3. SUBSIDIARIES, JOINT VENTURES AND ASSOCIATE
COMPANIES

As on March 31, 2025, the Company had 12 subsidiaries,
pursuant to the provisions of Section 129(3) of the
Companies Act, 2013 ("Act") read with the Companies
(Accounts) Rules, 2014 and in accordance with
applicable accounting standards, a statement
containing the salient features of financial statements
for the year ended March 31, 2025 of the Company's
subsidiaries, Joint Ventures and Associates companies
in the prescribed format AOC-1 is annexed as Annexure 1
In accordance with Section 136 of the Companies Act,
2013, the audited Financial Statements, including the
Consolidated Financial Statements and the related
information of the Company as well as the Audited
Financial Statements of each of its subsidiaries, are
available on the website: https://ceigall.com/financials-
reports/

4. PROJECTS OF THE COMPANY

The details of Subsidiary Companies executing Hybrid
Annuity Model (HAM) and details of Engineering,
Procurement and Construction (EPC) are annexed as
Annexure 2.

5. STATE OF AFFAIRS OF THE COMPANY

The Company is an infrastructure construction Company
with extensive experience in executing specialized
structural works, including elevated roads, flyovers,
bridges, railway overbridges, tunnels, highways,
expressways, railway metro projects, and runways. Over
the past two decades, the Company has evolved from
a small construction firm into a well-established EPC
(Engineering, Procurement, and Construction) player,
demonstrating significant expertise in the design and
execution of diverse road and highway projects.

The Company's principal business operations are broadly
classified into EPC projects and HAM (Hybrid Annuity
Model) projects, which are spread across various states
in India. During the year under review, the Company
incurred capital expenditure towards the development
of multiple HAM projects and for construction activities
under mandates from the National Highways Authority
of India (NHAI).

6. TRANSFER TO RESERVE

The Company had transserred Rs. 9201.91 million
(including6499.43 million regardingPremiumori s hares)
toReserves&Surplusduringtheyear under review.

7. DIVIDEND

The Company has consistently paid dividends since
2022-23 with details as under:

However, the Board of Directors, at its meeting held on
May 8, 2025, decided not to declare any dividend for
the financial year 2024-25. The Company is currently
awaiting the declaration of the appointed dates by the
National Highways Authority of India (NHAI) for several
of its awarded Hybrid Annuity Model (HAM) projects in
FY 2025-26, which will serve as key triggers for project
commencement and long-term revenue generation.

Retained earnings at this juncture aligns with the
Company's vision to strengthen financial stability and
enhance shareholder value over the long term. The
retained funds will be optimally deployed to support
execution capabilities, unlock growth potential, and
ensure the seamless implementation of infrastructure
assets. This prudent approach underscores the
Company's commitment to sustainable value creation
and operational excellence.

8. DIRECTORS OR KEY MANAGERIAL PERSONNEL

As on March 31,2025, the Board of Directors of the Company
comprised six Directors, including the Managing Director,
Whole-time Director, and Independent Directors. The
Board is supported by Mr. Kapil Aggarwal, Chief Financial
Officer, and Mrs. Megha Kainth, Company Secretary and
Compliance Officer of the Company.

Director liable to retire by rotation:

In terms of the provisions of Section 152 of the
Companies Act, 2013, and the Articles of Association of
the Company, Mr. Ramneek Sehgal, Managing Director
of the Company, is liable to retire by rotation at the
ensuing Annual General Meeting and, being eligible,
offers himself for re-appointment.

Appointments:

(a) Mrs. Megha Kainth was appointed as Company
Secretary and Compliance Officer with effect from
October 11, 2024.

(b) Mr. Chitwon Wason was appointed as Whole¬
time Director with effect from February 4, 2025.
Shareholders' approval for his appointment was
obtained through a postal ballot Notice dated
February 28, 2025.

Re-Appointments:

Mr. Ramneek Sehgal was re-appointed as Managing
Director for a term of three years effective July 13, 2024.
Mr. Puneet Singh Narula was also re-appointed as Whole¬
time Director effective the same date. Shareholders'
approval for both re-appointments was obtained at the
Extraordinary General Meeting held on July 13, 2024.

Cessations or Resignations:

(a) Mr. Utkarsh Gupta resigned from the position of
Company Secretary and Compliance Officer with
effect from October 10, 2024.

(b) Mr. Puneet Singh Narula resigned from the office of
Whole-time Director with effect from March 15, 2025.

9. STATEMENT ON DECLARATION FROM INDEPENDENT
DIRECTORS:

The Company has received necessary declarations
from all the Independent Directors of the Company in
accordance with the provisions of Section 149(7) of the
Companies Act, 2013 confirming that they meet the
criteria of independence as prescribed under Section
149(6) of the Companies Act, 2013.

Your Board confirms that in its opinion the Independent
Directors possess the requisite integrity, experience,
expertise, proficiency and qualifications.

During the year under review, the Independent
Directors of the Company had no pecuniary relationship
or transactions with the Company, other than payment
of commission and sitting fees for the purpose of
attending meetings of the Board and the Committees
of the Company.

10. ANNUAL PERFORMANCE EVALUATION FY 2024-25

The Board of the Company is satisfied with the overall
functioning of the Board and its Committees. The Non¬
Executive Directors and Independent Directors possess
a strong understanding of the Company's business
and its strategic requirements. The Committees are
functioning effectively and, in addition to discharging
their responsibilities as per their terms of reference
mandated under applicable laws, they actively
deliberate on significant matters brought before them.

The Board is also satisfied with the contributions
made by the Directors in their individual capacities.

The Board has full confidence in the leadership of Mr.
Ramneek Sehgal, Chairman, who ensures effective
functioning of the Board and active participation from
all Members. Overall, the Board demonstrates a high
level of commitment and engagement, and continues to
operate effectively with a clear focus on the Company's
strategic objectives and the ability to provide valuable
guidance to the management

11. MAJOR EVENTS/MATERIAL CHANGES OCCURRED
DURING THE YEAR

A significant highlight during the year under review
was the successful completion of the Company's Initial
Public Offering (IPO), comprising 3,12,43,701 equity
shares of face value ?5/- each, including a fresh issue
of 1,70,68,861 equity shares and an offer for sale of
1,41,74,840 equity shares by existing shareholders. The
IPO aggregated to ?12,526.63 million and was open for
subscription from August 1, 2024, to August 5, 2024.
The offering received an overwhelming response from
investors and was oversubscribed.

The equity shares of the Company were listed on BSE
Limited and the National Stock Exchange of India Limited
on August 8, 2024. Following its listing, the Company
secured a place among the Top 1000 listed companies,
with its market capitalization ranking at 681 as per the
data released by NSE and BSE as of December 31, 2024.

12. BOARD MEETINGS

The Board meetings are convened regularly to review
and determine the Company's business policies and
strategies, alongside other key governance matters. It
maintains robust operational oversight with quarterly
meetings featuring comprehensive presentations. Board
and Committee meetings are scheduled in advance and
a tentative annual calendar is shared with Directors well
ahead of time, enabling them to plan their schedules
effectively and participate meaningfully in discussions.
Only in case of special and urgent business matters,
if the need arises, Board's or Committee's approval is
taken by passing resolutions through circulation or by
calling the Board / Committee meetings at shorter
notice, in accordance with the applicable law. The
agenda for the Board and Committee meetings includes
detailed notes on the items to be discussed to enable
the Directors to make an informed decision. During the
year under review, thirteen (13) Meetings of the Board of
Directors were held, and details thereof were provided
in the Corporate Governance Report. The intervening
gap between meetings were not more than 120 days as
required under the Act and SEBI (LODR).

13. COMMITTEES OF THE BOARD

As required under the Companies Act and the SEBI LODR,
the Board of Directors of the Company has constituted

its committees viz. Audit Committee, Nomination and
Remuneration Committee, Stakeholders Relationship
Committee, Corporate Social Responsibility Committee,
Risk Management Committee and Management
Committee.

14. DIRECTORS' RESPONSIBILITY STATEMENT

Pursuant to Section 134(5) of the Companies Act 2013,
the Board of Directors, to the best of their knowledge
and ability, confirm that:

(a) in the preparation of the annual accounts for
financial year ended March 31, 2025, the applicable
accounting standards have been followed and there
are no material departures;

(b) they 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 at the end of the financial year and of the
profit and loss of the company for that period;

(c) they have taken proper and sufficient care for the
maintenance of adequate accounting records
in accordance with the provisions of this Act for
safeguarding the assets of the Company and
for preventing and detecting fraud and other
irregularities;

(d) they have prepared the annual accounts on a going
concern basis; and

(e) the Board had laid down internal financial controls
to be followed by the Company and that such
internal financial controls are adequate and were
operating effectively.

(f) they have devised proper systems to ensure
compliance with the provisions of all applicable
laws which are adequate and operating effectively.

15. MATERIAL CHANGES AFTER THE END OF FINANCIAL YEAR

There are no material changes and commitments
affecting the financial position of the company which
have occurred between the end of the financial year of
the company to which the financial statements relate
and the date of the report.

16. CHANGE IN SHARE CAPITAL
Authorized Share Capital

As on March 31, 2024, the Authorized Share capital of the
Company was ? 100,00,00,000 (Rupees One Hundred
Crores only) comprising 20,00,00,000 (Twenty Lakhs)
Equity shares of face value of ? 5/- each.

During the year under review, the Company increased
its Authorized Share Capital from ? 100,00,00,000/- to
? 110,00,00,000/- for which Shareholders approval was
sought by postal ballot Notice dated February 28, 2025.

Now, the Authorized Share capital of the company is
? 110,00,00,000 (Rupees One Hundred Ten Crores Only)
comprising 20,00,00,000 (Twenty Crores) Equity shares
of face value of ? 5/-(Five) and 1,00,00,000 (One Crore)
Preference Shares of ?. 10/- (Ten) each.

Paid Up Share Capital

As on March 31, 2024, the Paid-up share capital of
the Company was ?78,56,80,000 (Rupees Seventy-
Eight Crores Fifty-Six lakhs and Eighty Thousand Only)
comprising 15,71,36,000 (Fifteen Crores Seventy-One
Lakhs and Thirty-Six Thousand) Equity shares of face
value of ? 5/- (Five) each.

During the year under review, the Company has allotted
1,70,68,861 (One Crore Seventy Lakhs Sixty-Eight
Thousand Eight Hundred Sixty-One) Equity Shares of
face value of ? 5/- (Five) to the public.

As on March 31, 2025, Paid-up equity share capital of the
Company is ? 87,10,24,305 (Rupees Eighty-Seven Crores
Ten lakhs and Twenty-Four Thousand Three Hundred
Five Only) comprising 17,42,04,861 (Seventeen Crores
Forty-Two Lakhs Four Thousand Eight Hundred Sixty-
One) Equity Shares of face value of ? 5/- (Five) each.

17. BUYBACK OF SECURITIES

No buyback of the Securities was made by the Company
during the financial year under review.

18. DETAILS OF SIGNIFICANT AND MATERIAL ORDERS
PASSED BY THE REGULATORS OR COURTS OR
TRIBUNALS IMPACTING THE GOING CONCERN STATUS
AND COMPANY'S OPERATIONS IN FUTURE

During the year under review, no order has been passed
by the Regulators or Courts or Tribunals impacting
the going concern status and Company's operations
in future. Therefore, the provisions relating to the
disclosure of details of material orders are not applicable
to the Company.

19. BORROWINGS

As on March 31, 2025, your Company's (Standalone)
fund-based facilities availed stood at Rs 6,359.04 million
and non-fund-based credit facilities availed stood at Rs
8,403.35 million.

20. CORPORATE GOVERNANCE REPORT AND CODE OF
CONDUCT

Pursuant to Regulation 34 read with Schedule V of the
Listing Regulations, Corporate Governance Report and
Secretarial Auditor's Certificate regarding compliance
of conditions of Corporate Governance forms part of
this Annual Report.

All the Board Members and Senior Management
Personnel of the Company had affirmed compliance with
the Code of Conduct for Board and Senior Management
Personnel. A declaration to this effect duly signed by
the Managing Director forms part of the Corporate
Governance report.

21. MANAGEMENT DISCUSSION AND ANALYSIS REPORT

Management Discussion and Analysis Report for the
year under review, as stipulated under Regulation 34
read with Schedule V of the SEBI (LODR) is presented in
a separate Section forming part of this Annual Report.

22. BUSINESS RESPONSIBILITY & SUSTAINABILITY REPORT

A Business Responsibility and Sustainability Report as
per Regulation 34 of SEBI (LODR), detailing the various
initiatives taken by the Company on the environmental,
social and governance forms part of this Annual Report.

23. DETAILS UNDER RULE 5(1) AND 5(2) OF COMPANIES
(APPOINTMENT AND REMUNERATION OF MANAGERIAL
PERSONNEL) RULES, 2014

Statements containing details pursuant to rule 5(1)
and rule 5(2) of the Companies (Appointment and
Remuneration of Managerial Personnel) Rules, 2014 are
annexed as Annexure-3(i) & 3(ii).

24. CREDIT RATING

The Company and its Subsidiaries at the financial year
ended March 31, 2025, have received the following
credit ratings:

25. AUDITORS AND AUDITOR'S REPORTS

(a) Statutory Auditors and Audit Report

After requisite approvals, M/s. B. D Bansal & Co.,
Chartered Accountants (ICAI Firm Registration No.
000621N) were appointed as the Statutory Auditors
of the Company for a second term of five years
at the 22nd Annual General Meeting (AGM) of the
Company held on September 30, 2024, to hold
office till the conclusion of the 27th AGM to be held
for FY 2028-29.

The Statutory Auditor has issued Audit Reports
with unmodified opinion on the Standalone and
Consolidated Financial Statements of the Company
for the financial year ended March 31, 2025. The
Notes on the Financial Statements referred to in the
Audit Report are self-explanatory and therefore, do
not call for any further explanation or comments
from the Board under Section 134(3) (f) of the
Companies Act, 2013.

The Statutory Auditors have not reported any
instance of fraud committed in the Company by
its Officers or Employees to the Audit Committee
under section 143(12) of the Companies Act, 2013.

(b) Secretarial Auditor and Secretarial Audit Report

The Board of Directors of the Company had
appointed M/s. Lal Ghai & Associates, Practicing
Company Secretaries, to conduct the Secretarial
Audit for the financial year 2024-25.

The Secretarial Audit Reports submitted by M/s. Lal
Ghai & Associates for FY 2024-25, do not contain
any observation or qualification and therefore do
not call for any further explanation or comments
from the Board. Copy of reports in Form MR-3 is
annexed as Annexure-4.

The Secretarial Compliance Report for the
financial year ended 31st March, 2025, submitted
by M/s. Lal Ghai & Associates, does not contain
any observations except for noting that there
was a delay in providing prior intimation of a
Board Meeting under Regulations 29(2) and 29(3)
of the SEBI (Listing Obligations and Disclosure
Requirements) Regulations, 2015. Consequently,
BSE Limited and the National Stock Exchange of
India Limited imposed a penalty of ?20,000/- each
on the Company for the said non-compliance.

Your directors wish to state that the lapse was
inadvertent and not wilful, and necessary steps
have been taken to ensure strict compliance with all
applicable regulations in future.

(c) Cost Records and Cost Audit

In terms of Section 148 of the Act read with the
Companies (Cost Records and Audit) Rules, 2014,
the Company had appointed M/s. Khushwinder
Kumar & Associates, Cost Accountants, as Cost
Auditors for the financial year 2024-25.

The Company has made and maintained cost
records as specified by the Central Government
under Section 148(1) of Companies Act, 2013 and
such records have been audited by the Cost Auditor
pursuant to Companies (Cost Records and Audit)
Rules, 2014.

(d) Internal Auditors & Internal Audit

The Company has appointed M/s Grant Thornton
Bharat LLP as Internal Auditors of the Company
under Section 138 of the Companies Act, 2013
to conduct an internal audit of functions and
activities of the Company for the FY 2024-25. The
audit was conducted based on the verification of
documents, evidence and required discussion with
the respective personnel. The internal audit report
was also presented before the Audit Committee of
the Company every quarter.

26. INTERNAL FINANCIAL CONTROLS

Your Company has an adequate internal control
mechanism and an Internal Audit System commensurate
with its size and nature of business. The Company
has in place adequate internal financial controls with
reference to financial reporting and audit systems for
maintaining the efficiency of operations and compliance
of applicable laws and regulations.

The organization has well-structured policies and
guidelines which are well-documented with predefined
authorities. Regular and exhaustive internal audits are
being conducted by experienced firms, appointed by
the Board on recommendation of Audit Committee and
in-house internal audit team headed by a qualified and
experienced professional.

Details of the internal control system forms part of
Management Discussion and Analysis Report.

27. ANNUAL RETURN

The Annual Return pursuant to Section 92(3) of the
Companies Act, 2013 ("Act") and Rules framed thereunder
in Form MGT-7 for the FY 2024-25 is available on the
website: https://ceigall.com/shareholder-information/.

28. SECRETARIAL STANDARDS

The Company has devised proper systems to ensure
compliance with the provisions of all the applicable
Secretarial Standards issued by the Institute of Company
Secretaries of India and that such systems are adequate
and operating effectively.

29. PARTICULARS OF LOANS, GUARANTEES OR
INVESTMENTS UNDER SECTION 186 OF THE ACT

The Company being an Infrastructure Company, the
provisions of Section 186 of the Companies Act, 2013,
except sub-section (1), are not applicable to the
Company.

The details of investments made, loans granted and
guarantees extended by the Company to its subsidiary
and joint venture companies during FY 2024-25 forms
part of the notes to the financial statements provided in
this Annual Report.

30. CONTRACTS AND ARRANGEMENTS WITH RELATED
PARTIES

The Company has adopted a related party transaction
policy in compliance with the requirements of
Regulation 23 of SEBI (LODR). The said policy is available
on the weblink: https://ceigall.com/wp-content/
uploads/2025/06/1.Final-Policy-on-Related-Party-
Transaction-08-05-2025.pdf

All related party transactions that were entered into during
the financial year ended March 31, 2025, were on an arm's
length basis and were in the ordinary course of business.

Further, during the year, your Company has not entered
contracts or arrangements or transactions with the
related parties which could be considered as ’material'
in accordance with the Policy of the Company on the
materiality of Related Party Transactions and as per the

SEBI (LODR). The details of the related party transactions
in form AOC-2 is annexed as Annexure - 5.

31. CONSERVATION OF ENERGY, TECHNOLOGY
ABSORPTION AND FOREIGN EXCHANGE EARNINGS &
OUTGO

The particulars relating to conservation of energy,
technology absorption, foreign exchange earnings and
outgo, as required to be disclosed under the Act, is
annexed as "Annexure-6”.

32. RISK MANAGEMENT

The Company has a well laid out Risk Management
Policy (RMP) consistent with the size, complexity, risk
profile and scope of operations of the company. RMP
covers the process of identifying, assessing, mitigating,
reporting and reviewing critical risks impacting the
achievement of the Company's objectives.

The Company understands the inherent risks associated
with every business and has placed sufficient systems
and controls to manage them. As per the provisions of the
SEBI (Listing Obligations and Disclosure Requirements)
Regulations, 2015, your Company has constituted a Risk
Management Committee (RMC). RMC has been formed
with the responsibility of devising policy and strategy
w.r.t risk management system. The Board of Directors
is the highest governing body and is duly assisted by
the Risk Management Committee. All risks identified by
the Board are well managed and no risks threaten the
existence of the Company.

The details of the Risk Management Committee
meetings are provided in the Corporate Governance
Report attached to this Report.

33. DEPOSITS

The Company neither holds nor has accepted any
deposits from the public within the meaning of Section
73 of the Companies Act, 2013 and the Companies
(Acceptance of Deposits) Rules, 2014 during the period
under review.

34. CORPORATE SOCIAL RESPONSIBILITY (CSR)

Your Company is fully committed to and aware of its
Corporate Social Responsibility (CSR), the guidelines
in respect of which were more clearly laid down in the
recently overhauled Companies Act. The Company's
vision is to pursue a corporate strategy that enables
shareholder value enhancement and societal value
creation in a mutually reinforcing and synergetic manner.

The Corporate Social Responsibility Policy of the
Company is available on the weblink: https://ceigall.
com/wp-content/uploads/2025/01/5_CSR-Policy.pdf

The disclosure relating to CSR activities pursuant to
Section 134(3) of the Companies Act, 2013 read with Rule
9 of Companies (Accounts) Rules, 2014 and Companies
(Corporate Social Responsibility) Rules, 2014 is annexed
as Annexure-7.

35. DISCLOSURES RELATED TO POLICIES

a. Nomination Policy

The Company has adopted a Nomination Policy
to identify persons who are qualified to become
Directors on the Board of the Company and who
may be appointed to senior management positions
in accordance with the criteria laid down, and
recommend their appointment and removal and also
for the appointment of Key Managerial Personnel (KMP)
of the Company, who have the capacity and ability
to lead the Company towards achieving sustainable
development. The Nomination Policy of the Company
is available on the weblink: https://ceigall.com/wp-
content/uploads/2025/01/1A_Nomination-Policy.pdf

b. Remuneration Policy

The Company regards its employees as the most
valuable and strategic resource and seeks to ensure
a high-performance work culture through a fair
compensation structure, which is linked to Company
and individual performance. The compensation, is
therefore, based on the nature of the job, as well
as the skill and knowledge required to perform
the given job in order to achieve the Company's
overall objectives. The Remuneration Policy of
the Company is available on the weblink: https://
ceigall.com/wp-content/uploads/2025/01/1B_-
Remuneration-Policy.pdf

c. Whistle Blower Policy and Vigil Mechanism

The Board has, pursuant to the provisions of Section
177(9) of the Companies Act, 2013 read with Rule 7 of
the Companies (Meetings of Board and its Powers)
Rules, 2014, framed "Whistle Blower Policy and Vigil
Mechanism.

The vigil mechanism of your Company provides
for adequate safeguards against victimization of
whistle blowers who avail of the mechanism and
provides for direct access to the Chairman of the
Audit Committee. No person has been denied
access to the Chairman of the Audit Committee.
The said policy is available on the weblink: https://
ceigall.com/wp-content/uploads/2025/01/
Whistle-Blower-Vigil-Mechanism-Policy.pdf

d. Material Subsidiary Policy

Pursuant to the provisions of Regulation 16(1) (c) of
the Listing Regulations, the Company has adopted
a Policy for determining Material Subsidiaries,
laying down the criteria for identifying material
subsidiaries of the Company. The policy is available
on the weblink: https://ceigall.com/wp-content/
uploads/2025/07/Policy-of-Material-Subsidiary.pdf

e. Dividend Distribution Policy

In terms of Regulation 43A of LODR Regulations,
the Board of Directors of the Company has
formulated and adopted the Dividend Distribution
Policy. The Policy sets out the parameters and
circumstances that will be taken into account
by the Board in determining the distribution of
dividends to its shareholders. The Policy is available
on the weblink https://ceigall.com/wp-content/
uploads/2025/01/Dividend-Distribution-policy.pdf

36. STATEMENT OF DEVIATION(S) OR VARIATION(S)

During the year, the Company raised funds through
a public issue via Initial Public Offering (IPO) and was
listed on the Stock Exchanges on August 8, 2024. In
accordance with Regulation 16 of the SEBI (Issue of
Capital and Disclosure Requirements) Regulations, 2009,
read with Regulation 32 of the SEBI (LODR) Regulations,
2015, ICRA Limited was appointed as the Monitoring
Agency to oversee the utilization of IPO proceeds.

The Monitoring Agency, ICRA Limited, submits its
report on a quarterly basis, outlining any deviation(s)
or variation(s), if any, in the utilization of the public
issue proceeds. These reports are reviewed by the
Audit Committee during its quarterly meetings and are
thereafter submitted to the Stock Exchanges as per the
applicable regulatory requirements.

The details of the proceeds of the fresh issue and
utilization of funds raised mentioned in Monitoring
Agency Report as on March 31, 2025 were as follows:

The utilization of funds raised through IPO has been
mentioned here under:

There has been no deviation in the utilization of the IPO
proceeds of the Company.

*prior to the receipt of IPO proceeds, EMI Amount of Rs.
1.58 million loans were paid by the company thereby
reducing the outstanding balance of the loan to be
repaid through IPO proceeds, hence the said amount of
Rs. 1.58 million is utilized for general corporate purposes
as per objects of issue. As a result, the amount utilized
for general corporate purposes is Rs. 1392.77 million.

37. DISCLOSURES AS PER THE SEXUAL HARASSMENT OF
WOMEN AT WORKPLACE (PREVENTION, PROHIBITION
AND REDRESSAL) ACT, 2013

The Company has zero tolerance for sexual harassment
at workplace and has adopted a policy on prevention,
prohibition and redressal of sexual harassment at
workplace in line with the provisions of the Sexual
Harassment of Women at Workplace (Prevention,
Prohibition and Redressal) Act, 2013 and the rules
thereunder for prevention and redressal of complaints
of sexual harassment at workplace. Furthermore, this
policy extends to subsidiary companies.

Internal Complaints Committee (ICC) has also been set
up to redress complaints received regarding sexual
harassment. All employees are covered under this
policy.

The summary of sexual harassment complaints received
and disposed of during the year is as under:

38. REPORTING OF FRAUD

During the year under review, the Statutory Auditors,
Internal Auditors, Cost Auditors and Secretarial Auditors
have not reported any instances of fraud committed in
the Company by its officers or employees, to the Board
of Directors under Section 143(12) of the Act.

39. GREEN INITIATIVE

Electronic copies of the Annual Report 2024-25 and
the Notice of the Annual General Meeting are sent to
all members whose email addresses are registered with
the Company/ RTA. The hard copy of the Annual Report
2024-25 will be sent only to those shareholders who
request the same.

40. INVESTOR EDUCATION AND PROTECTION FUND

There were no amounts which were required to be
transferred to the Investor Education and Protection
Fund by the company during the year ended March 31,
2025.

Accordingly, the dividend for the years mentioned as
follows will be transferred to the IEPF on the respective
dates if the dividend remains unclaimed for seven years,
and the corresponding shares will also be transferred
to IEPF if dividend is unclaimed for seven consecutive
years:

Details of unpaid dividend is available on the weblink:
https://ceigall.com/wp-content/uploads/2025/02/
Ceigall-India-Limited-UNPAID-DATA-OF-FIN-DIV-2023-24.pdf

41. PROCEEDINGS PENDING UNDER THE INSOLVENCY AND
BANKRUPTCY CODE

There are no such proceedings or appeals pending and
no application has been filed under the Insolvency and
Bankruptcy Code, 2016 during the year under review.

42. DETAILS OF DIFFERENCE BETWEEN AMOUNT OF THE
VALUATION DONE AT THE TIME OF ONE-TIME
SETTLEMENTAND THE VALUATION DONE WHILE TAKING
LOAN FROM THE BANKS OR FINANCIAL INSTITUTIONS

During the year under review, there was no instance of
any one-time settlement for reporting details vis-a-vis
valuation with the Banks or Financial Institutions.

43. ACKNOWLEDGEMENT

The Director would like to place on record its gratitude
for valuable guidance and support received from
the Central & State Govt. departments and agencies
including NHAI, bankers, investors and wish to convey its
appreciation to customers, dealers, vendors, suppliers
and all other business associates for their continuing
support during the year. The Directors would also
like to express their appreciation of the commitment
and dedication of employees for their significant
contribution during the year.

The Directors appreciate and value the contribution
made by every member of the company.

For and on belhaf of the Board of Directors

Ramneek Sehgal
Chairman cum Managing Director

DIN: 01614465

Place: Gurugram
Date: 08.05.2025