ALPHA TRIBE

Nitin Castings LtdOthers, 06-08-2025: Others

06-08-2025 | 11:01 am

Date: 06th August, 2025

To,

BSE Limited,

25th Floor, P J Towers,

Dalal Street,

Mumbai – 400 001.

Scrip Code: 508875

Sub: Notice of the 42nd Annual General Meeting of Nitin Castings Limited and Annual

Report 2024-25

Dear Madam/ Sir,

The 42nd Annual General Meeting (‘AGM’) of Nitin Castings Limited (‘the Company’) will

be held on Monday, 01st September, 2025 at 12.00 Noon (IST) through Video Conferencing

(VC) / Other Audio Visual Means (OVAM). Pursuant to Regulations 30 and 34 of the SEBI

(Listing Obligations and Disclosure Requirements) Regulations, 2015, we are submitting

herewith the Notice of AGM for the βinancial year 2024-25 along with the Annual Report

of the Company which is being sent through electronic and physical mode to the Members

of the Company.

The Annual Report containing the Notice is also available on the website of the Company

at www.nitincastings.com.

Please take the above on record.

Thanking You.

FOR NITIN CASTINGS LIMITED

NITIN KEDIA

MANAGING DIRECTOR

DIN: 00050749

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NITIN CASTINGS LIMITED

CIN: L65990MH1982PLC028822

42nd Annual Report

2024 -25

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NITIN CASTINGS LIMITEDAnnual Report – 2024-25

Board of Directors

Mr. Nitin S. Kedia – Chairman and Managing Director

Mr. Nirmal B. Kedia – Executive Director

Mr. Nipun N. Kedia – Executive Director

Mr. Arvind B. Jalan – Independent - Non-Executive Director

Mrs. Jayaprakash Preethi – Independent - Non-Executive Director

Mr. Chintan T. Rambhia – Independent – Non-Executive Director

Chief Financial Officer

Mr. Nirmal Kedia

Company Secretary

Mr. Ishan Verma

Bankers

ICICI Bank Limited

Axis Bank Limited

Statutory Auditors

Jhunjhunwala Jain & Associates LLP

Chartered Accountants

Legal Advisors

Narayanan & Narayanan

Advocate & Solicitor

Registered Office

202, 2nd F loor,

Rahul Mittal Industrial Premises Co-op Soc. Ltd.,

Sanjay Building No. 3, Sir M.V. Road,

Andheri (East), Mumbai – 400 059

Corporate Office

Prestige Precinct, 3rd F loor,

Almeida Road, Panchpakhadi,

Thane (West) – 400 601

Works

1) Plot No. 183/1, Surangi, Silvassa,

Dadra & Nagar Haveli – 396 230

2) Plot No. 7, Survey No. 679/1,

Village- Karvad, Taluka-Vapi,

District-Valsad, Gujarat - 396195

Registrar & Share Transfer Agent

M/s. MUFG Intime India Pvt. Ltd

C-101, 247 Park, L.B.S. Marg,

Vikhroli (West), Mumbai -400083

Website:

www.nitincastings.com

Contents ......................................................Page No.

Notice ....................................................................................2

Directors’ Report ..........................................................18

AOC-1 & AOC-2 .........................................................26,28

Secretarial Audit Report ...........................................32

Management Discussions and Analysis ............36

Corporate Governance ..............................................40

Certificate from Directors .......................................56

Auditors Certificate on CG ........................................57

Certificate of Non-Disqualification .....................59

Auditors Report ............................................................60

Balance Sheet .................................................................72

Profit And Loss Statement .......................................73

Cash Flow ..........................................................................74

Notes To Accounts .......................................................77

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NITIN CASTINGS LIMITEDAnnual Report – 2024-25

1

Date: August 6, 2025

To ,

The Department of Corporate Services,

BSE Limited, Listing Department,

Phiroze Jeejeebhoy Towers,

Dalal Street- Fort,

Mumbai – 400 001

Scrip Code: 508875

Sub: Annual Report 2024-2025 and Notice of the 42nd Annual General Meeting of Nitin Castings Limited.

Dear Madam/ Sir,

With reference to the subject matter and in compliance with Regulation 34 of SEBI (Listing Obligations and

Disclosure Requirements) Regulations, 2015, enclosed herewith the Annual Report for the Financial Year 2024-

25 being sent today i.e. August 6, 2025 through electronic mode to those Members whose e-mail addresses are

registered with the Company/Registrar and Transfer Agent/ Depositories. Further, the 42nd Annual General

Meeting (AGM” of Nitin Castings Limited (‘the Company) will be held on Monday, September 1, 2025 at 12.00

Noon (IST) through Video Conferencing / Other Audio-Visual Mean (VC/AOVM).

The Annual Report containing the Notice is also available on the website of the Company at

www.nitincastings.com.

Please take the above on record.

Thanking You.

Yours Truly,

For Nitin Castings Limited

NITIN KEDIA

MANGING DIRECTOR

DIN: 00050749

Encl: a/a

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NITIN CASTINGS LIMITEDAnnual Report – 2024-25

2

NOTICE OF 42nd ANNUAL GENERAL MEETING

Notice is hereby given that the Forty Second (42nd) Annual General Meeting (“AGM”) of the members of Nitin

Castings Limited (‘‘Company’’) will be held on Monday, September 1, 2025 at 12:00 noon (IST) through Video

Conferencing (VC)/ Other Audio Visual Means (“OAVM”) without the physical presence of the Members at a

common venue in conformity with the regulatory provisions and circulars issued by Ministry of Corporate

Affairs, Government of India to transact the following business:

ORDINARY BUSINESS:

1. To receive, consider and adopt the Audited Standalone Financial Statements of the Company for the

Financial Year ended 31st March, 2025, including the Audited Balance Sheet as at 31st March, 2025 and

the Statement of Profit and Loss of the Company for the year ended on that date, along with the reports

of the Board of Directors and Auditors thereon.

2. To appoint a Director in place of Mr. Nipun Kedia (DIN: 02356010) who retires by rotation and, being

eligible, offers himself for re-election.

3. To declare and approve final dividend of Rs. 3/- per equity share for the year ended 31st March, 2025:

“RESOLVED THAT, in pursuance to the provisions under Section 123 of the Companies Act, 2013 read

with Companies (Declaration and Payment of Dividend) Rules, 2014, and subject to the approval of

the members at the ensuing Annual General Meeting, the Board based on recommendation of Audit

committee do hereby recommend a dividend of Rs. 3/- per equity share of Rs. 5/- each fully paid up of

the Company.

“RESOLVED FURTHER THAT, the dividend is paid out of the free reserves of the Company for the

financial year ended 31st March, 2025 to the equity shareholders whose names appear on the Register of

Members as on the Record date i.e. 25th August, 2025.”

“RESOLVED FURTHER THAT, any one Director of the Company be and is hereby authorized to do all

such acts, deeds and things as may be incidental or necessary to give effect to this resolution.”

SPECIAL BUSINESS:

4. Ratification/Approval for transaction with Related Parties

To consider, and if thought fit to pass with or without modification, the following Resolution as an

Ordinary Resolution:

“RESOLVED THAT pursuant to the provisions of Section 177, 188 and other applicable provisions, if

any, of the Companies Act, 2013 (‘the Act’), read with rules made thereunder (‘the Rules’), including

any statutory modification(s) or amendment(s) thereto or substitution(s) or re-enactment(s) made

thereof for the time being in force and pursuant to Regulation 23 of the SEBI (Listing Obligations and

Disclosure Requirements) Regulations, 2015, as amended and subject to such other approvals, consents,

permissions and sanctions of any authorities, as may be necessary, the approval of the Members be and

is hereby accorded to ratify/approve the existing and proposed related party contracts, arrangements,

agreements or transactions (hereinafter collectively referred to as “Transactions”) as detailed in the

explanatory statement annexed to the notice convening this meeting up to the limits specified therein,

which are in the ordinary course of business and on arm’s length basis, and in which certain Directors

may be deemed to be interested.

RESOLVED FURTHER THAT for the purpose of giving effect to the above Resolution, any one Director

and/ or the Company Secretary of the Company be and are hereby authorized, jointly and/or severally,

to agree, accept and finalize all such terms, condition(s), modification(s) and alteration(s) as they may

deem fit and execute all agreements, addendum agreements, documents and writings and to do all acts,

deeds and things in this connection and incidental thereto as the Board in its absolute discretion may

deem fit.”

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NITIN CASTINGS LIMITEDAnnual Report – 2024-25

3

5. To ratify the remuneration payable to the Cost Auditors of the company for the financial year

2025-26:

To consider, and if thought fit to pass with or without modification, the following Resolution as an

Ordinary Resolution:

“RESOLVED THAT, pursuant to the provisions of Section 148 and other applicable provisions of the

Companies Act, 2013 read with Companies (Audit and Auditors) Rules,2014, Companies (Cost Record

& Audit Rules), 2014 and other applicable (including any statutory modification(s) or re-enactment(s)

thereof for the time being in force), on recommendation of the Audit Committee and approval of

the Board of Directors the remuneration payable to M/s. NKJ & Associates, Cost Accountants (Firm

Registration Number: PROP/01515), appointed by the Board of Directors as the Cost Auditors of the

Company to conduct the audit of the cost records of the Company for the financial year ending on 2025-

2026, amounting to Rs. 30,000/- (Rupees Thirty Thousand Only) plus out of pocket expenses incurred

in connection with the aforesaid audit and applicable taxes, be and is hereby ratified.”

“RESOLVED FURTHER THAT, the Board of Directors of the Company be and is hereby severally authorized

to submit the necessary intimation in form/ e-form to various Authorities/Central Government for

appointment of Cost Auditors by the Company and do such other acts as may be necessary for time to

time to make the resolution effective.”

6. Appointment of Secretarial Auditor

To consider, and if thought fit to pass with or without modification, the following Resolution as an

Ordinary Resolution:

“RESOLVED THAT pursuant to the provisions of Section 204 and other applicable provisions, if any, of

the Companies Act, 2013 (“the Act”), read with Rule 9 of the Companies (Appointment & Remuneration

of Managerial Personnel) Rules, 2014, (including any statutory modification(s) or re-enactment(s)

thereof, for the time being in force), and Regulation 24A of the Securities and Exchange Board of India

(Listing Obligations and Disclosure Requirements) Regulations, 2015, as amended, and based on the

recommendation of the Audit Committee and the approval of the Board of Directors of the Company,

consent of the Company be and is hereby accorded for appointment of Ms. Kala Agarwal, Practising

Company Secretaries (COP-5356) as the Secretarial Auditor of the Company for a period of five (5) years,

commencing from FY 2025-26 till FY 2029-2030, to conduct a Secretarial Audit of the Company and to

furnish the Secretarial Audit Report.

RESOLVED FURTHER THAT the Board of Directors of the Company be and are hereby authorized to fix

the annual remuneration plus applicable taxes and out-of-pocket expenses payable to them during their

tenure as the Secretarial Auditors of the Company, as determined by the Audit Committee in consultation

with the said Secretarial Auditors.

RESOLVED FURTHER THAT the Board of Directors be and are hereby authorized to take such steps and

do all such acts, deeds, matters, and things as may be considered necessary, proper, and expedient to give

effect to this Resolution.

7. Increase in Managerial Remuneration Payable to Mr. Nitin Kedia, Chairman and Managing

Director:

“RESOLVED THAT pursuant to Section 197, 198 Schedule V and other applicable provisions, if

any, of the Companies Act, 2013, (the ‘Act’) read with the Rules made thereunder, including any

amendment(s), modification(s) or re-enactment(s) thereof for the time being in force, and pursuant to

the recommendation of the Nomination and Remuneration Committee and the Board of Directors of the

Company, the approval of the members of the Company, be and is hereby accorded for the revision in the

remuneration of Mr. Nitin Kedia (DIN: 00050749), Chairman and Managing Director of the Company on

following terms and conditions with effect from 01st April, 2025 for a period of 3 years:

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NITIN CASTINGS LIMITEDAnnual Report – 2024-25

4

ParticularsAmount

Basic SalaryRs.4.0 Lakhs per month with such increase as the Board may decide from time to time

HRARs. 2.00 Lakhs per month

ConveyanceRs. 1.00 Lakhs per month

Education AllowanceRs. 1.00 Lakhs per month

Medical AllowanceRs. 0.50 Lakhs per month

Special AllowanceRs. 1.50 Lakhs per month

RESOLVED FURTHER THAT any Director of the Company or the Company Secretary of the Company

be and is hereby severally authorised to take such steps as may be necessary for obtaining necessary

approvals, in relation to the above and to settle all matters arising out of and incidental thereto and

to sign and execute deeds, applications, documents and writings that may be required, on behalf of

the Company and to do all such acts, deeds, matters and things as may be deemed necessary, Proper,

expedient or incidental for giving effect to this resolution”

8. Increase in Managerial Remuneration Payable to Mr. Nirmal Kedia, Director:

“RESOLVED THAT pursuant to Section 197, 198 Schedule V and other applicable provisions, if

any, of the Companies Act, 2013, (the ‘Act’) read with the Rules made thereunder, including any

amendment(s), modification(s) or re-enactment(s) thereof for the time being in force, and pursuant to

the recommendation of the Nomination and Remuneration Committee and the Board of Directors of the

Company, the approval of the members of the Company, be and is hereby accorded for the revision in the

remuneration of Mr. Nirmal Kedia (DIN: 00050769), Director of the Company on following terms and

conditions with effect from 01st April, 2025 for a period of 3 years:

ParticularsAmount

Basic SalaryRs.4.0 Lakhs per month with such increase as the Board may decide from time to time

HRARs. 2.00 Lakhs per month

ConveyanceRs. 1.00 Lakhs per month

Education AllowanceRs. 1.00 Lakhs per month

Medical AllowanceRs. 0.50 Lakhs per month

Special AllowanceRs. 1.50 Lakhs per month

RESOLVED FURTHER THAT any Director of the Company or the Company Secretary of the Company

be and is hereby severally authorised to take such steps as may be necessary for obtaining necessary

approvals, in relation to the above and to settle all matters arising out of and incidental thereto and

to sign and execute deeds, applications, documents and writings that may be required, on behalf of

the Company and to do all such acts, deeds, matters and things as may be deemed necessary, proper,

expedient or incidental for giving effect to this resolution.”

By Order of the Board of Directors

For Nitin Castings Limited

Nitin Kedia

Managing Director

DIN: 00050749

Date: 30th July, 2025

Place: Mumbai

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NITIN CASTINGS LIMITEDAnnual Report – 2024-25

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Notes:

1. The relevant Statement pursuant to the provisions of Section 102 of the Companies Act, 2013 (‘Act’)

read with Section 110 of the Act and Rule 22 of the Companies (Management and Administration) Rules,

2014 (‘Rules’), each as amended, setting out the material facts relating to the aforesaid Resolutions and

the reasons thereof is annexed hereto and forms part of this Notice. The relevant details, pursuant to

Regulations 36(3) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015

(“SEBI Listing Regulations”) and Secretarial Standard on General Meetings issued by the Institute of

Company Secretaries of India, in respect of Directors seeking appointment/re-appointment at this

Annual General Meeting (“AGM”) are also annexed.

2. Pursuant to General Circulars No.14/2020 dated April 8, 2020, No.17/2020 dated April 13, 2020,

No.20/2020 dated May 5, 2020, No. 02/2021 dated January 13, 2021, No. 21/2021 dated December

14, 2021, No. 2/2022 dated May 5, 2022 and No. 10/2022 dated December 28, 2022 issued by the

Ministry of Corporate Affairs (collectively referred to as ‘MCA Circulars’), the Company is convening the

42nd Annual General Meeting (AGM) through Video Conferencing (VC)/Other Audio Visual Means

(OAVM), without the physical presence of the Members at a common venue. Further, Securities and

Exchange Board of India (SEBI), vide its Circulars dated May 12, 2020, January 15, 2021, May 13, 2022

and January 5, 2023 (SEBI Circulars) and other applicable circulars issued in this regard, have provided

relaxations from compliance with certain provisions of the SEBI (Listing Obligations and Disclosure

Requirements) Regulations, 2015 (Listing Regulations).MCA has permitted holding AGM through

Video Conferencing (“VC”) / Other Audio Visual Means (“OAVM”), without the physical presence of the

Members at a common venue as well as permits the sending of the Notice of the Annual General Meeting

along with the Annual Report through electronic mode to those Members whose e-mail addresses

were registered with the Company/Depositories. In compliance with the applicable provisions of the

Companies Act, 2013 (the Act), the Listing Regulations and MCA Circulars, the 42nd AGM of the Company

is being held through VC/ OAVM on Monday, September 1, 2025 at 12:00 noon (IST) The deemed venue

for the AGM shall be the Registered Office of the Company. Accordingly, the facility for appointment of

proxies by the Members will not be available for the AGM and hence the Proxy Form, Attendance Slip and

Route Map are not annexed to this Notice.

3. The Members can join the AGM in the VC/OAVM mode 15 minutes before and after the scheduled time

of the commencement of the Meeting by following the procedure mentioned in the Notice. The facility

of participation at the AGM through VC/OAVM will be made available for members on first come first

served basis. This will not include large Shareholders (Shareholders holding 2% or more shareholding),

Promoters, Institutional Investors, Directors, Key Managerial Personnel, the Chairpersons of the Audit

Committee, Nomination and Remuneration Committee and Stakeholders Relationship Committee,

Auditors etc. who are allowed to attend the AGM without restriction on account of first come first served

basis.

4. The attendance of the Members attending the AGM through VC/OAVM will be counted for the purpose of

reckoning the quorum under Section 103 of the Companies Act, 2013.

5. Pursuant to the provisions of Section 108 of the Companies Act, 2013 read with Rule 20 of the Companies

(Management and Administration) Rules, 2014 (as amended) and Regulation 44 of SEBI (Listing

Obligations & Disclosure Requirements) Regulations 2015 (as amended), and the Circulars issued by

the Ministry of Corporate Affairs, the Company is providing facility of remote e-Voting to its Members in

respect of the business to be transacted at the AGM. For this purpose, the Company has entered into an

agreement with National Securities Depository Limited (NSDL) for facilitating voting through electronic

means, as the authorized agency. The facility of casting votes by a member using remote e-Voting system

as well as venue voting on the date of the AGM will be provided by NSDL.

6. Corporate members intending to appoint their authorized representatives to attend the Annual General

Meeting, pursuant to section 112 & 113 of the Companies Act, 2013 (“the Act”), are requested to send

to the company a scanned copy (PDF/JPG Format) of certified board resolution authorizing their

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NITIN CASTINGS LIMITEDAnnual Report – 2024-25

6

representatives to attend the AGM through VC and vote on their behalf through remote e-voting or

voting at AGM. The said resolution shall be sent to the scrutinizer by email through its registered email

address to pcskalaagarwal@gmail.com. As the e-voting does not require a person to attend to a meeting

physically, the Equity Shareholders are strongly advised to use the e-voting procedure by themselves

and not through any other person/ proxies.

7. In line with the Ministry of Corporate Affairs (MCA) Circular No. 17/2020 dated April13, 2020, the Notice

calling the AGM has been uploaded on the website of the Company at http://www.nitincastings.com/

The Notice can also be accessed from the websites of the Stock Exchange i.e. BSE India Limited (BSE)

at https://www.bseindia.com/ and the AGM Notice is also available on the website of NSDL (agency for

providing the Remote e-Voting facility) i.e. www.evoting.nsdl.com.

8. AGM has been convened through VC/OAVM in compliance with applicable provisions of the Companies

Act, 2013 read with the MCA Circulars and SEBI Circular as mentioned hereinabove.

9. Members seeking any information with regard to the accounts or resolutions placed at the AGM are

requested to send an email to the Company on naglmumbai@gmail.com by 26th August, 2025. The same

will be replied by the Company suitably.

10. The Register of Members and Share Transfer Books of the Company will remain closed from 26th August,

2025 to 1st September, 2025 (both days inclusive) in connection with the Annual General Meeting.

11. Pursuant to the provisions of Section 72 of the Companies Act, 2013, the facility for making a nomination

is available for the Members in respect of the shares held by them. Members who have not yet registered

their nominations are requested to register the same by submitting Form No. SH- 13. If a member desires

to cancel the earlier nomination and record a fresh nomination, he may submit the same in Form No.

SH-14. Members who are either not desiring to register for Nomination or would want to opt-out, are

requested to fill out and submit Form No. ISR-3. Members are requested to submit the said form to their

DP in case the shares are held in electronic form and to the RTA in case the shares are held in physical

form, quoting their folio no.

12. In case of joint holders attending the Meeting. Only such joint holder who is higher in the order of names

will be entitled to vote.

13. Members are requested to follow below procedure for Registration/updating Email ID, Bank details,

Mobile Number & other details:

a) Shareholders holding Shares in Physical Mode: Such Shareholders are requested to register their

e-mail ID and Bank details with the Registrar and Share Transfer Agent of the Company, viz.,

“MUFG Intime India Private Limited” on its email (at omkar.chavan1@in.mpms.mufg.com). Apart

from the changes in email id, any other changes can be intimated to MUFG Intime India Private

Limited at omkar.chavan1@in.mpms.mufg.com or to the Company at naglmumbai@gmail.com.

b) Shareholders holding Shares in Dematerialized Mode are requested to contact their Depository

Participant(s) for any changes in their details with respect to change in their email, bank details,

mobile number, PAN and any other detail. For temporary registration, the procedure in point 1

above can be followed.

c) Members, whether holding shares in electronic/ physical mode, are requested to quote their DPID

& Client ID or Folio No. for all correspondence with the Company/RTA.

d) NRI Members are requested to:

i) change their residential status on return to India permanently.

ii) Furnish particulars of bank account(s) maintained in India with complete name, branch,

account type, account number and address of the bank with PIN Code No., if not furnished

earlier.

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NITIN CASTINGS LIMITEDAnnual Report – 2024-25

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e) As per Regulation 40 of SEBI Listing Regulations, as amended, securities of listed companies can

be transferred only in dematerialized form with effect from, April 1, 2019, except in case of request

received for transmission or transposition of securities. In view of this and to eliminate all risks

associated with physical shares and for ease of portfolio management, members holding shares

in physical form are requested to consider converting their holdings to dematerialized form at

earliest.

f) Members holding shares under different Folio Nos. in the same names are requested to apply for

consolidation of folios and send relevant original share certificates to the Company’s RTA for doing

the needful.

g) SEBI has mandated the submission of PAN, KYC details and nomination by holders of physical

securities by October 1, 2023, and linking PAN with Aadhaar by June 30, 2023 vide its circular dated

March 16, 2023. Shareholders are requested to submit their PAN, KYC and nomination details to

the Company’s RTA, MUFG Intime India Private Limited, at omkar.chavan1@in.mpms.mufg.com.

In case a holder of physical securities fails to furnish PAN and KYC details before October 1, 2023

or link their PAN with Aadhaar before June 30, 2023, in accordance with the SEBI circular dated

March 16, 2023, RTA is obligated to freeze such folios. The securities in the frozen folios shall be

eligible to receive payments (including dividend) and lodge grievances only after furnishing the

complete documents.

h) The Securities and Exchange Board of India (SEBI) has mandated submission of Permanent

Account Number (“PAN”) by every participant in securities market. Members holding shares in

dematerialized form are, therefore, requested to submit their PAN to their respective DP. Members

holding shares in physical form are requested to submit their PAN details to the Company /RTA.

i) In compliance with MCA General Circular 20/2020 dated 05th May, 2020 and SEBI Circular dated

May 12, 2020, and Circular No. 02/2021 dated January 13, 2021, notice of the 42nd AGM along

with the Annual Report FY 2024-25 is being sent only through electronic mode to those Members

whose email addresses are registered with the Company/ Depositories. Members may note

that the Notice and Annual Report 2024-25 will also be available on the Company’s website at

http://www.nitincastings.com/ and website of the BSE Limited at www.bseindia.com and on the

website of NSDL https://www.evoting.nsdl.com.

j) Members who wish to inspect statutory registers required to be made available/ kept open for

inspection at AGM and Relevant documents referred to in this Notice of AGM can send an email to

naglmumbai@gmail.com.

k) Those shareholders who have not yet claimed Original Share Certificates of Face value of Rs.5/-

(After the Sub-division of the Company dated February 19, 2019) are requested to contact the

Company.

THE INSTRUCTIONS FOR REMOTE E-VOTING AND JOINING VIRTUAL MEETING BY EQUITY

SHAREHOLDERS ARE AS UNDER:

The remote e-voting period begins on Friday, August 29, 2025, at 9:00 A.M. IST and ending on Sunday, August

31, 2025, at 5:00 P.M. IST 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. Monday, August 25, 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 Monday, August 25, 2025. Shareholders who have already voted prior to the Meeting date would not be

entitled to vote during the Meeting through e-voting system.

Any person holding shares in physical form and non-individual shareholders, who acquires shares of the

Company and becomes member of the Company after the notice is send through e-mail and holding shares

as of the cut-off date i.e. Friday, August 22, 2025 may obtain the login ID and password by sending a request

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NITIN CASTINGS LIMITEDAnnual Report – 2024-25

8

at evoting@nsdl.co.in or Issuer/RTA. However, if you are already registered with NSDL for remote e-voting,

then you can use your existing user ID and password for casting your vote. If you forgot your password, you

can reset your password by using “Forgot User Details/Password” or “Physical User Reset Password” option

available on www.evoting.nsdl.com or call on toll free no. 1800 1020 990 and 1800 22 44 30.

In case of Individual Shareholders holding securities in demat mode who acquires shares of the Company and

becomes a Member of the Company after sending of the Notice and holding shares as of the cut-off date i.e.

25th August, 2025 may follow steps mentioned in the Notice of the AGM under “Access to NSDL e-Voting system”.

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 and joining virtual meeting for Individual shareholders holding

securities in demat mode

In terms of SEBI circular dated 9 December, 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 below:

Type of

shareholders

Login Method

Individual

Shareholders

holding securities

in demat mode

with NSDL.

1. For OTP based login you can click on https://eservices.nsdl.com/SecureWeb/

evoting/evotinglogin.jsp. You will have to enter your 8-digit DP ID,8-digit Client Id,

PAN No., Verification code and generate OTP. Enter the OTP received on registered

email id/mobile number and click on login. After successful authentication, you

will be redirected to NSDL Depository site wherein you can see e-Voting page.

Click on company name or e-Voting service provider i.e. NSDL and you will be

redirected to e-Voting website of NSDL for casting your vote during the remote

e-Voting period or joining virtual meeting & voting during the meeting.

2. Existing IDeAS user can visit the e-Services website of NSDL Viz.

https://eservices.nsdl.com either on a Personal Computer or on a mobile. On the

e-Services home page click on the “Beneficial Owner” icon under “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 added 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 or joining

virtual meeting & voting during the meeting.

3. If you are not registered for IDeAS e-Services, option to register is available at

https://eservices.nsdl.com. Select “Register Online for IDeAS Portal” or click at

https://eservices.nsdl.com/SecureWeb/IdeasDirectReg.jsp

4. 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

number hold with NSDL), Password/OTP and a Verification Code as shown on

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NITIN CASTINGS LIMITEDAnnual Report – 2024-25

9

the screen. After successful authentication, you will be redirected to NSDL

Depository site wherein you can see e-Voting page. Click on company name or

e-Voting service provider i.e. NSDL and you will be redirected to e-Voting website

of NSDL for casting your vote during the remote e-Voting period or joining virtual

meeting & voting during the meeting.

5. Shareholders/Members can also download NSDL Mobile App “NSDL Speede”

facility by scanning the QR code mentioned below for seamless voting experience.

Individual

Shareholders

holding securities

in demat mode

with CDSL

1. Users who have opted for CDSL Easi / Easiest facility, can login through their

existing user id and password. Option will be made available to reach e-Voting page

without any further authentication. The users to login Easi /Easiest are requested

to visit CDSL website www.cdslindia.com and click on login icon & New System

Myeasi Tab and then user your existing my easi username & password.

2. After successful login the Easi / Easiest user will be able to see the e-Voting option

for eligible companies where the evoting is in progress as per the information

provided by company. On clicking the evoting option, the user will be able to see

e-Voting page of the e-Voting service provider for casting your vote during the

remote e-Voting period or joining virtual meeting & voting during the meeting.

Additionally, there is also links provided to access the system of all e-Voting Service

Providers, so that the user can visit the e-Voting service providers’ website directly.

3. If the user is not registered for Easi/Easiest, option to register is available at CDSL

website www.cdslindia.com and click on login & New System Myeasi Tab and then

click on registration option.

4. Alternatively, the user can directly access e-Voting page by providing Demat

Account Number and PAN No. from a e-Voting link available on www.cdslindia.com

home page. The system will authenticate the user by sending OTP on registered

Mobile & Email as recorded in the Demat Account. After successful authentication,

user will be able to see the e-Voting option where the evoting is in progress and

also able to directly access the system of all e-Voting Service Providers.

Individual

Shareholders

(holding securities

in demat mode)

login through

their depository

participants

You can also login using the login credentials of your demat account through your

Depository Participant registered with NSDL/CDSL for e-Voting facility. upon logging in,

you will be able to see e-Voting option. Click on e-Voting option, you will be redirected

to NSDL/CDSL Depository site after successful authentication, wherein you can see

e-Voting feature. Click on company name or e-Voting service provider i.e. NSDL and you

will be redirected to e-Voting website of NSDL for casting your vote during the remote

e-Voting period or joining virtual meeting & voting during the meeting.

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NITIN CASTINGS LIMITEDAnnual Report – 2024-25

10

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 typeHelpdesk details

Individual Shareholders holding

securities in demat mode with NSDL

Members facing any technical issue in login can contact NSDL

helpdesk by sending a request at evoting@nsdl.com or call at

022 - 4886 7000

Individual Shareholders holding

securities in demat mode with CDSL

Members facing any technical issue in login can contact CDSL

helpdesk by sending a request at helpdesk.evoting@cdslindia.com

or contact at toll free no. 1800-21-09911

B) Login Method for e-Voting and joining virtual meeting for 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.

4. Your User ID details are given below :

Manner of holding shares i.e. Demat

(NSDL or CDSL) or Physical

Your User ID is:

a) For Members who hold shares in demat

account with NSDL.

8 Character DP ID followed by 8 Digit Client ID

For example if your DP ID is IN300*** and Client ID is

12****** then your user ID is IN300***12******.

b) For Members who hold shares in demat

account with CDSL.

16 Digit Beneficiary ID

For example if your Beneficiary ID is 12**************

then your user ID is 12**************

c) For Members holding shares in Physical

Form.

EVEN Number followed by Folio Number registered

with the company

For example if folio number is 001*** and EVEN is

101456 then user ID is 101456001***

5. Password details for shareholders other than Individual shareholders are given below:

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

your vote.

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NITIN CASTINGS LIMITEDAnnual Report – 2024-25

11

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.

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.

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

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.

b) Physical User Reset Password?” (If you are holding shares in physical mode) option available on

www.evoting.nsdl.com.

c) If you are still unable to get the password by aforesaid two options, you can send a request at

evoting@nsdl.com mentioning your demat account number/folio number, your PAN, your name

and your registered address etc.

d) Members can also use the OTP (One Time Password) based login for casting the votes on the

e-Voting system of NSDL.

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

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

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

Step 2: Cast your vote electronically and join General Meeting on NSDL e-Voting system.

How to cast your vote electronically and join General Meeting 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 and General Meeting is in active status.

2. Select “EVEN” of company for which you wish to cast your vote during the remote e-Voting period and

casting your vote during the General Meeting. For joining virtual meeting, you need to click on “VC/

OAVM” link placed under “Join Meeting”.

3. Now you are ready for e-Voting as the Voting page opens.

4. 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.

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

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

page.

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

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NITIN CASTINGS LIMITEDAnnual Report – 2024-25

12

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 pcskalaagarwal@gmail.com with a copy marked to evoting@nsdl.com. Institutional shareholders

(i.e. other than individuals, HUF, NRI etc.) can also upload their Board Resolution / Power of Attorney

/ Authority Letter etc. by clicking on “Upload Board Resolution / Authority Letter” displayed

under “e-Voting” tab in their login.

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 - 4886 7000 or send a request to (Name of NSDL Official) at evoting@nsdl.com

Process for those shareholders whose email ids are not registered with the depositories for procuring

user id and password and registration of e mail ids for e-voting for the resolutions set out in this notice:

1. 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 (Company email id).

2. 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 (Company email id).

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 and joining virtual meeting for

Individual shareholders holding securities in demat mode.

3. Alternatively shareholder/members may send a request to evoting@nsdl.com for procuring user id and

password for e-voting by providing above mentioned documents.

4. 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.

THE INSTRUCTIONS FOR MEMBERS FOR e-VOTING ON THE DAY OF THE EGM/AGM ARE AS UNDER: -

1. The procedure for e-Voting on the day of the AGM is same as the instructions mentioned above for

remote e-voting.

2. Only those Members/ shareholders, who will be present in the AGM through VC/OAVM facility and have

not casted their vote on the Resolutions through remote e-Voting and are otherwise not barred from

doing so, shall be eligible to vote through e-Voting system in the AGM.

3. Members who have voted through Remote e-Voting will be eligible to attend the AGM. However, they will

not be eligible to vote at the AGM.

4. The details of the person who may be contacted for any grievances connected with the facility for

e-Voting on the day of the AGM shall be the same person mentioned for Remote e-voting.

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NITIN CASTINGS LIMITEDAnnual Report – 2024-25

13

INSTRUCTIONS FOR MEMBERS FOR ATTENDING THE AGM THROUGH VC/OAVM ARE AS UNDER:

1. Member will be provided with a facility to attend the AGM through VC/OAVM through the NSDL e-Voting

system. Members may access by following the steps mentioned above for Access to NSDL e-Voting

system. After successful login, you can see link of “VC/OAVM” placed under “Join meeting” menu

against company name. You are requested to click on VC/OAVM link placed under Join Meeting menu.

The link for VC/OAVM will be available in Shareholder/Member login where the EVEN of Company will

be displayed. Please note that the members who do not have the User ID and Password for e-Voting

or have forgotten the User ID and Password may retrieve the same by following the remote e-Voting

instructions mentioned in the notice to avoid last minute rush.

2. Members are encouraged to join the Meeting through Laptops for better experience.

3. Further Members will be required to allow Camera and use Internet with a good speed to avoid any

disturbance during the meeting.

4. Please note that Participants Connecting from Mobile Devices or Tablets or through Laptop connecting

via Mobile Hotspot may experience Audio/Video loss due to Fluctuation in their respective network. It is

therefore recommended to use Stable Wi-Fi or LAN Connection to mitigate any kind of aforesaid glitches.

5. Shareholders who would like to express their views/have questions may send their questions in advance

mentioning their name demat account number/folio number, email id, mobile number at (company

email id). The same will be replied by the company suitably.

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NITIN CASTINGS LIMITEDAnnual Report – 2024-25

14

Annexure to the Notice Conveying the 42nd Annual General Meeting

Explanatory Statement relating to the business mentioned in Item No. 4, Item No. 5, Item no.6, Item

no,7 and Item No. 8 of the accompanying Notice of the 42nd Annual General Meeting (AGM) is given

below:

Item No.4.: RATIFICATION/APPROVAL FOR TRANSACTION WITH RELATED PARTIES:

The Company has entered into/propose to enter into contracts / arrangements /agreements/ transactions

with the related parties as per the terms and conditions mutually agreed from time to time, which are in the

ordinary course of business of the company and terms and conditions including pricing are at arm’s length

basis and the same are reviewed by the Audit Committee on quarterly basis.

The transactions entered into/proposed to be entered constitutes ‘Professional fees/Rent Payments’ as per

Related Party Transactions Policy of the Company and Regulation 23(4) of the SEBI (Listing Obligations and

Disclosure Requirements) Regulations, 2015.

Pursuant to Regulation 23(4) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations,

2015, all material Related Party Transactions require approval of the shareholders, in which the concerned

related parties are required to abstain from voting.

The particulars of the transactions pursuant to para 3 of Explanation (1) to Rule 15 of the Companies (Meeting

of Board and its Powers) Rules, 2014 are as under:

S r.

no.

Name(s) of the related party

and nature of relationship

RelationshipNature of contracts/

arrangements/

transactions

Amount paid

as advances,

if any (Rs. In

Lakhs)

1.Nitin S KediaDirector- KMPDirector

Remuneration

90.00

2.Nirmal B KediaDirector- KMPDirector

Remuneration

90.00

3.Nipun N KediaDirector- KMPDirector

Remuneration

72.00

4.Ishan Kumar VermaCompany SecretarySalary1.80

5.Jayaprakash Preethi AnandIndependent

Non- Executive Director

Director Sitting Fees0.50

6.Chintan RambhiaIndependent

Non- Executive Director

Director Sitting Fees1.25

7.Kedia Construction Company

Limited

Significant Control of KMPProfessional Fees paid30.25

8.Kirti Investment LimitedSignificant Control of KMPProfessional Fees paid38.00

9.Rajshila Mercanticle Pvt. Ltd.Significant Control of KMPProfessional Fees paid15.00

10.Sanrit Software Pvt. Ltd.Significant Control of KMPProfessional Fees paid12.00

11.Arvind Engineering WorksSignificant Control of KMPBrokerage10.49

12.Fragile X SocietySignificant Control of KMPCSR Expenditure18.50

13.Suman N KediaRelative of DirectorRent Paid45.25

14.Shalini N KediaRelative of DirectorRent Paid45.25

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NITIN CASTINGS LIMITEDAnnual Report – 2024-25

15

15.Goldbiz Trading (India) Pvt.

Ltd.

Relative of DirectorRent Paid18.00

16.Angel TrustSignificant Control of KMPRent Paid4.63

17.Nitin Kedia Family TrustSignificant Control of KMPRent Paid4.63

18.Angel TrustSignificant Control of KMPRent Deposit7.50

19.Nitin Kedia Family TrustSignificant Control of KMPRent Deposit7.50

The copy of respective documents entered/ to be entered containing broad terms and conditions are open for

inspection during business hours between 11.00 a.m. to 1.00 pm on all days except Saturday(s), Sunday(s)

and Public Holiday(s) at the Registered Office of the Company up to and including the date of Annual General

Meeting and same is also available for inspection by members at the Annual General Meeting.

No Directors, Key Managerial Personnel or their relatives, except Mr. Nitin Kedia, Nipun Kedia, Nirmal Kedia

and their relatives, are concerned or interested, financially or otherwise, in the Resolution as set out at Item

No. 4. of the accompanying Notice.

Item No.5.: Ratification of remuneration to Cost Auditors

The Board of Directors, on the recommendation of the Audit Committee, had approved the appointment of

M/s. NKJ & Associates, Cost Accountants, as Cost Auditors of the Company for the financial year 2025-2026

at a remuneration of Rs. 30,000 plus Goods and Service tax and reimbursement of all out of pocket expenses

incurred, if any in connection with the Cost Audit.”

In accordance with the provision of Section 148 of the Companies Act, 2013 read with Rule 14 of the Companies

(Audit & Auditors) Rules, 2014 the remuneration payable to the Cost Auditor as recommended by the Audit

Committee and approved by the Board of Directors, is required to be ratified by the Members of the Company

at the General Meeting. Accordingly, the consent of the members is sought for passing an Ordinary Resolution

as set out at Item No.5 of the Notice for ratification of the remuneration payable to the Cost Auditors for the

financial year ending on March 31, 2026.

None of the Directors, Key Managerial Personnel and their relatives are concerned or interested, financially or

otherwise, in the Resolution at item no. 5 of the Notice.

The Board recommends the Ordinary Resolution as set out at Item no.5 of the Notice for approval by the

Members.

Item No.6.: Appointment of Secretarial Auditor

In accordance with the provisions of Section 204 and other applicable provisions of the Companies Act, 2013,

read with Rule 9 of the Companies (Appointment & Remuneration of Managerial Personnel) Rules, 2014

(including any statutory modification(s) or re-enactment(s) thereof, for the time being in force) (“the Act”),

every listed company and certain other prescribed categories of companies are required to annex a Secretarial

Audit Report, issued by a Practicing Company Secretary, to their Board’s report, prepared under Section

134(3) of the Act.

Based on the recommendation of the Audit Committee, and approval of the Board, at its Meeting, subject to

the approval of the Members of the Company, approved appointment of Ms, Kala Agarwal, Practising Company

Secretaries (COP-5356) as the Secretarial Auditors of the Company, for a term of five (5) consecutive years, to

hold office of the Secretarial Auditor from the Financial Year 2025-2026 upto Financial Year 2029-2030.

Ms, Kala Agarwal, had consented to their appointment as the Secretarial Auditors of the Company and have

confirmed that they fulfill the criteria as specified in Clause (a) of regulation 24A (1A) of the SEBI Listing

Regulations and have not incurred any of disqualifications as specified by the Securities and Exchange Board

of India.

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NITIN CASTINGS LIMITEDAnnual Report – 2024-25

16

The proposed remuneration to be paid to Ms. Kala Agarwal for the financial year 2025 as mutually agreed

between the Board of Director and Secretarial Auditors. For the subsequent years, the Board of Directors will

decide the remuneration based on recommendations of Audit Committee.

The Board of Directors recommends the resolution for approval by the Members, as set out at Item No. 6 of

the Notice. None of the Directors, Key Managerial Personnel and their relatives are concerned or interested,

financially or otherwise, in the Resolution at item no. 6 of the Notice.

Item No.7.: Increased in Remuneration of Mr. Nitin Kedia, Chairman and Managing Director of the

Company

Mr. Nitin Kedia is appointed as Chairman and Managing Director of the Company. The Board has approved the

revision in remuneration at the Board Meeting held on 30st July, 2025 as recommended by the Nomination &

Remuneration Committee of the Company.

Accordingly, your Directors recommend and seek your approval to the resolution as set out in item no. 7 of the

accompanying notice by way of Special Resolution.

Neither any of the Directors /Key Managerial Personnel of the company nor any of their relative(s), except Mr.

Nitin Kedia, Director and Mr. Nipun Kedia, Son of the Director shall be deemed to be concerned or interested,

financially or otherwise, in the resolution as set out at item no. 7of the notice.

Item No.8.: Increased in Remuneration of Mr. Nirmal Kedia, Director of the Company

Mr. Nirmal Kedia was appointed as Executive Director of the Company with effect from 24th April, 2010. The

Board has approved the revision in remuneration at the Board Meeting held on 30th July, 2025 as recommended

by the Nomination & Remuneration Committee of the Company.

Accordingly, your Directors recommend and seek your approval to the resolution as set out in item no. 8 of the

accompanying notice by way of Special Resolution.

Neither any of the Directors /Key Managerial Personnel of the company nor any of their relative(s), shall be

deemed to be concerned or interested, financially or otherwise, in the resolution as set out at item no. 8 of the

notice.

By Order of the Board of Directors

FOR NITIN CASTINGS LIMITED

NITIN KEDIA

MANAGING DIRECTOR

DIN: 00050749

Place: Mumbai,

Date: 30th July, 2025

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NITIN CASTINGS LIMITEDAnnual Report – 2024-25

17

Annexure to AGM Notice:

Additional Information as required under Regulation 36(3) of SEBI Listing Regulations & Secretarial Standard

– 2 on General Meetings.

Re-appointment of Mr. Nipun Kedia (DIN: 02356010), Director liable to retire by rotation:

Name of DirectorMr. Nipun Kedia

Age39 Years

DIN02356010

CategoryNon-Independent Executive Director

Brief Resume and nature of expertise in

specific functional areas

Holds a Bachelor’s Degree in Engineering (Mech.J

from Carnegie Mellon University, Pittsburgh,

Pennsylvania. He has served 13 years of his exposure

in Foundry (Manufacturing), Marketing & Investment

departments of the Co.

Terms of conditions of re-appointmentMr. Nipun Kedia is Executive & Non-Independent

Director and liable to retire by rotation

Details of remuneration sought to be paid

and remuneration last drawn.

72.00 Lacs

Relationship with other Directors, Manager

and other Key Managerial Personnel of the

Mr. Nitin Kedia - Father

Mr. Nirmal Kedia -Uncle

Number of Board Meetings attended during

the year

4 out of 4

Directorships held in other Public Companies,

including listed Companies [excluding Foreign

Companies, Private Companies and Deemed

Public Company] as on 31st March, 2025

1. Kirti Investments Limited

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NITIN CASTINGS LIMITEDAnnual Report – 2024-25

18

DIRECTORS’ REPORT

Your Directors have pleasure in presenting the 42nd (Forty Second) Annual Report on the business and

operations of the Company together with the Audited Financial Statements for the financial year ended

31st March, 2025.

FINANCIAL RESULTS:

The financial performance of the Company for the financial year ended 31st March, 2025 as compared to the

previous year is summarized below:

(Rs. in Lakhs)

ParticularsCurrent YearPrevious Year

Total Revenue15447.8415,309.07

Expenditure (excluding Depreciation and Amortization)13564.1113,358.28

Earnings before Depreciation and Taxes1883.731,950.78

Depreciation and Amortization207.16 169.27

Earnings before Taxes1676.57 1781.51

Tax expenses including Deferred tax435.37 332.00

Profit after Taxes1241.21 1212.85

Add : Balance brought forward from previous year4468.90 3290.30

Add : Other Comprehensive Income 0.79 4.31

Add : Adjustment of prior years --

Less : Dividend (Including Dividend Tax)(154.24) (38.56)

Balance carried to Balance Sheet 5556.66 4468.90

OPERATING RESULT & PROFIT:

During the year under review, your Company has registered a Turnover of Rs.15057.38 Lakhs as against

Rs. 14,874.77 Lakhs in the previous year. The Profit before taxes in the current year is Rs.1676.57 Lakhs

as against Rs. 1,544.86 Lakhs in the previous year and profit after taxes are Rs.1241.21 Lakhs as against

Rs. 1,212.85 Lakhs in the previous year.

FINANCE:

Cash and cash equivalents as at 31st March, 2025 was Rs.9.14 Lakhs. The Company continues to focus on

judicious management of its working capital. Receivables, inventories and other working capital parameters

were kept under strict check through continuous monitoring.

SHARE CAPITAL:

During the year under review, the paid-up Equity Share Capital as on March 31, 2025 is Rs. 257.07 Lakhs

comprising of 51,41,330 shares with the face value of Rs. 5/- per share.

During the year under review, the company has not issued shares with the differential voting rights nor has

granted any stock options or sweat equity.

DIVIDEND:

Your Directors recommended a dividend Rs. 3/- per equity share for the financial year ended 31st March, 2025.

The dividend payout is subject to approval of members at the ensuing Annual General Meeting.

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NITIN CASTINGS LIMITEDAnnual Report – 2024-25

19

The dividend will be paid to members whose name appear in the Register of Members as on 25th August, 2025

in respect of shares held in dematerialized form, it will be paid to members whose names are furnished by

National Securities Depository Limited and Central Depository Services (India) Limited as beneficial owners

as on that date.

TRANSFER TO RESERVES:

During the year under review, the Company does not propose to transfer any amount to the General Reserve

of the Company. During the year under review the Company the Company transferred Rs.1242.00 Lakhs to

Retained Earning.

PARTICULARS OF LOANS, GUARANTEES OR INVESTMENTS UNDER SECTION 186:

Pursuant to Section 186 of the Companies Act, 2013 disclosure on particulars relating to Loans, Advances,

Guarantees and Investments are provided as part of the financial statements.

SUBSIDIARY COMPANY, ASSOCIATE COMPANY AND JOINT VENTURE COMPANY:

The Company doesn’t have any Subsidiary, Joint Venture or Associate Company and hence doesn’t require any

reporting for the same.

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

2014, Form AOC-1 is annexed to this report as “Annexure I”

PARTICULARS OF CONTRACTS OR ARRANGEMENTS WITH RELATED PARTIES:

In line with the requirements of the Act and the SEBI Listing Regulations, the Company has formulated

a Policy on Related Party Transactions. The Policy can be accessed on the Company’s website at

www.nitincasting.com. During the year under review, all related party transactions entered into by the

Company, were approved by the Audit Committee and were at arm’s length and in the ordinary course of

business. Prior omnibus approval is obtained for related party transactions which are of repetitive nature and

entered in the ordinary course of business and on an arm’s length basis. During the year under review there

were no material related party contracts entered into by the Company requiring shareholders’ approval.

There were no materially significant Related Party Transactions made by the Company during the year that

would fall under the scope of Section 188 of the Company Act, 2013. Disclosure in Form AOC-2 in terms of

Section 134(3) (h) of The Companies Act, 2013 is annexed as “Annexure II”.

CHANGE IN THE NATURE OF BUSINESS:

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

SEGMENT:

The Company operates only in a single segment i.e. Alloy Products.

DEPOSITS:

During the year under review, the Company has not accepted deposits covered under Sections 73 of the

Companies Act, 2013 read with the Companies (Acceptance of Deposits) Rules, 2014. Accordingly, the

Company has made necessary disclosures and reporting as required in respect of details relating to deposits.

ANNUAL RETURN:

Pursuant to the provisions of Sections 134(3)(a) and 92(3) of the Act read with Rule 12(1) of the Companies

(Management and Administration) Rules, 2014, the Annual Return as on 31st March, 2025, is placed on the

website of the Company at www.nitincastings.com.

INTERNAL FINANCIAL CONTROL SYSTEM AND THEIR ADEQUACY:

Company has established Internal Financial Control over financial reporting in current Financial Year

2024-25.

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NITIN CASTINGS LIMITEDAnnual Report – 2024-25

20

BOARD MEETINGS AND COMMITTEE MEETINGS:

• Four (4) Board Meetings were held during the Financial Year 2024-25. The details of the Board meetings

and the attendance of the Directors are provided in the Corporate Governance Report which is annexed

herewith.

• Four (4) Audit Committee Meetings were held during the Financial Year 2024-25. The details of the Audit

Committee Meetings and the attendance of the Directors are provided in the Corporate Governance

Report which is annexed herewith.

• One (1) Nomination & Remuneration Committee Meeting was held during the Financial Year 2024-25.

The details of the Nomination & Remuneration Committee Meetings and the attendance of the Directors

are provided in the Corporate Governance Report which is annexed herewith.

• One (1) Stakeholders Relationship Committee Meeting was held during the Financial Year 2024-25. The

details of the Committee Meeting and the attendance of the Directors are provided in the Corporate

Governance Report which is annexed herewith.

• One (1) Independent Directors Committee Meeting was held during the Financial Year 2024-25. The

details of the Committee Meeting and the attendance of the Directors are provided in the Corporate

Governance Report which is annexed herewith.

The details of attendance of Directors at the Board Meeting and Members at the Committee Meetings are

disclosed under Corporate Governance section of Annual Report.

DIRECTORS’ & KEY MANAGERIAL PERSONNEL:

During the year, no new appointment was made on the Board of the Company.

During the year under review, the Non-Executive Directors of the Company had no pecuniary relationship or

transactions with the Company, other than the sitting fees.

Pursuant to the provisions of Section 152 of the Companies Act 2013 and the Company’s Articles of Association,

Mr. Nipun Kedia, Executive Director of the Company (DIN: 02356010), retires by rotation and, being eligible,

offers himself for re-appointment.

DECLARATION BY INDEPENDENT DIRECTORS:

All the Independent Directors of the Company have given declarations that they meet the criteria of

independence as prescribed under Section 149(6) of the Act and Regulation 16(1)(b) of Securities and

Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015. In the opinion

of the Board, there has been no change in the circumstances which may affect their status as Independent

Directors of the Company and the Board is satisfied of the integrity, expertise, and experience of all Independent

Directors on the Board.

Pursuant to Rule 6 of Companies (Appointment and qualification of Directors) Rules, 2014 as amended w.e.f.

1st December, 2019, all Independent Directors of the Company viz. have registered themselves in the

Independent Directors databank maintained with the Indian Institute of Corporate Affairs (IICA). In the

opinion of the Board of Directors of the Company, all Independent Directors possess high integrity, expertise

and experience including the proficiency required to discharge the duties and responsibilities as Directors of

the Company.

DIRECTOR RETIRING BY ROTATION:

In accordance with the provisions of the Companies Act, 2013 and in terms of the Memorandum and Articles

of Association of the Company, Mr. Nipun Kedia (DIN: 02356010) is liable to retire by rotation at the ensuing

42nd Annual General Meeting and being eligible, has offered himself for re-appointment. His re-appointment

is being placed for your approval at the ensuing 42nd Annual General Meeting.

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NITIN CASTINGS LIMITEDAnnual Report – 2024-25

21

DIRECTORS’ RESPONSIBILITY STATEMENT:

Pursuant to Section 134 (5) of the Companies Act, 2013 (“the Act”), Directors of your Company confirm that:

i in the preparation of the annual Accounts, the applicable accounting standards have been followed along

with proper explanation relating to material departures, if any;

ii your 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 its profit for the year ended on that date;

iii your Directors have taken proper and sufficient care for the maintenance of adequate accounting

records in accordance with the provisions of the Act for safeguarding the assets of the Company and for

preventing and detecting fraud and other irregularities;

iv your Directors have prepared the Annual Accounts for the financial year ended March 31, 2025 on a

going concern basis;

v your Directors have laid down internal financial controls which are followed by the Company and that

such internal financial controls are adequate and are operating effectively; and

vi your Directors have devised proper systems to ensure compliance with the provisions of all applicable

laws and that such systems are adequate and operating effectively.

ANNUAL EVALUATION OF BOARD PERFORMANCE AND PERFORMANCE OF ITS COMMITTEES AND OF

INDIVIDUAL DIRECTORS:

Pursuant to the provisions of Section of 134 (3) (p) of The Companies Act, 2013 and Rule 8 (4) of the Companies

(Accounts) Rules an annual performance evaluation was carried out by the Board of its own performance,

Directors individually and Committees of the Board. Performance evaluation of the Board and Committees was

done by the Board after seeking inputs from all Directors, inter-alia covering different criteria viz, adequacy

and composition of the Board, quality of deliberations, transparency, effectiveness of Board procedures, and

observance of governance and contributions of Directors at Board and Committee meetings. In evaluating

the performance of Individual Directors, criteria such as leadership qualities, qualifications, responsibilities

shouldered, analytical skills, knowledge, participation in long-term strategic planning, inter-personal

relationships and attendance at meetings was taken into consideration. In compliance with Regulation

17(10) of the Listing Regulations, 2015, the Board carried out performance evaluation of Independent

Directors without the participation of the Director being evaluated. The performance evaluation was carried

out based on parameters such as, initiative, contributions, independent judgement, understanding the

business environment and understanding of strategic issues. Independent Directors are a diversified group

of recognised professionals with wide horizon of knowledge, competence and integrity who express their

opinions freely and exercise their own judgements in decision-making.

AUDIT COMMITTEE:

The Audit Committee consists of the following members as on March 31, 2025:

Sr. No.NameCategory

1Mr. Arvind B. JalanChairperson

2Ms. Jayaprakash PreethiMember

3Mr. Nipun N. KediaMember

During the year under review, the Board has accepted all the recommendation of the Audit Committee.

The details terms of reference, meetings of committee, attendance of members at Committee meetings are

available in the Corporate Governance Report and forms part of this Annual Report.

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NITIN CASTINGS LIMITEDAnnual Report – 2024-25

22

VIGIL MECHANISM / WHISTLE BLOWER POLICY:

The Company has adopted a Whistle Blower Policy, to provide a formal mechanism to the Directors, employees

and its stakeholders to report their concerns about unethical behaviour, actual or suspected fraud or violation

of the Company’s Code of Conduct or Ethics Policy. The policy provides for adequate safeguards against

victimization of employees and provides for direct access to the Chairman of the Audit Committee. The same

is also available on the website of the Company at www.nitincastings.com.

NOMINATION & REMUNERATION COMMITTEE:

In compliance with the provisions of Companies Act, 2013, your Company has ‘Nomination & Remuneration

Committee’ with scope and functions as stipulated under the Companies Act, 2013 and SEBI (LODR)

Regulations.

The Nomination and remuneration Committee consists of the following members as on March 31, 2025.

Sr. No.NameCategory

1Mr. Arvind B. JalanChairperson

2Ms. Jayaprakash PreethiMember

3Mr. Chintan Tarun RambhiaMember

The terms of reference, meetings of Committee, attendance of members at Committee meetings are available

in the Corporate Governance Report and forms part of this Annual Report.

STAKEHOLDERS RELATIONSHIP COMMITTEE:

Your Company has ‘Stakeholders Relationship Committee’ with enhanced scope and functioning. The

Stakeholders Relationship Committee consists of the following members as on March 31, 2025.

Sr. No.NameCategory

1Mr. Arvind B. JalanChairperson

2Ms. Jayaprakash PreethiMember

3Mr. Nipun N. KediaMember

The terms of reference, meetings of committee, attendance of members at Committee meetings are available

in the Corporate Governance Report and forms part of this Annual Report.

CORPORATE SOCIAL RESPONSIBILITY:

During the year under review i.e., for the Financial Year 2024-25; the Company has made contribution towards

the Corporate Social Responsibility activities.

The Company has a Policy on Corporate Social responsibility (CSR) duly approved by the Board and the

same has been hosted on Company’s website at https://www.nitincastings.com statutory documents and

information.pdf.

The detailed report on CSR is enclosed as “Annexure-III” to the report.

RISK MANAGEMENT:

The company has developed and implemented Risk Management Policy consistent with the provisions of the

Act and the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 to identify the elements

of risk which may threaten the existence of the Company and possible solutions to mitigate the risk involved.

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NITIN CASTINGS LIMITEDAnnual Report – 2024-25

23

STATUTORY AUDITORS:

M/s. Jhunjhunwala Jain & Associates LLP, Chartered Accountant, Mumbai, (FRN # 113675W/W100361), have

conveyed their consent to be appointed as the Statutory Auditors of the Company along with a confirmation

that, their appointment, if made by the members, would be within the limits prescribed under the Companies

Act, 2013.

The requirement to place the matter relating to appointment of Auditors for ratification by Members at every

Annual General Meeting was omitted vide notification dated 7th May, 2018, issued by the Ministry of Corporate

Affairs. Accordingly, no resolution is proposed for ratification of the appointment of Auditors in the ensuing

AGM of the Company.

STATUTORY AUDITORS’ REPORT:

The Auditors’ Report on Financial Statements for the year ended 31st March, 2025 forms part of this Annual

Report. Notes to the Financial Statements are self-explanatory and do not call for any further comments.

The Statutory Auditors of the Company have not reported any fraud under Section 143(12) of the Companies

Act, 2013 (including any statutory modification(s) or re-enactment for the time being in force).

SECRETARIAL AUDITORS AND SECRETARIAL AUDIT REPORT:

Pursuant to the provisions of Section 204 of The Companies Act, 2013 read with the Companies (Appointment

and Remuneration of Managerial Personnel) Rules, 2014; the Board of Directors had appointed Ms. Kala

Agarwal, Practicing Company Secretaries, to undertake the Secretarial Audit of the Company for the Financial

Year ended March 31, 2025. The Secretarial Audit Report is annexed as “Annexure IV”.

DETAILS OF FRAUD:

There were no frauds which are reported to have been committed by Employees or Officers of the Company

during the year.

MANAGEMENT DISCUSSION& ANALYSIS REPORT:

The Management Discussion and Analysis for the year under review, as stipulated under the SEBI (Listing

Obligations and Disclosure Requirements) Regulations, 2015 is annexed as “Annexure V” to this Report.

LISTING FEES:

The Equity Shares of the Company is listed on BSE Limited and the Company has paid the applicable listing

fees to the Stock Exchange till date.

PARTICULARS OF EMPLOYEES:

None of the employees of the Company fall under the limits laid down in Rule 5(2) of the Companies

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

The details in terms of sub - section 12 of Section 197 of the Companies Act, 2013 read with Rule 5 (1) of the

Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, are forming part of this

Report as “Annexure VI”.

CORPORATE GOVERNANCE:

A report on Corporate Governance along with a Certificate from M/s. Jhunjhunwala Jain & Associates LLP,

Chartered Accountants in practice, regarding compliance of the requirements of Corporate Governance as

per Schedule V of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 is presented in a

separate section forming part of the Annual Report. The Auditors’ Certificate for the financial year 2024-2025

does not contain any qualification, reservation or adverse remark.

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NITIN CASTINGS LIMITEDAnnual Report – 2024-25

24

ENVIRONMENT PROTECTION AND POLLUTION CONTROL:

The Company has always been socially conscious corporate, and has always carried forward all its operations

and procedures following environment friendly norms with all necessary clearances.

Your Company has taken the following steps towards environment and Ecological balance in manufacturing

of Castings.

Continuous plantation activities in and around the Factory as usual has helped in keeping the environment

pollution free.

CONSERVATION OF ENERGY:

The Company has taken all possible measures for the conservation of energy by undertaking melting operations

in consolidated and economical lot sizes for optimum utilizations of furnace.

FOREIGN EXCHANGE EARNING AND OUTGO:

The information regarding the foreign exchange earnings and outgo is contained in the Note No. 43 in the

Notes to Account section.

DETAILS OF SIGNIFICANT MATERIAL ORDERS:

No significant and material orders were passed by the Regulatory Authorities or the Courts or Tribunals that

may have an impact on the “Going Concern Status” and Company’s Operations in the future.

COMPLIANCE WITH PROVISIONS OF SEXUAL HARASSMENT OF WOMEN AT WORKPLACE (PREVENTION,

PROHIBITION AND REDRESSAL), 2013:

The Company is committed to uphold and maintain the dignity of Women Employees. An Internal Complaints

Committee has been formed for each location of the Company under the Sexual Harassment of Women at

Workplace (Prevention, Prohibition and Redressal) Act, 2013. The Company has a broad and comprehensive

policy in place to deal with any such situation. The Policy is available on the website of the Company at

www. nitincastings.com.

No case of Sexual harassment was reported to the Internal Complaints Committee during the year under

review.

MATERIAL CHANGES AND COMMITMENTS OCCURRED BETWEEN THE END OF THE FINANCIAL YEAR

AND THE DATE OF THE REPORT:

There were no reportable material changes or commitment, occurred between the end of the Financial Year

and the date of this report, which may have any effect on the financial position of the Company.

SECRETARIAL STANDARDS:

The Company has complied with the applicable Secretarial Standards during the Financial Year 2024-25.

PROCEEDING PENDING UNDER THE INSOLVENCY AND BANKRUPTCY CODE, 2016:

During the year there were no application made or any proceeding pending under the Insolvency and

Bankruptcy Code, 2016.

PREVENTION OF INSIDER TRADING:

The Company has adopted a Code of Conduct for Prevention of Insider Trading with a view to regulate trading

in securities by the Directors and designated employees of the Company. The Code requires pre-clearance

for dealing in the Company’s shares and prohibits the purchase or sale of Company shares by the Directors

and the designated employees while in possession of unpublished price sensitive information in relation

to the Company and during the period when the Trading Window is closed. The Board is responsible for

implementation of the Code. All the Directors and the designated employees have confirmed compliance with

the Code.

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NITIN CASTINGS LIMITEDAnnual Report – 2024-25

25

CODE OF CONDUCT:

Your Company has adopted a Code of Conduct applicable for all Directors and Senior Management of the

Company which is in consonance with the requirements of Listing Regulations. The said code is available

on the website of the Company. All the Directors and Senior Management Personnel of the Company have

affirmed compliance with Code of Conduct of the Company for the year ended 31st March, 2025. A declaration

to this effect signed by Managing Director forms part of this Report.

ACKNOWLEDGEMENT:

The Directors express their deep gratitude and thanks Central and State Governments as well as their respective

Departments and Development Authorities connected with the business of the Company, contractors and

consultants and also Banks, Financial Institutions, Shareholders and Employees of the Company for their

continued support and encouragement and look forward for the same in future.

BY ORDER OF THE BOARD OF DIRECTORS

FOR NITIN CASTINGS LIMITED

NITIN KEDIA NIRMAL KEDIA

CHAIRMAN & MANAGING DIRECTOR DIRECTOR

DIN: 00050749 DIN: 00050769

Date: 30th July, 2025

Place: Mumbai

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NITIN CASTINGS LIMITEDAnnual Report – 2024-25

26

ANNEXURE - I

Form AOC-1

(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 Rs.)

Sl. No.ParticularsDetails

1.Name of the subsidiaryNIL

2.Reporting period for the subsidiary concerned, if different from the holding

company’s reporting period

NIL

3.Reporting currency and Exchange rate as on the last date of the relevant

financial year in the case of foreign subsidiaries

NIL

4.Share capitalNIL

5.Reserves & surplusNIL

6.Total assetsNIL

7.Total LiabilitiesNIL

8.InvestmentsNIL

9.TurnoverNIL

10.Profit before taxationNIL

11.Provision for taxationNIL

12.Profit after taxationNIL

13.Proposed DividendNIL

14.% of shareholdingNIL

Notes: The following information shall be furnished at the end of the statement:

1. Names of subsidiaries which are yet to commence operations. N.A

2. Names of subsidiaries which have been liquidated or sold during the year. N.A

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NITIN CASTINGS LIMITEDAnnual Report – 2024-25

27

Part “B”: Associates and Joint Ventures

Statement pursuant to Section 129 (3) of the Companies Act, 2013 related to Associate Companies and

Joint Ventures

Name of associates/Joint VenturesName 1Name 2Name 3

1. Latest audited Balance Sheet DateNILNILNIL

2. Shares of Associate/Joint Ventures held by the company

on the year end

No.NILNILNIL

Amount of Investment in Associates/Joint VentureNILNILNIL

Extend of Holding %NILNILNIL

3. Description of how there is significant influenceNILNILNIL

4. Reason why the associate/joint venture is not

Consolidated

NILNILNIL

5. Net worth attributable to shareholding as per latest

audited Balance Sheet

NILNILNIL

6. Profit/Loss for the year

i. Considered in ConsolidationNILNILNIL

ii. Not Considered in ConsolidationNILNILNIL

1. Names of associates or joint ventures which are yet to commence operations. NIL

2. Names of associates or joint ventures which have been liquidated or sold during the year. NIL

Note: This Form is to be certified in the same manner in which the Balance Sheet is to be certified.

BY ORDER OF THE BOARD OF DIRECTORS

FOR NITIN CASTINGS LIMITED

NITIN KEDIA NIRMAL KEDIA

CHAIRMAN & MANAGING DIRECTOR DIRECTOR

DIN: 00050749 DIN: 00050769

Date: 30th July, 2025

Place: Mumbai

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NITIN CASTINGS LIMITEDAnnual Report – 2024-25

28

ANNEXURE-II

Form No. AOC-2

[Pursuant to clause (h) of sub- section (3) of section 134 of the Act and Rule 8 (2) of the Companies

(Accounts) Rules, 2014]

Form for Disclosure of particulars of contracts/ arrangements entered into by the company with related

parties referred to in sub-section (1) of section 188 of the Companies Act, 2013 including certain arm’s length

transactions under third proviso thereto.

1. Details of contracts or arrangements or transactions not at arm’s length basis: There were no

contracts or arrangements or transactions entered into during the year ended March 31, 2025, which

were not at arm’s length basis.

2. *Details of material contracts or arrangement or transactions at arm’s length basis: Related party

transactions under Accounting Standard (AS) 24 are disclosed in Note – 36 to the financial statements

for the year ended 31st March, 2025.

FOR NITIN CASTINGS LIMITED

NITIN KEDIA NIRMAL KEDIA

CHAIRMAN & MANAGING DIRECTOR DIRECTOR

DIN: 00050749 DIN: 00050769

Date: 30th July, 2025

Place: Mumbai

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NITIN CASTINGS LIMITEDAnnual Report – 2024-25

29

ANNEXURE-III

CSR ACTIVITIES

1. Brief outline on CSR Policy of the Company:

The CSR Policy sets out our commitment to ensuring that our activities extend beyond business and

includes initiatives and endeavours for the benefit and development of the community and society.

The CSR Policy lays down the guidelines for undertaking programmes geared towards social welfare

activities or initiatives. Through this CSR Policy, the Company proposes to adopt short, medium and long

term CSR programs and initiatives.

2. Composition of CSR Committee:

S r.

No.

Name of DirectorDesignation/

Nature of

Directorship

Number of

Meetings of CSR

Committee held

during the year

Number of meetings

of CSR Committee

attended during the

year

1.Nitin S. KediaChairman11

2.Arvind B. JalanMember11

3.Jayaprakash PreethiMember11

3. Web-link where Composition of CSR committee, CSR Policy and CSR projects approved by the

board are disclosed on the website of the company: www.nitincastings.com

4. Impact Assessment of CSR Projects carried out in pursuance of sub-rule (3) of rule 8 of the

Companies (Corporate Social Responsibility Policy) Rules, 2014, if applicable: Not Applicable.

5. (a) Average Net Profit (last 3 immediate financial years) of the Company as per Section 135(5):

Rs. 9,25,04,810/-

(b) Two percent of average net profit of the Company as per Section 135(5): Rs. 18,50,096/-

(c) Surplus arising out of the CSR projects or programmes or activities of the previous financial

years: Not Applicable.

(d) Amount required to be set off or the financial year, if any: Not Applicable.

(e) Total CSR obligation for the financial year (5b+5c- 5d): Rs. 18,50,096/-

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

Rs. 18,50,096/-

(b) Amount spent in Administrative Overheads: NIL

(c) Amount spent on Impact Assessment, if applicable: NA

(d) Total amount spent for the Financial Year (a+b+c): Rs. 18,50,096/-

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NITIN CASTINGS LIMITEDAnnual Report – 2024-25

30

(e) CSR amount spent or unspent for the financial year:

Total Amount

Spent for the

Financial Year

(in Rs.)

Amount Unspent (in Rs.)

Total Amount transferred to

Unspent CSR Account as per

sub-section (6) of section 135

Amount transferred to any fund specified

under Schedule VII as per second proviso to

sub-section (5) of section 135

AmountDate of

Transfer

Name of the

Fund

AmountDate of

Transfer

Rs. 18,50,696/-NOT APPLICABLE

(f ) Excess amount for set off, if any

Sr. No.ParticularsAmount (in Rs.)

(i)Two percent of average net profit of the company as per sub-section (5)

of Section 135

Rs. 18,50,096/-

(ii)Total amount spent for the Financial YearRs. 18,50,096/-

(iii)Excess amount spent for the financial year [(ii)-(i)]NIL

(iv)Surplus arising out of the CSR projects or programmes or activities of

the previous financial years, if any

NIL

(v)Amount available for set off in succeeding financial years [(iii)-(iv)]NIL

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

8. Whether any capital assets have been created or acquired through Corporate Social Responsibility

amount spent in the Financial Year: No

If Yes, enter the number of Capital assets created/ acquired: Not Applicable

Details relating to such asset(s) so created or acquired through Corporate Social Responsibility amount

spent in the Financial Year: No

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

subsection (5) of section 135: Not Applicable

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NITIN CASTINGS LIMITEDAnnual Report – 2024-25

31

10. In accordance with the provision of section 135 of the Act, the Board of Directors of the company has

constituted CSR Committee. The details of CSR activities are as follows:

ParticularFY 2024-25

Amount

(in Rs.)

FY 2023-24

Amount

(in Rs.)

i) Gross amount required to be spent by the company during the year18,50,09610,88,498

ii) Amount spent during the year on following:

(a) Construction/acquisition of any asset--

(b) On purpose other than (a) above18,50,09610,88,498

Total18,50,09610,88,498

iii) Nature of CSR activities for the financial year 2024-25 and 2023-24:

A. Eradicating hunger, poverty and malnutrition, promoting health

care including preventive health and sanitation and making

available safe drinking water, promoting education, including

special education and employment enhancing vocation skills

especially among children, women, elderly, and the differently

abled and livelihood enhancement projects.

18,50,09610,88,498

Total18,50,09610,88,498

BY ORDER OF THE BOARD OF DIRECTORS

FOR NITIN CASTINGS LIMITED

NITIN KEDIA NIRMAL KEDIA

CHAIRMAN & MANAGING DIRECTOR DIRECTOR

DIN: 00050749 DIN: 00050769

Date: 30th July, 2025

Place: Mumbai

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NITIN CASTINGS LIMITEDAnnual Report – 2024-25

32

Annexure IV

Form No. MR-3

SECRETARIAL AUDIT REPORT

For the Financial Year ended on 31st March, 2025

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

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

To ,

The Members,

NITIN CASTINGS LIMITED

202, 2nd Floor, A- Wing, Bldg. No.3,

Sir M.V. Road, Rahul Mittal Industrial Estate,

Andheri (East), Mumbai-400059.

We have conducted the secretarial audit of the compliance of applicable statutory provisions and the adherence

to good corporate practices by NITIN CASTINGS LIMITED (hereinafter called the “Company”). Secretarial

Audit was conducted in a manner that provided us a reasonable basis for evaluating the corporate conducts/

statutory compliances and expressing our opinion thereon.

Based on our verification of the Company’s books, papers, minute books, forms and returns filed and other

records maintained by the Company and also 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 audit period covering the financial year ended on 31st March, 2025, complied

with the statutory provisions listed hereunder and also that the Company has proper Board processes and

compliance-mechanism in place to the extent, in the manner and subject to the reporting made hereinafter:

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

the Company for the financial year ended on 31st March, 2025 according to the provisions of:

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

B. The Securities Contracts (Regulation) Act, 1956 (‘SCRA) and the rules made there under; not applicable

to the Company for the period under review.

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

D. The Regulations and Guidelines prescribed under the Securities and Exchange Board of India Act, 1992

(‘SEBI Act’) viz.:

(a) The Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements)

Regulations, 2015;

(b) Securities and Exchange Board of India (Issue of Capital and Disclosure Requirements Regulations,

2018; not applicable to the Company for the period under review.

(c) The Securities and Exchange Board of India (Substantial Acquisition of Shares and Takeovers)

Regulations, 2011;

(d) Securities and Exchange Board of India (Buyback of Securities) Regulations, 2018; not applicable

to the Company for the period under review.

(e) The Securities and Exchange Board of India (Prohibition of Insider Trading) Regulations, 2015;

not applicable to the Company for the period under review.

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NITIN CASTINGS LIMITEDAnnual Report – 2024-25

33

(f) The Securities and Exchange Board of India (Issue of Capital and Disclosure Requirements)

Regulations, 2009; not applicable to the Company for the period under review.

(g) The Securities and Exchange Board of India (Employee Stock Option Scheme and Employee Stock

Purchase Scheme) Guidelines, 1999; not applicable to the Company for the period under review.

(h) The Securities and Exchange Board of India (Issue and Listing of Debt Securities) Regulations.

2008; not applicable to the Company for the period under review.

(i) 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;

(j) The Securities and Exchange Board of India (Delisting of Equity Shares) Regulations, 2009; not

applicable to the Company for the period under review and

(k) The Securities and Exchange Board of India (Buyback of Securities) Regulations, 1998; not

applicable to the Company for the period under review.

E. Other applicable acts,

(a) Factories Act, 1948,

(b) Payment of Wages Act, 1936, and rules made thereunder,

(c) The Minimum Wages Act, 1948, and rules made thereunder,

(d) Industrial Disputes Act, 1948, and rules made thereunder,

(e) The Employees’ Provident Fund and Miscellaneous Provisions Act, 1952, and rules made

thereunder,

(f) The Payment of Bonus Act, 1965, and rules made thereunder,

(g) Payment of Gratuity Act, 1972, and rules made thereunder,

(h) The Contract Labour (Regulation and Abolition) Act, 1970,

(i) The Environment (Protection) Act, 1986,

(j) The Water (Prevention & Control of Pollution) Act, 1974, Read with Water (Prevention & Control

of Pollution) Rules, 1975,

(k) Air (Prevention & Control of Pollution) Act, 1981,

(l) The Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013

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) The Listing Agreements entered into by the Company.

During the period under review the Company has complied with the provisions of the Act, Rules, Regulations,

Guidelines, Standards, etc. mentioned above.

We further report that,

The Board of Directors of the Company is duly constituted with proper balance of Executive Directors, Non-

Executive Directors and Independent Directors.

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NITIN CASTINGS LIMITEDAnnual Report – 2024-25

34

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. Majority of the decisions being carried through were captured and

recorded as part of the minutes.

We further report that there are adequate systems and processes in the Company commensurate with the size

and operations of the Company to monitor and ensure compliance with applicable laws, rules, regulations and

guidelines.

Kala Agarwal

Practising Company Secretary

COP: 5356

M No.: 5976

UDIN: F005976G000478822

Place: Mumbai

Date: 28th May, 2025

Note: This report is to be read with our letter of even date which is annexed as ‘ANNEXURE A’ and forms an

integral part of this report

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NITIN CASTINGS LIMITEDAnnual Report – 2024-25

35

‘ANNEXURE A’

To ,

The Members,

NITIN CASTINGS LIMITED

202, 2nd Floor, A- Wing, Bldg. No.3, Sir M.V. Road,

Rahul Mittal Industrial Estate,

Andheri (East), Mumbai – 400059.

Our 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. Our

responsibility is to express an opinion on these secretarial records based on our audit.

2. We have followed the audit practices and processes as were appropriate to obtain reasonable assurance

about the correctness of the contents of the Secretarial records. The verification was done on test basis to

ensure that correct facts are reflected in secretarial records. We believe that the processes 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, standards is

the responsibility of management. Our examination was limited to the verification of procedures 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.

Kala Agarwal

Practising Company Secretary

COP: 5356

M No.: 5976

UDIN: F005976G000478822

Place: Mumbai

Date: 28th May, 2025

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NITIN CASTINGS LIMITEDAnnual Report – 2024-25

36

ANNEXURE V

MANAGEMENT DISCUSSION & ANALYSIS REPORT

Management Discussions and Analysis forming part of Directors’ Report for the year ended 31st March,

2025

Industry Structure and Development

The global alloy steel market was valued at approximately USD 88.45 billion in 2025 and is projected to grow

at a compound annual growth rate (CAGR) of 7.2% from 2025 to 2030. This growth is primarily driven by

the steady expansion of key end-use sectors such as construction, automotive, and manufacturing. These

industries increasingly rely on durable, high-performance materials, and alloy steels are widely preferred

due to their exceptional strength, corrosion resistance, and ability to withstand high temperatures. As

demand for infrastructure development, advanced automotive components, and industrial machinery rises,

the use of alloy steel in these applications is expected to grow proportionally.

The energy sector also plays a vital role in fueling the demand for alloy steel. Applications such as wind

turbines, offshore oil platforms, and gas pipelines require materials capable of withstanding extreme

environmental conditions. Alloy steel’s ability to perform under high pressure and temperature makes

it critical for energy infrastructure. Moreover, as the world accelerates its shift toward renewable and

cleaner energy sources, the demand for robust, long-lasting materials like alloy steel is projected to increase

significantly in the coming years.

Opportunities & threats

As of 2025, the ongoing wave of industrialization particularly in emerging economies is significantly driving

the demand for alloy steels, which are essential for manufacturing durable and high-strength components

used across diverse industrial operations. Their widespread application in producing high-performance tools,

heavy machinery, and structural components further accelerates market growth.

The Asia-Pacific region continues to dominate the global alloy steel and metal casting market, supported by

robust economic growth and rapid industrial development in countries such as China and India. However, the

industry faces several challenges. High initial capital investments, energy-intensive manufacturing processes,

and limitations in material availability remain key concerns.

In addition, the high cost of production due to the use of expensive alloying elements like chromium,

molybdenum, and nickel, along with complex manufacturing techniques can limit the adoption of alloy steels

in price-sensitive markets. Volatility in raw material prices further affects cost stability and profit margins for

producers. On top of that, environmental concerns and increasing regulatory pressure to adopt sustainable

and low emission practices add to the challenges, as alloy steel production remains energy-intensive and

carbon-emitting.

Outlook

India’s growth story was, till recently, quite attractive in comparison with many other developed and developing

economies. However, the nation’s adverse fiscal deficit and negative current account balance call for some

bold rectification measures from the Government. The Government would be focusing on consolidation of the

economic recovery through expeditious clearance of existing projects, selective disinvestment and accelerated

foreign direct investment through policy reforms. Also, Government’s emphasis on infrastructure projects

would raise demand from Construction & Mining Equipment Industry in the domestic market. Reforms in

global economy indicate positive signal for overseas market. Overall, the market seems to be going on the

sluggish pace for the next few months and would have positive note thereafter.

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NITIN CASTINGS LIMITEDAnnual Report – 2024-25

37

Risk and Concerns

As industries increasingly adopt advanced manufacturing techniques, the demand for high-strength,

reliable materials such as alloy steels becomes even more critical. However, several macroeconomic and

operational factors may impact industry performance. A slowdown in infrastructure investments can

lead to reduced order inflows, while power shortages, rising energy costs, and increases in labour and

transportation expenses driven by fluctuations in fuel prices can contribute to overall inflationary

pressure.

The Company views good corporate governance as a fundamental prerequisite for fulfilling the expectations

of its shareholders and ensuring sustainable long-term value. However, the Company remains exposed to

certain external risks, including changes in government policies and regulatory decisions, volatility in

raw material prices, exchange rate fluctuations, and variability in industry demand—all of which may

affect its operations and financial performance.

Segment or Product wise Performance

The Company is operating in one segment known as Alloys Steel Castings in the range of static and centrifugal.

The product wise comparison is not possible as every product is specific as per order and to the size, shape

and alloy mix. Therefore, performance of the Company has to be seen in overall manner and the Company has

done reasonably well in the present scenario.

Internal control System and their Adequacy

The Company has developed adequate internal control system commensurate to its size and business. The

Company has appointed Internal Auditors, an outside independent agency to conduct the internal audit to

ensure adequacy of internal control system, compliance of rules and regulations of the country and adherence

to the management policies.

Financial Performance with respect to Operational Performance

During the year under review, your Company has registered Income of Rs. 15447.85 Lakhs as against

Rs. 15,309.07 Lakhs in the previous year. The Profit before taxes in the current year is Rs. 1676.57 Lakhs

as against Rs. 1781.51 Lakhs in the previous year and profit after taxes are Rs.1241.24 Lakhs as against

Rs. 1212.85 Lakhs in the previous year.

Details of significant changes (i.e. change of 25% or more as compared to the immediately previous

financial year) in key financial ratios, along with detailed explanations therefor, including:

S r.

No.

ParticularsAs at 31st

March 2025

As at 31st

March 2024

DeviationReason for deviation

(more than 25%)

1Debt equity ratio

(in times)

0.090.0732.46%Due to increase in borrowings

from banks.

2Debt service coverage

ratio (in times)

5.06-2.75-284.01%Due to increase in borrowings

from banks and increase in profit

during the year.

3Return on equity

ratio (in %)

16.10%18.50%-12.95%Not Applicable

4Net profit ratio (in %)8.24%8.15%1.10%Not Applicable

5Return on capital

employed ratio (in %)

43.39%46.81%-7.31%Not Applicable

6Return on investment

ratio (in %)

7.17%12.44%-42.33%Due to Ind-AS effect on investment

& consequently decrease in profit

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NITIN CASTINGS LIMITEDAnnual Report – 2024-25

38

Compliance with Indian Accounting Standards (Ind-As)

In the preparation of the financial statements, the Company has followed the Indian Accounting Standards

(Ind-AS) notified by Ministry of Corporate Affairs from time to time. The significant accounting policies which

are consistently applied have been set out in the Notes to the Financial Statements.

Environment Protection and Pollution Control

The Company has always been socially conscious corporate, and has always carried forward all its operations

and procedures following environment friendly norms with all necessary clearances.

Your Company has taken the following steps towards environment and Ecological balance in manufacturing

of Castings.

• Continuous plantation activities in and around the Factory as usual has helped in keeping the environment

pollution free.

Goal

The main goal of the company to set and achieve highest standard in performance and quality. The goal is

to align all sections of the organization internally to generate even better customer value propositions and

returns for shareholders. The goal is also to set and maintain high safety and environment norms for the

company.

Human Resources

Human resources are integral and important part for the Company. It has put in place sound policies for the

growth and progress of its employees. During the year, Company maintained harmonious and cordial industrial

relations. No man days were lost due to strike, lock out etc.

Disclosure by the Senior Management Personnel i.e. one level below the Board including all HOD’s

None of the Senior Management Personnel has financial and commercial transaction with the Company, where

they have personal interest that would have a potential conflict with the interest of the Company at large.

Cautionary statement

The statements in this management discussion and analysis describing the outlook may be “forward looking

statement” within the meaning of applicable laws and regulations. Actual result might differ substantially or

materially from those expected due to the developments that could affect the company’s operations. The factors

like significant change in political and economic environment, tax laws, litigation, technology, fluctuations in

material cost etc. may deviate the outlook and result.

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NITIN CASTINGS LIMITEDAnnual Report – 2024-25

39

ANNEXURE VI

The details in terms of sub-section 12 of Section 197 of the Companies Act, 2013 read with Rule 5(1) of the

Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014:

S r.

No.

RequirementsDisclosures

I.The ratio of the remuneration of each director to

the median remuneration of the employees for

the financial year 2024-25

Name of DirectorRatio to median

remuneration

Mr. Nitin Kedia90.00

Mr. Nirmal Kedia90.00

Mr. Nipun Kedia72.00

Mr. Arvind JalanNIL

Mrs. Preethi Anand0.50

Mr. Chintan Tarun Rambhia1.25

II.The percentage increase in remuneration of

each directors, CFO, CEO, CS in the financial year

Nil

III.The percentage of increase in median

remuneration of employees in the Financial year

Nil

I V.The number of permanent employees on the

payroll of the Company

149 employees as on 31st March, 2025

V.The explanation on the relationship between

average increase in remuneration and Company

performance

Not applicable

VI.Comparison of the remuneration of the Key

Managerial Personnel against the performance

of the Company

Not applicable

VII.Variations in the market capitalization of the

Company, price earnings ratio as at the closing

date of the current FY and previous FY and

percentage increase over decrease in the market

quotations of the shares of the Company in

comparison to the rate at which the Company

came out with the last public offer

During the year under review, your Company

has registered a Turnover of Rs.15057.38 Lakhs

as against Rs. 14,874.77 Lakhs in the previous

year. The Profit before taxes in the current year is

Rs. 1676.57 Lakhs as against Rs. 1,544.86 Lakhs

in the previous year and profit after taxes are

Rs._1241.21 Lakhs as against Rs. 1,212.85 Lakhs

in the previous year.

VIII.Average percentile increase already made in the

salaries of employees other than the managerial

personnel in the last financial year and its

comparison with the percentile increase in

the managerial remuneration and justification

thereof and point out if there are any exceptional

circumstances for increase in the managerial

remuneration;

Not applicable

IX.Comparison of each remuneration of the Key

Managerial Personnel against the performance

of the Company

Not applicable for the financial year 2024-25 in

order to conserve the profit.

XII.Affirmation that the remuneration is as per the

remuneration policy of the Company

Yes, it is confirmed.

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NITIN CASTINGS LIMITEDAnnual Report – 2024-25

40

CORPORATE GOVERNANCE REPORT

[As per Regulation 34(3) read with Schedule V (c) of Securities and Exchange Board of India (Listing

Obligations and Disclosure Requirements) Regulations, 2015 (“Listing Regulations, 2015”)]

COMPANY’S GOVERNANCE PHILOSOPHY

The key elements of Corporate Governance include ethics, integrity, processes and policies, values, business

efficiencies, responsible compliances, commitments and building trust with tradition which your Company

strongly believes and is marching on the path to better corporate governance practices. Further, having a

good Corporate Governance structure enhances value to all the stakeholders, business partners, vendors,

shareholders, employees, suppliers, social organizations, investors and the public community at large. Your

Company has taken key initiatives to optimize systems, processes, procedures, risk management, policies,

compliances, internal audit controls, strategic planning, financial plans and budgets, communication with

transparency, fair disclosures and regulatory/legal management while it continuously endeavors to improvise

good corporate governance parameters/structure on an ongoing basis. Your Company believes that Corporate

Governance is critical to sustaining corporate development, increasing productivity and competitiveness.

The governance process should ensure that available resources are utilized in a manner that meets the

aspirations of all its stakeholders by complying the Companies Act, 2013 (“Act”) and SEBI (Listing Obligations

and Disclosure Requirements), Regulations 2015 (“Listing Regulations”) and connected laws as amended

from time to time in full spirit. Your Company’s essential charter is shaped by the objectives of transparency,

professionalism and accountability

Good corporate governance, therefore, is a cornerstone of your Company’s entire management process with

emphasis on empowerment and meritocracy. Together, the management and the Board ensures that your

Company achieves uncompromised integrity, ethics and excellence. Your Company believes in adherence to

sound corporate governance practices and makes constant efforts to improve such practices in use and to

adopt the best of the emerging trends.

BOARD OF DIRECTORS:

The total strength of the Board as on 31st March, 2025 was Six (6) Directors, the composition as detailed herein

below:

S r.

No.

NamesNature of

Directorship

Directorships held in

other Listed Companies

along with nature of

Directorship

As on 31st March 2025

Directorship

in Other

Companies

##

Committee

Member

in other

Companies

@

Committee

Chairman

in Other

Companies

1.Mr. Nitin KediaExecutive

Director,

Chairperson

and Managing

Director

1. Kedia Construction Co.

Ltd- Director

120

2.Mr. Nirmal KediaExecutive

Director

N.A.000

3.Mr. Nipun KediaExecutive

Director

1. Kirti Investments

Limited- Executive

Director

130

4.Mr. Arvind JalanNon-Executive

Independent

Director

1. Prestige Stocks and

Bonds Limited

102

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NITIN CASTINGS LIMITEDAnnual Report – 2024-25

41

5.Mrs. Jayaprakash

Preethi

Non-Executive

Independent

Director

1. Kedia Construction

Co. Ltd- Independent

Director

2. Kirti Investments Ltd-

Independent Director

263

6.Mr. Chintan

Tarun Rambhia

Non-Executive

Independent

Director

NA000

##Number of Directorships held in other public companies excludes Directorship of Nitin Castings Limited,

Directorships in private companies, deemed public companies, foreign companies and companies under

Section 8 of the Companies Act, 2013 (earlier Section 25 of the Companies Act, 1956) and alternate

Directorships.

Only Membership / Chairmanship of Audit Committee and Stakeholders’ Relationship Committee of listed

and unlisted public limited companies including Nitin Castings Limited are considered. Further, number

of Memberships does not include number of Chairmanships.

None of the Director of the Board is a member of more than ten Committees and Chairman of more than five

committees as per Regulation 26 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015

across all companies in which they are Directors.

Memberships or Chairmanships of the stipulated Board Committees held by all Directors are within the limit

specified under Regulation 26 (1) of the Listing Regulations. Further, none of the Directors hold Directorships

in more than 20 Companies including 10 Public Companies pursuant to the provisions of Section 165 of the

Companies Act, 2013. Further, the other directorships held by all Directors including Independent Directors

are within the limit prescribed under Listing Regulations.

During the year under review, all Independent Directors of the Company fulfill the criteria of Independence as

specified under Section 149 (6) of the Companies Act, 2013 and Regulation 16(1) (b) of the Listing Regulations

and have furnished declaration of independence to that effect pursuant to Section 149 (7) of the Companies

Act, 2013 and Regulation 25 (8) of the Listing Regulations. The said declarations of independence were

reviewed and taken on record by the Board and in the opinion of the Board, all Independent Directors of the

Company fulfill the criteria of independence and all conditions specified in the Listing Regulations and are

independent of the management.

BOARD MEETINGS AND ANNUAL GENERAL MEETING:

During the Financial Year 2024-2025, 4 (Four) Board Meetings were held on May, 22, 2024, August 14, 2024,

November 14, 2024, and February 07, 2025.

THE ATTENDANCE OF EACH DIRECTOR IN THE BOARD MEETING AND ANNUAL GENERAL MEETING IS

DETAILED HEREIN BELOW.

S r.

No.

Name of DirectorsNo. of meetings

held during the

tenure of Director

in FY 2024-25

No. of Board

Meetings attended

during

FY 2024-25

Attendance at

the AGM held on

September 28,

2024

1.Mr. Nitin Kedia44Yes

2.Mr. Nirmal Kedia44Yes

3.Mr. Nipun Kedia44Yes

4.Mr. Arvind Jalan44Yes

5.Ms. Jayaprakash Preethi44Yes

6.Mr. Chintan Tarun Rambhia44Yes

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NITIN CASTINGS LIMITEDAnnual Report – 2024-25

42

BOARD MEETINGS PROCEDURE

In order to ensure maximum presence of all Directors in the Board Meeting, dates of the Board Meetings are

fixed in advance after consultation with individual Directors and considering their convenience. The agenda

papers along with relevant explanatory notes and supporting documents are circulated within prescribed

time to all Directors.

Apart from any specific matter, the Board periodically reviews routine business items which includes approval

of financial results along with Auditors review report, operational performance of the Company, minutes of

committee meetings, quarterly corporate governance report, statement of investor complaints, shareholding

pattern, compliance report on all laws applicable to the Company, annual financial statements, annual budget,

capital expenditure and other matters placed before the Board pursuant to Part A of Schedule II of Listing

Regulations.

DECLARATION BY INDEPENDENT DIRECTORS:

During the year under review, all Independent Directors of the Company fulfill the criteria of Independence as

given under Section 149 (6) of the Act and Regulation 16(1) (b) of the Listing Regulations and have furnished

declaration of independence pursuant to Section 149 (7) of the Act and Regulation 25(8) of the Listing

Regulations. The said declarations of independence were assessed, reviewed and taken on record by the Board

and in the opinion of the Board, all Independent Directors of the Company fulfill the criteria of independence

and all conditions specified in the Act and Listing Regulations and are independent of the management.

FAMILIARISATION PROGRAMME:

Your Company has in place Familiarization Programme for the Independent Directors to familiarize them

about the Company and their role, rights and responsibilities in the Company. At the time of appointment

of Independent Director, a formal letter of appointment is given to them, which inter-alia explains the role,

function, duties and responsibilities expected from them as Directors of the Company. The draft letter of

appointment containing terms and conditions of their appointment is available on the website of the Company

http://www.nitincastings.com/familiarization.html. The Chairman also does one to one discussion with

the newly appointed Directors to familiarize them with the Company’s operations. On request of individual

director, site visits to plant locations are also organized by the Company for the Directors to enable them to

understand the operations of the Company. Further, on an ongoing basis as a part of Agenda of Board meetings,

discussions are made on various matters inter alia covering the Company’s business and operations, Industry

and regulatory updates, compliances etc.

MATRIX OF SKILLS/COMPETENCE/EXPERTISE OF DIRECTORS:

The following matrix summarizes list of core skills/ expertise/competencies identified by the Board as

required in the context of its business and the sector in which the Company operates.

Broad parameterSpecific skills/ expertise/ competency

Industry knowledge

& experience

Understanding of the relevant laws, rules, regulation policies applicable to the

organization/ industry/ sector and level/ status of compliances thereof by the

organization

Understanding of the best corporate governance practices, relevant governance

codes, governance structure, processes and practices followed by the organization

Understanding of business ethics, ethical policies, codes and practices of the

organization

Understanding of the structures and systems which enable the organization to

effectively identify, asses and manage risks and crises

Understanding of international practice

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NITIN CASTINGS LIMITEDAnnual Report – 2024-25

43

The Company’s Board comprises of qualified members, who possesses aforesaid knowledge, experience,

technical skills, expertise and competencies for effective contribution to the Board and its Committees.

Details of the skills/ expertise/ competencies possessed by the Directors who were part of the Board as on

31st March, 2025, are as follows:

NameQualificationYears of

Experience

Expertise

Mr. Nitin KediaMechanical

Engineer

42+Expertise in Castings Industry. Managing

Director of Nitin Castings Limited.

Mr. Nirmal KediaB. Com

(Hons.)

29+Holds a Bachelor’s degree in Commerce

from University of Bombay. He has more

than 2 decades of experience in the field of

Management, Finance, Chemical, Castings,

Engineering, Construction & Software Industry.

Mr. Arvind JalanB. Com23+Expertise in Commercial & Operational activities.

Mr. Nipun Nitin KediaMechanical

Engineer

13+Holds a Bachelor’s Degree in Engineering

(Mech.J from Carnegie Mellon University,

Pittsburgh, Pennsylvania. He has served 13 years

of his exposure in Foundry (Manufacturing),

Marketing & Investment departments of the Co.

Ms. Jayaprakash PreethiHuman

Resource

Professional

22+A seasoned Human Resource professional with

over 21 years of progressive hands- on experience

in diverse business lines, organizations from

start-up to Industry leader. Actively engaged

in supporting her clients in Strategic planning,

setting up goals and achieving them.

Mr. Chintan Tarun

Rambhia

Chartered

Accountant

12+Chintan Rambhia & Associates ably led by CA

Chintan Rambhia is a Chartered Accountancy

Firm in Dadar, Mumbai was founded in the year

2016.

CA Chintan Rambhia has more than 10 years of

post-qualification experience. He was associated

with Grant Thornton India LLP for around 3

years. Prior to Grant Thornton, CA Chintan was

associated with Suresh Surana & Associates

(RSM Astute Consulting) in its VAT team for

approximately one year.

BOARD COMMITTEES:

The Company in conformity with code of Corporate Governance has constituted the following committees:

1) Audit Committee

2) Shareholders / Investors Grievance Committee

3) Nomination & Remuneration Committee

4) Operational and Managing Committee

5) CSR Committee

The changes in the composition of Board of directors & Committee meeting has been mentioned on the

website of the Company viz. http://www.nitincastings.com/committeeofdirectors.html.

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NITIN CASTINGS LIMITEDAnnual Report – 2024-25

44

1) AUDIT COMMITTEE

During the year 4(Four) meetings were held on May, 22, 2024, August 14, 2024, November 14, 2024, and

February 07, 2025. The Details of Audit Committee meetings held and attendance of the Members are as under:

S r.

No.

Name of DirectorCategoryNo. of Audit

Committee

Meetings held in

tenure

No. of Audit

Committee

Meetings held in

tenure

1.Mr. Arvind JalanChairman44

2.Ms. Jayaprakash PreethiMember44

3.Mr. Nipun Nitin KediaMember44

All the Members of the Audit Committee are professionals, experienced and possess sound knowledge of

finance and accounting practices.

The representatives/ partner of the Statutory Auditors, Internal Auditors and Chief Financial Officer are

invitees to the Audit Committee Meetings and they attend and participate in the Meetings.

a) PRIMARY OBJECTIVES OF THE AUDIT COMMITTEE:

The Audit Committee of the Board of Directors of the Company inter-alia provides assurance to the

Board on the adequacy of the internal control systems and financial disclosures.

As required under Section 177 of the Companies Act, 2013 read with the provisions of Regulation 18 of

the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, the Board has constituted

an Audit Committee (the “Committee”). The Committee acts as a link between the Statutory Auditors

and the Board of Directors. It addresses itself to matters pertaining to adequacy of internal controls,

reliability of financial statements and other management information and adequacy of provisions of

liabilities. The primary objective of the “Committee” is to monitor and provide effective supervision

of the management’s financial reporting process with a view to ensure accurate, timely and proper

disclosures and the transparency, integrity and quality of financial reporting.

The terms of reference of the Audit Committee are as outlined in Regulation 18 of the SEBI (Listing

Obligations and Disclosure Requirements) Regulations, 2015 and Section 177 of the companies Act,

2013.

b) SCOPE OF THE AUDIT COMMITTEE:

1. Provide an open avenue of communication between the independent auditor and the Board of

Directors (“BOD”).

2. Recommending the appointment of statutory auditors, fixation of audit fees and also to approve

the payment for other services.

3. Meet four times a year or more frequently as circumstances require. The Audit Committee may

ask members of management or others to attend meetings and provide pertinent information as

necessary.

4. Confirm and assure the independency of the external auditor.

5. Review with Independent Auditor the co-ordination of audit efforts to assure completeness of

coverage, reduction of redundant efforts and the effective use of all audit resources.

6. Consider and review with the Independent Auditor for the adequacy of internal controls including

the computerized information system controls and security.

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NITIN CASTINGS LIMITEDAnnual Report – 2024-25

45

7. Reviewing with the management, the quarterly financial statements before submission to the

Board for approval.

8. Reviewing with the management the annual financial statements before submission to the Board,

focusing primarily on:

(a) Any changes in the accounting policies and practices,

(b) The going concern assumption,

(c) Compliance with Accounting Standards,

(d) Compliance with stock exchange and legal requirements concerning financial statements,

and;

(e) Significant adjustment arising out of audit.

9. Consider and review with the management and the independent auditor:

(a) Significant findings during the year, including the status of previous audit recommendations,

and;

(b) Any difficulties encountered in the course of audit work including any restrictions on the

scope of activities or access to required information.

10. Review of the following information:

(a) Management discussion and analysis of financial condition and results of operations;

(b) Statement of significant related party transactions submitted by the management.

(c) Management letter/letters of internal control weaknesses issued by the Statutory Auditors.

2) STAKEHOLDER RELATIONSHIP COMMITTEE:

The Stakeholder Relationship Committee comprises of three Directors and 1 (one) meeting was held May 22,

2024.

Sr.

No.Name of DirectorCategory

No. of Meetings

held in tenure

No. of Meetings

attended

1.Mr. Arvind B. JalanChairman11

2.Mr. Preethi AnandMember11

3.Mr. Nipun KediaMember11

DETAILS OF COMPLAINTS RECEIVED AND REDRESSED DURING THE FINANCIAL YEAR ENDED

31ST MARCH, 2025:

No complaints were received during the financial year ended 31st March, 2025.

The Board has consented to the understanding that complaints of non-receipt of Annual Report will not be

treated as Complaints under Regulation 13 of the SEBI (Listing Obligations and Disclosure Requirements)

Regulations, 2015, as the Company’s Liability is discharged when the relevant articles are posted at the last

known address of the investor and that in the above cases the letters received from the investors will be

serviced in addition to the responsibility under Regulation 13 of the SEBI (Listing Obligations and Disclosure

Requirements) Regulations, 2015 as investor friendly measure beyond the legal obligation.

The Share Transfer and Investors Grievances Committee, inter-alia, deals with various matters like share

transfer, transmissions, issue of duplicate share certificates, approve the demat requests, request for

consolidation of shares as and when received, and to generally deal with all investors related matters and

redress the grievances of investors if any.

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NITIN CASTINGS LIMITEDAnnual Report – 2024-25

46

3) NOMINATION & REMUNERATION COMMITTEE:

The Nomination & Remuneration Committee comprises of three Directors and 1 (One) meeting was held

August 14, 2024.

Sr.

No.

Name of DirectorCategoryNo. of Meetings

held in tenure

No. of Meetings

attended

1.Mr. Arvind B. JalanChairman11

2.Ms. Jayaprakash PreethiMember11

3.Mr. Chintan Tarun RambhiaMember11

REMUNERATION POLICY:

The board terms of reference of the Remuneration Committee is to ensure that the remuneration practices

of the Company in respect of the Senior Executive including the Executive Director are competitive keeping

in view prevalent compensation packages so as to recruit and retain suitable individuals(s) in such capacity.

INDEPENDENT DIRECTORS MEETING:

During the year under review, the Independent Directors met on March 1, 2025 inter alia, to discuss:

i. Evaluation of the performance of Non-Independent Directors and the Board of Directors as a Whole;

ii. Evaluation of the performance of the Chairman of the Company, taking into account the views of the

Executive and Non-Executive Directors.

iii. Evaluation of the quality, content and timelines of flow of information between the management and the

Board that is necessary for the Board to effectively and reasonably perform its duties.

DIRECTORS WITH MATERIALLY SIGNIFICANT, PECUNIARY OR BUSINESS RELATIONSHIP WITH THE

COMPANY:

There is no pecuniary or business relationship between the Independent Directors and the Company.

REMUNERATION OF DIRECTORS:

At present, all Non-Executive Directors of the Company are entitled to receive sitting fees for attending Board

Meetings, Audit Committee Meetings, Nomination and Remuneration Committee Meetings, Stakeholders’

Relationship Committee Meetings and Independent Directors Meeting. Further:

(a) all pecuniary relationship or transactions of the non-executive directors vis-à-vis the listed entity shall

be disclosed in the annual report;

(b) criteria of making payments to non-executive directors. alternatively, this may be disseminated on the

listed entity’s website and reference drawn thereto in the annual report;

(c) disclosures with respect to remuneration: in addition to disclosures required under the Companies Act,

2013, the following disclosures shall be made:

i. all elements of remuneration package of individual directors summarized under major groups,

such as salary, benefits, bonuses, stock options, pension etc; - N.A.

ii. details of fixed component and performance linked incentives, along with the performance

criteria; N.A.

iii. service contracts, notice period, severance fees; N.A

iv. stock option details, if any and whether issued at a discount as well as the period over which

accrued and over which exercisable; N.A

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SITTING FEES

The Company has provided the sitting fees to the Independent Directors for attending Board and Committee

meetings.

The criteria for making payment to Non-Executive Directors of the Company is disclosed under web-link

http://www.nitincastings.com/pdf/Remuneration_Policy.pdf.

THE SHAREHOLDING OF THE NON-EXECUTIVE / INDEPENDENT DIRECTORS OF THE COMPANY AS ON

31ST MARCH, 2025 IS AS FOLLOWS:

Sr.

No.

Name of DirectorNature of RelationshipNo. of Shares

Held

Percentage to the

Paid up Capital

1Mr. Arvind B. JalanIndependent DirectorNILNIL

2Ms. Jayaprakash PreethiIndependent DirectorNILNIL

3Mr. Chintan Tarun RambhiaIndependent DirectorNILNIL

a) GENERAL MEETINGS:

Location and Time of last three Annual General Meetings:

Sr.

No.Financial yearLocationDay/ DateTime

No. of Special

Resolutions

12021-2022MumbaiThursday, September 29, 202211:00 A.M.7

22022-2023MumbaiThursday, August 17, 202312:00 P.M.0

32023-2024MumbaiSaturday, September 28, 202412.00 P.M.5

b) EXTRA ORDINARY GENERAL MEETING(S) (EGMS):

During the year under review, no Extra Ordinary General Meetings of the members of the Company was held.

c) POSTAL BALLOT:

No Postal Ballot was conducted during the year under review. At present, there is no proposal to pass any

resolution through postal ballot.

DISCLOSURES:

RELATED PARTY TRANSACTIONS:

In terms of Regulation 23 of the Listing Regulations and SEBI Circular SEBI/HO/CFD/CMD1/ CIR/P/2021/662

dated 22nd November, 2021, the Audit Committee reviews the following:

a) Type, material terms and particulars of the proposed transaction.

b) Name of the related party and its relationship with the listed entity or its subsidiary, including nature of

its concern or interest (financial or otherwise);

c) Tenure of the proposed transaction (particular tenure shall be specified)

d) Value of the proposed transaction;

e) The threshold if exceeded towards such transaction.

f) Any other information considered relevant and warranting Shareholder approvals if any

Prior to 1st April, 2022 in terms of Regulation 23 (1) of the Listing Regulations, a transaction with a related

party was considered material if the transaction(s) to be entered into individually or taken together with

previous transactions during a Financial Year, exceeds ten percent of the annual consolidated turnover of the

Listed Entity as per the last Audited Financial Statements of the Listed Entity.

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With effect from 1st April 2022, SEBI (Listing Obligations and Disclosure Requirements) (Sixth Amendment)

Regulations has established a new criteria for determining materiality of transactions wherein: a transaction

with a related party shall be considered material, if the transaction(s) to be entered into individually or taken

together with previous transactions during a Financial Year, exceeds rupees one thousand crore or ten per

cent of the annual consolidated turnover of the Listed Entity as per the last audited Financial Statements of

the Listed Entity, whichever is lower.

In terms of the provisions of the Listing Regulations, no related party transactions have exceeded the limits as

prescribed hereinabove.

Further, among the related party transactions are the contracts or arrangements made by the Company from

time to time with Companies in which the Directors are interested. All these contracts or arrangements are

entered in the Register of Contracts under Section 189 of the Companies Act, 2013 and the Register is placed

before the Board from time to time. There were no material transactions with related parties during the year

2024-25 that are prejudicial to the interest of the Company

VIGIL MECHANISM/ WHISTLE BLOWER POLICY

The Company has a vigil mechanism named Fraud and Risk Management Policy to deal with instance of fraud and

mismanagement, if any. In staying true to our values of Strength, Performance and Passion and in line with our

vision of being one of the most respected companies in India, the Company is committed to the high standards

of Corporate Governance and stakeholder responsibility. The Vigil Mechanism / Whistle Blower Policy may be

accessed on the Company’s website at http://www.nitincastings.com /pdf/Whistle_Blower_Policy.pdf.

DISCLOSURE RELATING TO SUBSIDIARY COMPANIES / ASSOCIATE COMPANIES / JOINT VENTURES:

The Company does not have any Subsidiary/Associate Companies or any Joint Ventures and therefore

furnishing of particulars in terms of first proviso to sub-section (3) of section 129 read with rule 5 of Companies

(Accounts) Rules, 2014 in Form AOC-1 has been dispensed with.

CODE OF CONDUCT

Your Company has adopted a Code of Conduct applicable for all Directors and Senior Management of the

Company which is in consonance with the requirements of Listing Regulations. The said code is available on

the website of the Company.

All the Directors and Senior Management Personnel of the Company have affirmed compliance with Code of

Conduct of the Company for the year ended 31st March, 2025. A declaration to this effect signed by Mr. Nirmal

Kedia, Chief Financial Officer forms part of this Report as on 30th July, 2025.

COMPLIANCE WITH INDIAN ACCOUNTING STANDARDS (IND-AS)

In the preparation of the financial statements, the Company has followed the Indian Accounting Standards

(Ind-AS) notified by Ministry of Corporate Affairs from time to time. The significant accounting policies which

are consistently applied have been set out in the Notes to the Financial Statements.

CFO CERTIFICATION

Pursuant to the provisions of Regulation 17(8) of Listing Regulations, Mr. Nirmal Kedia, Chief Financial Officer

of the Company have furnished certificate to the Board for the year ended 31st March, 2025, in the prescribed

format. The said certificate has been reviewed by the Audit Committee and taken on record by the Board at

the Meeting held on 30th July, 2025.

RECONCILIATION OF SHARE CAPITAL AUDIT

In terms of the provisions of Clause 55A of the Securities and Exchange Board of India (Depositories and

Participants) Regulations, 1996, Reconciliation of Share Capital Audit is carried out on a quarterly basis by a

Practicing Company Secretary. The said report is also submitted to BSE Limited.

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PREVENTION OF INSIDER TRADING

The Company has adopted a Code of Conduct for Prevention of Insider Trading with a view to regulate trading

in securities by the Directors and designated employees of the Company. The Code requires pre-clearance

for dealing in the Company’s shares and prohibits the purchase or sale of Company shares by the Directors

and the designated employees while in possession of unpublished price sensitive information in relation

to the Company and during the period when the Trading Window is closed. The Board is responsible for

implementation of the Code. All the Directors and the designated employees have confirmed compliance with

the Code.

CERTIFICATE ON NON-DISQUALIFICATION OF DIRECTORS

Kala Agarwal, Practicing Company Secretaries have certified that for the financial year ended on 31st March,

2025, none of the Directors of the Company have been debarred or disqualified from being appointed or

continuing as Directors of the Companies by the Securities and Exchange Board of India (SEBI) or Ministry of

Corporate Affairs (MCA) or any such authority. A certificate issued by Kala Agarwal to that effect is attached is

forming part of this report.

CREDIT RATINGS

During the year under review, the Company has not mobilized any funds by way of issue of debt instruments,

or any fixed deposit programme, non -convertible debt securities or securitized debt instruments. Therefore,

credit ratings in terms of Regulation 55, Regulation 84 and 85 of the Listing Regulations is not required and

therefore compliance by an Issuer in terms of SEBI Circular SEBI/ HO/ MIRSD/ MIRSD4/ CIR/ P/ 2017/ 71

dated 30th June, 2017 is not required.

PREVENTION OF SEXUAL HARASSMENT OF WOMEN AT WORKPLACE:

In order to prevent sexual harassment of women at workplace, your Company has adopted a policy for

prevention of Sexual Harassment of Women at workplace and has set up an Internal Committee under the

Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013 to look into the

complaints relating to sexual harassment at workplace of any woman employee. During the year under review,

your Company has not received any complaint pertaining to sexual harassment and no complaint was pending

as on 31st March, 2025.

SEXUAL HARASSMENT OF WOMEN AT WORKPLACE:

As per Schedule V LODR, disclosures in relation to the Sexual Harassment of Women at Workplace (Prevention,

Prohibition and Redressal) Act, 2013:

a. Number of complaints filed during the financial year0

b. Number of complaints disposed of during the financial year0

c. Number of complaints pending as on end of the financial year0

COMPLIANCE WITH MANDATORY & NON-MANDATORY REQUIREMENTS:

The Company has complied with all mandatory requirements of Corporate Governance specified in Listing

Regulations. The Company has adopted discretionary requirements specified in Part E of Schedule II of Listing

Regulations as given below:

The Board: The Company has an Executive Chairman and he is allowed reimbursement of expenses in relation

to performance of his duties.

Shareholder’s Rights: Quarterly, half-yearly, annual financial results of the Company are published in English

and Marathi newspapers and are also forwarded to BSE Limited. The said results are also uploaded on the

website of the Company http://www.nitincastings.com Hence, the same are not sent to the Shareholders of

the Company by email or physically.

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50

Modified Opinion in Audit Report: The Independent Auditor’s Report on Audited Financial Statements for

the year ended 31st March, 2025 has been attached with the Annual Report.

During the period under review the Company has paid Rs. 6,00,000/- + tax (as applicable) to the auditor as

auditors remuneration.

Reporting of Internal Auditors: The representatives of Internal Auditors of the Company are permanent

invitee to the Audit Committee Meeting. They attend each Audit Committee Meeting and present their internal

audit observations to the Audit Committee. They directly interact with Audit Committee Chairman & Members

during the meeting.

COMPLIANCE WITH THE REQUIREMENTS OF CORPORATE GOVERNANCE:

All the requirements of Corporate Governance specified in Regulation 17 to 27 of Listing Regulations and

of sub-regulation (2) of Regulation 46 of Listing Regulations have been complied with. The provisions of

Regulation 21 of the Listing Regulations pertaining to formation of a Risk Management Committee are not

applicable to the Company since the Company does not come within the ambit of Top 1000 Entities based on

its market capitalization.

The Company does not have a Subsidiary Company. Therefore, compliance with corporate governance

requirements for a Subsidiary as stated in Regulation 24 of the Listing Regulations are not applicable to the

Company.

SHARE TRANSFER SYSTEM:

Pursuant to the SEBI Clarification PR No.: 12/2019 dated 27th March 2019 except in case of transmission

or transposition of securities, requests for effecting transfer of securities shall not be processed unless the

securities are held in dematerialized form with a depository with effect from 1st April, 2019. The said decision

does not prohibit the investor from holding the shares in physical form; investor has the option of holding

shares in physical form even after 01st April, 2019.

However, in terms of the said Clarification and SEBI Circular SEBI/HO/MIRSD/MIRSD_RTAMB/P/ CIR/2022/8

dated 25th January, 2022, the Shares have to be dematerialized mandatorily to avail of investor service

requests of inter-alia (i) Issue of duplicate securities certificate (ii) Claim from Unclaimed Suspense Account

(iii) Renewal / Exchange of securities certificate (iv)Endorsement (v) Sub-division / Splitting of securities

certificate (vi) Consolidation of securities certificates/folios (vii) Transmission and Transposition.

GENERAL SHAREHOLDERSINFORMATION:

MEANS OF COMMUNICATION:

Ø Website: The Company’s website www.nitincastings.com contains the updated information pertaining

to quarterly, half-yearly and annual financial results, shareholding pattern, important announcements

made to the stock exchanges, intimation of board meeting dates, newspaper advertisements etc. The

said information is available in a user friendly and downloadable form in “Investor Section” of website.

Ø Financial Results: Pursuant to Regulation 33 of the Listing Regulations, the quarterly, half-yearly and

annual financial results of the Company are submitted to BSE Limited after approval of the Board of

Directors of the Company within prescribed time. The uploading of financial results on BSE is made

through BSE listing centre. The financial results of the Company are published in one English daily

newspaper viz. Free Press Journal and one Marathi newspaper viz. Navshakti within prescribed time.

The financial results are also uploaded on the website of the Company.

Ø Annual Report: Annual Report containing inter-alia Standalone Financial Statements, Auditors’ Report,

Board’s Report, Management Discussion and Analysis Report, Corporate Governance Report is sent to all

Members of the Company and is also available on the website of the Company www.nitincastings.com.

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51

Ø Designated Exclusive Email ID: The Company has designated Email Id: naglmumbai@gmail.com

exclusively for shareholder/ investor grievances redressal.

Ø SCORES (SEBI Complaints Redressal System): SEBI has commenced processing of investor complaints

in a centralized web based complaints redress system i.e. SCORES. The Company supported SCORES by

using it as a platform for communication between SEBI and the Company.

Ø Uploading on BSE Listing Centre: The quarterly results, quarterly compliances and all other corporate

communications and disclosures are filed electronically on BSE Listing Centre.

Ø Presentations: No presentations were made to analysts, Institutional Investors during the year under

review.

The Management Discussion and Analysis Report is attached with the Director’s Report in this 42nd Annual

Report of the Company delivered to the shareholders.

Annual General Meeting:

Day, Date and TimeMonday, 1st September, 2025 at 12:00 noon (IST)

ModeAnnual General meeting is held through Video Conferencing (VC)/ other Audio

Visual Means (OVAM)

Deemed Venue202, 2nd Floor, A- Wing, Bldg. No.3, Sir M.V. Road, Rahul Mittal Industrial Estate,

Andheri East Mumbai- 400059

Financial YearYear ending 31st March, 2025

Dates of Book Closure26th August, 2025 to 1st September, 2025 (both days inclusive)

Dividend Rate60% on the Face Value

Stock Exchanges where the securities of the Company are listed:

Name of the Stock ExchangeScrip CodeListing date

BSE Limited

Address: Phiroze Jeejeebhoy Towers, Dalal Street, Mumbai- 400 001.

508875January 01, 1990

Listing Fees: The Company has paid Listing Fees for FY 2024-25 to BSE Limited within prescribed time.

Annual Custody Fees: The Company has paid the Annual Custody Fees to Central Depository Services (India)

Ltd. and National Securities Depository Limited for the year 2024-25.

ISIN : INE861H01020

CIN: L65990MH1982PLC028822

Dividend details:

The Board has recommended Dividend at the rate of 60% on the Equity Shares of the Company at the Face

Value of Rs.5/- each; for the Financial Year 2024-25 and is put for shareholders’ approval.

As per the provisions of the Companies Act, 2013 and rules made there under your Company had paid the

dividend as per the records of the shareholders available with the Company by/on or before the specified date.

The amount lying in the Dividend account as unclaimed/unpaid dividend was transferred to Unpaid Dividend

Account of the Company and the list of the shareholders (whose dividend is pending) with all the information

thereon is made available on the website of the Company at www.nitincasting.com.

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Market Price Data:

Month - YearHigh Rs.Low Rs.

Apr-2024695.00592.65

May-2024774.00538.75

Jun-2024875.00650.10

Jul-2024885.00700.10

Aug-2024823.45665.90

Sep-2024770.00614.40

Oct-2024760.20628.00

Nov-2024799.00655.05

Dec-2024739.90665.00

Jan-2025695.00575.00

Feb-2025673.95470.50

Mar-2025695.00552.00

Category of Shareholders as on 31st March, 2025:

CategoryNo. of Shares Held% of Shareholding

APromoter’s holding

1 Promoters

- Indian Promoters36,70,43671.39 %

- Foreign PromotersNilNil

Sub - Total 36,70,43671.39 %

BNon - Promoter’s holding

2 Institutional Investors

a Mutual Funds and UTINilNil

b Banks, Financial InstitutionsNilNil

c Insurance Companies / Central / StateNilNil

Govt. Institutions / Non-government

Institutions / Venture Capital Funds

d Fll’s (Including ADB holding)NilNil

Sub-Total

3 Others

a Individual Holding shares upto Rs. 2 Lakhs4,22,0228.21%

b Individual Holding shares in excess of Rs. 2 Lakhs7,54,45414.67%

c NRI’s /OCB’s(Including GDFI)11,8260.23%

d Bodies Corporate1,88,6003.67%

Any other 17,4520.34%

Sub-Total14,70,89428.61%

GRAND TOTAL51,41,330100.00%

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53

Directors Share Holding

Sr. No.Name of the DirectorsNumber of Shares held

1.Nitin S Kedia551,472

2.Nirmal B Kedia463,924

3.Nipun N Kedia30,000

4.Mr. Arvind Jalan--

5.Ms. Jayaprakash Preethi--

6.Mr. Chintan Tarun Rambhia--

T O TA L10,45,396

Dematerialization of Shares and Liquidity

As on March 31, 2025; 50,66,130 Shares (98.53%) of the total Equity Share Capital of the Company are held

in dematerialized form with National Securities Depository Limited and Central Depository Services (India)

Limited.

Outstanding GDRS / ADRS / Warrants / Convertible Instruments as on March 31, 2025:

The Company has not issued any GDRs / ADRs / warrants or any other convertible instrument(s).

Plant Location

a) Plot No. 183/1, Surangi, Silvassa, Dadra & Nagar Haveli – 396 230

b) Plot No. 7, Survey No. 679/1, Village-Karvad, Taluka-Vapi, District-Valsad, Gujrat - 396195

Address for Correspondence

Prestige Precinct, 3rd Floor, Almeida Road, Panchpakhadi, Thane (West), Thane – 400 601

Address for Correspondence for Share related work Registrar & Share Transfer Agent: MUFG Intime

India Pvt Ltd Ltd., C-101, 247 Park, L.B.S. Marg, Vikhroli (West), Mumbai - 400 083 Email Id of investor’s

Complaint: investor@nitincastings.com

OTHER DISCLOSURE

• Materially Significant Related Party Transactions

There are no transactions of material nature other than reported under “Related Party Disclosures”

that have been entered into by the Company with the Promoters, Directors, their relatives and the

Management and in any Company in which they are interested and that may have potential conflict with

the interest of the Company.

All details relating to financial and commercial transactions where Directors may have a pecuniary

interest are provided to the Board and the interested Directors neither participate in the discussion,

nor do they vote on such matters. The Company has formulated a policy on dealing with Related Party

Transactions. The policy is available on the website of the Company.

• Code of Conduct for prevention of Insider Trading

The Company has duly adopted and have revised and updated Policy on Prevention of Insider Trading as

required by every Listed Company under Regulation 9(1) of the Securities and Exchange Board of India

(Prohibition of Insider Trading) Regulations, 2015.

All the Directors and Key Managerial Personnel of the Company as on March 31, 2025; along with their

immediate Relatives, have disclosed their Shareholding in the Company and their acts are in compliance

with the provisions of the said Code of the Company. The policy is available on the website of the

Company at www.nitincastings.com.

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• Policy on Leak of Unpublished Price Sensitive Information

The Company had formulated and adopted Policies and Procedures for Inquiry in Case of Leak of or

Suspected Leak of Unpublished Price Sensitive Information under Regulation 9A (5) of the Securities

and Exchange Board of India (Prohibition of Insider Trading) (Amendment) Regulations, 2018.

The Company endeavour to follow Good Corporate Governance Practices and thus take every step to

ensure that no unfair trade practices are carried on in the Company or by any Personnel of the Company.

The policy is available on the website of the Company at www.nitincastings.com.

• Vigil Mechanism

The Company has a duly adopted Whistle Blower Policy and established a Vigil Mechanism in line with

the provisions of SEBI Listing Regulations, 2015 and Companies Act, 2013; which aims to provide a

mechanism to the employees and Directors of the Company to report instances of unethical behaviour,

actual or suspected fraud or violation of the Company’s Code of Conduct or Ethics Policy.

It is affirmed that no personnel of the Company have been denied access to the Chairman of the Audit

Committee during the Financial Year 2024-25. The policy is available on the website of the Company at

www.nitincastings.com.

• Code of Conduct of the Company

All the Directors and Senior Management Personnel of the Company have affirmed that they adhere

to the Code of Conduct of the Company in true letter and spirit and have given Declaration that they

abide by the Code for the year ended March 31, 2025. The Company has framed the policy on Code

of Conduct for Director and Senior Management which is available on the website of the Company at

www.nitincastings.com.

• Policy on Preservation of Documents and Records

The Company has adopted and adhere to the Policy on Preservation of Documents and Records; pursuant

to Regulation 9 read with Regulation 30(8) of SEBI Listing Regulations, 2015. The policy is available on

the website of the Company at www.nitincastings.com.

• Compliance Status

As part of Good Corporate Governance practices all the Company of Part C of Schedule V of the SEBI

Listing Regulations, 2015; has complied with the compliance requirements as per sub-para (2) to (10).

• Compliance Certificate:

The Practicing Company Secretary has certified that the Company has complied with the conditions

of Corporate Governance as stipulated in the SEBI Listing Regulation and the same forms part of this

report.

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Declaration regarding compliance with Code of Conduct as provided under

Regulation 34 (3) of SEBI (Listing Obligations and Disclosure requirement)

Regulations, 2015:

In accordance with Regulation 34 (3) of SEBI (Listing Obligations and Disclosure requirement) Regulations,

2015, I hereby confirm that, all the Directors and the Senior Management personnel of the Company have

affirmed compliance with the Code of Conduct, as applicable to them, for the financial year ended 31st

March, 2025.

FOR NITIN CASTINGS LIMITED

NITIN KEDIA NIRMAL KEDIA

MANAGING DIRECTOR CHIEF FINANCIAL OFFICER

DIN-00050749 DIN-00050769

Date: 30th July, 2025

Place: Mumbai

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Certification by Director and Senior Management under SEBI

(Listing Obligations and Disclosure requirement) Regulations, 2015

To ,

The Board of Directors,

Nitin Castings Limited,

202, 2nd Floor, A-Wing,

Bldg No. 3, Sir M.V. Road,

Rahul Mittal Industrial Estate,

Andheri (East), Mumbai -400059

Subject: Certificate under Regulation 17(8) of Securities and Exchange Board of India (Listing

Obligations and Disclosure Requirements) Regulations, 2015

We, the undersigned, in our respective capacities and the Director and Chief Financial Officer of Nitin Castings

Limited (the “Company”) to the best of our knowledge and belief hereby certify that:-

1. We have reviewed the Audited Financial Statements comprising of Balance Sheet as at 31st March, 2025,

Statement of Profit and Loss and the Cash Flow Statement for the year end on that date and related

financial information. We further state that to the best of our knowledge and belief:

a) These statements do not contain any materially untrue statement or omit any material fact or

contain statements that might be misleading;

b) These statements together present a true and fair view of the Company’s affairs and are in

compliance with existing Accounting Standards, applicable Laws and Regulations.

2. There are, to the best of our knowledge and belief, no transactions entered into by the Company during

the year which are fraudulent, illegal or in violation of the Company’s Code of Conduct.

3. We accept responsibility for establishing and maintaining internal controls for the financial reporting

and that we have evaluated the effectiveness of the internal control systems of the Company pertaining

to financial reporting and we have disclosed to the Auditors and the Audit Committee, deficiencies in the

design or operation of internal controls, if any, of which we are aware and the steps we have taken or

propose to take to rectify these deficiencies.

We have indicated to the Auditor’s and the Audit committee:

a) Significant changes in internal control over financial reporting during the year;

b) Significant changes in accounting policies during the year and that the same have been disclosed in the

notes to the financial statements; and

c) Instances of significant fraud of which we have become aware and the involvement therein, if any, of the

management or an employee having a significant role in the Company’s internal control system over

financial reporting.

FOR NITIN CASTINGS LIMITED

NITIN KEDIA NIRMAL KEDIA

MANAGING DIRECTOR CHIEF FINANCIAL OFFICER

DIN-00050769 DIN-00050749

Date: 30th July, 2025

Place: Mumbai

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INDEPENDENT AUDITORS CERTIFICATE ON CORPORATE GOVERNANCE

To ,

The Members of Nitin Castings Limited

1. This certificate is issued in accordance with the terms of our engagement.

2. We, Jhunjhunwala Jain & Associates LLP, Chartered Accountants, the Statutory Auditors of Nitin Castings

Limited (the “Company”), have examined the compliance of conditions of Corporate Governance by the

Company, for the year ended on March 31 2025, as stipulated in regulations 17 to 27 and clauses (b) to

(i) of regulation 46(2) and para C and D of Schedule V of the SEBI (Listing Obligations and Disclosure

Requirements) Regulations, 2015 as amended (“SEBI Listing Regulations”).

Managements’ Responsibility

3. The Compliance of conditions of corporate governance is the responsibility of the management. This

responsibility includes the design, implementation and maintenance of internal control and procedures

to ensure the compliance with the conditions of the Corporate Governance stipulated in the SEBI Listing

Regulations.

Auditor’s Responsibility

4. Our responsibility is limited to examining the procedures and implementation thereof, adopted by the

Company for ensuring compliance with the conditions of the Corporate Governance. It is neither an

audit nor an expression of opinion on the financial statements of the Company.

5. We have examined the books of account and other relevant records and documents maintained by

the Company for the purposes of providing reasonable assurance on the compliance with Corporate

Governance requirements by the Company.

6. We have carried out an examination of the relevant records of the Company in accordance with the

Guidance Note on Certification of Corporate Governance (the “Guidance Note”) issued by the Institute

of the Chartered Accountants of India (“ICAI”) and the Standards on Auditing (“SA”s) specified under

Section 143(10) of the Companies Act, 2013, in so far as applicable for the purpose of this certificate and

as per the Guidance Note issued by the ICAI which requires that we comply with the ethical requirements

of the Code of Ethics issued by the ICAI.

7. We have complied with the relevant applicable requirements of the Standard on Quality Control (SQC)

1, Quality Control for Firms that Perform Audits and Reviews of Historical Financial Information, and

Other Assurance and Related Services Engagements.

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Opinion

8. Based on our examination of the relevant records and according to the information and explanations

provided to us and the representation provided by the Management, we certify that the Company has

complied with the conditions of Corporate Governance as stipulated in regulations 17 to 27 and clauses

(b)to (i) of regulation 46(2) and para C and D of Schedule V of the SEBI Listing Regulations during the

year ended March 31, 2025.

9. We state that such compliance is neither an assurance as to the future viability of the Company nor the

efficiency or effectiveness with which the Management has conducted the affairs of the Company

For JHUNJHUNWALA JAIN & ASSOCIATES LLP

Chartered Accountants

Firm’s Registration No.: 113675W/W100361

(CA Randhir Kumar Jhunjhunwala)

Partner

Membership No : 047058

Place : Mumbai

Date : June 12, 2025

UDIN : 25047058BMOCMG5961

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NITIN CASTINGS LIMITEDAnnual Report – 2024-25

59

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

NITIN CASTINGS LIMITED

202, 2nd Floor, A- Wing,

Bldg. No.3, Sir M.V .Road,

Rahul Mittal Industrial Estate,

Andheri East, Mumbai 400059

We have examined the relevant registers, records, forms, returns and disclosures received from the Directors of

Nitin Castings Limited having CIN L65990MH1982PLC028822 and having registered office at 202, 2nd Floor,

A- Wing, Bldg. No.3, Sir M.V. Road, Rahul Mittal Industrial Estate, Andheri East Mumbai 400059 (hereinafter

referred to as ‘the Company’), produced before us by the Company for the purpose of issuing this Certificate,

in accordance with Regulation 34(3) read with Schedule V Para-C Sub clause 10(i) of the Securities Exchange

Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015.

In our opinion and to the best of our information and according to the verifications (including Directors

Identification Number (DIN) status at the portal www.mca.gov.in) as considered necessary and explanations

furnished to us by the Company & its officers, We hereby certify that none of the Directors on the Board of the

Company as stated below for the Financial Year ended 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,

Ministry of Corporate Affairs or any such other Statutory Authority.

Sr. No.Name Of DirectorDINDate of Appointment in Company

1.Mr. Nitin Kedia0005074910/11/2008

2.Mr. Nirmal Kedia0005076924/04/2010

3.Mr. Arvind Jalan0038153528/09/2015

4.Mr. Nipun Kedia0235601001/06/2010

5.Ms. Jayaprakash Preethi0717888729/09/2022

6.Mr. Chintan T. Rambhia1031262311/09/2023

Ensuring the eligibility of for the appointment / continuity of every Director on the Board is the responsibility

of the management of the Company. Our responsibility is to express an opinion on these based on our

verification. This certificate is neither an assurance as to the future viability of the Company nor of the

efficiency or effectiveness with which the management has conducted the affairs of the Company.

Kala Agarwal

Practising Company Secretary

COP: 5356

M No.: 5976

UDIN: F005976G000478954

Place: Mumbai

Date: 28th May, 2025

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60

INDEPENDENT AUDITOR’S REPORT

To the members of NITIN CASTINGS LIMITED

Report on the Audit of the Standalone Financial Statements

Opinion

We have audited the accompanying Standalone Financial Statements of NITIN CASTINGS LIMITED (“the

Company”), which comprise the Balance Sheet as at March 31, 2025, the Statement of Profit and Loss

(including Other Comprehensive Income), the Cash Flow Statement and the Statement of Changes in Equity

for the year then ended, and a summary of significant accounting policies and other explanatory information

(herein referred to as “Standalone Financial Statements”)

In our opinion and to the best of our information and according to the explanations given to us, the aforesaid

Standalone Financial Statements give the information required by the Companies Act, 2013 (“the Act”) in

the manner so required and give a true and fair view in conformity with the Indian Accounting Standards

prescribed under section 133 of the Act read with the Companies (Indian Accounting Standards) Rules, 2015,

as amended, (“Ind AS”) and other accounting principles generally accepted in India, of the state of affairs of

the Company as at March 31, 2025, and its profit, total comprehensive income, its cash flows and changes in

equity for the year ended on that date.

Basis for Opinion

We conducted our audit of Standalone Financial Statements in accordance with the Standards on Auditing

(SAs) specified under section 143(10) of the Companies Act, 2013. Our responsibilities under those SAs 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 Standalone Financial Statements under the provisions of the Act 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 audit

opinion on the Standalone Financial Statements.

Key Audit Matters

Key audit matters are those matters that, in our professional judgment, were of most significance in our audit

of the Standalone Financial Statements of the current period. These matters were addressed in the context of

our audit of the Standalone Financial Statements as a whole, and in forming our opinion thereon, and we do

not provide a separate opinion on these matters.

We have determined the matters described below to be the key audit matters to be communicated in our

report:

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NITIN CASTINGS LIMITEDAnnual Report – 2024-25

61

Sr. No.Key Audit MatterAuditor’s Response

1.Assessment of fair value of Current

Investments and Non-Current Investments

The Company’s Investments includes

Quoted Shares and PMS Investments, Mutual

Funds and Other Investments in Financial

Instruments.

Investments are valued at fair value through

profit or loss account as required by Ind AS

109.

Refer Note no. 2.2 (s) of “Significant Accounting

Policies”.

The assessment of fair valuation of investments

is determined a Key Audit Matter as the

carrying value of the investments represents

35.94 per cent of company’s total assets and

determination of fair value involves significant

management judgement and estimates.

Principal Audit Procedures

Our audit procedures included the following:

• Evaluating the appropriateness company’s

policy on Valuation of Investments with

reference to the applicable accounting

standards.

• Our audit approach consisted testing of the

design and operating effectiveness of the

internal controls and substantive testing.

• Performing substantive audit procedures in

order to test the accuracy of valuation.

• We enquired with the management regarding

significant judgments and estimates involved

in the valuation.

In addition, we assessed the appropriateness

of the Company’s disclosures in respect of Fair

Valuation of Investments.

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

The Company’s Board of Directors is responsible for the other information. The other information comprises

the information in the Management Discussion and Analysis, Board’s Report including Annexure to the Board’s

Report and Corporate Governance and Shareholder’s Information, but does not include Standalone Financial

Statements and our auditor’s report thereon.

Our opinion on Standalone Financial Statements does not cover the other information and we do not express

any form of assurance conclusion thereon.

In connection with our audit of 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 in the audit or otherwise appears to be materially

misstated.

We have been provided the aforesaid reports and based on the work we have performed, we did not observe

any material misstatement of this other information and accordingly we have nothing to report in this regard.

Responsibilities of Management and Those Charged with Governance for the Standalone Financial

Statements

The Company’s Board of Directors is responsible for the matters stated in section 134(5) of the Act with

respect to the preparation of these Standalone 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 accounting principles generally accepted in India, including

the Indian Accounting Standards (Ind AS) specified under section 133 of the Act read with the Companies

(Indian Accounting Standards) Rules, 2015, as amended. 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 judgements and estimates that are reasonable and prudent; and

the design, implementation and maintenance of adequate internal financial controls, that were operating

effectively for ensuring the accuracy and completeness of the accounting records, relevant to the preparation

and presentation of the Standalone Financial Statements that give a true and fair view and are free from

material misstatement, whether due to fraud or error.

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62

In preparing the Standalone 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.

Auditors’ Responsibilities for the Audit of the Standalone Financial Statements:

Our objectives are to obtain reasonable assurance about whether the Standalone Financial Statements as a

whole are free from material misstatement, whether due to fraud or error, and to issue an auditor’s report that

includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit

conducted in accordance with SAs will always detect a material misstatement when it exists.

Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate,

they could reasonably be expected to influence the economic decisions of users taken on the basis of these

Standalone Financial Statements.

As part of an audit in accordance with SAs, we exercise professional judgment and maintain professional

skepticism throughout the audit. We also:

• Identify and assess the risks of material misstatement of the Standalone Financial Statements, whether

due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit

evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting

a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may

involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control.

• Obtain an understanding of internal financial control relevant to the audit in order to design audit

procedures that are appropriate in the circumstances. Under section 143(3)(i) of the Act, we are also

responsible for expressing our opinion on whether the Company has adequate internal financial controls

system in place and the operating effectiveness of such controls.

• Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates

and related disclosures made by the management.

• Conclude on the appropriateness of management’s use of the going concern basis of accounting and,

based on the audit evidence obtained, whether a material uncertainty exists related to events or

conditions that may cast significant doubt on the Company’s ability to continue as a going concern. If

we conclude that a material uncertainty exists, we are required to draw attention in our auditor’s report

to the related disclosures in the Standalone Financial Statements or, if such disclosures are inadequate,

to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our

auditor’s report. However, future events or conditions may cause the Company to cease to continue as a

going concern.

• Evaluate the overall presentation, structure and content of the Standalone Financial Statements,

including the disclosures, and whether the Standalone Financial Statements represent the underlying

transactions and events in a manner that achieves fair presentation.

Materiality is the magnitude of misstatements in the Standalone Financial Statements that, individually or in

aggregate, makes it probable that the economic decisions of a reasonably knowledgeable user of the Standalone

Financial Statements may be influenced. We consider quantitative materiality and qualitative factors in (i)

planning the scope of our audit work and in evaluating the results of our work; and (ii) to evaluate the effect of

any identified misstatements in the Standalone Financial Statements.

We communicate with those charged with governance regarding, among other matters, the planned scope and

timing of the audit and significant audit findings, including any significant deficiencies in internal control that

we identify during our audit.

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NITIN CASTINGS LIMITEDAnnual Report – 2024-25

63

We also provide those charged with governance with a statement that we have complied with relevant ethical

requirements regarding independence, and to communicate with them all relationships and other matters

that may reasonably be thought to bear on our independence, and where applicable, related safeguards.

From the matters communicated with those charged with governance, we determine those matters that were

of most significance in the audit of the Standalone Financial Statements of the current period and are therefore

the key audit matters. We describe these matters in our auditor’s report unless law or regulation precludes

public disclosure about the matter or when, in extremely rare circumstances, we determine that a matter

should not be communicated in our report because the adverse consequences of doing so would reasonably

be expected to outweigh the public interest benefits of such communication.

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. (A) As required by Section 143(3) of the Act, we report that:

a) We have sought and obtained all the information and explanations, which to the best of our

knowledge and belief were necessary for the purposes of our audit;

b) In our opinion, proper books of account as required by law have been kept by the Company

so far as it appears from our examination of those books;

c) The Company does not have any branch where the audit has been conducted by any other

auditor. Hence, the provisions of section 143(3)(c) is not applicable.

d) The Balance Sheet, the Statement of Profit and Loss including the Statement of Other

Comprehensive Income, the Cash Flow Statement and Statement of Changes in Equity dealt

with by this Report are in agreement with the books of account;

e) In our opinion, the aforesaid Standalone Financial Statements comply with the Accounting

Standards specified under Section 133 of the Act, read with Companies (Indian Accounting

Standards) Rules, 2015, as amended;

f ) On the basis of the written representations received from the directors as on March 31,

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.

g) With respect to the adequacy of the internal financial controls over financial reporting of the

Company and the operating effectiveness of such controls, refer to our separate Report in

“Annexure B”.

(B) With respect to the other matters to be included in the Auditor’s Report in accordance with Rule

11 of the Companies (Audit and Auditors) Rules, 2014, in our opinion and to the best of our

information and according to the explanations given to us:

i. The Company does not have any pending litigations which would materially 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 a delay in transferring Unpaid Dividend amount which is required to be

transferred to the Investor Education and Protection Fund as detailed below:

(a) The unpaid dividend of Rs.1.88 Lakhs was due for transfer to IEPF account on

07/09/2023 but the same is transferred on 13/03/2025 i.e. delay of 553 days.

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64

(b) The unpaid dividend of Rs.1.92 Lakhs was due for transfer to IEPF account on

07/09/2024 but the same is transferred on 22/04/2025 i.e. delay of 227 days.

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 shal1, 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

my 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. The final dividend declared or paid during the year is in compliance with section 123 of the

Act. There is no interim dividend declared or paid during the year.

vi. Based on our examination, which included test checks, the company has used accounting

software for maintaining its books of accounts for the financial year ended March 31, 2025

which has a feature of recording audit trail (edit log) facility and the same is operated

throughout the year for all relevant transactions recorded in the software except item-wise

records of Inventory. Further, during the course of our audit we did not come across any

instance of the audit trail feature being tampered with.

(C) With respect to the other matters to be included in the Auditor’s Report in accordance with the

requirements of section 197(16) of the Act, as amended:

In our opinion and 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.

For Jhunjhunwala Jain & Associates LLP

Chartered Accountants

Firm’s Registration No: 113675W/W100361

(CA Randhir Kumar Jhunjhunwala)

Partner

Membership No.: 047058

UDIN : 25047058BMOCMC7843

Place : Mumbai

Date : May 28, 2025

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NITIN CASTINGS LIMITEDAnnual Report – 2024-25

65

ANNEXURE A TO THE INDEPENDENT AUDITORS’ REPORT

(Referred to in paragraph 1 under ‘Report on Other Legal and Regulatory Requirements’ section of our

Independent Auditors’ Report of NITIN CASTINGS LIMITED on the Standalone Financial Statements for

the year ended March 31, 2025)

(i) In respect of its property, plant and equipment

a) (A) The Company has maintained proper records showing full particulars, including quantitative

details and situation, of Property, Plant and Equipment.

(B) According to the information and explanations given to us, the company does not have any

Intangible Asset except goodwill having carrying amount of NIL. Accordingly, paragraph 3(i)

(a)(B) of the Companies (Auditor’s Report) Order, 2020 (“the Order”) is not applicable to the

Company.

b) Property, Plant and Equipment are physically verified by the Management according to a phased

program designed to cover all the items at reasonable intervals. In our opinion, periodicity of

physical verification is reasonable having regard to the size of the Company and the nature of

its assets. Pursuant to the program, a portion of the Property, Plant and Equipment has been

physically verified by the Management during the year and no material discrepancies have been

noticed on such verification as informed by management.

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 immovable

properties where the Company is the lessee and the lease agreements are duly executed in favour

of the lessee) disclosed in the standalone financial statements are held in the name of the Company.

d) According to the information and explanations given to us and on the basis of our examination

of the records of the Company, the Company has not revalued its Property, plant and equipment

(including Right-of-use assets) or Intangible assets or both during the year. Accordingly, paragraph

3(i)(d) of the Companies (Auditor’s Report) Order, 2020 (“the Order”) is not applicable to the

Company.

e) According to the information and explanations given to us and on the basis of our examination of

the records of the Company, there are no proceedings initiated or pending against the Company

for holding any benami property under the Prohibition of Benami Property Transactions Act, 1988

and rules made thereunder.

(ii) In respect of its Inventory

a) The inventory has been physically verified by the management during the year except for stores

and spares. In our opinion, the frequency of such verification is reasonable and procedures and

coverage as followed by management were appropriate. No material discrepancies were noticed

on verification between the physical stocks and the book records.

b) According to the information and explanations given to us, the Company has been sanctioned

working capital limits in excess of five crore rupees, in aggregate from banks during the year under

audit. The company has filed quarterly returns and statements with such banks and the same

are in agreement with the books of account of the Company and no material discrepancies were

noticed.

(iii) According to the information and explanations given to us and on the basis of our examination of the

records of the Company, we report that, during the year, the Company has not granted loans or advances

in the nature of loans, provided any guarantee, or security to companies, firms, Limited Liability

Partnerships or any other parties. However, the company has made investments.

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66

a) According to the information and explanations given to us and on the basis of our examination of

the records of the Company, we report that, during the year, the Company has not provided any

guarantee, or security or granted any loans or advances in the nature of loans to companies, firms,

Limited Liability Partnerships or any other parties. Hence, reporting under clause 3(iii) (a)(A) and

3(iii) (a)(B) of the Order is not applicable.

b) According to the information and explanations given to us and based on the audit procedures

performed by us, we are of the opinion that investments made by the company during the year are

not prejudicial to the interest of the company. The company has not granted any loans or advances

in the nature of loans during the year.

c) According to the information and explanations given to us and on the basis of our examination of

the records, we report that, there are no loans and advances in the nature of loans granted and

hence the reporting under clause 3(iii)(c) of the order is not applicable.

d) As there are no loans and advances in the nature of loans granted, the reporting under clause 3(iii)

(d) of the order is not applicable.

e) As there are no loans and advances in the nature of loans granted, the reporting under clause 3(iii)

(e) of the order is not applicable.

f ) As there are no loans and advances in the nature of loans granted, the reporting under clause 3(iii)

(f ) of the order is not applicable.

(iv) According to the information and explanations given to us and on the basis of our examination of the

records, the Company has complied with the provisions of section 185 and section 186 of Companies

Act, 2013

(v) According to the information and explanations given to us, the Company has not accepted any deposit

from the public in accordance with the provisions of Sections 73 to 76 or any other relevant provisions

of the Act and the rules framed thereunder. Hence, reporting under clause 3(v) of the Order is not

applicable.

(vi) Cost records maintained by the company are broadly reviewed by us but the same are not strictly as per

rules made by the central government for the maintenance of cost records under section 148(1) of the

companies act 2013 relating to the manufacturing activities of the company. However, we have not done

a detailed examination of the said cost records.

(vii) In respect of statutory dues:

a) According to the information and explanation given to us, statutory dues have been regularly

deposited during the year by the company with the appropriate authorities. There are no

undisputed amounts payable in respect of Income Tax, Sales Tax, Wealth Tax, GST, Custom Duty,

Service Tax, Investor Education and Protection Fund, Excise Duty, Cess and any other statutory

dues as at March 31, 2025 for a period of more than six months from the date of becoming payable

except VAT/CST payable of Rs.6.56 Lakhs.

b) There were no disputed dues in respect of Income Tax, Sales Tax, Wealth Tax, GST, Custom Duty,

Service Tax, Investor Education and Protection Fund, Excise Duty, Cess which have not been

deposited except mentioned below:

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67

Name of StatuteNature

of the

Dues

Forum where

dispute is

pending

Forum where

dispute is pending

Amount involved

(Rs. in Lakhs)

Central Excise ActExcise DutyCESTATApr, 2007 to Sep, 20122.25

Central Excise ActExcise DutyCESTATJul, 2000 to Jun, 20010.66

Central Excise ActExcise DutyCESTATOct, 2012 to Jun, 201530.59

Central Excise ActExcise DutyCESTATJul, 2015 to Apr, 20166.90

Central Excise ActExcise DutyCESTATMar, 2010 to Jan, 2014360.98

Goods and

Services Act

GSTCommissioner

of appeals

Apr, 2019 to Mar, 202012.40

(viii) In our opinion and according to the information and explanations given to us, there were no transactions

relating to previously unrecorded income that have been surrendered or disclosed as income during the

year in the tax assessments under the Income Tax Act, 1961 (43 of 1961). Accordingly, reporting under

clause 3(viii) of the Order is not applicable.

(ix) a) According to the information and explanation given to us and on the basis of our examination

of the records of the Company, the Company has not defaulted in repayment of loans or other

borrowings or in the payment of interest thereon to any lender.

b) According to the information and explanation given to us and on the basis of our examination of

the records of the Company, the Company has not been declared wilful defaulter by any bank or

financial institution or government or any government authority.

c) According to the information and explanation given to us and on the basis of our examination of

the records of the company, The Company has taken term loans during the year and the loans were

applied for the purpose for which the loans were obtained and no amount of the loan is diverted

for any other purpose.

d) According to the information given to us, the company has raised short-term funds during the year

which have not been utilised for the long term purposes.

e) On an overall examination of the financial statements of the Company, the Company has not taken

any funds from any entity or person on account of or to meet the obligations of its subsidiaries.

f ) The Company has not raised any loans during the year on the pledge of securities held in its

subsidiaries, joint ventures or associate companies as defined under the companies Act, 2013 and

hence reporting on clause 3(ix)(f) of the Order is not applicable.

(x) (a) The Company has not raised any moneys by way of initial public offer or further public offer

(including debt instruments) during the year and hence reporting under clause 3(x)(a) of the

Order is not applicable.

(b) During the year, the Company has not made any preferential allotment or private placement of

shares or convertible debentures (fully or partly or optionally) and hence reporting under clause

3(x)(b) of the Order is not applicable.

(xi) (a) Based on examination of the books and records of the Company and according to the information

and explanations given to us, considering the principles of materiality outlined in Standards on

Auditing, we have been informed that report that no fraud by the Company or on the company has

been noticed or reported during the year.

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68

(b) No report under sub-section (12) of section 143 of the Companies Act has been filed in Form ADT-

4 as prescribed under rule 13 of Companies (Audit and Auditors) Rules, 2014 with the Central

Government, during the year and upto the date of this report.

(c) According to the information and explanations given to us, there were no whistle blower complaints

received by the Company during the year and hence reporting under clause 3(xi)(c) of the Order

is not applicable.

(xii) The Company is not a Nidhi Company and hence reporting under clause 3(xii) of the Order is not

applicable.

(xiii) According to the information and explanations given to us and based on our examination of the records

of the Company, all transactions with related parties are in compliance with Sections 177 and 188 of the

Act, where applicable, and details of such transactions have been disclosed in the notes to the Standalone

Financial Statements as required by the applicable accounting standards.

(xiv) (a) Based on information and explanations provided to us and our audit procedures, in our opinion the

Company has an internal audit system commensurate with the size and the nature of its business.

(b) We have considered the internal audit reports of the company issued till date for the period under

audit.

(xv) Based upon the audit procedures performed and the information and explanations given by the

management, the company has not entered into any non-cash transactions with directors or persons

connected with him and hence provisions of section 192 of the Companies Act, 2013 are not applicable

to the Company.

(xvi) (a) In our opinion, the Company not required to be registered under section 45-IA of the Reserve Bank

of India Act, 1934 and hence reporting under clause 3(xvi)(a) of the Order is not applicable.

(b) The company has not conducted any Non-Banking Financial or Housing Finance activities during

the year and hence reporting under 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 the

Reserve Bank of India and hence reporting under clause 3(xvi)(c) of the Order is not applicable.

(d) In our opinion, there is no core investment company within the Group (as defined in the Core

Investment Companies (Reserve Bank) Directions, 2016) and hence reporting under clause 3(xvi)

(d) of the Order is not applicable.

(xvii) The company has not incurred any cash losses during the financial year covered by our audit and during

the immediately preceding financial year.

(xviii) There has been no resignation of statutory auditors of the company during the year and hence reporting

under clause 3(xviii) of the Order is not applicable.

(xix) On the basis of the financial ratios, ageing and expected dates of realisation of financial assets and

payment of financial liabilities, other information accompanying the Standalone 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

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NITIN CASTINGS LIMITEDAnnual Report – 2024-25

69

of the audit report and we neither give any guarantee nor any assurance that all liabilities falling due

within a period of one year from the balance sheet date, will get discharged by the Company as and when

they fall due.

(xx) In our opinion and according to the information and explanations given to us, In our opinion and

according to the information and explanations given to us, In our opinion and according to the

information and explanations given to us, there is no unspent amount under sub-section (5) of Section

135 of the Companies Act, 2013 pursuant to any project and hence reporting under clause 3(xx)(a) and

3(xx)(b) of the Order are not applicable.

For Jhunjhunwala Jain & Associates LLP

Chartered Accountants

Firm’s Registration No: 113675W/W100361

(CA Randhir Kumar Jhunjhunwala)

Partner

Membership No.: 047058

UDIN : 25047058BMOCMC7843

Place : Mumbai

Date : May 28, 2025

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NITIN CASTINGS LIMITEDAnnual Report – 2024-25

70

ANNEXURE ‘B’ TO THE INDEPENDENT AUDITORS’ REPORT

Report on the Internal Financial Controls with reference to the aforesaid Standalone Financial

Statements under Clause (i) Sub-section 3 of Section 143 of the Companies Act, 2013 (“the Act”)

(Referred to in paragraph (2) (f ) under ‘Report on Other Legal and Regulatory Requirements’ section of

our Independent Auditors’ Report of NITIN CASTINGS LIMITED on the Standalone Financial Statements

for the year ended March 31, 2025)

We have audited the internal financial controls over financial reporting of NITIN CASTINGS LIMITED (“the

Company”) as of March 31, 2025 in conjunction with our audit of the Standalone Financial Statements of the

Company for the year ended on that date.

Management’s Responsibility for Internal Financial Controls

The Company’s management and the Board of Directors are responsible for establishing and maintaining

internal financial controls based on the internal controls with reference to Standalone Financial Statements

criteria established by the Company considering the essential components of internal control stated in the

Guidance Note. These responsibilities include the design, implementation and maintenance of adequate

internal financial controls that were operating effectively for ensuring the orderly and efficient conduct of

its business, including adherence to company’s policies, the safeguarding of its assets, the prevention and

detection of frauds and errors, the accuracy and completeness of the accounting records, and the timely

preparation of reliable financial information, as required under the Companies Act, 2013.

Auditors’ Responsibility

Our responsibility is to express an opinion on the internal financial controls over financial reporting of the

Company based on our audit. We conducted our audit in accordance with the Guidance Note on Audit of

Internal Financial Controls Over Financial Reporting (the “Guidance Note”) issued by the Institute of Chartered

Accountants of India and the Standards on Auditing prescribed under Section 143(10) of the Companies Act,

2013, to the extent applicable to an audit of internal financial controls. Those Standards and the Guidance

Note require that we comply with ethical requirements and plan and perform the audit to obtain reasonable

assurance about whether adequate internal financial controls over financial reporting was established and

maintained and if such controls operated effectively in all material respects.

Our audit involves performing procedures to obtain audit evidence about the adequacy of the internal financial

controls system over financial reporting 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 Standalone

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 over financial reporting with reference to these Standalone

Financial Statements.

Meaning of Internal Financial Controls with reference to Standalone Financial Statements

A company’s internal financial controls with reference to Standalone Financial Statements is a process

designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation

of Standalone Financial Statements for external purposes in accordance with generally accepted accounting

principles. A company’s internal financial controls with reference to Standalone Financial Statements include

those policies and procedures that (1) pertain to the maintenance of records that, in reasonable detail,

accurately and fairly reflect the transactions and dispositions of the assets of the company; (2) provide

reasonable assurance that transactions are recorded as necessary to permit preparation of Standalone

Financial Statements in accordance with generally accepted accounting principles, and that receipts and

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NITIN CASTINGS LIMITEDAnnual Report – 2024-25

71

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

Standalone Financial Statements .

Inherent Limitations of Internal Financial Controls with reference to Standalone Financial Statements

Because of the inherent limitations of internal financial controls with reference to Standalone Financial

Statements, including the possibility of collusion or improper management override of controls, material

misstatements due to error or fraud may occur and not be detected. Also, projections of any evaluation of the

internal financial controls with reference to Standalone Financial Statements to future periods are subject

to the risk that the internal financial control with reference to Standalone Financial Statements may become

inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures

may deteriorate.

Opinion

In our opinion, to the best of our information and according to the explanations given to us, the Company

has, in all material respects, an adequate internal financial controls system over financial reporting and such

internal financial controls over financial reporting were operating effectively as at March 31, 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.

For Jhunjhunwala Jain & Associates LLP

Chartered Accountants

Firm’s Registration No: 113675W/W100361

(CA Randhir Kumar Jhunjhunwala)

Partner

Membership No.: 047058

UDIN : 25047058BMOCMC7843

Place : Mumbai

Date : May 28, 2025

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NITIN CASTINGS LIMITEDAnnual Report – 2024-25

72

CIN : L65990MH1982PLC028822BALANCE SHEET as at 31st March 2025

All amounts are in Lakhs

Sr. NoParticularsNote No. As at 31st March, 2025 As at 31st March, 2024

IASSETS

Non-Current Assets

a)Property, Plant and Equipment and Intangible assets3 3,009.60 2,498.28

b)Financial Assets

(i) Investments4 147.50 87.87

(ii) Other financial assets - -

c)Other non-current assets5 93.05 78.05

Total of Non-Current Assets 3,250.14 2,664.21

Current Assets

a) Inventories6 3,125.66 2,826.66

b)Financial Assets

(i) Investments7 4,589.24 3,540.84

(ii) Trade Receivables8 1,444.58 1,467.12

(iii) Cash and cash Equivalents9 9.14 27.84

(iv) Bank Balance other than cash and cash equivalents10 17.87 10.47

(v) Other financial assets11 11.83 9.98

c)Current tax assets12 13.00 29.33

d) Other current assets13 462.69 357.63

Total of Current Assets 9,674.01 8,269.87

TOTAL ASSETS 12,924.15 10,934.08

IIEQUITY AND LIABILITIES

Equity

a)Equity Share Capital14 257.07 257.07

b)Other Equity15 8,000.89 6,913.14

Total Equity 8,257.96 7,170.21

LIABILITIES

Non-Current Liabilities

a)Financial Liabilities

Borrowings16 189.98 269.17

b)Deferred Tax Liabilities (Net)17 211.00 193.81

Total Non-Current Liabilities 400.98 462.98

Current Liabilities

a)Financial Liabilities

(i) Borrowings18 559.80 222.33

(ii) Trade Payables19 2,374.23 1,813.85

(iii) Other Financial Liabilities - -

b)Other Current Liabilities20 1,116.45 1,111.83

c)Provisions21 214.73 152.87

d)Current Tax Liabilities (Net) - -

Total Current Liabilities 4,265.21 3,300.89

Total Liabilities 4,666.19 3,763.87

TOTAL EQUITY AND LIABILITIES 12,924.15 10,934.08

Company Overview & Significant Accounting Policies1 & 2

Notes to Accounts form an integral part of financial statements

As per our Report of even date attached

For Jhunjhunwala Jain & Associates LLPFor and on behalf of the Board of DirectorsChartered Accountants

Firm’ Registration No : 113675W/W100361

(CA Randhir Kumar Jhunjhunwala) Nitin Kedia Nirmal Kedia PartnerChairman & Managing Director Director & CFO

Membership No. 047058 DIN-00050749 DIN-00050769

Ishan Kumar Verma Place: Mumbai Company Secretary

Mumbai, 28th day of May, 2025 Mem No. FCS-8320

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NITIN CASTINGS LIMITEDAnnual Report – 2024-25

73

CIN : L65990MH1982PLC028822

STATEMENT OF PROFIT AND LOSS for the year ended on 31st March, 2025

All amounts are in Lakhs

Sr.

No

ParticularsNote

No.

For the year

ended

31st March 2025

For the year

ended

31st March 2024

INCOME

IRevenue from Operations22 15,057.38 14,874.77

IIOther Income23 390.47 434.30

IIITotal Income ( I+II) 15,447.84 15,309.06

IVEXPENSES

Cost of materials consumed24 10,350.64 12,053.30

Changes in inventories of Finished Goods, Stock-in-Trade and

Work-in-Progress25 458.80 (602.91)

Employee Benefit expenses26 1,182.17 977.56

Finance Costs27 43.09 19.87

Depreciation and Amortisation expenses28 207.16 169.27

Other Expenses29 1,529.41 910.47

Total Expenses (IV) 13,771.27 13,527.55

VProfit before exceptional items and tax ( III-IV) 1,676.57 1,781.51

VIExceptional Items30 - 236.65

VIIProfit before tax (V-VI) 1,676.57 1,544.86

VIIITax Expenses31

(1) Current Tax 415.72 301.39

(2) Deferred Tax 16.92 32.65

(3) Adjustment of tax relating to earlier periods 2.73 (2.03)

Total Tax Expenses (VIII) 435.37 332.00

IXProfit for the period from continuing operations (VII-VIII) 1,241.21 1,212.85

XOther Comprehensive Income

(a) Items that will not be reclassified to Profit or Loss

Remeasurements of Employee Defined benefit plans 1.06 5.75

Tax impact on above (0.27) (1.45)

XOther Comprehensive Income ( net of taxes) 0.79 4.31

XITotal Comprehensive Income for the year (IX+X) 1,242.00 1,217.16

Earning per equity share ( After Exceptional Items)

a) Basic (in Rs.) 24.14 23.59

b) Diluted (in Rs.) 24.14 23.59

Earning per equity share ( Before Exceptional Items)

a) Basic (in Rs.) 24.14 28.19

b) Diluted (in Rs.) 24.14 28.19

Company Overview & Significant Accounting Policies 1 & 2

Notes to Accounts form an integral part of financial statements

As per our Report of even date attached

For Jhunjhunwala Jain & Associates LLPFor and on behalf of the Board of Directors

Chartered Accountants

Firm’ Registration No : 113675W/W100361

(CA Randhir Kumar Jhunjhunwala) Nitin Kedia Nirmal Kedia

PartnerChairman & Managing Director Director & CFO

Membership No. 047058 DIN-00050749 DIN-00050769

Ishan Kumar Verma

Place: Mumbai Company Secretary

Mumbai, 28th day of May, 2025 Mem No. FCS-8320

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NITIN CASTINGS LIMITEDAnnual Report – 2024-25

74

(CIN : L65990MH1982PLC028822)

STATEMENT OF CASH FLOWS for the period ended 31st March, 2025

All amounts are in Lakhs

Particulars For the year ended 31st March 2025For the year ended 31st March 2024

Cash flow from operating activities

Profit before Tax 1,676.57 1,544.86

Adjustments for

FMV of Investments 38.96 (353.54)

Depreciation and amortisation expense 207.16 169.27

(Profit)/Loss on sale of Assets (2.74) (1.64)

Finance costs 43.09 19.87

Dividend Income (1.87) (2.13)

Provision for Impairment (0.23) 14.82

Provision for Gratuity (3.43) 7.21

Adjustment for Taxes of Earlier Years - 280.94 - (146.14)

Operating Profit before Working Capital Changes 1,957.51 1,398.72

(Increase)/Decrease in trade receivables 22.76 (242.36)

(Increase)/Decrease in inventories (299.00) (186.15)

Increase/ (Decrease) in trade payables 560.38 515.59

(Increase)/ Decrease in loans - 4.58

Increase/(Decrease) in other financial assets (16.85) 5.09

(Increase)/decrease in other current assets (100.57) 60.49

Increase/(decrease) in other financial liabilities - -

Increase/(decrease) in provisions 61.86 23.71

Increase in other current liabilities (2.79) 481.44

Increase in other non-current liabilities - 225.80 - 662.39

Cash generated from operations 2,183.32 2,061.11

Income taxes paid (402.12) (322.44)

Net cash inflow from operating activities 1,781.20 1,738.67

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NITIN CASTINGS LIMITEDAnnual Report – 2024-25

75

(CIN : L65990MH1982PLC028822)

STATEMENT OF CASH FLOWS for the period ended 31st March, 2025 (Contd.)

All amounts are in Lakhs

Particulars For the year ended 31st March 2025For the year ended 31st March 2024

Cash flows from investing activities

Sale/(Purchase) Of Investments (Net) (1,146.98) (787.95)

Purchase of Tangible / Intangible Assets, Capital Work

in Progress and Capital Advances (838.12) (552.02)

Net Proceeds from sale of Fixed Assets 122.39 68.73

Dividend Received 1.87 2.13

Net cash used in investing activities(1,860.84) (1,269.11)

Cash flow from financing activities

Repayment of borrowings 258.28 (494.45)

Interest paid (43.09) (19.87)

Dividend paid (154.24) (38.56)

Net cash from financing activities 60.95 (552.88)

Net increase (decrease) in cash and cash equivalents (18.69) (83.32)

Cash and cash equivalents at the beginning of the year 27.83 111.15

Cash and cash equivalents at end of the year 9.14 27.83

Note : The above cash flow statement has been prepared under the “ Indirect Method” as set out in the Ac-

counting Standard (Ind AS) 7 “Cash Flow Statements”.

Company Overview & Significant Accounting Policies 1 & 2

Notes to Accounts form an integral part of financial statements

As per our Report of even date attached

For Jhunjhunwala Jain & Associates LLPFor and on behalf of the Board of Directors

Chartered Accountants

Firm’ Registration No : 113675W/W100361

(CA Randhir Kumar Jhunjhunwala) Nitin Kedia Nirmal Kedia

PartnerChairman & Managing Director Director & CFO

Membership No. 047058 DIN-00050749 DIN-00050769

Ishan Kumar Verma

Place: Mumbai Company Secretary

Mumbai, 28th day of May, 2025 Mem No. FCS-8320

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NITIN CASTINGS LIMITEDAnnual Report – 2024-25

76

STATEMENT OF CHANGES IN EQUITY for the year ended 31st March 2025

A. Equity Share Capital ( refer note 14) All amounts are in Lakhs

Balance as at

April 1, 2024

Changes in equity

share capital due

to prior period

errors

Restated balance

as at April 1, 2024

Changes in equity

share capital

during the year

Balance as at

March 31, 2025

257.07 - 257.07 - 257.07

Balance as at

April 1, 2023

Changes in equity

share capital due

to prior period

errors

Restated balance

as at April 1, 2023

Changes in equity

share capital

during the year

Balance as at

March 31, 2024

257.07 - 257.07 - 257.07

B. Other Equtity ( refer note 15) All amounts are in Lakhs

Reserve & Surplus Equity

attributable to

shareholders

of the company

Total

Equity

Security

Premium

Reserve

General

Reserve

Capital

Reserve

Retained

Earnings

Balance as at April 1, 2024 2,341.74 75.00 27.50 4,468.90 6,913.14 6,913.14

Profit for the year - - - 1,241.21 1,241.21 1,241.21

Other comprehensive income for the year - - - 0.79 0.79 0.79

Transfer to general reserve from retained

earnings - - - - - -

Dividend Paid - - - (154.24) (154.24) (154.24)

Balance as at March 31, 2025 2,341.74 75.00 27.50 5,556.65 8,000.89 8,000.89

Balance as at April 1, 2023 2,341.74 75.00 27.50 3,290.30 5,734.54 5,734.54

Profit for the year - - - 1,212.85 1,212.85 1,212.85

Other comprehensive income for the year - - - 4.31 4.31 4.31

Transfer to general reserve from retained

earnings - - - - - -

Dividend Paid - - - (38.56) (38.56) (38.56)

Balance as at March 31, 2024 2,341.74 75.00 27.50 4,468.90 6,913.14 6,913.14

As per our Report of even date attached

For Jhunjhunwala Jain & Associates LLPFor and on behalf of the Board of Directors

Chartered Accountants

Firm’ Registration No : 113675W/W100361

(CA Randhir Kumar Jhunjhunwala) Nitin Kedia Nirmal Kedia

PartnerChairman & Managing Director Director & CFO

Membership No. 047058 DIN-00050749 DIN-00050769

Ishan Kumar Verma

Place: Mumbai Company Secretary

Mumbai, 28th day of May, 2025 Mem No. FCS-8320

----------------Page (78) Break----------------

NITIN CASTINGS LIMITEDAnnual Report – 2024-25

77

COMPANY OVERVIEW AND SIGNIFICANT ACCOUNTING POLICIES:

NOTE 1 – COMPANY OVERVIEW

CORPORATE INFORMATION:

NITIN CASTINGS LIMITED, (hereinafter referred to as ‘Company’) was formed in India on 3rdDecember,

1982. The company is a limited Company domiciled and incorporated in India and its shares are listed on the

Bombay Stock Exchange (BSE).

The company is in the business of manufacturing Alloy Steel Casting in the range of static centrifugal and

investment castings.

The registered office is located at 202, 2nd Floor, Rahul Mittal Industrial Premises Co. Op. Soc. Ltd., Sanjay

Building No. 3, Sir M.V. Road, Andheri (East), Mumbai – 400 059. The Company has manufacturing unit at

Plot No. 183/1, Surangi, Silvassa, Dadra and Nagar Haveli – 396230 and having Machining and Fabrication

workshop at Plot No. 7, Survey No. 679/1, Village-Karvad, Taluka Vapi, District Valsad, and Gujarat 396195.

NOTE 2 – BASIS OF PREPARATION AND PRESENTATION AND SIGNIFICANT ACCOUNTING POLICIES

2.1 BASIS OF PREPARATION AND PRESENTATION OF FINANCIAL STATEMENTS:

a) Statement of Compliance

These financial statements are prepared in accordance with Indian Accounting Standards (‘Ind AS’)

notified under section 133 of the Companies Act, 2013, read together with the Companies (Indian

Accounting Standards) Rules, 2015 and subsequent amendments thereto. The Company has

uniformly applied the accounting policies for the periods presented in these financial statements.

b) Accounting Convention

These Financial Statements have been prepared on the historical cost basis, except for certain

financial instruments which are measured at fair values at the end of each reporting period, as

explained in accounting policies below. Historical cost is generally based on the fair value of the

consideration given in exchange for goods and services.

Fair value is the price that would be received to sell an asset or paid to transfer a liability in an

orderly transaction between market participants at the measurement date, regardless of whether

that price is directly observable or estimated using another valuation technique. In estimating the

fair value of an asset or a liability, the Company takes into account the characteristics of the asset

or liability if market participants would take those characteristics into account when pricing the

asset or liability at the measurement date.

In addition, for financial reporting purposes, fair value measurements are categorized into Level 1,

2, or 3 based on the degree to which the inputs to the fair value measurements are observable and

the significance of the inputs to the fair value measurement in its entirety, which are described as

follows

• Level 1 inputs are quoted prices (unadjusted) in active markets for identical assets or

liabilities that the entity can access at the measurement date;

• Level 2 inputs are inputs, other than quoted prices included within Level 1, that are

observable for the asset or liability, either directly or indirectly; and

• Level 3 inputs are unobservable inputs for the asset or liability

c) Presentation

The Balance Sheet, the Statement of Profit and Loss and the Statement of Changes in Equity are

prepared and presented in the format prescribed in the Division II of Schedule III to the Act. The

Statement of Cash Flows has been prepared and presented as per the requirements of Ind AS 7

“Statement of Cash Flows”.

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78

The financial statements are presented in Indian Rupees (Rs.), which is also the Company’s

functional currency and all values are rounded to the nearest Lakhs, except when otherwise

indicated.

d) Current versus non-current classification

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

classification.

i. An asset 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 12 months after a reporting period, or

• Cash or cash equivalent unless restricted from being exchanged or used to settle a

liability for at least 12 months after a reporting period.

All other assets are classified as non-current.

ii. 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 12 months after the reporting period, or

• There is no unconditional right to defer the settlement of the liability for at least 12

months after the reporting period.

All other liabilities are classified as non-current.

iii. Deferred tax asset and liabilities are classified as non-current assets and liabilities.

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 12 months as its

operating cycle.

e) Use of Estimates and judgments

The preparation of financial statements in conformity with Ind AS requires management to make

judgements, estimates and assumptions that affect the application of accounting policies and the

reported amount of assets, liabilities, income, expenses and disclosures of contingent liabilities at

the date of these financial statements and the reported amount of revenues and expenses for the

years presented. Actual results may differ from the estimates.

Estimates and underlying assumptions are reviewed at each balance sheet date. Revisions to

accounting estimates are recognised in the period in which the estimates are revised and future

periods affected.

In particular, information about significant areas of estimation uncertainty and critical judgements

in applying accounting policies that have the most significant effect on the amounts recognised in

the financial statements are included in the note 2.2 of the financial statements.

2.2 SIGNIFICANT ACCOUNTING POLICIES

The financial statements have been prepared using the significant accounting policies and measurement

bases summarised as below. These policies are applied consistently for all the periods presented in the

financial statements, except where the Company has applied certain accounting policies and exemptions

upon transition to Ind AS.

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79

a) Revenue Recognition

Revenue from contracts with customers is recognized when control of the goods or services are

transferred to the customer at an amount that reflects the consideration to which the Company

expects to be entitled in exchange for those goods or services.

Revenue from the sale of goods is recognized at the point in time when control of the asset is

transferred to the customer, generally on the delivery of the goods.

The Company satisfies the performance obligation and recognizes revenue over time, if one of the

criteria prescribed under Ind_AS 115 - “Revenue from Contracts with Customers” is satisfied. If a

performance obligation is not satisfied over time, then revenue is recognized at a point in time at

which the performance obligation is satisfied.

The Company recognizes revenue for performance obligation satisfied over time only if it can

reasonably measure its progress towards complete satisfaction of the performance obligation. The

Company would not be able to reasonably measure its progress towards complete satisfaction

of a performance obligation if it lacks reliable information that would be required to apply an

appropriate method of measuring progress. In those circumstances, the Company recognizes

revenue only to the extent of cost incurred until it can reasonably measure outcome of the

performance obligation.

The management reviews and revises its measure of progress periodically and revisions, if any,

are considered as change in estimates and accordingly, the effect of such changes in estimates is

recognized prospectively in the period in which such changes are determined.

The Company considers whether there are other promises in the contract that are separate

performance obligations to which a portion of the transaction price needs to be allocated. In

determining the transaction price, the Company considers the effects of variable consideration,

the existence of significant financing component and consideration payable to the customer like

return and trade discounts.

Sales are disclosed excluding net of sales returns and Goods and Service Tax (GST).

Income from operations mainly includes Sales of Manufactured Goods and revenue earned on

account of job work income which is accounted as per the terms agreed with the customers.

Other income is comprised primarily of interest income, dividend income, gain / loss on

investments, Export benefits available under prevalent schemes and exchange gain/loss on foreign

currency transactions. Interest income is recognized using the effective interest method. Dividend

income is recognized (gross of tax deducted at source, if any) when the right to receive payment is

established.

b) Foreign Currency Transactions

Transactions in foreign currencies are initially recorded by the Company at the rate of exchange

prevailing on the date of the transaction.

Monetary assets and monetary liabilities denominated in foreign currencies remaining unsettled

at the end of the year are converted at the exchange rate prevailing on the reporting date.

Differences arising on settlement or conversion of monetary items are recognized in Statement of

Profit or Loss.

Exchange differences regarded as an adjustment to borrowing costs are presented in the Statement

of Profit and Loss, within finance costs and Exchange difference relating to long term monetary

items, arising during the year, in so far as they relate to the acquisition of depreciable fixed asset

is adjusted to the carrying cost of the fixed asset All other foreign exchange gains and losses are

presented in the Statement of Profit and Loss on a net basis within other gains/(losses). Non-

monetary foreign currency items are carried at cost.

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80

c) Inventories

All Inventories of raw materials, stores and spares, packing materials, stock in trade, finished

goods, work-in-progress etc. are valued at the lower of cost and net realizable value. Waste and by

product are valued at net realizable value.

Cost of inventories comprise of all cost of purchase, cost of conversion and other cost incurred

in bringing the inventory to their present location and condition. Cost of Work in progress and

Finished Goods are determined at acquisition cost plus direct costs of development, other direct

overheads attributable to inventory and appropriate share of other overheads.

d) Property, Plant and Equipment’s (PPE)

Property, plant and equipment are carried at cost of acquisition or construction, net of recoverable

taxes less accumulated depreciation and accumulated impairment losses, if any. Cost includes

purchases price, borrowing cost and any cost directly attributable to the bringing the assets to its

working condition for its intended use.

Capital work in progress includes cost of property, plant and equipment under installation as at

the balance sheet date.

Depreciation on the Property plant and equipment is provided using Straight Line Method (SLM)

over useful life of assets as specified in schedule II to the Companies Act, 2013, Depreciation on

Property Plant & equipment addition/deletion during the year has been provided on pro-rata

basis from the date of such addition or upto date of such deletion as the case may be. Freehold

land is not depreciated.

The assets’ residual values, useful lives and method of depreciation are reviewed at each financial

year end and are adjusted prospectively, if appropriate.

Property plants and equipment are eliminated from financial statement, either on disposal or

when retired from active use. Profits/Losses arising in the case of retirement/disposal of property

plant and equipment are recognized in the statement of profit and losses in the year of occurrence.

Leasehold Lands are amortized over period of lease. Buildings constructed on leasehold land are

depreciated based on the useful life specified in schedule II to the Companies Act, 2013, where the

lease period of land is beyond the life of the building.

e) Intangible Assets

Intangible assets are carried at cost less accumulated amortization and accumulated impairment

losses, if any Cost includes expenditure that is directly attributable to the acquisition of the

intangible assets.

Identifiable intangible assets are recognised when it is probable that future economic benefits

attributed to the asset will flow to the Company and the cost of the asset can be reliably measured.

Computer software are capitalized at the amount paid to acquire the respective license for use and

are amortized over period of useful lives. The assets useful lives are reviewed at each financial year

end.

Gains or losses arising from de-recognition of an intangible asset are measured as the difference

between the net disposal proceeds and the carrying amount of the asset and are recognised in the

statement of profit and loss when the asset is derecognized.

f ) Assets held for sale

Assets held for sale are measured at the lower of carrying amount or fair value less costs to

sell. The determination of fair value less costs to sell includes use of management estimates

and assumptions. The fair value of the assets held for sale has been estimated using valuation

techniques which includes unobservable inputs.

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g) Investment Properties

Property that is held for long-term rental yields or for capital appreciation or both, is classified

as investment property. Investment property is measured initially at its cost, including related

transaction costs and where applicable borrowing costs. Subsequent expenditure is capitalized

to the asset’s carrying amount only when it is probable that future economic benefits associated

with the expenditure will flow to the Company and the cost of the item can be measured reliably.

All other repairs and maintenance costs are expensed when incurred. When part of an investment

property is replaced, the carrying amount of the replaced part is derecognized.

h) 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.

Company as a lessee

(A) Lease Liability

At the commencement date, the Company measures the lease liability at the present value

of the lease payments that are not paid at that date. The lease payments shall be discounted

using incremental borrowing rate.

(B) Right-of-use assets

Initially recognized at cost, which comprises the initial amount of the lease liability adjusted

for any lease payments made at or prior to the commencement date of the lease plus any

initial direct costs less any lease incentives.

Subsequent measurement

(A) Lease Liability

Company measure the lease liability by (a) increasing the carrying amount to reflect interest

on the lease liability; (b) reducing the carrying amount to reflect the lease payments made;

and (c) re-measuring the carrying amount to reflect any reassessment or lease modifications.

(B) Right-of-use assets

Subsequently measured at cost less accumulated depreciation and impairment losses. Right-

of-use assets are depreciated from the commencement date on a straight line basis over the

shorter of the lease term and useful life of the under lying asset.

Impairment

Right of use assets are evaluated for recoverability whenever events or changes in circumstances

indicate that their carrying amounts may not be recoverable. For the purpose of impairment

testing, the recoverable amount (i.e. the higher of the fair value less cost to sell and the value-

in-use) is determined on an individual asset basis unless the asset does not generate cash flows

that are largely independent of those from other assets. In such cases, the recoverable amount is

determined for the Cash Generating Unit (CGU) to which the asset belongs.

Short term Lease

Short term lease is that, at the commencement date, has a lease term of 12 months or less. A

lease that contains a purchase option is not a short-term lease. If the company elected to apply

short term lease, the lessee shall recognize the lease payments associated with those leases as

an expense on either a straight-line basis over the lease term or another systematic basis. The

lessee shall apply another systematic basis if that basis is more representative of the pattern of the

lessee’s benefit.

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As a lessor

Leases for which the company is a lessor is classified as a finance or operating lease. Whenever, the

terms of the lease transfers substantially all the risks and rewards of ownership to the lessee, the

contract is classified as a finance lease. All other leases are classified as operating leases.

Lease income is recognized in the statement of profit and loss on straight line basis over the lease

term.

i) Fair Value Measurement

A fair value measurement of a non-financial asset takes into account a market participant’s ability

to generate economic benefits by using the asset in its highest and best use or by selling it to

another market participant that would use the asset in its highest and best use.

The Company uses valuation techniques that are appropriate in the circumstances and for which

sufficient data are available to measure fair value, maximizing the use of relevant observable

inputs and minimizing the use of unobservable inputs.

j) Impairment of Assets

An asset is considered as impaired when at the date of Balance Sheet, there are indications

of impairment. The assets are evaluated for recoverability whenever events or changes in

circumstances indicate that their carrying amounts may not be recoverable. For the purpose of

impairment testing, the recoverable amount (i.e. the higher of the fair value less cost to sell and

the value-in-use) is determined on an individual asset basis unless the asset does not generate

cash flows that are largely independent of those from other assets. In such cases, the recoverable

amount is determined for the CGU to which the asset belongs.

If such assets are considered to be impaired, the impairment to be recognized in the Statement

of Profit and Loss is measured by the amount by which the carrying value of the assets exceeds

the estimated recoverable amount of the asset. An impairment loss is reversed in the Statement

of Profit and Loss if there has been a change in the estimates used to determine the recoverable

amount. The carrying amount of the asset is increased to its revised recoverable amount, provided

that this amount does not exceed the carrying amount that would have been determined (net of

any accumulated amortization or depreciation) had no impairment loss been recognized for the

asset in prior years.

k) Cash and Cash equivalents

Cash and cash equivalents include cash at bank and cash in hand and highly liquid interest-bearing

securities with maturities of three months or less from the date of inception/acquisition.

l) Cash flow statement

Cash flows are reported using the indirect method, whereby profit for the period is adjusted for the

effects of transactions of a non-cash nature, any deferrals or accruals of past or future operating

cash receipts or payments and item of income or expenses associated with investing or financing

cash flows. The cash flows from the operating, investing and financing activities of the Company

are segregated.

m) Borrowing Costs

Borrowings are initially recognized at fair value, net of transaction costs incurred. Borrowings are

subsequently measured at amortized cost. Any difference between the proceeds (net of transaction

costs) and the redemption amount is recognized in profit or loss over the period of the borrowings

using the effective interest method.

Borrowing costs directly attributable to the acquisition, construction or production of an asset

that necessarily takes a substantial period of time to get ready for its intended use or sale are

capitalized as part of the cost of the asset. All other borrowing costs are expensed in the period

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in which they occur. Borrowing costs consist of interest and other costs that an entity incurs in

connection with the borrowing of funds. Borrowing cost also includes exchange differences to the

extent regarded as an adjustment to the borrowing costs.

n) Employee Benefit Expenses

Short term employee benefits are recognised as an expense in the statement of profit and loss of

the year in which the related services are rendered.

Post-employment and other long term employee benefits are charged off in the year in which the

employee has rendered services. The amount charged off is recognized at the present value of the

amounts payable determined using actuarial valuation techniques based on Projected Unit Credit

Method. Actuarial gain/losses in respect of post-employment and other long term benefits are

charged to Other Comprehensive Income (Net of Tax).

Retirement benefits in the form of Provident Fund are a defined contribution scheme and the

contributions are charged to the Statement of Profit and Loss of the year when the contributions

to the respective funds are due.

i) Defined Benefit Plans:

Employee defined benefit plans include gratuity

For defined benefit retirement benefit plans, the cost of providing benefits is determined

using the projected unit credit method, with actuarial valuations being carried out at the

end of each annual reporting period. Re-measurement, comprising actuarial gains and

losses, the effect of the changes to the asset ceiling (if applicable) and the return on plan

assets (excluding net interest), is reflected immediately in the balance sheet with a charge

or credit recognized in other comprehensive income in the period in which they occur.

Re-measurement recognized in other comprehensive income is reflected immediately in

retained earnings and is not reclassified to profit or loss. Past service cost is recognized in

the Statement of profit or loss in the period of a plan amendment. Net interest is calculated

by applying the discount rate at the beginning of the period to the net defined benefit liability

or asset.

Defined benefit costs are categorized as follows:

 Service cost (including current service cost, past service cost, as well as gains and losses on

curtailments and settlements);

 Net interest expense or income; and

 Re-measurement comprising actuarial gains or losses and return on plan assets (excluding

amounts included in net interest on the net defined benefit liability).

The Company presents the first two components of defined benefit costs in profit or loss in

the line item ‘Employee benefits expense’. Curtailment gains and losses are accounted for as

past service costs.

The retirement benefit obligation recognized in the balance sheet represents the actual

deficit or surplus in the Company’s defined benefit plans. Any surplus resulting from this

calculation is limited to the present value of any economic benefits available in the form of

refunds from the plans or reductions in future contributions to the plans.

A liability for a termination benefit is recognized at the earlier of when the entity can no

longer withdraw the offer of the termination benefit and when the entity recognizes any

related restructuring costs.

The Company makes contribution to a scheme administered by the insurer to discharge

gratuity liabilities to the employees.

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ii) Defined Contribution Plans

Employee defined contribution plans include provident fund, Employee state insurance and

Gratuity Fund.

Provident Fund and Employee State Insurance:

All employees of the Company receive benefits from Provident Fund and Employee’s State

Insurance, which are defined contribution plans. Both, the employee and the Company make

monthly contributions to the plan, each equaling to a specified percentage of employee’s

basic salary. The Company has no further obligations under the plan beyond its monthly

contributions. The Company contributes to the Employee Provident Fund and Employee’s

State Insurance scheme maintained by the Central Government of India and the contribution

thereof is charged to the Statement of Profit and Loss in the year in which the services are

rendered by the employees.

Gratuity Fund:

The Company makes contribution to a scheme that is funded through an ‘Approved Trust’.

The Trust has taken a Policy from the Life Insurance Corporation of India (LIC) and the

management of the fund is undertaken by the LIC. The Company has no other liability other

than its annual contribution.”

o) Taxation

Tax expense recognized in Statement of Profit and Loss comprises the sum of deferred tax and

current tax except to the extent it recognized in other comprehensive income or directly in equity.

i) Current Tax

Current tax comprises the tax payable or receivable on taxable income or loss for the year

and any adjustment to the tax payable or receivable in respect of previous years. Current

tax is computed in accordance with relevant tax regulations. The amount of current tax

payable or receivable is the best estimate of the tax amount expected to be paid or received

after considering uncertainty related to income taxes, if any. 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 assets and liabilities are offset only if there is a legally enforceable right to set off

the recognised amounts, and it is intended to realise the asset and settle the liability on a net

basis or simultaneously.

ii) Deferred Tax

Deferred tax is recognised in respect of temporary differences between carrying amount of

assets and liabilities for financial reporting purposes and corresponding amount used for

taxation purposes. Deferred tax assets are recognised on unused tax loss, unused tax credits

and deductible temporary differences to the extent it is probable that the future taxable

profits will be available against which they can be used.

This is assessed based on the Company’s forecast of future operating results, adjusted for

significant non-taxable income and expenses and specific limits on the use of any unused

tax loss. Unrecognised deferred tax assets are re-assessed at each reporting date and are

recognised to the extent that it has become probable that future taxable profits will allow the

deferred tax asset to be recovered.

Deferred tax assets and liabilities are measured at the tax rates that are expected to apply in

the year when the asset is realised or the liability is settled, based on tax rates (and tax laws)

that have been enacted or substantively enacted at the reporting date. The measurement

of deferred tax reflects the tax consequences that would follow from the manner in which

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85

the Company expects, at the reporting date to recover or settle the carrying amount of its

assets and liabilities. Deferred tax assets and liabilities are offset only if there is a legally

enforceable right to set off the recognised amounts, and it is intended to realise the asset and

settle the liability on a net basis or simultaneously. Deferred tax relating to items recognised

outside statement of profit and loss is recognised outside statement of profit or loss (either

in other comprehensive income or in equity).

p) Export Incentives

Benefit on account of entitlement of Duty Draw Back and others are recognized as and when right

to receive is established as per the terms of the scheme.

q) Government Grants

The grants are recognized where a certainty exists for the fulfilment of conditions and ultimate

collection of such grants. Grants which relate to revenue are credited either to the profit and loss

account as ‘Other Income’.

Grants which related to Property, Plant & Equipment or having capital nature are reduced from the

carrying value of the Capital Assets.

The company is accounting the government grants on receipt basis.

r) Dividend Distribution

Annual dividend distribution to the shareholders is recognised as a liability in the period in which

the dividends are approved by the shareholders. Dividend payable and corresponding tax on

dividend distribution is recognised directly in other equity.

s) Financial Instruments

The Company recognizes financial assets and financial liabilities when it becomes a party to the

contractual provisions of the instrument.

(i) Financial Assets

(a) Initial recognition and measurement

All financial assets are recognized initially at fair value plus, in the case of financial assets

not recorded at fair value through profit or loss, transaction costs that are attributable to the

acquisition of the financial asset. Purchases or sales of financial assets that require delivery

of assets within a time frame established by regulation or convention in the market place

(regular way trades) are recognized on the trade date i.e, the date that the Company commits

to purchase or sell the asset.

(b) Subsequent measurement

For purposes of subsequent measurement, financial assets are classified in three categories:

- Financials Assets at Amortized Cost

A financial asset is subsequently measured at amortized cost if it is held within a business

model whose objective is to hold the asset 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, debt instruments at amortized cost are subsequently measured

at amortized cost using the effective interest rate method, less impairment, if any.

Financial assets at fair value through Other Comprehensive Income (FVOCI)

A financial asset is subsequently measured at fair value through other comprehensive

income if it is held within a business model whose objective is achieved by both collecting

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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 assets at fair value through Profit or Loss (FVTPL)

Financial assets which are not classified in any of the above categories are subsequently fair

valued through profit or loss.

(c) De-recognition

The Company derecognizes a financial asset when the contractual rights to the cash flows

from the financial asset expire or it transfers the financial asset and the transfer qualifies for

de-recognition under Ind AS 109.

(d) Impairment

The Company recognizes loss allowances using the Expected Credit Loss (ECL) model for

the financial assets which are not fair valued through Profit and Loss / OCI. Loss allowance

for trade receivables with no significant financing component is measured at an amount

equal to lifetime ECL. The company offers different credit policies to its consumers based

on the work order received due to which it is practically impossible to categorize the trade

receivables and apply the method of ECL as specified in IND AS 109. Therefore, in order to

comply with the provision of IND AS 109, the company has decided to provide for ECL @1%

on the Closing Balance of the trade receivables. The amount of expected credit losses (or

reversal) that is required to adjust the loss allowance at the reporting date to the amount

that is required to be recognized is treated as an impairment gain or loss in the Statement of

Profit and Loss.

(e) Write Offs

Financial assets are written off either partially or in their entirety to the extent that there is

no realistic prospect of recovery. Any subsequent recoveries are credited to impairment on

financial instrument on statement of profit and loss.

(ii) Financial Liabilities

(a) Initial recognition and measurement

The Company’s financial liabilities include trade and other payables, loans and borrowings

including bank overdrafts, financial guarantee contracts and derivative financial instruments.

Financial liabilities are classified, at initial recognition, as at fair value through profit and

loss or as those measured at amortized cost.

(b) Subsequent measurement

The subsequent measurement of financial liabilities depends on their classification as

follows:

Financial liabilities at fair value through Profit and Loss:

Financial liabilities at fair value through profit and loss include financial liabilities held for

trading. The Company has not designated any financial liabilities upon initial recognition at

fair value through profit and loss.

Financial liabilities measured at Amortized Cost

After initial recognition, interest bearing loans and borrowings are subsequently measured

at amortized cost using the effective interest rate method except for those designated in an

effective hedging relationship.

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87

(c) De-recognition

A financial liability (or a part of a financial liability) is derecognized from the Company’s

balance sheet when the obligation specified in the contract is discharged or cancelled or

expires.

t) Segment Reporting

As the Company operates in only one business the disclosure requirements under Ind_AS 108 –

‘’Operating Segment” is not applicable.

u) Provisions, Contingent Liabilities, Contingent Assets and Commitments

(i) Provisions

Provisions are recognized when the Company has a present obligation (legal or constructive)

as a result of a past event, it is probable that an outflow of resources embodying economic

benefits will be required to settle the obligation and a reliable estimate can be made of the

amount of the obligation.

(ii) Contingent Liabilities

Contingent liability is disclosed for (i) Possible obligations which will be confirmed only by

the future events not wholly within the control of the company or (ii) Present obligations

arising from past events where it is not probable that an outflow of resources will be

required to settle the obligation or a reliable estimate of the amount of the obligation cannot

be made.

(iii) Contingent Assets

Contingent Assets are not recognized but are disclosed in the notes to the financial

statements. However, when the realisation of income is virtually certain, then the related

asset is no longer a contingent asset, but it is recognised as an asset.

v) Earnings Per Share

Basic earnings per equity share are computed by dividing the net profit attributable to the equity

holders of the Company by the weighted average number of equity shares outstanding during the

period. Diluted earnings per equity share are computed by dividing the net profit attributable to

the equity holders of the Company by the weighted average number of equity shares considered

for deriving basic earnings per equity share and also the weighted average number of equity

shares that could have been issued upon conversion of all dilutive potential equity shares. The

dilutive potential equity shares are adjusted for the proceeds receivable had the equity shares

been actually issued at fair value (i.e. the average market value of the outstanding equity shares).

Dilutive potential equity shares are deemed converted as of the beginning of the period, unless

issued at a later date. Dilutive potential equity shares are determined independently for each

period presented.

The number of equity shares and potentially dilutive equity shares are adjusted retrospectively for

all periods presented for any share splits and bonus shares issues including for changes effected

prior to the approval of the financial statements by the Board of Directors.

w) Significant Accounting Judgements, Estimates and Assumptions:

The preparation of the financial statements requires management to make judgements, estimates

and assumptions that affect the reported amounts of revenues, expenses, assets and liabilities, and

the accompanying disclosures, and the disclosure of contingent liabilities. Uncertainty about these

assumptions and estimates could result in outcomes that require a material adjustment to the

carrying amount of assets or liabilities affected in future periods. The key assumptions concerning

the future and other key sources of estimation uncertainty at the reporting date, that have a

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88

significant risk of causing a material adjustment to the carrying amounts of assets and liabilities

within the next financial year, are described below. The Company based on its assumptions and

estimates on parameters available when the financial statements were prepared. However, existing

circumstances and assumptions about future developments may change due to market changes or

circumstances arising that are beyond the control of the Company. Such changes are reflected in

the assumptions when they occur.

Property, plant and equipment and Intangible Assets:

Management reviews the estimated useful lives and residual values of the assets annually in

order to determine the amount of depreciation to be recorded during any reporting period. The

useful lives and residual values as per Schedule II of the Companies Act, 2013 or are based on

the Company’s historical experience with similar assets and taking into account anticipated

technological changes, whichever is more appropriate.

Recognition of deferred tax assets:

The extent to which deferred tax assets can be recognized is based on an assessment of the

probability of the future taxable income against which the deferred tax assets can be utilized.

Contingencies:

Management has estimated the possible outflow of resources at the end of each annual reporting

financial year, if any, in respect of contingencies/claim/litigations against the Company as it is not

possible to predict the outcome of pending matters with accuracy.

Fair value measurements and Impairment of financial assets:

The impairment provisions for financial assets are based on assumptions about risk of default and

expected cash loss. The Company uses judgement in making these assumptions and selecting the

inputs to the impairment calculation, based on Company’s past history, existing market conditions

as well as forward looking estimates at the end of each reporting period.

Defined benefits plan:

The Cost of the defined benefit plan and other post-employment benefits and the present value of

such obligation are determined using actuarial valuations. An actuarial valuation involves making

various assumptions that may differ from actual developments in the future. These include the

determination of the discount rate, future salary increases, mortality rates and attrition rate. Due

to the complexities involved in the valuation and its long-term nature, a defined benefit obligation

is highly sensitive to changes in these assumptions. All assumptions are reviewed at each reporting

date.

Recoverability of trade receivable:

Judgements are required in assessing the recoverability of overdue trade receivables and

determining whether a provision against those receivables is required. Factors considered include

the credit rating of the counterparty, the amount and timing of anticipated future payments and

any possible actions that can be taken to mitigate the risk of non-payment.

Provisions:

Provisions and liabilities are recognised in the period when it becomes probable that there will be

a future outflow of funds resulting from past operations or events and the amount of cash outflow

can be reliably estimated. The timing of recognition and quantification of the liability require the

application of judgement to existing facts and circumstances, which can be subject to change. Since

the cash outflows can take place many years in the future, the carrying amounts of provisions and

liabilities are reviewed regularly and adjusted to take account of changing facts and circumstances.

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89

3. Property, Plant and Equipment

All amounts are in Rupees in lakhs

Sr. No

Particulars

Gross Block (at cost)

Depreciaton / Amortisation

Carrying Amount

Balance As at

1st April 2024

Addition during the year

Deduction during the

year

Balance As at 31st March 2025

Balance As at

1st April 2024

Addition during the year

Deduction during the

year

Balance As at 31st March 2025

Balance As at 31st March 2025

Balance As at 31st March 2024

I

Tangible Assets

1

Buildings

1,305.11

669.58

-

1,974.69

472.14

48.33

-

520.47

1,454.22

832.97

2

Patterns

37.80

-

-

37.80

37.80

-

-

37.80

-

-

3

Lands (Free Hold)

549.67

-

115.68

433.98

-

-

-

-

433.98

549.67

4

Plant & Machinery

2,758.57

124.94

4.21

2,879.29

2,288.07

50.91

0.24

2,338.73

540.56

470.49

5

Energy Saving Equipments

43.52

-

-

43.52

17.29

1.86

-

19.15

24.37

26.23

6

Furniture & Fixture

96.15

0.55

-

96.70

76.01

2.99

-

79.00

17.70

20.14

7

Office Equipments

38.07

11.72

-

49.79

33.22

1.82

-

35.05

14.74

4.84

8

Electrical Installation

258.11

-

-

258.11

206.97

8.99

-

215.96

42.15

51.14

9

AC's & Refrigeration

65.59

0.50

-

66.08

41.59

2.94

-

44.53

21.55

23.99

10

Computers

100.98

9.61

-

110.59

87.26

6.90

-

94.15

16.44

13.73

11

Vehicles

741.60

21.22

10.63

752.19

236.52

82.43

10.63

308.32

443.87

505.08

Sub Total ->

5,995.17

838.12

130.52

6,702.76

3,496.88

207.16

10.88

3,693.16

3,009.60

2,498.28

II

Intangible AssetsGoodwill

1,124.01

-

-

1,124.01

1,124.01

-

-

1,124.01

-

-

Sub Total ->

1,124.01

-

-

1,124.01

1,124.01

-

-

1,124.01

-

-

Net Carrying amount as on 31st March, 2025

7,119.18

838.12

130.52

7,826.77

4,620.89

207.16

10.88

4,817.18

3,009.60

2,498.28

Net Carrying amount as on 31st March, 2024

6,728.42

552.02

161.26

7,119.18

4,545.79

169.27

94.17

4,620.89

2,498.28

Notes:

a) There is no immova

ble property where title deeds are not held in the name of the company.

b) The company has not revalued its Property, Plant and Equipment (including Right-of-Use Assets) or Intangible Assets during the year.

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90

Note : 4 Non Current Investment All amounts are in Lakhs

Sr.

No

ParticularsAs at

31st March 2025

As at

31st March 2024

Financial assets carried at fair value through profit

and loss (FVTPL)

1Investment in Equity Instruments (Quoted)

100 (March 31, 2024: 100) Equity Shares of

Uniabex Alloys Ltd. (FV 10/- each)

2.09 3.00

160 (March 31, 2024: 160) Equity Shares of

J.K. Enterprise Ltd. (FV 10/- each)

0.20 0.19

285 (March 31, 2024: 285) Equity Shares of

Bank of Baroda (FV 2/- each)

0.65 0.75

1,984 (March 31, 2024: 1,984) Equity Shares of

HCL Tech (FV 2/- each)

31.56 30.62

1,464 (March 31, 2024: 1,464) Equity Shares of

Tech Mahindra (FV 5/- each)

20.75 18.26

55.25 52.82

2Margin Money With Banks 92.25 35.05

Total 147.50 87.87

Note : 5 Others Financial Assets - Non Current All amounts are in Lakhs

Sr.

No

ParticularsAs at

31st March 2025

As at

31st March 2024

1Security Deposits 93.05 78.05

Total 93.05 78.05

Note : 6 Inventories All amounts are in Lakhs

Sr.

No

ParticularsAs at

31st March 2025

As at

31st March 2024

1Raw Material 1,153.72 513.21

2Work-in-Progress 1,535.19 1,994.00

3Stores & Spares 436.75 319.46

Total 3,125.66 2,826.66

Note : 7 Current Investment All amounts are in Lakhs

Sr.

No

ParticularsAs at

31st March 2025

As at

31st March 2024

1Investment in Mutual Funds, AIF Funds & other funds

(at fair value through profit and loss (FVTPL)

4,033.17 2,979.07

2Investment in Bonds (at fair value through profit and

loss (FVTPL)

556.06 561.77

Total 4,589.24 3,540.84

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91

Note : 8 Trade Receivables All amounts are in Lakhs

Sr.

No

ParticularsAs at

31st March 2025

As at

31st March 2024

1Secured, Considered Good - -

2Unsecured, Considered Good

a)Receivables from related parties - -

b)Others 1,444.58 1,467.12

3Unsecured, Considered doubtful

a)Receivables from related parties - -

b)Others 14.59 14.82

c)Less: Allowances for credit losses ( credit impaired) (14.59) (14.82)

Total 1,444.58 1,467.12

A) TRADE RECEIVABLES AGING SCHEDULE

Sr.

No

Outstanding for following periods from due date of

payment

As at

31st March 2025

As at

31st March 2024

Current

1Undisputed Trade Receivables – considered good

Less than 6 months 1,419.34 1,446.85

6 months to 1 year 2.41 18.10

1 year to 2 years 22.40 1.58

2 years to 3 years 0.43 0.58

more than 3 years - -

Total 1,444.58 1,467.12

2Undisputed Trade Receivables – which have significant

increase in credit risk

Less than 6 months - -

6 months to 1 year - -

1 year to 2 years - -

2 years to 3 years - -

more than 3 years - -

Total - -

3Undisputed Trade Receivables – credit impaired - -

Total - -

4Disputed Trade Receivables – considered good - -

Total - -

5Disputed Trade Receivables – which have significant

increase in credit risk

- -

Total - -

6Disputed Trade Receivables – credit impaired - -

Total - -

----------------Page (93) Break----------------

NITIN CASTINGS LIMITEDAnnual Report – 2024-25

92

Note : 9 Cash and cash equivalents All amounts are in Lakhs

Sr.

No

ParticularsAs at

31st March 2025

As at

31st March 2024

1Balance with banks in current accounts 4.86 21.36

2Cash on hand 4.29 6.47

Total 9.14 27.84

Note : 10 Bank Balance other than cash and cash equivalents All amounts are in Lakhs

Sr.

No

ParticularsAs at

31st March 2025

As at

31st March 2024

1Balances with banks in Unclaimed Dividend Account 17.87 10.47

Total 17.87 10.47

Note : 11 Others Financial Assets -(Current) All amounts are in Lakhs

Sr.

No

ParticularsAs at

31st March 2025

As at

31st March 2024

1Deposits (Unsecured, Considered Good) 11.83 9.98

Total 11.83 9.98

Note : 12 Current tax assets All amounts are in Lakhs

Sr.

No

ParticularsAs at

31st March 2025

As at

31st March 2024

1Income Tax Receivable (Net) 13.00 29.33

Total 13.00 29.33

Note : 13 Other Current Assets All amounts are in Lakhs

Sr.

No

ParticularsAs at

31st March 2025

As at

31st March 2024

1Advance for supply of goods & services 123.42 285.62

2Balance with government authorities 242.62 9.93

3Prepaid Expenses 58.27 51.35

4Advance to Employees (Unsecured) 1.97 4.57

5Other Income Receivable 28.78 6.17

6Gratuity Plan Assets (Net of Provision) 7.62 -

Total 462.69 357.63

----------------Page (94) Break----------------

NITIN CASTINGS LIMITEDAnnual Report – 2024-25

93

Note :14 Equity Share Capital All amounts are in Lakhs

Particulars As at 31st March 2025 As at 31st March 2024

No of Shares

(In Lakhs)

Rupees in

Lakhs

No of Shares

(In Lakhs)

Rupees in

Lakhs

Authorised

Equity share of Rs. 5/- each 100.00 500.00 100.00 500.00

Total 100.00 500.00 100.00 500.00

Issued, Subscribed and Fully Paid-up

Equity share of Rs. 5/- each 51.41 257.07 51.41 257.07

Total 51.41 257.07 51.41 257.07

b) Reconciliation of the number of shares and amount outstanding at the beginning and at the end of

the reporting period :

Particulars As at 31st March 2025 As at 31st March 2024

No of Shares

(In Lakhs)

Rupees in

Lakhs

No of Shares

(In Lakhs)

Rupees in

Lakhs

Equity shares at the beginning of the year 51.41 257.07 51.41 257.07

Add : Equity shares issued and alloted

during the year

- - - -

Equity shares at the end of the year 51.41 257.07 51.41 257.07

c) Rights, preferences and restrictions attached to shares:

The Company has one class of equity shares having a par value of Rs. 5 each. Each shareholder is eligible for

one vote per share held and carry a right to dividend. The dividend proposed by the Board of Directors is

subject to the approval of the shareholders in the ensuing Annual General Meeting, except in case of interim

dividend. In the event of liquidation, the equity shareholders are eligible to receive the remaining assets of the

Company after distribution of all preferential amounts, in proportion to their shareholding.

d) Details of Shareholders holding more than 5% shares in the Company

Particulars As at 31st March 2025 As at 31st March 2024

No of Shares % of

Holding

No of Shares % of

Holding

Shalini Nirmal Kedia 9,85,540 19.17% 9,85,540 19.17%

Nirmal Bhagirathprasad Kedia 4,63,924 9.02% 4,63,924 9.02%

Nitin Shantikumar Kedia 5,51,472 10.73% 5,51,472 10.73%

Suman Nitin Kedia 7,38,744 14.37% 7,38,744 14.37%

Punit Gopikishan Makharia 6,10,000 11.86% 6,10,000 11.86%

As per the records of the company, including its register of shareholders/ members & other declarations

received from shareholders regarding beneficial interest, the above shareholding represents both legal and

beneficial ownership of shares.

----------------Page (95) Break----------------

NITIN CASTINGS LIMITEDAnnual Report – 2024-25

94

e) Details of shares held by Promoters

Name of Shareholders As at 31st March 2025 As at 31st March 2024

No of

Shares

% of

Holding

% Change

during

the year

No of

Shares

% of

Holding

% Change

during

the year

Nitin S Kedia 5,51,472 10.726% - 5,51,472 10.726% -

Suman Nitin Kedia 7,38,744 14.369% - 7,38,744 14.369% -

Nirmal Bhagirathprasad Kedia 4,63,924 9.023% - 4,63,924 9.023% -

Shalini Nirmal Kedia 9,85,540 19.169% - 9,85,540 19.169% -

Saroj Shanitkumar Kedia 68,542 1.333% - 68,542 1.333% -

Nipun N Kedia 30,000 0.584% - 30,000 0.584% -

Vedanshu Kedia 61,500 1.196% - 61,500 1.196% -

Kirti Investments Limited 1,21,360 2.360% - 1,21,360 2.360% -

Rajshila Realtors LLP 1,36,840 2.662% - 1,36,840 2.662% -

Kedia Holdings Private Limited 58,500 1.138% - 58,500 1.138% -

Nirmal B Kedia (On Behalf of

Bhagirathprasad Purshottamdas HUF) 80,600 1.568% - 80,600 1.568% -

Nirmal B Kedia (On Behalf of Nirmal

Kumar Varun Kumar HUF) 1,20,000 2.334% - 1,20,000 2.334% -

Nitin S Kedia (On Behalf of Nitin

Kumar Nipun Kumar HUF) 1,20,000 2.334% - 1,20,000 2.334% -

Nitin S Kedia (On Behalf of Shantikumat

Nitinkumar HUF) 1,32,000 2.567% - 1,32,000 2.567% -

Nipun Nitin Kedia (On Behalf of Nipun

Kedia Family Trust) 202 0.004% - 202 0.004% -

Nirmal B Kedia (On Behalf of Nidhi

Kedia Family Trust) 202 0.004% - 202 0.004% -

Nirmal B Kedia (On Behalf of Nirmal

Kedia Family Trust) 202 0.004% - 202 0.004% -

Nirmal B Kedia (On Behalf of Varun

Kedia Family Trust)

202 0.004% - 202 0.004% -

Nitin S Kedia (On Behalf of Nitin Kedia

Family Trust)

204 0.004% - 204 0.004% -

Vedanshu Kedia (On Behalf of Vedanshu

Kedia Family Trust)

202 0.004% - 202 0.004% -

Nitin S Kedia (On Behalf of Kedia Family

Master Trust)

200 0.004% - 200 0.004% -

Total36,70,436 71.39%36,70,436 71.39%

----------------Page (96) Break----------------

NITIN CASTINGS LIMITEDAnnual Report – 2024-25

95

Note : 15 Other Equity All amounts are in Lakhs

Sr. NoParticularsAs at

31st March 2025

As at

31st March 2024

1Capital Reserve -

- Opening Balance 27.50 27.50

- Add : Transfer from retained earnings - -

Sub Total -> 27.50 27.50

2Securities Premium Reserve

- Opening Balance 2,341.74 2,341.74

- Add : Addition - -

Sub Total -> 2,341.74 2,341.74

3General Reserve

- Opening Balance 75.00 75.00

- Add : Transfer from retained earnings - -

Sub Total -> 75.00 75.00

4Retained Earnings

Opening Balance 4,468.90 3,290.30

Add : Profit /(Loss) for the year 1,241.21 1,212.85

Add : Other Comprehensive Income for the year 0.79 4.31

Add/(Less) : Adjustment of prior years - -

(Less) : Dividend Paid (154.24) (38.56)

Sub Total -> 5,556.65 4,468.90

Total 8,000.89 6,913.14

Note : 16 Non Current Borrowings All amounts are in Lakhs

Sr. NoParticularsAs at

31st March 2025

As at

31st March 2024

1Secured - At Amortised Cost

Term Loan

a) - Vehicle Loans from Banks 283.29 357.09

b) - Less : Current maturities of Long Term debts (93.31) (87.92)

Total 189.98 269.17

i) The above mentioned Loans are secured against the vehicles.

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NITIN CASTINGS LIMITEDAnnual Report – 2024-25

96

ii) Details of vehicle loans are as follows: All amounts are in Lakhs

ParticularsMaturity dateInterest RateInstallment Amt.

MV Loan-107-10-20279.60% 0.52

MV Loan-210-03-20269.30% 0.50

MV Loan-305-06-20269.30% 0.39

MV Loan-405-06-20268.90% 1.02

MV Loan-507-06-20268.71% 1.04

MV Loan-605-11-20289.00% 2.19

MV Loan-705-11-20289.00% 3.94

Note : 17 Deferred Tax Liability All amounts are in Lakhs

Sr. NoParticularsAs at

31st March 2025

As at

31st March 2024

Tax effects of items constituting deffered tax

assets

Provision for employees benefits 19.82 17.43

On Ind-AS effect of provision for impairement on

debtors

3.67 3.73

On Ind-As effect of Investments 8.55 11.98

Tax effects of items constituting deffered tax

liabilities

Difference between book balance and tax balance of

property, plant and equipment

144.78 135.64

On Ind-As effect of Investments 98.26 91.31

Total 211.00 193.81

Note : 18 Current Borrowings All amounts are in Lakhs

Sr. NoParticularsAs at

31st March 2025

As at

31st March 2024

1Secured - At Amortised Cost

Working Capital Loans (Repayable on Demand)*

a) - From Banks 466.49 134.42

Current maturities of Non-current borrowings ** 93.31 87.92

Total 559.80 222.33

*Loan from Banks/financial institutions are secured by way of hypothecation of entire stocks of raw materials,

semi-finished and finished goods, consumable stores and spares, debtors, plant and machineries and charge

on immovable properties of Silvassa Plant and personal guarantees of two Directors.

** The balance represents amounts of installments payable on term loans in next 12 months.

----------------Page (98) Break----------------

NITIN CASTINGS LIMITEDAnnual Report – 2024-25

97

Note : 19 Trade Payables All amounts are in Lakhs

Sr. NoParticularsAs at

31st March 2025

As at

31st March 2024

Trade Payables

1Due to Micro and Small Enterprises (refer Note 38) - -

2Due to Others 2,374.23 1,813.85

Total 2,374.23 1,813.85

A) TRADE PAYABLES AGEING SCHEDULE

Sr. NoOutstanding for following periods from due date

of payment

As at

31st March 2025

As at

31st March 2024

Current

(i)Micro, Small & Medium Enterprises. - -

Total - -

(ii)Others

Less than 1 year 2,352.45 1,801.24

1 year to 2 years 10.58 6.29

2 years to 3 years 5.67 2.40

More then 3 years 5.74 3.93

Total 2,374.43 1,813.85

(iii)Disputed dues- MSME - -

Total - -

(iv)Disputed dues - Others - -

Total - -

Note : 20 Other Current Liabilities All amounts are in Lakhs

Sr. NoParticularsAs at

31st March 2025

As at

31st March 2024

1Statutory Liabilities 56.88 20.46

2Advance from Customers 1,041.29 1,080.91

3Unclaimed Dividends 17.87 10.47

4Other Payables 0.41 -

Total 1,116.45 1,111.83

Note : 21 Provisions-Current All amounts are in Lakhs

Sr. NoParticularsAs at

31st March 2025

As at

31st March 2024

1Provision for Employees Benefits 92.69 68.87

2Other Provisions 122.04 84.00

Total 214.73 152.87

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NITIN CASTINGS LIMITEDAnnual Report – 2024-25

98

Note : 22 Revenue from Operations All amounts are in Lakhs

Sr. NoParticularsFor the year ended

31st March 2025

For the year ended

31st March 2024

1Sale of Goods- Castings

a)Sales-Indigenous 13,261.52 13,951.84

b)Sales-Export 1,795.86 922.92

Total 15,057.38 14,874.77

Note : 23 Other Income All amounts are in Lakhs

Sr. NoParticularsFor the year ended

31st March 2025

For the year ended

31st March 2024

1Dividend Income 1.87 2.13

2Interest on Fixed Deposits 4.22 14.58

3Interest Others 63.19 11.85

4Interest Subsidy from Government - 6.54

5Export Incentives 42.41 15.14

6Profit/(Loss) on sale of investments 273.99 12.90

7Profit/(Loss) on sale of fixed assets 2.74 1.64

8Other Non-Operating Income (Net) 0.18 0.16

9Insurance Claim Received - 1.87

10Gain from Fair Valuation of Investments - 353.54

11Expected Credit Loss (Ind-AS) 0.23 -

11Foreign Exchange Gain/(Loss) 1.64 13.95

Total 390.47 434.30

Note : 24 Cost of Materials consumed All amounts are in Lakhs

Sr. NoParticularsFor the year ended

31st March 2025

For the year ended

31st March 2024

1Opening Stock of Raw Materials and Stores & Spares 832.67 1,249.43

2Add: Purchases during the year 11,108.44 11,636.54

11,941.10 12,885.96

3Less: Closing Stock of Raw Materials and Stores &

Spares

(1,590.46) (832.67)

Total 10,350.64 12,053.30

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NITIN CASTINGS LIMITEDAnnual Report – 2024-25

99

Note : 25 Changes in inventories of finished goods, stock-in-trade and work-in-process

All amounts are in Lakhs

Sr. NoParticularsFor the year ended

31st March 2025

For the year ended

31st March 2024

1Work-in-Process

a) Opening Work-in-Process 1,994.00 1,391.08

b) Closing Work-in-Process (1,535.19) (1,994.00)

Net (increase)/ decrease 458.80 (602.91)

Note : 26 Employee Benefit Expenses All amounts are in Lakhs

Sr. NoParticularsFor the year ended

31st March 2025

For the year ended

31st March 2024

1Salaries to Staff 456.50 356.00

2Managerial Remuneration 253.80 199.80

3Wages to Worker & Employees Welfare 443.31 397.13

4Statutory Contribution 28.55 24.63

Total 1,182.17 977.56

Note : 27 Finance Costs All amounts are in Lakhs

Sr. NoParticularsFor the year ended

31st March 2025

For the year ended

31st March 2024

1Interest on Cash Credit 7.28 0.99

2Interest to Others 29.19 16.96

3Other Borrowing Cost 6.62 1.92

Total 43.09 19.87

Note : 28 Depreciation and Amortisation expenses All amounts are in Lakhs

Sr. NoParticularsFor the year ended

31st March 2025

For the year ended

31st March 2024

1Depreciation on Property, Plant and Equipment (refer

note 3)

207.16 169.27

Total 207.16 169.27

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NITIN CASTINGS LIMITEDAnnual Report – 2024-25

100

Note : 29 Other Expenses All amounts are in Lakhs

Sr. NoParticularsFor the year ended

31st March 2025

For the year ended

31st March 2024

1Bank Charges 3.10 3.03

2Electricity Charges 22.07 17.04

3General Administration Expenses 16.08 24.93

4Insurance Expenses 260.53 68.27

5Legal, Professional & Consultancy Fees 319.15 171.90

6Postage, Courier & Telephone Expenses 5.40 5.62

7Rent, Rates & Taxes 125.57 110.05

8Repair & Maintenance Expenses 146.75 116.81

9Selling & Distributions Expenses 446.06 316.79

10Sundry Expenses 0.71 0.76

11CSR Expenditure 18.50 10.88

12Sundry Balance W/off 36.47 (65.82)

13Vehicle, Travelling & Conveyance Expenses 83.03 125.19

14Loss from Fair Valuation of Investments 38.96 -

15Payment to Auditors as:

(i) Statutory Audit Fees 6.00 4.00

(ii) Limited Review & Certification Fees 1.00 1.00

Total 1,529.41 910.47

Note : 30 Exceptional Items All amounts are in Lakhs

Sr. NoParticularsFor the year ended

31st March 2025

For the year ended

31st March 2024

1 Advances Write off - 236.65

- 236.65

Note : 31 Tax Expenses All amounts are in Lakhs

Sr. NoParticularsFor the year ended

31st March 2025

For the year ended

31st March 2024

1Current tax expense 415.72 301.39

2Deferred Tax 16.92 32.65

3Adjustment in respect of Previous Year 2.73 (2.03)

435.37 332.00

Income tax expense attributable to:

Profit from Continuing Operations 435.37 332.00

Profit from Discontinuing Operations - -

435.37 332.00

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NITIN CASTINGS LIMITEDAnnual Report – 2024-25

101

32. Corporate Social Responsibility (CSR):

1. Brief outline on CSR Policy of the Company:

The CSR Policy sets out our commitment to ensuring that our activities extend beyond business

and includes initiatives and endeavours for the benefit and development of the community and

society. The CSR Policy lays down the guidelines for undertaking programmes geared towards

social welfare activities or initiatives. Through this CSR Policy, the Company proposes to adopt

short, medium and long term CSR programs and initiatives.

2. Composition of CSR Committee:

Sr.

No.

Name of DirectorDesignation/

Nature of

Directorship

Number of

Meetings of CSR

Committee held

during the year

Number of meetings

of CSR Committee

attended during the

year

1.Nitin S. KediaChairman11

2.Arvind B. JalanMember11

3.Jayaprakash PreethiMember11

3. Web-link where Composition of CSR committee, CSR Policy and CSR projects approved by the

board are disclosed on the website of the company: www.nitincastings.com.

4. Impact Assessment of CSR Projects carried out in pursuance of sub-rule (3) of rule 8 of the

Companies (Corporate Social Responsibility Policy) Rules, 2014, if applicable: Not Applicable.

5. (a) Average Net Profit (last 3 immediate financial years) of the Company as per Section

135(5): R s . 9, 25,04, 810/-

(b) Two percent of average net profit of the Company as per Section 135(5):Rs. 18,50,096/-

(c) Surplus arising out of the CSR projects or programmes or activities of the previous

financial years: Not Applicable.

(d) Amount required to be set off or the financial year, if any: Not Applicable.

(e) Total CSR obligation for the financial year (5b+5c- 5d): Rs. 18,50,096/-

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

18,50,096/-

(b) Amount spent in Administrative Overheads: NIL

(c) Amount spent on Impact Assessment, if applicable: NA

(d) Total amount spent for the Financial Year (a+b+c): Rs. 18,50,096/-

(e) CSR amount spent or unspent for the financial year:

Total Amount

Spent for the

Financial Year

(in Rs.)

Amount Unspent (in Rs.)

Total Amount transferred to

Unspent CSR Account as per

sub-section (6) of section

135

Amount transferred to any fund specified

under Schedule VII as per second proviso

to sub-section (5) of section 135

AmountDate of

Transfer

Name of the

Fund

AmountDate of

Transfer

Rs. 18,50,096/-NOT APPLICABLE

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NITIN CASTINGS LIMITEDAnnual Report – 2024-25

102

(f ) Excess amount for set off, if any

Sr. No.ParticularsAmount (in Rs.)

(i)Two percent of average net profit of the company as per sub-

section (5) of Section 135

Rs. 18,50,096/-

(ii)Total amount spent for the Financial YearRs. 18,50,096/-

(iii)Excess amount spent for the financial year [(ii)-(i)]NIL

(iv)Surplus arising out of the CSR projects or programmes or activities

of the previous financial years, if any

NIL

(v)Amount available for set off in succeeding financial years [(iii)-(iv)]NIL

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

8. Whether any capital assets have been created or acquired through Corporate Social Responsibility

amount spent in the Financial Year: No

If Yes, enter the number of Capital assets created/ acquired: Not Applicable

Details relating to such asset(s) so created or acquired through Corporate Social Responsibility

amount spent in the Financial Year: No

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

per subsection (5) of section 135: Not Applicable

10. In accordance with the provision of section 135 of the Act, the Board of Directors of the company

has constituted CSR Committee. The details of CSR activities are as follows:

ParticularsFY 2024-25

Amount

(in Rs.)

FY 2023-24

Amount

(in Rs.)

i) Gross amount required to be spent by the company during

the year

18,50,09610,88,498

ii) Amount spent during the year on following:

(a) Construction/acquisition of any asset--

(b) On purpose other than (a) above18,50,09610,88,498

Total18,50,09610,88,498

iii) Nature of CSR activities for the financial year 2024-25 and

2023-24:

A. Eradicating hunger, poverty and malnutrition, promoting

health care including preventive health and sanitation and

making available safe drinking water, promoting education,

including special education and employment enhancing

vocation skills especially among children, women, elderly,

and the differently abled and livelihood enhancement

projects.

18,50,09610,88,498

Total18,50,09610,88,498

33. The Company is operating in single segment i.e. Manufacturing of Alloy Steel Castings and thus there is

no reportable segments as per Indian Accounting Standard (Ind AS) 108 “Operating Segment”. There is

no reportable geographical segment either.

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NITIN CASTINGS LIMITEDAnnual Report – 2024-25

103

34. The disclosures required under Indian Accounting Standard 19 “Employee Benefits” are given below:

Defined Benefit Plans

The Company operates Defined Benefit Plans that provide Gratuity benefits. The gratuity plan entitles

an employee, who has rendered at least 5 years of continuous service, to receive one-half month salary

for each year of completed service at the time of retirement/ exit.

Summary of Defined Benefit Plans (Rs. in Lakhs)

ParticularsAs at

31st March, 2025

As at

31st March, 2024

Defined Benefit Cost included in P & L Other 5.296.43

Comprehensive (Income) / Loss(1.40)(6.18)

Total Defined Benefit Cost recognized in P&L and OCI3.890.25

Defined Benefit Obligation the at end78.7569.26

Fair Value of Plan Assets at the end86.3780.19

Net Defined Benefit Liability / (Asset)(7.62)(10.93)

Discount Rate6.60%7.10%

Summary of Financial Assumptions

ParticularsValuation Date

As at

31st March, 2025

As at

31st March, 2024

Discount Rate6.60%7.10%

Salary Escalation5.00%5.00%

Summary of Demographic Assumptions

ParticularsValuation Date

As at

31st March, 2025

As at

31st March, 2024

Disability Rate (as % of above mortality rate)0.00%0.00%

Withdrawal Rate1.00%1.00%

Normal Retirement Age58 Years58 Years

Adjusted Average Future Service1818

Gratuity

a. Movement in net defined benefit (asset) liability

The following table shows as reconciliation from the opening balances to the closing balance for the net

defined benefit (asset) liability and its components

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NITIN CASTINGS LIMITEDAnnual Report – 2024-25

104

Change in Defined Benefit Obligation (Rs. in Lakhs)

ParticularsAs at

31st March, 2025

As at

31st March, 2024

Opening Balance69.2664.08

Actuarial gain/ (loss) included in profit & loss--

Current service cost6.517.21

Interest cost (expense)4.033.85

Re-measurements - Due to Financial Assumptions--

Re-measurements - Due to Experience Adjustments(1.06)(5.75)

Total benefits paid-0.13

Defined Benefit Obligation at the end78.7569.26

Discount Rate6.60%7.10%

Salary Escalation Rate5.00%5.00%

Change in Fair Value of Plan Assets (Rs. in Lakhs)

ParticularsAs at

31st March, 2025

As at

31st March, 2024

Opening Balance80.1964.01

Expected return of plan assets5.715.07

Actual Company Contributions0.5911.25

Actual Administration Expenses Paid(0.46)(0.44)

Actuarial Gain/(Losses)0.340.43

Total benefits paid-(0.13)

Closing balance86.3780.19

Weighted Average Asset Allocations at end of current period

ParticularsAs at

31st March, 2025

As at

31st March, 2024

Equities0%0%

Bonds0%0%

Gilts0%0%

Insurer Managed Fund & T-Bills100%100%

Total100%100%

----------------Page (106) Break----------------

NITIN CASTINGS LIMITEDAnnual Report – 2024-25

105

Components of Defined Benefit Cost (Rs. in Lakhs)

ParticularsAs at

31st March, 2025

As at

31st March, 2024

Current Service Cost 6.517.21

Past Service Cost --

Total Service Cost6.517.21

Interest Expense on DBO 4.033.85

Interest (Income) on Plan Assets (5.71)(5.07)

Total Net Interest Cost(1.68)(1.23)

Reimbursement of Other Long Term Benefits --

Defined Benefit Cost included in P & L4.835.99

Re-measurements - Due to Financial Assumptions 2.020.62

Re-measurements - Due to Experience Adjustments (3.08)(6.37)

(Return) on Plan Assets (Excluding Interest Income) (0.34)(0.43)

Total Re-measurements in OCI(1.40)(6.18)

Discount Rate 6.60%7.10%

Salary Escalation Rate 5.00%5.00%

Bifurcation of Present Value of Obligations at the end of the valuation period as per Schedule III of the

Companies Act, 2013 (Rs. in Lakhs)

ParticularsAs at

31st March, 2025

As at

31st March, 2024

Current Liabilities32.7331.45

Non- current Liabilities46.0237.81

Amounts recognized in the Statement of Financial Position (Rs. in Lakhs)

ParticularsAs at

31st March, 2025

As at

31st March, 2024

Defined Benefit Obligation78.7569.26

Fair Value of Plan Assets86.3780.19

Funded Status(7.62)(10.93)

Effect of Asset Ceiling / Onerous Liability--

Net Defined Benefit Liability / (Asset)(7.62)(10.93)

Net Defined Benefit Liability / (Asset) reconciliation (Rs. in Lakhs)

ParticularsAs at

31st March, 2025

As at

31st March, 2024

Net Defined Benefit Liability / (Asset) at the beginning0.320.07

Defined Benefit Cost included in P & L5.296.43

Total Re-measurements included in OCI(1.40)(6.18)

Employer Contributions--

Net Defined Benefit Liability / (Asset) at the end4.210.32

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NITIN CASTINGS LIMITEDAnnual Report – 2024-25

106

Net Defined Benefit Liability / (Asset) reconciliation

ParticularsAs at

31st March, 2025

As at

31st March, 2024

Number of Employees149130

Total Monthly Salary (Rs. In Lakhs)21.9916.51

Average Monthly Salary (Rs. In Lakhs)0.150.13

Average Past Service7.137.20

Average Age40.7139.66

b. Actuarial Assumptions

The following were the principal actuarial assumptions at the reporting date

(Expressed as weighted averages).

ParticularsAs at

31st March, 2025

As at

31st March, 2024

Discount Rate6.60%7.10%

Salary escalation rate5.00%5.00%

Assumptions regarding future mortality have been based on published statistics and mortality tables.

Notes:

i. The expected return on plan assets for the year ended 31/03/2025 is as furnished by LIC.

ii. The entire plan assets are managed by LIC.

iii. The estimate of future salary increase takes into account inflation, seniority, promotion and other

relevant factors.

iv. Discount rate is based on the prevailing market yields of Indian Government Bonds as at the

Balance Sheet date for the estimated term of the obligation.

35. In the opinion of the Board, current assets, loans and advances have a value on realization in the

ordinary course of business at least equal to the amount at which they are stated. The balances of Sundry

Debtors, Loans and advances, Deposits, some of the Sundry Creditors and Unsecured Loans are subject

to confirmations, reconciliation and adjustments, if any.

36. Related Parties Disclosures

As per Ind_AS24 “Related Party Disclosures”, the disclosure of Related Parties and transactions with

them are given below:

A. List of related parties and nature of relationship

I. Key Managerial personnel and Relatives:

(a) Mr. Nitin S Kedia – Managing Director

(b) Mr. Nirmal B Kedia – Director and CFO

(c) Mr. Nipun N Kedia – Director

(d) Mr. Arvind Balkrishna Jalan - Independent Director

(e) Ms. Preethi Anand - Independent Director

(f ) Mr. Chintan Rambhia – Independent Director

(g) Ms. Suman N Kedia – Relative Director

(h) Ms. Shalini N Kedia – Relative Director

(i) Mr. Ishan Kumar Verma – Company Secretary

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107

II. Enterprise over which Key Managerial Personnel are able to exercise significant

influence:

(a) M/s Kedia Construction Company Limited

(b) M/s Kirti Investment Limited

(c) M/s Rajshila Mercantile Private Limited

(d) M/s Sanrit Software Private Limited

(e) M/s Goldbiz Trading (India) Private Limited

(f ) M/s Arvind Engineering Works

(g) M/s Fragile X Society

(h) M/s Nitin Kedia Family Trust

(i) M/s Angel Trust

B. Transactions with Related Parties: (Rupees in Lakhs)

ParticularsSubsidiaries

and Fellow

Subsidiaries/

Associates

KMP and

Relatives of

KMPs

Enterprise over

which KMP

have significant

influence

Total

Remuneration &

Perquisites

-253.80

(200.70)

-253.80

(200.70)

Director Sitting Fees-1.75

(1.44)

-1.75

(1.44)

Rent Expenses-90.51

(88.30)

27. 25

(18.00)

117.76

(106.30)

Commission & Brokerage--10.49

(9.78)

10.49

(9.78)

Donation – CSR --18.50

(10.88)

18.50

(10.88)

Professional Fees--95.25

(68.75)

95.25

(68.75)

Rent Deposit--15.00

(NIL)

15.00

(NIL)

(Figures in bracket represent those of previous year)

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108

C. Disclosures of material transactions (Excluding reimbursements) with Related Parties as

mentioned above:

(Rupees in Lakhs)

Particular2024 – 20252023 – 2024

Managerial Remuneration & Perquisites

Nitin S Kedia 90.00 90.00

Nirmal B Kedia90.0090.00

Nipun N Kedia72.0018.90

Ishan Kumar Verma1.801.80

Director Sitting Fees

Preethi Anand0.500.50

Chintan Rambhia1.250.94

Professional Fees

M/s Kedia Construction Company Limited30.2516.25

M/s Kirti Investment Limited38.0024.00

M/s Rajshila Mercanticle Pvt. Ltd.15.0016.50

M/s Sanrit Software Pvt. Ltd.12.0012.00

Commission & Brokerage

M/s Arvind Engineering Works10.499.78

CSR Expenses/Donation

M/s Fragile X Society18.5010.88

Rent Paid

Suman N Kedia45.2544.15

Shalini N Kedia45.2544.15

M/s Goldbiz Trading (India) Pvt. Ltd.18.0018.00

M/s Nitin Kedia Family Trust4.63-

M/s Angel Trust4.63-

Rent Deposit

M/s Nitin Kedia Family Trust7. 50-

M/s Angel Trust7. 50-

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109

D. Balances with the Related Parties as at 31st March, 2024

(Rupees in Lakhs)

ParticularsSubsidiaries

Associates

and Fellow

Subsidiaries

KMP and

Relatives of

KMPs

Enterprise over

which KMPs

have significant

influence

Total

Remuneration &

Perquisites

-

-

10.53

(9.54)

-

-

10.53

(9.54)

Director Sitting Fees-

-

1.35

(1.07)

-

-

1.35

(1.07)

Rent Expenses-

-

-

-

5.90

(3.38)

5.90

(3.38)

Commission & Brokerage-

-

29.00

(29.00)

53.40

(38.40)

5.90

(3.38)

(Figures in bracket represent those of previous year)

37. Unhedged foreign currency exposure

Foreign currency exposure on account of trade receivable and payable not hedged by derivative

instrument are as follows:

Particulars2024-252023-24

Foreign CurrencyRs. In LakhsForeign CurrencyRs. In Lakhs

Payable

USD----

Receivable

USD5,04,316.82431.4712,336.8010.28

Euro65,873.0060.8288,714.3180.04

Advance From

debtors

USD9,227.007.901,68,826.16140.80

Euro58.320.05--

38. The Company has not received information from the suppliers regarding their status under the micro,

small and medium enterprises development act, 2006. Hence, disclosure, if any, relating to amount

unpaid as at the balance sheet date together with interest paid or payable as per the requirement under

the said act have not been made.

39. Financial Instruments- Fair Values

A. Accounting classification and fair values

The following table shows the carrying amounts and fair values of financial assets and financial

liabilities, including their levels in the fair value hierarchy. It does not include fair value information

for financial assets and financial liabilities if the carrying amount is a reasonable approximation of

fair value.

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NITIN CASTINGS LIMITEDAnnual Report – 2024-25

110

(Rs. in Lakhs)

31st March,

2025

Carrying amountFair Value

FVTPLFVTOCIAmortized CostTotalLevel 1Level 2Level 3Total

Financial

Assets

Cash and Cash

Equivalent--4.294.29--4.294.29

Balance with

Banks--4.864.86--4.864.86

Bank Balance

other than

cash and cash

equivalents

--17.8717.87--17.8717.87

Long term

loans--------

Security

Deposits--104.88104.88-104.88-104.88

Investments4736.73--4736.734736.73--4736.73

Trade

and other

receivables

--1444.581444.58--1444.581444.58

Other financial

assets--------

Total4736.73-1576.476313.214736.73104.881471.606313.21

Financial

liabilities

Trade and

other payables--2374.232374.23--2374.232374.23

Borrowings--749.78749.78--749.78749.78

Total--3124.013124.01--3124.013124.01

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NITIN CASTINGS LIMITEDAnnual Report – 2024-25

111

31st March,

2024

Carrying amountFair Value

FVTPLFVTOCIAmortized CostTotalLevel 1Level 2Level 3Total

Financial

Assets

Cash and Cash

Equivalent--6.476.47--6.476.47

Balance with

Banks--21.3621.36--21.3621.36

Bank Balance

other than

cash and cash

equivalents

--10.4710.47--10.4710.47

Long term

loans--------

Security

Deposits--88.0388.03-88.03-88.03

Investments3628.71--3628.713628.71--3628.71

Trade

and other

receivables

--1467.121467.12--1467.121467.12

Other financial

assets--------

Total3628.71-1593.455222.173628.7188.031505.425222.17

Financial

liabilities

Trade and

other payables--1813.851813.85--1813.851813.85

Borrowings--491.50491.50--491.50491.50

Total--2305.352305.35--2305.352305.35

Note:

• 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.

40. Financial risk management objectives

The Company’s corporate treasury function provides services to the business, co-ordinates access to

domestic financial markets, monitors and manages the financial risk relating to the operation of the

Company through internal risk reports which analyse exposures by degree and magnitude of risk. These

risks include market risk (including currency risk, interest risk and other price risk), credit risk and

liquidity risk.

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NITIN CASTINGS LIMITEDAnnual Report – 2024-25

112

The use of financial derivatives is governed by the Company’s policies approved by the board of directors,

which provide written principles on foreign exchange risk, interest rate risk, credit risk, the use of

financial derivatives and non-derivatives financial instruments, and the investment of excess liquidity.

Compliance with policies and exposure limit is reviewed by the management on a continuous basis. The

Company does not enter into or trade financial instrument, including derivative financial instruments,

for speculative purpose.

Foreign Currency risk management

The Company undertakes transactions denominated in foreign currencies; consequently, exposures

to exchange rate fluctuations arise. Exchange rate exposures are managed within approved policy

parameters utilising forward foreign exchange contracts where the amount is material.

Equity Risk

There is no material equity risk relating to the Company’s equity investments which are detailed in note

4 “Investments”. The Company’s equity investments majorly comprises of strategic investments rather

than trading purposes.

Interest Risk

Interest rate risk is the risk that the fair value or future cash flows of a financial instrument that will

fluctuate because of changes in market rates. The Company’s exposure to the risk of changes in market

rates related primarily to the Company’s non-current debt obligation with floating interest rates. The

Company’s policy is generally to undertake non-current borrowing using facilities that carry floating

interest rate. Moreover, the short term borrowings of the Company do not have a significant fair value or

cash flow interest rate risk due to their short tenure.

41. Cash Flow sensitivity analysis for variable rate instrument

The Company does not account for any fixed - rate financial assets or financial liabilities at fair value

through profit and loss, and the Company does not have any designated derivatives. Therefore, a change

in interest rates at the reporting date would not affect profit and loss for any of these fixed interest

bearing financial instruments.

Credit risk management

Credit risk refers to the risk that a counter party will default on its contractual obligation resulting in

financial loss to the Company. The Company uses its own trading records to evaluate the credit worthiness

of its customers. Credit risk is the risk of financial loss to the Company if a customer or counterparty to a

financial instrument fails to meet its contractual obligations, and arises principally from the Company’s

receivables from customers. Credit risk is managed through credit approvals, establishing credit limits

and continuously monitoring the creditworthiness of customers to which the Company grants credit

terms in the normal course of business. The Company establishes an allowance for doubtful debts and

impairment that represents its estimate of incurred losses in respect of trade and other receivables and

investments.

The credit risk on investment in mutual funds is limited because the counter parties are reputed banks

or funds sponsored by reputed bank.

Liquidity Risk Management

Ultimate responsibility for liquidity risk management rests with the Board of Directors, which has

established an appropriate liquidity risk management framework for the management of the Company’s

short term, medium term and long term funding and liquidity management requirements. The Company

manages liquidity risk by maintaining adequate reserves, banking facilities and reserve borrowing

facilities, by continuously monitoring forecast and actual cash flows, and by matching the maturity

profiles of financial assets and liabilities.

All current financial liabilities are repayable within one year.

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113

42. Disclosure under Ind AS 115- Revenue from contracts with customers

The Company is engaged into manufacturing Alloy Steel Casting in the range of static and centrifugal.

There is no impact on the Company’s revenue on applying Ind AS 115 from the contract with customer.

Disaggregation of revenue from contract with customers (Rs. in Lakhs)

Particulars 2024-252023-24

1) Sale of Products Manufacturing

India13,261.5213,951.84

Outside India1,795.86922.92

2) Sale of Services --

3) Other operating revenue--

Total Revenue 15,057.3814,874.77

Sales by performance obligations (Rs. in Lakhs)

Particulars2024-252023-24

Upon Shipment1,795.86922.92

Upon Delivery13,261.5213,951.84

Total Revenue 15,057.3814,874.77

Reconciliation of Revenue from contract with customer (Rs. in Lakhs)

Particulars 2024-252023-24

Adjustment made to contract price on account of:15,158.7315,271.07

a) Discounts / Rebates / Incentives--

b) Sales Returns / Credits / Reversals101.35396.30

Revenue from contract with customer--

Other operating revenue --

Revenue from Operations15,057.3814,874.77

45. The transaction in Foreign Currency during the year is as under: (Rs. in Lakhs)

S r.Particulars 2024-252023-24

1C.I.F. Value of Import47.2045.39

2Earnings in Foreign Exchange-Exports1,795.86922.92

44. Contingent Liabilities and Contingent Assets :

The Company has not recognized any Contingent Liabilities other than those specified below:

(Rs. in Lakhs)

S r.Particulars2023-242022-23

1Letter of Guarantee issued by the Bankers734.75201.74

2Excise Duty matters for which liability, relating to

issues of taxability and deductibility as disputed by the

Company and provision is not made

401.38532.81

3Goods & Service Tax matters for which liability, relating

to issues of taxability and deductibility as disputed by

the Company and provision is not made

12.40-

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114

47. Earnings per share: (Rs. in Lakhs)

Particulars2024-252023-24

a) Basic earnings per share (After Exceptional Items)

Profit attributable to the equity holders of the company (After

Exceptional Items)

1241.211212.85

Weighted average number of equity shares used as the

denominator

51.4151.41

Basic Earnings Per Share (After Exceptional Items)24.1423.59

b) Basic earnings per share (Before Exceptional Items)

Profit attributable to the equity holders of the company

(Before Exceptional Items)

1241.211449.51

Weighted average number of equity shares used as the

denominator

51.4151.41

Basic Earnings Per Share (Before Exceptional Items)24.1428.19

c) Diluted earnings per share (After Exceptional Items)

Profit attributable to the equity holders of the company (After

Exceptional Items)

1241.211212.85

Weighted average number of equity shares used as the

denominator

51.4151.41

Diluted Earnings Per Share (After Exceptional Items)24.1423.59

d) Diluted earnings per share (Before Exceptional Items)

Profit attributable to the equity holders of the company

(Before Exceptional Items)

1241.211449.51

Weighted average number of equity shares used as the

denominator

51.4151.41

Diluted Earnings Per Share (Before Exceptional Items)24.1428.19

46. Disclosure pursuant to Securities and Exchange Board of India (Listing Obligation and Disclosure

Requirements) Regulations, 2015 and Section 186 of the Company Act, 2013:

a. Details of Investments made are given in Note 4 and Note 7.

b. There are no loans given by the Company in accordance with Section 186 of the Act read with rules

issued there.

c. There are no guarantees issued by the company for loan taken by others as on March 31, 2025.

47. There is no Loans or Advances in the nature of loans are granted to promoters, directors, KMPs and the

related parties as on balance sheet date.

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115

48. Summary of reconciliation of Statement of Current assets filed with the bank or financial

institution:

Rs. in Lakhs

Quarter Ended onAmount of

Current Assets

as filed with the

Bank (A)

Amount of

Current Assets

as per Books

(B)

Difference, if

Any (A-B)

Reason for

Discrepancies, if any

June, 20242,577.39 2,488.81 88.58 No Material discrepancies.

September, 20242,851.60 2,763.14 88.46 No Material discrepancies.

December, 20243,428.86 3,338.30 90.56 No Material discrepancies.

March, 20253,636.14 3,543.55 92.59 No Material discrepancies.

49. Registration or Satisfaction of Charges pending with Registrar of Companies (ROC) beyond the

statutory period:

Rs. in Lakhs

Asset

under

charge

Name of

Charge

Holder

Creation or

Satisfaction

AmountDate of

Disbursement/

Closure

Reason of non-registration or

satisfaction of charge

Motor

Vehicle

HDFC Bank

Ltd

Creation15.6516/03/2023Form shall be filed shortly.

50. KEY FINANCIAL RATIOS

SnParticularsAs at 31st

March 2025

As at 31st

March 2024

DeviationReason for deviation (more

than 25%)

1Current ratio (in times)2.272.51-9.47%Not Applicable

2Debt equity ratio (in

times)

0.090.0732.46%Due to increase in borrowings

from banks.

3Debt service coverage

ratio (in times)

5.06-2.75-284.01%Due to increase in borrowings

from banks and increase in

profit during the year.

4Return on equity ratio

(in %)

16.10%18.50%-12.95%Not Applicable

5Inventory turnover ratio

(in times)

3.634.63-21.55%Not Applicable

6Trade receivables

turnover ratio (in times)

10.3410.99-5.90%Not Applicable

7Trade payables turnover

ratio (in times)

5.307.48-29.06%Due to decrease in purchase and

increase in trade payables during

the year.

8Net capital turnover

ratio (in times)

2.903.37-14.00%Not Applicable

9Net profit ratio (in %)8.24%8.15%1.10%Not Applicable

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NITIN CASTINGS LIMITEDAnnual Report – 2024-25

116

10Return on capital

employed ratio (in %)

43.39%46.81%-7.31%Not Applicable

11Return on investment

ratio (in %)

7.17%12.44%-42.33%Due to decrease in profit during

the year on Ind-AS effect on

investment.

Details of numerator and denominator taken for calculation of above ratio

SnParticularsNumerator Taken in above

formula

Denominator Taken in

above formula

1Current ratio (in times)Current AssetsCurrent Liabilities

2Debt equity ratio (in times)Short term debts + Long term

debts

Total Shareholders' equity

3Debt service coverage ratio (in

times)

Earnings before depreciation &

amortisation, interest and taxes

Debt Service

4Return on equity ratio (in %)Profit for the PeriodAvg. Shareholders’ Equity

5Inventory turnover ratio (in times)Cost of Goods soldAverage Inventory

6Trade receivables turnover ratio

(in times)

Net Credit SalesAverage Accounts Receivable

7Trade payables turnover ratio (in

times)

Total PurchaseAverage Accounts Payable

8Net capital turnover ratio (in

times)

Net SalesAverage Working Capital

9Net profit ratio (in %)Net Profit After TaxRevenue from operations

10Return on capital employed ratio

(in %)

Earnings before Interest and

Taxes

Average Capital Employed

11Return on investment ratio (in %)Return/Profit/EarningsAverage Investments

51. Event after reporting date

There have been no events after the reporting date that requires disclosure in these financial statements.

52. Information regard to other matter specified in Schedule III of Companies Act, 2013 is either nil or not

applicable to the Company for the year.

53. Previous year figures have been regrouped/rearranged wherever necessary to make them comparable

with those of the Current Year.

For Jhunjhunwala Jain & Associates LLPFor and on behalf of the Board of Directors

Chartered Accountants

Firm’ Registration No : 113675W/W100361

(CA Randhir Kumar Jhunjhunwala) Nitin Kedia Nirmal Kedia

PartnerChairman & Managing Director Director & CFO

Membership No. 047058 DIN-00050749 DIN-00050769

Ishan Kumar Verma

Place: Mumbai Company Secretary

Mumbai, 28th day of May, 2025 Mem No. FCS-8320

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NITIN CASTINGS LIMITED

Prestige Precinct, 3rd Floor,

Almeida Road, Panchpakhadi,

Thane (West) – 400 601

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