To, 
The Members,
Your Directors have pleasure in presenting their 41st Annual
Report on the business and operations of the Company and the Audited Accounts for the
Financial Year ended 31st March, 2025.
 1. FINANCIAL SUMMARY/HIGHLIGHTS OF PERFORMANCE OF
THE COMPANY: 

  

    
Financial Results
    

    
(Rs. In Lakhs)
  
  

    
Particulars
    
Year ended 31/03/2025
    
Year ended 31/03/2024
  
  

    
Revenue from Operations
    
3716.48
    
6476.62
  
  

    
Other Income
    
157.43
    
44.74
  
  

    
Total Income
    
3873.91
    
6521.36
  
  

    
Profit before Interest and Depreciation
    
555.56
    
700.45
  
  

    
Less: Finance cost
    
156.02
    
152.63
  
  

    
Less: Depreciation
    
58.84
    
71.51
  
  

    
Profit before Taxation
    
340.70
    
525.07
  
  

    
Less: Current Tax
    
58.18
    
120.64
  
  

    
Less: Earlier Year Taxes
    
-
    
-
  
  

    
Less: Deferred Tax
    
(26.99)
    
17.38
  
  

    
(Add): MAT credit entitlement
    

    
-
  
  

    
Add: Items that will not be reclassified to
    Profit or Loss
    
185.40
    

  
  

    
Profit/(Loss) after Tax
    
494.90
    
387.04
  

 2. OVERVIEW OF COMPANY'S PERFORMANCE: 
The Company is into the business of manufacturing of TMT Bars. The
revenue from operations was Rs. 3716.48 Lakh in the Current year as compared to the
revenue from operations of Rs. 6476.62 Lakhs during the previous year. The profit after
tax was Rs. 494.90 Lakhs in the Current year as compared to the profit after Tax of Rs.
387.04 Lakhs in the previous financial year.
The performance of the Company in terms of overall revenue generation
during the period under review is quite satisfactory.
 3. DIVIDEND: 
After considering the present circumstances holistically and keeping in
view the need to conserve the resources in the long run for future, the Board of Directors
of the Company decided that it would be prudent not to recommend any dividend for the year
under review.
 4. TRANSFER TO RESERVE: 
Reserves & Surplus at the end of the year stood at Rs. 1,429.65
Lakhs as compared to Rs. 934.75 Lakhs at the beginning of the year.
 5. SHARE CAPITAL: 
During the year under review, there has been no change in the Capital
Structure of the Company.
At present, the Company has only one class of shares - equity shares
with face value of Rs. 1/- each. During the year under review, The authorised share
capital of the Company is Rs. 80,00,00,000/- (Eighty Crore) divided into 80,00,00,000
(Eighty Crore) Equity Shares of face value of Rs. 1/- each.
The issued, subscribed and paid up equity capital is Rs. 79,68,75,000/-
comprising 79,68,75,000 Equity Shares of Rs. 1/- each.
 6. CHANGE IN NATURE OF BUSINESS: 
There has been no change in the nature of business of the Company
during the financial year under review.
 7. MAINTAINANCE OF COST RECORDS: 
The Company has adequately maintained the cost records as specified by
the Central Government under Section 148(1) of the Companies Act, 2013.
 8. STATE OF COMPANY AFFAIRS: 
The state of your Company's affairs is given under the heading
'Financial Summary/ Highlights', Overview of Company's Performance and various other
headings in this Report and the Management Discussion and Analysis Report, which forms
part of the Annual Report.
 9. DEPOSITS: 
During the year under review, the Company has not accepted any deposits
within the meaning of Section 73 of the Companies Act, 2013 and the Companies (Acceptance
of Deposits) Rules, 2014.
 10. ENERGY CONSERVATION, TECHNOLOGY ABSORPTION AND
FOREIGN EXCHANGE EARNINGS & OUTGO: 
The Company has taken adequate steps for conservation of energy. The
Company has not imported any technology during the year and there are no plans to import
any kind of technology in near future.
Hence information regarding its absorption is not applicable. There was
no research activities carried out during the year as well as no foreign exchange income
or outgo during the year.
 11. PARTICULARS OF EMPLOYEES: 
The information required under Section 197(12) of the Companies Act,
2013 read with Rule 5 of the Companies (Appointment & Remuneration of Managerial
Personnel) Rules, 2014 is given in the Statement annexed herewith as Annexure-A.
 12. MATERIAL CHANGES AND COMMITMENTS AFFECTING THE
FINANCIAL POSITION OF THE COMPANY: 
There were no such material changes occurred subsequent to the close of
the financial year of the Company to which the balance sheet relates and the date of the
report which can affect the financial position of the Company.
 13. DETAILS OF SIGNIFICANT AND MATERIAL ORDERS: 
No material order has been passed by the Regulators/Court or Tribunals
which can impact the going concern status and Company's operation in future.
 14. PROCEEDINGS UNDER INSOLVENCY AND BANKRUPTCY
CODE, 2016 
During the year under review, there were no proceedings that were filed
by the Company or against the Company, which are pending under the Insolvency and
Bankruptcy Code, 2016, as amended, before National Company Law Tribunal or other Courts.
15. DIFFERENCE BETWEEN AMOUNT OF THE VALUATION DONE AT THE TIME OF ONE
TIME SETTLEMENT AND THE VALUATION DONE WHILE TAKING LOAN FROM THE BANKS OR FINANCIAL
INSTITUTIONS ALONG WITH THE REASONS THEREOF:
The disclosure is not applicable as the Company has not undertaken any
one-time settlement with the banks or financial institutions during the year.
 16. DISCLOSURES UNDER SEXUAL HARASSMENT OF WOMEN
AT WORKPLACE (PREVENTION, PROHIBITION & REDRESSAL) ACT, 2013: 
The company has complied with the provision relating to the
constitution of Internal Complaints Committee under the Sexual Harassment of Women at the
Workplace (Prevention, Prohibition and Redressal) Act, 2013.
The company has adopted policy on prevention of sexual harassment of
women at workplace in accordance with The Sexual Harassment of Women at Workplace
(Prevention, Prohibition and Redressal) Act, 2013.
During the financial year ended 31st March, 2025, the
company has not received any complaints pertaining to sexual harassment.
 17. DETAILS OF SUBSIDIARY/JOINT VENTURES/ASSOCIATE
COMPANIES: 
The Company have not any subsidiary, associate or joint venture company
and hence details relating to them are not applicable and provided for.
 18. PARTICULARS OF LOANS, GUARANTEES OR INVESTMENT
BY THE COMPANY: 
Details of Loans, Guarantees and Investments, if any covered under the
provisions of Section 186 of the Act are given in the notes to the Financial Statements.
 19. MEETING OF BOARD OF DIRECTORS: 
During the year under review, 06 (Six) Board meetings were held on
28/05/2024, 12/08/2024, 20/09/2024, 09/10/2024 ,03/01/2025 and 12/02/2025 with gap between
Meetings in accordance with provision of the Companies Act, 2013 read with rules made
thereunder and the applicable Secretarial Standard.
The Board meeting dates are finalized in consultation with all
directors and agenda papers backed up by comprehensive notes and detailed background
information are circulated well in advance before the date of the meeting thereby enabling
the Board to take informed decisions.
The details of the Board Meetings with regard to their dates and
attendance of each of the Directors thereat have been provided in the Corporate Governance
Report which forms part of this Annual Report of the Company.
 20. MEETING OF MEMBERS: 
During the year under review, No any Extra Ordinary General Meeting was
held during the year.
40th Annual General Meeting of the members of the Company
was held on 11th September, 2024.
 21. COMMITTEES OF THE BOARD: 
There are currently Five Committees of the Board, as follows:
1. Audit Committee
2. Nomination and Remuneration Committee
3. Stakeholders' Relationship Committee
4. Corporate Social Responsibility Committee
5. Risk Management Committee
All the recommendations made by these Committees to the Board were
accepted by the Board. Details of committees, its composition, committee meetings held
etc. are provided in the Report on Corporate Governance.
 AUDIT COMMITTEE: 
The Audit Committee met five times in the financial year 2024-25 i.e.
on 28/05/2024, 12/08/2024, 09/10/2024, 03/01/2025 and 12/02/2025.
The details pertaining to the composition of the Audit Committee are
included in the Corporate Governance Report, which is a part of this report.
 NOMINATION AND REMUNERATION COMMITTEE: 
The Nomination and Remuneration Committee met three times in the
financial year 2024-25 i.e. on 28/05/2024, 12/08/2024 and 09/10/2024.
The details pertaining to the composition of the Nomination and
Remuneration Committee are included in the Corporate Governance Report, which is a part of
this report.
 STAKEHOLDERS RELATIONSHIP COMMITTEE: 
The Stakeholders Relationship Committee met four times during the
Financial Year 2024-25 i.e. on 28/05/2024, 12/08/2024, 09/10/2024 and 12/02/2025.
The details pertaining to the composition of the Stakeholder
Relationship Committee are included in the Corporate Governance Report, which is a part of
this report.
 RISK MANAGEMENT COMMITTEE: 
The Risk Management Committee met two times during the Financial Year
2024-25 i.e. on 12/08/2024 and 12/02/2025.
The details pertaining to the composition of the Risk Management
Committee are included in the Corporate Governance Report, which is a part of this report.
 CORPORATE SOCIAL RESPONSIBILITY COMMITTEE: 
Corporate Social Responsibility Committee has formulated and
recommended to the Board, a Corporate Social Responsibility Policy (CSR Policy) in
accordance with the provisions of Section 135 of Companies Act, 2013 and Schedule VII
thereto indicating the activities which can be undertaken by the Company.
The Corporate Social Responsibility Committee met two times during the
Financial Year 2024-25 i.e. on 12/08/2024 and 12/02/2025. A brief outline of the CSR
policy of the Company and the initiatives undertaken by the Company on CSR activities
during the year are set out in Annexure I of this report in the format prescribed in the
Companies (Corporate Social Responsibility Policy) Rules, 2014. This Policy is available
on the Company's website at https://www.rhetan.com/policies/CSR-Policy.pdf
During the financial year ended 31st March, 2025, the
Company has spent CSR expenditure of Rs. 10,20,000 (Rupees Ten Lakh Twenty Thousand Only).
The details pertaining to the composition of the Corporate Social
Responsibility Committee are included in the Corporate Governance Report, which is a part
of this report.
 22. ANNUAL RETURN: 
Pursuant to Section 92(3) read with section 134(3)(a) of the Companies
Act, 2013, copies of the Annual Return in form MGT-7 as on March 31, 2025 of the Company
will be prepared in accordance with Section 92(1) of the Companies Act, 2013 read with
Rule 11 of the Companies (Management and Administration) Rules, 2014 will be placed on the
website of the Company and accessible at the website of the Company
https://www.rhetan.com/annual-returns.html
 23. INSURANCE: 
All the Properties of the Company are adequately insured.
 24. AGREEMENTS EFFECTING THE CONTROL OF THE
COMPANY: 
No agreements have been entered / executed by the parties as mentioned
under clause 5A of paragraph A of Part A of Schedule III of SEBI (Listing Obligation and
Disclosures Requirements) Regulations, 2015 which, either directly or indirectly effect /
impact the Management or Control of the Company or impose any restriction or create any
liability upon the Company.
 25. RELATED PARTY TRANSACTIONS: 
There was significant related party transactions entered between the
Company, Directors, management, or their relatives. Hence, disclosure in Form AOC-2 is
provided as Annexure B.
All the contracts/arrangements/transactions entered into by the Company
with the related parties during the financial year 2024-25 were in the ordinary course of
business and on an arm's length basis as disclosed in the financial statements and were
reviewed and approved by the Audit Committee. The details of related party disclosure form
a part of the notes to the financial statements provided in the annual report.
Related Party disclosure under regulation 34(3) read with schedule V of
SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 is as under:

  

    
Sr. No. Disclosure of loans / advances /
    investments / Outstanding during the year
    
As at 31st March, 2025 (Amount in
    Lakhs)
    
Maximum amount during the year (Amount in
    Lakhs)
  
  

    
1 Loans and advances in the nature of loans
    to subsidiary
    
0
    
0
  
  

    
2 Loans and advances in the nature of loans
    to associate
    
0
    
0
  
  

    
3 Loans and advances in the nature of loans
    to firms/companies in which directors are interested
    
270.51
    
270.51
  

 26. DIRECTORATE AND KEY MANAGERIAL PERSONNEL: 
The Board of Directors of your company has various executive and
non-executive directors including Independent Directors who have wide and varied
experience in different disciplines of corporate functioning.
As on March 31, 2025, the compositions of the Board consist of 6
Directors comprising of 4 Independent Directors, 1 Non-Executive Directors and 1 Executive
Director, details thereof have been provided in the Corporate Governance Report.
All the Directors of the Company have confirmed that they are not
disqualified from being appointed as Directors in terms of Section 164 of the Companies
Act, 2013. The details of Board and Committee composition, tenure of directors, and other
details are available in the Corporate Governance Report, which forms part of this Annual
Report.
 • Re-appointment pursuant to retire by
rotation: 
In accordance with the provisions of Section 152 of the Companies Act,
2013 and Articles of Association of the Company, Mr. Shalin A. Shah (DIN: 00297447)
retires by rotation at the ensuing Annual General Meeting and being eligible in terms of
Section 164 of the Act offers himself for re-appointment. Profile and other details of the
director as per Secretarial Standard -2 and Regulation 36(3) of SEBI (LODR) Regulation,
2015 are provided as Annexure to Notice convening Annual General Meeting.
 • Key Managerial Personnel ("KMP"): 
In terms of Section 203 of the Companies Act, 2013 the company has
following Key Managerial Personnel as on 31st March, 2025:
o Mr. Shalin A. Shah, Managing Director, o Mr. Subha Ranjan Dash, Chief
Financial Officer and
o Mrs. Riddhi D. Shah, Company Secretary and Compliance Officer
(Appointed w.e.f 28th May, 2024)
1. Mrs. Payal Punit Pandya, Company Secretary of the Company was
resigned w.e.f. 25th May, 2024 due to better Career Opportunities.
2. Ms. Riddhi Dineshbhai Shah was appointed as the Company Secretary of
the Company w.e.f. 28th May, 2024, by the Board of Directors in their meeting
held on 28th May, 2024.
Disclosure for the same pursuant to Regulation 30 of the Securities and
Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations,
2015 ("Listing Regulations") read with Clause 7 of Part A of schedule III of
Listing Regulations has already submitted to the exchange. The company confirm that there
are no other material reasons other than those provided above.
 • Independent Director: 
3. Mr. Yash Vishwanath Bodade (DIN: 10669649) was appointed as an
Additional (Independent) Director by the Board of Directors w.e.f. 12th August,
2024. Further, his appointment was ratified by the shareholders of the Company at their
Annual General Meeting held on 11th September, 2024.
In the opinion of the Board, Mr. Yash Vishwanath Bodade (DIN: 10669649)
is a person of integrity, expert and experienced (including the proficiency).
4. Mr. Paragkumar Prakashchandra Raval (DIN: 10735752) was appointed as
an Additional (Independent) Director by the Board of Directors w.e.f. 12th
August, 2024. Further, his appointment was ratified by the shareholders of the Company at
their Annual General Meeting held on 11th September, 2024.
In the opinion of the Board, Mr. Paragkumar P. Raval (DIN: 10735752) is
a person of integrity, expert and experienced (including the proficiency).
5. Mr. Paragkumar Prakashchandra Raval (DIN: 10735752) of the Company
was resigned w.e.f. 11th August, 2025 due to Personal Reasons.
 27. DECLARATION BY INDEPENDENT DIRECTORS: 
All Independent Directors have given declarations that they meet the
criteria of independence as laid down under Section 149(6) of the Companies Act,
2013.Further, the Independent Directors have also submitted their declaration in
compliance with the provisions of Rule 6(3) of Companies (Appointment and Qualification of
Directors) Rules, 2014, as amended from time to time, which mandated the inclusion of an
Independent Director's name in the data bank of Indian Institute of Corporate Affairs
("IICA") for a period of one year or five years or life time till they continues
to hold the office of an independent director.
 28. ANNUAL PERFORMANCE EVALUATION OF BOARD,
COMMITTEES AND DIRECTORS: 
Pursuant to the provisions of the Act and the corporate governance
requirements as prescribed by Securities and Exchange Board of India (Listing Obligations
and Disclosure Requirements) Regulations 2015, the Board had carried out performance
evaluation of its own, the Board Committees and of the Independent directors. The
Independent Directors of the Company at their separate meeting held on March 13, 2025 has
evaluated performance of the Non-Independent Directors, Board as a whole and of the
Chairman of the Board.
The following were the Evaluation Criteria:
(a) For Independent Directors:
- Knowledge and Skills
- Professional conduct
- Duties, Role and functions
(b) For Executive Directors:
- Performance as Team Leader/Member.
- Evaluating Business Opportunity and analysis of Risk Reward Scenarios
- Key set Goals and achievements
- Professional Conduct, Integrity
- Sharing of Information with the Board
The Directors expressed their satisfaction with the evaluation process.
 29. MANAGEMENT DISCUSSION AND ANALYSIS REPORT: 
In terms of the Regulation 34(e) read with Schedule V of SEBI (Listing
Obligations and Disclosure Requirements) Regulations, 2015, Management Discussion and
Analysis Report forms part of this Report as Annexure-C
 30. CEO AND CFO CERTIFICATION: 
Mr. Shalin A. Shah, Managing Director and Mr. Subha Ranjan Dash, CFO
have given certificate to the board as contemplated in SEBI Listing Regulations. The said
certificate is attached as Annexure-D.
 31. LISTING OF SHARES: 
The Equity Shares of the Company are listed on the BSE Limited (BSE)
with scrip code No. 543590 & security Symbol: RHETAN. The Company confirms that the
annual listing fee to the stock exchange for the financial year 2025-26 has been paid.
 32. POLICY ON APPOINTMENT AND REMUNERATION OF
DIRECTORS: 
The Board has on the recommendation of the Nomination &
Remuneration Committee, formulated criteria for determining Qualifications, Positive
Attributes and Independence of a Director. No remuneration is paid to any Directors of the
Company including Managing Director during the year 2024-25.
 33. DIVIDEND DISTRIBUTION POLICY 
Pursuant to Regulation 43A of the Securities and Exchange Board of
India (Listing Obligations and Disclosure Requirements) Regulations, 2015 ('SEBI Listing
Regulations'), the Board of the Company had formulated a Dividend Distribution Policy
('the Policy'). The Policy is available on the Company's website URL
https://www.rhetan.com/policies/Dividend-Distribution-Policy.pdf.
 34. MANAGERIAL REMUNERATION: 
The Company had not paid any remuneration to the Managing Director or
any sitting fees to Non-Executive Directors for attending any meetings during the
financial year ended 31st March, 2025.
 35. INDEPENDENT DIRECTORS' MEETING: 
Independent Directors of the Company had met during the year under the
review on 13th March, 2025. The details of the Independent Directors Meeting
and the attendance of the Directors are provided in the Corporate Governance Report, which
forms part of this Report.
 36. AUDITORS: 
 A. Statutory Auditors 
Pursuant to provisions of Section 139 of the Companies Act, 2013 and
the rules framed there under, M/s. GMCA & Co., Chartered Accountants, Ahmedabad (FRN:
109850W), were appointed as Statutory Auditors of the company from the conclusion of 38th
Annual General Meeting of the company held on 27th July, 2022 till the conclusion of
Annual General Meeting to be held on 2026. The Notes to the financial statements referred
in the Auditors Report are self-explanatory and therefore do not call for any comments
under Section 134 of the Companies Act, 2013.
There has been no qualification, reservation, adverse remark or
disclaimer given by the Auditors in their Report.
 B. Secretarial Auditors 
Pursuant to the provisions of Section 204 of the Act and the Companies
(Appointment and Remuneration of Managerial Personnel) Rules, 2014, the Company has
appointed Mr. Chintan K. Patel, Practicing Company Secretary, Ahmedabad to undertake the
Secretarial Audit of the Company. The Secretarial Audit Report is annexed herewith as
Annexure-E.
The observations of the Secretarial Auditor in the Secretarial Audit
Report are self-explanatory and therefore do not call for any further comments.
As per Section 204 of the Act, read with Companies (Appointment and
Remuneration of Managerial Personnel) Rules, 2014 Pursuant to the provisions of Regulation
24A of SEBI LODR (Third Amendment) Regulations, the board in its meeting held on 29th
August,2025 had recommended the appointment of Mr. Chintan K.Patel, Practicing Company
Secretaries (Membership ship No. 31987 , COP No. 11959 and Peer Review No.: 2175/2022),as
the Secretarial Auditor of the Company period of five consecutive years i.e. from F.Y
2025-26 to F.Y 2029-30 to conduct the annual secretarial Audit subject to approval of
Shareholders by way of Ordinary resolution as proposed in the Notice of 41st
Annual General Meeting.
The Company had received required declarations/consents from the
Secretarial Auditors confirming that they have been Peer Reviewed and are eligible to be
appointed as Secretarial Auditors.
 C. Cost Auditor: 
As per companies (Cost Records and Audit) Rules, 2014 as amended by
companies (Cost Records and Audit) Amendment Rules, 2014, issued by the Central
Government. The company is not required to get its cost record audited by Cost Auditor.
 37. SECRETARIAL STANDARDS: 
During the year under review, the Company has complied with all the
applicable provisions of Secretarial Standard-1 and Secretarial Standard-2 issued by the
Institute of Company Secretaries of India (as amended).
 38. INSTANCES OF FRAUD, IF ANY REPORTED BY THE
AUDITORS: 
During the year under review, the Statutory Auditors and Secretarial
Auditor of the Company have not reported any instances of fraud committed in the Company
by Company's officers or employees, to the Audit Committee, as required under Section
143(12) of the Act.
 39. INTERNAL FINANCIAL CONTROL SYSTEM AND
COMPLIANCE FRAMEWORK: 
The Company has an Internal Financial Control System, appropriate
considering the size and complexity of its operations. The internal financial controls are
adequate and operating effectively so as to ensure orderly and efficient conduct of
business operations. The Audit Committee in consultation with the internal auditors
formulates the scope, functioning, periodicity and methodology for conducting the internal
audit.
Based on the internal audit report review by the Audit committee,
process owners undertake necessary actions in their respective areas. The internal
auditors have expressed that the internal control system in the Company is robust and
effective. The Board has also put in place requisite legal compliance framework to ensure
compliance of all the applicable laws and that such systems are adequate and operating
effectively.
 40. RISK MANAGEMENT: 
Company has implemented an integrated risk management approach through
which it reviews and assesses significant risks on a regular basis to help ensure that
there is a robust system of risk controls and mitigation in place. Senior management
periodically reviews this risk management framework to keep updated and address emerging
challenges. Major risks identified by the businesses and functions are systematically
addressed through mitigating actions on a continuing basis.
 41. PREVENTION OF SEXUAL HARASSMENT AT WORKPLACE: 
As per the requirement of The Sexual Harassment of Women at Workplace
(Prevention, Prohibition & Redressal) Act, 2013 ('Act') and Rules made thereunder,
your Company has assigned the responsibilities to Audit Committee. During the year, no
complaint with allegations of sexual harassment was filed with the Company.

  

    
Number of complaints of sexual harassment
    received in the year
    
NIL
  
  

    
Number of complaints disposed off during the
    year
    
NIL
  
  

    
Number of cases pending for more than ninety
    days
    
NIL
  

During the year under review, your Company has not received any
complaint pertaining to sexual harassment.
 42. COMPLIANCE WITH THE MATERNITY BENEFIT ACT,
1961: 
Pursuant to the provisions of the Maternity Benefit Act, 1961, as
amended, during the financial year ended March 31, 2025, there were no instances wherein
any woman employee of the Company availed or applied for maternity benefits as stipulated
under the Maternity Benefit Act, 1961, including but not limited to maternity leave,
medical bonus, nursing breaks, or creche facility.
Accordingly, the specific provisions of the Act were not attracted
during the reporting period. However, the Company continues to maintain an internal policy
framework that is compliant with the applicable provisions of the Maternity Benefit Act,
1961, and remains committed to implementing all statutory benefits as and when the
circumstances so require.
The Company further affirms its commitment to uphold the principles of
equality, non-discrimination, and employee welfare, and shall continue to ensure
compliance with all applicable labour laws, including those concerning maternity benefits,
in both letter and spirit.
 43. VIGIL MECHANISM AND WHISTLE BLOWER POLICY: 
In accordance with Section 177 of the Companies Act, 2013 and
Regulation 22 of Securities and Exchange Board of India (Listing Obligations and
Disclosure Requirements) Regulations, 2015, the Company has constituted Whistle Blower
Policy/ Vigil Mechanism to establish a vigil mechanism for the directors and employees to
report genuine concerns in such manner as may be prescribed and to report to the
management instances of unethical behaviour, actual or suspected fraud or violation of the
Company's code of conduct.
The detailed Whistle Blower Policy is available on Company's Website:
https://www.rhetan.com/policies/Whistle-Blower-Policy.pdf
 44. PREVENTION OF INSIDER TRADING: 
The Company has adopted a Code of Conduct for Prevention of Insider
Trading with a view to regulate trading in securities by the Directors and designated
employees of the Company. The Code requires pre-clearance for dealing in the Company's
shares and prohibits the purchase or sale of Company's shares by the Directors and the
designated employees while in possession of unpublished price sensitive information in
relation to the Company and during the period when the Trading Window is closed. The Board
is responsible for implementation of the Code. All Board Directors and the designated
employees have confirmed compliance with the Code.
 45. DIRECTORS' RESPONSIBILITY STATEMENT: 
In accordance with Section 134(5) of the Companies Act, 2013 and to the
best of their knowledge and belief and according to the information and explanations
obtained by them, your Directors state that-
i. In the preparation of the annual accounts, the applicable accounting
standards had been followed along with proper explanation relating to material departures;
ii. The directors had selected such accounting policies and applied
them consistently and made judgments and estimates that are reasonable and prudent so as
to give a true and fair view of the state of affairs of the company at the end of the
financial year 31st March, 2025 and of the profit and loss of the company for
that period;
iii. The directors had taken proper and sufficient care for the
maintenance of adequate accounting records in accordance with the provisions of Companies
Act, 2013 and Rules made thereunder for safeguarding the assets of the company and for
preventing and detecting fraud and other irregularities;
iv. The directors had prepared the annual accounts on a going concern
basis;
v. The directors had laid down internal financial controls to be
followed by the company and that such internal financial controls are adequate and were
operating effectively, and
vi. The directors had devised proper systems to ensure compliance with
the provisions of all applicable laws and that such systems were adequate and operating
effectively.
 46. MIGRATION FROM BSE SME PLATFORM TO BSE MAIN
BOARD: 
The members of the Company have passed Special Resolution to migrate
the Company from SME platform of BSE Limited to Main Board of BSE Limited ('BSE') through
on 01st February, 2023. The Company got the final approval from BSE Limited on
02nd May, 2024 for migration of the Company to BSE Main Board with effect from
06th May, 2024.
 47. CORPORATE GOVERNANCE: 
Your Company believes in conducting its affairs in a fair, transparent,
and professional manner along with good ethical standards, transparency and accountability
in dealings with all its constituents. Your Company has complied with all the Mandatory
Requirements of Corporate Governance norms as required under SEBI (Listing Obligations and
Disclosure Requirements) Regulations, 2015, as amended.
As required by the SEBI Listing Regulations, a detailed report on
Corporate Governance is given as a part of the Annual Report. Report on Corporate
Governance is attached as Annexure-F
The Practicing Company Secretary's Certificate of the compliance with
Corporate Governance requirements by the Company is attached to the Report on Corporate
Governance as Annexure-G.
 48. BUSINESS RESPONSIBILITY AND SUSTAINABILITY
REPORTING 
As required by the Companies Act, 2013, a Business Responsibility and
Sustainability Reporting is given as a part of the Annual Report. Business Responsibility
and Sustainability Reporting is attached as Annexure-H
 49. CORPORATE SOCIAL RESPONSIBILITY REPORTING 
As required by the Companies Act, 2013, a detailed report on Corporate
Social Responsibility Report is given as a part of the Annual Report. Corporate Social
Responsibility Report is attached as Annexure-I.
 50. DISCLOSURE OF FINES/PENALTIES LEVIED: 
No any fines/Penalties have been levied by regulatory authority during
the year.
 51. DEMAT SUSPENSE ACCOUNT/ UNCLAIMED SUSPENSE
ACCOUNT: 
There are no shares lying in the demat suspense account or unclaimed
suspense account.
52. ACKNOWLEDGEMENT:
Your Directors take this opportunity to express their gratitude for the
generous commitment, dedication, hard work and significant contribution made by employees
at all levels for the development of the Company. Your Directors also sincerely thank to
all the stakeholders, customers, vendors, bankers, business associates, government, other
statutory bodies and look forward to their continued assistance, co-operation and support.

  

    
Place: Ahmedabad
    
For and on behalf of the Board
    

  
  

    
Date: 29th August, 2025
    
Sd/-
    
Sd/-
  
  

    

    
Shalin A. Shah
    
Ashok C. Shah
  
  

    

    
Managing Director
    
Director
  
  

    

    
DIN:00297447
    
DIN: 02467830