Directors Report of Kachchh Minerals Ltd.

Mar 31, 2024

Your directors have pleasure in presenting the 43^rd Report together with the Audited Financial Statements for the
period ended on March 31, 2024.

FINANCIAL HIGHLIGHTS:

(Amount in Thousands)

Particulars	2023-24	2022-23
Revenue from Operations	26,079.30	6,130.53
Other Income	50.20	50.25
Total Income	26,129.5	6,180.78
T otal Expenses	19,958	7,127.29
Profit/(Loss) for the year before taxation	6,171.5	(946.51)
T ax Expenses	-	-
Profit /(Loss) after tax	6,171.5	(946.51)
Earnings Per Equity Share (Face Value Rs. 10/- Per Share)
Basic	1.16	(0.18)
Diluted	1.16	(0.18)

Note: Previous year’s figures have been regrouped / reclassified wherever necessary to correspond with the current year’s
classification / disclosure.

FINANCIAL PERFORMANCE AND STATE OF COMPANY’S AFFAIRS:

The Company is engaged in the business of Minerals Industry by catering to mineral processing segment through
extraction of various types of Silicas and China clay, Mineral raw material etc. These minerals are sometime sold
as raw material and/or sold after processing as per requirement of customers.

The Company has recorded a total income of Rs. 261.29 lakhs as against Rs. 61.81 lakhs in the previous year.
During the year under review, the Company has earned a Profit of Rs. 61.71 lakhs as compared to previous year
Loss of Rs. 9.47 lakhs. There are no material changes and commitments affecting the financial position of your
Company. Further, the Audited Standalone Financial Statements of the Company for the year ended March 31,
2024 have been prepared in accordance with Indian Accounting Standards (IND-AS), the relevant provisions of
sections 129 and 133 of Companies Act, 2013 (hereinafter referred to as “the Act”), Regulation 33 of SEBI (Listing
Obligations and Disclosure Requirements) Regulations, 2015 (hereinafter referred to as “SEBI Listing
Regulations”), which have been reviewed by the Statutory Auditors.

RESERVES:

The Board of Directors has decided to plough back the entire amount of profit in the business. In the year under
review, the Company has not transferred any amount to the ''General Reserves''.

DIVIDEND:

Based on the Company''s financial performance for the year 2023-24 and in order to conserve cash resources to
face the future challenges, the Board of Directors have not recommended any dividend on equity shares for the
year ended on March 31,2024.

SHARE CAPITAL:

The Authorized Share Capital of the Company is Rs. 10,00,00,000/- (Rupees Ten Crores Only) that is divided into
1,00,00,000 (One Crore) Equity Shares of Rs. 10/- (Rupees Ten Only) each. Presently, the Paid-up Share Capital
of the Company is Rs. 5,21,17,500/- (Rupees Five Crores Twenty-One Lakhs Seventeen Thousand and Five
Hundred Only) divided in to 53,00,900 (Fifty-Three Lakhs and Nine Hundred) Equity Shares of Rs. 10/- (Rupees
T en Only) each. There were no changes in Share Capital of the Company during the period under review.

PUBLIC DEPOSIT:

Your Company has not accepted any public deposits and as such no amount on account of principal or interest
on public deposit under Section 73 and 74 of the Companies Act, 2013 (“the Act”) read together with the
Companies (Acceptance of Deposits) Rules, 2014 was outstanding as on the date of the Balance Sheet.

SUBSIDIARY, ASSOCIATE and JOINT VENTURE COMPANY:

The Company has no subsidiary or associate company. Further, the company has not entered into joint venture.
DEVELOPMENT AND IMPLEMENTATION OF A RISK MANAGEMENT POLICY:

Business risk management involves identifying, assessing, and mitigating potential threats and uncertainties that
could impact the achievement of the company''s objectives and overall performance. Your Company has in place
a mechanism to identify, assess, monitor and mitigate various risks to key business objectives. Major risks
identified by the businesses and functions are systematically addressed through mitigating actions on a continuing
basis. The Company has been addressing various risks impacting the Company and the policy of the Company
on risk management is provided in this annual report in Management Discussion and Analysis.

INTERNAL CONTROL SYSTEM AND THEIR ADEQUACY:

The Board has laid down standards, processes and procedures for implementing the internal financial controls
across the organization. After considering the framework of existing internal financial controls and compliance
systems, work performed by the Internal, Statutory and Secretarial Auditors and external consultants; reviews
performed by the Management and relevant Board Committees including the Audit Committee, the Board is of the
opinion that the Company''s internal financial controls with reference to the financial statements were adequate
and effective during the Financial Year under review. The Company continues to ensure proper and adequate
systems and procedures commensurate with its size and nature of its business.

Pursuant to the requirement clause (c) of sub-section (3) of Section 134 of the Companies Act, 2013, your Directors
confirm that:

a. In the preparation of the annual accounts for the financial year ended March 31,2024 the applicable accounting
standard 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 were reasonable and prudent so as to give a true and fair view of the state of affairs of the
Company at the end of the financial year and of the profit of the Company for the year under review.

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

d. The directors had prepared the accounts for the financial year ended March 31,2024 on a going concern basis.

e. 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.

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.

CORPORATE GOVERNANCE:

Effective Corporate Governance practices constitute the strong foundation on which successful commercial
enterprises are built to last. Our Corporate Governance practices are reflection of our value system encompassing
our culture, policies, and relationships with our stakeholders. Integrity and transparency are key to our corporate
governance practices to ensure that we gain and retain the trust of our stakeholders at all times. Corporate
governance is about maximizing shareholders value legally, ethically and sustainably.

In terms of Regulation 15 of SEBI Listing Regulation, 2015, compliance relating to Corporate Governance, is not
applicable to your Company as the Paid-Up Share Capital is not exceeding Rs. 10 Crores and Net Worth not
exceeding Rs. 25 crores on the last day of the previous financial year. Further, the Company has also filed Non¬
Applicability Certificate of Corporate Governance under Regulation 27 of (Listing Obligations and Disclosure
Requirements) Regulations, 2015 with the exchange.

BOARD AND BOARD COMMITTEES:

A. BOARD OF DIRECTORS:

a. Composition of Board:

Your Company has a broad-based Board of Directors with composition of Non-Executive, Executive and
Independent Directors in compliance with SEBI Listing Regulations, 2015, as well as the Companies Act, 2013.
The composition of Board of Directors as on March 31 ?0?4 is as follows_:

Category	No. of Directors
Non-Executive Independent Directors	3
Non-Executive Non-Independent Directors	3
Executive Directors	3

b. Number of Board Meetings:

During the financial year ended March 31,2024, seven (7) meetings of the Board of Directors were conducted on
May 24, 2023; August 14, 2023; September 05, 2023; November 1,2023; November 6, 2023; December 28,
2023; February 13, 2024. The provisions of the Act and Secretarial Standards were generally adhered to while
conducting meetings. All the information required to be furnished to the Board was made available to them along
with detailed Agenda notes. The name and the categories of the directors on the Board, their attendance at the
board Meeting held during the year and then number of directorship and committee chairmanship/membership
held by them in other Companies are given herein below.

Name of Director	Designation	No. of shares held	Attendance in Meetings		No. of other Directorships in other Company including this company	No. of Committee position held in the Company**
						Chairman	Member
			Board	AGM
Mr. Prakashbhai Haribhai Kanani	Executive Director	2,12,000 Equity Shares	7	yes	1	-	1
Mr. Devising T ejabha Hathal	Executive Director	4,00,000 Equity Shares	7	yes	1	-	-
Mr. Daksh Narendrabhai Trivedi	Executive Director	3,80,000 Equity Shares	7	yes	2	-	2
Mr. Jagdish Sajan Kandoria	Non-Executive Independent Director	-	2	No	1	-	-
Mr. Jaydeep Ghanshyambhai Sangani	Non-Executive Independent Director	-	7	yes	1	-	2
Mr. Kuldip Bhalchandra Vyas	Non-Executive Independent Director	-	7	yes	3	2	-
Mrs. Indiraben Vasudevbhai Sadariya	Non-Executive Non¬ Independent Director	1,50,000 Equity Shares	7	yes	1	-	-
Mr. Bhaveshbhai Haribhai Kanani	Non-Executive Non¬ Independent Director	1,90,000 Equity Shares	7	yes	1	-	-
Mr. Keshubha Lakhubha Hathal	Non-Executive Non-	2,00,000 Equity Shares	7	yes	1	-	-

Independent Director

Notes:

**For the purpose of considering the limit of committee memberships and chairmanships of a Director, Audit Committee
and Stakeholders Relationship Committee of public limited companies have been considered.

All the Directors have informed the Company periodically about their Directorship and Membership in the
Board/Committees of the Board of other companies. None of the Directors hold directorship in more than twenty
(20) Indian companies, with no more than ten (10) public limited companies. Further, pursuant to Regulation 17A
of the SEBI Listing Regulations, none of the Directors on the Board serves as an independent director in more
than seven (7) listed entities and none of the Director who is Executive Director serves as independent director in
more than three (3) listed entities. Also, none of the Director acts as a member of more than ten (10) committees
or acts as a chairperson of more than five (5) committees (committees being Audit Committee and Stakeholders
Relationship Committee) across all Public Limited Companies in which they are Director as per Regulation 26(1)
of the SEBI Listing Regulations.

B. DIRECTORS AND KEY MANAGERIAL PERSONNEL’S (KMP’s):

The list of Directors and Key Managerial Person of the Company as on March 31, 2024 is as follows:

Name of the Director/ KMP	DIN/ PAN	Designation
Mr. Jagdish Sajan Kandoria	08705510	Non-Executive Independent Director
Mr. Bhaveshbhai Haribhai Kanani	09282191	Non-Executive Director
Mrs. Indiraben Vasudevbhai Sadariya	09282192	Non-Executive Director
Mr. Keshubha Lakhubha Hathal	09282278	Non-Executive Director
Mr. Ashokbhai Jivrajbhai Bhut	ALLPB6246R	Chief Executive Officer
Mr. Jaydeep Ghanshyambhai Sangani	09309677	Non-Executive Independent Director
Mr. Prakashbhai Haribhai Kanani	02331173	Executive Director
Mr. Daksh Narendrabhai Trivedi	05232654	Executive Director
Mr. Devising Tejabha Hathal	09046307	Executive Director
Mr. Kuldip Bhalchandra Vyas	02529838	Non-Executive Independent Director
Mr. Hiteshbhai Jitendrabhai Thakker	AGSPT4450F	Chief Financial Officer
Mrs. Ayushi Pathik Maniyar	CQRPD1085P	Company Secretary and Compliance Officer

Post Financial Year;

• Mrs. Ayushi Pathik Maniyar (ACS66644) has resigned from the position of the Company Secretary and
Compliance Officer of the Company with effect from April 30, 2024.

• Ms. Yashika Vinay Doshi (ACS74060) has been appointed as the Company Secretary and Compliance
Officer of the Company with effect from June 14, 2024.

None of the Directors are disqualified from being appointed as the Director of the Company in terms of Section
164 of the Companies Act, 2013. The Company has received declarations from Independent Directors of the
Company stating that they have meet criteria of independence as mentioned under Section 149(6) of the
Companies Act, 2013.

In the opinion of the board, the independent directors possess the requisite expertise and experience and are
people of integrity and repute. They fulfill the Conditions specified in the Companies Act, 2013 and the rules made
thereunder and are independent of the management.

Further, all the independent directors on the Board of the Company are registered with the Indian Institute of
Corporate Affairs, Manesar, Gurgaon (“IICA”) as notified by the Central Government under Section 150(1) of the
Companies Act, 2013. Your Board confirms that, the independent directors fulfil the conditions prescribed under
the SEBI Listing Regulations, 2015 and they are independent of the management.

C. DIRECTOR RETIRING BY ROTATION:

Pursuant to provisions of section 152 of the Act, and in terms of the Memorandum and Articles of Association of
the Company, Mr. Bhaveshbhai Haribhai Kanani (DIN: 09282191) Executive Director and Mr. Keshubha Lakhubha
Hathal (DIN: 09282278) Non-Executive Non-Independent Directors are liable to retire by rotation at the ensuing
AGM and being eligible, have offered themselves for re-appointment. The re-appointment is being placed for your
approval at the AGM. The Members of the Company may wish to refer to the accompanying Notice of the 43^rd
AGM of the Company, for a brief profile of the Director.

D. MEETING OF INDEPENDENT DIRECTORS:

A meeting of the Independent Directors was held on February 13, 2024 pursuant to Section 149(8) read with
Schedule V to the Companies Act, 2013 and Regulation 25(3) of the SEBI Listing Regulations, 2015. The terms
of reference of the Independent Directors includes various matters in conformity with the statutory guidelines
including the following:

1. Review the performance of Non - Independent Directors and the Board as a whole;

2. Review the performance of the Chairperson of the Company, taking into account the views of Executive
Directors and Non - Executive Directors;

3. Assess the quality, quantity and timelines of flow of information between the Company Management and the
Board that is necessary for the Board to effectively and reasonably perform their duties.

E. COMMITTEES OF DIRECTORS:

With a view to have a more focused attention on business and for better governance with accountability, the Board

has constituted various committees of directors. Some of the Committees of the Board were reconstituted,
renamed and terms of reference were revised to align with the provisions of the Act and SEBI Listing Regulations.
The terms of reference of these Committees are determined by the Board and their relevance reviewed from time
to time. The minutes of Committee meetings are tabled at the Board meetings and the Chairperson of each
Committee briefs the members of the Board on the important deliberations and decisions of the respective
Committees.

I. Audit Committee:

The Audit Committee of the Company is constituted in line with the provisions of Section 177 of the Companies
Act, 2013 read with Regulation 18 of the SEBI Listing Regulations The terms of reference stipulated by the Board
of Directors to the Audit Committee are as contained under Regu l ation 18 read with Part C of Schedule II of the
SEBI Listing Regulations and Section 177 of the Act.

• The Committee comprises of three Directors out of which 2/3^rd are Independent Directors and Chairperson
of the committee is an Independent Director;

• All members are financially literate and bring i n expertise in the fields of finance, accounting, development,
strategy and management;

• None of recommendations made by the Audit Committee were rejected by the Board.

The Audit Committee met on five (5) times during the financial year ended March 31, 2024 on May 24, 2023;
August 14, 2023; November 6, 2023; December 28, 2023; and February 13, 2024. The composition of the Audit
Committee and attendance of the members in the meeting during the year is as follows:

Name	Designation	Designation	No. of Meetings
			Held	Attended
Mr. Kuldip Vyas	Non-Executive, Independent Director	Chairman	5	5
Mr. Jaydeep Sangani	Non-Executive, Independent Director	Member	5	5
Mr. Daksh Trivedi	Executive Director	Member	5	5

II. Nomination & Remuneration Committee:

The Nomination and Remuneration Committee of the Company is constituted in line with the provisions of Section
178 of the Act read with Regulation 19 of SEBI Listing Regulations. The terms of reference of the Nomination and
Remuneration Committee are as contained under Regulation 19 read with Part D of Schedule II of the SEBI Listing
Regulations and Section 178 of the Act.

• The Nomination and Remuneration Committee comprises of three directors out of which 2/3^rd are
independent directors and Chairperson of the committee is an independent director;

• None of recommendations made by the Committee were rejected by the Board.

During the year under review, the Nomination and Remuneration Committee met two (2) times in the financial
year ended March 31, 2024 on September 05, 2023 and November 01,2023.

The composition of the Nomination and Remuneration Committee of the Board of Directors of the Company along
with the details of meetings held and attended by the members of the Committee during the financial year ended
March 31, 2024:

Name	Designation	Designation	No. of Meetings
			Held	Attended
Mr. Kuldip Vyas	Independent Director	Chairman	2	2
Mr. Jaydeep Sangani	Non-Executive, Independent Director	Member	2	2
Mr. Bhavesh Kanani	Non-Executive, Non¬ Independent Director Director	Member	2	2

III. Stakeholders’ Relationship Committee:

Company''s Stakeholders'' Relationship Committee is constituted pursuant to Section 178 (5) of the Act and
Regulation 20 of the SEBI Listing Regulations.

• The Committee comprises of four directors out of which two are independent directors. The Chairperson
of the Committee is Non-Executive-Independent Director;

• None of recommendations made by the Committee were rejected by the Board.

The Committee periodically reviews the status of shareholders'' grievances and redressal of the same. The
Committee met four (4) times in the financial year on May 24, 2023; August 14, 2023; November 6, 2023; and
February 13, 2024. The necessary quorum was present for all the meetings.

The composition of Stakeholders'' Relationship Committee and attendance of the members during the year is as
given below.

Name	Designation	Designation	No. of Meetings
			Held	Attended
Mr. Kuldip Vyas	Non-Executive, Independent Director	Chairman	4	4
Mr. Jaydeep Sangani	Non-Executive, Independent Director	Member	4	4
Mr. Prakash Kanani	Executive Director	Member	4	4
Mr. Daksh Trivedi	Executive Director	Member	4	4

During the year under review, the Company has received and resolved 1 complaint. No complaints are pending
as of the year ended March 31, 2024.

FAMILIARISATION PROGRAMME FOR INDEPENDENT DIRECTORS:

Independent Directors are familiarised with their roles, rights and responsibilities in the company as well as with
the nature of industry and business model of the company through various internal programmes and through
presentations on economy & industry overview, key regulatory developments, strategy and performance which
are made to the Directors from time to time.

PERFORMANCE EVALUATION OF THE BOARD, COMMITTEES AND DIRECTORS:

Pursuant to the provisions of the Act and Regulation 17 of the SEBI Listing Regulations, a separate exercise was
carried out to evaluate the performance of individual Directors including the Chairman of the Board who were
evaluated on parameters such as level of engagement and contribution and independence of judgment thereby
safeguarding the interest of the Company. The performance evaluation of the Independent Directors was carried
out by the entire Board. The performance evaluation of the Chairman and the Non-Independent Directors was
carried out by the Independent Directors. The Board also carried out annual evaluation of the working of its Audit,
Nomination and Remuneration as well as Shareholders / Investors Relations and Grievance Committee. The
Directors expressed their satisfaction with the evaluation process.

REMUNERATION POLICY:

The Board has, on the recommendation of the Nomination & Remuneration committee a Nomination and
Remuneration Policy. The policy is available on website of the company at www.kachchhminerals.com. The policy
inter-alia covers the Directors'' appointment and remuneration, Key Managerial Personnel and other senior
management appointment and remuneration. The purpose of the Remuneration Policy is to establish and govern
the procedure applicable:

• T o evaluate the performance of the members of the Board.

• T o ensure remuneration payable to Directors KMP & other senior Management strike appropriate balance
and commensurate among others with the functioning of the Company and its long-term objectives.

• To retain motivate and promote talent within the Company and to ensure long term sustainability of the
managerial persons and create a competitive advantage.

• T o recommend to the board, all remuneration, in whatever form, payable to senior management.

Pecuniary Relationship or Transactions with Non-Executive Directors

During the year, there were no pecuniary relationships or transactions entered into between the Company and any
of its Non-Executive / Independent Directors apart from payment of sitting fees and / or commission / perquisites
as approved by the members. Non-Executive Directors (“NEDs”) are paid remuneration by way of Sitting Fees or
Commission, subject to the statutory ceiling.

CODE OF CONDUCT:

The Company has adopted the Code of Practices and Procedures for Fair Disclosure of Unpublished Price
Sensitive Information and Code of Conduct for Prevention of Insider Trading in compliance with SEBI (Prohibition
of Insider Trading) Regulations, 2015 (“Insider Trading Regulations”). Pursuant to above, the Company has put in
place adequate and effective system of internal controls to ensure compliance with the requirements of Insider
Trading Regulations.

REMUNERATION RATIO OF THE DIRECTORS / KEY MANAGERIAL PERSONNEL (KMPs) / EMPLOYEES:

Disclosures of the ratio of the remuneration of each director to the median employee''s remuneration and other
details as required pursuant to Section 197(12) of the Companies Act, 2013 read with Rule 5(1) of the Companies
(Appointment and Remuneration of Managerial Personnel) Rules, 2014 is provided as Annexure-A.

During the year under review, there are no employees who comes within the purview of section 134 (3)(q) of the
Companies Act, 2013 read with Rule 5(2) & 5(3) of the Companies (Appointment and Remuneration of Managerial
Personnel) Rules, 2014.

AUDITORS:

i. Statutory Auditors:

The Statutory Auditors, M/s. AMAA & Associates, Chartered Accountants, (Firm Registration No. 013066C),

were appointed in the 39^th Annual General Meeting held on December 29, 2020 until the conclusion of 44^th Annual
General Meeting to be held in the year 2025 i.e. for a term of five consec utive years. However, due to ex piration
of their Peer Rev i ew Certificate, the Auditors resigned with effect from Decemb er 28, 2023.

The Statutory Auditors, M/s. Om Prakash S. Chaplot & Co., Chartered Accountants, (FRN: 000127C) were
appointed as Statutory Auditors of the Company to fill the casual vacancy caused due to resignation of M/s. AMAA
& Associates, Chartered Accountants (Firm Registration No. 013066C) till conclusion of the ensuing Annual
General Meeting of the Company. The Board of Directors of the Company on recommendation of the Audit
Committee has considered and ap proved the appointment of M/s. Om Prakash S. Chaplot & Co., Chartered
Accountants, (FRN: 000127C) as Statutory Auditors for a further period of 5 years subject to the approval of the
members at ensuing Annual General Meetin g of the Company. The Company has received the necessary consent
and eligibility certificate from them. Accordingly, their appointment is placed at ensuing Annual General Meeting.

There are no observations, reservations or adverse remarks made by the statutory auditors in the audit report.
Further, the Auditors of the Company have not reported any fraud as specified under section 143(12) of the
Companies Act, 2013.

ii. Secretarial Auditor:

Pursuant to the provisions of Section 204 of the Companies Act, 2013 and the Companies (Appointment and
Remuneration of Managerial Personnel) Rules, 2014, the Board of Directors of the Company, has appointed Ms.
Amita Karia, Practicing Company Secretary to conduct the Secretarial Audit of the Company for the financial year
ended March 31, 2024.

The Secretarial Audit Report is annexed and detailed in Annexure-B to this report herewith. The qualifications
provided in the report are self-explanatory and along with explanation of Board are as follows.

Comments on qualifications in Secretarial Audit Report:

Comments in Secretarial Audit Report	Directors Comment
The Company has not updated its website and uploaded the documents and information as required under the Companies Act 2013 and Regulation 46 of SEBI (LODR) Regulations, 2015	With respect to maintenance of website, there have been continuous technical issues from the website vendor. The management of the company shall take all necessary steps and actions to do proper and timely compliance. It assures to do timely compliance in future under various applicable acts and regulations.

iii. Cost Auditor:

The Company is not required to appoint cost auditor pursuant to provisions of section 148 of the Companies Act,
2013 and rules made thereunder.

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

Conservation of energy and technology absorption information pursuant to section 134(3)(m) of the Companies
Act, 2013 read with Rule 8 of the Companies (Accounts) Rules, 2014 is not applicable. The details of Foreign
Exchange Earnings and Outgo during the year are as follows:

Foreign Exchange Earnings	INR 0.00/-
Foreign Exchange Outgo	INR 0.00/-

DETAILS OF ESTABLISHMENT OF VIGIL MECHANISM FOR DIRECTOR AND EMPLOYEES:

A Whistleblower Policy, also known as a Vigil Mechanism, ensures a confidential platform for employees and
stakeholders to report concerns about unethical behavior, misconduct, or illegal activities within the organization.
It aims to foster a culture of transparency, integrity, and accountability, providing assurances that disclosures will
be investigated promptly and impartially without fear of retaliation, thereby safeguarding the interests of all

stakeholders and upholding ethical standards. In compliance with Section 177(9) of the Act and Regulation 22 of
SEBI Listing Regulation, your Company has adopted a Vigil Mechanism /Whistle Blower Policy. The Audit
Committee oversees the functioning of this policy. The Company''s Vigil Mechanism/ Whistle Blower Policy aims
to provide the appropriate platform and protection for Whistle Blowers to report instances of fraud and
mismanagement, if any, to promote reporting of any unethical or improper practice or violation of the Company''s
Code of Conduct or complaints regarding accounting, auditing, internal controls or suspected incidents of violation
of applicable laws and regulations including the Company''s ethics policy or Code of Conduct for Prevention of
Insider Trading in the Company, Code of Fair practices and Disclosure. The Vigil Mechanism provides a
mechanism for employees of the Company to approach the Chairperson of the Audit Committee of the Company
for redressal. The Whistle Blower Policy may be accessed on the Company''s website at the link
www.kachchhminerals.com. No complaints were received during the financial year 2023-24.

RELATED PARTY TRANSACTIONS:

There were no materially significant related party transactions with the Company''s Promoters, Directors,
Management or their relatives, which could have had a potential conflict with the interests of the Company, hence
details are not required to be given under Form AOC-2. The details of the Related Party Transactions are provided
elsewhere in this annual report in the Notes to Accounts to the Financial Statements. Transactions with related
parties entered by the Company in the normal course of business are periodically placed before the Audit
Committee for its omnibus approval. Further, the policy on materiality of related party transactions may be
accessed on the Company''s website at the link www.kachchhminerals.com.

PARTICULARS OF LOANS, GUARANTEES OR INVESTMENTS:

The provisions of section 186 of the Companies Act, 2013 requiring disclosure in the financial statements giving
particulars of the loans given, investment made or guarantee given or security provided and the purpose for which
the loan or guarantee or security is proposed to be utilised by the recipient of the loan or guarantee or security, if
any are forming part of the financial statements.

ANNUAL RETURN:

Pursuant to section 92(3) of the Companies Act, 2013 and Rule 12 of the Companies (Management and
Administration) Rules, 2014, the Annual Return for F.Y. 2023-24 shall be available on Company''s website at
www.kachchhminerals.com.

MANAGEMENT DISCUSSION AND ANALYSIS REPORT:

Management Discussion and Analysis Report as stipulated under the SEBI Listing Regulations is presented in a
separate section forming part of this Annual Report. It provides details about the overall industry structure, global
and domestic economic scenarios, developments in business operations/performance of the Company''s various
businesses, internal controls and their adequacy, risk management systems, human resources and other material
developments during the Financial Year 2023-24.

WTD/CEO/CFO CERTIFICATION:

In terms of Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements)

Regulations, 2015 the certification by the Chief Executive Officer on the financial statements and Internal Controls
relating to financial reporting has been obtained.

INDIAN ACCOUNTING STANDARDS (IND AS):

The Ministry of Corporate affairs vide its notification dated February 16, 2015 has notified the Companies (Indian
Accounting Standards) Rules, 2015. In pursuance of this notification, the Company has adopted IND AS and the
financial statements for the year ended March 31,2024 are prepared in accordance to the same.

SECRETARIAL STANDARDS DISCLOSURE:

The Directors state that applicable Secretarial Standards, i.e. SS-1 and SS-2, relating to ''Meetings of the Board of
Directors'' and ''General Meetings'', respectively, have been duly followed by the Company.

TRANSFER OF AMOUNTS TO INVESTOR EDUCATION AND PROTECTION FUND:

Your Company did not have any funds lying unpaid or unclaimed for a period of Seven years. Therefore, there
were no funds which were required to be transferred to Investor Education and Protection Fund (IEPF).

GENERAL:

Your directors state that no disclosure or reporting is required in respect of the following items as there were no
transactions on these items during the year under review:

a. Issue of equity shares with differential right as to dividend, voting or otherwise

b. Issue of Shares (Including sweat equity shares) to employees of the Company under any scheme.

c. Neither the Managing Director nor the Whole-time Director of the Company receives any remuneration or
commission.

d. No significant or material order was passed by the regulators or courts or tribunals which impact the going
concern status and the Company''s operation in future.

e. There were no material changes and commitments affecting the financial position of the Company between
end of the financial year and the date of this report. It is hereby confirmed that there has been no other change
in the nature of business of the Company.

f. The Company has zero tolerance for sexual harassment at the workplace. During the year under review, the
Company is neither required to adopt policy for prevention of Sexual Harassment of Women at Workplace nor
to constitute Internal Complaints Committee under the Sexual Harassment of Women at Workplace
(Prevention, Prohibition and Redressal) Act, 2013.

g. The provisions of Corporate Social Responsibility (CSR) are not applicable to your company.

h. The Company has not raised funds through preferential allotment or qualified institutional placement.

i. During the year under review, the Company has not made any application under Insolvency and Bankruptcy
Code, 2016 and there is no proceeding pending under the said Code as at the end of the financial year;

j. During the year, the Company has not undergone any one-time settlement and therefore the disclosure in this
regard is not applicable.

ACKNOWLEDGEMENT:

Your Board takes this opportunity to place on record our deep appreciation to our Shareholders, Customers,
Business Partners, Vendors, Bankers, Financial Institutions, Stock Exchange, Regulatory and Government
Authorities and other Stakeholders at large for all support rendered during the year under review. We strive to
build rewarding relationships with our stakeholders - clients, employees, shareholders, business partners,
communities and regulators - for achieving our long-term vision aligned with our stakeholders'' interests. The
Directors also thank the Government of India, Governments of various states in India and concerned Government
departments and agencies for their co-operation. The Directors hereby acknowledge the dedication, loyalty, hard
work, cooperation, solidarity and commitment rendered by the employees of the Company and their families during
the year.

By order of the Board of Directors

For Kachchh Minerals Limited

Sd/- Sd/-

Daksh Narendrabhai Trivedi Prakashbhai Haribhai Kanani

Director Director

DIN: 05232654 DIN: 02331173

Date: August 14, 2024
Place: Kutch, Gujarat

---

Mar 31, 2014

The Members,

The Directors present herewith the Thirty third Annual Report together with the audited accounts of the Company for the year ended 31st March 2014. Summarised financial results of the company are furnished below:

1. Financial Result:-

Particulars Year ended on 31.03.2014 Year ended on 31.03.2013 (Rs. in Lacs) (Rs. in Lacs)

Sales 114.95 340.35

Other income 11.56 10.12

Gross Income 126.51 350.47

Less: Expenses 140.48 287.02

Interest 2.37 1.91

Depreciation 11.44 12.82

Net Profit/(Loss) (27.79) 48.72

Tax Expense - 15.08

Net Profit/(Loss) after tax (27.79) 33.64

The Directors regret their inability to recommend any dividend due to brought forward losses.

2. BUSINESS OVERVIEW:-

The company has net loss of Rs. 27.79 Lacs against net profit of Rs. 33.64 Lacs in last year Further the Board is hopeful of expanding the company''s operation this year & expects your co-operation in the days to come. The Board is doing its best to make your company start full mining activities & show progress in very near future. The Board is contemplating to take effective steps to save it from slipping in to a sick industrial unit.

On account of effective steps to control expenses & keep the losses to its minimum level, the year under consideration, has closed with a sales turnover of Rs 1,14,95,235/- and Net loss of Rs. 27,78.641/- after providing for interest 8i depreciation before tax. There is no export during the year

3. FIXED DEPOSITS

The Company has not accepted any fresh deposits within the purview of section 58A of the Companies Act, 1956 during the year under review.

4. CONSERVATION OF ENERGY

Since the company has moderate production activities, though the particulars pursuant to requirement under section 217 (1) (e) of the Companies Act, 1956 with reference to conservation of energy, technology absorption, adoption and innovation are not material. However the electricity expense incurred at Rs. 46,377/- during the year which is very negligible does not required any disclosure as such. Due to power problem, company has run the plant mainly through their generator set and digging, mining & washing activities where mainly vehicles & water is used which does not require much electric consumption. Hence the details being immaterial not provided.

5. RESEARCH & DEVELOPMENT & TECHNOLOGY ABSORPTION:-

The Company due to its limited resources cannot carry out Research & development activities or technological absorption except in house efforts to improve its present quality of mining materials.

6. PARTICULARS OF EMPLOYEES AND INFORMATION:-

There was no such employee employed during the year under review, hence the provision as prescribed u/s. 217 (2A) of the Companies Act, 1956 read with Companies (particulars of employee) Rules,1975, as amended by the Companies (Amended) Act, 1988 is not applicable. The relation between the employees &. the management remain cordial during the year under review.

7. AUDITORS:-

M/s. M.G. Simaria & Co, Chartered Accountants, Mumbai, retires at the conclusion of the Annual General Meeting, to continue as the auditor of the company. The Board proposed the reappointment of M/s. M.G. Simaria & Co as the statutory auditor of the company, for the financial year 2014-2015.

Accordingly pursuant to section 139 of the Companies Act, 2013 M/S M.G. Simaria & Co Chartered Accountants, Mumbai, if appointed shall, hold the office from the conclusion of this annual general meeting until the conclusion of 38th 36th Annual General Meeting subject to ratification of Appointment at every Annual General Meeting.

Further the auditors have confirmed their willingness and eligibility for appointment and have also confirmed that their reappointment, if made, will be within the limits under section 141 (3) (g) of the Companies Act, 2013.

8. AUDIT REPORT:-

The auditors have observed & put remarks for non-provision of gratuity, leave salary, etc. as per AS -15. Provision for gratuity is not made in view of appointment of major new staff after earthquake, frequent changes in major staff & remote Site of factory and therefore Expenses are debited on payment basis as and when the same is paid. As per Auditor''s comment regarding

appointment of Qualified Company Secretary on whole time basis to comply with the requirements of Section 383 A of Companies Act, 1956, your directors have taken steps for complying aforesaid requirement. However in absence of availability of suitable & affordable candidates, the said requirements cannot be complied. However the Company is in the process of receiving the Compliance Certificate from Company Secretary. In our opinion, carrying amount of all assets does not exceed its recoverable amount hence no impairment loss is ascertained.

The company has received a copy of letter on 07-01-2014 from Geology, Science and Mining Department Office, Jilla Seva Sadan, 1st floof Collector Office, Bhuj (Kachchh)

Addressed to Forest Protection Office (van - sanrakshani office, Behind Jilla Udyog Center Bhuj (Kachchh). In respect of closing of mining activities in the area of lease land falling within 1 k.m of such Animal Protection area of National Animal Protection (Abhayaranya). The letter further states that lease of land in such area has to obtain No Objection certificate from office of Forest Protection Department Containing the Matter that such lease hold is falling in vicinity of

a) Kachchh Forest Animal

b) Protection Department area (Abhayaranya)

c) 1 k.m distance of such Forest Animal Protection Department area (Abhayaranya)

d) Land is how much far from such Forest Animal Protection area (Abhayaranya)

The said copy of letter send to company also asks forest Department to verify the matter and to inform the same to Geology, Science and Mining Department.

Hence company has temporary closed their Mining activities on such lease hold land after 07-01- 2014.

However the company has persuated the matter with concern department to reopen and start the mining activities. The company states that the matter has been resolved and has started its mining activities from 23rd August 2014

Hence, the concept of going concern though it is stated in Audit Report will not be affected.

9. DIRECTORS:-

The Company has two independent Directors, appointed under the Listing Agreement, namely Mr Dhirajlal Madhavani and Mr Bharat Shukla, who have diverse business/administrative experience and are making significant contribution to the Company. At present, they are liable to retire by rotation. It is proposed to appoint them as Independent Directors, with a fixed tenure of upto five years each at the ensuing Annual General Meeting of the Company, subject to approval of the shareholders, in terms of Section 149 of Companies Act, 2013 (the Act). The Company has received separate notices under Section 160 of the Act from members signifying their Candidature as Directors along with requisite deposit as prescribed thereunder All abovementioned Independent Directors have also given declarations that they meet the criteria of independence as provided in sub-section 6 of Section 149 of the Act. Their profile along with statement that in the opinion of the Board they fulfill the conditions as required in the Act for such appointments are furnished in the statement pursuant to Section 102(1) of the Companies Act, 2013 annexed with the Notice for the forthcoming Annual General Meeting.

In accordance with articles of association of the company and in view of provision of section 255 of the Companies Act, retirement & reappointment take place for following Directors:-

Mr Kishore G. Davda, Director retires by rotation at the conclusion of the Annual General Meeting and being eligible, offers himself for re-appointment.

10. FOREIGN EXCHANGE:-

Foreign Exchange inflow and outflow during the year was NIL

11. DIRECTOR''S RESPONSIBILITY STATEMENT:-

Pursuant to the requirements of section 217 (2AA) of the Companies Act, 1956, your directors confirm that:

I. In preparation of annual accounts, the applicable accounting standards except AS-15 & AS- 28 have been followed along with proper explanation relating to material departures;

n. We 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 or loss of the company for that period;

IH. We have taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of the Companies Act, 1956, for safeguarding the assets of the company and for preventing and detecting fraud and other irregularities;

IV We have prepared the annual accounts on a going concern basis as explained in Schedule no. 1 notes forming part of Accounts.

12. CORPORATE GOVERNANCE:-

A separate section on Corporate Governance is included in the Annual Report and the Certificate from the Company''s auditor''s confirming the compliance of conditions subject to certain qualifications on Corporate Governance stipulated in clause 49 of the Listing Agreement is annexed thereto.

The Board of Directors of the Company adopted a Code of Conduct. The Directors have affirmed with the said code.

13. LISTING OF SHARES RUSTING FEES:-

The equity capital of the company continued to be listed on the Mumbai Stock Exchange and the necessary listing fees has been paid up to the year 2013- 2014. As per directives issued by the Securities and Exchange Board of India, the equity shares of the Company are to be traded in the Demat form. The company continues to maintain necessary arrangement with NSDL and CDSL for required connectivity.

The statement pursuant to section 217 (2A) of the Companies Act, 1956 read with the Companies (Particulars of employees) Rules 1975, for the year ended on March 31, 2014 is uncalled for There is no director employed for the year or part of the year under review and were in receipt of remuneration in aggregate of Rs. 5,00,000/- p.m. or Rs. 60,00,000 p.a or more.

14. DEMATERIALISATION OF SHARES:-

As you are aware that company has made arrangement with Bigshare Services Pvt. Ltd., E-23, Ansa Indl. Estate, Saki-Vihar Road, Sakinaka, Andheri (East), Mumbai- 400 072 (Tel: - 2852 34 74 / 2856 06 52 / 2856 06 53, Fax: [phone], E-mail: [e-mail]) to act as Depository Transfer Agent with National Securities Depository Limited (NSDL) Bn Central Depository Services India Limited (CDSL).

15. ACKNOWLEDGEMENT:-

The Management wishes to place on record its appreciation for the services rendered by employees, contractors, bankers, and the management of the Indian Bureau of Mines and all concerned and convey their thanks to them.

By Order of the Board For Kachchh Minerals Ltd.

Prataprai G. Davda Chairman & Exe. Director DIN: 01149981 Place : Mumbai Date : 30th May, 2014

---

Mar 31, 2013

To, The Members,

The Directors present herewith the Thirty second Annual Report together with the audited accounts of the Company for the year ended 31st March 2013. Summarised financial results of the company are furnished below:-

1. Financial Result:-

Particulars Year ended on 31.03.2013 Year ended on 31.03.2012 (Rs. in Lacs) (Rs. in Lacs)

Sales 340.35 435.33

Other income 10.12 3.68

Gross Income 350.47 439.01

Less: Expenses 287.02 309.97

Interest 1.91 1.96

Depreciation 12.82 11.21

Net Profit 48.72 115.87

Tax Expenses 15.08 22.18

Net profit after Tax 33.64 93.69



The Directors regret their inability to recommend any dividend due to brought forward losses.

2. BUSINESS OVERVIEW:-

The company has net profit of Rs. 33.64 Lacs against net profit of Rs. 93.69 lacs in last year. Further the Board is hopeful of expanding the company''s operation this year & expects your co-operation in the days to come. The Board is doing its best to make your company start full mining activities & show progress in very near future. The Board is contemplating to take effective steps to save it from slipping in to a sick industrial unit.

On account of effective steps to control expenses & keep the losses to its minimum level, the year under consideration, has closed with a sales turnover of Rs 3,40,35,151/- and Net Profit of Rs. 48,72,418/- after providing for interest & depreciation before tax. There is no export during the year.

3. FIXED DEPOSITS :-

The Company has not accepted any fresh deposits within the purview of section 58A of the Companies Act, 1956 during the year under review.

4. CONSERVATION OF ENERGY :-

Since the company has moderate production activities, though the particulars pursuant to requirement under section 217 (1) (e) of the Companies Act, 1956 with reference to conservation of energy, technology absorption, adoption and innovation are not material. However, the electricity expense incurred at Rs. 46,377/- during the year which is very negligible does not required any disclosure as such. Due to power problem, company has run the plant mainly through their generator set and digging, mining & washing activities where mainly vehicles & water is used which does not require much electric consumption. Hence the details being immaterial not provided.

5. RESEARCH & DEVELOPMENT & TECHNOLOGY ABSORPTION:-

The Company due to its limited resources cannot carry out Research & development activities or technological absorption except in house efforts to improve its present quality of mining materials.

6. PARTICULARS OF EMPLOYEES AND INFORMATION:-

There was no such employee employed during the year under review, hence the provision as prescribed u/s. 217 (2A) of the Companies Act, 1956 read with Companies (particulars of employee) Rules,1975, as amended by the Companies (Amended ) Act, 1988 is not applicable. The relation between the employees & the management remain cordial during the year under review.

7. AUDITORS:-

M/s. M.G. Simaria & Co., Chartered Accountants, Mumbai, retires at the conclusion of the Annual General Meeting. They have given their consent to act as Auditors of the Company, if re-appointed. You are requested to consider their appointment as Auditor of the Company and authorise directors to fix their remuneration for the current year. They have furnished a certificate for of their eligibility for appointment u/s 224(1-B) of the companies Act, 1956 and they are not disqualified under section 226 (3) (e) of the said Act.

8. DIRECTORS:-

In accordance with articles of association of the company and in view of provision of section 255 of the Companies Act, retirement & reappointment take place for following Director- Mr. Prataprai G. Davda, Director retires by rotation at the conclusion of the Annual General Meeting and being eligible, offers himself for re-appointment.

Mr. D.S.Madhavani, Director retires by rotation at the conclusion of the Annual General Meeting and being eligible, offers himself for re-appointment.

9. AUDIT REPORT:-

The auditors have observed & put remarks for non-provision of gratuity, leave salary, etc. as per AS - 15. Provision for gratuity is not made in view of appointment of major new staff after earthquake, frequent changes in major staff & remote Site of factory and therefore Expenses are debited on payment basis as and when the same is paid. As per Auditor''s comment regarding appointment of Qualified Company Secretary on whole time basis to comply with the requirements of Section 383 A of Companies Act, 1956, your directors have taken steps for complying aforesaid requirement. However, in absence of availability of suitable & affordable candidates, the said requirements cannot be complied. However, the Company is in the process of receiving the Compliance Certificate from Company Secretary. In our opinion, carrying amount of all assets does not exceed its recoverable amount, hence no impairment loss is ascertained.

10. FOREIGN EXCHANGE:-

Foreign Exchange inflow and outflow during the year was NIL

11. DIRECTOR''S RESPONSIBILITY STATEMENT:-

Pursuant to the requirements of section 217 (2AA) of the Companies Act, 1956, your directors confirm that:

I. In preparation of annual accounts, the applicable accounting standards except AS-15 & AS- 28 have been followed along with proper explanation relating to material departures;

II. We 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 or loss of the company for that period;

III. We have taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of the Companies Act, 1956, for safeguarding the assets of the company and for preventing and detecting fraud and other irregularities;

IV. We have prepared the annual accounts on a going concern basis as explained in note no.1 of notes forming part of financial statement.

12. CORPORATE GOVERNANCE:-

A separate section on Corporate Governance is included in the Annual Report and the Certificate from the Company''s auditor''s confirming the compliance of conditions subject to certain qualifications on Corporate Governance stipulated in clause 49 of the Listing Agreement is annexed thereto. The Board of Directors of the Company adopted a Code of Conduct. The Directors have affirmed with the said code.

13. LISTING OF SHARES & LISTING FEES:

The equity capital of the company is listed on the Mumbai Stock Exchange & Ahemdabad Stock Exchange and the necessary listing fees has been paid up to the year 2013- 2014. As per directives issued by the Securities and Exchange Board of India, the equity shares of the Company are to be traded in the Demat form. The company continues to maintain necessary arrangement with NSDL and CDSL for required connectivity.

The statement pursuant to section 217 (2A) of the Companies Act, 1956 read with the Companies (Particulars of employees) Rules 1975, for the year ended on March 31,2013 is uncalled for. There is no director employed for the year or part of the year under review and were in receipt of remuneration in aggregate of Rs. 5,00,000/- p.m. or Rs. 60,00,000 p.a or more.

14. DEMATERIALISATION OF SHARES:-

As you are aware that company has made arrangement with Bigshare Services Pvt. Ltd., E-23, and Ansa Indl. Estate, Saki-Vihar Road, Sakinaka, Andheri (East), Mumbai- 400 072 (Tel: - 2852 34 74 / 2856 06 52 / 2856 06 53, Fax: [phone], E-mail: [e-mail]) to act as Depository Transfer Agent with National Securities Depository Limited (NSDL) & Central Depository Services India Limited (CDSL).

15. ACKNOWLEDGEMENT:-

The Management wishes to place on record its appreciation for the services rendered by employees, contractors, bankers, and the management of the Indian Bureau of Mines and all concerned and convey their thanks to them.



By Order of the Board

For Kachchh Minerals Ltd.



Prataprai G. Davda

Chairman & Exe. Director

Place : Mumbai

Date : 31st July, 2013

---

Mar 31, 2011

The Members,

The Directors present herewith the Thirtieth Annual Report together with the audited accounts of the Company for the year ended 31* March 2011. Summarised financial results of the company are furnished below :-

1. Financial Result:-

Particulars Year ended on Year ended on 31.03.2011 31.03.2010 (Rs. in Lacs) (Rs. in Lacs)

Sales 274.44 109.84

Other income 3.39 4.39

Gross Income 277.83 114.23

Less: Expenses 221.23 88.56

Interest 5.59 6.63

Depreciation 10.49 8.12

Net Income(-) 40.52 10.92

The Directors regret their inability to recommend any dividend due to brought forward losses.

1. BUSINESS OVERVIEW:-

The company has net profit of Rs. 40.52 Lacs against net profit of Rs. 10.92 lacs in last year Further the Board is hopeful of expanding the company's operation this year & expects your co-operation in the days to come. The Board is doing its best to make your company start full mining activities & show progress in very near future. The Board is contemplating to take effective steps to save it from slipping in to a sick industrial unit.

On account of effective steps to control expenses & keep the losses to its minimum level, the year under consideration, has closed with a sales turnover of Rs. 2,74,43,940/- and Net Profit of Rs. 40,51,926/- after providing for interest & depreciation. There is no export during the year

2. FIXED DEPOSITS;-

The Company has not accepted any fresh deposits within the purview of section 58 A of the Companies Act, 1956 during the year under review.

3. CONSERVATION OF ENERGY;-

Since the company has moderate production activities, though the particulars pursuant to requirement under section 217 (1) (e) of the Companies Act, 1956 with reference to conservation of energy, technology absorption, adoption and innovation are not material. However the electricity expense incurred at Rs. 6,821.55/- during the year which is very negligible does not required any disclosure as such. Due to power problem, company has run the plant mainly through their generator set and digging, mining & washing activities where mainly vehicles & water is used which does not require much electric consumption. Hence the details being immaterial not provided.

4. RESEARCH & DEVELOPMENT & TECHNOLOGY APSORPTION;-

The Company due to its limited resources cannot carry out Research & development activities or technological absorption except in house efforts to improve its present quality of mining materials.

5. PARTICULARS OF EMPLOYEES AND INFORMATIQN;-

There was no such employee employed during the year under review, hence the provision as prescribed u/s. 217 (2A) of the Companies Act, 1956 read with Companies (particulars of employee) Rules,1975, as amended by the Companies (Amended ) Act, 1988 is not applicable. The relation between the employees & the management remain cordial during the year under review.

6. AUDITORS;-

M/s. M.G. Simaria & Co., Chartered Accountants, Mumbai, retires at the conclusion of the Annual General Meeting. They have given their consent to act as Auditors of the Company, if re-appointed. You are requested to consider their appointment as Auditor of the Company and authorise directors to fix their remuneration for the current year They have furnished a certificate of their eligibility for appointment u/s 224(1-B) of the companies Act, 1956 and they are not disqualified under section 226 (3) (e) of the said Act.

7. DIRECTORS;-

In accordance with articles of association of the company and in view of provision of section 255 of the Companies Act, retirement & reappointment take place for following Directors: -

Mr Prataprai G Davda, Director retires by rotation at the conclusion of the Annual General Meeting and being eligible, offers himself for re-appointment.

Mr D S Madhavani, Director retires by rotation at the conclusion of the Annual General Meeting and being eligible, offers himself for re-appointment.

8. AUDIT REPORT:-

The auditors have observed & put remarks for non-provision of gratuity, leave salary, etc. as per AS-15. Provision for gratuity is not made in view of appointment of major new staff after earthquake, frequent changes in major staff & remote Site of factory and therefore Expenses are debited on payment basis as and when the same is paid. As per Auditor's comment in point no.7 of the notes to Accounts regarding appointment of Qualified Company Secretary on whole time basis to comply with the requirements of Section 383A of Companies Act, 1956, your directors have taken steps for complying aforesaid requirement. However, in absence of availability of suitable & affordable candidates, the said requirements cannot be complied. However, the Company is in the process of receiving the Compliance Certificate from Company Secretary.

9. FOREIGN EXCHANGE;-

Foreign Exchange inflow and outflow during the year was NIL

10. DIRECTOR'S RESPONSIBILITY STATEMENT:-

Pursuant to the requirements of section 217 (2AA) of the Companies Act, 1956, your directors confirm that:

I. In preparation of annual accounts, the applicable accounting standards except AS-15 & AS-28 have been followed along with proper explanation relating to material departures;

II. We 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 or loss of the company for that period;

III. We have taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of the Companies Act, 1956, for safeguarding the assets of the company and for preventing and detecting fraud and other irregularities;

IV We have prepared the annual accounts on a going concern basis as explained in note no.1 of Schedule "M" notes forming part of Accounts.

11. CORPORATE GOVERNANCE:-

A separate section on Corporate Governance is included in the Annual Report and the Certificate from the Company's auditor's confirming the compliance of conditions subject to certain qualifications on Corporate Governance stipulated in clause 49 of the Listing Agreement is annexed thereto.

The Board of Directors of the Company adopted a Code of Conduct. The Directors have affirmed with the said code.

12. LISTING OF SHARES & LISTING FEES-

The equity capital of the company continued to be listed on the Mumbai Stock Exchange and the necessary listing fees has been paid up to the year 2011- 2012. As per directives issued by the Securities and Exchange Board of India, the equity shares of the Company are to be traded in the Demat form. The company continues to maintain necessary arrangement with NSDL and CDSL for required connectivity.

The statement pursuant to section 217 (2A) of the Companies Act, 1956 read with the Companies (Particulars of employees) Rules 1975, for the year ended on March 31,2011 is uncalled for There is no director employed for the year or part of the year under review and were in receipt of remuneration in aggregate of Rs. 5,00.000/- p.m. or Rs. 60,00,000 p.a or more.

13. PEMATERIAUSATION OF SHARES.-

As you are aware that company has made arrangement with Bigshare Services Pvt. Ltd., E-23, Ansa Indl. Estate, Saki-Vihar Road, Sakinaka, Andheri (East), Mumbai- 400 072 (Tel: - 2852 34 74 / 2856 06 52 / 2856 06 53, Fax: [phone], E-mail: [e-mail]) to act as Depository Transfer Agent with National Securities Depository Limited (NSDL) & Central Depository Services India Limited (CDSL).

14. ACKNOWLEDGEMENT:-

The Management wishes to place on record its appreciation for the services rendered by employees, contractors, bankers, and the management of the Indian Bureau of Mines and all concerned and convey their thanks to them.

By Order of the Board For Kachchh Minerals Ltd.



Prataprai G. Davda Chairman & Exe. Director

Place : Mumbai Date : 3rd September 2011

---

Mar 31, 2010

The Directors present herewith the Twenty Ninth Annual Report together with the audited accounts of the Company for the year ended 31st March 2010. Summarised financial results of the company are furnished below :-

1. Financial Result:-

Particulars Year ended on 31.03.2010 Year ended on 31.03.2009

(Rs. in Lacs) (Rs. in Lacs)

Sales 109.84 75.99

Other income 4.39 4.75

Gross Income 114.23 80.74

Less: Expenses 88.56 70.95 Interest 6.63 4.16

Depreciation 8.12 09.35

Net Income (-) 10.92 (3.72)



The Directors regret their inability to recommend any dividend due to brought forward losses.

1. BUSINESS OVERVIEW:-

The company has net profit of Rs. 10.92 Lacs against net loss of Rs. (3.72) lacs in last year. Further the Board is hopeful of expanding the companys operation this year & expects your co-operation in the days to come. The Board is doing its best to make your company start full mining activities & show progress in very near future. The Board is contemplating to take effective steps to save it from slipping in to a sick industrial unit

On account of effective steps to control expenses & keep the losses to its minimum level, the year under consideration, has closed with a sales turnover of Rs 1,09,84,366/- and Net Profit of Rs. 10,92,255/- after providing for interest & depreciation. There is no export during the year.

2. FIXED DEPOSITS :-

The Company has not accepted any fresh deposits within the purview of section 58 A of the Companies Act, 1956 during the year under review.

3. CONSERVATION OF ENERGY :-

Since the company has moderate production activities, though the particulars pursuant to requirement under section 217 (1) (e) of the Companies Act, 1956 with reference to conservation of energy, technology absorption adoption and innovation are not material. However, the electricity expense incurred at Rs. 1,32,320/- during the year which is very negligible does not required any disclosure as such. Due to power problem company has run the plant mainly through their generator set and digging, mining & washing activities where mainly vehicles & water is used which does not require much electric consumption. Hence the details being immaterial not provided.

4. RESEARCH & DEVELOPMENT & TECHNOLOGY ABSORPTION:-

The Company due to its limited resources cannot carry out Research & development activities or technological absorption except in house efforts to improve its present quality of mining materials.

5. PARTICULARS OF EMPLOYEES AND INFORMATION:-

There was no such employee employed during the year under review, hence the provision as prescribed u/s. 217 (2A) of the Companies Act, 1956 reao with Companies (particulars of employee) Rules, 1975, as amended by the Companies (Amended ) Act, 1988 is not applicable. The relation between the employees & the management remain cordial during the year under review.

6. AUDITORS:-

M/s. M.G. Sim-aria & Co., Chartered Accountants, Mumbai, retires at the conclusion of the Annual General Meeting. They have given their consent to act as Auditors of the Company, if re-appointed. You are requested to consider their appointment as Auditor of the Company and authorise directors to fix their remuneration for the current year. They have furnished a certificate of their eligibility for appointment u/s 224(1-B) of the companies Act, 1956 and they are not disqualified under section 226 (3) (e) of the said Act.

7. DIRECTORS:-

In accordance with articles of association of the company and in view of provision of section 255 of the Companies Act, retirement & reappointment take place for following Directors Mr. Chetan Tanna, Director retires by rotation at the conclusion of the Annual General Meeting and being eligible, offers himself for re-appointment.

Mr. Bharat Shukla, Director retires by rotation at the conclusion of the Annual General Meeting and being eligible, offers himself for re-appointment.

8. AUDIT REPORT:-

The auditors have observed & put remarks for non-provision of gratuity, leave salary, etc. as per AS - 15. Provision for gratuity is not made in view of appointment of major new staff after earthquake, frequent changes in major staff & remote Site of factory and therefore Expenses are debited on payment basis as and when the same is paid. As per Auditors comment in point no. 7 of the notes to Accounts regarding appointment of Qualified Company Secretary on whole time basis to comply with the requirements of Section 383 A of Companies Act, 1956, your directors have taken steps for complying aforesaid requirement. However, in absence of availability of suitable & affordable candidates, the said requirements cannot be complied. However, the Company is in the process of receiving the Compliance Certificate from Company Secretary.

9. FOREIGN EXCHANGE:-

Foreign Exchange inflow and outflow during the year was NIL

11. DIRECTORS RESPONSIBILITY STATEMENT:-

Pursuant to the requirements of section 217 (2AA) of the Companies Act, 1956, your directors confirm that:

I. In preparation of annual accounts, the applicable accounting standards except AS-15 & AS-26 have been followed along with proper explanation relating to material departures;

II. We 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 or loss of the company for that period;

IIII. We have taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of the Companies Act, 1956 for safeguarding the assets of the company and for preventing and detecting fraud and other irregularities;

IV. We have prepared the annual accounts on a going concern basis as explained in note no.l of Schedule "M" notes forming part of Accounts

12. CORPORATE GOVERNANCE:-

A separate section on Corporate Governance is included in the Annual Report and the Certificate from the Companys auditors confirming the compliance of conditions subject to certain qualifications on Corporate Governance stipulated in clause 49 of the Listing Agreement is annexed thereto.

The Board of Directors of the Company adopted a Code of Conduct. The Directors have affirmed with the said code.

13. LISTING OF SHARES & LISTING FEES:-

The equity capital of the company continued to be listed on the Mumbai Stock Exchange and the necessary listing fees has been paid up to the year 2010-2011. As per directives issued by the Securities and Exchange Board of India, the equity shares of the Company are to be traded in the Dematform. The company continues to maintain necessary arrangement with NSDL and CDSL for required connectivity.

The statement pursuant to section 217 (2A) of the Companies Act, 1956 read with the Companies (Particulars of employees) Rules 1975, for the year ended on March 31,2010 is uncalled for. There is no director employed for the year or part of the year under review and were in receipt of remuneration in aggregate of Rs. 2,00,000/- p.m. or Rs. 24,00,000 p.a or more.

14. DEMATERIALISATION OF SHARES:-

As you are aware that company has made arrangement with Bigshare Services Pvt. Ltd., E-23, Ansa Indl. Estate, Saki-Vihar Road, Sakinaka, Andheri (East), Mumbai- 400 072 (Tel: - 2852 34 74 / 2856 06 52 s 2856 06 53, Fax: [phone], E-mail: bepositaory Dom7.vsnl.net.in) to act asSecurities Deposalory Limited (NSDL) & Central

15. ACKNOWLEDGEMENT:-

The Management wishes to place on record its appreciation for the services rendered by

By Order of the Board

For Kachchh Minerals Ltd.

Prataprai G. Davda

Chairman & Exe. Director

Place : Mumbai

Date : 30th August 2010