The Board of Directors is pleased to present the 17^th Boards' Report of the company, along with the Audited Financial Results for the year ended March 31, 2024.

FINANCIAL RESULTS

The highlight of the Standalone and Consolidate financial performance of the Company for the year ended March 31, 2024 is summarized as follows: (Rs. In Lakhs)

REVIEW OF OPERATION

During the year under review, the Company has earned a total revenue from operations of Rs. 12614.67 Lakhs for the year ended March 31, 2024 as against Rs. 11,585.41 Lakhs in the previous financial year. The Company has recorded a profit (PBT) of Rs. 1860.04 Lakhs for the year ended March 31, 2024 as compared to Rs. 1308.27 Lakhs in the previous financial year. The Profit/ (Loss) after Tax (PAT) for the year ended March 31, 2024 stood at Rs. 1383.31 Lakhs as compared to Rs. 966.15 Lakhs in the previous financial year. Earnings per share (EPS) for the financial year 2023-24 is Rs. 16.04, showing an increase from the previous year's Rs. 12.65.

DIVIDEND

The Board of Directors does not recommend any dividend for the financial year ended on 31^st March, 2024 in order to conserve resources for future development.

INVESTOR EDUCATION AND PROTECTION FUND

The Company has no amount lying under unpaid dividend or unpaid interest account or such other amount as mentioned under section 124 of the Companies Act, 2013 and hence no amount is required to be transferred to the Investor Education and Protection Fund.

TRANSFER TO RESERVES

The Board of Directors has not recommended any amount to be transferred to reserve for the financial year ended 31^st March, 2024

CHANGE IN NATURE OF BUSINESS. IF ANY

During the year, there was no change in the nature of business of the Company.

FUTURE OUTLOOK

The company is pursuing backward integration with goal of achieving cost saving, improved efficiency and increase revenue. We are also pursuing forward integration to change grain size , refine magnetic and electrical properties to increase the resistance to corrosion as well as resistance to wear.

SHARE CAPITAL AUTHORIZED SHARE CAPITAL

The Authorized Share Capital of the Company as on March 31, 2024 was Rs 11,00,00,000/-(Rupees Eleven Crore) divided into 11,000,000 shares of Rs 10/- each.

ISSUED AND PAID-UP CAPITAL

The Paid-up Equity Share Capital as on March 31, 2024 was Rs. 10,48,84,100/- (Rupees Ten Crore Forty Eight Lakh Eight Four Thousand One Hundred Only) divided into 1,04,88,410 Shares of Rs. 10/- each.

The equity shares of the company are listed on the SME Platform of Bombay Stock Exchange (“BSE”)

INITIAL PUBLIC OFFER:

During the year under review, your Company has successfully completed its Initial Public Offer (IPO) and has infused funds by offering 27,62,000 fresh Equity Shares (the “Fresh Issue”) to the public. Fresh Issue (the “IPO”) was offered to various categories of investors cluding Qualified Institutional Buyers, Retail Individual Investors, Non-Institutional Investors, Non-Resident Indians, and Registered Foreign Portfolio Investors, as permitted under the SEBI (Issue of Capital and Disclosure Requirements) Regulations, 2018 and other applicable laws. The Equity Shares of the Company are listed on December 6, 2023 on the Bombay Stock Exchange Limited (“Stock Exchange”) on the BSE-SME Platform. All the Equity shares of the Company are in dematerialized form with either of the depositories viz. NSDL and CDSL. The ISIN no. allotted to the Equity shares of the Company is INE0P9J01013.

LISTING OF SHARES:

The Company's equity shares are listed on SME platform of Bombay Stock Exchange of India Limited with Symbol AMIC. The Company is regular in payment of Annual Listing Fees. The Company has paid Listing Fees up to the year 2024-25.

ALTERATION OF ARTICLES OF ASSOCIATION

Your Company has replaced its Articles of Association (AOA) as per the requirements of the Companies Act, 2013 by passing a special resolution at the Extraordinary General Meeting.

SEGMENT

The Company is engaged only in one segment i.e. Steel forgings and machined heavy precision part.

DETAILS OF SUBSIDIARY / JOINT VENTURES / ASSOCIATE COMPANY

The Company does not have any joint ventures. However, the company has following subsidiary or associate Company/LLP:

DEPOSITS

Your company has not accepted any deposits under section 73 of the Companies Act 2013 during the year and there is no outstanding amount of principal or interest as on the date of the balance sheet.

PARTICULARS OF LOANS. GURANTEES AND INVESTMENTS:

The Company has granted Loan, or advances in the nature of loan or stood guarantee or provided security to the following person or entity.

However, the company has not made Investment through more than two layers of Investment Companies in accordance with Section 186 of the Act

MATERIAL CHANGES AND COMMITMENT IF ANY AFFECTING THE FINANCIAL POSITION OF THE COMPANY OCCURRED BETWEEN THE END OF THE FINANCIAL YEAR TO WHICH THIS FINANCIAL STATEMENTS RELATE AND THE DATE OF THE REPORT:

There are no material changes and commitments affecting the financial position of the Company which have occurred between the end date of Financial year and the date of this Report.

DETAILS OF SIGNIFICANT AND MATERIAL ORDERS PASSED BY THE REGULATORS OR COURTS OR TRIBUNALS IMPACTING THE GOING CONCERN STATUS AND COMPANIES OPERATIONS IN FUTURE

There are no significant and material orders passed by the regulators, courts or tribunals, which affect the going concern status of the Company and its operations in future.

INTERNAL FINANCIAL CONTROL

The Company has in place adequate Internal Financial Control as required under section 134(5)(e) of the Companies Act, 2013 and the same was evaluated by the Audit Committee. During the year such controls were tested with reference to financial statements and no material weakness in the formulation or operations were observed. The Statutory Auditors of the Company conducted audit on the Company's internal financial control over financial reporting and the report of the same is annexed with Auditors' Report.

PARTICULARS OF EMPLOYEES

Your Directors place on record the sense of appreciation for the valuable contribution made by the staff members of the Company and hope that their continued support will help in achieving the goals of the Company.

Disclosure pertaining to remuneration and other details as required under Section 197 of the Companies Act, 2013 read with Rule 5(1) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 is attached as Annexure ‘I'.

In terms of the provisions of Section 197(12) of the Act read with Rules 5(2) and 5(3) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, as amended, a statement showing the names and other particulars of the employees in terms of the remuneration is attached as Annexure ‘IA'.

DIRECTORS & KEY MANAGERIAL PERSONNEL:

The following is the composition of the Board as on 31 March 2024.

Retirement by Rotation

Mr. Anshul Chamaria, Non-Executive Director of the Company, will retire by rotation and being eligible, offered himself for re-appointment at the ensuing Annual General Meeting (AGM).

Appointment & resignation of Directors & KMP

During the year under review following are the changes in the Directors & KMP-

- Mr. Anshul Chamaria was designated as an Executive Director of the Company from non executive Director w.e.f. 4th July, 2023.

- Mr Parma Nand Gupta, who was appointed as additional Independent Director of the Company with effect from 1^st March, 2023 got regularize in the EGM held on 25^th July, 2023.

- Mr Pravin Poddar, who was appointed as additional Independent Director of the Company with effect from 1^st March, 2023 got regularize in the EGM held on 25^th July, 2023

DECLARATION BY INDEPENDENT DIRECTORS

The Company has received declarations from all the Independent Directors of the Company confirming that:

a. they meet the criteria of independence as prescribed under section 149 of the Companies Act, 2013 and SEBI (Listing Obligations and Disclosure Requirements) Regulations 2015; and

b. they have registered their names in the Independent Directors' Databank p ursuant to Sub-rule (1) and (2) of Rule 6 of the Companies (Appointment and Qualifications of Directors) Rules, 2014 and amendments thereto

NUMBER OF MEETING OF THE BOARD

During the year under review 20 (Twenty) Board meetings were convened and held respectively on the following dates: 29.04.2023, 07.06.2023, 22.06.2023, 01.07.2023,

04.07.2023, 14.07.2023, 25.07.2023, 05.08.2023, 10.08.2023, 21.08.2023, 25.08.2023,

31.08.2023, 25.09.2023, 21.11.2023, 28.11.2023, 02.12.2023, 04.12.2023, 11.12.2023,

26.12.2023 and 22.03.2024

The maximum time gap between any two consecutive meetings did not exceed 120 (One Hundred Twenty) days.

COMMITTEE OF THE BOARD

As on 31st March, 2024, the Board have 4 (four) Committees viz. Audit Committee, Nomination and Remuneration Committee, Stakeholder's Relationship Committee and Corporate Social Responsibility Committee.

NUMBER OF COMMITTEE MEETING:

1. Audit Committee

The composition of the Audit Committee has been precisely structured to align with the requirements outlined in Section 177 of the Companies Act, 2013 and Regulation 18 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015. The members of the Audit Committee collectively possess substantial financial and accounting expertise, ensuring a high level of proficiency within the committee. The committee is comprised of 3 members, and the Company Secretary is the Secretary of the committee. The detail of the composition of the Audit Committee along with their meetings held/ attended is as follows:

All the recommendation made by the Audit Committee in the financial year 2023-24 was approved by the Board.

During the year under review, meetings of Audit Committee were held on the following dates:

2. Nomination & Remuneration Committee:

The Nomination & Remuneration Committees composition meets with the requirement of section 178 of the companies Act, 2013 and Regulation 19 of SEBI (Listing Obligations and Disclosures Requirements) Regulations, 2015. The Members of the Nomination & Remuneration Policy possess sound knowledge/expertise/exposure. The Committee comprised of 3 members as per Table here in below.

The Company Secretary is the Secretary and Compliance Officer of the Committee.

The detail of a composition of the Nomination & Remuneration Committee along with their meetings held/ attended are as follows: -

During the year under review, one meeting of Nomination & Remuneration Committee on

25.09.2024 was held.

3. Stakeholder Relationship Committee:

The Stakeholders Relationship Committee meets with the requirement of Section 178 of the Companies Act, 2013 and Regulation 20 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015. The Stakeholders Relationship Committee is mainly responsible to review all grievances connected with the Company's transfer of securities and Redressal of shareholders / Investors / Security Holders Complaints. The Committee comprised of 3 members as per Table here in below.

The Company Secretary is the Secretary and Compliance Officer of the Committee.

The detail of a composition of the said Committee along with their meetings held/ attended is as follows: -

During the year under review, two meetings of Stakeholders Relationship Committee on

25.09.2024 and 10.01.2024 were held.

Securities and Exchange Board of India (‘SEBI') Complaints Redress System ("SCORES").

All the investor complaints pertaining to the listed Companies will be electronically sent through SCORES and the Companies or their appointed Registrar & Share Transfer Agent (R&TA/ STA) are required to view the pending complaints and submit ‘Action Taken Report' (‘ATRs') along with necessary documents electronically in SCORES. Further, there is no need to file any physical ATRs with SEBI. The Company had completed the required registration under SCORES to efficiently and effectively redress the investors/shareholders complaints on time.

4. Corporate Social Responsibility Committee

The composition, powers, role and terms of reference of the Committee are in accordance with the requirements mandated under Section 135 of the Companies Act, 2013.

Brief Terms of Reference of the Committee inter-alia includes:

> Formulate and recommend to the Board, a CSR Policy indicating the activities to be undertaken by the Company as specified in Schedule VII of the Act;

> Recommend the amount of expenditure to be incurred on the activities mentioned in the CSR Policy and monitor the CSR Policy;

> To institute a transparent monitoring mechanism for implementation of the CSR projects or programs or activities undertaken by the Company.

2 (Two) Corporate Social Responsibility Committee Meetings were held during the year 2023-24. The details are given below:

The Corporate Social Responsibility Committee comprises the following Directors and their attendance in the Committee Meeting is given below:

Independent Directors

During the year 2023-24, a meeting of the Independent Directors of the Company was held on 23rd March, 2024. The matters discussed at the Independent Directors Meeting, inter alia, included the evaluation of the performance of Non-Independent Directors including the Chairman of the Company. The performance evaluation criteria for Independent Directors are mentioned in the Report of the Board of Directors.

All Independent Directors have given declarations that they meet the criteria of independence as laid down under Section 149(6) of the Companies Act, 2013 and Regulation 16(1) (b) of the SEBI (LODR), Regulations, 2015. In the opinion of the Board and on due assessment, the Independent Directors, fulfills the conditions of independence as specified in the Companies Act, 2013 and the LODR, Regulations, 2015.

STATUTORY AUDITORS

The present Statutory Auditors, M/s AAA & Associates, Chartered Accountants (FRN 324719E), holds office upto the conclusion of the Annual General Meeting (AGM) to be held for the financial year 2023-24.

As per the provisions of Section 139 of the Companies Act, 2013 and rules made thereunder it is mandatory for the Company to rotate the current Statutory Auditors on completion of maximum term as permitted under the Act and rules made thereto. Accordingly, based on the recommendation of Audit Committee, the Board of Directors has appointed M/s. M/s K N Gutgutia & Co. Chartered Accountants, Kolkata (Firm Registration No. 304153E.) as Statutory Auditors of the Company to hold office of the Statutory Auditors from the conclusion of the Seventeenth Annual General Meeting of the Company to be held for the financial year 2023-24 till the Twenty Second Annual General Meeting of the Company subject to the approval of the Shareholders in the Annual General Meeting. Requisite letter pursuant to Section 139 and 141 of the Companies Act, 2013 from M/s K N Gutgutia & Co. Chartered Accountants, Kolkata (Firm Registration No. 304153E.) about their consent and eligibility for appointment as the Statutory Auditors of the Company has been received by the Company.

AUDITORS’ REMARKS

The Notes on the financial statements referred to in the Auditor's Report are self -explanatory and do not call for any further comments. The Auditor's Report does not contain any qualification, reservation or adverse remark.

SECRETARIAL AUDITORS

The Board had appointed Mr. B K Barik, Practicing Company Secretary, as the Secretarial Auditor of the Company to carry out the Secretarial Audit for the year 2024-25 under the provisions of section 204 of the Companies Act, 2013 and the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 and Regulation 24A of the Listing Regulations.

The Secretarial Audit Report in Form MR-3 for the year ended on 31st March, 2024 is attached as Annexure ‘II', which is self-explanatory and hence do not call for any further explanation and the Report does not contain any qualification, reservation, adverse remark.

COST RECORDS

The provisions of Section 148 of the Companies Act, 2013 read with Notifications/ Circulars issued by the Ministry of Corporate affairs from time to time, regarding maintenance of Cost records are applicable to the company.

COST AUDITOR

The Company had received consent and confirmation of eligibility pursuant to section 148 of the Companies Act, 2013 from M/s Sohan Lal Jalan and Associates, cost Accountants regarding their appointment as the Cost Auditors of the Company for the financial year 2024-25. Thereafter, the Board of Directors on recommendation of the Audit Committee has appointed M/s Sohan Lal Jalan and Associates, cost Accountants, as the Cost Auditors of the Company for the financial year 2024-25. Accordingly, remuneration, as recommended by the Board, would be paid to M/s. Sohan Lal Jalan and Associates, for the financial year 2024-25, subject to ratification of the members at the ensuing AGM.

DISCLOSURE RELATING TO MATERIAL VARIATIONS

As per Regulation 32(1) of the Listing Regulations, details of Statement of material variation or deviation are available on company website at www.amicforgings.com

BUSINESS RISK MANAGEMENT

Every business is subject to risks, uncertainties that could cause actual results to differ materially from those contemplated. The Company has in place a mechanism comprising of regular audits and checks to inform the Board members about the Risk assessment and mitigation plans and periodical reviews to ensure that the critical risks are controlled by the management. Major risks identified are systematically addressed through risk mitigation actions on a continuing basis.

OBLIGATION OF COMPANY UNDER THE SEXUAL HARASSMENT OF WOMEN AT WORKPLACE (PREVENTION, PROHIBITION AND REDRESSAL) ACT. 2013

The Company has in place the Policy on Prevention of Sexual Harassment in line with the requirements of the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013. Internal Complaints Committee (ICC) has been set up to redress complaints received regarding sexual harassment. All employees (permanent, contractual, temporary, trainees) are covered under this Policy. The Policy is gender neutral.

The summary of the Sexual Harassment complaints received during the 2023-24 are as under:

REPORTING OF FRAUDS BY AUDITORS

During the year under review, the Statutory Auditors have not reported to the Board, under Section 143(12) of the Act, any instances of fraud committed against the Company by its officers or employees, hence, there is nothing to be mentioned in the Board's report in this regard.

INSIDER TRADING & STRUCTURED DIGITAL DATABASE

The Company has implemented the Code of Internal Procedure & Conduct as required under the extant SEBI (Prohibition of Insider Trading) Regulations, 2015. The Company has also in existence a Structured Digital Database as mandated under the above Regulations.

DIRECTORS RESPONSIBILITY STATEMENT

In terms of Section 134(3) (c) of the Companies Act, 2013 the director would like to state that :

i. In the preparation of the annual accounts, the applicable accounting standards had been followed along with proper explanation relating to material departures, if any;

ii. The directors had selected such accounting policies and applied them consistently and made judgments and estimates that are reasonable and prudent so as to give a true and fair view of the state of affairs of the Company at the end of the financial year and of the profit of the company for that period;

iii. The directors had taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of the Companies Act 2013 for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities;

iv. The directors had prepared the annual accounts on a going concern basis.

v. The directors had laid down internal financial controls to be followed by the company and that such internal financial controls are adequate and were operating effectively, and

vi. The directors had devised proper system to ensure compliance with the provision of all applicable laws and that such system were adequate and operating effectively.

WEB ADDRESS OF ANNUAL RETURN

The draft Annual Return (e-Form MGT-7) of the Company for the year ended 31st March, 2024 pursuant to the provisions of Section 134(3)(a) and Section 92 of the Companies Act, 2013 is available on the Company's website and can be accessed at www.amicforgings.com.

PARTICULARS OF CONTRACTS AND ARRANGEMENTS MADE WITH RELATED PARTY

During the year under review, contracts or arrangements entered into with the related party, as defined under section 2(76) of the Companies Act, 2013 were in the ordinary course of business on arm's length basis. During the year the Company has not entered into any materially significant related party transactions which may have potential conflict with the interest of the Company at large. Further, all related party transactions entered into by the Company are placed before the Audit Committee for its approval. Suitable disclosures as required are provided in AS-18 which forms the part of the notes to the Financial Statement. In line with the requirements of the Companies Act, 2013 and SEBI Listing Regulation 2015, the Company has formulated a Policy on Related Party Transactions which is also available on Company's Website at www.amicforgings.com.

The particulars of the contracts or arrangements entered into by the Company with related parties as referred to in Section 134 (3) (h) read with section 188(1) of the Act framed thereunder, in the Form No. AOC-2 are annexed and marked as “Annexure -III”.

SECRETARIAL STANDARDS

The Company generally complies with all applicable secretarial standards, issued by the Institute of Company Secretaries of India and made applicable as per Section 118(10) of The Companies Act, 2013.

CORPORATE SOCIAL RESPONSIBILITY

The Company has been carrying out Corporate Social Responsibility (CSR) activities under the applicable provisions of Section 135 read with schedule VII (as amended from time to time) of the Companies Act, 2013 and the Companies Corporate Social Responsibility Policy Rules, 2014. Your Company believes in making lasting impact towards creating a just, equitable, humane and sustainable society. The CSR Policy of the Company is available on the Company's website at www.amicforgings.com. The Annual Report on CSR Activities' is attached as Annexure ‘IV' to this report.

MANAGEMENT DISCUSSION & ANALYSIS REPORTS:

A detailed report on Management Discussion and Analysis Report is included in this Report as “Annexure — V”.

CORPORATE GOVERNANCE REPORT:

Since the company has been listed on SME Platform of Bombay Stock Exchange Limited (BSE), by virtue of regulation 15 (2) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, the compliance with the corporate governance provisions as specified in regulation 17 to 27 and clause B to (1) of sub regulation (2) of Regulation 46 and Para C, D and E of Schedule V relating to Corporate Governance Report, shall not apply to company listed on SME Exchange. Hence, Corporate Governance Report does not form a part of this Board Report, though we are committed for the best corporate governance practices.

PRATICULARS OF ENERGY CONSERVATION. ETC.

Particulars with respect to conservation of energy as per rule 8(3) of the Companies (Accounts) Rule, 2014 are as under:

1. Conservation of energy : NIL

2. Technology Absorption : NIL

FOREIGN EXCHANGE EARNING AND OUT GO

a. Foreign Exchange Earning : 1482.83 Lacs

b. Foreign Exchange out go : 8.83 Lacs

INDUSTRIAL RELATIONSHIP

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

DETAILS OF APPLICATION UNDER THE INSOLVENCY AND BANKRUPTCY CODE. 2016

There is nothing to report under this for the year under review.

DETAILS ON ONE TIME SETTLEMENT

There is nothing to report under this for the year under review.

ACKNOWLEDGEMENT

Your Directors would like to express their sincere thanks to various State and Central Government Department, bankers, Consultants, Advisors, shareholders and Investors for their valuable co-operation and continued support throughout the year to the Company. Your Directors would also sincerely acknowledge the significant contribution made by the Executives, Staff and workers for their dedicated services to the company.

For and on behalf of the Board of Directors AMIC Forging Limited

Sd/- Sd/-

Girdhari Lal Chamaria Anshul Chamaria

Managing Director Director

DIN: 00513552 DIN: 06586643

Date;- 30^th May, 2024 Place: Kolkata