Directors Report of JIK Industries Ltd.

Mar 31, 2024

Your directors have pleasure in presenting the 32^nd Annual Report of the Company together with
the Audited Statement of Accounts for the year ended 31st March 2024.

1. FINANCIAL STATEMENTS & RESULTS:

a. FINANCIAL RESULTS:

The Company''s performance during the year ended 31st March 2024 as compared to the
previous financial year, is summarized below:

Standalone Financial Statement

Amount (Rs. In Lakhs)

Particulars	For the financial year ended 31st March, 2024	For the financial year ended 31st March, 2023
Income	60.58	117.65
Less: Expenses	72.26	116.53
Profit/ (Loss) before tax	(11.68)	1.12
Less: Provision for tax	-	-
Current Tax	-	-
Deferred Tax	-	-
Income Tax of earlier years w/off	-	-
Exception Income	-	-
Exception expenditure	-	-
Profit after Tax	(11.68)	1.12
Other Comprehensive Income	(1,668.24)	3.38
Total Comprehensive Income	(1,679.92)	4.50

APPROPRIATION:

Interim Dividend	Nil	Nil
Final Dividend	Nil	Nil
Tax on distribution of dividend	Nil	Nil
Transfer of General Reserve	Nil	Nil
Balance carried to Balance sheet	(1,679.92)	4.50

Reason for non-consolidation of accounts

As on end of the financial year the company does not have any subsidiary or wholly owned
subsidiary Company, or associate Companies. Hence, in Accordance with the applicable
accounting standards, the Company has not prepared consolidated financial statements for
the year under review.

b. OPERATIONS:

During the year under review, the Company has reported a Loss before tax of Rs. 11.68
Lakhs as compared to profit of Rs. 1.12 lacs in previous year.

Your Company is focusing on general trading and Service activities and exploring new
opportunities to venture into new businesses with a view to augment its revenues so as to
combat the threat posed by the financial constraints faced by the Company.

During the year, the Board of Directors at their meeting held on September 05, 2023, had
approved the shifting of registered office of the Company with effect from October 02, 2023,
within local limits, with effect from Balkum Pada No. 3, Thane (West), Thane - 400 608 to
Shop Number 1, Dadlani Park, Near Pipeline Road, Balkum, Shrirangnagar ,Thane - 400 608

c. Shifting of Registered Offices of the Company

However, after the period under review, the Company had approved the shifting of the
registered office of the Company in its Board meeting held on 11^th April 2024, within the
local limits, from Shop Number 1, Dadlani Park, Near Pipeline Road, Balkum,
Shrirangnagar, Thane 400608 to Balkum Pada No. 3, Thane (West), Thane - 400 608 with
effect from 12th April 2024.

d. DIVIDEND:

Your Board regrets their inability to recommend any dividend for the financial year ended
March 31, 2024.

e. UNPAID DIVIDEND & IEPF:

The Company has not transferred any amount to the Investor Education & Protection Fund
(IEPF) and no amount is lying in Unpaid Dividend A/c of the Company.

f. TRANSFER TO RESERVES:

The Company has not transferred any amount to the General Reserve or any other reserve
during the financial year.

g. REPORT ON PERFORMANCE OF SUBSIDIARIES, ASSOCIATES AND JOINT
VENTURE COMPANIES:

The Company at its Annual General Meeting held on July 31, 2023, had obtained
Shareholders approval vide requisite majority under Regulation 37A of SEBI (Listing
Obligations and Disclosure Requirements) Regulations, 2015, for disposal/strike off of
Durlabh Commodities Private Limited, wholly owned subsidiary of the Company as it did
not have any financial utility.

The Company had approved the sale of Durlabh Commodities Private Limited, wholly
owned subsidiary of the Company, with effect from September 29, 2023 by Board Resolution
and Agreement for Sale dated September 05, 2023 and had made an announcement
regarding the same and as on end of the financial year the company does not have any
subsidiary. Further, the Company does not have any joint venture or associate companies.

The salient features of the financial statement of Durlabh Commodities, which ceased in
Form AOC-1 are attached as Annexure I and forms part of this Report.

h. DEPOSITS:

The Company has not accepted or renewed any amount falling within the purview of
provisions of Section 73 of the Companies Act 2013 ("the Act") read with the Companies
(Acceptance of Deposit) Rules, 2014 during the year under review. Hence, the requirement for
furnishing of details relating to deposits covered under Chapter V of the Act or the details of
deposits which are not in compliance with Chapter V of the Act is not applicable.

i. LOANS FROM DIRECTORS:

During the financial year 2023-24, as per Rule 2(1) (c) (viii) of the Companies (Acceptance of
Deposits) Rules, 2014, the Company has borrowed the following amount from its Director.
The Directors have declared to the Company that loans given to the Company were out of
their own funds and not out of any borrowed funds:

Sr. No.	Name of Person	Relation with Company	Amount borrowed during the year
1.	Rajendra Gulabrai Parikh	Promoter, Executive Chairperson and CEO	Rs. 86.38 Lacs

j. PARTICULAR OF CONTRACTS OR ARRANGEMENT WITH RELATED PARTIES:

The details of transactions/contracts/arrangements referred to in Section 188(1) of Companies
act 2013 entered by the Company with related party(ies) as defined under the provisions of
Section 2(76) of the Companies Act, 2013, during the financial year under review were in
ordinary course of business and on an arm''s length basis. The details of the Material Related
Party Transactions are furnished in Form AOC-2 and the same is attached as Annexure II
and forms part of this report.

k. CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION AND FOREIGN
EXCHANGE EARNINGS AND OUTGO:

The particulars as required under the provisions of Section 134(3)(m) of the Companies Act,

2013 read with Rule 8 of the Companies (Accounts) Rules, 2014 in respect of conservation of
energy, technology absorption, foreign exchange earnings and outgo etc. are furnished in
Annexure III which forms part of this Report.

l. CORPORATE GOVERNANCE AND MANAGEMENT DISCUSSION AND ANALYSIS
REPORT:

Pursuant to Regulation 17 to 27, clause (b) to (i) of Regulation 46 and Para C, D & E of
Schedule V of SEBI (Listing Obligations and Disclosures Requirements), 2015, the corporate
governance report together with Auditor certificate on compliance of the same is annexed
hereto and marked as Annexure VI. The Management Discussion and Analysis report is
annexed as Annexure V.

m. ANNUAL RETURN:

Pursuant to the provisions of Section 134(3)(a) of the Companies Act, 2013, draft of the
Annual Return for the financial year ended 31st March, 2024 as referred in Section 92(3) in
Form MGT-7 on the below mentioned web-address: - www.jik.co.in

n. PARTICULARS OF INVESTMENTS, LOANS, GUARANTEES AND SECURITIES:

Details of loans and investment covered under section 186 of Companies Act, 2013, form part
of the notes to the financial statement of the company in Note no. 2. The Company has not
given any Guarantee pursuant to Section 186 of the Companies Act, 2013 during the year.

o. DISCLOSURES UNDER SECTION 134(3)(l) OF THE COMPANIES ACT, 2013:

There are no material changes and commitments which could affect the Company''s financial
position between the end of the financial year of the Company and date of this report:

p. DISCLOSURE OF INTERNAL FINANCIAL CONTROLS:

The Internal Financial Controls with reference to financial statements as designed and
implemented by the Company are adequate. During the year under review, no material or
serious observation has been received from the Statutory Auditors of the Company for
inefficiency or inadequacy of such controls.

2. MATTERS RELATED TO DIRECTORS AND KEY MANAGERIAL PERSONNEL:

a. BOARD OF DIRECTORS & KEY MANAGERIAL PERSONNEL

i. Appointment of Directors

During the period under review, Mr. Mayurkumar Jayantilal Patel (DIN: 02337564) was
appointed as Additional Non-Executive Independent Director on the Board of the Company with
effect from March 31, 2024 for a term of five years subject to the approval of shareholders. The
Shareholders at their Extra-Ordinary General Meeting held on June 29, 2024, approved the
appointment of Mr. Mayurkumar Jayantilal Patel for a term of five years with effect from March
31, 2024 in accordance with Section 149 of the Companies Act, 2013 read with Schedule IV of the
Companies Act, 2013.

After the period under review, Mrs. Sugandha Ramchandra Rane (DIN: 07254968) was appointed
as an Additional Non-Executive Independent Director on the Board of the Company with effect
from July 13, 2024 for a term of five years subject to approval of shareholders at the ensuing
Annual General meeting or within three months, whichever is earlier. The necessary resolution
for her appointment is included in the AGM Notice.

ii. Resignation of Directors

Mr. Manoj Pragji Unadkat (DIN: 00495121) had resigned from the post of the Independent
director of the Company with effect from March 31, 2024, close of business hours.

iii. Changes in Key Managerial Personnel of the Company

The Board of Directors of the Company at its meeting held on September 05, 2023, took note
of the Resignation of Mr. Surendra Chandrakant Gurav as the Chief Financial Officer (CFO)
of the Company with effect from September 05, 2023. However, Mr. Surendra Chandrakant
Gurav continues to be a Non-Executive Non independent Director of the Company.
However, in compliance with the requirement under Regulation 26 of the Listing
Regulations, based on the recommendation of the Nomination and Remuneration
Committee of the Company, the Board of Directors at their meeting held on November 09,

2023 had appointed Mr. Bhupendra Makwana as the Chief Financial Officer of the Company
with effect from November 10, 2023.

iv. Mr. Kedar Mangesh Latke who was appointed as the Company secretary and Compliance
officer of the company with effect from 30^th March 2023 had resigned from his position with
effect from 31^st December 2023, close of business hours. The Company made the
announcement to the stock exchange in this regard on 06^th December 2023.

v. During the year under review, based on the recommendation of the Nomination and
Remuneration Committee, the Board of Directors of the Company had approved the
appointment of Mrs. Mohini Sawant (Membership No: A49186) as the Company Secretary
and Compliance office of the Company in its Board meeting held on 17^th January 2024, with
effect from 18^th January 2024.

vi. Retirement by rotation

In accordance with the provisions of the Act, none of the Independent Directors are liable to
retire by rotation.

As per the provisions of Section 152 of the Companies Act, 2013, Mr. Satishchandra Parmar
(DIN: 10041501) is liable to retire by rotation at the ensuing Annual General Meeting and,
being eligible, has offered himself for re-appointment. The Board of Directors recommends
the re-appointment of Mr. Satishchandra Parmar (DIN: 10041501) as a Director of the
Company.

b. DECLARATIONS BY INDEPENDENT DIRECTORS:

The Company has received the following declarations from all the Independent Directors

confirming that:

• They meet the criteria of independence as prescribed under the provisions of the Act, read
with the Schedules and Rules issued thereunder, as well as of Regulation 16(1)(b) of the
Listing Regulations. ¹

2014, they have registered themselves with the Independent Director'' database maintained
by the Indian Institute of Corporate Affairs, Manesar.

• In terms of Regulation 25(8), Independent Director of the Listing Regulations, they are not
aware of any circumstance or situation, which exist or may be reasonably anticipated, that
could impair or impact their ability to discharge their duties.

• In terms of Regulation 25(9) of the Listing Regulations, the Board of Directors has ensured
the veracity of the disclosures made under Regulation 25(8) of the Listing Regulations by the
Independent Directors of the Company.

• None of the Directors of the Company are disqualified from being appointed as Directors as
specified in Section 164(2) of the Companies Act, 2013 and Rule 14(1) of the Companies
(Appointment and Qualification of Directors) Rules, 2014.

In the opinion of the Board, the Independent Directors possess the requisite integrity, expertise,
experience and proficiency (including registration in Independent Directors'' databank if
applicable).

3. DISCLOSURES RELATED TO BOARD, COMMITTEES AND POLICIES:

a. BOARD MEETINGS

The Board of Directors met 7 times during the financial year ended 31st March, 2024 in
accordance with the provisions of the Companies Act, 2013 and rules made thereunder.

The details of the meetings of the Board and its Committees held during the year under review
are stated in the Corporate Governance Report annexed as Annexure VI

b. AUDIT COMMITTEE:

The Audit Committee of the Company was constituted pursuant to the provisions of Section
177 of the Companies Act, 2013 and Regulation 18 of SEBI (LODR) Regulations, 2015 and the
constitution of the Committee as on March 31, 2024, is as follows:

Mrs. Rajeshri Deepak Patel Chairperson

Mr. Manoj Pragji Unadkat Member¹

Mr. Rajendra Gulabrai Parikh Member

*During the year under review, Mr. Manoj Pragji Unadkat resigned as an Independent Director
from the Board of the Company and also ceased to be a member of the Audit Committee w.e.f
31^st March 2024, close of business hours. In place of him, Mr. Mayurkumar Jayantilal Patel was
appointed as a Member of the Committee w.e.f. 01^st April 2024.

The Audit committee meetings held for the financial year 2023-24 and powers & role of the
Audit Committee are included in the Corporate Governance Report Annexure VI.

During the year under review, all the recommendations made by the Audit Committee were
accepted by the Board of Directors of the Company.

c. NOMINATION AND REMUNERATION COMMITTEE

The Nomination & Remuneration Committee of the Company was constituted pursuant to the
provisions of Section 178 of the Companies Act, 2013 and Regulation 18 of SEBI (LODR)
Regulations, 2015 and the constitution of the Committee as on March 31, 2024, was as follows.

Mr. Manoj Pragji Unadkat Chairperson*

Mr. Rajeshri Patel Member

Ms. Sunita H Shroff Member

*During the year under review, Mr. Manoj Pragji Unadkat resigned as an Independent Director
from the Board of the Company and also ceased to be a member of the Committee w.e.f 31^st
March 2024, close of business hours. In place of him, Mr. Mayurkumar Jayantilal Patel was
appointed as the Chairperson & Member of the Committee w.e.f. 01^st April 2024.

For details of Nomination & Remuneration committee meetings held for the financial year 2023¬
24 and powers & role of the Nomination & Remuneration Committee are included in the
Corporate Governance Report in Annexure VI.

The salient features of the Nomination & Remuneration Policy are attached as Annexure IV and
the Remuneration Policy is available on Company''s Website and can be accessed in the link
herein: www.jik.co.in.

d. STAKEHOLDERS RELATIONSHIP COMMITTEE:

The Stakeholders Relationship Committee of Directors is constituted pursuant to the provisions
of Section 178 of the Companies Act, 2013 and Regulation 20 of SEBI(LODR)Regulations, 2015
was as follows:

Mr. Manoj Pragji Unadkat Chairperson*

Mrs. Rajeshri Deepak Patel Member

Mr. Rajendra Gulabrai Parikh Member

*During the year under review, Mr. Manoj Pragji Unadkat resigned as an Independent Director
from the Board of the Company and hence ceased to be a member of the Stakeholders
Relationship Committee w.e.f 31^st March 2024. In place of him, Mr. Mayurkumar Jayantilal Patel
was appointed as the Additional Independent Director as a Member of the Committee w.e.f. 31^st
March 2024.

The details of the meetings held for the financial year 2023-24, please refer to the Corporate
Governance Report, which forms part of this report in Annexure VI

The Company has complied with the applicable Secretarial Standards in respect of all the above
Board and Committee meetings.

e. VIGIL MECHANISM/WHISTLE BLOWER POLICY FOR THE DIRECTORS AND
EMPLOYEES:

The Board of Directors of the Company 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 read with Regulation 22 of SEBI(LODR), 2015, framed "Vigil Mechanism
Policy/Whistleblower Policy" for Directors and employees of the Company to provide a
mechanism which ensures adequate safeguards to employees and Directors from any
victimization on raising of concerns of any violations of legal or regulatory requirements.

The employees of the Company have the right/option to report their concern/grievance to the
Chairperson of the Audit Committee.

The Policy can be accessed through the Company''s Website at www.jik.co.in.

f. RISK MANAGEMENT POLICY:

The Board of Directors of the Company has designed Risk Management Policy and Guidelines
to avoid events, situations or circumstances which may lead to negative consequences on the
Company''s businesses and define a structured approach to manage uncertainty and to make
use of these in their decision-making pertaining to all business divisions and corporate
functions. Key business risks and their mitigation are considered in the annual/strategic
business plans and in periodic management reviews.

g. ANNUAL EVALUATION OF DIRECTORS, COMMITTEES AND BOARD:

The Board has carried out an annual performance evaluation of its own performance, and of the
directors individually, as well as the evaluation of all the committees i.e., Audit, Nomination and
Remuneration, Stakeholders Relationship Committee of Directors.

The Board adopted a formal evaluation mechanism for evaluating its performance and as well
as that of its committees and individual directors, including the Chairperson of the Board. The
exercise was carried out by feedback survey from each director covering Board functioning such
as composition of Board and its Committees, experience and competencies, governance issues
etc. A separate exercise was carried out to evaluate the performance of individual directors
including the Chairperson of the Board who were evaluated on parameters such as attendance,
contribution at the meeting etc.

h. CORPORATE SOCIAL RESPONSIBILITY:

The Company is not required to constitute a Corporate Social Responsibility Committee as it
does not fall within the purview of Section 135(1) of the Companies Act, 2013 and hence it is not
required to formulate policy on corporate social responsibility.

4. AUDITORS AND REPORTS:

The matters related to Auditors and their Reports are as under:

a. OBSERVATIONS OF STATUTORY AUDITORS ON ACCOUNTS FOR THE YEAR ENDED
31st MARCH 2024:

The observations / qualifications / disclaimers made by the Statutory Auditors in their report
for the financial year ended 31st March, 2024 read with the explanatory notes therein are self¬
explanatory and therefore, do not call for any further explanation or comments from the Board
under Section 134(3) of the Companies Act, 2013.

b. ANNUAL SECRETARIAL COMPLIANCE REPORT

Pursuant to Regulation 24A of SEBI (Listing Obligations and Disclosure Requirements)
Regulations, 2015 read with SEBI Circular No. CIR/CFD/CMD1/27/2019 dated February 08,
2019, M/s. Dhirendra Maurya & Associates, Practicing Company Secretary, has issued an
Annual Secretarial Compliance Report for the Financial Year Ended on 31st March 2024. A copy
of the Annual Secretarial Compliance Report has been placed on the website of the Company.

c. SECRETARIAL AUDIT REPORT FOR THE YEAR ENDED 31^ST MARCH, 2024:

Provisions of Section 204 read with Section 134(3) of the Companies Act, 2013, mandates to
obtain Secretarial Audit Report from a Practicing Company Secretary. M/s Dhirendra Maurya
& Associates, Practicing Company Secretary, had been appointed to issue Secretarial Audit
Report for the financial year 2023-24.

The Secretarial Audit Report issued by Mr. Dhirendra Maurya, Practicing Company Secretaries
in Form MR-3 for the financial year 2023-24 forms part of this report as Annexure VII.

COMMENT OF SECRETARIAL AUDITOR:

The auditor has conducted the secretarial audit for the financial year 2023-24 and has provided
his report thereon. The observations of the Auditor and the management response is as below:

Observation: The Company has not followed proper procedure of the Postal Ballot to alter the
main objects clause of the Memorandum of Association for which resolution has been taken in
the Annual General Meeting dated September 08, 2017. The Company has filed compounding
application with the Registrar of Companies, Mumbai and the order of the ROC, Mumbai is still
awaited.

Management Response: The Company had inadvertently violated the Act but had duly passed
the Special Resolution at a Duly Convened General meeting. However, when it came to the
Notice of the Company that the resolution had to be passed through Postal Ballot, the Company
had immediately filed an application for Compounding.

Observation: The Company continues to be non-compliant towards payment of Annual Listing Fees
to National Stock Exchange of India Limited (NSE) & Bombay Stock Exchange (BSE).

Management Response: The Company was facing a cash crunch due to continued losses over the
past years and the COVID-19 pandemic situation worldwide has made the situation worse.
However, The Annual Listing Fees of NSE for current Financial year i.e. 2024-25 is pending and the
Annual Listing Fees of BSE is pending since 2022 including the current Financial year. The
Company is making efforts to pay Annual Listing Fees pending with BSE and NSE along with the
interest levied by the Stock Exchanges for Delayed Payment of Annual Listing Fees.

Observation: The Company continues to be suspended from trading w.e.f. August 12, 2022, on BSE
and NSE.

Management Response: The Company has made the Compliances till date and had filed for
revocation of suspension of trading application with both the Exchanges i.e. BSE and NSE. The
Company is co-ordinating with the BSE and NSE for discontinuing the suspension and is providing
all the details / documents to the Exchanges required for the same.

Observation: The Fines imposed by NSE for delay in compliance with various regulations of the
SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (hereinafter referred to as
SEBI LODR Regulations, 2015 during the FY 2020-21 & 2021-22 is still unpaid by the Company. The
Request for waiver of fine to the Exchange by the Company was not considered favorably by NSE &
the same was intimated to the company vide Letter Ref. NSE/LIST/SOP/0016 dated February 24,
2024. The Delisting Committee after giving Company opportunity of hearing granted additional
time to the Company till June 30, 2024 to pay outstanding SOP Fines and that was communicated to
the Company through E-mail dated February 01, 2024.

Management Response: The Company has made full payment of the SOP Fines imposed by the
NSE in two tranches i.e. 50% on June 28, 2024, and 50% on July 01, 2024.

Observation: The Fines imposed by BSE for delay in compliance with various regulations of the
SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (hereinafter referred to as
SEBI LODR Regulations, 2015 during the FY 2020-21 & 2021-22 is still unpaid by the Company.

Management Response: The Company had applied for the Waiver Application to BSE to waive the
fines imposed by BSE for delay in compliance with various regulations the SEBI (Listing Obligations
and Disclosure Requirements) Regulations, 2015 (hereinafter referred to as SEBI LODR Regulations,
2015 during the FY 2020-21 & 2021-22 and in response to the waiver application, the Company had
received mail from BSE on February 16, 2024 stating that the NSE is the Company''s Designated
Stock Exchange and hence the Company was requested to apply for waiver application to NSE. The
Company is in process to pay all the outstanding SOP fines.

d. STATUTORY AUDITORS:

M/s. H.G Sarvaiya & Co., Chartered Accountants, the Statutory Auditors of the Company have
been re-appointed for a term of 5 years with effect from the date of the Annual General meeting
held for the financial year 2021-22 till the Annual General Meeting to be held for the financial
year 2026-2027 and they continue to be the Statutory Auditors of the Company
The Company has received written consent and certificate of eligibility in accordance with
Sections 139, 141 and other applicable provisions of the Companies Act, 2013 and Rules issued
thereunder (including any statutory modification(s) or re-enactment(s) for the time being in
force), from M/s. H.G. Sarvaiya & Co., Chartered Accountants. Further, they have confirmed
that they hold a valid certificate issued by the Peer Review Board of the Institute of Chartered
Accountants of India (ICAI) as required under the Listing Regulations.

e. SECRETARIAL AUDITOR:

The Company had appointed M/s Dhirendra Maurya & Associates as the Secretarial Auditor of
the Company, for the financial year 2023-24. For this purpose, M/s Dhirendra Maurya &
Associates has submitted their Audit Report for the financial year 2023-24.

f. INTERNAL AUDITOR:

The Company had appointed M/ s Motilal Jain & Associates LLP, Chartered Accountants, as the
Internal Auditors of the Company for the Financial year 2023-24.

g. MAINTENANCE OF COST RECORDS:

Pursuant to the provisions of Section 148 of the Companies Act, 2013 read with the Companies
(Cost Records and Audit) Rules, 2014, as amended from time to time, the Company is not
required to maintain Cost Records under said Rules.

h. REPORTING OF FRAUDS BY STATUTORY AUDITORS UNDER SECTION 143(12):

There were no incidents of reporting of frauds by Statutory Auditors of the Company under
Section 143(12) of the Act read with Companies (Accounts) Rules, 2014.

i. CORPORATE GOVERNANCE:

Particulars	Details
Name of Person & Designation to whom Remuneration is paid as per Section II of Schedule V	Mr. Rajendra Parikh
All elements of remuneration package such as salary, benefits, bonuses, stock options, pension, etc., of all the directors	Rs. 7,20,000/-
Details of fixed component and performance linked incentives along with the performance criteria	No performance linked incentives offered
Service contracts, notice period, severance fees	NA
Stock option details, if any, and whether the same has been issued at a discount as well as the period over which accrued and over which exercisable	NA

Further, Mr. Rajendra G. Parikh had waived the balance amount to receive as remuneration
from the Company due to the financial condition of the Company.

5. OTHER DISCLOSURES:

Other disclosures as per the provisions of Section 134 of the Act read with Companies (Accounts)
Rules, 2014 are furnished as under:

a. DISCLOSURE OF ORDERS PASSED BY REGULATORS OR COURTS OR TRIBUNAL:

No orders have been passed by any Regulator or Court or Tribunal which could have impact on
the going concern status and the Company''s operations in future.

b. DIRECTOR''S RESPONSIBILITY STATEMENT:

In terms of Section 134(5) of the Companies Act, 2013, in relation to the audited financial
statements of the Company for the year ended 31st March 2024, the Board of Directors hereby
confirms that:

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

ii. such accounting policies have been selected and applied consistently and the Directors 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 31st March, 2024 and of the profit/loss of the Company
for that year;

iii. proper and sufficient care was taken 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.

iv. the annual accounts of the Company have been prepared on a going concern basis

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

vi. proper systems have been devised to ensure compliance with the provisions of all applicable
laws and that such systems were adequate and operating effectively.

c. DISCLOSURE REGARDING INTERNAL COMPLAINTS COMMITTEE:

The Company has complied with the provisions relating to the constitution of Internal
Complaints Committee under the Sexual Harassment of Women at Workplace (Prevention,
Prohibition and Redressal) Act, 2013 and there were no complaints received during the year
under review.

d. DISCLOSURE UNDER SECTION 43(a)(ii) OF THE COMPANIES ACT, 2013:

The Company has issued equity shares with differential voting rights but the same have not
been issued during the financial year hence no information as per provisions of Section 43(a)(ii)
of the Act read with Rule 4(4) of the Companies (Share Capital and Debenture) Rules, 2014 is
furnished.

e. DISCLOSURE UNDER SECTION 54(1)(d) OF THE COMPANIES ACT, 2013:

The Company has not issued any sweat equity shares during the year under review and hence
no information as per provisions of Section 54(1)(d) of the Act read with Rule 8(13) of the
Companies (Share Capital and Debenture) Rules, 2014 is furnished.

f. DISCLOSURE UNDER SECTION 62(1)(b) OF THE COMPANIES ACT, 2013:

The Company has not issued any equity shares under Employees Stock Option Scheme during
the year under review and hence no information as per provisions of Section 62(1)(b) of the Act
read with Rule 12(9) of the Companies (Share Capital and Debenture) Rules, 2014 is furnished.

g. DISCLOSURE UNDER SECTION 67(3) OF THE COMPANIES ACT, 2013:

During the year under review, the Company has not issued any shares under any schemes
pursuant to Section 67(3) of the Act read with Rule 16(4) of Companies (Share Capital and
Debentures) Rules, 2014 is furnished. Hence, the disclosure in this regard is not applicable.

h. DISCLOSURE UNDER SECTION 197(12) OF THE COMPANIES ACT, 2013 AND OTHER
DISCLOSURES AS PER RULE 5 OF COMPANIES (APPOINTMENT & REMUNERATION)
RULES, 2014:

The information required under Section 197(12) of the Companies Act, 2013 and the Companies
(Appointment and Remuneration of Managerial Personnel) Rules, 2014 are as under:

• A Statement showing the details of every employee of the Company who was in receipt of
remuneration in excess of Rs. 1.02 Crores, if employed throughout the year - N.A.

• Percentage increase in remuneration of each director, KMP, and of % increase in median of
remuneration of employees - 33.33%

The Annual Report and Accounts are being sent to the Members, excluding the information on
employees'' particulars which is available for inspection by the Members at the Registered Office
of the Company during the business hours on working days of the Company. Any member
interested in obtaining such particulars may write to the Company Secretary at the Registered
Office of the Company.

i. DISCLOSURE OF PROCEEDINGS PENDING OR APPLICATION MADE UNDER
INSOLVENCY AND BANKRUPTCY CODE, 2016:

No application was filed for corporate insolvency resolution process, by a financial or
operational creditor or by the company itself under the IBC before the NCLT.

j. DISCLOSURE OF REASON FOR DIFFERENCE BETWEEN VALUATION DONE AT THE
TIME OF TAKING LOAN FROM BANK AND AT THE TIME OF ONE TIME
SETTLEMENT:

There was no instance of one-time settlement with any Bank or Financial Institution.

6. ACKNOWLEDGEMENTS AND APPRECIATION:

Your Directors take this opportunity to thank the customers, shareholders, suppliers, bankers,
business partners/ associates, institutions and Central and State Governments for their consistent
support and encouragement to the Company

For and on behalf of the Board
JIK Industries Limited,

Sd/- Sd/-

Rajendra Gulabrai Parikh Surendra Chandrakant Gurav

Executive Chairperson & CEO Non-Executive Director

DIN: 00496747 DIN: 00485016

Date: 12/07/2024 Date: 12/07/2024

Place: Thane Place: Thane

1

In terms of Rule 6(3) of the Companies (Appointment and Qualification of Directors) Rules,

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Mar 31, 2015

Dear Members,

The Directors are pleased to present herewith Twenty Third Annual Report together with the Audited Statements of Accounts of the Company for the nine months period ended 31st March, 2015.

State of the Company's Affairs:

FINANCIAL RESULTS

Standalone Financial Information of JIK Industries Limited is as follows: (Rs. in lakhs)

PARTICUiARS Period Ended Year Ended 31.03.2015 30.06.2014

Sales for the year 76.40 122.66

Other Income 2.12 0.00

Total Income 78.52 122.66

Profit / (Loss) before Financial (15818.62) (24.98) Expenses, Depreciation and Tax

Less: Financial expenses 0.00 0.00

Operating Profit / (Loss) before (15818.62) (24.98) Depreciation& Tax

Less : Depreciation 8.83 36.77

Profit / (Loss) before Exceptional & (15827.45) (61.75) Extraordinary items and Tax

Less : Exceptional Items 0.00 291.48

Profit / (Loss) before Extraordinary (15827.45) (353.23) items and Tax

Less : Extraordinary Items 478.62 0.00

Profit / (Loss) before Tax (16306.07) (353.23)

Less : Provision for Taxation

Current Tax 0.00 0.00

Deferred Tax 0.00 0.00

Profit / (Loss) after Taxation (16306.07) (353.23)

Less : Charge pursuant to the adoption 10.57 0.00 of revised Schedule II

Add : Balance brought forward (6686.77) (6333.54)

Profit / (Loss) available for appropriation (23003.41) (6686.77)

DEPOSITS

The Company has not accepted any deposits, described under Chapter V of the Companies Act, 2013 from public during the period under report.

MANAGEMENT DISCUSSION AND ANALYSIS

Pursuant to clause 49 VIII D of the listing agreements entered into with stock exchanges (the "Listing Agreement"), management discussion and analysis report of financial condition and result of operations has been reviewed by the audit committee and the same is forming part of this annual report.

CONSOLIDATION OF FINANCIAL STATEMENTS

The Consolidated Financial Statements have been prepared in accordance with the provisions of the Act, read with the Companies (Accounts) Rules, 2014, applicable Accounting Standards and the provisions of the Listing Agreement with the stock exchanges and forms part of the Annual Report.

REVISION IN FINANCIAL STATEMENTS

There has been no revision in the financial statements of the Company during the financial year 2014-15.

SUBSIDIARY COMPANIES

The following may be read in conjunction with the Consolidated Financial Statements prepared in accordance with Accounting Standard 21. Shareholders desirous of obtaining the report and accounts of your Company's subsidiaries may obtain the same upon request. Consolidated Financial Statement presented by the Company includes financial information of subsidiary companies, which forms a part of the Annual Report. During the year, no company became or ceased to be your Company's subsidiary, joint venture or associate company.

The Policy for determining Material Subsidiaries, adopted by your Board, in conformity with Clause 49 of the Listing Agreement with Stock Exchanges, can be accessed on the www.jik.co.in.

DIRECTORS

Your Company has Six (06) Directors consisting of Five (5) Independent Directors, One (1) Chairman & Managing Director as on March 31,2015.

INDEPENDENT DIRECTORS

In terms of the definition of 'Independence' of Directors as prescribed under Clause 49 of the Listing Agreement entered with Stock Exchanges and Section 149(6) of the Companies Act, 2013 and based on the confirmation disclosures received from the Directors, the following Non-Executive Directors are Independent Directors:-

1. Shri. Manoj P Unadkat

2. Shri. Surendra C. Gurav

3. Shri. Vijay P Panikar

4. Shri. Arvind M. Shah

5. Smt. Rajeshri D. Patel

WOMAN DIRECTOR

In terms of the provisions of Section 149 of the Companies Act, 2013 and Clause 49 of the Listing Agreement, a company shall have at least one Woman Director on the Board of the company. Your Company has appointed Smt. Rajeshri D. Patel (DIN No: 00506097) as Director on the Board on March 14, 2015.

APPOINTMENTS/RESIGNATIONS FROM THE BOARD OF DIRECTORS

Shri. Rajendra G. Parikh (DIN No: 00496747), Chairman and Managing Director, retire from office by rotation and being eligible offer himself for reappointment at the forthcoming Annual General Meeting of the Company.

Pursuant to Section 149 and other applicable provisions of the Companies Act, 2013, your Directors are seeking appointment of Shri. Arvind M. Shah (DIN No: 07122019) and Smt. Rajeshri D. Patel (00506097) as Independent Directors for 5 consecutive years from the conclusion of this Annual General Meeting. Details of the proposal for appointment of Shri. Arvind M. Shah and Smt. Rajeshri D. Patel are mentioned in the Explanatory Statement attached to the Notice of the Annual General Meeting.

APPOINTMENTS/RESIGNATIONS OF THE KEY MANAGERIAL PERSONNEL

Shri. Rajendra G. Parikh. Chairman and Managing Director and Smt. Kirti S Modak, Company Secretary of the Company are the Key Managerial Personnel as per the provisions of the Companies Act, 2013.

Kirti S Modak, Company Secretary has been appointed from July 27, 2015, in place of Shreya Dhende previous Company Secretary.

The post of CFO is vacant.

NUMBER OF MEETINGS OF THE BOARD

Regular meetings of the Board are held to discuss and decide on various business policies, strategies and other businesses. Due to business exigencies, certain business decisions are taken by the Board through circulation from time to time.

The Board met four (4) times during the FY 2014-15 viz. on August 28, 2014, October 31,2014, February 14, 2015 and March 14, 2015. Detailed information on the meetings of the Board are included in the report on Corporate Governance, which forms part of this Annual Report.

Additionally, several committee meetings were held including Audit Committee meeting, which met Four (4) times during the year.

Committees of the Board

The Company has several committees which have been established as a part of the good corporate governance practices and are in compliance with the requirements of the relevant provisions of applicable laws and statutes.

Company has following Committees of the Board:

Audit Committee

Risk Monitoring Committee

Nomination and Remuneration Committee

Stakeholders Relationship Committee

Committee of Independent Directors

PERFORMANCE EVALUATION OF THE BOARD

In Compliance with the provisions of the Act and Clause 49 of the Listing Agreement, the Board evaluated its own performance during the year under report along with that of its various Committees and its individual Directors. The Independent Directors also reviewed the performance of the Non-Independent Directors of the Company.

REMUNERATION FOR THE CEO AND MANAGING DIRECTOR

Mr. Rajendra G Parikh, Chairman and Managing Director of the Company has not drawn any remuneration during the period ended March 31,2015.

CORPORATE GOVERNANCE

The Report on Corporate Governance and Auditors Certificate regarding compliance with conditions of Corporate Governance as stipulated in Clause 49 of the Listing Agreement with Stock Exchanges forms part of this Annual Report.

The Management Discussion and Analysis Report for the period under review as stipulated in Clause 49 of the Listing Agreement with Stock Exchanges have been included in this Annual Report.

WHISTLEBLOWER POLICY

The Company's Whistleblower Policy encourages Directors and employees to bring to the Company's attention, instances of unethical behavior, actual or suspected incidents of fraud or violation of the JIK Code of Conduct that could adversely impact the Company's operations, business performance and / or reputation. The Policy provides that the Company investigates such incidents, when reported, in an impartial manner and takes appropriate action to ensure that the requisite standards of professional and ethical conduct are always upheld. It is the Company's Policy to ensure that no employee is victimized or harassed for bringing such incidents to the attention of the Company. The practice of the Whistleblower Policy is overseen by the Audit Committee of the Board and no employee has been denied access to the Committee. The Whistleblower Policy is available on the Company's corporate website www.jik.co.in.

SEXUAL HARRASEMENT POLICY

The Company is an equal employment opportunity company and is committed to create a healthy working environment that enables employees to work without fear of prejudice, gender bias and sexual harassment. The Company also believes that all employees of the Company have the right to be treated with dignity. The Company has in place a policy on prevention of sexual harassment of its employees at the workplace. The Sexual Harassment Policy is available on the Company's website www.jik.co.in.

CODE OF CONDUCT

The Board had laid down a code of conduct for all Board members and senior management of the Company. The Code of Conduct anchors ethical and legal behaviour within the Company. The Code of Conduct has been hosted on the website (www.jik.co.in) of the Company. The Board members and senior management personnel have affirmed compliance with the Code of Conduct of the Company in the year under review.

AUDITORS

The Auditors, M/s. Motilal & Associates., Chartered Accountants, were appointed with your approval at the 22nd AGM to hold such office till the conclusion of the 25th AGM. The Board, in terms of Section 139 of the Act, on the recommendation of the Audit Committee, has recommended for the ratification of the Members the appointment of M/s. Motilal & Associates., Chartered Accountants from the conclusion of the ensuing AGM till the conclusion of the 24th AGM.

M/s Motilal & Associates Chartered Accountants have confirmed to the Company that their appointment satisfies the criteria prescribed in section 141 of the Act and are not disqualified to be re-appointed.

SECRETARIAL AUDIT REPORT

As a measure of good corporate governance practice, the Board of Directors of the Company appointed M/s. VKM Associates, (Membership No: 5023, COP No. 4279), Practicing Company Secretary, to conduct the Secretarial Audit in place of previous Secretarial Auditor. The Secretarial Audit Report for the financial year ended March 31, 2015, is provided as Annexure B to the Directors' Report.

EXTRACT OF ANNUAL RETURN:

The information required under Section 134 of the Act read with Rule 12 of the Companies (Management and Administration) Rules, 2014, is annexed as Annexure A.

REVIVIAL AND REHABILITATION

The net-worth of the Company had eroded in full and that the Company has become Sick once again in terms of Section 3(1)(o) of SICA and that the Board of Directors have made a reference to Board for Industrial and Financial Reconstruction (BIFR) under the provisions of Section 15(1) of SICA (Special Provisions) Act, 1985.

As a part of modernizing its manufacturing operations, the Company has decided to give greater focus on better margin cold room activities and reduce its dependence on hot room activities and will carry out necessary changes to implement the same.

To take initiatives towards rehabilitation, Management proposes to incur certain CAPEX towards refurbishment of a few critical plant and machinery and also to replace a few machinery with latest technology once the operation gets stabilized.

As an extension to the present business, the Company intends to start Art, Design & related services and products segment.

PARTICULARS OF EMPLOYEE

The information required under Section 197(12) of the Companies Act, 2013 and the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 is provided in the Annexure forming part of this Report.

CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE EARNING & OUTGO

Particulars as required under Section 134 of the Companies Act, 2013 relating to Conservation of Energy and Technology Absorption are also provided in the Annexure to this Report as Annexure C.

DIRECTORS' RESPONSIBILITY STATEMENT

As required under Section 134 of the Companies Act, 2013, your Directors confirm having:

(a) in the preparation of the annual accounts, the applicable accounting standards had been followed along with proper explanation relating to material departures;

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

(c) the directors had 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) the directors had prepared the annual accounts on a going concern basis; and

(e) the directors, in the case of a listed company, 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) the directors, had devised proper systems to ensure compliance with the provisions of all applicable laws and that such systems were adequate and operating effectively.

CASH FLOW STATEMENT

In conformity with the provisions of Clause 32 of the Listing Agreement with the Stock Exchanges, the Cash Flow Statement for the financial period ended 31st March, 2015 is annexed herewith.

DEMATERIALISATION OF SHARES

The Shares of the Company have been admitted in dematerialized form for trading by the National Securities Depository Limited (NSDL) and the Central Depository Services (India) Limited (CDSL) under the ISIN: INE026B01049 and they are compulsorily traded in dematerialized form.

As on 31st March, 2015 a total of 71362339 equity shares of the Company, which form 98.24% of the equity share capital, stand dematerialized.

In accordance with Circular No. D&CC/FITTC/CIR-16-2002 dated December 31, 2002 of Securities and Exchange Board of India, Secretarial Audit Report for the quarters ended September 30, 2014; December 31,2014 and March 31, 2015 have been obtained from Company Secretary in whole time practice.

LISTING OF SECURITIES OF COMPANY

The equity shares of your Company continue to be listed on The Bombay Stock Exchange Limited and the National Stock Exchange of India Limited. The listing fee for the year 2015-16 has not been paid to the exchanges.

ACKNOWLEDGEMENT

Your Directors wish to acknowledge all their stakeholders and are grateful for the excellent support received from the Shareholders, Government authorities, esteemed clients, customers and other business associates. Your Directors recognise and appreciate the hard work and efforts put in by all the employees of the Company in a very challenging environment.

For and on behalf of the Board

Place : Thane Rajendra G. Parikh Dated : August 31,2015 Chairman & Managing Director

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Jun 30, 2014

The Members of JIK Industries Limited,

The Directors are pleased to present herewith Twenty Second Annual Report together with the Audited Statements of Accounts of the Company for the Twelve months period ended 30th June, 2014.

OPERATIONS

The performance of the Company during the reporting period has been interalia affected due to slow down.

FINANCIAL HIGHLIGHTS

Company continues to be totally debt free with respect to secured creditors in the current year. Standalone Financial Information of JIK Industries Limited is as follows:

(Amount in Rupees) Particulars Period ended Period ended 30th June,2014 30th June,2013

Sales & Other Income 1,22,65,895 8,43,21,341

Total Expenses 4,39,12,076 8,70,98,324

Gross Profit/ (Loss) (3,16,46,181) (27,76,983)

Interest and Finance -- -- Charges

Depreciation and 36,76,990 48,31,411 Amortization

Profit / (Loss) before Taxes (3,53,23,171) (76,08,394) and Extra Ordinary Items

Provision for Taxes -- --

Profit / (Loss) Before Extra (3,53,23,171) (76,08,394) Ordinary Items

Extra Ordinary Items -- 4,62,01,434

Net Profit after Tax (3,53,23,171) (5,38,09,828)

PUBLIC DEPOSIT

The Company has not accepted any fixed deposit from public during the period under report.

DIRECTORS

Shri Rajendra G. Parikh, Executive Director, retire from office by rotation and being eligible offer himself for reappointment at the forthcoming Annual General Meeting of the Company.

Pursuant to Section 149 and other applicable provisions of the Companies Act, 2013, your Directors are seeking appointment of Shri Manoj P Unadkat, Shri S. C. Gurav, and Shri Vijay P. Panikar, as Independent Directors for 5 consecutive years from the conclusion of this Annual General Meeting. Details of the proposal for appointment of Shri Manoj P. Unadkat, Shri S. C. Gurav, and Shri Vijay P. Panikar, are mentioned in the Explanatory Statement attached to the Notice of the Annual General Meeting.

AUDITORS

M/s. Motilal & Associates., Chartered Accountants, Statutory Auditors of the Company hold office until the conclusion of the forthcoming Annual General Meeting and recommended for re-appointment. The Company has received letter from them to the effect that their reappointment, if made, would be within the prescribed limits under Section 139. Under Section 139 of

the Companies Act, 2013, Statutory Auditors of every listed Company who have completed a term of 10 years or more will not be eligible for re appointment as Statutory Auditors. However, the existing companies have been allowed to comply with the new requirements of the section within 3 years from the date of commencement of the Companies Act, 2013. The existing Statutory Auditor of the Company has already completed a term 10 years.

Based on the recommendation of the Audit Committee, the Board of Directors of the Company proposes the re - appointment of M/s. Motilal & Associates, Chartered Accountant, as a Statutory Auditor of the Company for the current year.

SUBSIDIARY COMPANIES

The Ministry of Corporate Affairs vide its general Circular No.2/2011 dated 8th February, 2011, have granted permission to holding companies not to attach accounts of its subsidiary companies, with the Balance Sheet of the Company. However, these documents shall be available to any shareholder of the Company/Subsidiary Companies, interested in obtaining the same. Further, pursuant to provisions of the Accounting Standard 21 (AS-21) prescribed under the Companies (Accounting Standard) Rules - 2006, the Listing Agreement and prescribed by the Securities and Exchange Board of India, Consolidated Financial Statement presented by the Company include financial information of subsidiary companies, which forms a part of the Annual Report.

CONSOLIDATED FINANCIAL STATEMENTS In accordance with the Accounting Standard (AS-21) read with Accounting Standard (AS-23), the consolidated financial statements are attached, which form part of the Annual Report. BRU (Bombay Relief Undertaking)

The Government of Maharashtra vide Notification No. 2013/ CR 14/13/Ind-10 dated October 15, 2013 has declared the Company as "Relief Undertaking" for a period of one year from that date. The Company has applied for renewal of the same.

CORPORATE GOVERNANCE

The Report on Corporate Governance and Auditors Certificate regarding compliance with conditions of Corporate Governance as stipulated in Clause 49 of the Listing Agreement with Stock Exchanges forms part of this Annual Report.

The Management Discussion and Analysis Report for the period under review as stipulated in Clause 49 of the Listing Agreement with Stock Exchanges have been included in this Annual Report.

PARTICULARS OF EMPLOYEE

The Company does not have any employee falling within the scope of Section 217(2A) of the Companies Act, 1956, read with Companies (Particulars of the Employees) Rules, 1975 and as such no information has been provided.

CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE EARNING & OUTGO A statement pursuant to section 217(1)(e) of the Companies Act, 1956, giving details of measures taken toward conservation of energy, technology absorption, foreign exchange earnings and outgo in accordance with the Companies (Disclosure of Particulars in the Report of Board of Directors) Rules,1998 is annexed in this report.

DIRECTORS RESPONSIBILITY STATEMENT

The Board of Directors of The Company confirmed that:

i. in the preparation of the financial statements, the applicable accounting standards had been followed and there is no material departure;

ii. appropriate accounting policies have been selected and applied consistently and have 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 30th June, 2014 and of the loss of the Company for the period ended on that date;

iii. proper and sufficient care has been taken for maintenance of adequate accounting records in accordance with the provisions of the Companies Act, 1956, for safeguarding of the assets of the Company and for preventing and detecting fraud and other irregularities;

iv. the financial statements for 12 month ended 30th June, 2014 have been prepared on a going concern basis.

CASH FLOW STATEMENT:

In conformity with the provisions of Clause 32 of the Listing Agreement with the Stock Exchanges, the Cash Flow Statement for the financial period ended 30th June, 2014 is annexed herewith.

INFORMATION UNDER LISTING AGREEMENT WITH STOCK EXCHANGES

DEMATERIALISATION OF SHARES

The Shares of the Company have been admitted in dematerialized form for trading by the National Securities Depository Limited (NSDL) and the Central Depository Services (India) Limited (CDSL) under the ISIN: INE026B01049 and they are compulsorily traded in dematerialized form.

As on 30th June, 2014 a total of 71371456 equity shares of the Company, which form 98.25% of the equity share capital, stand dematerialized.

In accordance with Circular No. D&CC/FITTC/CIR-16-2002 dated December 31, 2002 of Securities and Exchange Board of India, Secretarial Audit Report for the quarters ended September 30, 2013; December 31, 2013; March 31, 2014 and June 30, 2014 have been obtained from Company Secretary in whole time practice.

LISTING OF SECURITIES OF COMPANY

The equity shares of your Company continue to be listed on The Bombay Stock Exchange Limited and The National Stock Exchange of India Limited. The listing fee for the year 2014-15 has been paid to the exchanges.

ACKNOWLEDGEMENT

Your Directors wish to acknowledge all their stakeholders and are grateful for the excellent support received from the Shareholders, Government authorities, esteemed clients, customers and other business associates. Your Directors recognise and appreciate the hard work and efforts put in by all the employees of the Company and in a very challenging environment.

For and on behalf of the Board Rajendra G. Parikh Chairman & Managing Director

Place: Mumbai Dated: 31st October, 2014

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Jun 30, 2013

The Members of JIK Industries Limited,

The Directors are pleased to present herewith Twenty First Annual Report together with the Audited Statements of Accounts of the Company for the Twelve months year ended 30th June, 2013.

OPERATIONS

The performance of the Company during the reporting period has been affected due to slow down in the economy.

FINANCIAL HIGHLIGHTS

Company continues to be totally debt free with respect to secured creditors in the current year. Standalone Financial Information of JIK Industries Limited is as follows:

(Amount in Rupees)

Particulars Year ended Year ended 30th June, 2013 30th June, 2012

Sales & Other Income 8,43,21,341 28,05,31,006

Total Expenses 8,70,98,324 26,16,83,927

Gross Profit/ (Loss) (27,76,983) 1,88,47,079

Interest and Finance Charges - -

Depreciation and Amortization 48,31,411 48,47,538

Profit / (Loss) before Taxes (76,08,394) 1,39,99,541

and Extra Ordinary Items

Provision for Taxes - (6,22,957)

Profit / (Loss) Before (76,08,394) 1,46,22,498

Extra Ordinary Items

Extra Ordinary Items 4,62,01,434 -

Net Profit after Tax (5,38,09,828) 1,46,22,498

PUBLIC DEPOSIT

The Company has not accepted any fixed deposit from public during the period under report.

DIRECTORS

Mr. Vijay P. Panikar retires from office by rotation and being eligible, offer himself for re-appointment at the forthcoming Annual General Meeting of the Company.

In terms of the provision of section 274(1) (g) of the Companies Act, 1956 as amended from time to time, none of the Directors are disqualified.

AUDITORS

M/s. Motilal & Associates., Chartered Accountants, Statutory Auditors of the Company hold office until the conclusion of the forthcoming Annual General Meeting. The Company has received a letter from them to the effect that their re-appointment, if made, would be within the prescribed limit under Section 224 (1B) of the Companies Act, 1956 and that they are not disqualified for reappointment within the meaning of Section 226 of the said Act.

SUBSIDIARY COMPANIES

Pursuant to the Rehabilitation Scheme the Company has been exempted to attach documents in respect of subsidiary companies. Accordingly, the Balance Sheet, Profit & Loss Account, and other documents of the subsidiary companies are not being attached with the Balance Sheet of the Company. Financial information of the subsidiary companies, as required, is disclosed in the Annual

Report. The Company will make available the Annual Accounts of the subsidiary companies to any member of the Company who may be interested in obtaining the same. The annual accounts of the subsidiary companies will also be kept open for inspection at the Registered Office of the Company from (11.00 am to 5.30 p.m.) The Consolidated Financial Statements presented by the Company includes financial results of its subsidiary companies.

CONSOLIDATED FINANCIAL STATEMENTS

In accordance with the Accounting Standard (AS-21) read with Accounting Standard (AS-23), the consolidated financial statements are attached, which form part of the Annual Report.

BRU (Bombay Relief Undertaking)

The renewal application is made by the Company and the order is awaited.

CORPORATE GOVERNANCE

The Report on Corporate Governance and Auditors Certificate regarding compliance with conditions of Corporate Governance as stipulated in Clause 49 of the Listing Agreement with Stock Exchanges forms part of this Annual Report.

The Management Discussion and Analysis Report for the period under review as stipulated in Clause 49 of the Listing Agreement with Stock Exchanges have been included in this Annual Report.

PARTICULARS OF EMPLOYEE

The Company does not have any employee falling within the scope of Section 217(2A) of the Companies Act, 1956, read with Companies (Particulars of the Employees) Rules, 1975 and as such no information has been provided.

DIRECTORS RESPONSIBILITY STATEMENT

Pursuant to Section 217(2AA) of the Companies Act, 1956, it is

hereby confirmed that:

i. in the preparation of the financial statements, the applicable accounting standards had been followed and there is no material departure;

ii. appropriate accounting policies have been selected and applied consistently and have 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 30th June, 2013 and of the loss of the Company for the year ended on that date;

iii. proper and sufficient care has been taken for maintenance of adequate accounting records in accordance with the provisions of the Companies Act, 1956, for safeguarding of the assets of the Company and for preventing and detecting fraud and other irregularities;

iv. the financial statements for the year ended 30th June, 2013 have been prepared on a going concern basis.

CASH FLOW STATEMENT:

In conformity with the provisions of Clause 32 of the Listing Agreement with the Stock Exchanges, the Cash Flow Statement for the financial period ended 30th June, 2013 is annexed herewith.

INFORMATION UNDER LISTING AGREEMENT WITH STOCK EXCHANGES

DEMATERIALISATION OF SHARES

The Shares of the Company have been admitted in dematerialized form for trading by the National Securities Depository Limited (NSDL) and the Central Depository Services (India) Limited (CDSL) under the ISIN: INE026B01049 and they are compulsorily traded in dematerialized form.

As on 30th June, 2013 a total of 71366322 equity shares of the Company, which form 98.24 % of the equity share capital, stand dematerialized.

In accordance with Circular No. D&CC/FITTC/CIR-16-2002 dated December 31, 2002 of Securities and Exchange Board of India, Secretarial Audit Report for the quarters ended September 30, 2012; December 31, 2012; March 31, 2013 and June 30, 2013 have been obtained from Company Secretary in whole time practice.

LISTING OF SECURITIES OF COMPANY

The equity shares of your Company continue to be listed on The Bombay Stock Exchange Limited and The National Stock Exchange of India Limited. The listing fee for the year 2013-14 has been paid to both the exchanges.

ACKNOWLEDGEMENT

Your Directors wish to acknowledge all their stakeholders and are grateful for the excellent support received from the Shareholders, Government authorities, esteemed clients, customers and other business associates. Your Directors recognize and appreciate the hard work and efforts put in by all the employees of the Company and in a very challenging environment.

For and on behalf of the Board

Place: Thane Rajendra G. Parikh

Dated: 29th August, 2013 Chairman & Managing Director

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Jun 30, 2012

To The Members of JIK Industries Limited,

The Directors are pleased to present herewith Twentieth Annual Report together with the Audited Statements of Accounts of the Company for the Twelve months period ended 30th June, 2012.

OPERATIONS

The performance of the Company during the reporting period has been affected due to siow down in the economy.

FINANCIAL HIGHLIGHTS

Company continues to be totally debt free with respect to secured creditors in the current year. Standalone Financial Information of JIK Industries Limited is as follows:

(Amount in Rupees) Particulars Year ended Period ended

30ST June, 2012 30ST June, 2011 (12 months) (15 months)

Sales & Other Income 28,05,31,006 49,85,56,926

Total Expenses 26,16,83,927 44,93,63,528

Gross Profit/(Loss) 1,88,47,079 491,93,398

Interest and Finance Charges

Depreciation and Amortization 48,47,538 60,54,149

Profit/(Loss) before Taxes and Extra Ordinary Items 1,39,99,541 4,31,39,249

Provision for Taxes - Deferred Tax (6,22,957) (1,04,72,873)

Profit/(Loss) Before Extra Ordinary Items 1,46,22,498 5,36,12,122

Extra Ordinary Items

Net Profit after Tax 1,46,22,498 5,36,12,122

PUBLIC DEPOSIT

The Company has not accepted any fixed deposit from public during the period under report.

DIRECTORS

Mr, Manoj R Unadkat retires from office by rotation and being eligible, offer himself for re- appointment at the forthcoming Annual General Meeting of the Company.

In terms of the provision of section 274(1) (g) of the Companies Act, 1956 as amended from time to time, none of the Directors are disqualified.

AUDITORS

M/s. Motilal & Associates., Chartered Accountants, Statutory Auditors of the Company hold office until the conclusion of the forthcoming Annual General Meeting. The Company has received a letter from them to the effect that their re-appointment, if made, would be within the prescribed limit under Section 224 (1B) of the Companies Act, 1956 and that they are not disqualified for reappointment within the meaning of Section 226 of the said Act.

SUBSIDIARY COMPANIES

In pursuance of Rehabilitation Scheme (2008-2017) given by the Hon ble BIFR, the Company has attached its consolidated financial statements.

The annual accounts of the subsidiary companies shall be made available to the shareholders of the Company and its subsidiaries on request. They are also available for inspection by the members at the Company's administrative office.

CONSOLIDATED FINANCIAL STATEMENTS

In accordance with the Accounting Standard (AS-21) read with Accounting Standard (AS-23), the consolidated financial statements are attached, which form part of the Annual Report.

BRU (Bombay Relief Undertaking)

The Government of Maharashtra vide Notification No. BRU.2011/C.R. (406/11)/lnd-10 dated February 7, 2012 has declared the Company as "Relief Undertaking" for a period of one year from that date.

CORPORATE GOVERNANCE

The Report on Corporate Governance and Auditors Certificate regarding compliance with conditions of Corporate Governance as stipulated in Clause 49 of the Listing Agreement with Stock Exchanges forms part of this Annual Report.

The Management Discussion and Analysis Report for the period under review as stipulated in Clause 49 of the Listing Agreement with Stock Exchanges have been included in this Annual Report.

PARTICULARS OF EMPLOYEE

The Company does not have any employee falling within the scope of Section 217(2A) of the Companies Act, 1956, read with Companies (Particulars of the Employees) Rules, 1975 and as such no information has been provided.

CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE EARNING & OUTGO

A statement pursuant to section 217(1)(e) of the Companies Act, 1956, giving details of measures taken toward conservation of energy, technology absorption, foreign exchange earnings and outgo in accordance with the Companies (Disclosure of Particulars in the Report of Board of Directors) Rules, 1998 is annexed in this report.

DIRECTORS RESPONSIBILITY STATEMENT

Pursuant to Section 217(2AA) of the Companies Act, 1956, it is hereby confirmed that: i. in the preparation of the financial statements, the applicable accounting standards had

been followed and there is no material departure; ii. appropriate accounting policies have been selected and applied consistently and have 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 30th June, 2012 and of the profit of the Company for the period ended on that date; iii. proper and sufficient care has been taken for maintenance of adequate accounting records in accordance with the provisions of the Companies Act, 1956, for safeguarding of the Oassets of the Company and for preventing and detecting fraud and other irregularities;

iv. the financial statements for 12 months period ended 30th June, 2012 have been prepared on a 'going concern basis'.

CASH FLOW STATEMENT:

In conformity with the provisions of Clause 32 of the Listing Agreement with the Stock Exchanges, the Cash Flow Statement for the financial period ended 30th June, 2012 is annexed herewith.

INFORMATION UNDER LISTING AGREEMENT WITH STOCK EXCHANGES

DEMATERIALISATION OF SHARES

The Shares of the Company have been admitted in dematerialized form for trading by the National Securities Depository Limited (NSDL) and the Central Depository Services (India) Limited (CDSL) under the ISIN: INE026B01049 and they are compulsorily traded in dematerialized form.

As on 30th June, 2012 a total of 65720545 equity shares of the Company, which form 90.47 % of the equity share capital, stand dematerialized.

In accordance with Circular No. D&CC/FITTC/CIR-16-2002 dated December 31, 2002 of Securities and Exchange Board of India, Secretarial Audit Report for the quarters ended | September 30, 2011, December 31,2011, March 31, 2012 and June 30, 2012 have been obtained from Company Secretary in whole time practice.

LISTING OF SECURITIES OF COMPANY

The equity shares of your Company continue to be listed on The Bombay Stock Exchange , Limited and The National Stock Exchange of India Limited. The listing fee for the year 2012-13 I has been paid to both the exchanges.

ACKNOWLEDGEMENT

Your Directors wish to acknowledge all their stakeholders and are grateful for the excellent support received from the Shareholders, Government authorities, esteemed corporate clients, customers and other business associates. Your Directors recognise and appreciate the hard work and efforts put in by all the employees of the Company and their contribution to the growth of the Company in a very challenging environment.

For and on behalf of the Board

Place: Mumbai Rajendra G. Parikh

Dated: 29th August, 2012 Chairman & Managing Director

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Mar 31, 2010

The Directors are pleased to present herewith Eighteenth Annual Report together with the Audited Statements of Accounts of the Company, for the Fifteen months period ended March 31, 2010. Your Directors have pleasure to report that your company ceases to be a sick industrial company, within the meaning of section 3(1) (o) of SICA, 1985 as per Order issued by Honble BIFR during the period under review.

OPERATIONS

The performance of the Company during the reporting period has been satisfactory. The manufacturing & trading activities are showing positive signs of recovery after manifold challenges that were faced in the past. The Company operates in one segment i.e. crystal, glass and allied products. The Management foresees considerable growth opportunity in the manufacturing and marketing of high-end studio glassware which has high margin and good sales potential. Plans are afoot to explore the tapping of this segment by adopting world class technology and facilities. We are pleased to announce that during the year under report, the second showroom of the Company was opened in South Mumbai.

FINANCE

During the period under review, the last secured creditor was settled and the Company became totally debt free with respect to secured creditors. We are extremely happy to announce that the Company has returned to cash profitability due to several coordinated measures taken by the Management. The Company raised funds by allotting Equity Shares and Fully Convertible Bonds on preferential basis during the period as governed by Honble BIFR orders.

PUBLIC DEPOSIT

The Company has not accepted any fixed deposit from public during the period under report.

DIRECTORS

Shri Kartik K. Kotadia, Director retires by rotation at the ensuing Annual General Meeting and being eligible, offers himself for re-appointment.

Shri R. V. Iyer Special Director of Honble BIFR ceased to be Special Director on the Board of the Company w.e.f. May 12, 2009.

The Monitoring Agency-BOl withdrew Nomination of Shri Niteen C. Gandhre from the Board of the Company since Honble BIFR discharged BOI from the responsibility as Monitoring Agency w.e.f. January 25, 2010.

The Board of Directors place on record its appreciation for the valuable contribution and guidance of Shri R.V. Iyer and Shri Niteen C. Gandhre during their tenure.

In terms of the provision of section 274(1) (g) of the Companies Act, 1956 as amended from time to time, none of the Directors are disqualified.

AUDITORS

M/s. Motilal & Associates., Chartered Accountants, Statutory Auditors of the Company hold office until the conclusion of the forthcoming Annual General Meeting. M/s Motilal & Associates is holding a valid certificate issued by the "Peer Review Board" of ICAI and as such they have been recommended for re-appointment.

The Company has received a letter from them to the effect that their re-appointment, if made, would be within the prescribed limit under Section 224 (1B) of the Companies Act, 1956 and that they are not disqualified for reappointment within the meaning of section 226 of the said Act.

The Notes on Accounts referred to in the Auditors Report are self -explanatory and as such do not require any further comments.

SUBSIDIARY COMPANIES

Pursuant to the Rehabilitation Scheme sanctioned (2008-2017) by the Honble BIFR, the Company has been exempted from the requirement to attach documents in respect of subsidiary companies. Accordingly, the Balance Sheet, Profit & Loss Account, and other documents of the subsidiary companies are not being attached with the Balance Sheet of the Company. Financial information of the subsidiary companies, as required, is disclosed in the Annual Report. The Company will make available the Annual Accounts of the subsidiary companies to any member of the Company who may be interested in obtaining the same. The annual accounts of the subsidiary companies will also be kept open for inspection at the Registered Office of the Company during normal office hours (10.00 A.M. to 6.00 P.M.) The Consolidated Financial Statements presented by the Company includes financial results of its subsidiary companies.

CONSOLIDATED FINANCIAL STATEMENTS

In accordance with the Accounting Standard (AS-21) read with Accounting Standard (AS-23), the consolidated financial statements are attached, which form part of the Annual Report.

BRU (Bombay Relief Undertaking)

The Government of Maharashtra vide Notification No. BRU.2009/C.R. (281/09) Ind- 10 dated July 24, 2009 has declared the Company as "Relief Undertaking" for a period of one year from that date.

CORPORATE GOVERNANCE

The Report on Corporate Governance and Auditors Certificate regarding compliance with conditions of Corporate Governance as stipulated in Clause 49 of the Listing Agreement with Stock Exchanges forms part of this Annual Report.

The Management Discussion and Analysis Report for the period under review as stipulated in Clause 49 of the Listing Agreement with Stock Exchanges have been included in this Annual Report.

PARTICULARS OF EMPLOYEE

The Company does not have any employee falling within the scope of Section 217(2A) of the Companies Act, 1956, read with Companies (Particulars of the Employees) Rules, 1975 and as such no information has been provided.

CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE EARNING & OUTGO

A statement pursuant to section 217(1) (e) of the Companies Act, 1956, giving details of measures taken toward conservation of energy, technology absorption, foreign exchange earnings and outgo in accordance with the Companies (Disclosure of Particulars in the Report of Board of Directors) Rules,1998 is annexed in this report.

RESPONSIBILITY STATEMENT

Pursuant to Section 217(2AA) of the Companies Act, 1956, the Directors hereby confirm that:

i. in the preparation of the financial statements, the applicable accounting standards had been followed and there is no material departure;

ii. appropriate accounting policies have been selected and applied consistently and have 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, 2010 and of the profit of the Company for the period ended on that date;

iii. proper and sufficient care has been taken for maintenance of adequate accounting records in accordance with the provisions of the Companies Act, 1956, for safeguarding of the assets of the Company and for preventing and detecting fraud and other irregularities;

iv. the financial statements for 15 months period ended March 31,2010 have been prepared on a going concern basis.

CASH FLOW STATEMENT:

In conformity with the provisions of Clause 32 of the Listing Agreement with the Stock Exchanges, the Cash Flow Statement for the financial period ended as on March 31, 2010 is annexed herewith.

INFORMATION UNDER LISTING AGREEMENT WITH STOCK EXCHANGES

DEMATERIALISATION OF SHARES

The Shares of the Company have been admitted in dematerialized form for trading by the National Securities Depository Limited (NSDL) and the Central Depository Services (India) Limited (CDSL) under the ISIN: INE026B01049 and they are compulsorily traded in dematerialized form.

As on March 31,2010 a total of 1,94,01,885 equity shares of the Company, which form 67.50 % of the equity share capital, stand dematerialized.

In accordance with Circular No. D&CC/FITTC/CIR-16-2002 dated December 31, 2002 of Securities and Exchange Board of India, Secretarial Audit Report for the quarters ended March 31,2009; June 30,2009; September 30,2009; December 31, 2009 and March 31, 2010 have been obtained from Company Secretary in whole time practice.

LISTING OF SECURITIES OF COMPANY

The equity shares of your Company continue to be listed on The Bombay Stock Exchange Limited and The National Stock Exchange of India Limited.

The listing fee for the year 2010-11 has been paid to both the exchanges.

ACKNOWLEDGEMENT

Your Directors would like to express their appreciation for assistance and cooperation received from the Banks/FI, Bank of India (Monitoring Agency), Government Authorities, Honble BIFR, Government of Maharashtra and Shareholders during the period under review. Your Directors also wish to place on record their appreciation for the contribution made by the employees at all levels.

For and on behalf of the Board

Place : Mumbai Rajendra G. Parikh

Dated : June 18,2010 Chairman & Managing Director