04
SOx mg/NM3 53.60 49.65
Particulate matter (PM) mg/NM3 132.99 156.92
Persistent organic - Nil Nil
pollutants(POP)
Volatile organic - Nil Nil
compounds(VOC)
Hazardous air pollutants - Nil Nil
(HAP)
Others – please specify - Nil Nil

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

No such assessment / assurance conducted

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7. Provide details of greenhouse gas emissions (Scope1 and Scope 2 emissions) & its intensity, in the following format:

Parameter Unit FY 2024-25 FY 2023-24
Total Scope 1 emissions (Break-up Metric tonnes of CO2 177.27 134.21
of the GHG into CO2, CH4, N2O, equivalent
HFCs,PFCs,SF6,NF3,if available)
Total Scope 2 emissions Metric tonnes of CO2 No such process No such process
(Break-up of the GHG into CO2, equivalent currently available currently available
CH4, N2O, HFCs, PFCs, SF6, NF3, if
available)
Total Scope 1 and Scope 2 emissions 0.00003 0.00003
per rupee of turnover
(Total Scope 1 and Scope 2 GHG
emissions / Revenue from
operations)
Total Scope 1 and Scope 2 emission 0.00003 0.00003
intensity per rupee of turnover
adjusted for Purchasing Power
Parity (PPP)
(Total Scope 1 and Scope 2 GHG 0.00889 0.00775
emissions / Revenue from
operations adjusted for PPP)
Total Scope 1 and Scope 2 emission NA NA
intensity in terms of physical output
Total Scope 1 and Scope 2 emission
intensity (optional) – the relevant
metric may be selected by the
entity

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

No

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

No such projects currently available

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

Parameter FY 2024-25 FY 2023-24
Total Wastegenerated(in metric tonnes)
Plastic waste (A) 15 6
E-waste (B) 1.22 5.85
Bio-medical waste (C) 0 0
Construction and demolition waste (D) 0 0
Battery waste (E) 0 0
Radioactive waste (F) 0 0
Other Hazardous Waste. Please specify, if
any. (G)
SludgeContaining Oil 28.31 48.44
ChemicalSludgefrom WasteWater
Treatment
Used Oil
Other Non-hazardous waste generated (H).
Please specify, if any.
DefectiveCut Belt
RubberizedFabricWaste
RubberizedCord 2530.53 1110.07
Diapharm
Rubber Compound
MS Steel
(Break-up by composition i.e. by materials
relevant to the sector)
Total (A+B +C + D + E + F +G + H) 2575.06 1170.36
Waste intensity per rupee of turnover
(Total waste generated / Revenue from 0.00046 0.00025
operations)
Waste intensity per rupee of turnover
adjusted for Purchasing Power Parity (PPP) 0.00046 0.00025
(Total waste generated / Revenue from
operations adjusted for PPP)
Waste intensity interms of physical output 0.12925 0.06765
Waste intensity (optional) – the relevant
metric may be selected by the entity NA NA
For each category of waste generated, total waste recovered through recycling, re-using or
other recovery operations(in metric tonnes)
Category of waste
(I) Recycled 0 0
(ii) Re-used 0 0
(iii) Other recovery operations 0 0
Total 0 0
For each category of waste generated, total waste disposed of through disposal method
(in metric tonnes)
Category of waste
(I) Incineration 0 0
(ii) Landfilling 0 0
(iii) Other disposal operations 2575.06 1170.36
Total 2575.06 1170.36

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

No

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

The products supplied by the company comply with the RoHS and REACH regulations, which serve as vital frameworks for regulating the usage of hazardous substances in products and processes. Under the REACH and RoHS guidelines, companies are mandated to register chemicals and provide information about their associated hazards and potential risks. By adhering to these regulations, the Company can effectively reduce the utilization of hazardous chemicals in their products and production procedures, while also ensuring safe waste management practices.

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

Whether the conditions of
Location of
operations/offices
Type of operations environmental approval / clearance
are being complied with? (Y/N)
If no, the reasons thereof and
corrective action taken, if any.
Not applicable

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

Whether Results Relevant Web
Name and brief
details of project
EIA
Notification No.
Date conducted by
independent
external
communicated
in public
domain
link
agency (Yes / (Yes / No)
No)

The company has not undertaken any EIA projects

13. Is the entity compliant with the applicable environmental law/ regulations/ guidelines in India; such as the Water (Prevention and Control of Pollution) Act, Air (Prevention and Control of Pollution) Act, Environment protection Act and rules thereunder (Y/N).

If not, provide details of all such non-compliances, in the following format:

Specify the law /
regulation / guidelines
which was not
complied with
Provide details of the
non-compliance
Any fines / penalties /
action taken by
regulatory agencies such
as pollution control
boards or by courts
Corrective action taken,
if any
The Company has obtained consent to operate from the MPCB (Maharashtra Pollution Control Board) and
diligently ensures compliance with all relevant norms.

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Leadership Indicators

1. Water withdrawal, consumption and discharge in areas of water stress (in kilolitres):

For each facility / plant located in areas of water stress, provide the following information:

(I) Name of the area: Not Applicable

  • (ii) Nature of operations

  • (iii) Water withdrawal, consumption and discharge in the following format:

Parameter FY 2024-25 FY 2023-24
Water withdrawal by source (in
kilolitres)
(I) Surface water NIL NIL
(ii) Groundwater NIL NIL
(iii) Third party water NIL NIL
(iv) Seawater / desalinated water NIL NIL
(v) Others Total volume of water
withdrawal (in kilolitres)
NIL NIL
Total volume of water withdrawal
(in kilolitres)
NIL NIL
Total volume of water consumption
(in kilolitres)
NIL NIL
Water intensity per rupee of
turnover (Water consumed /
turnover)
NIL NIL
Water intensity (optional) – the
relevant metric may be selected by
the entity
NIL NIL
Water discharge by destination and
level of treatment (in kilolitres)
i) Into Surface water NIL NIL
- No treatment NIL NIL
- With treatment – please specify
level of treatment
NIL NIL
(ii) Into Groundwater NIL NIL
- No treatment NIL NIL
- With treatment – please specify
level of treatment
NIL NIL
(iii) Into Seawater NIL NIL
- No treatment NIL NIL
- With treatment – please specify
level of treatment
NIL NIL
(iv) Sent to third-parties NIL NIL
- No treatment NIL NIL
- With treatment – please specify
level of treatment
NIL NIL
(v) Others NIL NIL
- No treatment NIL NIL
- With treatment – please specify
level of treatment
NIL NIL
Total water discharged
(in kilolitres)
NIL NIL

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

No such assessment was conducted.

2. Please provide details of total Scope 3 emissions & its intensity, in the following format:

Parameter Unit 2024-25 2023-24
Total Scope 3 emissions
(Break-up of the GHG into
CO2, CH4, N2O, HFCs, PFCs,
SF6, NF3, if available)
Metric tonnes of
CO2 equivalent
No such process currently available
Total Scope 3 emissions per
rupee of turnover
Total Scope 3 emission
intensity (optional) – the
relevant metric may be
selected by the entity

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

No, Current assessments are being undertaken through external agency.

3. With respect to the ecologically sensitive areas reported in Question 10 of Essential Indicators above, provide details of significant direct & indirect impact of the entity on biodiversity in such areas alongwith prevention and remediation activities.

Not Applicable

4. If the entity provided below taken any specific initiatives or used innovative technology or solutions to improve resource efficiency, or reduce impact due to emissions / effluent discharge / waste generated, please provide details of the same as well as outcome of such initiatives, as per the following format:

Sr No Initiative undertaken Details of the initiative Outcome of the
.
(Web-link, if any, may be
provided along-with
summary)

initiative
1 Effulent Treatment Plant To proper treatment of
effluent generated inside
the plant premises before
sent to CETP
Proper treatment of
effluent
2 Sewage Treatment Plant To proper treatment of
domestic waste generated
inside the plant premises
for proper disposal
Proper treatment of
Domestic waste
3 Air pollution Control
System
Stacks Provided to control
the emission
Reduce the air pollution &
Carbon emission
4 Utilization of Biomass
briquette Fuel
Biomass briquette Fuel
used for Boiler instead of
furnace oil
Reduction in consumption
of oil

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5. Does the entity have a business continuity and disaster management plan? Give details in 100 words/ web link.

The company has an Emergency Preparedness and Response Plan (EPRP) in its possession, encompassing the identification of different emergency scenarios and the corresponding systems implemented to efficiently handle them. To maintain a constant understanding of the disaster management plan, the Company organizes regular training sessions and carries out mock drills. Through these activities, the Company ensures that its workforce remains well-prepared in dealing with emergencies. The EPRP underscores the company's commitment to proactively address potential risks and swiftly respond to any unforeseen circumstances, promoting a safe and secure working environment for all personnel involved.

6. Disclose any significant adverse impact to the environment, arising from the value chain of the entity. What mitigation or adaptation measures have been taken by the entity in this regard? Nil

7. Percentage of value chain partners (by value of business done with such partners) that were assessed for environmental impacts.

The company has not undertaken any assessment of the environmental impacts caused by its value chain partners.

8. How many Green Credits have been generated or procured:

a. By the listed entity

  • b. By the top ten (in terms of value of purchases and sales, respectively) value chain partners

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

Essential indicators

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

8

b. List the top 10 trade and industry chambers/associations (determined based on the total members of such body) the Company is a member of/affiliated to.

Sr No Name of the trade and industr Reach of trade and industr chambers
. y
chambers/associations
y
/associations (State/ National)initiative
1 Federation of Indian Export Organisation National
2 CAPEXIL National
3 All India Rubber Industris Association National
4 Indian Merchant Chambers National
5 Confederation of Indian Indian Indian Industry National
6 EU Chamber of Commerce National
7 Vidarbha Industries Association State
8 MIDC Industries Association State

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

Name of the authorit Brief of the case Corrective action taken
y
The company has not encountered any such cases.

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Leadership Indicators

1. Details of public policy positions advocated by the Company:

S. No. Public Policy
advocated
Method
resorted for
such advocacy
Whether
information
available in
public domain?
Frequency of Review by
Board (Annually/ Half
yearly/Quarterly/Other
s- please specify)
Web
Link, if
available

(Yes/ No)
Not Applicable

Principle 8: Businesses should promote inclusive growth and equitable development

Essential Indicators

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

Name and
brief
details of
roject
SIA
Notification
No.
Date of
notification
Whether
conducted by
independent
external aenc
Results
communicated in
public domain
(Yes / No)
Relevant
Web link
p gy
(Yes / No)
Not Applicable

2. Provide information on project(s) for which ongoing Rehabilitation and Resettlement (R&R) is being undertaken by the Company, in the following format:

S. No. Name of
Project for
which R&R is
onoin
State District No. of Project
Affected
Families (PAFs)
% of PAFs covered
by R&R
Amount paid to
PAFs in the FY
(In INR)
gg
Not Applicable

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

No such mechanism is currently available

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

FY 2024-25 FY 2023-24
Directly sourced from MSMEs/small producers Not available
Sourced directly from within the district and neighbouring
districts
Not available

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5. Job creation in smaller towns – Disclose wages paid to persons employed (including employees or workers employed on a permanent or non-permanent / on contract basis) in the following locations, as % of total wage cost

Parameter FY 2024-25 FY 2023-24
Location
1. Rural
(i)Wagespaid - Rs in lacs 1930.54 2667.53
(ii)Total Wage Cost- Rs in lacs 7114.01 6351.28
(iii)Percentage of Job Creation in Rural Areas 27% 42%
2.Semi-urban
(i)Wagespaid- Rs in lacs NIL NIL
(ii)Total Wage Cost - Rs in lacs NIL NIL
(iii) Percentage of Job Creation in Semi-urban NIL NIL
Areas
3.Urban
(i)Wagespaid - Rs in lacs 3969.89 3789.34
(ii)Total Wage Cost - Rs in lacs 7114.01 6351.28
(iii)Percentage of Job Creation in Urban Areas 56% 60%
4.Metropolitian
(i) Wages paid-Rs in lacs 1213.59 978.53
(ii) Total Wage Cost-Rs in lacs 7114.01 6351.28
(iii) Percentage of Job Creation in Metropolitian 17% 15%
Areas

Leadership Indicators

1. Provide details of actions taken to mitigate any negative social impacts identified in the Social Impact Assessments (Reference: Question 1 of Essential Indicators above):

Details of negative social impact identified Corrective action taken
Not Applicable

2. Provide the following information on CSR projects undertaken by the Company in the designated aspirational districts as identified by government bodies:

S. No. State Aspirational District Amount spent (In INR)
The company has not undertaken any CSR projects in the designated aspirational districts as identified by
government bodies.

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3. (a) Do you have a preferential procurement policy where you give preference to purchase from suppliers comprising marginalized /vulnerable groups? (Yes/No)

No

(b) From which marginalized /vulnerable groups do you procure?

Not applicable

(c) What percentage of total procurement (by value) does it constitute?

4. Details of the benefits derived and shared from the intellectual properties owned or acquired by your entity (in the current financial year), based on traditional knowledge:

Intellectual Proert
S. No. py
based on traditional
knowledge
Owned/ Acquired
(Yes/No)
Benefit shared
(Yes / No)
Basis of calculating
benefit share
1 NIL NIL NIL NIL

5. Details of corrective actions taken or underway, based on any adverse order in intellectual property related disputes wherein usage of traditional knowledge is involved.

Name of authority Brief of the Case Corrective action taken
Not applicable

6. Details of beneficiaries of CSR Projects

S. No. CSR Project No. of persons benefitted
% of beneficiaries from
vulnerable and
from CSR Projects marginalised groups
1 Promoting Education
among blind children
126 100%
2 Providing Medical
facility to under-
privileged
311 100%
3 Promoting skill
development
240 10%
4 Eradicating hunger and
malnutrition
177121 90%

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

Essential indicators

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

The company has implemented a well-documented procedure, Q.PR.QSM.004, to handle the logging and resolution of customer complaints. The company is committed to responding to each issue within a period of seven days and undertaking the necessary corrective measures.

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

As a percentage to total turnover
Environmental and social parameters relevant to the
product
No data available
Safe and responsible usage
Recycling and/or safe disposal

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

FY 2024-25 FY 2024-25 Remarks FY 2023-24 FY 2023-24 Remarks
Received
during the
Pending
resolution at
Received
during the
Pending
resolution at

year

end of year

year

end of year
Data privacy Nil Nil - Nil Nil -
Advertising Nil Nil - Nil Nil -
Cyber-
security
Nil Nil - Nil Nil -
Delivery of
essential
services
Nil Nil Nil Nil Nil Nil
Delivery of
essential
services
Nil Nil Nil Nil Nil Nil
Restrictive
Trade
Practices
Nil Nil Nil Nil Nil Nil
Unfair Trade
Practices
Nil Nil Nil Nil Nil Nil
Other
(product
related)
30 Nil Technical
complaint
94 Nil Technical
complaint

4. Details of instances of product recalls on account of safety issues:

Number Reasons for recall
Voluntary recalls Nil NA
Forced recalls Nil NA

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

Yes, the Company has established a dedicated privacy policy to effectively address data privacy and cyber security concerns of its customers. The policy can be found at https://www.pixtrans.com/policy.php.

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

The company has not received any reports of breaches concerning the data privacy of its customers in both the current and previous financial years. Regular internal data security reviews are conducted to proactively mitigate risks. The company's Security framework includes sufficient controls to effectively address the existing risks and vulnerabilities.

7. Provide the following information relating to data breaches:

a. Number of instances of data breaches-NIL

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

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

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Leadership Indicators

1. Channels/platforms where information on products and services of the Company can be accessed (provide web-link, if available).

The products offered by the company can be accessed by hovering over the products section on the home page of the company's website.

Links for different products –

V-belts : https://www.pixtrans.com/products/v-belts.php

Ribbed/poly v-belts: https://www.pixtrans.com/products/ribbed-poly-v-belts.php

Timing / Synchronous Belts: https://www.pixtrans.com/products/timing-synchronous-belts.php

Banded Belts: https://www.pixtrans.com/products/banded-v-belts.php

Special Rubber Belts: https://www.pixtrans.com/products/special-construction-belts.php

Automotive Belts: https://www.pixtrans.com/products/automotive-belts/automotive-belts.php Industrial Belts: https://www.pixtrans.com/products/industrial-belts/industrial-belts.php

Agricultural Belts: https://www.pixtrans.com/products/agricultural-belts/agricultural-belts.php

Lawn and Garden Belts: https://www.pixtrans.com/products/lawnmower-belts/lawnmower-belts.php

PIX-PowerWare® Products: https://www.pixtrans.com/products/pix-powerware.php

Accessories: https://www.pixtrans.com/products/accessories.php

2. Steps taken to inform and educate consumers about safe and responsible usage of products and/or services.

The company conducts product awareness training for customers either through video calls or by visiting the customers' location. In addition, preventive videos and literature are uploaded on the company's website.

3. Mechanisms in place to inform consumers of any risk of disruption/discontinuation of essential services.

A system has been implemented to ensure that any interruptions or discontinuation of product supply will be promptly communicated to customers at least six months in advance. Furthermore, any alterations made to the material will undergo the formal approval process of ECN/PCN, and the customers will be informed accordingly.

4. Does the entity display product information on the product over and above what is mandated as per local laws? (Yes/No/Not Applicable) If yes, provide details in brief. Did your entity carry out any survey with regard to consumer satisfaction relating to the major products/services of the entity, significant locations of operation of the entity or the entity as whole? (Yes/ No)

No

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INDEPENDENT AUDITOR’S REPORT

To the Members of PIX Transmissions Limited Report on the Audit of the Standalone Financial Statements

Opinion

We have audited the accompanying Standalone financial statements of PIX Transmissions Limited (“the Company”), which comprise the Balance Sheet as at March 31, 2025, and the Statement of Profit and Loss (including Other Comprehensive Income), Statement of Changes in Equity and Statement of Cash Flows for the year ended on that date, and notes to the Financial Statements, including a summary of material accounting policy information and other explanatory information (“the 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 (‘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, 2025, and its Profit and Other 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 (SAs) specified under section 143(10) of the Companies Act, 2013. Our responsibilities under those Standards are further described in the Auditor’s Responsibilities for the Audit of the 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 together with the ethical requirements that are relevant to our audit of the 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 Code of Ethics. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion on the Standalone Financial Statements.

Key Audit Matters

Key audit matters are those matters that, in our professional judgment, were of most significance in our audit of the financial statements of the current period. These matters were addressed in the context of our audit of the financial statements as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters. We have determined the matters described below to be the key audit matters to be communicated in our report.

We have determined that there are no key audit matters to be communicated in our report.

Information other than the Financial Statements and Auditor’s Report thereon

The Company’s Management and Board of Directors are responsible for the other information. The other information comprises the information included in the Management Discussion and Analysis, Board’s Report including Annexure to Board’s Report, Business Responsibility Report and Report on Corporate governance and Shareholder’s Information but does not include the consolidated financial statement, standalone financial statements and our auditor’s report thereon.

Our opinion on the 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 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 financial statements that give a true and fair view of the financial position, financial performance including other comprehensive income, cash flows and changes in equity of the Company in accordance with the and accounting principles generally accepted in India, including the 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 financial statements, management is responsible for assessing the Company’s ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless management either intends to liquidate the Company or to cease operations, or has no realistic alternative but to do so.

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

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

  1. Our objectives are to obtain reasonable assurance about whether the 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.

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

  3. 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.

  4. 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.

  5. Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by management.

  6. 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 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.

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  • Evaluate the overall presentation, structure and content of the financial statements, including the disclosures, and whether the standalone financial statements represent the underlying transactions and events in a manner that achieves fair presentation.

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

Report on Other Legal and Regulatory Requirements

  1. As required by the Companies (Auditor’s Report) Order, 2020 (“the Order”), issued by the Central Government of India in terms of sub-section (11) of section 143 of the Companies Act, 2013, we give in the Annexure “A” a statement on the matters specified in paragraphs 3 and 4 of the Order, to the extent applicable.

  2. As required by Section 143(3) of the Act, we report that:

  3. a. We have sought and obtained all the information and explanations which to the best of our knowledge and belief were necessary for the purposes of our audit.

  4. b. In our opinion, proper books of account as required by law have been kept by the Company so far as it appears from our examination of those books except for the matters stated in paragraph (v) a below on reporting under Rule 11 (g);

  5. c. The Balance Sheet, the Statement of Profit and Loss (including other comprehensive income), the Statement of Cash Flows and the Statement of Changes in Equity dealt with by this Report are in agreement with the books of account;

  6. d. In our opinion, the aforesaid financial statements comply with the specified under Section 133 of the Act, read with Rule 7 of the Companies (Accounts) Rules, 2014.

  7. e. On the basis of the written representations received from the directors as on April 01, 2025, taken on record by the Board of Directors, none of the directors is disqualified as on March 31, 2025 from being appointed as a director in terms of Section 164 (2) of the Act.

  8. f. With respect to adequacy of the internal financial control over financial reporting of the company and the operating effectiveness of such controls refer our separate report in “Annexure B” and

  9. g. 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:

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  • i. The Company does not have pending litigation which would impact its financial position.

  • ii. The Company did not have any long-term contracts including derivative contracts for which there were any material foreseeable losses.

  • iii. There has been no delay in transferring the amounts required to be transferred to the Investor Education and Protection Fund by the Company.

  • iv. (a) The Management has represented that, to the best of its knowledge and belief, no funds (which are material either individually or in the aggregate) have been advanced or loaned or invested (either from borrowed funds or share premium or any other sources or kind of funds) by the Company to or in any other person or entity, including foreign entity (“Intermediaries”), with the understanding, whether recorded in writing or otherwise, that the Intermediary shall, whether, directly or indirectly lend or invest in other persons or entities identified in any manner whatsoever by or on behalf of the Company (“Ultimate Beneficiaries”) or provide any guarantee, security or the like on behalf of the Ultimate Beneficiaries;

  • (b) The Management has represented, that, to the best of its knowledge and belief, no funds (which are material either individually or in the aggregate) have been received by the Company from any person or entity, including foreign entity (“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;

  • (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 representations under sub-clause (i) and (ii) of Rule 11(e), as provided under (a) and (b) above, contain any material misstatement.

  • v. Based on our examination which included test checks, the company has used an accounting software for maintaining its books of account which has a feature of recording audit trail (edit log) facility, and the same has operated throughout the year for all relevant transactions recorded in the software. Further, during the course of our audit we did not come across any instance of audit trail feature being tampered with.

Additionally, the audit trail has been preserved by the Company as per the statutory requirements for record retention for the current year

  • vi. The final dividend paid by the company during the year in respect of the same declared for the previous year is in accordance with section 123 of the Companies Act 2013 to the extent it applies to the payment of dividend.

The Board of Directors of the Company has proposed a final dividend for the year which is subject to approval of the members at the ensuing Annual General Meeting. The dividend proposed is in accordance with Section 123 of the Act to the extent it applies to dividend. (Refer note 44 to the Standalone financial statements)

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  1. With respect to the matter to be included in the Auditor’s Report under Section 197(16) of the act: In our opinion and according to the information and explanations given to us, the remuneration paid by the Company to its directors during the current year is in accordance with the provisions of Section 197 of the Act. The remuneration paid to any director is not in excess of the limit laid down under Section 197 of the Act. The Ministry of Corporate Affairs has not prescribed other details under Section 197(16) of the Act which are required to be commented upon by us.

For S G C O & Co. LLP Chartered Accountants Firm Reg. No 112081W/W100184

Suresh Murarka Partner Mem. No. 044739 UDIN: 25044739BMLALE4408

Place: Mumbai Date: 23rd May 2025

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Annexure “A” to Independent Auditor’s Report

Annexure referred to in Paragraph 1 of “Report on Other Legal and Regulatory Requirements” of our Independent Auditor’s Report of even date to the members of PIX Transmission Limited (“the Company”) on the Standalone Financial Statements for the year ended March 31, 2025.

As required by the Companies (Auditors Report) Order, 2020 and according to the information and explanations given to us during the audit and on the basis of such checks of the books and records as were considered appropriate we report that:

  • (I) a) A) The Company has maintained proper records showing full particulars including quantitative details and situation of its Property, Plant and equipment and relevant details of right-of-use assets.

  • B) The Company has maintained proper records showing full particulars of intangible assets.

  • b) As explained to us, the fixed assets have been physically verified by the management in accordance with a phased programme of verification, which in our opinion is reasonable, considering the size of the Company and the nature of its assets. In accordance with this phased program certain fixed assets were verified during the year. The frequency of verification is reasonable, and no discrepancies have been noticed on such physical verification.

  • c) According to the information and explanations given to us and on the basis of our examination of the records of the Company, the title deeds of immovable properties (other than properties where the company is the lessee and the lease agreements are duly executed in favour of the lessee) as disclosed in the financial statements are held in the name of the Company.

  • d) According to the information and explanations given to us, the Company has not revalued its property, plant and Equipment (including Right of Use assets) and its intangible assets. Accordingly, the requirements under paragraph 3(i)(d) of the Order are not applicable to the Company.

  • e) According to information and explanations given to us, no proceedings have been initiated during the year or are pending against the Company as at March 31, 2025 for holding any benami property under the Benami Transactions (Prohibition) Act, 1988 (45 of 1988) and rules made thereunder. Accordingly, the provisions stated in paragraph 3(I) (e) of the Order are not applicable to the Company

  • (ii) a) The inventory has been physically verified during the year by the management. In our opinion, the frequency of verification, coverage & procedure of such verification is reasonable and appropriate. No material discrepancies were noticed on such verification.

  • b) The Company has been sanctioned working capital limits in excess of Rs. 5 crores in aggregate from Banks/financial institutions on the basis of security of current assets. Quarterly returns / statements are filed with such Banks/ financial institutions are in agreement with the books of account.

  • (iii) a) According to the information explanation provided to us, during the year the Company has not granted any loans or advances in the nature of loans, secured or unsecured, to companies, firms, Limited Liability Partnerships or any other parties. Hence, the requirements under paragraph 3(iii)(a) of the Order are not applicable to the Company.

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  • b) According to the information explanation provided to us, during the year the Company has not provided any guarantees, not given any securities. The investments made during the year are, prima facie, not prejudicial to the interest of the Company.

  • c) According to the information explanation provided to us, during the year the Company has not granted any loans or advances in the nature of loans, secured or unsecured, to companies, firms, Limited Liability Partnerships or any other parties. Hence, the requirements under paragraph 3(iii)(c), (d), (e) and (f) of the Order are not applicable to the Company.

  • iv) According to the information and explanations given to us and on the basis of our examination of records of the Company, in respect of investments, loans, guarantees and securities made by the Company, in our opinion the provisions of Section 185 and 186 of the Companies Act, 2013 (“the Act”) have been complied with.

  • v) According to the information and explanations given to us, the Company has not accepted any deposits or amounts which are deemed to be deposits from the public during the year. In respect of unclaimed deposits, the Company has complied with the provisions of section 73 to 76 of the Act and the rules framed thereunder.

  • vi) The Central Government has prescribed the maintenance of cost record under Section 148(1) of the Act. We have not reviewed the cost records maintained by the Company but based on the information submitted by the Company we are of the view that such accounts and records have been made and duly maintained.

  • (vii) a) According to the records of the Company, the undisputed statutory dues including Goods and Services Tax, Provident Fund, Employees’ State Insurance, Income Tax, duty of Customs, duty of Excise, Cess, and other statutory dues wherever applicable have regularly been deposited with the appropriate authorities. There are no undisputed amount payable in respect of such statutory dues which have remained outstanding as at March 31, 2025 for a period more than six months from the date they became payable.

  • b) According to the information and explanation given to us and the records of the Company examined by us, there are no dues of income tax, goods and service tax, customs duty, cess and any other statutory dues which have not been deposited on account of any dispute.

  • viii) According to the information and explanations given to us, there are no transactions which are not accounted in the books of account which have been surrendered or disclosed as income during the year in Tax Assessment of the Company. Also, there are no previously unrecorded income which has been now recorded in the books of account. Hence, the provision stated in paragraph 3(viii) of the Order is not applicable to the Company.

  • ix) a) In our opinion and according to the information and explanations given to us, the Company has not defaulted in repayment of loans or borrowings or in payment of interest thereon to any lender.

  • b) According to the information and explanations given to us and on the basis of our audit procedures, we report that the company has not been declared wilful defaulter by any bank or financial institution or government or any government authority.

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  • c) In our opinion and according to the information explanation provided to us, no money was raised by way of term loans. Accordingly, the provision stated in paragraph 3(ix)(c) of the Order is not applicable to the Company

  • d) On an overall examination of the Financial Statements of the Company, funds raised on short-term basis have, prima facie, not been used during the year for long-term purposes by the Company.

  • e) As per information and explanation provided to us and procedures performed by us, 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.

  • f) According to information and explanations provided to us, the Company has not raised loans during the year on the pledge of securities held in its subsidiaries, joint ventures or associate companies.

  • (x) a) The Company has neither raised money by way of initial public offer or further public offer (including debt instruments) during the year. Accordingly, paragraph 3 (x)(a) of the Order is not applicable to the Company.

  • b) According to the information and explanations given to us and based on our examination of the records of the Company, the Company has not made any preferential allotment or private placement of shares or fully, partly or optionally convertible debentures during the year. Accordingly, the provisions stated in paragraph 3 (x)(b) of the Order are not applicable to the Company.

  • (xi) a) During the course of our audit, 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.

  • b) A. We have not come across of any instance of material fraud by the Company or on the Company during the course of audit of the standalone financial statement for the year ended March 31, 2025, accordingly the provisions stated in paragraph (xi)(b) of the Order is not applicable to the Company.

  • B. As represented to us by the management, there are no whistle-blower complaints received by the Company during the course of audit. Accordingly, the provisions stated in paragraph (xi)(c) of the Order is not applicable to company.

  • (xii) In our opinion and according to the information and explanations given to us, the Company is not a Nidhi Company. Accordingly, paragraph 3 (xii) of the Order is not applicable.

  • (xiii) According to the information and explanation given to us and based on our examination of the records of the Company, transactions with related parties are in compliance with of section 177 and 188 of the Act, where applicable, for all transactions with the related parties and the details of related party transactions have been disclosed in the financial statements etc. as required by the applicable accounting standards.

  • (xiv) a) In our opinion the Company has an adequate internal audit system commensurate with the size and the nature of its business.

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b) We have considered, the internal audit reports for the year under audit, issued to the Company during the year and till date, in determining the nature, timing and extent of our audit procedures.

  • (xv) According to the information and explanation given to us and based on our examination of the records of the Company, the Company has not entered into any non-cash transactions with the directors or persons connected with him. Accordingly, paragraph 3 (xv) of the Order is not applicable.

  • (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.

  • b) The Company is not required to be registered under Section 45-IA of the Reserve Bank of India Act, 1934. Accordingly, clause 3(xvi)(b) of the Order is not applicable.

  • c) The Company is not a Core investment Company (CIC) as defined in the regulations made by Reserve Bank of India. Hence, the reporting under paragraph 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 CIC. Accordingly, the requirements of clause 3(xvi)(d) are not applicable.

  • (xvii) According to the information explanation provided to us, the Company has not incurred cash losses in the current financial year and in the immediately preceding financial year. Hence, the provisions stated in paragraph clause 3 (xvii) of the Order are not applicable to the Company.

  • (xviii) There has been no resignation of the statutory auditors during the year. Accordingly, clause 3(xviii) of the Order is not applicable.

  • (ix) On the basis of the financial ratios, ageing and expected dates of realization of financial assets and payment of financial liabilities, other information accompanying the Financial statements and our knowledge of the Board of Directors and Management plans and based on our examination of the evidence supporting the assumptions, nothing has come to our attention, which causes us to believe that any material uncertainty exists as on the date of the audit report indicating that Company is not capable of meeting its liabilities existing at the date of balance sheet as and when they fall due within a period of one year from the balance sheet date. We, however, state that this is not an assurance as to the future viability of the Company. We further state that our reporting is based on the facts up to the date of the audit report and we neither give any guarantee nor any assurance that all liabilities falling due within a period of one year from the balance sheet date, will get discharged by the Company as and when they fall due.

  • (xx) The Company has fully spent the required amount towards Corporate Social Responsibility (CSR) and there is no unspent CSR amount for the year requiring a transfer to a fund specified in schedule VII to the Companies Act or special account in compliance with the provision of sub section(6) of section 135 of the said act. Accordingly, reporting under clause (xx) of the order is not applicable for the year.

For S G C O & Co. LLP Chartered Accountants FRN. 112081W/W100184

Suresh Murarka Partner Mem. No. 044739 UDIN: 25044739BMLALE4408

Place: Mumbai Date: 23rd May 2025

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Annexure “B” to the Independent Auditor’s Report of even date on the Standalone financial statements of PIX Transmissions Limited for the year ended March 31, 2025.

Report on the Internal Financial Controls with reference to the aforesaid Standalone financial statements under Clause (i) of Sub-section 3 of Section 143 of the Companies Act, 2013 (“the Act”)

Opinion

We have audited the internal financial controls over financial reporting of PIX Transmissions Limited (“the Company”) as of March 31, 2025 in conjunction with our audit of the financial statements of the Company for the year ended on that date.

In our opinion, 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, 2025, 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.

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. 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.

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 on Audit of Internal Financial Controls Over Financial Reporting (the “Guidance Note”) and the Standards on Auditing, issued by ICAI and deemed to be prescribed under section 143(10) of the Companies Act, 2013, to the extent applicable to an audit of internal financial controls, both applicable to an audit of Internal Financial Controls and, both issued by the Institute of Chartered Accountants of India. 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 and their operating effectiveness. Our audit of internal financial controls over financial reporting included obtaining an understanding of internal financial controls over financial reporting, assessing the risk that a material weakness exists, and testing and evaluating the design 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.

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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.

Meaning of Internal Financial Controls over Financial Reporting

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

Inherent Limitations of Internal Financial Controls Over Financial Reporting

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

For S G C O & Co. LLP Chartered Accountants Firm Reg. No. 112081W/W100184

Suresh Murarka

Partner Mem. No. 044739 UDIN: 25044739BMLALE4408

Place: Mumbai Date: 23rd May, 2025

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STANDALONE BALANCE SHEET

PIX TRANSMISSIONS LIMITED STANDALONE BALANCE SHEET AS ON 31 March, 2025

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(Amount in lacs `)

Particulars Note As at 31st
March, 2025
As at 31st
March, 2024
ASSETS
NON CURRENT ASSETS
(a) Property, Plant & Equipment 3 (a) 26,194.62 26,820.95
(b) Capital Work in Progress 3 (b) 165.06 159.24
(c) Right -of -use -Asset 3 (c) 101.63 103.52
(d) Other Intangible Assets 3 (d) 241.58 504.97
(e) Intangible Asset under development 4 - -
(f) Financial Assets
(i) Investments 5 105.76 105.76
(ii) Other Financial Assets 6 517.99 393.07
(g) Other Non Current assets 7 499.49 203.48
TOTAL NON CURRENT ASSETS 27,826.13 28,290.98
CURRENT ASSETS
(a) Inventories 8 10,172.35 8,411.97
(b) Financial Assets
(i) Investments 9 12,783.91 7,490.60
(ii) Trade Receivables 10 11,024.00 10,381.00
(iii) Cash & Cash equivalents 11 3,873.52 3,344.92
(iv) Bank balances other than (iii) above 12 1,701.62 729.58
(v) Loans 13 24.53 18.01
(vi) Other Financial Assets 14 266.69 359.12
(C) Other Current Assets 15 916.35 911.12
TOTAL CURRENT ASSETS 40,762.97 31,646.32
TOTAL ASSETS 68,589.10 59,937.31
EQUITY AND LIABILITIES
Equity Share Capital 16 1,362.41 1,362.41
Other Equity 17 54,152.08 44,614.22
TOTAL EQUITY 55,514.49 45,976.63
LIABILITIES
Non-current liabilities
(a) Financial liabilities
(i) Borrowings 18 2,354.20 3,257.90
(b) Provisions 19 3,326.38 3,149.37
(c) Deferred Tax Liabilities(net) 20 910.48 923.11
TOTAL NON CURRENT LIABILITIES 6,591.06 7,330.38
Current liabilities
(a) Financial liabilities
(i) Borrowings 21 1,183.75 1,144.71
(ii) Trade Payables 22
(a) total outstanding dues of micro and small 415.76 922.04
enterprises
(b) total outstanding dues other than (iii) 2,134.90 2,097.02
(a) above
(iii) Other Financial liabilities 23 1,115.07 939.57
(b) Other Current Liabilities 24 222.04 394.94
(c) Provisions 25 1,270.72 982.67
(d) Current tax liabilities (net) 141.31 149.35
TOTAL CURRENT LIABILITIES 6,483.55 6,630.31
TOTAL EQUITY & LIABILITIES 68,589.10 59,937.31
MATERIAL ACCOUNTING POLICIES, KEY
ACCOUNTING ESTIMATES AND JUDGEMENTS 2

The accompanying notes 1 to 46 are an integral part of these financial statements

For and on behalf of the Board of Directors of PIX Transmissions Limited CIN: L25192MH1981PLC024837

As per our report of even date AMARPAL SETHI SONEPAL SETHI FOR S G C O & Co. LLP CHAIRMAN & MANAGING DIRECTOR JOINT MANAGING DIRECTOR CHARTERED ACCOUNTANTS DIN: 00129462 DIN: 00129276 Firm Registration No : 112081W/W100184 RISHIPAL SETHI KARANPAL SETHI SURESH MURARKA JOINT MANAGING DIRECTOR CHIEF FINANCIAL OFFICER PARTNER DIN: 00129304 DIN: 01711384 MEMBERSHIP NO: 044739 PLACE: MUMBAI SHYBU VARGHESE DATE : MAY 23, 2025 COMPANY SECRETARY

PLACE: MUMBAI DATE : MAY 23, 2025

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STANDALONE PROFIT & LOSS STATEMENT

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PIX TRANSMISSIONS LIMITED STANDALONE STATEMENT OF PROFIT AND LOSS FOR THE YEAR ENDED 31 March, 2025

(Amount in lacs`)
Particulars Note For the year ended
31 March, 2025
For the year ended
31 March, 2024
Revenue from operations 26 55,207.16 45,478.86
Other income 27 1,774.35 1,874.92
Total Income 56,981.51 47,353.77
Cost of Materials Consumed 28 19,648.54 17,043.28
Purchases of Stock-in-Trade 1,676.25 1,371.90
Changes in inventories of finished goods, work-in 29 (279.22) (574.76)
progress and stock -in- trade
Employee benefits expense 30 7,822.84 7,048.02
Finance costs 31 360.57 476.63
Depreciation and amortization expenses 32 2,306.11 2,249.15
Other expenses 33 11,282.92 9,297.19
Total Expenses 42,818.01 36,911.42
Profit before tax 14,163.50 10,442.35
Tax expenses
a) Current Tax 3,623.92 2,427.42
b) Deferred Tax 2.61 166.44
c) Prior Year Tax - (72.53)
Total Tax Expenses 3,626.53 2,521.32
Profit for the year 10,536.97 7,921.03
Other comprehensive income / (expense)
(i) Items that will not be reclassified to profit or loss
Remeasurement of the defined benefit plans (60.60) (27.80)
(ii) Tax on above 15.25 7.00
Other Comprehensive Income / (Expense) for the year, (45.34) (20.80)
net of taxes
Total comprehensive income for the year 10,491.63 7,900.23
Earning per share of par value of`10 each
Basic and Diluted (in`) 42 77.33
58.14
MATERIAL ACCOUNTING POLICIES, KEY ACCOUNTING
ESTIMATES AND JUDGEMENTS 2

The accompanying notes 1 to 46 are an integral part of these financial statements

For and on behalf of the Board of Directors of PIX Transmissions Limited CIN: L25192MH1981PLC024837

As per our report of even date FOR S G C O & Co. LLP CHARTERED ACCOUNTANTS Firm Registration No : 112081W/W100184 SURESH MURARKA PARTNER MEMBERSHIP NO: 044739 PLACE: MUMBAI DATE : MAY 23, 2025

AMARPAL SETHI SONEPAL SETHI CHAIRMAN & MANAGING DIRECTOR JOINT MANAGING DIRECTOR DIN: 00129462 DIN: 00129276 RISHIPAL SETHI KARANPAL SETHI JOINT MANAGING DIRECTOR CHIEF FINANCIAL OFFICER DIN: 00129304 DIN: 01711384

SHYBU VARGHESE COMPANY SECRETARY

PLACE: MUMBAI DATE : MAY 23, 2025

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STANDALONE CASH FLOW STATEMENT

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PIX TRANSMISSIONS LIMITED STANDALONE CASH FLOW STATEMENT FOR THE YEAR ENDED 31 March, 2025

||||(Amount in lacs)|(Amount in lacs)|
|---|---|---|---|---|
|Particulars|YEAR ENDED
31.03.2025||YEAR ENDED
31.03.2024||
|A.CASH FLOW FROM OPERATING ACTIVITIES|||||
|Profit before income tax|14,163.50||10,442.35||
|Adjustments for|||||
|Depreciation and amortisation expense|2,306.11||2,249.15||
|(Gain) / Loss on disposal of property, plant and equipment|53.58||2.76||
|(Gain) /Loss on Fair Valuation of Investments|(255.53)||(563.47)||
|(Gain) / Loss on sale of current Investments- net|(53.29)||(24.95)||
|Fair value adjustment to derivatives not designated as hedges|133.94||114.26||
|Interest Income classified as investing cash flows|(189.05)||(137.53)||
|Finance costs|360.57||476.63||
|Provision for expected credit Loss|39.33||111.85||
|Sundry Balances writtten off|(0.32)||(11.19)||
|Dividend Income|(95.38)||(90.71)||
|Unrealised Foreign Exchange (gain) / loss - net|464.40||394.41||
|Operating Profit Before Working Capital Changes||16,927.86||12,963.58|
|Changes in Working Capital:|||||
|Adjustments For (Increase) / Decrease In Operating Assets:|||||
|Inventories|(1,760.38)||91.15||
|Trade Receivables|(619.35)||77.76||
|Loans|(6.52)||(0.73)||
|Other Financial Assets|(67.39)||245.28||
|Other Non- Financial Assets|(5.22)||1,032.53||
|Adjustments For Increase / (Decrease) In Operating Liabilities:|||||
|Trade Payables|(306.90)||804.73||
|Other Financial Liabilities|155.07||(281.65)||
|Other Current liabilities|(172.90)||85.41||
|Provisions|404.46|
(2,379.13)|419.96|2,474.44|
|Cash Generated from Operations||14,548.73||15,438.02|
|Income taxes paid, net||(3,631.96)||(2,159.40)|
|Net cash generated by operating activities Total (A)||10,916.77||13,278.62|
|B. CASH FLOW FROM INVESTING ACTIVITIES|||||
|Purchase of Property, Plant And Equipment (including Capital|(2,078.93)||(2,022.04)||
|advances and Capital Work in Progress)|||||
|Purchase of Intangible assets( including Intangible under|(2.75)||(459.49)||
|development)|||||
|Proceeds From Disposal Of Property, Plant And Equipment|172.72||94.95||
|(Investment In)/Proceeds From Fixed Deposits|(1,052.38)||82.39||
|(Purchase) / Proceeds From Sale Of current Investments -net|(4,984.49)||(6,452.42)||
|Dividend received|95.38||90.71||
|Interest Received|170.34||135.07||
|Net cash used in investing activities Total (B)||(7,680.12)||(8,505.87)|
|C. CASH FLOW FROM FINANCING ACTIVITIES||(7,680.12)||(8,505.87)|
|Proceeds / (Repayment) of borrowings during The Year -net|(1,401.77)||(3,290.94)||
|Interest Paid|(360.57)||(479.85)||
|Payment of Lease Liability|-||-||
|Dividend Paid|(945.72)|(2,708.06)|(815.57)|(4,586.35)|
|Net cash generated / (used in) financing activities Total (C)||(2,708.06)||(4,586.35)|
|Net increase / (decrease) in cash and cash equivalents(A+B+C)||528.60||186.40|
|Cash and cash equivalents at the beginning of the year||3,344.92||3,158.53|
|Cash and cash equivalents at the end of the year||3,873.52||3,344.92|

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STANDALONE CASH FLOW STATEMENT

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PIX TRANSMISSIONS LIMITED STANDALONE CASH FLOW STATEMENT FOR THE YEAR ENDED 31 March, 2025

Note:

(1) Cash and cash equivalents at the end of the year consist of-

Note:
(1) Cash and cash equivalents at the end of the year consist of- (Amount in lacs`)
Particulars AS AT
31.03.2025
AS AT
31.03.2024
Balances with banks in Current Account 3,858.83 3,339.63
Cash in hand 1.95 2.10
Fixed Deposit with Banks (maturity upto three months) 12.73 3.18
Total 3,873.52 3,344.92

(2) Reconciliation of borrowings

(Amount in lacs `)

Particulars AS AT
31.03.2025
AS AT
31.03.2024
Borrowings (Refer note 18 and 21)
Balances at the beginning of the year 4,402.61 7,215.31
Proceeds from Borrowings 489.40 583.26
Repayment of Borrowings (1,412.95) (3,290.87)
Unrealised Foreign Exchange (Gain)/ Loss - net 58.89 (105.10)
Balances at the closing of the period 3,537.95 4,402.61

(3) The above Standalone Statement of Cash Flows has been prepared under the ‘Indirect Method’ as set out in Ind AS 7, ‘Statement of Cash Flows’.

MATERIAL ACCOUNTING POLICIES , KEY ACCOUNTING ESTIMATES AND JUDGEMENTS The accompanying notes 1 to 46 are an integral part of these standalone financial statements

Note 2

As per our report of even date

FOR S G C O & Co. LLP CHARTERED ACCOUNTANTS Firm Registration No : 112081W/W100184

For and on behalf of the Board of Directors of PIX Transmissions Limited CIN: L25192MH1981PLC024837

SURESH MURARKA PARTNER MEMBERSHIP NO: 044739

PLACE: MUMBAI DATE : MAY 23, 2025

AMARPAL SETHI

SONEPAL SETHI

CHAIRMAN & MANAGING JOINT MANAGING DIRECTOR DIRECTOR DIN: 00129276 DIN: 00129462

RISHIPAL SETHI

KARANPAL SETHI

JOINT MANAGING DIRECTOR CHIEF FINANCIAL OFFICER DIN: 00129304 DIN: 01711384

SHYBU VARGHESE

COMPANY SECRETARY

PLACE: MUMBAI DATE : MAY 23, 2025

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STANDALONE CHANGE IN EQUITY STATEMENT

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PIX TRANSMISSIONS LIMITED STANDALONE STATEMENT OF CHANGES IN EQUITY

A. EQUITY SHARE CAPITAL

(Amount in lacs `)

For the year 2024-25

Balance at the beginning of the
reporting year
Changes in
equity share capital
during the year
Balance
at the end of
the reporting year
1,362.41 - 1,362.41

(Amount in lacs `)

For the year 2023-24

Balance at the beginning of the
reporting year
Changes in
equity share capital
during the year
Balance
at the end of
the reporting year
1,362.41 - 1,362.41

B. OTHER EQUITY

For the year ended 31st March 2025

(Amount in lacs `)

Particulars Capital
Reserve
Securities
Premium
Capital
Redemption
Reserve

Amalga-
mation
Reserve
General
Reserve
Retained
Earnings
Total
Balance at the 1st April 94.08 1,387.09 1,124.13 337.42 251.93 41,419.56 44,614.22
2024
Profit for the year - - - - - 10,536.97 10,536.97
Other comprehensive - - - - - (45.34) (45.34)
income
"Total Comprehensive - - - - - 10,491.63 10,491.63
Income for the Year”
Dividend Paid - - - - - (953.76) (953.76)
Balance at the 31st 94.08 1,387.09 1,124.13 337.42 251.93 50,957.42 54,152.08
March 2025

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STANDALONE CHANGE IN EQUITY STATEMENT

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For the year ended 31st March 2024

(Amount in lacs `)

Particulars Capital
Reserve
Securities
Premium
Capital
Redemption
Reserve

Amalga-
mation
Reserve
General
Reserve
Retained
Earnings
Total
Balance at the 1st April 94.08 1,387.09 1,124.13 337.42 251.93 34,336.85 37,531.48
2023
Profit for the year - - - - - 7921.03 7,921.03
Other comprehensive - - - - - (20.80) (20.80)
income
Total Comprehensive - - - - - 7,900.22 7,900.22
Income for the Year
Dividend paid - - - - - (817.51) (817.51)
Balance at the 31st 94.08 1,387.09 1,124.13 337.42 251.93 41,419.56 44,614.22
March 2024

The accompanying notes 1 to 46 are an integral part of these financial statements

For and on behalf of the Board of Directors of PIX Transmissions Limited CIN: L25192MH1981PLC024837

As per our report of even date FOR S G C O & Co. LLP CHARTERED ACCOUNTANTS Firm Registration No : 112081W/W100184

SURESH MURARKA PARTNER MEMBERSHIP NO: 044739

AMARPAL SETHI

CHAIRMAN & MANAGING DIRECTOR DIN: 00129462

RISHIPAL SETHI

JOINT MANAGING DIRECTOR DIN: 00129304

SONEPAL SETHI

JOINT MANAGING DIRECTOR DIN: 00129276

KARANPAL SETHI

CHIEF FINANCIAL OFFICER DIN: 01711384

SHYBU VARGHESE

PLACE: MUMBAI DATE : MAY 23, 2025

COMPANY SECRETARY

PLACE: MUMBAI DATE : MAY 23, 2025

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NOTES TO THE STANDALONE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31st MARCH 2025 1 Corporate Information

PIX Transmissions Limited was incorporated on July 22, 1981, as a private limited company in the State of Maharashtra, India. The status of PIX Transmissions Limited changed from a Private Limited company to a Public Limited Company effective from September 27, 1989. PIX Transmissions Limited completed its initial public offering of its equity shares in India on December 4, 1989. The shares of the Company are listed with BSE Limited and National Stock Exchange of India Limited.

The Company is the leading manufacturer of Belts and related mechanical Power Transmission products in India. The Company has state-of-the-art Belt manufacturing units as well as an ultrasophisticated, automated Rubber Mixing facility located in Nagpur, India.

The standalone financial statements have been reviewed by the Audit Committee and approved by the Board of Directors in their respective meeting held on May 23, 2025.

2.a. BASIS OF PREPARATION AND PRESENTATION OF STANDALONE FINANCIAL STATEMENTS

2.a.1 Statement of Compliance with the Indian Accounting Standards (Ind AS)

The standalone financial statements comply in all material aspects with Ind AS notified under Section 133 of the Companies Act, 2013 (the Act) [Companies (Indian Accounting Standards) Rules, 2015 (as amended)] and other relevant provisions of the Act.

2.a.2 Historical cost convention

The financial statements have been prepared on a historical cost basis, except for the following: i. certain financial assets and liabilities (including derivative instruments) is measured at fair value ii. defined benefit plans – plan assets measured at fair value

2.a.3 Functional and Presentation Currency

Items included in the financial statements of the entity are measured using the currency of the primary economic environment in which the entity operates (‘the functional currency’). The financial statements are presented in Indian rupee (INR), which is entity’s functional and presentation currency.

2.a.4 Use of estimates and judgements

The preparation of financial statements in conformity with Ind AS requires management to make judgements, estimates and assumptions, which affect the application of accounting policies and the reported amounts of assets, liabilities, income, expenses and disclosures of contingent assets and liabilities at the date of these financial statements and the reported amounts of revenues and expenses for the years presented. Actual results may differ from these estimates. Estimates and underlying assumptions are reviewed on an ongoing basis.

2.a.5 Current/non-current classification

The Company presents assets and liabilities in the balance sheet based on current/ non-current classification. An asset is treated as current when it is:

  • Expected to be realised or intended to be sold or consumed in normal operating cycle

  • Held primarily for the purpose of trading

  • Expected to be realised within twelve months after the reporting period, or

  • Cash or cash equivalent unless restricted from being exchanged or used to settle a liability for at least twelve months after the reporting period

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All other assets are classified as non-current.

A liability is current when:

  • It is expected to be settled in normal operating cycle

  • It is held primarily for the purpose of trading

  • It is due to be settled within twelve months after the reporting period, or

  • There is no unconditional right to defer the settlement of the liability for at least twelve months after the reporting period

The company classifies all other liabilities as non-current.

Deferred tax assets and liabilities are classified as non-current assets and liabilities.

2.a.6 Operating Cycle

The operating cycle is the time between the acquisition of assets for processing and their realisation in cash and cash equivalents. The company has identified twelve months as its operating cycle.

2.a.7 Critical estimates and judgements

(I) Recoverability of trade receivables

In case of trade receivables, the Company follows the simplified approach permitted by Ind AS 109 – Financial Instruments for recognition of impairment loss allowance. The application of simplified approach does not require the Company to track changes in credit risk. The Company calculates the expected credit losses on trade receivables using a provision matrix based on its historical credit loss experience.

(ii) Useful lives of property, plant, and equipment/intangible assets

The Company reviews the useful life of property, plant, and equipment/intangible assets at the end of each reporting period. This reassessment may result in change in depreciation expense in future periods.

(iii)Defined benefit plans

The cost of the defined benefit gratuity plan and the present value of the gratuity 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 and mortality rates. 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. b. MATERIAL ACCOUNTING POLICIES

2.b.1 Property, plant, and equipment and intangible assets

Property, plant, and equipment are stated at cost, net of accumulated depreciation and accumulated impairment losses, if any. Freehold land is carried at cost. The cost comprises purchase price, borrowing costs if capitalization criteria are met and directly attributable cost of bringing the asset to its working condition for the intended use. Any trade discounts and rebates are deducted in arriving at the purchase price. Borrowing costs directly attributable to acquisition or construction of qualifying PPE is capitalised.

Subsequent costs are included in the asset’s carrying amount or recognised as a separate asset, as appropriate, only when it is probable that future economic benefits associated with the item will

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flow to the Company and the cost of the item can be measured reliably. The carrying amount of any component accounted for as a separate asset is derecognised when replaced. All other repairs and maintenance are charged to profit or loss during the reporting period in which they are incurred.

Borrowing costs directly attributable to acquisition of property, plant and equipment which take substantial period of time to get ready for its intended use are also included to the extent they relate to the period till such assets are ready to be put to use. Advances paid towards the acquisition of property, plant and equipment outstanding at each balance sheet date is classified as capital advances under other non-current assets.

An item of property, plant and equipment and any significant part initially recognized is derecognized upon disposal or when no future economic benefits are expected from its use or disposal. Any gain or loss arising on de-recognition of the asset (calculated as the difference between the net disposal proceeds and the carrying amount of the asset) is included in the statement of profit and loss when the Property, plant and equipment is de-recognized.

Costs of assets not ready for use at the balance sheet date are disclosed under capital work- inprogress.

Depreciation methods, estimated useful lives and residual value

Depreciation is calculated on straight line basis using the useful lives as prescribed under Schedule II to the Companies Act, 2013. If the management's estimate of the useful life of an item of property, plant, and equipment at the time of acquisition or the remaining useful life on a subsequent review is shorter than the envisaged in the aforesaid schedule, depreciation is provided at a higher rate based on the management's estimate of the useful life/ remaining useful life.

The assets’ residual values and useful lives are reviewed, and adjusted if appropriate, at the end of each reporting period. An asset’s carrying amount is written down immediately to its recoverable amount if the asset’s carrying amount is greater than its estimated recoverable amount.

Intangible assets

Intangible assets that are acquired by the Company are measured initially at cost. After initial recognition, an intangible asset is carried at its cost less any accumulated amortization and accumulated impairment loss.

Subsequent expenditure is capitalized only when it increases the future economic benefits from the specific asset to which it relates. An intangible asset is derecognized on disposal or when no future economic benefits are expected from its use and disposal.

Losses arising from retirement and gains or losses arising from disposal of an intangible asset are measured as the difference between the net disposal proceeds and the carrying amount of the asset and are recognized in the statement of profit and loss.

Amortisation methods and periods

The estimated useful lives of intangible assets and the amortisation period are reviewed at the end of each financial year and the amortisation method is revised to reflect the changed pattern, if any. Computer Software is amortized over the useful life prescribed under Schedule II to the Companies Act, 2013.

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Impairment of non-financial assets

The Company assesses at each reporting date, whether there is an indication that an asset may be impaired. If any indication exists, or when annual impairment testing for an asset is required, the Company estimates the asset’s recoverable amount. An asset’s recoverable amount is the higher of an assets’ or cash-generating unit’s (CGU) fair value less costs of disposal and its value in use. Recoverable amount is determined for an individual asset, unless the asset does not generate cash inflows that are largely independent of those from other assets or groups of assets. When the carrying amount of an asset or CGU exceeds its recoverable amount, the asset is considered impaired and is written down to its recoverable amount.

Impairment losses are recognized in the statement of profit and loss. After impairment, depreciation is provided on the revised carrying amount of the asset over its remaining useful life.

When there is indication that an impairment loss recognised for an asset (other than a revalued asset) in earlier accounting periods no longer exists or may have decreased, such reversal of impairment loss is recognised in the Statement of Profit and Loss, to the extent the amount was previously charged to the Statement of Profit and Loss.

2.b.2 Foreign currency translation

Transactions and balances

Foreign currency transactions are translated into the functional currency using the exchange rates at the dates of the transactions. Foreign exchange gains and losses resulting from the settlement of such transactions and from the translation of monetary assets and liabilities denominated in foreign currencies at year end exchange rates are recognised in statement of profit or loss. Nonmonetary items denominated in a foreign currency are measured at historical cost and translated at exchange rate prevalent at the date of transaction.

2.b.3 Financial Instruments

Financial assets and financial liabilities are recognised when a Company becomes a party to the contractual provisions of the instruments. A financial instrument is any contract that gives rise to a financial asset of one entity and a financial liability or equity instrument of another entity.

Financial assets and financial liabilities are initially measured at fair value. Transaction costs that are directly attributable to the acquisition or issue of financial assets and financial liabilities (other than financial assets and financial liabilities at fair value through profit or loss and ancillary costs related to borrowings) are added to or deducted from the fair value of the financial assets or financial liabilities, as appropriate, 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 Statement of Profit and Loss.

Classification and Subsequent Measurement: Financial Assets

The Company classifies financial assets as subsequently measured at amortised cost, fair value through other comprehensive income (“FVOCI”) or fair value through profit or loss (“FVTPL”) based on following:

  • the entity’s business model for managing the financial assets and

  • the contractual cash flow characteristics of the financial asset.

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(i) Amortised Cost

A financial asset shall be classified and measured at amortised cost if both of the following conditions are met:

  • the financial asset is held within a business model whose objective is to hold financial assets in order to collect contractual cash flows and

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

After initial measurement, such financial assets are subsequently measured at amortised cost using the Effective Interest Rate (EIR) method.

(ii) Fair Value through other comprehensive income

A financial asset shall be classified and measured at fair value through OCI if both of the following conditions are met:

  • the financial asset is held within a business model whose objective is achieved by both collecting contractual cash flows and selling financial assets and

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

Financial instruments included within the FVTOCI category are measured initially as well as at each reporting date at fair value. Fair value movements are recognised in the other comprehensive income (OCI).

(iii) Fair Value through Profit or Loss

Fair Value through Profit or Loss is a residual category for financial assets. A financial asset shall be classified and measured at fair value through profit or loss unless it is measured at amortised cost or at fair value through OCI. Financial assets included within the Fair Value through Profit or Loss category are measured at fair value with all changes recognised in the statement of profit and loss.

All recognised financial assets are subsequently measured in their entirety at either amortised cost or fair value, depending on the classification of the financial assets.

Classification and Subsequent Measurement: Financial liabilities

Financial liabilities are classified as either financial liabilities at FVTPL or other financial liabilities. All financial liabilities are recognised initially at fair value and, in the case of loans, borrowings, and payables, net of directly attributable transaction costs.

(i) Financial Liabilities at Fair Value through Profit or Loss

Financial liabilities are classified as at Fair Value through Profit or Loss when the financial liability is held for trading or are designated upon initial recognition as Fair Value through Profit or Loss. Gains or Losses on liabilities held for trading are recognised in the Statement of Profit and Loss.

(ii) Other Financial Liabilities

Other financial liabilities (including borrowings and trade and other payables) are subsequently measured at amortised cost using the effective interest method. The effective interest method is a method of calculating the amortised 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 and points paid or received that form an integral part of the effective interest rate, 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.

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Impairment of financial assets

Financial assets, other than those at FVTPL, are assessed for indicators of impairment at the end of each reporting period. The Company recognises a loss allowance for expected credit losses on financial asset. In case of trade receivables, the Company follows the simplified approach permitted by Ind AS 109 – Financial Instruments for recognition of impairment loss allowance. The application of simplified approach does not require the Company to track changes in credit risk. The Company calculates the expected credit losses on trade receivables using a provision matrix based on its historical credit loss experience.

Derecognition of financial assets

The Company derecognises a financial asset when the contractual rights to the cash flows from the asset expire, 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 recognises its retained interest in the asset and an associated liability for amounts it may have to pay. If the Company retains substantially all the risks and rewards of ownership of a transferred financial asset, the Company continues to recognise the financial asset and recognises a collateralised borrowing for the proceeds received.

On derecognition of a financial asset in its entirety, the difference between the asset’s carrying amount and the sum of the consideration received and receivable and the cumulative gain or loss that had been recognised in other comprehensive income and accumulated in equity is recognised in profit or loss if such gain or loss would have otherwise been recognised in profit or loss on disposal of that financial asset.

Derecognition of financial liabilities

A financial liability is derecognized when the obligation under the liability is discharged, cancelled, or expires. When an existing financial liability is replaced by another from the same lender on substantially different terms, or the terms of an existing liability are substantially modified, such an exchange or modification is treated as the derecognition of the original liability and the recognition of a new liability. The difference in the respective carrying amounts is recognized in the statement of profit or loss.

Equity investment in subsidiaries

Investment in subsidiaries is carried at cost. Impairment recognized, if any, is reduced from the carrying value.

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 recognised amounts and there is an intention to settle on a net basis, to realise the assets and settle the liabilities simultaneously. The legally enforceable right must not be contingent on future events and must be enforceable in the normal course of business.

2.b.4 Derivatives that are not designated as hedges

Derivatives are only used for economic hedging purposes and not as speculative investments. However, where derivatives do not meet the hedge accounting criteria, they are classified as ‘held for trading’ for accounting purposes and are accounted for at FVPL. They are presented as current assets or liabilities to the extent they are expected to be settled within 12 months after the end of the reporting period.

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Financial assets and liabilities are offset, and the net amount is reported in the balance sheet where there is a legally enforceable right to offset the recognised amounts and there is an intention to settle on a net basis or realise the asset and settle the liability simultaneously. The legally enforceable right must not be contingent on future events and must be enforceable in the normal course of business.

Derivatives are initially recognised at fair value on the date a derivative contract is entered into and are subsequently re-measured to their fair value at the end of each reporting period. The accounting for subsequent changes in fair value is recognised in profit or loss.

2.b.5 Financial liabilities and equity instruments

Classification as debt or equity

Debt and equity instruments issued by the Company are classified as either financial liabilities or as equity in accordance with the substance of the contractual arrangements 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 liabilities. Equity instruments issued by a Company are recognised at the proceeds received.

2.b.6 Taxes

Current income tax

The tax currently payable is based on 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, items that are never taxable or deductible and tax incentives. The Company's current tax is calculated using tax rates that have been enacted or substantively enacted by the end of the reporting period.

Current income tax relating to items recognised outside profit or loss is recognised outside profit or loss (either in other comprehensive income or in equity). Current tax items are recognised in correlation to the underlying transaction either in OCI or directly in equity. Management periodically evaluates positions taken in the tax returns with respect to situations in which applicable tax regulations are subject to interpretation and establishes provisions where appropriate.

Current tax assets and tax liabilities are offset where the entity has a legally enforceable right to offset and intends either to settle on a net basis, or to realise the asset and settle the liability simultaneously.

Deferred tax

Deferred income tax is recognized using the balance sheet approach, deferred tax is recognized on temporary differences at the balance sheet date between the tax bases of assets and liabilities and their carrying amounts for financial reporting purposes, except when the deferred income tax arises from the initial recognition of goodwill or an asset or liability in a transaction that is not a business combination and affects neither accounting nor taxable profit or loss at the time of the transaction.

Deferred income tax assets are recognized for all deductible temporary differences, carry forward of unused tax credits and unused tax losses, to the extent that it is probable that taxable profit will be available against which the deductible temporary differences, and the carry forward of unused tax credits and unused tax losses can be utilized.

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The carrying amount of deferred income tax assets is reviewed at each balance sheet date and reduced to the extent that it is no longer probable that sufficient taxable profit will be available to allow all or part of the deferred income tax asset to be utilized.

Deferred income tax assets and liabilities are measured at the tax rates that are expected to apply in the period when the asset is realized or the liability is settled, based on tax rates (and tax laws) that have been enacted or substantively enacted at the balance sheet date.

Deferred tax assets and deferred tax liabilities are offset if a legally enforceable right exists to set off current tax assets against current tax liabilities and the deferred taxes relate to the same taxable entity and the same taxation authority.

Current and deferred tax is recognised in profit or loss, except to the extent that it relates to items recognised in other comprehensive income or directly in equity. In this case, the tax is also recognised in other comprehensive income or directly in equity, respectively.

2.b.7 Inventories

Inventories are valued at the lower of cost and net realisable value.

Costs incurred in bringing each product to its present location and condition are accounted for as follows:

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

Finished goods and work in progress: Cost of finished goods and work-in-progress includes the cost of materials, conversion cost, an appropriate share of fixed and variable production overheads and other costs incurred in bringing the inventories to their present location and condition.

Traded goods: cost includes cost of purchase and other costs incurred in bringing the inventories to their present location and condition. Cost is determined on weighted average basis.

Net realisable value is the estimated selling price in the ordinary course of business, less estimated costs of completion and the estimated costs necessary to make the sale. The net realizable value of work-in-progress is determined with reference to the selling prices of related finished products. Raw materials and other supplies held for use in production of finished products are not written down below cost except in cases where material prices have declined, and it is estimated that the cost of the finished products will exceed their net realizable value.

2.b.8 Revenue recognition Revenue from Operations

Revenue from the sale of goods is recognised when the significant risks and rewards of ownership of the goods have passed to the buyer. Revenue from the sale of goods is measured at the fair value of the consideration received or receivable, net of returns and allowances, trade discounts and volume rebates. Revenue is recognised upon transfer of control of promised products or services to customers in an amount that reflects the consideration which the Company expects to receive in exchange for those products or services. Revenue from sale of goods is recognised when the goods are dispatched, and tittles have passed. The Company disaggregates Revenue from contracts with customers by geography.

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Dividend income

Dividend income is recorded when the right to receive payment is established.

Interest income

Interest income is recognised using the effective Interest method. For all debt instruments measured either at amortised cost or at fair value through other comprehensive income, interest income is recorded using the effective interest rate (EIR).

2.b.9 Dividends Paid

Provision is made for the amount of any dividend declared, being appropriately authorised and no longer at the discretion of the Company, on or before the end of the reporting period but not distributed at the end of the reporting period.

2.b.10 Employee benefits

(i) Short-term obligations

Liabilities for wages and salaries, including non-monetary benefits that are expected to be settled wholly within 12 months after the end of the period in which the employees render the related service are recognised in respect of employees’ services up to the end of the reporting period and are measured at the amounts expected to be paid when the liabilities are settled.

(ii) Other long-term employee benefit obligations

The earned leave obligations are 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. The benefits are discounted using the appropriate 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 recognised in profit or loss.

(iii) Post-employment obligations

The company operates the following post-employment schemes:

  • (a) defined benefit plans viz gratuity,

  • (b) defined contribution plans viz provident fund.

Gratuity obligations

The liability or asset recognised in the balance sheet in respect of defined benefit gratuity plans is the present value of the defined benefit obligation at the end of the reporting period. The defined benefit obligation is calculated annually by actuaries using the projected unit credit method.

The present value of the defined benefit obligation is determined by discounting the estimated future cash outflows by reference to market yields at the end of the reporting period on government bonds that have terms approximating to the terms of the related obligation.

The net interest cost is calculated by applying the discount rate to the net balance of the defined benefit obligation and the fair value of plan assets. This cost is included in employee benefit expense in the statement of profit and loss.

Remeasurement gains and losses arising from experience adjustments and changes in actuarial assumptions are recognised in the period in which they occur, directly in other comprehensive income. They are included in retained earnings in the statement of changes in equity and in the balance sheet.

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Changes in the present value of the defined benefit obligation resulting from plan amendments or curtailments are recognised immediately in profit or loss as past service cost.

Defined contribution plans

The Company pays provident fund contributions to approved provident fund trust and publicly administered provident funds. The Company has no further payment obligations once the contributions have been paid. The contributions are accounted for as defined contribution plans and the contributions are recognised as employee benefit expense when they are due. Prepaid contributions are recognised as an asset to the extent that a cash refund or a reduction in the future payments is available.

Other long-term employee benefit obligations

The Company provides for Other Long-Term Benefits in nature of Long-Term Service Award to Executive Directors and certain specified employees which shall become applicable on completion of 15 years of service (vesting condition). It shall be payable on retirement or executive director / employee leaving the Company. These obligations are therefore measured as the present value of expected future payments to be made in respect of services provided up to the end of the reporting period using the projected unit credit method. The benefits are discounted using the appropriate 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 recognised in profit or loss.

2.b.11 Leases

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.

As a lessee

The Company recognises right-of-use asset representing its right to use the underlying asset for the lease term at the lease commencement date.

The right-of-use assets is depreciated using the straight-line method from the commencement date over the shorter of lease term or useful life of right-of-use asset. The estimated useful lives of right-of-use assets are determined on the same basis as those of property, plant, and equipment. Right-of-use assets are tested for impairment whenever there is any indication that their carrying amounts may not be recoverable. Impairment loss, if any, is recognised in the statement of profit and loss.

The Company measures the lease liability at the present value of the lease payments that are not paid at the commencement date of the lease. The lease payments are discounted using the interest rate implicit in the lease if that rate can be readily determined. If that rate cannot be readily determined, the Company uses incremental borrowing rate.

The lease liability is subsequently remeasured by increasing the carrying amount to reflect interest on the lease liability, reducing the carrying amount to reflect the lease payments made and remeasuring the carrying amount to reflect any reassessment or lease modifications or to reflect revised in-substance fixed lease payments.

The Company has elected to apply the requirements of Ind AS 116 Leases to short-term leases of all assets that have a lease term of 12 months or less and leases for which the underlying asset is of low value.

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The lease payments associated with these leases are recognized as an expense on a straight-line basis over the lease term.

Right-of-use assets are measured at cost comprising the following:

  • the amount of the initial measurement of lease liability

  • •any lease payments made at or before the commencement date less any lease incentives received

  • any initial direct costs

  • restoration costs.

Lease liabilities include the net present value of the following lease payments:

  • fixed payments (including in-substance fixed payments), less any lease incentives receivable

  • variable lease payment that are based on an index or a rate, initially measured using the index or rate as at the commencement date

  • amounts expected to be payable by the Company under residual value guarantees

  • the exercise price of a purchase option if the Company is reasonably certain to exercise that option, and

  • payments of penalties for terminating the lease, if the lease term reflects the group exercising that option.

2.b.12 Provisions, Contingent Liabilities and Contingent Assets

Provisions are recognised when the Company has a present obligation (legal or constructive) as a result of a past event and it is probable that an outflow of resources, which can be reliably estimated, will be required to settle such an obligation.

If the effect of the time value of money is material, provisions are determined by discounting the expected future cash flows to net present value using an appropriate pre-tax discount rate that reflects current market assessments of the time value of money and, where appropriate, the risks specific to the liability. Unwinding of the discount is recognised in the Statement of Profit and Loss as a finance cost. Provisions are reviewed at each reporting date and are adjusted to reflect the current best estimate.

A present obligation that arises from past events where it is either not probable that an outflow of resources will be required to settle or a reliable estimate of the amount cannot be made, is disclosed as a contingent liability. Contingent liabilities are also disclosed when there is a possible obligation arising from past events, the existence of which will be confirmed only by the occurrence or non-occurrence of one or more uncertain future events not wholly within the control of the Company.

Claims against the Company where the possibility of any outflow of resources in settlement is remote, are not disclosed as contingent liabilities.

Contingent assets are not recognised in financial statements since this may result in the recognition of income that may never be realised. However, when the realisation of income is virtually certain, then the related asset is not a contingent asset and is recognised.

2.b.13 Trade receivables

A receivable represents the Company’s right to an amount of consideration that is unconditional (i.e., only the passage of time is required before payment of the consideration is due).

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2.b.14 Trade and other payables

These amounts represent liabilities for goods and services provided to the group prior to the end of the financial year which are unpaid. The amounts are unsecured and are usually paid within 30 days of recognition. Trade and other payables are presented as current liabilities unless payment is not due within 12 months after the reporting period. They are recognised initially at their fair value and subsequently measured at amortised cost using the effective interest method.

2.b.15 Borrowings

Borrowings are initially recognised at fair value, net of transaction costs incurred. Borrowings are subsequently measured at amortised cost. Any difference between the proceeds (net of transaction costs) and the redemption amount is recognised in profit or loss over the period of the borrowings using the effective interest method. Fees paid on the establishment of loan facilities are recognised as transaction costs of the loan to the extent that it is probable that some or all of the facility will be drawn down. In this case, the fee is deferred until the draw-down occurs. To the extent there is no evidence that it is probable that some or all of the facility will be drawn down, the fee is capitalised as a prepayment for liquidity services and amortised over the period of the facility to which it relates.

Borrowings are removed from the balance sheet when the obligation specified in the contract is discharged, cancelled, or expired. The difference between the carrying amount of a financial liability that has been extinguished or transferred to another party and the consideration paid, including any non-cash assets transferred or liabilities assumed, is recognised in profit or loss as other gains/(losses).

Borrowings are classified as current liabilities unless the Company has an unconditional right to defer settlement of the liability for at least 12 months after the reporting period. Where there is a breach of a material provision of a long-term loan arrangement on or before the end of the reporting period with the effect that the liability becomes payable on demand on the reporting date, the entity does not classify the liability as current, if the lender agreed, after the reporting period and before the approval of the financial statements for issue, not to demand payment as a consequence of the breach.

2.b.16 Borrowing costs

Borrowing costs are interest and other costs that the Company incurs in connection with the borrowing of funds and is measured with reference to the effective interest rate (EIR) applicable to the respective borrowing.

Qualifying assets are assets that necessarily take a substantial period of time to get ready for their intended use or sale. Borrowing costs, allocated to qualifying assets, pertaining to the period from commencement of activities relating to construction / development of the qualifying asset up to the date of capitalisation of such asset are added to the cost of the assets. Capitalisation of borrowing costs is suspended and charged to the Statement of Profit and Loss during extended periods when active development activity on the qualifying assets is interrupted.

All other borrowing costs are recognised as an expense in the period which they are incurred.

2.b.17 Segment Reporting - Identification of Segments

Operating segments are reported in a manner consistent with the internal reporting provided to the chief operating decision maker. The Company is engaged in the business of Industrial Rubber Products and there is no reportable primary segment as per Indian Accounting Standard (IND AS 108) ' Segment Reporting'. The Company identified geographical locations as secondary segments.

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The products of the company are sold both in the domestic & export markets, which are considered different geographical segments.

2.b.18 Earnings per share

Basic Earnings per share

Basic earnings per share is calculated by dividing the profit attributable to shareholders of the company by the weighted average number of equity shares outstanding during the financial year, adjusted for bonus elements in equity shares issued during the year.

Diluted earnings per share

Diluted earnings per share adjusts the figures used in the determination of basic earnings per share to consider the after-income tax effect of interest and other financing costs associated with dilutive potential equity and the weighted average number of additional equity shares that would have been outstanding assuming the conversion of all dilutive potential equity shares.

2.b.19 Cash and cash equivalents

Cash and cash equivalent in the balance sheet comprise cash at banks and on hand and short-term deposits with an original maturity of three months or less, which are subject to an insignificant risk of changes in value.

For the purpose of the statement of cash flows, cash and cash equivalents consist of cash and short-term deposits, as defined above, net of outstanding bank overdrafts as they are considered an integral part of the Company’s cash management.

2. c. NEW AMENDMENTS ISSUED BUT NOT EFFECTIVE

Ministry of Corporate Affairs (“MCA”) notifies new standards or amendments to the existing standards under Companies (Indian Accounting Standards) Rules as issued from time to time. For the year ended 31stMarch 2025, MCA has not notified any new standards or amendments to the existing standards applicable to the Company.

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As at March 31, 2024
Gross carrying amount
Balance as at 1 April 2023
Additions
Deductions made during the year
NOTE 3 (a) : Property, plant and equipment
Tangible Assets
Gross carrying value (at deemed cost)
Plant &
Machinery
Electrical
Installations
Land -
Freehold
Factory
Building
Furniture &
Fixtures
Vehicles
Office
Equipments
Total
`
1,996.99
-
-
12,331.15
39.49
24.09
26,424.42
1,737.19
144.64
1,484.24
8.67
-
788.99
55.69
53.15
1,222.36
36.43
393.31
2,459.73
94.36
-
46,707.88
1,971.83
615.20
(Amount in lacs)
Particulars
48,064.51 19,573.18
2,187.87
517.48
21,243.56 26,820.95 48,064.51
1,777.10
556.32
49,285.29 21,243.56
2,177.14
330.03
23,090.67 26,194.62
2,554.10 1,729.74
162.06
-
1,891.80 662.30 2,554.10
32.70
-
2,586.80 1,891.80
92.15
-
1,983.95 602.85
865.47 1,002.35
80.80
380.17
702.97 162.49 865.47
53.72
13.59
905.60 702.97
73.57
12.62
763.93 141.68
791.54 203.75
71.57
15.19
260.14 531.40 791.54
376.05
277.77
889.81 260.14
73.28
134.02
199.39 690.42
1,492.91 944.24
90.44
-
1,034.67 458.23 1,492.91
160.16
-
1,653.07 1,034.67
86.44
-
1,121.11 531.96
28,016.96 12,346.98
1,405.97
114.90
13,638.05 14,378.91
28,016.96
1,137.61
264.97
28,889.61 13,638.05
1,473.86
183.39
14,928.52 13,961.10
12,346.55


3,346.12
377.03
7.22
3,715.93 8,630.62
12,346.55
16.85
-
12,363.40


3,715.93
377.85
-
4,093.78 8,269.63
1,996.99 -
-
-
- 1,996.99 1,996.99
-
-
1,996.99 -
-
-
- 1,996.99
Balance as at 31 March 2024 Accumulated depreciation
Balance as at 1 April 2023
Depreciation charge
Adjustments / deductions
Balance as at 31 March 2024 Net carrying amount as at March 31, 2024 As at March 31, 2025
Gross carrying amount
Balance as at April, 1, 2024
Additions
Deductions made during the year
Balance as at 31 March 2025 Accumulated depreciation
Balance as at April, 1, 2024
Depreciation charge
Accumulated depreciation on disposals
Balance as at 31 March 2025 Net carrying amount as at March 31, 2025

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NOTES TO FINANCIAL STATEMENTS - STANDALONE

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NOTE 3 (b) : Capital work in progress

(Amount in lacs)

Particulars Total
`
As at March 31, 2024
Gross carrying amount
Balance as at 1st April 2023 41.46
Additions 2,102.87
Capitalised during the year 1,985.09
Gross carrying value as at March 31, 2024 159.24
As at March 31, 2025
Balance as at 1st April 2024 159.24
Additions 1,785.67
Capitalised during the year 1,779.85
Balance as on 31st March 2025 165.06

Refer Note no 45.3 for additional regulatory information required by Schedule III.

NOTE 3 (c) : Right of use Assets

The Company leases factory land. Rental contracts are typically made for fixed periods of 99 years.

(Amount in lacs)

|Particulars|Land
|**Total**<br>|
|---|---|---|
|As at March 31, 2024
Gross carrying amount
Balance as at 1st April 2023
Addition
Disposals
142.32
-
-
142.32
-
-|||
|Balance as on 31st March 2024
142.32
142.32|||
|Accumulated Amortisation
Balance as at 1st April 2023
Amortisation charge
36.92
1.88
36.92
1.88|||
|Balance as on 31st March 2024
38.80
38.80|||
||||
|Net carrying amount as at March 31, 2024
103.52
103.52|||
|As at March 31, 2025
Gross carrying amount
Balance as at April, 1, 2024
Addition
Disposals
142.32
-
-
142.32
-
-|||
|Balance as on 31st March 2025
142.32
142.32|||
|Accumulated Amortisation
Balance as at April, 1, 2024
Amortisation charge
Disposals
38.80
1.88
38.80
1.88
-|||
|Balance as on 31st March 2025
40.69
40.69|||
||||
|Net Carrying value as at March 31, 2025
101.63
101.63|||

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NOTES TO FINANCIAL STATEMENTS - STANDALONE

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(Amount in lacs)

|Particulars|As at 31.03.2025
|**As at 31.03.2024**<br>|
|---|---|---|
|(ii) Expenses relating to Short term lease|230.21
|223.72|

NOTE 3 (d) : Other Intangible Asset

(Amount in lacs)

|Particulars|Software
|**Total**<br>|
|---|---|---|
|As at March 31, 2024|||
|Gross carrying amount|||
|Balance as at April, 1, 2023|326.03|326.03|
|Addition|534.25|534.25|
|Disposals|-|-|
|Balance as on 31st March 2024|860.28|860.28|
|Accumulated Amortisation|||
|Balance as at April, 1, 2023|295.91|295.91|
|Amortisation charge|59.40|59.40|
|Balance as on 31st March 2024|355.31|355.31|
||||
|Closing net carrying amount as at March 31, 2024|504.97|504.97|
|As at March 31, 2025|||
|Gross carrying amount|||
|Balance as at April, 1, 2024|860.28|860.28|
|Addition|2.75|2.75|
|Disposals|139.05|139.05|
|Balance as on 31st March 2025|723.98|723.98|
|Accumulated Amortisation|||
|Balance as at April, 1, 2024|355.31|355.31|
|Amortisation charge|127.09|127.09|
|Balance as on 31st March 2025|482.40|482.40|
||||
|Closing net carrying amount as at March 31, 2025|241.58|241.58|

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NOTES TO FINANCIAL STATEMENTS - STANDALONE

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NOTE 4 : Intangible assets under development

(Amount in lacs)

Particulars Total
`
As at March 31, 2024
Gross carrying amount
Balance as at 1st April 2023
Additions
Capitalised duringtheyear
74.76
446.22
520.99
Gross carrying value as at March 31, 2024
-
As at March 31, 2025
Balance as at 1st April 2024
Additions
Capitalised duringtheyear
-
-
-
Balance as on 31st March 2025
-

|NOTE :- 5 Investments|(Amount in lacs)|(Amount in lacs)|(Amount in lacs`)|
|---|---|---|---|
|l
Face|As at 31.03.2025
As at 31.03.2024|||
|Particuars
Value|Nos.|Amount
Nos.|Amount|
|Investment in Subsidiaries (carried at cost)
Fully paid unquoted equity instruments
1. PIX Middle East FZC, UAE
[150 shares of 1,000 Dirham per share]
2. PIX Transmissions Europe Ltd.
[1,00,000 shares of 1 Euro per share]
1,000
1|150
1,00,000|20.61
85.15
150
1,00,000|20.61
85.15|
|TOTAL||105.76|105.76|

NOTE :- 6 Other Financial Assets (Amount in lacs)
As at As at
Particulars 31.03.2025 31.03.2024
|
Unsecured, Considered good
Security deposits 437.66 393.07
In Deposit accounts with maturity for more than 12 months 80.34 -
TOTAL 517.99 393.07

Refer Note 35 for related party balances

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NOTES TO FINANCIAL STATEMENTS - STANDALONE

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NOTE :- 7 Other Non Current Assets

(Amount in lacs)

As at As at
Particulars 31.03.2025 31.03.2024
|
Unsecured, Considered good

Capital advances
499.49 203.48

TOTAL
499.49 203.48

NOTE :- 8 Inventories

(Amount in lacs)

As at As at
Particulars 31.03.2025 31.03.2024
|
Inventories (at lower of cost and net
realizable value)
(i) Raw materials 5,231.81 3,799.67
(ii) Work in progress 805.57 958.82
(iii) Finished goods 2,922.78 2,496.56
(iv) Stock-In-Trade 386.33 380.08
(v) Stores and spares 665.95 661.55
(vi) Packing materials 159.91 115.29
TOTAL 10,172.35 8,411.97

Refer Note no 38(C) for assets pledged as a security.

NOTE :- 9 Current Investments (Amount in lacs)
As at As at
Particulars 31.03.2025 31.03.2024
|
Investment measured at fair value through P&L a/c :
Investment in Equity Instruments 593.66 -
Investment in Mutual funds 12,190.25 7,490.60
TOTAL 12,783.91 7,490.60

(Amount in lacs)

As at As at
Particulars 31.03.2025 31.03.2024
|

Aggregate amount of quoted investments and market
12,783.91
7,490.60
value thereof
Aggregate amount of unquoted investments - -
Aggregate amount of impairment in the value of investments - -

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NOTE :- 10 Trade Receivables

(Amount in lacs)

As at As at
Particulars 31.03.2025 31.03.2024
|
Unsecured
- Considered good 11,189.68 10,507.36
Less: Provision for expected credit loss 165.69 126.36
TOTAL 11,024.00 10,381.00

Refer Note 35 for related party balances

Refer Note no 45.1 for additional regulatory information required by Schedule III.

(Amount in lacs)

NOTE :- 11 Cash and Cash Equivalents

As at As at
Particulars 31.03.2025 31.03.2024
|
Cash in hand 1.95 2.10
Balances with banks in Current Account 3,858.83 3,339.63
Fixed Deposit with Banks 12.73 3.18
(original maturity up to three months)
TOTAL 3,873.52 3,344.92
NOTE :- 12 Other Bank Balances (Amount in lacs)
As at As at
Particulars 31.03.2025 31.03.2024
|
Margin money deposits* 162.20 448.28
Unpaid Dividend** 95.40 87.36
Fixed Deposits with Banks (Maturity between three to 1,444.02 193.95
twelve months)
TOTAL 1,701.62 729.58

NOTE :- 12 Other Bank Balances

Note :

  • Margin Money Deposit are kept with banks for opening Letter of credit for imports

** No amount due to be transferred to Investor Education & Protection Fund

NOTE :- 13 Loans

(Amount in lacs)

As at As at
Particulars 31.03.2025 31.03.2024
|
Unsecured, Considered good

Loans to employees
24.53 18.01
TOTAL 24.53 18.01

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NOTES TO FINANCIAL STATEMENTS - STANDALONE

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NOTE :- 14 Other financial assets

(Amount in lacs)

As at As at
Particulars 31.03.2025 31.03.2024
|
Unsecured, Considered good
Interest Accrued on Fixed deposit 35.98 17.27
Export benefits and entitlements 93.79 47.53
Derivative Asset 123.55 257.49
Receivables from Others 13.38 36.84
TOTAL 266.69 359.12

NOTE :- 15 Other Current Assets

(Amount in lacs)

As at As at
Particulars 31.03.2025 31.03.2024
|
Unsecured, considered good
Prepaid expenses 141.58 130.47
Balance with government authorities 438.91 569.63
Advances to suppliers 335.85 211.03
TOTAL 916.35 911.12

(Amount in lacs)

NOTE :- 16 Equity Share Capital

As at As at
Particulars 31.03.2025 31.03.2024
|
AUTHORIZED
2,05,00,000 (31 March, 2023: 2,05,00,000) Equity 2,050.00 2,050.00
Shares of`10/- each
15,00,000 (31 March, 2023: 15,00,000) Non-convertible 1,500.00 1,500.00
6% cumulative Redeemable Prefer. Shares of`100/- each
14,50,000 (31 March, 2023: 14,50,000) Convertible 6% 1,450.00 1,450.00
preference shares of`100/- each
TOTAL ( AUTHORISED CAPITAL ) 5,000.00 5,000.00
A. ISSUED, SUBSCRIBED & PAID UP
EQUITY SHARES
1,36,25,200 (31 March, 2023: 1,36,25,200 Equity`10 each) 1,362.52 1,362.52
Less: Allotment money in arrears from public other than 0.11 0.11
directors
TOTAL 1,362.41 1,362.41

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16.1 Terms and rights attached to equity shares

Equity shares have a par value of Rs. 10. They entitle the holder to participate in dividends, and to share in the proceeds of winding up the Company in proportion to the number of and amounts paid on the shares held. Every holder of equity shares present at a meeting in person or by proxy is entitled to one vote, and upon a poll each share is entitled to one vote.

16.2 Reconciliation of the number of Equity Shares and Equity Share Capital

Particulars No. of Shares
2024-25
No. of Shares
2023-24
At the beginning of the year 1,36,25,200 1,36,25,200
Add: Issued during the year - -
At the end of the year 1,36,25,200 1,36,25,200
(`in lacs)
Equity share capital
Particulars
2024-25 2023-24
At the beginning of the year 1,362.41 1,362.41
Add: Issued during the year - -
At the end of the year 1,362.41 1,362.41

16.3 Details of shareholders holding more than 5% shares in the company

Particulars Nos. Holdings%
As at 31st March, 2025
Sonepal Singh Sethi 15,20,700 11.16%
Rishipal Sethi 11,76,512 8.63%
Amarpal Singh Sethi 10,33,029 7.58%
Karanpal Sethi 9,70,805 7.13%
Nirmal Sethi 9,66,500 7.09%
Sukhpal Singh Sethi 8,66,042 6.36%
Inderjeet Sethi 8,59,627 6.31%
As at 31st March, 2024
Sonepal Singh Sethi 15,20,700 11.16%
Rishipal Sethi 11,76,412 8.63%
Amarpal Singh Sethi 10,33,029 7.58%
Karanpal Sethi 9,70,805 7.13%
Nirmal Sethi 9,66,500 7.09%
Sukhpal Singh Sethi 8,66,042 6.36%
Inderjeet Sethi 8,59,627 6.31%

Refer Note 45.19 for additional regulatory information required by Schedule III with resepct to promoter shareholding.

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NOTES TO FINANCIAL STATEMENTS - STANDALONE

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NOTE :- 17 Other Equity

(Amount in lacs)

Particulars As at
31.03.2025
<br>**As at**<br>**31.03.2024**<br>
I) Capital reserve
II) Capital redemption reserve
III) Security premium
IV) Amalgamation reserve
V) General reserve
VI) Retained earnings
a) As per last balance sheet
b) Add: profit for the year
94.08
1,124.13
1,387.09
337.42
251.93
42,144.68
10,536.97
94.08
1,124.13
1,387.09
337.42
251.93
35,041.14
7,921.03
Total [VI(a)+VI(b)] 52,681.65
42,962.17
Less - Appropriations
Dividend paid on equity shares during the year
Tax on dividend paid during the year
953.76
-
817.51
-
953.76
817.51
51,727.89
42,144.68
(725.11)
(45.34)
Other comprehensive income
Opening balance
Add:Other comprehensive income during the year(net of tax)
(704.30)
(20.80)
(770.45)
Total other comprehensive income (Closing balance)
(725.11)
54,152.08
TOTAL
44,614.22

Capital Reserve

The Company created capital reserve on cancellation/ forfeiture of the Company’s own equity instruments. Capital reserve was created in financial year 2008-09.

Capital Redemption Reserve

Capital Redemption Reserve is created out of profit available for distribution towards redemption of Preference shares. This reserve can be used for the purpose of issue of Bonus shares.

General Reserve

General Reserve is used from time to time to transfer profits from retained earnings for appropriation purposes. As the General Reserve is created by a transfer from one component of equity to another and is not an item of other comprehensive income, items included in the General Reserve will not be reclassified subsequently to statement of profit and loss.

Amalgamation Reserve

The amalgamation Reserve was created on amalgamation of PIX Auto Ltd with the Company in financial year 1999-2000.

Securities Premium

Securities Premium Reserve represents premium on issue of shares. The reserve will be utilised in accordance with the provisions of the Companies Act, 2013.

Retained earnings

The balance in the Retained Earnings primarily represents the surplus after payment of dividend and transfer to reserves.

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NOTES TO FINANCIAL STATEMENTS - STANDALONE

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NOTE :- 18 Borrowings (Amounts in lacs)
As at As at
Particulars 31.03.2025 31.03.2024
|
Secured Borrowings- at amortised cost
Term loan from Banks 486.01 1,592.71
Vehicle loan from financial institutions 203.00 -
Un-secured- at amortised cost
Loan from Directors and related parties 1,665.19 1,665.19
TOTAL 2,354.20 3,257.90

Refer Note 38(C) for terms of repayment and interest rate.

Refer Note 45.6, 45.7, 45.11 and 45.16 for additional regulatory information required by Schedule III.

NOTE :- 19 Provisions (Amounts in lacs)
As at As at
Particulars 31.03.2025 31.03.2024
|
Provision for Gratuity* 1,809.99 1,622.07
Provision for Compensated Absences 244.65 227.91
Provision for Long Term Service Award* 1,271.73 1,299.39
TOTAL 3,326.38 3,149.37

*Refer Note 30

NOTE :- 20 Deferred Tax Liabilities (Net) (Amounts in lacs)
As at As at
Particulars 31.03.2025 31.03.2024
|
Deferred tax liabilities (net) # 910.48 923.11
TOTAL 910.48 923.11

Refer Note 36

NOTE :- 21 Current Borrowings (Amounts in lacs)
As at As at
Particulars 31.03.2025 31.03.2024
|
Current maturities of long term borrowings
Term loan from banks 1,144.41 1,101.16
Vehicle loan from Financial Institution 39.33 43.54
TOTAL 1,183.75 1,144.71

Refer Note 38(C) for terms of repayment and interest rate.

Refer Note 45.6, 45.7, 45.11 and 45.16 for additional regulatory information required by Schedule III.

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NOTES TO FINANCIAL STATEMENTS - STANDALONE

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NOTE :- 22 Trade Payables

(Amounts in lacs)

As at As at
Particulars 31.03.2025 31.03.2024
|
Dues to Micro and small enterprises 415.76 922.04
Dues to creditors other than micro and small enterprises 2,134.90 2,097.02
TOTAL 2,550.66 3,019.06

Refer Note 45.2 for additional regulatory information required by Schedule III.

NOTE :- 23 Other Financial Liabilities

(Amounts in lacs)

As at As at
Particulars 31.03.2025 31.03.2024
|
Unpaid/ Unclaimed dividend payable 95.30 87.26
Employee benefits payable 791.39 801.39
Other payable 228.37 50.91
TOTAL 1,115.07 939.57

NOTE :- 24 Other Current Liabilities

(Amounts in lacs)

As at As at
Particulars 31.03.2025 31.03.2024
|
Contract liabilities 96.47 254.28
Statutory dues payable 125.57 140.65
TOTAL 222.04 394.94

NOTE :- 25 Provisions

(Amounts in lacs)

As at As at
Particulars 31.03.2025 31.03.2024
|
Provision for Gratuity^ 175.07 197.61
Provision for compensated absences 61.80 58.56
Provision for Long term service award^ 1,033.85 726.51
TOTAL 1,270.72 982.67

^Refer Note 30

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NOTES TO FINANCIAL STATEMENTS - STANDALONE

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(Amounts in lacs)

NOTE :- 26 Revenue From Operations

As at As at
Particulars 31.03.2025 31.03.2024
|
A.Sale of Products 54,428.56 45,123.69
TOTAL (A) 54,428.56 45,123.69
B. Other Operating Revenue
Exports Incentives 657.67 227.19
Sale of scrap 120.93 127.98
TOTAL (B) 778.60 355.17
TOTAL (A+B) 55,207.16 45,478.86
Reconciliation of revenue recognised with contract price (Amounts in lacs)
As at As at
Particulars 31.03.2025 31.03.2024
|
Contract price 56,048.76 45,576.22
Adjustment for Discount 1,620.20 452.53
Revenue from contract with customer 54,428.56 45,123.69

Refer note 37 for additional disclosure requirements

NOTE :- 27 Other Income (Amounts in lacs)
As at As at
Particulars 31.03.2025 31.03.2024
|
Interest Income 189.05 137.53
Dividend Income 95.38 90.71
Foreign Exchange fluctuation difference (net) 634.38 456.05
Excess provision written back -
179.91
Gain on investments measured at FVTPL 255.53 563.47
Gain on sale of investments - net 53.29 24.95
Liabilities written back 0.32 11.19
Gain on derivative contracts 188.79 233.51
Miscellaneous Income / Recoveries 357.61 177.60
TOTAL 1,774.35 1,874.92

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(Amounts in lacs)

NOTE :- 28 Cost of Material Consumed (Amounts in lacs)
Particulars As at
31.03.2025
<br>**As at**<br>**31.03.2024**<br>
A. RAW MATERIALS
Opening stock of raw materials
Add:- raw materials purchased
Less:- closing stock of raw materials
TOTAL CONSUMPTION (RAW MATERIALS)
B. PACKING MATERIAL
Opening stock
Add: Purchases
Less: Closing stock
TOTAL CONSUMPTION (PACKING MATERIALS)
3,799.67
20,299.45
4,478.87
15,757.07
24,099.11
5,231.81
20,235.94
3,799.67
18,867.30
16,436.27
115.29
825.86
109.61
612.69
941.14
159.91
722.30
115.29
781.24
607.01
TOTAL CONSUMPTION 19,648.54
17,043.28

NOTE :- 29 Changes in Inventories of finished goods, work in progress

and stock in trade (Amounts in lacs)

Particulars As at
31.03.2025
<br>**As at**<br>**31.03.2024**<br>
Opening stock
Finished goods
Work - in - progress
Stock in Trade
TOTAL (OPENING STOCK)
Less:- closing stock
Finished goods
Work - in - progress
Stock in Trade
TOTAL (CLOSING STOCK)
2,496.56
958.82
380.08
1,964.39
904.63
391.68
3,835.46
3,260.70
2,922.78
805.57
386.33
2,496.56
958.82
380.08
4,114.68
3,835.46
(Increase)/ Decrease in stock (279.22)
(574.76)

NOTE :- 30 Employee Benefits Expenses

(Amounts in lacs)

As at As at
Particulars 31.03.2025 31.03.2024
|
Salaries, Wages and Bonus 7,114.01 6,351.28
Contribution to provident and other funds 218.90 227.86
Gratuity 251.54 236.35
Staff welfare expenses 238.39 232.53
TOTAL 7,822.84 7,048.02

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30.1 Disclosure as per Indian Accounting Standard - 19 on ‘Employee Benefits’

Leave Obligations:

The leave obligations cover the Company’s liability for earned leave which are classified as other long-term benefits.

Leave obligations expected to be settled within the next 12 months - Rs.61.80 lakhs (31 March, 2024: Rs.58.56 lakhs)

Leave obligations not expected to be settled within the next 12 months - Rs.244.65 lakhs (31 March, 2024: Rs. 227.91 lakhs)

Post-employment obligations (Gratuity):

The Company provides for gratuity for employees in India as per the Payment of Gratuity Act, 1972. Employees who are in continuous service for a period of 5 years are eligible for gratuity. The amount of gratuity payable on retirement/termination is the employees last drawn basic salary per month computed proportionately for 15 days salary multiplied for the number of years of service. The gratuity plan is unfunded.

Defined contribution plans:

The Company also has a certain defined contribution plan. Contributions are made to provident fund in India for employees at the rate of 12% of basic salary as per regulations. The contributions are made to registered provident fund administered by the government. The obligation of the Company is limited to the amount contributed and it has no further contractual nor any constructive obligation. The expense recognised during the period towards defined contribution plan is Rs.218.87 lakhs (31 March 2024 – Rs. 227.59 lakhs)."

Actuarial Assumptions:

Particulars Year ended
31.03.2025
Year ended
31.03.2024
Discount Rate 6.69% 7.08%
Future Salary Increases 7% 7%
Attrition rate 1%-5% 1%-5%
Mortality table IALM (2012-14) IALM(2012-14)

A. Changes in present value of defined benefit obligations

(Amount in lacs)

As at As at
Particulars 31.03.2025 31.03.2024
|
Present Value of obligation as at the beginning of the year 1,819.67
1,651.31
Interest cost 123.64 117.69
Past Service Cost - -
Current Service Cost 127.90 118.66
Benefits Paid (146.74) (95.78)
Actuarial (Gain) / loss on obligation 60.60 27.79
Present value of obligation as at the end of year 1,985.07 1,819.67

(Amount in lacs)

As at As at
Particulars 31.03.2025 31.03.2024
|
Current Liabilities 175.07 197.61
Non- current Liabilities 1,809.99 1,622.07
TOTAL 1,985.07 1,819.68

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B. Amount recognized in Statement of Profit & Loss

(Amount in lacs)

As at As at
Particulars 31.03.2025 31.03.2024
|
Amount included in Profit and loss
Current Service Cost 127.90 118.66
Interest Cost(income) 123.64 117.69
Net actuarial (gain) / loss recognised in the period 60.60 27.79
Net amount recognized in P&L 251.54 236.35
Net amount recognized in OCI and P&L 312.14 264.14

Sensitivity Analysis:

Reasonably possible changes at the reporting date to one of the relevant actuarial assumptions, holding other assumptions constant, would have affected the defined benefit obligation by the amounts shown below:

A. Changes in present value of defined benefit obligations (Amount in lacs)
As at As at
Particulars 31.03.2025 31.03.2024
|
a) Impact of the change in discount rate
Present Value of Obligation at the end of the period 1,985.07 1,819.67
Impact due to increase of 1 % (DBO) 1,819.35 1,669.98
Impact due to decrease of 1 % (DBO) 2,176.02 1,992.38
b) Impact of the change in salary increase
Present Value of Obligation at the end of the period 1,985.07 1,819.67
Impact due to increase of 1 % (DBO) 2,177.99 1,995.35
Impact due to decrease of 1 % (DBO) 1,813.99 1,663.37
c) Impact of the change in withdrawal rate
Present Value of Obligation at the end of the period 1,985.07 1,819.67
Impact due to increase of 1 % (DBO) 1,982.04 1,820.83
Impact due to decrease of 1 % (DBO) 1,988.35 1,818.29

A. Changes in present value of defined benefit obligations

"The above sensitivity analyses are based on a change in an assumption while holding all other assumptions constant. In practice, this is unlikely to occur, and changes in some of the assumptions may be correlated. The methods and types of assumptions used in preparing the sensitivity analysis did not change compared to the prior period."

Risk Exposure:

Through its defined benefit plan, the Company is exposed to a number of risks, the most significant of which are detailed below:

  1. Changes in bond yields: A decrease in bond yields will increase plan liabilities

  2. Longevity risk: The present value of the defined benefit plan liability is calculated by reference to the best estimate of the mortality of plan participants both during and after their employment. An increase in the life expectancy of the plan participants will increase the plan’s liability.

  3. Salary growth risk: The present value of the defined benefit plan liability is calculated by reference to the future salaries of plan participants. An increase in the salary of the plan participants will increase the plan’s liability.

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(Amount in lacs)

As at As at
Maturity profile 31.03.2025 31.03.2024
|
Less than 1 year 175.07 197.61
Between 1-2 years 105.39 92.47
Between 2-5 years 401.60 372.56
Over 5 years 817.42 757.65
Total 1,499.48 1,420.29

30.2 Other long-term employee benefit:

The Company provides for Other Long Term Benefits in nature of Long Term Service Award to Executive Directors and certain specified employees which shall become applicable on completion of 15 years of service (vesting condition). It shall be payable on retirement or executive director / employee leaving the Company.

Actuarial Assumptions:

Particulats Year ended
31.03.2025
Year ended
31.03.2024
Discount Rate 6.69% 7.08%
Future Salary Increases 7% 7%
Attrition rate 0%- 1% 0%- 1%
Mortality table IALM (2012-14) IALM(2012-14)

Amount in Balance Sheet

(Amount in lacs)

As at As at
Particulars 31.03.2025 31.03.2024
|
Current Liabilities 1,033.85 726.51
Non- current Liabilities 1,271.73 1,299.39
TOTAL 2,305.58 2,025.90
Amount recognized in Statement of Profit & Loss (Amount in lacs)
As at As at
Particulars 31.03.2025 31.03.2024
|

Amount included in Profit and loss
279.68
246.22

NOTE :- 31 Finance Cost

(Amount in lacs)

As at As at
Particulars 31.03.2025 31.03.2024
|
Interest on Loan 326.26 449.53
Other Finance cost 34.31 27.10
TOTAL 360.57 476.63

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NOTE :- 32 Depreciation and Amortisation Expense

(Amount in lacs)

As at As at
Particulars 31.03.2025 31.03.2024
|
Depreciation on Property, Plant & Equipment 2,177.14 2,187.87
Amortisation on Intangible assets 127.09 59.40
Depreciation on Right to use Assets 1.88 1.88
TOTAL 2,306.11 2,249.15

NOTE :- 33 Other Expenses

(Amount in lacs)

As at As at
Particulars 31.03.2025 31.03.2024
|
Consumption of stores and spares 622.04 538.25
Power expenses 3,431.47 2,993.19
Contract Labour charges 2,021.52 1,480.66
Rent 230.21 223.72
Repair and Maintenance
- Building 136.64 122.64
- Machinery 157.86 168.06
- Others 347.94 173.01
Insurance 87.77 78.39
Travelling expenses 689.36 623.96
Payment to Auditors* 23.82 23.50
Legal & professional fees 252.30 242.09
Advertisement 123.50 94.89
Bank charges 73.93 64.22
Commission & brokerage 62.54 150.10
Freight & transportation 1,295.68 946.93
Loss on Sale of Property Plant and Equipment 53.58 2.76
Exchange loss on forward contracts - 0.85
Fair value adjustment to derivatives not designated as hedges 133.94 114.26
Provision for expected credit loss 39.33 118.12
Corporate social responsibility expenditure 161.01 133.48
Miscellaneous expenses 1,338.49 1,004.12
TOTAL 11,282.92 9,297.19
*Payment to Auditors (Amount in lacs)
As at As at
Particulars 31.03.2025 31.03.2024
|
Audit fees 23.50 23.50
Out of Pocket Expenses 0.32 -

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Note :- 34 Contingent liabilities, contingent assets and commitments

Disclosure as per IND AS 37 Provisions, contingent Liabilities & contingent Assets

A) Contingent liabilities :- (Amount in lacs)
As at As at
Particulars 31.03.2025 31.03.2024
|
Performance guarantee 6.50 5.00

The Company neither had any contingent asset as on March 31, 2025 nor as on March 31, 2024

B) Commitments :- (Amount in lacs)
As at As at
Particulars 31.03.2025 31.03.2024
|
Estimated amount of contracts remaining to be executed 877.14 404.72
on capital account for property, plant & equipment
(net of advances)

Note No.35:-Disclosure as per by Indian Accounting Standard 24 “Related Party Disclosures” :

(A) Names of the related party and description of relationship:

Related Party Where Control Exists Relationship
PIX Transmissions (Europe) Limited, England Subsidiary
PIX Middle East FZC, UAE
PIX Germany GmbH, Germany, Subsidiary Company Step Down Subsidiary
PIX Middle East Trading LLC, UAE, Subsidiary

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Relationship

Other Related Parties Relationship Mr. Sukhpal Singh Sethi, Whole Time Director Mr. Amarpal Sethi, Chairman and Managing Director Mr. Sonepal Sethi, Joint Managing Director Mr. Rishipal Sethi, Joint Managing Director Mr. Joe Paul, Whole Time Director Mr. Karanpal Sethi, Whole Time Director / CFO Ms. Shirley Paul, Whole Time Director Mr. Pradeep Havnur, Independent Director (up to 17th Sept. 2024) Dr. Aqueel A. Mulla, Independent Director Key Management Personnel Mr. Mohammad Adil Ansari, Independent Director (up to 17th Sept. 2024) Mr. Nigel Savio Lobo, Independent Director (up to 17th Sept. 2024) Dr. Abhilasha Hatangdi, Independent Director Mr. Jose Jacob, Independent Director Mr. Amit Lala, Independent Director Mr. Mohammed Husain Azad ,Independent Director (from 28th June , 2024) Mr. Sandeep Prajapati ,Independent Director (from 28th June , 2024) Mr. Suresh Bandi, Independent Director (from 28th June , 2024) Mr. Shybu Varghese, Company Secretary Mr. Amit Sethi Mrs. Davinder Sethi Mrs. Inderjeet Sethi Mrs. Nirmal Sethi Relatives of Key Mrs. Kamalpreet Sethi Management Personnel Mrs. Roshni Sethi Mrs. Saba Sethi Ms. Muskaan Sethi Ms. Pooja Pardasani Prominent Infrastructure Private Limited Enterprises over which Key Karishma Investment Management Personnel are able to exercise significant influence

B. Transactions with Related Parties

1. Subsidiaries & step down subsidiaries

B. Transactions with Related Parties
1. Subsidiaries & step down subsidiaries (Amount in lacs)
As at As at
Particulars 31.03.2025 31.03.2024
|
Sale of goods 7,742.82 5,412.52
Miscellaneous Income / Recoveries 67.81 19.26
Dividend Received 91.42 89.76
Total 7,902.05
5,521.54

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2. Key Managerial Personnel & Enterprises over which relatives of key management have influence

(Amount in lacs `)

Nature of Transaction (a) Key
Managerial
Personnel
(c) Enterprises over
which Key Management
Personnel are
able to excerise
significant influence
(b) Relatives of
Key Management
Personnel
(a) Key
Managerial
Personnel
(c) Enterprises over
which Key Management
Personnel are
able to excerise
significant influence
(b) Relatives of
Key Management
Personnel
(a) Key
Managerial
Personnel
(c) Enterprises over
which Key Management
Personnel are
able to excerise
significant influence
(b) Relatives of
Key Management
Personnel
(a) Key
Managerial
Personnel
(c) Enterprises over
which Key Management
Personnel are
able to excerise
significant influence
(b) Relatives of
Key Management
Personnel
2024-25 2023-24
2024-25
2023-24
2024-25
2023-24
Remuneration / Salary
(Refer note 1)
1,442.35 1,107.40
43.01
39.20
-
-
SittingFees 6.75 7.25
-
-
-
-
Rent 6.15 6.10
-
-
208.17
203.93
Interest 167.58 167.92
-
-
15.92
25.64
Dividend Paid 405.19 347.30
202.13
173.25
-
-
Loan Received duringtheyear 29.25 54.54
-
-
204.00
120.00
Loan Repaid during the year 29.25 54.54
-
-
204.00
355.99

Notes

  1. Remuneration does not include Post employment benefits and other long term benefits payable to Key managerial persons, relatives of key managerial persons and other selected employees amounting to Rs. 279.68 lakhs at gross level on totality basis and not available at individual employee level.

  2. Transactions relating to dividends were on the same terms and conditions that applied to other shareholders.

  3. Goods were sold to subsidiaries (including step down subsidiaries) during the year based on the price lists in force and terms that would be available to third parties.

  4. All other transactions were made on normal commercial terms and conditions and at market rates.

C. Outstanding Balances with related parties

1. Subsidiaries & step down subsidiaries

C. Outstanding Balances with related parties
1. Subsidiaries & step down subsidiaries (Amount in lacs)
As at As at
Particulars 2024-25 2023-24
|
Investment 105.76 105.76
Trade receivables 1,603.41 1,586.79

2. Key Managerial Personnel & Enterprises over which relatives of key management have influence

(Amount in lacs `)

Nature of Transaction (a) Key
Managerial
Personnel
(c) Enterprises over
which Key Management
Personnel are
able to excerise
significant influence
(b) Relatives of
Key Management
Personnel
(a) Key
Managerial
Personnel
(c) Enterprises over
which Key Management
Personnel are
able to excerise
significant influence
(b) Relatives of
Key Management
Personnel
(a) Key
Managerial
Personnel
(c) Enterprises over
which Key Management
Personnel are
able to excerise
significant influence
(b) Relatives of
Key Management
Personnel
(a) Key
Managerial
Personnel
(c) Enterprises over
which Key Management
Personnel are
able to excerise
significant influence
(b) Relatives of
Key Management
Personnel
2024-25 2023-24
2024-25
2023-24
2024-25
2023-24
Employee Benefits payable
(Refer note 1)
193.86 179.26
1.65
-
2.33
-
Securitydeposits receivable - -
-
130.00
-
130.00
Outstanding Loan 1,526.73 1,526.73
-
138.46
-
138.46

Notes

  1. Payables does not include Post employment benefits and other long term benefits payable to Key managerial persons, relatives of key managerial persons and other selected employees amounting to Rs. 2305.58 lakhs at gross level on totality basis and not available at individual employee level.

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NOTE :- 36 DISCLOSURES AS PER IND-AS 12: DEFERRED TAXES

(A) Components of Tax Expense :

(Amount in lacs `)

For the year For the year
Particulars ended ended
31 March 2025 31 March 2024
Current tax
Total Current tax expense recognised in the current year 3,623.92 2,427.42
Deferred tax
Total Deferred tax expense recognised in the current year 2.61 166.44
Prior year tax
Total prior year expense recognised in the current year - (72.53)
Total Tax expense recognised in the current year 3,626.53 2,521.32

The major components of deferred tax assets/(liabilities) in relation to : (Amount in lacs)

|Particulars|As at
31 March
2024|**Recognised**<br>**in profit**<br>**& loss**|
Recognised
in other
comprehensive
income|**As at**<br>**31 March**<br>**2025**|
|---|---|---|---|---|
|Deferred tax liabilities on:|||||
|Property, Plant & equipment|1,944.18|71.83|-|2,016.01|
|Gain on Derivatives transactions|64.81|(33.71)|-|31.10|
|Gain on investment measured at FVTPL|76.66|82.69|-|159.35|
|Deferred tax Asset on:||-|||
|Accrued expense deductive on payment basis|(514.73)|(66.31)|-|(581.04)|
|Allowance for bad debts|(31.81)|(9.90)|-|(41.70)|
|Items disallowed u/s 43A of Income Tax Act,1961|(85.88)|(10.58)|-|(96.46)|
|Provision for Employee Benefits|(530.12)|(31.40)|(15.25)|(576.78)|
|Net Deferred tax liabilities|923.11|2.61|(15.25)|910.47|

(Amount in lacs)

The major components of deferred tax assets/(liabilities) in relation to :

|Particulars|As at
31 March
2023|**Recognised**<br>**in profit**<br>**& loss**|
Recognised
in other
comprehensive
income|**As at**<br>**31 March**<br>**2024**|
|---|---|---|---|---|
|Deferred tax liabilities on:|||||
|Property, Plant & equipment|1,820.35|123.83|-|1,944.18|
|Gain on Derivatives transactions|55.78|9.03|-|64.81|
|Gain on investment measured at FVTPL|6.04|70.62|-|76.66|
|Deferred tax Asset on:||-|||
|Accrued expense deductive on payment basis|(544.39)|29.66|-|(514.73)|
|Allowance for bad debts|(3.65)|(28.15)|-|(31.81)|
|Items disallowed u/s 43A of Income Tax Act,1961|(91.08)|5.20|-|(85.88)|
|Provision for Employee Benefits|(479.39)|(43.74)|(7.00)|(530.12)|
|Net Deferred tax liabilities|763.67|166.44|(7.00)|923.11|

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(B)Reconciliation of tax expense and the accounting profit multiplied

by domestic tax rate applicable in India :

(Amount in lacs)

As at As at
Particulars 2024-25 2023-24
|
Profit before tax 14,163.50 10,442.35
Applicable Corporate tax rate as per Income Tax Act,1961 25.17% 25.17%
Tax on accounting profit 3,564.95 2,628.34
Increase/ (reduction) in tax on account of :
Effect of non deductible expenses 45.33 33.60
Effect of reversal of provision in respect of prior years - (72.53)
Others 16.25 (68.08)
Tax expense recognised during the year 3,626.53 2,521.32
Effective tax rate (%) 25.60% 24.15%

NOTE 37:- Disclosures as per IND AS 115 Revenue from contract with customers 1. Nature of Goods and services

The revenue of the company comprises of income from Business of Industrial rubber products. The following is a description of principal activities:

Manufacturing of rubber V-belts & related mechanical transmissions products.

2. The Company disaggregates revenue from contracts with customers by geography Revenue disaggregation by geography is as follows: (Amount in lacs `)

Geography Year ended
31 March 2025
Year ended
31 March 2024
India 23,570.80 21,181.27
Outside India 30,857.75 23,942.42
Total 54,428.56 45,123.69

3. Contract balances

(Amount in lacs `)

Particulars Year ended
31 March 2025
Year ended
31 March 2024
Trade Receivables 11,024.00 10,381.00
Contract Liabilities 96.47 254.28

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(A) Categories of Financial Instruments
(Amount in lacs`)
31.03.2025
DEPRECIATION
31.03.2024
Particulars
FVTPL
FVTOCI
Amortised
Cost
Total
carrying
value
Total
fair
value
Total
fair
value
Total
carrying
value
Amortised
Cost
FVTOCI
FVTPL
Financial Assets
-
Investments*
12,783.91
-
-
-
12,783.91
7,490.60
-
7,490.60
-
-
Cash and cash equivalents
-
-
-
3,873.52
3,873.52
-
-
3,344.92
-
-
3,344.92
Bank Balances Other than Cash
-
-
729.58
-
-
729.58
and Cash Equivalents
-
-
1,701.62
1,701.62
Loans
-
-
-
24.53
24.53
-
-
18.01
-
-
18.01
Other Financial Assets
-
-
784.68
784.68
-
-
752.19
-
-
752.19
Trade receivables
-
-
11,024.00
11,024.00
-
-
10,381.00
-
-
10,381.00
Financial Liabilities Borrowings
-
-
3,537.95
3,537.95
-
4,402.61
-
-
4,402.61
Trade Payables
-
-
2,550.66
2,550.66
-
-
3,019.06
-
-
3,019.06
Other Financial Liabilities
-
-
1,115.07
1,115.07
-
-
939.57
-
-
939.57
*The above Investments does not include equity investments in subsidiaries which are carried at cost and hence are not required to be disclosed as per Ind AS 107 "Financial Instruments Disclosures" The management assess that Cash and cash equivalents, Other balances with banks, Loans, Trade receivables, other financial assets, Borrowings, Trade payables, Lease liabilities and Other financial liabilities carried at amortised cost approximate their carrying amounts largely due to the short-term maturities of these instruments.

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(B) Fair Value hierarchy

(Amount in lacs)

Level 1 Level 1 Level 2 Level 2 Level 3 Level 3
Particulars 31 March, 31 March, 31 March, 31 March, 31 March, 31 March,
2025 2024 2025 2024 2025 2024
|| || ||
Financial Assets
At fair value through profit or loss - -
-
- - -

- Investments
12,783.91
7,490.60 - - - -

The accounting classification of each category of financial instrument, their carrying amount and fair value are as follows :–

Fair Valuation Techniques

The fair values of the financial assets and liabilities are included at the amount 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 following methods and assumptions were used to estimate the fair values:

  • The fair value of mutual funds are based on price quotations at the reporting date.

Fair Value Hierarchy

Fair Values are categorised into different levels in a fair value hierarchy based on the inputs used in the valuation techniques as follows

Level 1 — Quoted (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.

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(C) Nature of securities and terms of repayment of Loans

i. The terms of repayment of term loans are stated as under:

Particulars

Terms of repayment

Foreign currency term loan from a bank, balance outstanding amounting to $3.24 lakhs (31 March, 2024: $6.23 lakhs)

Foreign currency term loan from a bank, balance outstanding amounting to $2.31 lakhs (31 March, 2024: $4.44 lakhs)

Foreign currency term loan from a bank, balance outstanding amounting to $2.41 lakhs (31 March, 2024: $4.63 lakhs)

Foreign currency term loan from a bank, balance outstanding amounting to $7.11 lakhs (31 March, 2024: $10.99 lakhs)

Foreign currency term loan from a bank, balance outstanding amounting to $4.03 lakhs (31 March, 2024: $6.23 lakhs)

Repayable in 54 monthly instalment starting from November 2021 and last instalment due in April 2026. Rate of interest 6.42% p.a to 7.38%p.a (31st March, 2024 : 6.56% p.a. to 7.37% p.a) Repayable in 54 monthly instalment starting from November 2021 and last instalment due in April 2026. Rate of interest 6.32% p.a. to 7.28% p.a (31st March, 2024 : 6.37% p.a. to 7.27%p.a) Repayable in 54 monthly instalment starting from November 2021 and last instalment due in April 2026. Rate of interest 6.32% p.a. to 7.28% p.a (31st March, 2024 : 6.46% p.a to 7.27% p.a)

Repayable in 54 monthly instalment starting from August 2022 and last instalment due in January 2027. Rate of interest 5.68% p.a. to 6.70% (31st March, 2024 : 5.91%p.a. to 6.69% p.a)

Repayable in 54 monthly instalment starting from August 2022 and last installment due in January 2027. Rate of interest 5.63% p.a to 6.65% (31st March, 2024 : 5.85%p.a. to 6.64% p.a.)

The above loans are secured by:

1st Pari passu charge on fixed assets (Moveable and Immovable) of the Company by way of Equitable Mortgage located at

I. Plot no J-7, MIDC Hingna Road, Nagpur - Unit No.1

II. K-36,K-37/38 at MIDC , Hingna Road, Nagpur- Unit No.2

III. Khasra No. 55 & 57, Nagalwadi, Tahsil Hingna, Nagpur-Mixing Plant, IV.Khasra No.45, 46/2, 48,25, 46/1,47, Mauza, Nagalwadi.

V.Khasra No.13,14.15/3 village sangam , Tehsil Hingna, Nagpur

2nd pari passu charge by way of hypothecation of residual value of hypothecation of entire current assets of the Company including raw material, finished goods, stock-in-process at the company's factory premises or at such places as may be approved by the Bank from time to time including stock -in-transit, book debts, receivables under multiple banking arrangement.

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ii. The terms of repayment of vehicle loans are stated as under:

(Amount in lacs)

As at As at
Particulars 31.03.2025 31.03.2024
|
Vehicle Loans from Financial Institutions:
(a) Loan-I: (31 March, 2024: Repayable in 2 monthly instalments up to - 43.54
08/05/2024) carrying an interest rate of 8.82% p.a.)
(b) Loan-I:Repayable in remaining 30 monthly instalments of up to 59.53 -
18/09/2027 carrying an interest rate of 8.50% p.a.
(c) Loan-II:Repayable in remaining 34 monthly instalments of up to 82.10 -
04/01/2028 carrying an interest rate of 8.61% p.a.
(d) Loan-III:Repayable in remaining 33 monthly instalments of upto 100.70 -
18/12/2027 carrying an interest rate of 8.32% p.a.
Total 242.33 43.54

Vehicle loans are secured against hypothecation of vehicles.

iii. Terms of repayment of Unsecured Loans

These Loans carries an interest rate of 11% to 11.50% (31 March, 2024: 11% to 11.50%) and is repayable in March 2027.

iv. Security and terms of repayment of working capital loans "(a) Working capital loans are secured by:

1) 1st pari passu charge by way of hypothecation of entire current assets of the Company including raw materials, finished goods, stock-in-process at the Company's factory premises or at such places as may be approved by the Bank from time to time including stocks-in-transit, book debts, receivables, on pari passu basis under multiple banking arrangement.

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2) 2"" pari passu charge on entire fixed assets (Moveable and Immovable) of the Company by way of Equitable Mortgage located at

i) Plot no J-7, MIDC Hingna Road, Nagpur - Unit NO.1

ii) K-36,K-37/38 at MIDC , Hingna Road, Nagpur- Unit NO.2

iii) Khasra No. 55 & 57, Nagalwadi, Tahsil Hingna. Dist. Nagpur Mixing Plant

iv) Khasra No.45, 46/2, 48,25, 46/1,47, Mauza, Nagalwadi. "

(b) Working capital loans from banks are repayable on demand

(c) Working capital loans from banks/ financial instution are not availaed by the Company during the current financial year (31 March, 2024: 8.00% to 8.80%)

(D) Financial Risk Management

The Company's activities are exposed to variety of financial risks. The key financial risks include market risk, credit risk and liquidity risk. The company's focus is to foresee the unpredictability of financial markets and seek to minimise potential adverse effects on its financial performance. The Board of Directors reviews and approves policies for managing these risks. The risks are governed by appropriate policies and procedures and accordingly financial risks are identified, measured and managed in accordance with the company’s policies and risk objectives.

(i) CREDIT RISK

"Credit risk is the risk that counterparty will not meet its obligations under a financial instrument or customer contract, leading to a financial loss. The Company is exposed to credit risk for trade receivables, cash and cash equivalents, investments, other bank balances, loans and other financial assets. The Company only deals with parties which have good credit rating/ worthiness given by external rating agencies or based on Company’s internal assessment.

Credit risk on trade receivables and contract assets are managed by the Company’s established policy, procedures and control relating to customer credit risk management. Credit quality of a customer is assessed and individual credit limits are defined in accordance with this assessment. Moreover, given the diverse nature of the Company’s businesses, trade receivables and contract assets are spread over a number of customers. Single external customer (except for subsidiaries) accounted for 10% or more of the trade receivables in any of the years presented.

For trade receivables, as a practical expedient, the Company computes credit loss allowance based on a provision matrix. The provision matrix is prepared based on historically observed default rates over the expected life of trade receivables and is adjusted for forward-looking estimates.

For Mutual Fund Investments, counterparty risk are in place to limit the amount of credit exposure to any one counterparty. This, therefore, results in diversification of credit risk for Company’s mutual fund investments.

The Credit risk on mutual fund investments, cash and cash equivalents, and other bank balances are limited as the counterparties are banks and fund houses with high-credit ratings assigned by credit rating agencies."

The carrying amount of maximum exposure to credit risk. The concentration of credit risk is limited due to the customer base being large and respective financial assets recognised in the financial statements, represents the Company’s unrelated. The Company has a total recoverables of INR.1253.34 Lakhs from single external Customer as at 31 March 2025 which is more than 10% of the total trade receivables (31 March, 2024:NIL).

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The Company establishes an allowance for impairment that represents its estimate of incurred losses in respect of trade and other receivables. Receivables from customers are reviewed/evaluated periodically by the management of the company and appropriate provisions are made to the extent recovery there against has been considered to be remote.

(ii) Liquidity Risk

Liquidity risk is defined as the risk that the Company will not be able to settle or meet its obligations on time or at a reasonable price. The Company's objective is to maintain optimum level of liquidity to meet it's cash and collateral requirements at all times. The Company relies on borrowings and internal accruals to meet its fund requirement. The current committed line of credit are sufficient to meet its short to medium term fund requirement. The company manages liquidity risk by maintaining sufficient cash and marketable securities and by having access to funding through an adequate amount of committed credit lines.

Contractual Maturities of Financial Liabilities

(Amount in lacs `)

31-Mar-25 31-Mar-24
Contractual maturities of Contractual cash flows Contractual cash flows
financial liabilities Less than
1 year
More than
1 year
Total
Less than
1 year
More than
1 year
Total
Borrowings 1,183.75
2,354.20 3,537.95 1,144.71
3,257.90 4,402.61
Trade Payables 2,550.66 -
2,550.66
3,019.06 -
3,019.06
Other Financial Liabilities 1,115.07 - 1,115.07 939.57 -
939.57

(iii) Market Risk

Market risk is the risk or uncertainty arising from possible market fluctuations resulting in variation in the fair value of future cash flows of a financial instrument. The major components of Market risks are currency risk, interest rate risk and other price risk. Financial instruments affected by market risk includes trade receivables, borrowings, investments and trade and other payables.

(a) 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 rate. There is nominal amount of interest income but significant interest expenses are incurred by the company on borrowed funds. In order to minimize the interest cost, interest reset options is opted and a regular pursuance is made with financial institutions/commercial banks to lower down the interest rates as per prevailing market trend. The policies is designed to optimise the use of available funds for repayment of loans and other payment obligations so that funds are not remained idle with the company.

The Company's exposure in market risk relating to change in interest rate primarily arises from floating rate borrowing with banks. The Company maintains a portfolio mix of fixed and floating rate borrowings. During the current year, the Company has structured and swapped floating interest rate loan to fixed interest rate loan.

Further there are deposits with banks which are for short term period and are exposed to interest rate risk, falling due for renewal. These deposits are however generally for trade purposes as such do not cause material implication.

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(b) Foreign currency risk

Foreign currency risk is the risk that the fair value or future cash flows of an exposure will fluctuate because of changes in foreign exchange rates. The Company’s exposure to the risk of changes in foreign exchange rates relates primarily to the Company’s foreign currency borrowings, trade receivables and trade payables.

The carrying amount of various unhedged exposures to foreign currency as at the end of the reporting period are as follows:

(Amount in Foreign
Currency in lakhs)
(Amount in Foreign
Currency in lakhs)
(in Lakhs)
Particulars As at As at As at As at
31st March 31st March 31st March 31st March
2025 2024 2025 2024
Trade Payables
USD 4.85 13.51 414.85 1,126.20
EURO - 0.18 - 16.10
AED - 0.93 - 21.11
JPY 28.29 - 16.12 -
RMB 0.60 - 6.90 -
Borrowings
USD 19.10 32.53 1,634.88 2,711.94
Cash and Cash equivalents
USD 23.96 18.10 2,050.49 1,509.04
EURO 8.14 1.94 751.24 175.42
GBP 2.00 1.00 221.48 105.29
Trade Receivables
USD 65.82 75.86 5,632.60 6,324.43
EURO 9.02 8.11 832.88 731.93
GBP 4.45 2.26 492.81 237.59

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Foreign Currency Sensitivity Analysis

Sensitivity analysis resulting in profit or loss mainly from USD, EURO, AED, JPY, RMB & GBP denominated receivables and payables are as follows:

(Amount in lacs`)
Particulars For the year ended March 31,2025 For the year ended March 31,2024
USD EURO JPY GBP RMB USD EURO AED GBP
Strengthening of INR by 3%
Trade Payables 12.45 - 0.48 - 0.21 33.79 0.48 0.63 -
Borrowings 49.05 - - - - 81.36 - - -
Cash and Cash equivalents (61.51) (22.54) - (6.64) - (45.27) (5.26) - (3.16)
Trade Receivables (168.98) (24.99) - (14.78)
-
(189.73) (21.96) - (7.13)
Weakening of INR by 3%
Trade Payables (12.45) - (0.48) - (0.21) (33.79) (0.48) (0.63) -
Borrowings (49.05) - - - - (81.36) - - -
Cash and Cash equivalents 61.51 22.54 - 6.64 - 45.27 5.26 - 3.16
Trade Receivables 168.98 24.99 - 14.78 - 189.73 21.96 - 7.13

(c) Other price risk

The Company's equity exposure in Subsidiaries, are carried at cost or deemed cost and these are subject to impairment testing as per the policy followed in this respect.

Price risk is the risk that the value of the financial instrument will fluctuate as a result of changes in market prices which arises on account of movement in interest rates, liquidity, and credit quality of underlying securities.

securities.
(Amount in lacs)
Year ended Year ended
Particulars March 31, 2025 March 31, 2024
|
Increase by 3% in price of investments 383.52 224.72
Decrease by 3% in price of investments (383.52) (224.72)

NOTE :- 39 Disclosure requirement as per Ind AS 108 ' Operating Segment':-

Operating segments are reported in a manner consistent with the internal reporting provided to the Chief Operating Decision Maker (“CODM”) of the Company. The CODM, who is responsible for allocating resources and assessing performance of the operating segments, has been identified as the Managing Director of the Company.

The company identified geographical locations as secondary segments. The product of the company are sold both in the domestic & export markets.

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(Amount in lacs)

Year ended Year ended
Particulars March 31, 2025 March 31, 2024
|
Revenue from operation
Within India 23,570.80 21,181.27
Outside India 30,857.75 23,942.42
TOTAL 54,428.56 45,123.69
Non Current Assets
Within India 27,330.71 28,072.08
Outside India 389.66 113.14
TOTAL 27,720.38 28,185.23

3. Information about major customers

The Company does not have any customer, with whom revenue from operations is more than 10% of Company's total revenue.

Note:-40 Corporates Social Responsibility (CSR)

(Amount in lacs)

Particulars Year ended
March 31, 2025
<br>**Year ended**<br>**March 31, 2024**<br>
Amount required to be spent
Gross Amount required to be spent as per Section 135 of the Act
Add: Amount Unspent from previous years
Total of previous year shortfall/(Excess)
Total Gross amount required to be spent during the year
Amount of expenditure incurred
Shortfall / (Excess) at the end of the year
Nature of CSR activities
Amount spent during the year on
(i) Construction/acquisition of an asset
(ii) On purposes other than (i) above
Details of Related party transactions
Liability incured by entering into contractual obligations
162.88
-
(3.52)
153.50
-
(23.53)
159.36
129.97
161.01
(1.65)
-
161.01
-
-
133.48
(3.52)
-
133.48
-
-

The Company does not have any ongoing CSR projects for both the years.

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NOTE 41

Capital management

The primary objective of the Company’s capital management is to ensure that it maintains a healthy capital ratio in order to support its business and maximise shareholder value. The Company’s objective when managing capital is to safeguard their ability to continue as a going concern so that they can continue to provide returns for shareholders and benefits for other stake holders. The Company is focused on keeping strong total equity base to ensure independence, security, as well as a high financial flexibility for potential future borrowings, if required.

The Debt-Equity ratio is as follows :

The Debt-Equity ratio is as follows :
(Amount in lacs)
As at March As at March
Particulars 31, 2025 31, 2024
|
Total Debt 3,537.95 4,402.61
Equity 55,514.49 45,976.63
Debt Equity Ratio 0.06 0.10

Note:- 42

Basic and Diluted earning per share [EPS] computed in accordance with IND AS 33 "Earning per share”

|Particulars||2024-25
|**2023-24**<br>|
|---|---|---|---|
|Basic and diluted earnings per share||||
|Profit after tax as (in lakhs)|A|10,536.97|7,921.03| |Weighted average number of equity shares outstanding|B|136.25|136.25| |Basic and Diluted EPS ()|A/B|77.34|58.14|
|Face value per share (`)||10|10|

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Note:-4 3

Information in respect of micro and small enterprises as at 31 March 2025 as required by Micro, Small and Medium Enterprises Development Act, 2006

Micro, Small and Medium Enterprises Development Act, 2006 (Amount in lacs)
Particulars 31-Mar-25
|**31-Mar-24**<br>
(a) Amount remaining unpaid to any supplier at the end of each accounting
year:
Principal Amount 415.76 922.04
Interest - -
(b) The amount of interest paid by the buyer in terms of section 16 of the - -
MSMED Act, along with the amount of the payment made to the
supplier beyond the appointed day during each accounting year.
(c) The amount of interest due and payable for the period of delay in - -
making payment (which have been paid but beyond the appointed day
during the year) but without adding the interest specified under the
MSMED Act.
(d) The amount of interest accrued and remaining unpaid at the end of - -
each accounting year.
(e) The amount of further interest remaining due and payable even in the - -
succeeding years, until such date when the interest dues above are
actually paid to the small enterprise, for the purpose of disallowance of
a deductible expenditure under section 23 of the MSMED Act.

Note:-44

Events occurring after the reporting period

The Board of Directors have proposed a dividend of Rs. 9/- per share for the financial year 202425 (financial year 2023-24: Rs.7/- per share)

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Unbilled
Dues
Particulars
(i) Undisputed Trade receivables – considered good
(ii) Undisputed Trade receivables – considered
doubtful
(iii) Undisputed Trade Receivables – which have
significant increase in credit risk
(iv) Undisputed Trade Receivables – credit impaired
(v) Disputed Trade Receivables – considered good
(vi) Disputed Trade Receivables – which have significant
increase in credit risk
(vi) Disputed Trade Receivables – credit impaired
Less: Provision for expected credit loss
Note:- 45 Additional regulatory information required by Schedule III
45.1 Ageing of Trade receivables
As at 31 March, 2025
Outstanding for following periods from due date of Receipts
-
-
-
-
-
-
-
8.80
-
-
-
-
-
-
171.60
-
-
-
-
-
-
11,189.68
-
-
-
-
-
(165.69)
9,225.92
-
-
-
-
-
-
1,725.89
-
-
-
-
-
-
24.12
-
-
-
-
-
-
Not Due
Less than
6 months
6 months
- 1 year
1-2 years
years
2-3
years
More
than
3 years
Total
33.35
-
-
-
-
-
-
(Amount in lacs`)
11,024.00
171.60
8.80
33.35
24.12
1,725.89
9,225.92
-

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Unbilled
Dues
Particulars
(i) Undisputed Trade receivables – considered good
Outstanding for following periods from due date of Receipts
-
64.51
10,507.36
7,500.20
2,551.13
248.09
34.45
Not Due
Less than
6 months
6 months
- 1 year
1-2 years
years
2-3
years
More
than
3 years
Total
As at 31 March, 2024
108.99
(Amount in lacs`)
- - - - - (126.36) 10,381.00
- - - - - - 64.51
- - - - - - 108.99
- - - - - - 34.45
- - - - - - 248.09
- - - - - - 2,551.13
- - - - - - 7,500.20
- - - - - - -
(ii) Undisputed Trade receivables – considered doubtful (iii) Undisputed Trade Receivables –which have
significant increase in credit risk
(iv) Undisputed Trade Receivables – credit impaired (v) Disputed Trade Receivables–considered good (vi) Disputed Trade Receivables – which have significant
increase in credit risk
(vi) Disputed Trade Receivables – credit impaired
Less: Provision for expected credit loss

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45.2 Ageing of Trade payables As at 31 March, 2025

(Amount in lacs `)

Outstanding for following periods from due date Outstanding for following periods from due date Outstanding for following periods from due date Outstanding for following periods from due date of Payment
Particulars Unbilled
Dues
Payables
Not
Due
Less than
1 year
1-2 years 2-3 years More than
3 years
Total
(i) MSME - 414.14 1.62 - - - 415.76
(ii) Disputed dues – MSME - - - - - - -
(iii) Others - 1,902.29 220.39 0.53 - 11.70 2,134.90
(iv)Disputed dues - Others - - - - - - -
Total - 2,316.43 222.00 0.53 - 11.70 2,550.66

As at 31 March, 2024

(Amount in lacs `)

Outstanding for following periods Outstanding for following periods Outstanding for following periods from due date of Payment
Particulars Unbilled
Dues
Payables
Not
Due
Less than
1 year
1-2 years 2-3 years More than
3 years
Total
(I) MSME - 922.04 - - - - 922.04
(ii) Disputed dues – MSME - - - - - - -
(iii) Others - 2,071.37 17.77 1.18 6.70 - 2,097.02
(iv) Disputed dues - Others - - - - - - -
Total - 2,993.41 17.77 1.18 6.70 - 3,019.06

45.3 Ageing of Capital-Work-in Progress (CWIP) As at 31 March, 2025

(Amount in lacs `)

Amount in CWIP for a period Amount in CWIP for a period Amount in CWIP for a period of
Capital work in progress Total
Less than 1 year 1-2 years 2-3 years More than 3 years
Projects in progress 165.06 - - - 165.06
Projects temporarilysuspended - - - - -
TOTAL 165.06 - - - 165.06

As at 31 March, 2024

(Amount in lacs `)

Amount in CWIP for a period Amount in CWIP for a period Amount in CWIP for a period of
Capital work in progress Total
Less than 1 year 1-2 years 2-3 years More than 3 years
Projects in progress 159.24 - - - 159.24
Projects temporarilysuspended - - - - -
TOTAL 159.24 - - - 159.24

There are no items in CWIP whose completion is overdue or has exceeded its cost compared to its original plan.

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NOTES TO FINANCIAL STATEMENT - STANDALONE

Ratio
1. Current Ratio
6.29
Numerator
As at 31 March, 2025
(Amount in lacs`)
Current Assets(I) /
Current Liabilities(ii)
Variance Attributable to
increase in inventory and
current investments
Denominator
Variation
2024-25
2023-24
2023-24
2024-25
2023-24
2024-25
Reason
(If variation is more than
25%)
4.77
40,762.97
31,646.32
6,483.55
6,630.31
32%
Particulars
Formula
Variance Attributable to
Re-payment of Borrowings
Variance Attributable to
Re-payment of Borrowings
& increase in Earning
Variance attributable to
increase in profit
Variance is attributable to
increase in current
investments made in the
financial year
-33% 58% 11% 10% 18% 21% -11% 10% 13% -78%
-9%
45,976.63 2,206.00 42,435.25 8,457.54 10,437.33 2,625.73 25,016.01 45,478.86 49,652.67 3,982.66
679.63
55,514.49 1,767.40 50,745.56 9,292.16 10,702.50 2,784.86 34,279.42 55,207.16 58,537.59 10,137.25
1,172.35
4,402.61 10,463.46 7,921.03 45,478.86 45,478.86 17,741.66 45,478.86 7,921.03 10,918.98 563.47
37.46
3,537.95 13,237.49 10,536.97 55,207.16 55,207.16 22,801.55 55,207.16 10,536.97 14,524.07 308.82
59.12
0.10 4.74 0.19 5.38 4.36 6.76 1.82 0.17 0.22 0.14
0.06
0.06 7.49 0.21 5.94 5.16 8.19 1.61 0.19 0.25 0.03
0.05
Total debt(iii) /
Shareholder's Equity
Earnings available for
debt service(iv) / debt
service(v)
Net profit after taxes /
Average Shareholder
Equity
Sales / Average
Inventories
Net Credit Sales /
Average Accounts
Receivable
Net Credit Purchase /
Average Trade payables
Net Sales / Working
capital
Net profit / Net Sales
Earning before interest
and taxes / Capital
Employed(vi)
Fair valuation of
investments and
gain/(loss) on sale of
investments/ Average
Investment.
Interest income/
Average investment in
Fixed deposits
2. Debt-Equity Ratio 3. Debt Service
Coverage Ratio
4. Return on Equity
Ratio
5. Inventory
Turnover Ratio
6. Trade Receivable
Turnover ratio
7. Trade Payable
Turnover Ratio
8. Net Capital
Turnover Ratio
9. Net Profit Ratio 10. Return on Capital
Employed
11. Return on
Investment

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NOTES TO FINANCIAL STATEMENT - STANDALONE

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Notes:

  • (i) Current Assets= Inventories + Current Investment + Trade Receivable + Cash & Cash Equivalents + Bank Balance other than Cash & Cash Equivalents + Loans + Current Tax Assets + Other Financial Current Assets + Other Current Assets

  • (ii) Current Liability= Short term borrowings + Lease Liabilities + Trade Payables + Other financial Current Liabilities + Provisions + Other Current Liability

  • (iii) Debt= long term borrowings + Short term borrowings

  • (iv) Earning for Debt Service =Net Profit after taxes + Non-cash operating expenses like depreciation and other amortizations + long term borrowing Interest + loss/(profit) on sale of Property, Plant and Equipment

  • (v) Debt Service = Interest of long term borrowing & Lease Payments + Principal Repayments of long term borrowing

  • (vi) Capital Employed= Tangible Net Worth + long term borrowings + Deferred Tax Liability

Note 45.5 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.

Note 45.6 Borrowing secured against current assets

The Company has borrowings from banks and financial institutions on the basis of security of current assets. The quarterly returns or statements of current assets filed by the Company with banks and financial institutions are in agreement with the books of accounts.

Note 45.7 Wilful defaulter

The Company has not been declared wilful defaulter by any bank or financial institution or government or any government authority.

Note 45.8 Relationship with struck off companies

The Company has no transactions with the companies struck off under Companies Act, 2013 or Companies Act, 1956.

Note 45.9 Compliance with number of layers of companies

The Company has complied with the number of layers prescribed under the Companies Act, 2013.

Note 45.10 Compliance with approved schemes of arrangements

The Company has not entered into any scheme of arrangement which has an accounting impact on current or previous financial year.

Note 45.11 Utilisation of borrowed funds and share premium

The Company has not advanced or loaned or invested funds to any other persons or entities, including foreign entities (Intermediaries) with the understanding that the Intermediary shall:

  • (a) 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

  • (b) provide any guarantee, security or the like to or on behalf of the ultimate beneficiaries

  • The Company has not received any fund from any persons or entities, including foreign entities (Funding Party) with the understanding (whether recorded in writing or otherwise) that the Company shall:

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  • (a) 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

  • (b) provide any guarantee, security or the like on behalf of the ultimate beneficiaries

Note 45.12 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.

Note 45.13 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.

Note 45.14 Valuation of PP&E and intangible asset

The Company has not revalued its property, plant and equipment (including right-of-use assets) or intangible assets or both during the current or previous year.

Note 45.15 Title deeds of Immovable Properties

Title deeds of all immovable properties are held in the name of the Company.

Note 45.16 Borrowings from Banks and financial institutions

The Company has used the borrowings from banks and financial institutions for the specific purpose for which it was taken.

Note 45.17 Registration of charges / satisfaction with Registrar of Companies (ROC)

Charges / Satisfaction has been duly registered with ROC within the statutory period

Note 45.18 Disclosures with regards to section 186 of the Companies Act, 2013

The Company has made investments (Refer note no 5 and 9) but not provided any guarantee or security or granted any loans or advances in the nature of loans, secured or unsecured, to companies, firms, Limited Liability Partnerships or any other parties

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NOTES TO FINANCIAL STATEMENT - STANDALONE

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Note 45.19: Shareholding of Promoters

Shares held by Shares held by Shares held by
Promoters % Promoters %
Promoter Name No. of
Shares
% of
total
Shares
at the 31.03.2025
change
during
the Year
No. of
Shares
% of
total
Shares
at the 31.03.2024
change
during
the Year
1. Mr. Sonepal Sethi 15,20,700 11.16% 0.00% 15,20,700 11.16% 0.00%
2. Mr. Rishipal Sethi 11,76,512 8.63% 0.01% 11,76,412 8.63% 0.00%
3. Mr. Amarpal Sethi 10,33,029 7.58% 0.00% 10,33,029 7.58% 0.00%
4. Mr. Karanpal Sethi 9,70,805 7.13% 0.00% 9,70,805 7.13% 0.00%
5. Mrs. Nirmal Sethi 9,66,500 7.09% 0.00% 9,66,500 7.09% 0.00%
6. Mr. Sukhpal S Sethi 8,66,042 6.36% 0.00% 8,66,042 6.36% 0.00%
7. Mrs. Inderjeet Sethi 8,59,627 6.31% 0.00% 8,59,627 6.31% 0.00%
8. Mrs. Davinder Sethi 6,80,026 4.99% 0.00% 6,80,026 4.99% 0.00%
9. Mrs. Kamalpreet Sethi 2,27,600 1.67% 0.09% 2,27,400 1.67% 0.00%
10. Mrs. Saba Sethi 93,950 0.69% 0.00% 93,950 0.69% 0.00%
11. Mr. Amit Sethi 28,000 0.21% 0.00% 28,000 0.21% 0.00%
12. Mrs. Roshni Sethi 439 0.00% 0.00% 439 0.00% 0.00%
Total 84,23,230 61.82% 0.00% 84,22,930 61.82% 0.00%

Note 46: Previous Year's figures

Previous Year's figure has been regrouped, re-arranged and reclassified, wherever considered necessary, to confirm with the current year’s presentation.

The accompanying notes 1 to 46 are an integral part of these standalone financial statements

For and on behalf of the Board of Directors of PIX Transmissions Limited CIN: L25192MH1981PLC024837

As per our report of even date FOR S G C O & Co. LLP CHARTERED ACCOUNTANTS Firm Registration No : 112081W/W100184

SURESH MURARKA

PARTNER MEMBERSHIP NO: 044739

PLACE: MUMBAI DATE : MAY 23, 2025

AMARPAL SETHI SONEPAL SETHI CHAIRMAN & MANAGING DIRECTOR JOINT MANAGING DIRECTOR DIN: 00129462 DIN: 00129276 RISHIPAL SETHI KARANPAL SETHI JOINT MANAGING DIRECTOR CHIEF FINANCIAL OFFICER DIN: 00129304 DIN: 01711384

SHYBU VARGHESE COMPANY SECRETARY

PLACE: MUMBAI DATE : MAY 23, 2025

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CONSOLIDATED AUDITOR’S REPORT

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INDEPENDENT AUDITOR’S REPORT

To the Members of PIX Transmissions Limited Report on the Audit of the Consolidated Financial Statements

Opinion

We have audited the accompanying consolidated financial statements of PIX Transmissions Limited (hereinafter referred to as the “Holding Company”) its subsidiaries ( the Company and its subsidiaries together referred to as “the Group”), which comprise the consolidated Balance Sheet as at March 31, 2025, and the consolidated statement of Profit and Loss (including other comprehensive income), the consolidated statement of cash flows, the consolidated statement of changes in equity for the year then ended, and notes to the consolidated financial statements, including a summary of material accounting policies (hereinafter referred to as “the consolidated financial statements”).

In our opinion and to the best of our information and according to the explanations given to us, 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 and other accounting principles generally accepted in India of the consolidated state of affairs of the Group as at March 31, 2025, and their consolidated profit (including other comprehensive income), their consolidated cash flows and consolidated changes in equity for the year ended on that date.

Basis for Opinion

We conducted our audit in accordance with the Standards on Auditing (SAs) specified under section 143(10) of the Companies act, 2013. Our responsibilities under those Standards are further described in the Auditor’s Responsibilities for the Audit of the Consolidated Financial Statements section of our report. We are independent of the Group in accordance with the Code of Ethics issued by 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 the provisions of the Companies Act, 2013. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

Key Audit Matters

  1. 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.

  2. During the course of our audit we have determined that there are no key audit matters to communicate in our report.

Information Other than the Financial Statements and Auditor's Report Thereon

The Holding Company’s Board of Directors is responsible for the other information. The other information comprises the information included in the management discussion and analysis, Board’s Report including annexure to the Board’s Report, Business Responsibility Report, Report on Corporate governance and Shareholder’s information but does not include the consolidated financial statements, standalone financial statements and our auditor’s report thereon.

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 consolidated financial statements, or our knowledge obtained during the course of our audit or otherwise appears to be materially misstated.

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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.

Responsibilities of Management and Those Charged with Governance for the Consolidated Financial Statements

The Holding Company’s Management and Board of Directors is responsible for the matters stated in section 134(5) of the Act with respect to the preparation and presentation of these consolidated financial statements in term of the requirements of the Companies Act, 2013 that give a true and fair view of the financial position, financial performance including other comprehensive income, cash flows and changes in equity of the Group in accordance with the Ind AS and accounting principles generally accepted in India. The respective Board of Directors of the companies included in the Group are responsible for maintenance of adequate accounting records in accordance with the provisions of the Act for safeguarding the assets of the Group and for preventing and detecting frauds and other irregularities; the 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 accuracy and completeness of the accounting records, relevant to the preparation and presentation of the 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, 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 management either intends to liquidate the Group or to cease operations, or has no realistic alternative but to do so.

The respective Board of Directors of the companies included in the Group are responsible for overseeing the financial reporting process of the Group.

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

  1. 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 aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these consolidated financial statements.

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

  3. 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.

  4. 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 Group has adequate internal financial controls system in place and the operating effectiveness of such controls.

  5. Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by management.

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  • Conclude on the appropriateness of management’s use of the going concern basis of accounting and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast 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 included in the consolidated financial statements of which we are the independent auditors. For the other entities included in the consolidated financial statements, which have been audited by other auditors, such other auditors remain responsible for the direction, supervision and performance of the audits carried out by them. We remain solely responsible for our audit opinion.

  • 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.

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

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

Other Matters

  1. The Statement includes the audited financial statements of two subsidiaries (including step-down subsidiaries) whose financial statements, before consolidation adjustments, total assets of Rs. 6,941.26 lakhs as at March 31, 2025, total revenue from operation of Rs. 11,480.18 lakhs for the year ended 31st March 2025, total net profit after tax of Rs. 1,023.10 lakhs for the year ended 31st March 2025, total comprehensive income of Rs. 1,023.10 lakhs for the year ended 31st March 2025, and net cash inflows of Rs. 182.84 lakhs for the year ended March 31, 2025, as considered in the consolidated financial statement, which have been audited by their respective independent auditors. The independent auditors’ reports on financial statements of these subsidiaries have been furnished to us by the Management and our opinion on the consolidated financial statement, in so far as it relates to the amounts and disclosures included in respect of this subsidiary, is based solely on the report of such independent auditors’ and the procedures performed by us are as stated in the "Responsibilities of the Auditors for the Audit of the Consolidated Financial Statement" section of this report.

These subsidiaries are located outside India whose financial statements have been prepared in accordance with accounting principles generally accepted in their respective countries and which have been audited by other auditors under generally accepted auditing standards applicable in their respective countries.

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CONSOLIDATED AUDITOR’S REPORT

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The Holding Company’s management has converted the financial statements of such subsidiaries located outside India from accounting principles generally accepted in their respective countries to accounting principles generally accepted in India. We have audited these conversion adjustments made by the Holding Company’s management. Our opinion in so far as it relates to the balances and affairs of such subsidiaries located outside India is based on the report of other auditors and the conversion adjustments prepared by the management of the Holding Company and audited by us.

Our opinion 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 reports of the other auditors.

Report on Other Legal and Regulatory Requirements

  1. As required by the Companies (Auditor’s Report) Order, 2020 (“the Order”), issued by the Central Government of India in terms of sub-section (11) of section 143 of the Companies Act, 2013, we give in the “Annexure A”, a statement on the matters specified in paragraphs 3 and 4 of the Order, to the extent applicable.

  2. As required by Section 143(3) of the Act, we report, that:

  3. (a) We have sought and obtained all the information and explanations which to the best of our knowledge and belief were necessary for the purposes of our audit of the aforesaid consolidated financial statements.

  4. (b) In our opinion, proper books of account as required by law relating to preparation of the aforesaid consolidated financial statements have been kept so far as it appears from our examination of those books and the reports of the other auditors.

  5. (c) The Consolidated Balance Sheet, the Consolidated Statement of Profit and Loss, and the Consolidated Cash Flow Statement 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.

  6. (d) In our opinion, the aforesaid consolidated financial statements comply with the Indian Accounting Standards specified under Section 133 of the Act.

  7. (e) On the basis of the written representations received from the directors of the Holding Company as on 31st March 2025 taken on record by the Board of Directors of the Holding Company and the reports of the statutory auditors of its subsidiary companies, incorporated in India, none of the directors of the Group companies is disqualified as on 31st March, 2025 from being appointed as a director in terms of Section 164 (2) of the Act.

  8. (f) With respect to the adequacy of the internal financial controls with reference to consolidated financial statements of the Holding Company and its subsidiary companies incorporated in India, and the operating effectiveness of such controls, refer to our separate Report in “Annexure B” to this report;

  9. (g) With respect to the other matters to be included in the Auditor’s Report in accordance with Rule 11 of the Companies (Audit and Auditor’s) Rules, 2014, in our opinion and to the best of our information and according to the explanations given to us:

  10. i. The Group does not have any pending litigations which would impact its financial position.

  11. i. The Group did not have any long-term contracts, including derivative contracts for which there were any material foreseeable losses.

  12. iii. There has been no delay in transferring the amounts required to be transferred to the Investor Education and Protection Fund by the Group.

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  • iv. (a) The respective Managements of the Holding company, its subsidiaries whose financial statements have been audited under the Act has represented that, to the best of its knowledge and belief, no funds (which are material either individually or in the aggregate) have been advanced or loaned or invested (either from borrowed funds or share premium or any other sources or kind of funds) by the Company to or in any other person or entity, including foreign entity (“Intermediaries”), with the understanding, whether recorded in writing or otherwise, that the Intermediary shall, whether, directly or indirectly lend or invest in other persons or entities identified in any manner whatsoever by or on behalf of the Company (“Ultimate Beneficiaries”) or provide any guarantee, security or the like on behalf of the Ultimate Beneficiaries;

  • (b) The respective Managements of the Holding company, its subsidiaries whose financial statements have been audited under the Act has represented, that, to the best of its knowledge and belief, no funds (which are material either individually or in the aggregate) have been received by the Company from any person or entity, including foreign entity (“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;

  • (c) Based on the audit procedures that have been considered reasonable and appropriate in the circumstances and the reports of its subsidiaries, nothing has come to our notice that has caused us to believe that the representations under sub-clause (i) and (ii) of Rule 11(e), as provided under (a) and (b) above, contain any material misstatement.

  • v. Based on our examination, which include test checks, the Company and its subsidiaries incorporated in India, has used accounting software for maintaining their respective books of accounts for the financial year ended March 31, 2025, which have the feature of recording audit trail (edit log) facility and the same has operated throughout the year for all relevant transactions recorded in software. Further during our audit, we did not come across any instances of the audit trail feature being tampered with. Additionally, the audit trail has been preserved by the Company and its subsidiaries incorporated in India as per the statutory requirements for record retention.

  • (h) The final dividend paid by the Holding company during the year in respect of the same declared for the previous year is in accordance with section 123 of the Companies Act 2013 to the extent it applies to the payment of dividend.

The Board of Directors of the Holding company has proposed a final dividend for the year which is subject to approval of the members at the ensuing Annual General Meeting. The dividend proposed is in accordance with Section 123 of the Act to the extent it applies to dividend. (Refer note 34 to the Consolidated financial statements).

  1. In our opinion and based on the consideration of reports of other statutory auditors of the subsidiaries, the managerial remuneration for the year ended March 31, 2025 has been paid / provided by the Holding Company and its subsidiaries incorporated in India to their directors in accordance with the provisions of section 197 read with Schedule V to the Act.

For S G C O & Co. LLP Chartered Accountants FRN. 112081W/W100184

Suresh Murarka

Partner Mem. No. 044739 UDIN: 25044739BMLALF4392

Place: Mumbai Date: 23rd May 2025

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Annexure “A” to the Independent Auditor’s report on the consolidated financial statements of PIX Transmissions Limited for the year ended 31st March 2025

(Referred to in paragraph 1 under ‘Report on Other Legal and Regulatory Requirements’ section of our report of even date)

With respect to the matters specified in clause (xxi) of paragraph 3 and paragraph 4 of the Companies (Auditor's Report) Order, 2020 (“CARO”/ “the Order”) issued by the Central Government in terms of Section 143(11) of the Act, according to the information and explanations given to us, and based on the CARO reports issued by us and the auditors of respective companies included in the consolidated financial statements to which reporting under CARO is applicable, as provided to us by the Management of the Holding Company, we report that there are no qualifications or adverse remarks by the respective auditors in the CARO reports of the said companies included in the consolidated financial statements.

For S G C O & Co. LLP

Chartered Accountants FRN. 112081W/W100184

Suresh Murarka

Partner Mem. No. 044739 UDIN: 25044739BMLALF4392

Place: Mumbai Date: 23rd May 2025

Annexure “B” to the Independent Auditor’s Report of even date on the Consolidated financial statements of PIX Transmissions Limited for the year ended 31st March 2025.

Report on the Internal Financial Controls Over Financial Reporting 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 financial statements of PIX Transmissions Limited (“the Holding Company”) as of and for the year ended March 31, 2025, we have audited the internal financial controls over financial reporting of the Holding company and its subsidiaries, which are companies incorporated in India, as of that date.

Management’s Responsibility for Internal Financial Controls

The respective Board of Directors of the Holding Company and its subsidiary companies, 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 (the “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 the respective company’s policies, the safeguarding of its assets, the prevention and detection of frauds and errors, the accuracy and completeness of the accounting records, and the timely preparation of reliable financial information, as required under the Companies Act, 2013.

Auditor’s Responsibility

Our responsibility is to express an opinion on the Holding Company's internal financial controls with reference to consolidated financial statements based on our audit. We conducted our audit in accordance with the Guidance Note on Audit of Internal Financial Controls Over Financial Reporting (the “Guidance Note”) and the Standards on Auditing, specified under section 143(10) of the Act, to the extent applicable to an audit of

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internal financial controls, both, issued by ICAI. Those Standards and the Guidance Note require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance about whether adequate internal financial controls with reference to consolidated financial statements 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 and their operating effectiveness. Our audit of internal financial controls over financial reporting included obtaining an understanding of internal financial controls over financial reporting, assessing the risk that a material weakness exists, and testing and evaluating the design and operating effectiveness of internal control based on the assessed risk. The procedures selected depend on the auditor’s judgement, including the assessment of the risks of material misstatement of the 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 internal financial controls system over financial reporting of the Holding company and its subsidiary companies, which are companies incorporated in India.

Meaning of Internal Financial Controls over Financial Reporting

A company's internal financial control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. A company's internal financial control over financial reporting includes those policies and procedures that (1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company; (2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with 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 financial statements.

Inherent Limitations of Internal Financial Controls over Financial Reporting

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

Opinion

In our opinion and to the best of our information and according to the explanations given to us, the Holding company and its subsidiary companies, which are 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, 2025, based on the internal financial 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 ICAI.

For S G C O & Co. LLP

Chartered Accountants FRN. 112081W/W100184

Suresh Murarka

Partner Mem. No. 044739 UDIN: 25044739BMLALF4392

Place: Mumbai Date: 23rd May 2025

183

Annual Report 2024-25 I PIX TRANSMISSIONS LIMITED

CONSOLIDATED BALANCE SHEET

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PIX TRANSMISSIONS LIMITED CONSOLIDATED BALANCE SHEET AS AT 31 MARCH, 2025

(Amount in lacs`)
Particulars
Note
As at 31st
March, 2025
As at 31st
March, 2024
ASSETS
NON CURRENT ASSETS
(a) Property, Plant & Equipment
(b) Capital Work in Progress
(c) Right -of -use -Asset
(d) Other intangible assets
(e) Intangible Asset under development
(f) Financial Assets
(i) Other Financial Assets
(g) Other Non Current assets
3(a)
3(b)
3(c)
3(d)
4
5
6
26,335.19
165.06
101.63
241.58
-
517.99
499.49
27,004.38
159.24
103.52
504.97
-
393.07
203.47

TOTAL NON CURRENT ASSETS
27,860.94
28,368.65
CURRENT ASSETS
(a) Inventories
(b) Financial Assets
(i) Current Investments
(ii) Trade Receivables
(iii) Cash & Cash equivalents
(iv) Bank Balances other than (iii) above
(v) Loans
(vi) Other Financial Assets
(c) Current tax assets (net)
(d) Other Current Assets
7
8
9
10
11
12
13
14
11,976.60
12,783.91
12,160.83
5,198.49
1,701.62
25.45
302.94
57.10
980.05

9,793.85
7,490.60
11,003.52
4,852.73
729.58
18.19
395.14
-
1,033.92
TOTAL CURRENT ASSETS 45,186.99
35,317.53
TOTAL ASSETS
73,047.93

63,686.18
EQUITY AND LIABILITIES
(a) Equity Share Capital
(b) Other Equity
TOTAL EQUITY
LIABILITIES
NON-CURRENT LIABILITIES
(a) Financial liabilities
(I) Borrowings
(b) Provisions
(c) Deferred Tax Liabilities (net)
15
16
17
18
19

1,362.41
1,362.41
58,247.52
47,906.91
59,609.93
49,269.32

2,354.20
3,326.38
910.48

3,257.90
3,149.36
923.11
TOTAL NON CURRENT LIABILITIES 6,591.06
7,330.37
CURRENT LIABILITIES
(a) Financial liabilities
(I) Borrowings
(ii)Trade Payables
- Total outstanding dues of micro enterprises
and small enterprises
- Total outstanding dues of creditors other than
micro enterprise and small enterprise
(iii) Other Financial liabilities
(b) Other Current Liabilities
(c) Provisions
(d) Current tax liabilities -(net)
20
21
22
23
24

1,183.75
415.76
2,309.63
1,140.04
376.66
1,270.72
150.38

1,144.71
922.04
2,192.50
971.40
670.96
982.68
202.20
TOTAL CURRENT LIABILITIES 6,846.94
7,086.49
TOTAL EQUITY & LIABILITIES
73,047.93

63,686.18
MATERIAL ACCOUNTING POLICIES , KEY ACCOUNTING
ESTIMATES AND JUDGEMENTS
2

The accompanying notes 1 to 46 are an integral part of these consolidated financial statements

For and on behalf of the Board of Directors of PIX Transmissions Limited CIN: L25192MH1981PLC024837

As per our report of even date AMARPAL SETHI SONEPAL SETHI FOR S G C O & Co. LLP CHAIRMAN & MANAGING DIRECTOR JOINT MANAGING DIRECTOR CHARTERED ACCOUNTANTS DIN: 00129462 DIN: 00129276 Firm Registration No : 112081W/W100184 RISHIPAL SETHI KARANPAL SETHI SURESH MURARKA JOINT MANAGING DIRECTOR CHIEF FINANCIAL OFFICER PARTNER DIN: 00129304 DIN: 01711384 MEMBERSHIP NO: 044739 SHYBU VARGHESE PLACE: MUMBAI COMPANY SECRETARY DATE : MAY 23, 2025 PLACE: MUMBAI DATE : MAY 23, 2025

184

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CONSOLIDATED PROFIT & LOSS

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PIX TRANSMISSIONS LIMITED CONSOLIDATED STATEMENT OF PROFIT AND LOSS FOR THE YEAR ENDED 31ST MARCH, 2025

(Amount in lacs `)

Particulars Note As at 31st
March, 2025
As at 31st
March, 2024
Revenue from operations 25 58,944.52 49,306.47
Other income 26 1,759.68 1,869.29
Total income 60,704.20 51,175.76
Cost of Materials Consumed 27 19,648.54 17,043.28
Purchase of stock in trade 2,280.99 1,729.84
Changes in inventories of finished goods, 28 (701.59) 85.39
work-in progress and stock - in- trade
Employee benefits expense 29 9,142.28 8,237.07
Finance costs 30 360.57 476.63
Depreciation and amortization expenses 31 2,357.05 2,295.75
Other expenses 32 12,364.77 10,237.29
Total expenses 45,452.61 40,105.25
Profit before tax 15,251.59 11,070.51
Tax expenses
a) Current Tax 3,961.35 2,677.83
b) Deferred Tax 2.61 166.44
c) Prior Year tax - (72.53)
3,963.97 2,771.74
Profit for the year 11,287.62 8,298.77
Other comprehensive income/(expenses)
(A) (i) Items that will not be reclassified to profit
or loss
- Remeasurement of the defined benefit (60.60) (27.80)
plans
(ii) Tax on above 15.25 7.00
(B) (i) Items that will be reclassified to profit or
loss
- Foreign Currency translation reserve 52.10 9.52
(ii) Tax on above - -
Other comprehensive income/(expense) for the 6.76 (11.28)
year, net of tax
Total comprehensive income for the year 11,294.39 8,287.49
Earning per share of par value of Rs. 10 each 82.84 60.91
Basic & Diluted (in Rs.)
MATERIAL ACCOUNTING POLICIES , KEY 2
ACCOUNTING ESTIMATES AND JUDGEMENTS

The accompanying notes 1 to 46 are an integral part of these consolidated financial statements

For and on behalf of the Board of Directors of PIX Transmissions Limited CIN: L25192MH1981PLC024837

As per our report of even date FOR S G C O & Co.LLP CHARTERED ACCOUNTANTS Firm Registration No : 112081W/W100184

SURESH MURARKA PARTNER MEMBERSHIP NO: 044739 PLACE: MUMBAI DATE : MAY 23, 2025

AMARPAL SETHI CHAIRMAN & MANAGING DIRECTOR DIN: 00129462

RISHIPAL SETHI JOINT MANAGING DIRECTOR DIN: 00129304

SHYBU VARGHESE COMPANY SECRETARY

SONEPAL SETHI JOINT MANAGING DIRECTOR DIN: 00129276

KARANPAL SETHI CHIEF FINANCIAL OFFICER DIN: 01711384

PLACE: MUMBAI DATE : MAY 23, 2025

185

Annual Report 2024-25 I PIX TRANSMISSIONS LIMITED

CONSOLIDATED CASH FLOW STATEMENT

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PIX TRANSMISSIONS LIMITED CONSOLIDATED CASH FLOW STATEMENT FOR THE YEAR ENDED 31ST MARCH, 2025

(Amount in lacs `)

Particulars YEAR ENDED
31.03.2025
YEAR ENDED
31.03.2025
YEAR ENDED
31.03.2024
YEAR ENDED
31.03.2024
A.CASH FLOW FROM OPERATING ACTIVITIES
Profit before income tax 15,251.59 11,070.51
Adjustments for
Depreciation and amortisation expense 2,357.05 2,295.75
(Gain) / Loss on disposal of property, plant and equipment 51.17 0.90
(Gain) / Loss on Fair Valuation of Investments (255.53) (563.47)
(Gain) / Loss on sale of current investment- net (53.29) (24.95)
Fair value adjustment to derivatives not designated as hedges 133.94 114.26
Interest Income classified as investing cash flows (216.39) (137.64)
Finance costs 360.57 476.63
Provision for expected credit loss 39.33 111.85
Sundry balance Written off (0.32) (11.19)
Dividend Income (3.95) (0.96)
Unrealised Foreign Exchange (gain) / loss- net 516.49 403.90
Operating Profit Before Working Capital Changes 18,180.66 13,735.59
Changes in Working Capital:
Adjustments For (Increase) / Decrease In Operating Assets:
Inventories (2,182.76) 751.29
Trade Receivables (1,133.66) (494.12)
Loans (7.27) (0.91)
Other Financial Assets (67.62) 236.47
Other Non-Financial Assets 53.87 981.74
Adjustments For Increase / (Decrease) In Operating Liabilities:
Trade Payables (240.03) 754.94
Other Financial Liabilities 160.59 (276.47)
Other Current Liabilities (294.30) 216.42
Provisions 404.46 (3,306.71) 419.97 2,589.33
Cash Generated from Operations 14,873.95 16,324.92
Income taxes paid (net) (4,070.26) (2,664.05)
Net cash generated by operating activities - (A) 10,803.69 13,660.87
B. CASH FLOW FROM INVESTING ACTIVITIES
Purchase of Property, Plant And Equipment (Including Capital (2,088.57) (2,191.08)
Advances And Capital Work-In-Progress)
Purchase of Intangible Assets (Including Intangible assets under (2.74) (459.48)
development)
Proceeds from Disposal Of Property, Plant And Equipment 176.67 99.24
(Investment In)/Proceeds from Fixed Deposits (1,052.38) 82.38
(Purchase) / Proceeds from Sale Of current Investments- net (4,984.49) (6,427.47)
Dividend received 3.95 0.96
Interest Received 197.68 (7,749.88) 135.17 (8,760.28)
Net cash used in investing activities (B) (7,749.88) (8,760.28)
C. CASH FLOW FROM FINANCING ACTIVITIES
Proceeds / (Repayment) of borrowings during the year- net (1,401.77) (3,290.93)
Interest Paid (360.57) (479.84)
Dividend Paid (945.71) (2,708.05) (815.57) (4,586.34)
Net cash generated / (used in) financing activities (C) (2,708.05) (4,586.34)
Net increase / (decrease) in cash and cash equivalents (A+B+C) 345.76 314.25
Cash and cash equivalents at the beginning of the year 4,852.73 4,538.48
Cash and cash equivalents at the end of the year 5,198.49 4,852.73

186

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CONSOLIDATED CASH FLOW STATEMENT & CHANGE IN EQUITY

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PIX TRANSMISSIONS LIMITED CONSOLIDATED CASH FLOW STATEMENT FOR THE YEAR ENDED 31 MARCH, 2025

Note:

(1) Cash and cash equivalents at the end of the year consist of:

Note:
(1) Cash and cash equivalents at the end of the year consist of: (Amount in lacs`)
Particulars AS AT
31.03.2025
AS AT
31.03.2024
Balances with banks in Current Account 5,179.27 4,837.88
Cash in hand 6.49 11.67
Fixed Deposit with Banks (maturity up to three months) 12.73 3.18
Total 5,198.49 4,852.73
(2) Reconciliation of borrowings (Amount in lacs`)
Particulars AS AT
31.03.2025
AS AT
31.03.2024
Borrowings (Refer note 17 and 20)
Balances at the beginning of the year 4,402.61 7,215.31
Proceeds from Borrowings 489.40 583.26
Repayment of Borrowings (1,412.95) (3,290.87)
Unrealised Foreign Exchange (Gain)/ Loss - net 58.89 (105.10)
Balances at the closing of the year 3,537.95 4,402.61

(3) The above Consolidated Statement of Cash Flows has been prepared under the ‘Indirect Method’ as set out in Ind AS 7, ‘Statement of Cash Flows’.

MATERIAL ACCOUNTING POLICIES , KEY ACCOUNTING ESTIMATES AND JUDGEMENTS Note-2

The accompanying notes 1 to 46 are an integral part of these consolidated financial statements

As per our report of even date FOR S G C O & Co.LLP

For and on behalf of the Board of Directors of PIX Transmissions Limited CIN: L25192MH1981PLC024837

CHARTERED ACCOUNTANTS Firm Registration No : 112081W/W100184

AMARPAL SETHI

SONEPAL SETHI

SURESH MURARKA

CHAIRMAN & MANAGING DIRECTOR DIN: 00129462

JOINT MANAGING DIRECTOR DIN: 00129276

PARTNER MEMBERSHIP NO: 044739

PLACE: MUMBAI DATE : MAY 23, 2025

RISHIPAL SETHI

JOINT MANAGING DIRECTOR DIN: 00129304

KARANPAL SETHI

CHIEF FINANCIAL OFFICER DIN: 01711384

SHYBU VARGHESE

COMPANY SECRETARY

PLACE: MUMBAI DATE : MAY 23, 2025

CONSOLIDATED STATEMENT OF CHANGES IN EQUITY FOR THE YEAR ENDED 31ST MARCH, 2025

A. EQUITY SHARE CAPITAL (Amount in lacs)
Particulars March 31, 2025
|**March 31, 2024**<br>
Balance at the beginning of the reporting year 1,362.41 1,362.41
Changes in equity share capital during the year - -
Balance at the end of the reporting year 1,362.41 1,362.41

187

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CONSOLIDATED CHANGE IN EQUITY STATEMENT

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(Amount in lacs`)
Particulars
B. OTHER EQUITY
Capital
Reserve
94.08
-
-
1,387.09
-
-
1,124.13
-
-
Securities
Premium
Capital
Redemption
Reserve
337.42
-
-
280.06
-
-
36,789.90
8,298.77
(20.81)
424.25
-
9.52
40,436.93
8,298.77
(11.30)
Amalga-
mation
Reserve
General
Reserve
Retained
Earnings
Foreign
Currency
Transaltion
Reserve
Total
Reserve and surplus
Balance As At March 31, 2023
Profit for the year
Other comprehensive income
8,287.47 (817.51)
-
47,906.91
-
11,287.63
6.76
11,294.40 (953.76) 94.08
1,387.09
1,124.13
337.42
280.06
54,977.03
47.71
58,247.52
Balance As At March 31, 2025
For and on behalf of the Board of Directors ofPIX Transmissions Limited
CIN: L25192MH1981PLC024837
As per our report of even date
FOR S G C O & Co.LLP
CHARTERED ACCOUNTANTS
Firm Registration No : 112081W/W100184
SURESH MURARKA
PARTNER
MEMBERSHIP NO: 044739
PLACE: MUMBAI
DATE : MAY 23, 2025
The accompanying notes 1 to 46 are an integral part of these consolidated financial statements
AMARPAL SETHI
CHAIRMAN & MANAGING DIRECTOR
DIN: 00129462
RISHIPAL SETHI
JOINT MANAGING DIRECTOR
DIN: 00129304
SHYBU VARGHESE
COMPANY SECRETARY
PLACE: MUMBAI
DATE : MAY 23, 2025
SONEPAL SETHI
JOINT MANAGING DIRECTOR
DIN: 00129276
KARANPAL SETHI
CHIEF FINANCIAL OFFICER
DIN: 01711384
9.52 -
-
433.77
(438.15)
52.10
(386.05) -
8,277.96 (817.51)
-
44,250.35
438.15
11,287.63
(45.34)
11,680.45 (953.76)
- -
-
280.06
-
-
- -
- -
-
337.42
-
-
- -
- -
-
1,124.13
-
-
- -
- -
-
1,387.09
-
-
- -
- -
-
94.08
-
-
- -
Total Comprehensive Income
for the Year
Dividend paid
Transfer/(Charged) From
Retained Earnings
Balance As At March 31, 2024
Transfer to Retained Earning
Profit for the year
Other comprehensive income
Total Comprehensive Income
for the Year
Dividend paid

188

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NOTES TO FINANCIAL STATEMENTS - CONSOLIDATED

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1. Corporate Information

PIX Transmissions Limited was incorporated on July 22, 1981, as a private limited company in the State of Maharashtra, India. The status of PIX Transmissions Limited changed from a Private Limited company to a Public Limited Company effective from September 27, 1989. PIX Transmissions Limited completed its initial public offering of its equity shares in India on December 4, 1989. The shares of the Company are listed with BSE Limited and National Stock Exchange of India Limited.

The Company has trading subsidiaries in the UK, Germany & Middle East. The Company and its subsidiaries (collectively, ‘the Group’) is engaged in the business of Belts and related mechanical Power Transmission products.

The consolidated financial statements have been reviewed by the Audit Committee and approved by the Board of Directors in their respective meeting held on May 23, 2025.

2. a. BASIS OF PREPARATION AND PRESENTATION OF CONSOLIDATED FINANCIAL STATEMENTS

2.a.1 Statement of Compliance with the Indian Accounting Standards (Ind AS)

The consolidated financial statements comply in all material aspects with Ind AS notified under Section 133 of the Companies Act, 2013 (the Act) [Companies (Indian Accounting Standards) Rules, 2015 (as amended)] and other relevant provisions of the Act.

2.a.2 Historical cost convention

The financial statements have been prepared on a historical cost basis, except for the following: i. certain financial assets and liabilities (including derivative instruments) is measured at fair value ii. defined benefit plans – plan assets measured at fair value

2.a.3 Functional and Presentation Currency

Items included in the financial statements of the group are measured using the currency of the primary economic environment in which the entity operates (‘the functional currency’). The financial statements are presented in Indian rupee (INR), which is entity’s functional and presentation currency.

2.a.4 Use of estimates and judgements

The preparation of financial statements in conformity with Ind AS requires management to make judgements, estimates and assumptions, which affect the application of accounting policies and the reported amounts of assets, liabilities, income, expenses and disclosures of contingent assets and liabilities at the date of these financial statements and the reported amounts of revenues and expenses for the years presented. Actual results may differ from these estimates. Estimates and underlying assumptions are reviewed on an ongoing basis.

2.a.5 Basis of Consolidation Subsidiaries

Subsidiaries are all entities over which the group has control. The group controls an entity when the group is exposed to, or has rights to, variable returns from its involvement with the entity and has the ability to affect those returns through its power to direct the relevant activities of the entity. Subsidiaries are fully consolidated from the date on which control is transferred to the group. They are deconsolidated from the date that control ceases.

189

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NOTES TO FINANCIAL STATEMENTS - CONSOLIDATED

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A change in the ownership interest of a subsidiary, without a loss of control, is accounted for as an equity transaction.

The group combines the financial statements of the parent and its subsidiaries line by line adding together like items of assets, liabilities, equity, income and expenses. Intercompany transactions, balances and unrealised gains on transactions between group companies are eliminated. Unrealised losses are also eliminated unless the transaction provides evidence of an impairment of the transferred asset. Accounting policies of subsidiaries have been changed where necessary to ensure consistency with the policies adopted by the group.

The financial statements of all entities used for the purpose of consolidation are drawn up to same reporting date as that of the parent company, i.e., year ended on March 31.

Business combinations and goodwill

Business combinations are accounted for using the acquisition method. The cost of an acquisition is measured as the aggregate of the consideration transferred measured at acquisition date fair value and the amount of any non-controlling interests in the acquiree.

At the acquisition date, the identifiable assets acquired and the liabilities assumed are recognised at their acquisition date fair values. For this purpose, the liabilities assumed include contingent liabilities representing present obligation and they are measured at their acquisition fair values irrespective of the fact that outflow of resources embodying economic benefits is not probable.

When the Group acquires a business, it assesses the financial assets and liabilities assumed for appropriate classification and designation in accordance with the contractual terms, economic circumstances and pertinent conditions as at the acquisition date.

2.a.6 Current/non-current classification

The Group presents assets and liabilities in the balance sheet based on current/ non-current classification. An asset is treated as current when it is:

  • Expected to be realised or intended to be sold or consumed in normal operating cycle

  • Held primarily for the purpose of trading

  • Expected to be realised within twelve months after the reporting period, or

  • Cash or cash equivalent unless restricted from being exchanged or used to settle a liability for at least twelve months after the reporting period

All other assets are classified as non-current. A liability is current when:

  • It is expected to be settled in normal operating cycle

  • It is held primarily for the purpose of trading

  • It is due to be settled within twelve months after the reporting period, or

  • There is no unconditional right to defer the settlement of the liability for at least twelve months after the reporting period

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NOTES TO FINANCIAL STATEMENTS - CONSOLIDATED

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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.

2.a.7 Operating Cycle

The operating cycle is the time between the acquisition of assets for processing and their realisation in cash and cash equivalents. The group has identified twelve months as its operating cycle.

2.a.8 Critical estimates and judgements

(i) Recoverability of trade receivables

In case of trade receivables, the Group follows the simplified approach permitted by Ind AS 109 – Financial Instruments for recognition of impairment loss allowance. The application of simplified approach does not require the Group to track changes in credit risk. The Group calculates the expected credit losses on trade receivables using a provision matrix based on its historical credit loss experience.

(ii) Useful lives of property, plant, and equipment/intangible assets

The Group reviews the useful life of property, plant, and equipment/intangible assets at the end of each reporting period. This reassessment may result in change in depreciation expense in future periods.

(iii) Defined benefit plans

The cost of the defined benefit gratuity plan and the present value of the gratuity 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 and mortality rates. 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. b. MATERIAL ACCOUNTING POLICIES

2.b.1 Property, plant, and equipment and intangible assets

Property, plant, and equipment are stated at cost, net of accumulated depreciation and accumulated impairment losses, if any. Freehold land is carried at cost. The cost comprises purchase price, borrowing costs if capitalization criteria are met and directly attributable cost of bringing the asset to its working condition for the intended use. Any trade discounts and rebates are deducted in arriving at the purchase price. Borrowing costs directly attributable to acquisition or construction of qualifying PPE is capitalised.

Subsequent costs are included in the asset’s carrying amount or recognised as a separate asset, as appropriate, only when it is probable that future economic benefits associated with the item will flow to the Group and the cost of the item can be measured reliably. The carrying amount of any component accounted for as a separate asset is derecognised when replaced. All other repairs and maintenance are charged to profit or loss during the reporting period in which they are incurred.

Borrowing costs directly attributable to acquisition of property, plant and equipment which take substantial period of time to get ready for its intended use are also included to the extent they relate to the period till such assets are ready to be put to use. Advances paid towards the acquisition of property, plant and equipment outstanding at each balance sheet date is classified as capital advances under other non-current assets.

191

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NOTES TO FINANCIAL STATEMENTS - CONSOLIDATED

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An item of property, plant and equipment and any significant part initially recognized is de-recognized upon disposal or when no future economic benefits are expected from its use or disposal. Any gain or loss arising on de-recognition of the asset (calculated as the difference between the net disposal proceeds and the carrying amount of the asset) is included in the statement of profit and loss when the Property, plant and equipment is de-recognized.

Costs of assets not ready for use at the balance sheet date are disclosed under capital work- in- progress.

Depreciation methods, estimated useful lives and residual value

Depreciation is calculated on straight line basis using the useful lives as prescribed under Schedule II to the Companies Act, 2013 by the holding company. If the management's estimate of the useful life of an item of property, plant, and equipment at the time of acquisition or the remaining useful life on a subsequent review is shorter than the envisaged in the aforesaid schedule, depreciation is provided at a higher rate based on the management's estimate of the useful life/ remaining useful life.

The assets’ residual values and useful lives are reviewed, and adjusted if appropriate, at the end of each reporting period. An asset’s carrying amount is written down immediately to its recoverable amount if the asset’s carrying amount is greater than its estimated recoverable amount.

Intangible assets

Intangible assets that are acquired by the Group are measured initially at cost. After initial recognition, an intangible asset is carried at its cost less any accumulated amortization and accumulated impairment loss.

Subsequent expenditure is capitalized only when it increases the future economic benefits from the specific asset to which it relates. An intangible asset is derecognized on disposal or when no future economic benefits are expected from its use and disposal.

Losses arising from retirement and gains or losses arising from disposal of an intangible asset are measured as the difference between the net disposal proceeds and the carrying amount of the asset and are recognized in the statement of profit and loss.

Amortisation methods and periods

The estimated useful lives of intangible assets and the amortisation period are reviewed at the end of each financial year and the amortisation method is revised to reflect the changed pattern, if any. Computer Software is amortized over the useful life prescribed under Schedule II to the Companies Act, 2013.

Impairment of non-financial assets

The Group assesses at each reporting date, whether there is an indication that an asset may be impaired. If any indication exists, or when annual impairment testing for an asset is required, the group estimates the asset’s recoverable amount. An asset’s recoverable amount is the higher of an assets’ or cash-generating unit’s (CGU) fair value less costs of disposal and its value in use. Recoverable amount is determined for an individual asset, unless the asset does not generate cash inflows that are largely independent of those from other assets or groups of assets. When the carrying amount of an asset or CGU exceeds its recoverable amount, the asset is considered impaired and is written down to its recoverable amount.

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NOTES TO FINANCIAL STATEMENTS - CONSOLIDATED

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Impairment losses are recognized in the statement of profit and loss. After impairment, depreciation is provided on the revised carrying amount of the asset over its remaining useful life.

When there is indication that an impairment loss recognised for an asset (other than a revalued asset) in earlier accounting periods no longer exists or may have decreased, such reversal of impairment loss is recognised in the Statement of Profit and Loss, to the extent the amount was previously charged to the Statement of Profit and Loss.

2.b.2 Foreign currency translation

Transactions and balances

Foreign currency transactions are translated into the functional currency using the exchange rates at the dates of the transactions. Foreign exchange gains and losses resulting from the settlement of such transactions and from the translation of monetary assets and liabilities denominated in foreign currencies at year end exchange rates are recognised in statement of profit or loss. Non-monetary items denominated in a foreign currency are measured at historical cost and translated at exchange rate prevalent at the date of transaction.

Group companies

The results and financial position of foreign operations that have a functional currency different from the presentation currency are translated into the presentation currency as follows:

  • assets and liabilities are translated at the closing rate at the date of that balance sheet

  • income and expenses are translated at average exchange rates (unless this is not a reasonable approximation of the cumulative effect of the rates prevailing on the transaction dates, in which case income and expenses are translated at the dates of the transactions), and

  • all resulting exchange difference are recognised in other comprehensive income.

When a foreign operation is sold, the associated exchange differences are reclassified to profit or loss, as part of the gain or loss on sale.

Goodwill and fair value adjustments arising on the acquisition of a foreign operation are treated as assets and liabilities of the foreign operation and translated at the closing rate.

2.b.3 Financial Instruments

Financial assets and financial liabilities are recognised when a Group becomes a party to the contractual provisions of the instruments. A financial instrument is any contract that gives rise to a financial asset of one entity and a financial liability or equity instrument of another entity.

Financial assets and financial liabilities are initially measured at fair value. Transaction costs that are directly attributable to the acquisition or issue of financial assets and financial liabilities (other than financial assets and financial liabilities at fair value through profit or loss and ancillary costs related to borrowings) are added to or deducted from the fair value of the financial assets or financial liabilities, as appropriate, 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 Statement of Profit and Loss.

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Classification and Subsequent Measurement: Financial Assets

The Group classifies financial assets as subsequently measured at amortised cost, fair value through other comprehensive income (“FVOCI”) or fair value through profit or loss (“FVTPL”) based on following:

  • the entity’s business model for managing the financial assets and

  • the contractual cash flow characteristics of the financial asset.

(i) Amortised Cost

A financial asset shall be classified and measured at amortised cost if both of the following conditions are met:

  • the financial asset is held within a business model whose objective is to hold financial assets in order to collect contractual cash flows and

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

After initial measurement, such financial assets are subsequently measured at amortised cost using the Effective Interest Rate (EIR) method.

(ii) Fair Value through other comprehensive income

A financial asset shall be classified and measured at fair value through OCI if both of the following conditions are met:

  • the financial asset is held within a business model whose objective is achieved by both collecting contractual cash flows and selling financial assets and

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

Financial instruments included within the FVTOCI category are measured initially as well as at each reporting date at fair value. Fair value movements are recognised in the other comprehensive income (OCI).

(iii) Fair Value through Profit or Loss

Fair Value through Profit or Loss is a residual category for financial assets. A financial asset shall be classified and measured at fair value through profit or loss unless it is measured at amortised cost or at fair value through OCI. Financial assets included within the Fair Value through Profit or Loss category are measured at fair value with all changes recognised in the statement of profit and loss.

All recognised financial assets are subsequently measured in their entirety at either amortised cost or fair value, depending on the classification of the financial assets.

Classification and Subsequent Measurement: Financial liabilities

Financial liabilities are classified as either financial liabilities at FVTPL or other financial liabilities. All financial liabilities are recognised initially at fair value and, in the case of loans, borrowings, and payables, net of directly attributable transaction costs.

(i) Financial Liabilities at Fair Value through profit and loss

Financial liabilities are classified as at Fair Value through profit and loss when the financial liability is held

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for trading or are designated upon initial recognition as Fair Value through profit and loss. Gains or Losses on liabilities held for trading are recognised in the Statement of Profit and Loss.

(ii) Other Financial Liabilities

Other financial liabilities (including borrowings and trade and other payables) are subsequently measured at amortised cost using the effective interest method.

The effective interest method is a method of calculating the amortised 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 and points paid or received that form an integral part of the effective interest rate, 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.

Impairment of financial assets

Financial assets, other than those at FVTPL, are assessed for indicators of impairment at the end of each reporting period. The Group recognises a loss allowance for expected credit losses on financial asset. In case of trade receivables, the Group follows the simplified approach permitted by Ind AS 109 – Financial Instruments for recognition of impairment loss allowance. The application of simplified approach does not require the Group to track changes in credit risk. The Group calculates the expected credit losses on trade receivables using a provision matrix based on its historical credit loss experience.

Derecognition of financial assets

The Group derecognises a financial asset when the contractual rights to the cash flows from the asset expire, 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 recognises its retained interest in the asset and an associated liability for amounts it may have to pay. If the Group retains substantially all the risks and rewards of ownership of a transferred financial asset, the Group continues to recognise the financial asset and recognises a collateralised borrowing for the proceeds received.

On derecognition of a financial asset in its entirety, the difference between the asset’s carrying amount and the sum of the consideration received and receivable and the cumulative gain or loss that had been recognised in other comprehensive income and accumulated in equity is recognised in profit or loss if such gain or loss would have otherwise been recognised in profit or loss on disposal of that financial asset.

Derecognition of financial liabilities

A financial liability is derecognized when the obligation under the liability is discharged, cancelled, or expires. When an existing financial liability is replaced by another from the same lender on substantially different terms, or the terms of an existing liability are substantially modified, such an exchange or modification is treated as the derecognition of the original liability and the recognition of a new liability. The difference in the respective carrying amounts is recognized in the statement of profit or 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 recognised amounts and there is an intention to

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settle on a net basis, to realise the assets and settle the liabilities simultaneously. The legally enforceable right must not be contingent on future events and must be enforceable in the normal course of business.

2.b.4 Derivatives that are not designated as hedges

Derivatives are only used for economic hedging purposes and not as speculative investments. However, where derivatives do not meet the hedge accounting criteria, they are classified as ‘held for trading’ for accounting purposes and are accounted for at FVPL. They are presented as current assets or liabilities to the extent they are expected to be settled within 12 months after the end of the reporting period. Financial assets and liabilities are offset, and the net amount is reported in the balance sheet where there is a legally enforceable right to offset the recognised amounts and there is an intention to settle on a net basis or realise the asset and settle the liability simultaneously. The legally enforceable right must not be contingent on future events and must be enforceable in the normal course of business.

Derivatives are initially recognised at fair value on the date a derivative contract is entered into and are subsequently re-measured to their fair value at the end of each reporting period. The accounting for subsequent changes in fair value is recognised in profit or loss.

2.b.5 Financial liabilities and equity instruments

Classification as debt or equity

Debt and equity instruments issued by the Group are classified as either financial liabilities or as equity in accordance with the substance of the contractual arrangements 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 liabilities. Equity instruments issued by the Group are recognised at the proceeds received.

2.b.6 Taxes

Current income tax

The tax currently payable is based on 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, items that are never taxable or deductible and tax incentives. The Group's current tax is calculated using tax rates that have been enacted or substantively enacted by the end of the reporting period.

Current income tax relating to items recognised outside profit or loss is recognised outside profit or loss (either in other comprehensive income or in equity). Current tax items are recognised in correlation to the underlying transaction either in OCI or directly in equity. Management periodically evaluates positions taken in the tax returns with respect to situations in which applicable tax regulations are subject to interpretation and establishes provisions where appropriate.

Current tax assets and tax liabilities are offset where the entity has a legally enforceable right to offset and intends either to settle on a net basis, or to realise the asset and settle the liability simultaneously.

Deferred tax

Deferred income tax is recognized using the balance sheet approach, deferred tax is recognized on

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temporary differences at the balance sheet date between the tax bases of assets and liabilities and their carrying amounts for financial reporting purposes, except when the deferred income tax arises from the initial recognition of goodwill or an asset or liability in a transaction that is not a business combination and affects neither accounting nor taxable profit or loss at the time of the transaction.

Deferred income tax assets are recognized for all deductible temporary differences, carry forward of unused tax credits and unused tax losses, to the extent that it is probable that taxable profit will be available against which the deductible temporary differences, and the carry forward of unused tax credits and unused tax losses can be utilized.

The carrying amount of deferred income tax assets is reviewed at each balance sheet date and reduced to the extent that it is no longer probable that sufficient taxable profit will be available to allow all or part of the deferred income tax asset to be utilized.

Deferred income tax assets and liabilities are measured at the tax rates that are expected to apply in the period when the asset is realized or the liability is settled, based on tax rates (and tax laws) that have been enacted or substantively enacted at the balance sheet date.

Deferred tax assets and deferred tax liabilities are offset if a legally enforceable right exists to set off current tax assets against current tax liabilities and the deferred taxes relate to the same taxable entity and the same taxation authority.

Current and deferred tax is recognised in profit or loss, except to the extent that it relates to items recognised in other comprehensive income or directly in equity. In this case, the tax is also recognised in other comprehensive income or directly in equity, respectively.

2.b.7 Inventories

Inventories are valued at the lower of cost and net realisable value.

Costs incurred in bringing each product to its present location and condition are accounted for as follows:

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

Finished goods and work in progress: Cost of finished goods and work-in-progress includes the cost of materials, conversion cost, an appropriate share of fixed and variable production overheads and other costs incurred in bringing the inventories to their present location and condition.

Traded goods: Cost includes cost of purchase and other costs incurred in bringing the inventories to their present location and condition. Cost is determined on weighted average basis.

Net realisable value is the estimated selling price in the ordinary course of business, less estimated costs of completion and the estimated costs necessary to make the sale. The net realizable value of work-inprogress is determined with reference to the selling prices of related finished products. Raw materials and other supplies held for use in production of finished products are not written down below cost except in cases where material prices have declined, and it is estimated that the cost of the finished products will exceed their net realizable value.

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2.b.8 Revenue recognition

Revenue from operations

Revenue from the sale of goods is recognised when the significant risks and rewards of ownership of the goods have passed to the buyer. Revenue from the sale of goods is measured at the fair value of the consideration received or receivable, net of returns and allowances, trade discounts and volume rebates. Revenue is recognised upon transfer of control of promised products or services to customers in an amount that reflects the consideration which the Group expects to receive in exchange for those products or services. Revenue from sale of goods is recognised when the goods are dispatched, and tittles have passed. The Group disaggregates Revenue from contracts with customers by geography.

Dividend Income

Dividend income is recorded when the right to receive payment is established.

Interest income

Interest income is recognised using the effective Interest method. For all debt instruments measured either at amortised cost or at fair value through other comprehensive income, interest income is recorded using the effective interest rate (EIR).

2.b.9 Dividends Paid

Provision is made for the amount of any dividend declared, being appropriately authorised and no longer at the discretion of the Group, on or before the end of the reporting period but not distributed at the end of the reporting period.

2.b.10 Employee benefits

(i) Short-term obligations

Liabilities for wages and salaries, including non-monetary benefits that are expected to be settled wholly within 12 months after the end of the period in which the employees render the related service are recognised in respect of employees’ services up to the end of the reporting period and are measured at the amounts expected to be paid when the liabilities are settled.

(ii) Other long-term employee benefit obligations

The earned leave obligations are 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. The benefits are discounted using the appropriate 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 recognised in profit or loss.

(iii) Post-employment obligations

The group operates the following post-employment schemes:

  • (a) defined benefit plans viz gratuity,

  • (b) defined contribution plans viz provident fund.

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Gratuity obligations

The liability or asset recognised in the balance sheet in respect of defined benefit gratuity plans is the present value of the defined benefit obligation at the end of the reporting period. The defined benefit obligation is calculated annually by actuaries using the projected unit credit method.

The present value of the defined benefit obligation is determined by discounting the estimated future cash outflows by reference to market yields at the end of the reporting period on government bonds that have terms approximating to the terms of the related obligation.

The net interest cost is calculated by applying the discount rate to the net balance of the defined benefit obligation and the fair value of plan assets. This cost is included in employee benefit expense in the statement of profit and loss.

Remeasurement gains and losses arising from experience adjustments and changes in actuarial assumptions are recognised in the period in which they occur, directly in other comprehensive income. They are included in retained earnings in the statement of changes in equity and in the balance sheet.

Changes in the present value of the defined benefit obligation resulting from plan amendments or curtailments are recognised immediately in profit or loss as past service cost.

Defined contribution plans

The Group pays provident fund contributions to approved provident fund trust and publicly administered provident funds. The Group has no further payment obligations once the contributions have been paid. The contributions are accounted for as defined contribution plans and the contributions are recognised as employee benefit expense when they are due. Prepaid contributions are recognised as an asset to the extent that a cash refund or a reduction in the future payments is available.

Other long-term employee benefit obligations

The Group provides for Other Long-Term Benefits in nature of Long-Term Service Award to Executive Directors and certain specified employees which shall become applicable on completion of 15 years of service (vesting condition). It shall be payable on retirement or executive director / employee leaving the Group. These obligations are therefore measured as the present value of expected future payments to be made in respect of services provided up to the end of the reporting period using the projected unit credit method. The benefits are discounted using the appropriate 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 recognised in profit or loss.

2.b.11 Leases

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.

As a lessee

The Group recognises right-of-use asset representing its right to use the underlying asset for the lease term at the lease commencement date.

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The right-of-use assets is depreciated using the straight-line method from the commencement date over the shorter of lease term or useful life of right-of-use asset. The estimated useful lives of right-of-use assets are determined on the same basis as those of property, plant, and equipment. Right-of-use assets are tested for impairment whenever there is any indication that their carrying amounts may not be recoverable. Impairment loss, if any, is recognised in the statement of profit and loss.

The Group measures the lease liability at the present value of the lease payments that are not paid at the commencement date of the lease. The lease payments are discounted using the interest rate implicit in the lease if that rate can be readily determined. If that rate cannot be readily determined, the Group uses incremental borrowing rate.

The lease liability is subsequently remeasured by increasing the carrying amount to reflect interest on the lease liability, reducing the carrying amount to reflect the lease payments made and remeasuring the carrying amount to reflect any reassessment or lease modifications or to reflect revised in-substance fixed lease payments.

The Group has elected to apply the requirements of Ind AS 116 Leases to short-term leases of all assets that have a lease term of 12 months or less and leases for which the underlying asset is of low value. The lease payments associated with these leases are recognized as an expense on a straight-line basis over the lease term.

Right-of-use assets are measured at cost comprising the following:

  • the amount of the initial measurement of lease liability

  • any lease payments made at or before the commencement date less any lease incentives received

  • any initial direct costs

  • restoration costs

Lease liabilities include the net present value of the following lease payments:

  • fixed payments (including in-substance fixed payments), less any lease incentives receivable

  • variable lease payment that are based on an index or a rate, initially measured using the index or rate as at the commencement date

  • amounts expected to be payable by the Group under residual value guarantees

  • the exercise price of a purchase option if the Group is reasonably certain to exercise that option, and

  • payments of penalties for terminating the lease, if the lease term reflects the group exercising that option.

2.b.12 Provisions, Contingent Liabilities and Contingent Assets

Provisions are recognised when the Group has a present obligation (legal or constructive) as a result of a past event and it is probable that an outflow of resources, which can be reliably estimated, will be required to settle such an obligation.

If the effect of the time value of money is material, provisions are determined by discounting the expected future cash flows to net present value using an appropriate pre-tax discount rate that reflects current market assessments of the time value of money and, where appropriate, the risks specific to the liability. Unwinding of the discount is recognised in the Statement of Profit and Loss as a finance cost. Provisions are reviewed at each reporting date and are adjusted to reflect the current best estimate.

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A present obligation that arises from past events where it is either not probable that an outflow of resources will be required to settle or a reliable estimate of the amount cannot be made, is disclosed as a contingent liability. Contingent liabilities are also disclosed when there is a possible obligation arising from past events, the existence of which will be confirmed only by the occurrence or non-occurrence of one or more uncertain future events not wholly within the control of the Group.

Claims against the Group where the possibility of any outflow of resources in settlement is remote, are not disclosed as contingent liabilities.

Contingent assets are not recognised in financial statements since this may result in the recognition of income that may never be realised. However, when the realisation of income is virtually certain, then the related asset is not a contingent asset and is recognised.

2.b.13 Trade receivables

A receivable represents the Group’s right to an amount of consideration that is unconditional (i.e., only the passage of time is required before payment of the consideration is due).

2.b.14 Trade and other payables

These amounts represent liabilities for goods and services provided to the group prior to the end of the financial year which are unpaid. The amounts are unsecured and are usually paid within 30 days of recognition. Trade and other payables are presented as current liabilities unless payment is not due within 12 months after the reporting period. They are recognised initially at their fair value and subsequently measured at amortised cost using the effective interest method.

2.b.15 Borrowings

Borrowings are initially recognised at fair value, net of transaction costs incurred. Borrowings are subsequently measured at amortised cost. Any difference between the proceeds (net of transaction costs) and the redemption amount is recognised in profit or loss over the period of the borrowings using the effective interest method. Fees paid on the establishment of loan facilities are recognised as transaction costs of the loan to the extent that it is probable that some or all of the facility will be drawn down. In this case, the fee is deferred until the draw-down occurs. To the extent there is no evidence that it is probable that some or all of the facility will be drawn down, the fee is capitalised as a prepayment for liquidity services and amortised over the period of the facility to which it relates.

Borrowings are removed from the balance sheet when the obligation specified in the contract is discharged, cancelled, or expired. The difference between the carrying amount of a financial liability that has been extinguished or transferred to another party and the consideration paid, including any non-cash assets transferred or liabilities assumed, is recognised in profit or loss as other gains/(losses).

Borrowings are classified as current liabilities unless the Group has an unconditional right to defer settlement of the liability for at least 12 months after the reporting period. Where there is a breach of a material provision of a long-term loan arrangement on or before the end of the reporting period with the effect that the liability becomes payable on demand on the reporting date, the group does not classify the liability as current, if the lender agreed, after the reporting period and before the approval of the financial statements for issue, not to demand payment as a consequence of the breach.

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2.b.16 Borrowing costs

Borrowing costs are interest and other costs that the Group incurs in connection with the borrowing of funds and is measured with reference to the effective interest rate (EIR) applicable to the respective borrowing.

Qualifying assets are assets that necessarily take a substantial period of time to get ready for their intended use or sale. Borrowing costs, allocated to qualifying assets, pertaining to the period from commencement of activities relating to construction / development of the qualifying asset up to the date of capitalisation of such asset are added to the cost of the assets. Capitalisation of borrowing costs is suspended and charged to the Statement of Profit and Loss during extended periods when active development activity on the qualifying assets is interrupted.

All other borrowing costs are recognised as an expense in the period which they are incurred.

2.b.17 Segment Reporting - Identification of Segments

Operating segments are reported in a manner consistent with the internal reporting provided to the chief operating decision maker. The Group is engaged in the business of Industrial Rubber Products and there is no reportable primary segment as per Indian Accounting Standard (IND AS 108) ' Segment Reporting'.

The Group identified geographical locations as secondary segments. The products of the group are sold both in the domestic & export markets, which are considered different geographical segments.

2.b.18 Earnings per share Basic earnings per share

Basic earnings per share is calculated by dividing:

  • the profit attributable to owners of the Group

  • by the weighted average number of equity shares outstanding during the financial year, adjusted for bonus elements in equity shares issued during the year.

Diluted earnings per share

Diluted earnings per share adjusts the figures used in the determination of basic earnings per share to take into account:

  • the after-income tax effect of interest and other financing costs associated with dilutive potential equity

  • the weighted average number of additional equity shares that would have been outstanding assuming the conversion of all dilutive potential equity shares.

2.b.19 Cash and cash equivalents

Cash and cash equivalent in the balance sheet comprise cash at banks and on hand and short-term deposits with an original maturity of three months or less, which are subject to an insignificant risk of changes in value.

For the purpose of the statement of cash flows, cash and cash equivalents consist of cash and short-term deposits, as defined above, net of outstanding bank overdrafts as they are considered an integral part of the Group’s cash management.

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2. c. NEW AMENDMENTS ISSUED BUT NOT EFFECTIVE

Ministry of Corporate Affairs (“MCA”) notifies new standards or amendments to the existing standards under Companies (Indian Accounting Standards) Rules as issued from time to time. For the year ended 31stMarch 2025, MCA has not notified any new standards or amendments to the existing standards applicable to the Group.

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Particulars
As at March 31, 2024
Gross carrying amount
Balance as at 1 April 2023
Additions
Deductions made during the year
Gross carryng vaue (at eeme cost)
Plant &
Machinery
Electrical
Installations
Land -
Freehold
Factory
Building
Furniture &
Fixtures
Vehicles
Office
Equipments
Total
1,996.99
-
-
12,331.15
39.49
24.09
26,493.45
1,738.78
144.64
1,566.79
8.67
-
809.81
119.59
57.17
1,327.92
139.97
393.31
2,459.73
94.36
-
46,985.85
2,140.87
619.22
(Amount in lacs`)
48,507.49 19,787.72
2,234.47
519.07
21,503.12 27,004.38 48,507.49
1,786.72
560.24
49,733.98 21,503.12
2,228.08
332.40
23,398.79 26,335.19
2,554.10 1,729.74
162.06
-
1,891.80 662.30 2,554.10
32.70
-
2,586.80 1,891.80
92.15
-
1,983.95 602.85
1,074.58 1,088.28
97.77
380.17
805.87 268.71 1,074.58
60.07
13.59
1,121.06 805.87
92.23
12.62
885.48 235.58
872.23 212.00
90.76
16.78
285.98 586.25 872.23
376.05
281.69
966.59 285.98
95.72
136.39
245.30 721.29
1,575.46 1,014.60
94.01
-
1,108.61 466.85 1,575.46
163.44
-
1,738.89 1,108.61
90.94
-
1,199.55 539.34
28,087.59 12,396.98
1,412.85
114.90
13,694.93 14,392.66
28,087.59
1,137.61
264.97
28,960.24
13,694.93
1,479.19
183.39
14,990.73 13,969.51
12,346.55 3,346.12
377.03
7.22
3,715.93 8,630.62 12,346.55
16.85
-
12,363.40 3,715.93
377.85
-
4,093.78 8,269.63
1,996.99 -
-
-
- 1,996.99 1,996.99
-
-
1,996.99 -
-
-
- 1,996.99
Balance as at 31 March 2024 Accumulated depreciation
Balance as at 1 April 2023
Depreciation charge
Adjustments / deductions
Balance as at 31 March 2024 Net carrying amount as at March 31, 2024 As at March 31, 2025
Gross carrying amount
Balance as at April, 1, 2024
Additions
Deductions made during the year
Balance as at 31 March 2025 Accumulated depreciation
Balance as at April, 1, 2024
Depreciation charge
Adjustments / deductions
Balance as at 31 March 2025 Net carrying amount as at March 31, 2025

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NOTE 3 (b) : Capital work in progress

NOTE 3 (b) : Capital work in progress (Amount in lacs)
Particulars Total
`
As at March 31, 2024
Gross carrying amount
Balance as at 1st April 2023 41.46
Additions 2,102.87
Capitalised during the year 1,985.09
Gross carrying value as at March 31, 2024 159.24
As at March 31, 2025
Balance as at 1st April 2024 159.24
Additions 1,785.67
Capitalised during the year 1,779.85
Balance as on 31st March 2025 165.06

Refer Note no 44.3 for additional regulatory information required by Schedule III.

NOTE 3 (c) : Right of use Assets

The Company leases factory land. Rental contracts are typically made for fixed periods of 99 years.

(Amount in lacs)

Description Land Total
`
As at March 31, 2024
Gross carrying amount
Balance as at 1st April 2023 142.32 142.32
Addition - -
Disposals - -
Balance as on 31st March 2024 142.32 142.32
Accumulated Amortisation
Balance as at 1st April 2023 36.92 36.92
Amortisation charge 1.88 1.88
Balance as on 31st March 2024 38.80 38.80
Net carrying amount as at March 31, 2024 103.52 103.52
As at March 31, 2025
Gross carrying amount
Balance as at April, 1, 2024 142.32 142.32
Addition - -
Disposals - -
Balance as on 31st March 2025 142.32 142.32
Accumulated Amortisation
Balance as at April, 1, 2024 38.80 38.80
Amortisation charge 1.88 1.88
Disposals - -
Balance as on 31st March 2025 40.69 40.69
Net Carrying value 101.63 101.63

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(Amount in lacs)

Particulars As at
March 31, 2025
As at
March 31, 2024
(I) Expenses relating to Short term lease 230.21 223.72
NOTE 3(d) : Intangible Asset (Amount in lacs)
Particulars Software
|**Total**<br>
As at March 31, 2024
Gross carrying amount
Balance as at April, 1, 2023 326.03 326.03
Addition 534.25 534.25
Disposals - -
Balance as on 31st March 2024 860.28 860.28
Accumulated Amortisation
Balance as at April, 1, 2023 295.91 295.91
Amortisation charge 59.40 59.40
Balance as on 31st March 2024 355.31 355.31
Closing net carrying amount as at March 31, 2024 504.97 504.97
As at March 31, 2025
Gross carrying amount
Balance as at April, 1, 2024 860.28 860.28
Addition 2.75 2.75
Disposals 139.05 139.05
Balance as on 31st March 2025 723.98 723.98
Accumulated Amortisation
Balance as at April, 1, 2024 355.31 355.31
Amortisation charge 127.09 127.09
Balance as on 31st March 2025 482.40 482.40
Closing net carrying amount as at March 31, 2025 241.58 241.58

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NOTE 4 : Intangible assets under development

(Amount in lacs)

Particulars Total
`
As at March 31, 2024
Gross carrying amount
Balance as at 1st April 2023 74.76
Additions 446.22
Capitalised duringtheyear 520.99
Gross carrying value as at March 31, 2024 -
As at March 31, 2025
Balance as at 1st April 2024 -
Additions -
Capitalised duringtheyear -
Balance as on 31st March 2025 -

Note :- 5 Other Financial Assets

(Amount in lacs)

As at As at
Particulars 31.03.2025 31.03.2024
|
Unsecured, Considered good
Security deposits 437.66 393.07
In Deposit accounts with maturity for more than 12 months 80.34 -
Total 517.99 393.07

Refer Note 35 (C) for related party balances

Note :- 6 Other Non Current Assets

(Amount in lacs)

As at As at
Particulars 31.03.2025 31.03.2024
|
Unsecured, Considered good
Capital advances 499.49 203.47
Total 499.49 203.47

Note :- 7 Inventories

(Amount in lacs)

As at As at
Particulars 31.03.2025 31.03.2024
|
Inventories (at lower of cost and net realizable value)
(i) Raw Materials 5231.81 3,799.67
(ii) Work in progress 805.57 958.82
(iii) Finished goods 2922.78 2,496.56
(iv) Stock-In-Trade 2190.58 1,761.96
(v) Stores and spares 665.95 661.55
(vi) Packing materials 159.91 115.29
Total 11,976.60 9,793.85

Refer Note no 38(C) for assets pledged as a security.

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NOTE :- 8 Current Investments

(Amount in lacs)

As at As at
Particulars 31.03.2025 31.03.2024
|
Investment measured at fair value through P&L a/c :
Investment in Equity Instruments 593.66 -
Investment in Mutual funds 12,190.25 7,490.60
TOTAL 12,783.91 7,490.60
(Amount in lacs)
As at As at
Particulars 31.03.2025 31.03.2024
|
Aggregate amount of quoted investments and market 12,783.91 7,490.60
value thereof
Aggregate amount of unquoted investments -
-
Aggregate amount of impairment in the value of investments -
-
Note :- 9 Trade Receivables (Amount in lacs)
As at As at
Particulars 31.03.2025 31.03.2024
|
Unsecured
- Considered good 12,326.52 11,129.89
Less: Provision for expected credit loss 165.69 126.36
Total (net) 12,160.83 11,003.52

Refer Note 44.1 for additional regulatory information required by Schedule III.

Note :- 10 Cash and Cash Equivalents

Note :- 10 Cash and Cash Equivalents (Amount in lacs)
As at As at
Particulars 31.03.2025 31.03.2024
|
Balances with banks in Current Account 5,179.27 4,837.88
Cash in hand 6.49 11.67
Fixed Deposit with Banks (original maturity 12.73 3.18
up to three months)
Total 5,198.49 4,852.73
Note :- 11 Other Bank Balances (Amount in lacs)
As at As at
Particulars 31.03.2025 31.03.2024
|
Margin money deposits* 162.20 448.28
Unpaid Dividend** 95.40 87.36
Fixed Deposit with Banks (Maturity between three to 1,444.02 193.95
twelve months)
Total 1,701.62 729.58

Note :

  • Margin Money Deposit are kept with banks for opening Letter of credit for imports

** No amount due to be transferred to Investor Education & Protection Fund

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(Amount in lacs)

Note :- 12 Loans (Amount in lacs)
As at As at
Particulars 31.03.2025 31.03.2024
|
Unsecured, considered good
Loans to employees 25.45 18.19
Total 25.45 18.19
Note :- 13 Other Financial Assets (Amount in lacs)
As at As at
Particulars 31.03.2025 31.03.2024
|
Unsecured, considered good
Interest accrued on Fixed deposit 35.98 17.27
Security deposits 36.25 36.02
Export benefits and entitlements 93.79 47.53
Derivative Asset 123.55 257.49
Receivable from Others 13.38 36.84
Total 302.94 395.14
Note :- 14 Other Current Assets (Amount in lacs)
As at As at
Particulars 31.03.2025 31.03.2024
|
Unsecured, considered good
Prepaid expenses 192.96 180.15
Balance with Government Authorities 438.91 569.63
Advance to Suppliers 348.17 284.13
Total 980.05 1,033.92
Note :- 15 Share Capital (Amount in lacs)
As at As at
Particulars 31.03.2025 31.03.2024
|
Authorized:
2,05,00,000 (31 March, 2024: 2,05,00,000) Equity Shares of 2,050.00 2,050.00
Rs. 10/- each
15,00,000 (31 March, 2024: 15,00,000) Non-convertible 1,500.00 1,500.00
6% cumulative redeemable preference shares of Rs. 100/-
each
14,50,000 (31 March, 2024: 14,50,000) Convertible 6% 1,450.00 1,450.00
preference shares of Rs. 100/- each
Total (Authorised Capital) 5,000.00 5,000.00
Issued And Subscribed
Equity Shares
1,36,25,200 (31 March, 2024: 1,36,25,200 Equity Rs. 10/- 1,362.52 1,362.52
each)
Less: Allotment money in arrears from public other than 0.11 0.11
directors
Total 1,362.41 1,362.41

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Note 15.1 Terms and rights attached to equity shares

Equity shares have a par value of Rs. 10. They entitle the holder to participate in dividends, and to share in the proceeds of winding up the Company in proportion to the number of and amounts paid on the shares held. Every holder of equity shares present at a meeting in person or by proxy is entitled to one vote, and upon a poll each share is entitled to one vote.

15.2 Reconciliation of number of Equity Shares and Equity Share Capital

Particulars No. of Shares
2024-25
No. of Shares
ÎÌĨĤÏ
At the beginning of the year 1,36,25,200 1,36,25,200
Add: Issued during the year - -
At the end of the year 1,36,25,200 1,36,25,200
(Amount in lacs`)
Equity share capital
Particulars
2024-25 2023-24
At the beginning of the year 1,362.41
1,362.41
Add: Issued during the year -
-
At the end of the year 1,362.41
1,362.41

15.3 Details of shareholders holding more than 5% shares in the company

Particulars Nos. Holdings%
As at 31st March, 2025
Sonepal Singh Sethi 15,20,700 11.16%
Rishipal Sethi 11,76,512 8.63%
Amarpal Singh Sethi 10,33,029 7.58%
Karanpal Sethi 9,70,805 7.13%
Nirmal Sethi 9,66,500 7.09%
Sukhpal Singh Sethi 8,66,042 6.36%
Inderjeet Sethi 8,59,627 6.31%
As at 31st March, 2024
Sonepal Singh Sethi 15,20,700 11.16%
Rishipal Sethi 11,76,412 8.63%
Amarpal Singh Sethi 10,33,029 7.58%
Karanpal Sethi 9,70,805 7.13%
Nirmal Sethi 9,66,500 7.09%
Sukhpal Singh Sethi 8,66,042 6.36%
Inderjeet Sethi 8,59,627 6.31%

Refer Note 44.4 for additional regulatory information required by Schedule III with respect to promoter shareholding.

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Note :- 16 Other Equity

(Amount in lacs `)

Particulars As at
31.03.2025
As at
31.03.2024
I) Capital Reserve
II) Capital Redemption Reserve
III) Securities Premium
V) Amalgamation Reserve
V) General Reserve
Add:- Transfer from retained earnings
VI) Foreign Currency Translation Reserve
As per last balance sheet
Less:- Transferred to retained earnings
Add:- Exchange difference on translation of foreign
operations through other comprehensive income
VII)Retained earnings
As per last balance sheet
Add:- Foreign Currency Translation Reserve Transferred
Add:- Profit for the year
Less:- Appropriations
Dividend paid on equity shares during the year
XI) Other comprehensive income
Opening balance
Add:- Other comprehensive income during the year (net
of tax)
Total Other comprehensive income (Closing balance)
94.08
1,124.13
1,387.09
337.42
280.06
-
94.08
1,124.13
1,387.09
337.42
280.06
-
280.06
433.77
(438.15)
52.10
280.06
424.25
-
9.52
47.72
44,975.45
438.15
11,287.63
433.77
37,494.19
-
8,298.77
56,701.24
ĚIJĪĨĦİĬ
45,792.97
817.51
ĚIJĪĨĦİĬ
817.51
Ě55,747.47
(725.11)
(45.34)
44,975.45
(704.29)
(20.81)
(770.45)
(725.11)
Total 58,247.52
47,906.91

Capital Reserve

The Company created capital reserve on cancellation/ forfeiture of the Company’s own equity instruments. Capital reserve was created in financial year 2008-09

Capital Redemption Reserve

Capital Redemption Reserve is created out of profit available for distribution towards redemption of Preference shares. This reserve can be used for the purpose of issue of Bonus shares.

General Reserve

General Reserve is used from time to time to transfer profits from retained earnings for appropriation purposes. As the General Reserve is created by a transfer from one component of equity to another and is not an item of other comprehensive income, items included in the General Reserve will not be reclassified subsequently to statement of profit and loss.

Amalgamation Reserve

The amalgamation Reserve was created on amalgamation of PIX Auto Ltd with the Company in financial year 1999-2000

Securities Premium

Securities Premium Reserve represents premium on issue of shares. The reserve will be utilised in accordance with the provisions of the Companies Act, 2013

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Retained earnings

The balance in the Retained Earnings primarily represents the surplus after payment of dividend and transfer to reserves.

Foreign Currency Translation Reserve

For the purpose of consolidation of subsidiaries with the financial statement of the Company, income and expenses are translated at average rates and the assets and liabilities are stated at closing rate. Use of such different rates for translation gives rise to exchange differences which is accumulated in Foreign Currency Translation Reserve. The movement in this reserve is due to fluctuation in exchange rates of currencies during 2024-25. On disposal of a foreign operation, the component of OCI relating to that particular foreign operation is recognised in the Statement of profit and loss.

Note :- 17 Borrowings

(Amount in lacs `)

Particulars As at
31.03.2025
As at
31.03.2024
Secured - at amortised cost
Term loan from Banks 486.01 1,592.71
Vehicle loan from financial institutions 203.00 -
Unsecured - at amortised cost
Loan from Directors and related parties 1,665.19 1,665.19
Total 2,354.20 3,257.90

Refer Note 38(C) for terms of repayment and interest rate.

Refer Note 44.6, 44.7, 44.11,44.16 & 44.17 for additional regulatory information required by Schedule III.

Note :- 18 Provisions

(Amount in lacs `)

Particulars As at
31.03.2025
As at
31.03.2024
Provision for Gratuity* 1,809.99 1,622.06
Provision for Compensated Absences 244.65 227.91
Provision for Long Term Service Award* 1,271.73 1,299.39
TOTAL 3,326.38 3,149.36

*Refer Note 29

Note :- 19 Deferred Tax Liabilities (Net)

(Amount in lacs `)

Particulars As at
31.03.2025
As at
31.03.2024
Deferred tax liabilities (net)# 910.48 923.11
TOTAL 910.48 923.11

Refer Note 36(B)

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(Amount in lacs `)

Note :- 20 Current Borrowings

Particulars As at
31.03.2025
As at
31.03.2024
Current maturities of long term borrowings
Term loan / Corporate loan from banks 1,144.41 1,101.16
Vehicle loan from Financial Institution 39.33 43.54
Total 1,183.75 1,144.71

Refer Note 38(C) for terms of repayment and interest rate.

Refer Note 44.6, 44.7, 44.11,44.16 & 44.17 for additional regulatory information required by Schedule III.

(Amount in lacs `)

Note :- 21 Trade Payables

Particulars As at
31.03.2025
As at
31.03.2024
Dues of micro enterprises and small enterprises 415.76 922.04
Dues of creditors other than micro enterprise and small 2,309.63 2,192.50
enterprise
Total 2,725.39 3,114.54

Refer Note 44.2 for additional regulatory information required by Schedule III.

Note :- 22 Others

(Amount in lacs `)

Particulars As at
31.03.2025
As at
31.03.2024
Unpaid / Unclaimed dividend payable 95.30 87.26
Employee benefits payable 816.36 833.23
Other payable 228.37 50.91
Total 1,140.04 971.40

Note :- 23 Other Current Liabilities

(Amount in lacs `)

Particulars As at
31.03.2025
As at
31.03.2024
Contract liabilities 221.60 479.29
Statutory dues payable 155.05 191.67
Total 376.66 670.96

Note :- 24 Provisions

(Amount in lacs `)

Particulars As at
31.03.2025
As at
31.03.2024
Provision for Gratuity^ 175.07 197.61
Provision for Compensated Absences 61.80 58.56
Provision for Long term service award^ 1,033.85 726.51
Total 1,270.72 982.68

^Refer Note 29

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(Amount in lacs `)

Note :- 25 Revenue From Operations

Particulars Year ended
31.03.2025
Year ended
31.03.2024
A. Sale of Products 58,165.92 48,951.31
B. Other Operating Revenue
Exports Incentives 657.67 227.19
Sale of scrap 120.93 127.98
Total (A+B) 58,944.52 49,306.47

25.1 Reconciliation of revenue recognised with contract price:

(Amount in lacs `)

Particulars Year ended
31.03.2025
Year ended
31.03.2024
Contract Price 59,786.12 49,403.84
Adjustments for Discounts 1,620.20 452.53
Revenue from contracts with customers 58,165.92 48,951.31

Refer Note 37 for additional disclosure requirements

Note :- 26 Other Income

(Amount in lacs `)

Particulars Year ended
31.03.2025
Year ended
31.03.2024
Interest Income 216.39 137.64
Dividend 3.95 0.96
Foreign Exchange fluctuation difference (net) 629.41 474.42
Excess provision written back - 179.91
Gain on investments measured at FVTPL 255.53 563.47
Gain on sale of investments - net 53.29 24.95
Liabilities written back 0.32 11.19
Gain on derivative contracts 188.79 233.51
Miscellaneous Income / Recoveries 411.99 243.24
Total 1,759.68 1,869.29

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Note :- 27 Cost of Material Consumed (Amount in lacs`)
Particulars Year ended
31.03.2025
Year ended
31.03.2024
A. RAW MATERIALS
Opening Stock
Add:- Purchases
Less:- Closing Stock
Total Consumption (Raw Materials)
B. PACKING MATERIAL
Opening Stock
Add: Purchases
Less: Closing Stock
Total Consumption (Packing Materials)
3,799.67
20,299.45
4,478.87
15,757.07
24,099.11
5,231.81
20,235.94
3,799.67
18,867.30
16,436.27
115.29
825.86
109.61
612.69
941.14
159.91
722.30
115.29
781.24
607.01
Total Consumption 19,648.54
17,043.28

Note :- 28 Changes in Inventories of finished goods, work in progress and stock in trade

Note :- 28 Changes in Inventories of finished goods,

work in progress and stock in trade
(Amount in lacs`)
Particulars Year ended
31.03.2025
Year ended
31.03.2024
Opening stock
Finished goods
Work - in - progress
Stock-in trade
Total (Opening Stock)
Less: Closing Stock
Finished goods
Work - in - progress
Stock-in trade
Total (Closing Stock)
2,496.56
958.82
1,761.96
1,964.39
904.63
2,433.71
5,217.34
5,302.73
2,922.78
805.57
2,190.58
2,496.56
958.82
1,761.96
5,918.94
5,217.34
(Increase)/ decrease in stock (701.59)
85.39

|Note :- 29 Employee Benefits Expenses|(Amount in lacs)|(Amount in lacs)|
|---|---|---|
|Particulars|Year ended
31.03.2025|Year ended
31.03.2024|
|Salaries, wages and bonus|8403.52|7,540.33|
|Contribution to provident and other funds|230.04|227.86|
|Gratuity|255.41|236.35|
|Staff welfare expenses|253.31|232.53|
|Total|9,142.28|8,237.07|

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29.1 Disclosure as per Indian Accounting Standard - 19 on ‘Employee Benefits’

Leave Obligations:

The leave obligations cover the Company’s liability for earned leave which are classified as other long-term benefits.

Leave obligations expected to be settled within the next 12 months - Rs.61.80 lakhs (31 March, 2024: Rs.58.56 lakhs)

Leave obligations not expected to be settled within the next 12 months - Rs.244.65 lakhs (31 March, 2024: Rs. 227.91 lakhs)

Post-employment obligations (Gratuity):

The Company provides for gratuity for employees in India as per the Payment of Gratuity Act, 1972. Employees who are in continuous service for a period of 5 years are eligible for gratuity. The amount of gratuity payable on retirement/termination is the employees last drawn basic salary per month computed proportionately for 15 days salary multiplied for the number of years of service. The gratuity plan is unfunded.

Defined contribution plans:

The Company also has a certain defined contribution plan. Contributions are made to provident fund in India for employees at the rate of 12% of basic salary as per regulations. The contributions are made to registered provident fund administered by the government. The obligation of the Company is limited to the amount contributed and it has no further contractual nor any constructive obligation. The expense recognised during the period towards defined contribution plan is Rs.218.87 lakhs (31 March 2024 – Rs. 227.59 lakhs)."

Actuarial Assumptions:

Particulars Year ended
31.03.2025
Year ended
31.03.2024
Discount Rate 6.69% 7.08%
Future Salary Increases 7% 7%
Attrition rate 1%-5% 1%-5%
Mortality table IALM (2012-14) IALM (2012-14)

A. Changes in present value of defined benefit obligations

(Amount in lacs `)

Particulars Year ended
31.03.2025
Year ended
31.03.2024
Present Value of obligation as at the beginning of the year 1,819.67
1,651.31
Interest cost 123.64 117.69
Past Service Cost - -
Current Service Cost 127.90 118.66
Benefits Paid (146.74) (95.78)
Actuarial (Gain) / loss on obligation 60.60 27.79
Present value of obligation as at the end of year 1,985.07 1,819.67

(Amount in lacs `)

Particulars Year ended
31.03.2025
Year ended
31.03.2024
Current Liabilities 175.07 197.61
Non- current Liabilities 1,809.99 1,622.06
TOTAL 1,985.07 1,819.67

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B. Amount recognized in Statement of Profit & Loss

(Amount in lacs `)

Particulars Year ended
31.03.2025
Year ended
31.03.2024
Amount included in Profit and loss
Current Service Cost 127.90 118.66
Interest Cost(income) 123.64 117.69
Net actuarial (gain) / loss recognised in the period 60.60 27.79
Net amount recognized in P&L 251.54 236.35
Net amount recognized in OCI and P&L 312.14 264.14

Sensitivity Analysis:

Reasonably possible changes at the reporting date to one of the relevant actuarial assumptions, holding other assumptions constant, would have affected the defined benefit obligation by the amounts shown below:

(Amount in lacs `)

Particulars Year ended
31.03.2025
Year ended
31.03.2024
a) Impact of the change in discount rate
Present Value of Obligation at the end of the period 1,985.07 1,819.67
Impact due to increase of 1 % (DBO) 1,819.35 1,669.98
Impact due to decrease of 1 % (DBO) 2,176.02 1,992.38
b) Impact of the change in salary increase
Present Value of Obligation at the end of the period 1,985.07 1,819.67
Impact due to increase of 1 % (DBO) 2,177.99 1,995.35
Impact due to decrease of 1 % (DBO) 1,813.99 1,663.37
c) Impact of the change in withdrawal rate
Present Value of Obligation at the end of the period 1,985.07 1,819.67
Impact due to increase of 1 % (DBO) 1,982.04 1,820.83
Impact due to decrease of 1 % (DBO) 1,988.35 1,818.29

The above sensitivity analyses are based on a change in an assumption while holding all other assumptions constant. In practice, this is unlikely to occur, and changes in some of the assumptions may be correlated. The methods and types of assumptions used in preparing the sensitivity analysis did not change compared to the prior period.

Risk Exposure:

Through its defined benefit plan, the Company is exposed to a number of risks, the most significant of which are detailed below:

1. Changes in bond yields: A decrease in bond yields will increase plan liabilities

2. Longevity risk: The present value of the defined benefit plan liability is calculated by reference to the best estimate of the mortality of plan participants both during and after their employment. An increase in the life expectancy of the plan participants will increase the plan’s liability.

3. Salary growth risk: The present value of the defined benefit plan liability is calculated by reference to the future salaries of plan participants. An increase in the salary of the plan participants will increase the plan’s liability.

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(Amount in lacs `)

Maturity profile Year ended
31.03.2025
Year ended
31.03.2024
Less than 1 year 175.07 197.61
Between 1-2 years 105.39 92.47
Between 2-5 years 401.60 372.56
Over 5 years 817.42 757.65
Total 1,499.48 1,420.29

29.2 Other long-term employee benefit:

The Company provides for Other Long Term Benefits in nature of Long Term Service Award to Executive Directors and certain specified employees which shall become applicable on completion of 15 years of service (vesting condition). It shall be payable on retirement or executive director / employee leaving the Company.

Actuarial Assumptions:

Particulats Year ended
31.03.2025
Year ended
31.03.2024
Discount Rate 6.69% 7.08%
Future Salary Increases 7% 7%
Attrition rate 0%- 1% 0%- 1%
Mortality table IALM (2012-14) IALM (2012-14)

Amount in Balance Sheet

(Amount in lacs `)

Particulars As at
31.03.2025
As at
31.03.2024
Current Liabilities 1,033.85 726.51
Non- current Liabilities 1,271.73 1,299.39
TOTAL 2,305.58 2,025.90

Amount recognized in Statement of Profit & Loss

Amount recognized in Statement of Profit & Loss (Amount in lacs`)
Particulars As at
31.03.2025
As at
31.03.2024

Amount included in Profit and loss
279.68
246.22

Note :- 30 Finance Cost

(Amount in lacs `)

Particulats Year ended
31.03.2025
Year ended
31.03.2024
Interest on Loan 326.26 449.53
Other borrowing cost 34.31 27.10
Total 360.57 476.63

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Note :- 31 Depreciation and Amortisation Expense

(Amount in lacs `)

Particulats Year ended
31.03.2025
Year ended
31.03.2024
Depreciation on Property, Plant & Equipment 2,228.07 2,234.46
Amortisation on Intangible assets 127.09 59.40
Depreciation on Right to use Assets 1.88 1.88
Total 2,357.05 2,295.75

Note :- 32 Other Expenses

(Amount in lacs `)

Particulars Year ended
31.03.2025
Year ended
31.03.2024
Consumption of Stores and Spares 622.04 538.25
Power & Fuel expenses 3444.46 3,009.11
Contract Labour charges 2021.52 1,480.66
Rent 501.80 474.23
Repair and Maintenance
- Building 174.44 164.72
- Machinery 158.88 168.06
- Others 416.54 220.42
Insurance 136.01 135.69
Travelling expenses 744.14 666.88
Payment to Auditors* 23.82 23.50
Legal & professional fees 347.64 268.94
Bank charges 85.31 73.98
Advertisement 139.20 168.17
Commission & brokerage 143.30 214.27
Freight & transportation 1514.55 1,155.52
Loss on Sale of Property Plant and Equipment 51.17 0.90
Exchange loss on forward contracts - 0.85
Fair value adjustment to derivatives not designated as hedges 133.94 114.26
Provision for expected credit loss 39.33 118.12
Corporate social responsibility expenditure 161.01 133.48
Miscellaneous expenses 1505.67 1,107.30
Total 12,364.77 10,237.29

*Payment to Auditors

(Amount in lacs `)

Particulars Year ended
31.03.2025
Year ended
31.03.2024
Audit fees 23.50 23.50
Out of Pocket Expenses 0.32 -

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Note :- 33 Contingent liabilities, contingent assets and commitments Note :- 33 Contingent liabilities, contingent assets and commitments
Disclosure as per Ind AS 37 Provisions, Contingent Liabilities & Contingent Assets
a) Contingent liabilities :- (Amount in lacs`)
Particulars As at
31.03.2025
As at
31.03.2024
Performance guarantee 6.50 5.00
Total 6.50 5.00

The Group neither had any contingent assets as on March 31, 2025 nor as on March 31, 2024

|B) Commitments :-|(Amount in lacs)|(Amount in lacs)|
|---|---|---|
|Particulars|As at
31.03.2025|As at
31.03.2024|
|Estimated amount of contracts remaining to be executed on|877.14|404.72|
|capital account for property, plant and equipment|||
|(net of advances)|||

Note :- 34 Events occurring after the reporting period

The Board of Directors of the Holding Company have proposed a dividend of Rs. 9/- per share for the financial year 2024-25 (31 March, 2024: Rs 7 per share)

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Note :- 35 Disclosure as per by Indian Accounting Standard 24 Related Party Disclosures” : A. Names of the related party and description of relationship:

Related Parties Relationship
Mr. Sukhpal Singh Sethi, Whole Time Director
Mr. Amarpal Sethi, Chairman and Managing Director
Mr. Sonepal Sethi, Joint Managing Director
Mr. Rishipal Sethi, Joint Managing Director
Mr. Joe Paul, Whole Time Director
Mr. Karanpal Sethi, Whole Time Director / CFO
Ms. Shirley Paul, Whole Time Director
Mr. Pradeep Havnur, Independent Director (upto 17th
September 2024)
Dr. Aqueel A. Mulla, Independent Director
Mr. Mohammad Adil Ansari, Independent Director (upto
17th September 2024)
Mr. Nigel Savio Lobo, Independent Director (upto 17th Key Management Personnel
September 2024)
Dr. Abhilasha Hatangdi, Independent Director
Mr. Jose Jacob, Independent Director
Mr. Amit Lala, Independent Director
Mr. Mohammed Husain Azad ,Independent Director (from
28th June , 2024)
Mr. Sandeep Prajapati ,Independent Director(from 28th
June , 2024)
Mr. Suresh Bandi, Independent Director (from 28th June ,
2024)
Mr. Shybu Varghese, Company Secretary
Mr. Amit Sethi
Mrs. Davinder Sethi
Mr. Inderjeet Sethi
Mrs. Nirmal Sethi
Mrs. Kamalpreet Sethi
Mrs. Roshni Sethi
Relatives of Key
Management Personnel
Mrs. Saba Sethi
Ms. Muskaan Sethi
Ms. Pooja Pardasani
Prominent Infrastructure Private Limited
Karishma Investment
Enterprises over which Key
Management Personnel are
able to exercise significant
influence

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B. Transactions with Related Parties

(Amount in lacs `)

Nature of Transaction (a) Key
Managerial
Personnel
(c) Enterprises over
which Key Management
Personnel are
able to excerise
significant influence
(b) Relatives of
Key Management
Personnel
(a) Key
Managerial
Personnel
(c) Enterprises over
which Key Management
Personnel are
able to excerise
significant influence
(b) Relatives of
Key Management
Personnel
(a) Key
Managerial
Personnel
(c) Enterprises over
which Key Management
Personnel are
able to excerise
significant influence
(b) Relatives of
Key Management
Personnel
(a) Key
Managerial
Personnel
(c) Enterprises over
which Key Management
Personnel are
able to excerise
significant influence
(b) Relatives of
Key Management
Personnel
2024-25 2023-24
2024-25
2023-24
2024-25
2023-24
Remuneration/ Salary
(refer note 1)
1,442.35 1,107.40
43.01
39.20
-
-
SittingFees 6.75 7.25
-
-
-
-
Rent 6.15 6.10
-
-
208.17
203.93
Interest 167.58 167.92
-
-
15.92
25.64
Dividend Paid 405.19 347.30
202.13
173.25
-
-
Loan Received duringtheyear 29.25 54.54
-
-
204.00
120.00
Loan Repaid during the year 29.25 54.54
-
-
204.00
355.99

Footnote:

  1. Remuneration does not include Post employment benefits and other long term benefits payable to Key managerial persons and relatives of key managerial persons and other selected employees amounting to Rs. 279.68 lakhs at gross level on totality basis and not available at individual employee level.

  2. Transactions relating to dividends were on the same terms and conditions that applied to other shareholders.

  3. All other transactions were made on normal commercial terms and conditions and at market rates

C. Outstanding Balances with related parties

(Amount in lacs `)

Nature of Transaction (a) Key
Managerial
Personnel
(c) Enterprises over
which Key Management
Personnel are
able to excerise
significant influence
(b) Relatives of
Key Management
Personnel
(a) Key
Managerial
Personnel
(c) Enterprises over
which Key Management
Personnel are
able to excerise
significant influence
(b) Relatives of
Key Management
Personnel
(a) Key
Managerial
Personnel
(c) Enterprises over
which Key Management
Personnel are
able to excerise
significant influence
(b) Relatives of
Key Management
Personnel
(a) Key
Managerial
Personnel
(c) Enterprises over
which Key Management
Personnel are
able to excerise
significant influence
(b) Relatives of
Key Management
Personnel
2024-25 2023-24
2024-25
2023-24
2024-25
2023-24
Employee Benefits payable
(Refer note 1)
193.86 179.26
1.65
-
2.33
-
Securitydeposits receivable - -
-
130.00
-
130.00
Outstanding Loan 1,526.73 1,526.73
-
138.46
-
138.46
  1. Payables does not include Post employment benefits and other long term benefits payable to Key managerial persons, relatives of key managerial persons and other selected employees amounting to Rs. 2305.58 lakhs at gross level on totality basis and not available at individual employee level.

Note :- 36 Disclosures as per Ind-AS 12: Deferred Taxes

(A) Components of Tax Expense :

Note :- 36 Disclosures as per Ind-AS 12: Deferred Taxes
(A) Components of Tax Expense : (Amount in lacs`)
For the year For the year
Particulars ended ended
31 March 2025 31 March 2024
Current tax
Total Current tax expense recognised in the current year 3,961.35 2,677.83
Deferred tax
Total Deferred tax expense recognised in the current year 2.61 166.44
Prior year tax
Total prior year expense recognised in the current year - (72.53)
Total Tax expense recognised in the current year 3,963.97 2,771.74

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(B) The major components of deferred tax (assets)/ liabilities in relation to : (Amount in lacs `)

Particulars As at
31 March
2024
Recognised
in profit
& loss

Recognised
in other
comprehensive
income
As at
31 March
2025
Deferred tax liabilities on:
Property, Plant & equipment 1,944.18 71.83 - 2,016.01
Gain on Derivatives transactions 64.81 (33.71) - 31.10
Gain on investment measured at FVTPL 76.66 82.69 - 159.35
Deferred tax Asset on:
Accrued expense deductive on payment basis (514.73) (66.31) - (581.04)
Allowance for bad debts (31.81) (9.90) - (41.70)
Items disallowed u/s 43A of Income Tax Act, 1961 (85.88) (10.58) - (96.46)
Provision for Employee Benefits (530.12) (46.66) (15.25) (576.78)
Net Deferred tax liabilities 923.11 (12.64) (15.25) 910.47

(Amount in lacs `)

|Particulars|As at
31 March
2023|**Recognised**<br>**in profit**<br>**& loss**|
Recognised
in other
comprehensive
income|**As at**<br>**31 March**<br>**2024**|
|---|---|---|---|---|
|Deferred tax liabilities on:|||||
|Property, Plant & equipment|1,820.35|123.83|-|1,944.18|
|Gain on Derivatives transactions|55.78|9.03|-|64.81|
|Gain on investment measured at FVTPL|6.04|70.62|-|76.66|
|Deferred tax Asset on:|||||
|Accrued expense deductive on payment basis|(544.39)|29.66|-|(514.73)|
|Allowance for bad debts|(3.65)|(28.15)|-|(31.81)|
|Items disallowed u/s 43A of Income Tax Act, 1961|(91.08)|5.20|-|(85.88)|
|Provision for Employee Benefits|(479.39)|(43.73)|(7.00)|(530.12)|
|Net Deferred tax liabilities|763.67|166.44|(7.00)|923.11|

(C) Reconciliation of tax expense

(C) Reconciliation of tax expense (Amount in lacs`)
Particulars 2024-25 2023-24
Profit before tax 15,251.59
11,070.51
Tax on accounting profit 3,927.36
2,881.64
Increase/ (reduction) in tax on account of :
Effect of non deductible expenses 45.33
33.60
Effects of reversal of provision in respect of prior years -
(72.53)
Others (8.73) (70.97)
Tax expense recognised during the year 3,963.97
2,771.74
Effective tax rate (%) 25.99% 25.04%

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NOTES TO FINANCIAL STATEMENTS - CONSOLIDATED

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Note :- 37 Disclosures as per IND AS 115 Revenue from contract with customers

1. Nature of Goods and services

The revenue of the Group comprises of income from Business of Industrial rubber products. The following is a description of principal activities:

Manufacturing of rubber V-belts & related mechanical transmissions products.

2. The Group disaggregates revenue from contracts with customers by geography Revenue disaggregation by geography is as follows:

2. The Group disaggregates revenue from contracts with
Revenue disaggregation by geography is as follows:
customers by geography customers by geography
(Amount in lacs`)
Geography Year ended
31 March 2025
Year ended
31 March 2024
India 23,570.80 21,181.27
Outside India 34,595.12 27,770.04
Total 58,165.92 48,951.31

3. Contract balances

(Amount in lacs `)

Particulars Year ended
31 March 2025
Year ended
31 March 2024
Trade Receivables 12,160.83 11,003.52
Contract Liabilities 221.60 479.29

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(A) Categories of Financial Instruments
(Amount in lacs`)
31.03.2025
DEPRECIATION
31.03.2024
Description
FVTPL
FVTOCI
Amortised
Cost
Total
carrying
value
Total
fair
value
Total
fair
value
Total
carrying
value
Amortised
Cost
FVTOCI
FVTPL
Financial Assets
-
Investments
12,783.91
-
-
-
7,490.60
-
-
12,783.91
7,490.60
-
Cash and cash equivalents
-
-
-
5,198.49
4,852.73
-
-
4,852.73
-
-
5,198.49
Bank Balances Other than Cash
-
-
1,701.62
729.58
-
729.58
-
-
1,701.62
and Cash Equivalents
-
Loans
-
-
-
25.45
18.19
-
-
18.19
-
-
25.45
Other Financial Assets
-
-
820.93
788.21
-
-
788.21
-
-
820.93
Trade receivables
-
-
12,160.83
11,003.52
-
-
11,003.52
-
-
12,160.83
Financial Liabilities Borrowings
-
-
3,537.95
4,402.61
-
-
4,402.61
-
-
3,537.95
Trade Payables
-
-
2,725.39
3,114.54
-
-
3,114.54
-
-
2,725.39
Other Financial Liabilities
-
-
1,140.04
971.40
-
-
971.40
-
-
1,140.04

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(B) Fair Value hierarchy

(Amount in lacs `)

Level 1 Level 1 Level 2 Level 2 Level 3 Level 3
Particulars 31 March, 31 March, 31 March, 31 March, 31 March, 31 March,
2025 2024 2025 2024 2025 2024
Financial Assets
At fair value through profit or loss -
-

-
- - -

- Investments
12,783.91
7,490.60 - - - -

The accounting classification of each category of financial instrument, their carrying amount and fair value are as follows :–

Fair Valuation Techniques

The fair values of the financial assets and liabilities are included at the amount 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 following methods and assumptions were used to estimate the fair values:

  • The fair value of mutual funds are based on price quotations at the reporting date.

Fair Value Hierarchy

Fair Values are categorised into different levels in a fair value hierarchy based on the inputs used in the valuation techniques as follows

Level 1 — Quoted (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.

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(C) Nature of securities and terms of repayment of Loans

i. The terms of repayment of term loans are stated as under:

Particulars As at
31.03.2024
As at
31.03.2023
Terms of repayment
Foreign currency term loan from a bank, balance Repayable in 54 monthly instalment starting from
outstanding amounting to $3.24 lakhs (31 March, November 2021 and last instalment due in April
2024: $6.23 lakhs) 2026. Rate of interest 6.42% p.a to 7.38%p.a (31st
March, 2024 : 6.56% p.a. to 7.37% p.a)
Foreign currency term loan from a bank, balance Repayable in 54 monthly instalment starting from
outstanding amounting to $2.31 lakhs (31 March, November 2021 and last instalment due in April
2024: $4.44 lakhs) 2026. Rate of interest 6.32% p.a. to 7.28% p.a
(31st March, 2024 : 6.37% p.a. to 7.27%p.a)
Foreign currency term loan from a bank, balance Repayable in 54 monthly instalment starting from
outstanding amounting to $2.41 lakhs (31 March, November 2021 and last instalment due in April
2024: $4.63 lakhs) 2026. Rate of interest 6.32% p.a. to 7.28% p.a
(31st March, 2024 : 6.46% p.a to 7.27% p.a)
Foreign currency term loan from a bank, balance Repayable in 54 monthly instalment starting from
outstanding amounting to $7.11 lakhs (31 March, August 2022 and last instalment due in January
2024: $10.99 lakhs) 2027. Rate of interest 5.68% p.a. to 6.70% (31st
March, 2024 : 5.91%p.a. to 6.69% p.a)
Foreign currency term loan from a bank, balance Repayable in 54 monthly instalment starting from
outstanding amounting to $4.03 lakhs (31 March, August 2022 and last installment due in January
2024: $6.23 lakhs) 2027. Rate of interest 5.63% p.a to 6.65% (31st
March, 2024 : 5.85%p.a. to 6.64% p.a.)

The above loans are secured by:

1st Pari passu charge on fixed assets (movable and immovable) of the Company by way of Equitable Mortgage located at:

  • I. Plot no J-7, MIDC Hingna Road, Nagpur - Unit No.1

  • II. K-36,K-37/38 at MIDC , Hingna Road, Nagpur- Unit No.2

  • III. Khasra No. 55 & 57, Nagalwadi, Tahsil Hingna, Nagpur-Mixing Plant,

  • IV. Khasra No.45, 46/2, 48,25, 46/1,47, Mauza, Nagalwadi.

  • V. Khasra No.13,14.15/3 village sangam , Tehsil Hingna, Nagpur

2nd pari passu charge by way of hypothecation of residual value of hypothecation of entire current assets of the Company including raw material, finished goods, stock-in-process at the company's factory premises or at such palces as may be approved by the Bank from time to time including stock -in-transit, book debts, receivables under multiple banking arrangement.

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ii. The terms of repayment of vehicle loans are stated as under:

(Amount in lacs)

|Particulars|As at 31.03.2025
|**As at 31.03.2024**<br>|
|---|---|---|
|Vehicle Loans from Financial Institutions:|||
|(a) Loan-I: (31 March, 2024: Repayable in 2 monthly instalments|-|43.54|
|upto 08/05/2024) carrying an interest rate of 8.82% p.a.)|||
|(b) Loan-I:Repayable in remaining 30 monthly instalments of|59.53|-|
|upto 18/09/2027 carrying an interest rate of 8.50% p.a.|||
|(c) Loan-II:Repayable in remaining 34 monthly instalments of|82.10|-|
|upto 04/01/2028 carrying an interest rate of 8.61% p.a.|||
|(d) Loan-III:Repayable in remaining 33 monthly instalments of|100.70|-|
|upto 18/12/2027 carrying an interest rate of 8.32% p.a.|||
||242.33|43.54|

Vehicle loans are secured against hypothecation of vehicles.

iii. Terms of repayment of Unsecured Loans

  • These Loans carries an interest rate of 11% to 11.50% (31 March, 2024: 11% to 11.50%) and is repayable in March 2027.

iv. Security and terms of repayment of working capital loans

  • (a) Working capital loans are secured by:

  • 1) 1st pari passu charge by way of hypothecation of entire current assets of the Company including raw materials, finished goods, stock-in-process at the Company's factory premises or at such places as may be approved by the Bank from time to time including stocks-in-transit, book debts, receivables, on pari passu basis under multiple banking arrangement.

  • 2) 2" pari passu charge on entire fixed assets (movable and immovable) of the Company by way of Equitable Mortgage located at

    • i) Plot no J-7, MIDC Hingna Road, Nagpur - Unit NO.1

    • ii) K-36,K-37/38 at MIDC , Hingna Road, Nagpur- Unit NO.2

iii) Khasra No. 55 & 57, Nagalwadi, Tahsil Hingna. Dist. Nagpur Mixing Plant iv) Khasra No.45, 46/2, 48,25, 46/1,47, Mauza, Nagalwadi.

  • (b) Working capital loans from banks are repayable on demand

  • (c) Working capital loans from banks carry an interest rate of 8.00% to 8.80% (31 March, 2023: 5.85% to 8.90%) .

(D) Financial Risk Management

The Company's activities are exposed to variety of financial risks. The key financial risks include market risk, credit risk and liquidity risk. The company's focus is to foresee the unpredictability of financial markets and seek to minimise potential adverse effects on its financial performance. The Board of Directors reviews and approves policies for managing these risks. The risks are governed by appropriate policies and procedures and accordingly financial risks are identified, measured and managed in accordance with the company’s policies and risk objectives.

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(i) CREDIT RISK

Credit risk is the risk that counterparty will not meet its obligations under a financial instrument or customer contract, leading to a financial loss. The Group is exposed to credit risk for trade receivables, cash and cash equivalents, investments, other bank balances, loans and other financial assets. The Group only deals with parties which have good credit rating/ worthiness given by external rating agencies or based on Company’s internal assessment.

Credit risk on trade receivables and contract assets are managed by the Group’s established policy, procedures and control relating to customer credit risk management. Credit quality of a customer is assessed and individual credit limits are defined in accordance with this assessment. Moreover, given the diverse nature of the Group’s businesses, trade receivables and contract assets are spread over a number of customers. The Group have single external customer from whom recoverables is more than 10% of total trade receiveable as at 31 March 2025 ( 31 March 2024 :NIL.)

For trade receivables, as a practical expedient, the Group computes credit loss allowance based on a provision matrix. The provision matrix is prepared based on historically observed default rates over the expected life of trade receivables and is adjusted for forward-looking estimates.

For Mutual Fund Investments, counterparty risk are in place to limit the amount of credit exposure to any one counterparty. This, therefore, results in diversification of credit risk for Group’s mutual fund investments.

The Credit risk on mutual fund investments, cash and cash equivalents, and other bank balances are limited as the counterparties are banks and fund houses with high-credit ratings assigned by credit rating agencies.

The carrying amount of maximum exposure to credit risk. The concentration of credit risk is limited due to the customer base being large and respective financial assets recognised in the financial statements, represents the Group’s unrelated. The Group have a total recoverablesof INR.1253.34 Lakhs from single external Customer as at 31 March 2025 which is more than 10% of the total trade receivables (31 March, 2024:NIL).

The Group establishes an allowance for impairment that represents its estimate of incurred losses in respect of trade and other receivables. Receivables from customers are reviewed/evaluated periodically by the management of each entity of the company and appropriate provisions are made to the extent recovery there against has been considered to be remote.

(ii) Liquidity Risk

Liquidity risk is defined as the risk that the Group will not be able to settle or meet its obligations on time or at a reasonable price. The Group's objective is to maintain optimum level of liquidity to meet it's cash and collateral requirements at all times. The Group relies on borrowings and internal accruals to meet its fund requirement. The current committed line of credit are sufficient to meet its short to medium term fund requirement. The Group manages liquidity risk by maintaining sufficient cash and marketable securities and by having access to funding through an adequate amount of committed credit lines.

Contractual Maturities of Financial Liabilities

(Amount in lacs `)

31-Mar-25 31-Mar-24
Contractual maturities of Contractual cash flows Contractual cash flows
financial liabilities Less than
1 year
More than
1 year
Total
Less than
1 year
More than
1 year
Total
Borrowings 1,183.75 2,354.20 3,537.95 1,144.71 3,257.90 4,402.61
Trade Payables 2,725.39 -
2,725.39
3,114.54 - 3,114.54
Other Financial Liabilities 1,140.04 - 1,140.04 971.40 - 971.40

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(iii) Market Risk

Market risk is the risk or uncertainty arising from possible market fluctuations resulting in variation in the fair value of future cash flows of a financial instrument. The major components of Market risks are currency risk, interest rate risk and other price risk. Financial instruments affected by market risk includes trade receivables, borrowings, investments and trade and other payables.

(a) 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 rate. There is nominal amount of interest income but significant interest expenses are incurred by the Group on borrowed funds. In order to minimize the interest cost, interest reset options is opted and a regular pursuance is made with financial institutions/commercial banks to lower down the interest rates as per prevailing market trend. The policies is designed to optimise the use of available funds for repayment of loans and other payment obligations so that funds are not remained idle with the Group.

The Group's exposure in market risk relating to change in interest rate primarily arises from floating rate borrowing with banks. The Group maintains a portfolio mix of fixed and floating rate borrowings. During the current year, the Holding Company has structured and swapped floating interest rate loan to fixed interest rate loan.

Further there are deposits with banks which are for short term period and are exposed to interest rate risk, falling due for renewal. These deposits are however generally for trade purposes as such do not cause material implication.

(b) Foreign currency risk

Foreign currency risk is the risk that the fair value or future cash flows of an exposure will fluctuate because of changes in foreign exchange rates. The Group’s exposure to the risk of changes in foreign exchange rates relates primarily to the Group’s foreign currency borrowings, trade receivables and trade payables.

The Group has adopted a comprehensive risk management review system wherein actively engage in forward contracts its foreign exchange exposures within defined parameters through forward contracts. The Group periodically reviews its risk management initiatives and manages this forex risk using derivatives, wherever required, to mitigate or eliminate the risk.

The carrying amount of various unhedged exposures to foreign currency as at the end of the reporting period are as follows:

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(Amount in Foreign
Currency in lakhs)
(Amount in Foreign
Currency in lakhs)
( ₹ in Lakhs)
Particulars As at As at As at As at
31st March 31st March 31st March
31st March
2025 2024 2025 2024
Trade Payables
USD 4.85 13.51 414.85 1,126.20
EURO - 0.18 - 16.10
AED - 0.93 - 21.11
JPY 28.29 16.12 -
RMB 0.60 6.90 -
Borrowings
USD 19.10 32.53 1,634.88 2,711.94
Cash and Cash equivalents
USD 23.96 18.10 2,050.49 1,509.04
Euro 8.14 1.94 751.24 175.42
GBP 2.00 1.00 221.48 105.29
Trade Receivables
USD 60.76 67.29 5,199.84 5,610.02
Euro 1.39 0.85 128.60 76.35
GBP - - - -

Foreign Currency Sensitivity Analysis

Sensitivity analysis resulting in profit or loss mainly from USD, EURO, AED , JPY, RMB, & GBP denominated receivables and payables are as follows:

(Amount in lacs)

Particulars For the year For the year ended March 31, ended March 31, 2025 For the year ended March For the year ended March For the year ended March 31,2024
USD EURO JPY GBP RMB USD EURO AED GBP
Strengthening of INR by 3%
Trade Payables 12.45 - 0.48
- 0.21 33.79 0.48 0.63 -
Borrowings 49.05 - -
- - 81.36 - - -
Cash and Cash equivalents (61.51) (22.54) - (6.64) - (45.27) (5.26) - (3.16)
Trade Receivables (156.00) (3.86) - - - (168.30) (2.29) - -
Weakening of INR by 3%
Trade Payables (12.45) - (0.48)

-
(0.21) (33.79) (0.48) (0.63) -
Borrowings (49.05) - -
- - (81.36) - - -
Cash and Cash equivalents 61.51 22.54 - 6.64 - 45.27 5.26 - 3.16
Trade Receivables 156.00 3.86 - - 168.30 2.29 - -

(c) Other price risk

Price risk is the risk that the value of the financial instrument will fluctuate as a result of changes in market prices which arises on account of movement in interest rates, liquidity, and credit quality of underlying securities.

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(Amount in lacs)

Year ended Year ended
Particulars March 31, 2025 March 31, 2024
|
Increase by 3% in price of investments 383.52 224.72
Decrease by 3% in price of investments -383.52 -224.72

Note :- 39 Disclosure requirement as per Ind AS 108 ' Operating Segment':-

Operating segments are reported in a manner consistent with the internal reporting provided to the Chief Operating Decision Maker (“CODM”) of the Company. The CODM, who is responsible for allocating resources and assessing performance of the operating segments, has been identified as the Managing Director of the Company.

The Group identified geographical locations as secondary segments. The product of the Group are sold both in the domestic & export markets.

(Amount in lacs)

Year ended Year ended
Particulars March 31, 2025 March 31, 2024
|
Revenue from operation
Within India 23,570.80 21,181.27
Outside India 34,595.12 27,770.04
TOTAL 58,165.92 48,951.31
Non Current Assets
Within India 27,330.71 28,072.09
Outside India 530.23 296.57
TOTAL 27,860.94 28,368.65

3. Information about major customers

No single customer represents 10% or more of the Group’s total revenue during the year ended March 31, 2025 and March 31, 2024.

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Note:- 40 Corporates Social Responsibility (CSR)

(Amount in lacs)

Particulars Year ended
March 31,
2025
Year ended
March 31,
2024
Amount required to be spent
Gross Amount required to be spent as per Section 135 of the Act
Add: Amount Unspent from previous years
Total of previous year shortfall /(Excess)
Total Gross amount required to be spent during the year
Amount of expenditure incurred
Shortfall / (Excess) at the end of the year
Nature of CSR activities
Amount spent during the year on
(i) Construction/acquisition of an asset
(ii) On purposes other than (i) above
Details of Related party transactions
Liability incurred by entering into contractual obligations
162.88
-
(3.52)
153.50
-
(23.53)
159.36
129.97
161.01
(1.65)
-
161.01
-
-
133.48
(3.52)
-
133.48
-
-

The Group does not have any ongoing CSR projects for both the years.

Note :- 41 Capital management

The primary objective of the Group’s capital management is to ensure that it maintains a healthy capital ratio in order to support its business and maximise shareholder value. The Group’s objective when managing capital is to safeguard their ability to continue as a going concern so that they can continue to provide returns for shareholders and benefits for other stake holders. The Group is focused on keeping strong total equity base to ensure independence, security, as well as a high financial flexibility for potential future borrowings, if required.

The Debt-Equity ratio is as follows :

(Amount in lacs `)

Particulars As at March
31, 2025
As at March
31, 2024
Total Debt 3,537.95 4,402.61
Equity 59,609.93 49,269.32
Debt Equity Ratio 0.06 0.09

Note:- 42 Basic and Diluted earning per share [EPS] computed in accordance with IND AS 33 "Earning per share"

|Particulars||2024-25
|**2023-24**<br>|
|---|---|---|---|
|Basic and diluted earnings per share||||
|Profit after tax as (Rs. in lakhs)|A|11,287.62|8,298.77|
|Weighted average number of equity shares outstanding (no. in lakhs) B||136.25|136.25|
|Basic and Diluted EPS (Rs)|A/B|82.84|60.91|
|Face value per share (Rs)||10|10|

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Note :- 43 Information in respect of micro and small enterprises as at 31 March 2025 as

required by Micro, Small and Medium Enterprises Development Act, 2006

required by Micro, Small and Medium Enterprises Development Act, 2006 (Amount in lacs)
Particulars 31-Mar-25
||**31-Mar-24**<br>
(a) Amount remaining unpaid to any supplier at the end of each accounting
year:
Principal Amount
415.76
922.04
Interest - -
(b) The amount of interest paid by the buyer in terms of section 16 of the - -
MSMED Act, along with the amount of the payment made to the
supplier beyond the appointed day during each accounting year.
(c) The amount of interest due and payable for the period of delay in - -
making payment (which have been paid but beyond the appointed day
during the year) but without adding the interest specified under the
MSMED Act.
(d) The amount of interest accrued and remaining unpaid at the end of - -
each accounting year.
(e) The amount of further interest remaining due and payable even in the - -
succeeding years, until such date when the interest dues above are
actually paid to the small enterprise, for the purpose of disallowance of
a deductible expenditure under section 23 of the MSMED Act.

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44.1 Ageing of Trade receivables
(Amount in lacs`)
31.03.2025 Outstanding for following periods from due date of Receipts Unbilled
Dues
Particulars
Not Due
Less than
6 months
6 months
- 1 year
1-2 years
years
2-3
years
More
than
3 years
Total
(I) Undisputed Trade receivables – considered good
-
8.80
171.80
12,326.52
9,620.46
2,463.79
26.63
35.03
(ii) Undisputed Trade receivables – considered
-
-
-
-
-
-
-
-
doubtful (iii) Undisputed Trade Receivables – which have
-
-
-
-
-
-
-
-
significant increase in credit risk (iv) Undisputed Trade Receivables – credit impaired
-
-
-
-
-
-
-
-
(v) Disputed Trade Receivables – considered good
-
-
-
-
-
-
-
-
(vi) Disputed Trade Receivables – which have significant
-
-
-
-
-
-
-
-
increase in credit risk (vi) Disputed Trade Receivables – credit impaired
-
Less: Provision for expected credit loss
-
-
-
(165.69)
-
-
-
-
-
8.80
171.80
12,160.83
9,620.46
2,463.79
26.63
35.03

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|Unbilled
Dues
Particulars
(I) Undisputed Trade receivables – considered good
Outstanding for following periods from due date of Receipts
-
64.85
11,129.89
8,362.87
2,318.45
241.20
33.66
Not Due
Less than
6 months
6 months
- 1 year
1-2 years
years
2-3
years
More
than
3 years
Total
31-03-2024
108.86
(Amount in lacs)|**-**|**-**|**-**|**-**|**-**||**(126.36)**|-<br>**64.85**<br>**11,003.52**<br> **8,362.87**<br> **2,318.45**<br> **241.20**<br>**33.66**<br>**108.86**<br>**44.2 Ageing of Trade payables**<br>**Particulars**<br>(I) MSME<br>(ii) Disputed dues – MSME<br>(iii) Others<br>(iv) Disputed dues - Others<br>**Total**<br>**Outstanding for following periods from due date of Payment**<br>-<br>-<br>-<br>-<br>-<br>414.14<br>-<br>2,103.80<br>-<br> **2,517.95**<br>1.62<br>-<br>193.61<br>-<br> **195.22**<br>**Unbilled**<br>**Dues**<br>**Payables**<br>**Not**<br>**Due**<br>**Less than**<br>**1 year**<br>**1-2 years**<br>**2-3 years**<br>**More than**<br>**3 years**<br>**Total**<br>-<br>-<br>0.53<br>-<br> **0.53**<br>-<br>-<br>-<br>-<br>-<br>**415.76**<br>-<br>**2,309.63**<br>-<br>**2,725.39**<br>**31 March 2025**<br>(Amount in lacs)
-
-
11.70
-
11.70|
|---|---|---|---|---|---|---|---|---|
||-|-|-|-|-||-||
||-|-|-|-|-||-||
||-|-|-|-|-||-||
||-|-|-|-|-||-||
||-|-|-|-|-||-||
||-|-|-|-|-||-||
||-|-|-|-|-|-|-||
||(ii) Undisputed Trade receivables – considered
doubtful|(iii) Undisputed Trade Receivables –which have
significant increase in credit risk|(iv) Undisputed Trade Receivables – credit impaired|(v) Disputed Trade Receivables–considered good|(vi) Disputed Trade Receivables – which have significant
increase in credit risk|(vi) Disputed Trade Receivables – credit impaired|Less: Provision for expected credit loss||

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(Amount in lacs `)

31-03-2024 31-03-2024
Outstanding for following periods from due date of Payment
Particulars Unbilled
Dues
Payables
Not
Due
Less than
1 year
1-2 years 2-3 years More than
3 years
Total
(I) MSME - 922.04 - - - - 922.04
(ii) Disputed dues – MSME - - - - - - -
(iii) Others - 2,157.18 27.44 1.18 6.70 - 2,192.50
(iv) Disputed dues - Others - - - - - - -
Total - 3,079.22 27.44 1.18 6.70 - 3,114.54

44.3 Ageing of Capital-Work-in Progress (CWIP)

44.3 Ageing of Capital-Work-in Progress (CWIP) (Amount in lacs`)
31 March 2025
Amount in CWIP for a period of
Particulars Total
Less than 1 year 1-2 years 2-3 years More than 3 years
Projects in progress 165.06 - - - 165.06
Projects temporarily suspended - - - - -
(Amount in lacs`)
31 March 2024
Amount in CWIP for a period of
Particulars Total
Less than 1 year 1-2 years 2-3 years More than 3 years
Projects in progress 159.24 - - - 159.24
Projects temporarily suspended - - - - -

There are no items in CWIP whose completion is overdue or has exceeded its cost compared to its original plan.

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Note 44.4 Shareholding of Promoters

Shares held by Promoters Shares held by Promoters Shares held by Promoters Shares held by Promoters
at the 31.03.2025 % at the 31.03.2024 %
Promoter Name No. of
Shares
% of
total
Shares
change
during
the Year
No. of
Shares
% of
total
Shares
change
during
the Year
1. Mr. Sonepal Sethi 15,20,700 11.16% 0.00% 15,20,700 11.16% 0.00%
2. Mr. Rishipal Sethi 11,76,512 8.63% 0.01% 11,76,412 8.63% 0.00%
3. Mr. Amarpal Sethi 10,33,029 7.58% 0.00% 10,33,029 7.58% 0.00%
4. Mr. Karanpal Sethi 9,70,805 7.13% 0.00% 9,70,805 7.13% 0.00%
5. Mrs. Nirmal Sethi 9,66,500 7.09% 0.00% 9,66,500 7.09% 0.00%
6. Mr. Sukhpal S Sethi 8,66,042 6.36% 0.00% 8,66,042 6.36% 0.00%
7. Mrs. Inderjeet Sethi 8,59,627 6.31% 0.00% 8,59,627 6.31% 0.00%
8. Mrs. Davinder Sethi 6,80,026 4.99% 0.00% 6,80,026 4.99% 0.00%
9. Mrs. Kamalpreet Sethi 2,27,600 1.67% 0.09% 2,27,400 1.67% 0.00%
10. Mrs. Saba Sethi 93,950 0.69% 0.00% 93,950 0.69% 0.00%
11. Mr. Amit Sethi 28,000 0.21% 0.00% 28,000 0.21% 0.00%
12. Mrs. Roshni Sethi
439

0.00%

0.00%

439

0.00%

0.00%
Total 84,23,230 61.82% 0.00% 84,22,930 61.82% 0.00%

44.5 Details of benami property held

No proceedings have been initiated on or are pending against the Group for holding benami property under the Benami Transactions (Prohibition) Act, 1988 (45 of 1988) and Rules made thereunder.

44.6 Borrowing secured against current assets

The Group has borrowings from banks and financial institutions on the basis of security of current assets. The quarterly returns or statements of current assets filed by the group with banks and financial institutions are in agreement with the books of accounts.

44.7 Wilful defaulter

The Group has not been declared wilful defaulter by any bank or financial institution or government or any government authority.

44.8 Relationship with struck off companies

The Group has no transactions with the companies struck off under Companies Act, 2013 or Companies Act, 1956.

44.9 Compliance with number of layers of companies

The Holding Company has complied with the number of layers prescribed under the Companies Act, 2013.

44.10 Compliance with approved schemes of arrangements

The Group has not entered into any scheme of arrangement which has an accounting impact on current or previous financial year.

44.11 Utilisation of borrowed funds and share premium

The Group has not advanced or loaned or invested funds to any other persons or entities, including foreign entities (Intermediaries) with the understanding that the Intermediary shall:

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  • (a) 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

  • (b) provide any guarantee, security or the like to or on behalf of the ultimate beneficiaries

The Group has not received any fund from any persons or entities, including foreign entities (Funding Party) with the understanding (whether recorded in writing or otherwise) that the Group shall:

  • (a) 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

  • (b) provide any guarantee, security or the like on behalf of the ultimate beneficiaries.

44.12 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.

44.13 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.

44.14 Valuation of PP&E and intangible asset

The Group has not revalued its property, plant and equipment (including right-of-use assets) or intangible assets or both during the current or previous year.

44.15 Title deeds of Immovable Properties

Title deeds of all immovable properties are held in the name of the Group.

44.16 Borrowings from Banks and financial institutions

The Group has used the borrowings from banks and financial institutions for the specific purpose for which it was taken.

44.17 Registration of charges / satisfaction with Registrar of Companies (ROC)

Charges / Satisfaction has been duly registered with ROC within the statutory period.

Note :- 45 Disclosure as per Schedule III to the Companies Act, 2013 45.1 Details of Subsidiaries

Name of the Entity Country
of
incorporation
Principle
Activity
of business
% of
Ownership
Interest at
31.03.2025
% of
Ownership
Interest at
31.03.2024
Foreign Subsidiaries
PIX Transmissions (Europe) Limited England Trading of rubber 100% 100%
industrial products
PIX Middle East FZC, UAE UAE Trading of rubber 100% 100%
industrial products
Step down Subsidiaries
PIX Germany GmbH Germany Trading of rubber 100% 100%
(Subsidiary of PIX Transmissions (Europe) Limited) industrial products
PIX Middle East Trading LLC UAE Trading of rubber 100% 100%
(Subsidiary of PIX Middle East FZC, UAE) industrial products

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(Amount in lacs`)
A. Parent Company
PIX Transmission Ltd.
Name of the entity
90.26%
53,805.33
92.54%
10,445.55
100.00%
6.76
As % of
consolidated
Net assets
Amount
As % of
consolidated
profit or loss
As % of
consolidated
Other
Comprehensive
Income
As at 31-03-2025
92.54%
Net worth i.e Total assets
minus Total liabilities
Share in profit or loss
Share in other
comprehensive income
Share in Total
Comprehensive Income
Amount
Amount
As % of Total
Comprehensive
Income
10,452.31
Amount
699.73
142.35
11,294.39
6.20%
1.26%
100.00%
-
-
6.76
-
-
100.00%
699.73
142.35
11,287.62
6.20%
1.26%
100.00%
4,760.29
1,044.31
59,609.93
7.99%
1.75%
100.00%
B. Subsidiary Company
(i) Foreign Subsidiaries
PIX Transmissions (Europe)
Limited, England (Consolidated)
PIX Middle East FZC, UAE
(Consolidated)
Total
(Amount in lacs`)
A. Parent Company
PIX Transmission Ltd.
Name of the entity
89.88%
44,284.08
94.37%
7,831.28
100.00%
(11.28)
As % of
consolidated
Net assets
Amount
As % of
consolidated
profit or loss
As % of
consolidated
Other
Comprehensive
Income
As at 31-03-2024
94.36%
Net worth i.e Total assets
minus Total liabilities
Share in profit or loss
Share in other
comprehensive income
Share in Total
Comprehensive Income
Amount
Amount
As % of Total
Comprehensive
Income
7,820.00
Amount
354.31
113.19
8,287.49
4.28%
1.37%
100.00%
-
-
(11.28)
-
-
100.00%
354.31
113.19
8,298.77
4.27%
1.36%
100.00%
3,815.00
1,170.24
49,269.32
7.74%
2.38%
100.00%
B. Subsidiary Company
(i) Foreign Subsidiaries
PIX Transmissions (Europe)
Limited, England (Consolidated)
PIX Middle East FZC, UAE
(Consolidated)
Total

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NOTES TO FINANCIAL STATEMENTS - CONSOLIDATED

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Note 46: Previous Year's figures

Previous Year's figure has been regrouped, re-arranged and reclassified, wherever considered necessary, to confirm with the current year’s presentation.

The accompanying notes 1 to 46 are an integral part of these consolidated financial statements

For and on behalf of the Board of Directors of PIX Transmissions Limited CIN: L25192MH1981PLC024837

As per our report of even date FOR S G C O & Co.LLP CHARTERED ACCOUNTANTS Firm Registration No : 112081W/W100184

SURESH MURARKA

PARTNER MEMBERSHIP NO: 044739

AMARPAL SETHI SONEPAL SETHI CHAIRMAN & MANAGING DIRECTOR JOINT MANAGING DIRECTOR DIN: 00129462 DIN: 00129276 RISHIPAL SETHI KARANPAL SETHI JOINT MANAGING DIRECTOR CHIEF FINANCIAL OFFICER DIN: 00129304 DIN: 01711384

SHYBU VARGHESE

PLACE: MUMBAI DATE : MAY 23, 2025

COMPANY SECRETARY

PLACE: MUMBAI DATE : MAY 23, 2025

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ATTENDANCE SLIP

PIX TRANSMISSIONS LTD

CIN: L25192MH1981PLC024837 Registered office: J-7 M.I.D.C., HINGNA ROAD NAGPUR-440 016

PLEASE COMPLETE THIS ATTENDANCE SLIP AND HAND IT OVER AT THE ENTRANCE OF THE HALL Joint Shareholders may obtain additional attendance slips on request.

NAME & ADDRESS OF THE SHARE HOLDERS Regd. Folio No No. of Shares

I hereby record my presence at the 43rd ANNUAL GENERAL MEETING of the Company at J-7, M.I.D.C. Hingna Road, Nagpur-440 016, on Saturday, 26th July 2025 at 09:30 A.M.

SIGNATURE OF THE SHARE HOLDER OR THE PROXY ATTENDING THE MEETING

SHAREHOLDER PROXY

ROUTE MAP

Nagpur Railway Station to PIX Transmissions Limited

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Dr. Babasaheb Ambedkar International Airport to PIX Transmissions Limited

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PIX TRANSMISSIONS LIMITED Registered Office: J-7, M.I.D.C., Hingna Road, Nagpur – 440 016 CIN: L25192MH1981PLC024837 Tel: 07104-669000, Fax: 07104-669007/8 Website: www.pixtrans.com. E-mail: [email protected]

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Form No. MGT-11

PROXY FORM

[Pursuant to Section 105(6) of the Companies Act, 2013 and Rule 19(3) of the Companies (Management and Administration) Rules, 2014]

Name of the Member(s):__________ Registered address:______________

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

E-mail id:____ Folio No./DP ID and Client ID:____
I/We, being the members(s) of _
shares of the above named Company, hereby appoint
1. Name: _____ E-mail id: ____
Address: __________
Signature:
or failing him/her
2. Name:
____
E-mail id: _____
Address:
__________
Signature:
----- End of picture text -----

as my/our proxy to attend and vote, in case of a poll, for me/us and on my/our behalf at the 43rd Annual General Meeting of the Company, to be held on Saturday, the 26th day of July, 2025 at 9.30 A.M. at the Registered Office of the Company and at any adjournment thereof in respect of such resolutions and in such manner as are indicated below:

below:
Res. No Description For Against
1.
2.
3.
4.
5.
6.
7.
8.
9.
Adoption of Annual Accounts and Reports thereon for the financial year ended
31st March, 2025.
Declaration of dividend
Re-election of Mr. Amarpal Sethi as Director
Re-election of Mr. Sonepal Sethi as Director
Appointment of M/s Z.M. Shaikh & Associates, Practicing Company
Secretaries, as Secretarial Auditors.
Continuation of Mrs. Abhilasha Hattangdi as Independent Director beyond the
age of 75 years.
Re-appointment of Mr. Amit Lala as Independent Director.
Appointment of Mr. Thakur G Hotchandani as Independent Director.
Ratify the remuneration of Cost Auditor for the FY 2025-26
Signed this__Day of__ 2025
Signature_ _

Affix
revenue
stamp

Notes:

  1. Please put a “P“ in the Box in the appropriate column against the respective resolutions. If you leave the ‘For’ or ‘Against’ column blank against any or all the resolutions, your proxy will be entitled to vote in the manner as he/she thinks appropriate.

  2. A Proxy need not be a Member of the Company. Pursuant to the provisions of Section 105 of the Companies Act, 2013, a person can act as proxy on behalf of not more than fifty Members and holding in aggregate not more than ten percent of the total Share Capital of the Company. Members holding more than ten percent of the total Share Capital of the Company may appoint a single person as proxy, who shall not act as proxy for any other Member.

  3. 3 This form of Proxy, to be effective, should be deposited at the Registered Office of the Company at J-7, MIDC, HINGNA ROAD, Nagpur-440016 not later than FORTY EIGHT HOURS before the commencement of the aforesaid meeting.

243

Annual Report 2024-25 I PIX TRANSMISSIONS LIMITED

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