Dear Members,

Your Directors have pleasure in presenting the 38^th (Thirty Eighth) Annual Report on the aairs of the Company together with the Statement of Accounts for the F.Y. 2024-25. The summarized financial highlights for the financial year vis-a-vis the previous year are as follows :

1. FINANCIAL HIGHLIGHTS

(RS in lakhs)

2. PERFORMANCE, RESULT OF OPERATIONS AND THE STATE OF COMPANY'S AFFAIRS

The current F.Y. was turbulent ride and the domestic economy suered as a fallout of the global trade war. The negative trend in steel demand which started from second quarter of 2022 due to war related disruptions along with unprecedented rise in energy prices and production costs has continued until the third quarter of 2024 and your Company got swept away in the tide. F.Y. 2024–25 witnessed a decline in the Company's financial performance as compared to the previous year. Key indicators such as revenue, protability, and comprehensive income showed signicant contraction, largely inuenced by macroeconomic challenges, operational pressures, and elevated costs. Revenue from operations decreased by 16.17%, falling from 85,418.42 lakhs in F.Y. 2023–24 to 71,723.22 lakhs in F.Y. 2024–25. This decline may be attributed to lower sales volume and pricing pressures. With steel prices decreasing in Q3, raw material cost rising and shut down of MBF at Durgapur plant from 06th February, 2025 to 19th April, 2025 for rectication work on the MBF and its accessories, both production and sales of hot metal dropped and the prot margin (spreads) in H2 faced pressure. Even improved debt servicing was subdued by the shrinking EBITDA and the Company posted a net loss of RS 609.36 lakhs in F.Y. 2024-25 compared to a net prot of RS 228.48 lakhs in the previous year.

As per the steel industry trends the ongoing economic uncertainty is set to continue aecting growth over the upcoming quarters but with your company prioritizing strengthening its operational eciency, cost rationalization and exploring new revenue streams to restore protability, is committed to steering the business back to a stable growth trajectory.

The Indian government's proactive policy interventions provided much-needed relief to the steel sector. The imposition of import duties on steel in Q1 F.Y. 26 began to restore balance, curbing the impact of cheap imports and

supporting domestic producers. Continued emphasis on infrastructure investment, "Make in India", and mandatory use of domestic steel in public procurement furter bolsered the industry's prospects.

3. DIVIDEND

Considering accumulated losses the Directors regret their inability to declare any dividend on Equity Shares.

4. TRANSFER TO RESERVE

In view of the losses incurred, your Company has not transferred any amount to its reserves.

5. SHARE CAPITAL

There was no issue of fresh Equity Shares during the year. No Bonus Shares were issued. The Company has not issued any Sweat Equity Shares and not provided any Employee Stock Option Scheme. The Company has not bought back any of its securities during the year under review.

6. CHANGE IN NATURE OF BUSINESS

During the year under review, there was no change in the nature of business of the Company.

7. DIRECTORS AND KEY MANAGERIAL PERSONNEL

Pursuant to the provisions of the Companies Act, 2013, Mr. Kanhaiyalal Didwania (DIN: 07746160) (Non Executive Non Independent Director) of the Company, retires by rotation at the ensuing Annual General Meeting and being eligible, oers himself for re-appointment. The information as required to be disclosed under the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, "Listing Regulations" in case of re-appointment of Directors is provided in the Notice of the ensuing Annual General Meeting.

During the F.Y. 2024-25 Mr. Rajarshi Ghosh (DIN : 05270177) was appointed as an Independent Director of the Company w.e.f. May 24^th, 2024.

Mr. Laxmi Naryan Sharma, (DIN : 00356855), Director designated as Non Executive Independent Director of the Company resigned from the Directorship of the Company w.e.f May 24^th, 2024. Your Board places on record its appreciation for valuable services rendered by him during his tenure as a Director of the Company.

All the Independent Directors have given declarations that they meet the criteria of independence as laid down under Section 149(6) of the Companies Act, 2013 "Act" and Regulation 25 of Listing Regulations.

Following ocials are appointed as the Key Managerial Personnel ‘KMP' of the Company :

• Mr. Radhey Shyam Jalan, (DIN : 00578800) Chairman and Managing Director ;

• Mr. Mukesh Bengani, (DIN : 08892916) Director (Finance) and Chief Financial Ocer ;

• Mrs. Ruchika Fogla, Company Secretary and Compliance Ocer.

As required under Section 173 of the Act the Board of Directors met 4 (four) times during the F.Y. 2024-25, the details of which are given in the Corporate Governance Report that forms part of this Annual Report. The intervening gap between any two meetings was within the period prescribed by the Act and Listing Regulations.

Pursuant to the provisions of the Act and the Listing Regulations the Board of Directors has carried out the annual performance evaluation of its own performance, the Directors individually as well as the evaluation of the working of its Committees. A structured questionnaire was prepared after taking into consideration the inputs received from the Directors, covering various aspects of the Board's functioning such as adequacy of the composition of the Board and its Committees, Board culture, execution and performance of specic duties, obligations and governance, etc.

The performance evaluation of the Chairman and the Non Independent Directors was carried out by the Independent Directors who also reviewed the performance of the Secretarial Department. The Directors expressed their satisfaction with the evaluation process.

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

Information on conservation of energy, technology absorption and foreign exchange earnings and outgo pursuant to Section 134(3)(m) of the Act read with Rule 8 of the Companies (Accounts) Rules, 2014 is annexed herewith as ‘Annexure –A' and forms part of this Report.

9. CORPORATE GOVERNANCE

Your Company believes in transparent and ethical corporate governance practices. The Company's approach to Corporate Governance cascades across its business operations and its stakeholders at large to create long-term sustainable value. Pursuant to Regulation 34(3) read with Schedule V of the Listing Regulations, a separate section on Corporate Governance and a Certicate regarding compliance of conditions of Corporate Governance from a Practicing Company Secretary form part of this report as ‘Annexure – B'. The declaration by the Managing Director stating that all the Board members and Senior Management Personnel have armed their compliance with the Company's Code of Conduct for the year ended March 31, 2025 is given in the Corporate Governance Report.

The Management Discussion and Analysis Report, in compliance with Regulation 34(3) read with Schedule V of Listing Regulations, is annexed herewith as ‘Annexure - C' and forms an integral part of this report.

Pursuant to Section 92(3) read with section 134(3)(a) of the Act, copies of the Annual Returns of the Company prepared in accordance with Section 92(1) of the Act read with Rule 11 of the Companies (Management and Administration) Rules, 2014 is hosted on the website of the Company i.e http://kicmetaliks.com/investors/ investors information/annual return.

M/s. Agarwal Maheswari & Co., Chartered Accountants (Firm Registration No. 314030E) were appointed as Statutory Auditors of your Company for a term of 2 years from the conclusion of the 36^th Annual General Meeting until the conclusion of the 38^th Annual General Meeting to be held in the year 2025.

The Statutory Auditor's Report for the F.Y. 2024-25 does not contain any qualications, reservations, adverse remarks or disclaimer and no frauds were reported by the Auditors to the Company under sub-section (12) of Section 143 of the Act.

As per Section 139(2) of the Act, no listed Company can appoint or re-appoint an audit rm as auditor for more than two terms of ve consecutive years. In view of the same, M/s. Agarwal Maheswari & Co., Chartered Accountants are eligible to be re-appointed as statutory auditors of the Company, for a second term of 3 (three) years. Accordingly, it is proposed to re-appoint M/s. Agarwal Maheswari & Co., Chartered Accountants, as the Statutory Auditors of the Company for the second term of three (3) years to hold the oce from the conclusion of the ensuing AGM of the Company till the conclusion of 41^st AGM to be held in the year 2028.

The Board of Directors had appointed M/s. Patangi & Co. (Firm Registration No. 101919, Membership No. 30818) as Cost Auditors of the Company. Their remuneration is subject to ratication by shareholders at the ensuing Annual General Meeting. Cost Audit Report for the F.Y. 2023-24 was led within due date.

Pursuant to Section 204 of the Act read with Rule 9 of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, the Company has appointed M/s. B G Lahoti & Associates, Company Secretary in Practice (Membership No. F11924) as Secretarial Auditors of the Company for the term of ve (5) years from 1st April, 2025 to 31st March, 2030. The Secretarial Audit Report in Form MR-3 is annexed herewith as ‘Annexure – D' and forms part of this Report. The Report does not contain any qualication, reservation or adverse remark.

The Auditors of the Company have not reported any fraud as specied under Section 143(12) of the Act.

The Board has received the Compliance Certicate as required to be given by the Chief Executive Ocer and the Chief Financial Ocer under Regulation 17(8) of Listing Regulations is annexed herewith as ‘Annexure– E' and forms an integral part of this Report.

Pursuant to Section 177(9) of the Act read with Rule 7 of the Companies (Meetings of Board and its Powers) Rules, 2014, and Regulation 22 of Listing Regulations, the Board of Directors had approved the Policy on Vigil Mechanism/ Whistle Blower and the same has been hosted on the website of the Company at the web link http://kicmetaliks. com/corporate/policies/vigil-mechanism.pdf.

The Company follows a policy on remuneration of Directors and Senior Management Personnel. The policy is approved by the Nomination and Remuneration Committee and the Board of Directors had approved the policy and the same has been hosted on the website of the Company at the web link http://kicmetaliks.com/ corporate/ policies/nomination-and-remuneration-policy.pdf.

The Company has in place a Policy for Prohibition and Redressal of Sexual Harassment at work place which is in line with the requirements of the Sexual Harassment of women at the Workplace (Prevention, Prohibition & Redressal) Act, 2013 and Rules made thereunder. All employees (permanent, contractual, temporary and trainees) are covered under this policy. The Company has constituted an Internal Complaint Committee for its Registered Oce and Plant under Section 4 of the captioned Act. No complaint has been led before the said committee till date. The Company has led an Annual Report with the concerned Authority.

Your Company has an Audit Committee in terms of Section 177 of the Act and Regulation 18 of the Listing Regulations. Further details of Audit Committee are given in the Corporate Governance Report annexed as a part of the Directors' Report.

During the year under the review your Company has not accepted any deposits nor does the Company have any outstanding deposits under Section 73 of the Act read with the Companies (Acceptance of Deposit) Rules, 2014 as on the date of the Balance Sheet.

During the year under the review your Company has not given any loan or guarantee covered under Section 186 of the Act.

There were no materially signicant related party transactions entered by the Company which may have a potential conict with the interest of Company. All related party transaction(s) are rst placed before Audit Committee for approval and thereafter such transactions are also placed before the Board for seeking their approval. The details of Related Party Transactions, as required pursuant to respective Indian Accounting Standards, have been stated in Note No. 35 to the Audited Financial Statements of Company forming part of this Annual Report.

The Policy on Materiality of Related Party Transactions and dealing with related party transactions, as approved by the Board of Directors may be accessed on the Company's website at the web link http://kicmetaliks.com/ corporate/policies/related-party-transaction-policY.pdf

The Company has in place adequate internal financial control with reference to financial statements. During the year, such controls were tested and no reportable material weakness in the design or operations of the same were observed.

Risk management is an integral part of the strategic management of your Company. The process involves periodic identication of risk likely to aect the business from operating smoothly and adoption of appropriate measures to address the concerns. In this regard, your Company has identied inherent risks in its operations and record residual risk after taking specic risk mitigation steps. The Policy on Risk Management, as approved by the Board of Directors may be accessed on the Company's website at the web link http://kicmetaliks.com/corporate/policies/ risk-management-policy.pdf.

Further details regarding the same are given in the Management and Discussion Analysis Report.

The Company has constituted CSR Committee in compliance with the provisions of Section 135 of the Companies Act 2013 'Act' read with the Companies (Corporate Social Responsibility Policy) Rules, 2014 ‘CSR Rules'. The CSR Policy of the Company has been prepared pursuant to Section 135 of the Act and the CSR Rules. The CSR policy serves as the referral document for all CSR related activities at the Company. CSR Policy relates to the activities to be undertaken by the Company as specied in Schedule VII and other amendments / circulars thereon to the Act. Salient features of the CSR Policy and details of activities as required under CSR Rules is provided in ‘Annexure – F' forming part of this Report. The Company's CSR Policy may be accessed at the link: http://kicmetaliks.com/ corporate/policies/CSR-Policy-1.pdf.

Your Directors would like to inform the shareholders that the Audited Accounts containing the Financial Statements for the F.Y. 2024-25 are in conformity with the requirements of the provisions of Section 134(3)(c) read with Section 134(5) and all other applicable provisions of the Companies Act, 2013 and they believe that, the Financial Statements reect fairly the form and substance of transactions carried out during the year and reasonably present the Company's financial condition and results of operations.

Based on the same, your Directors further conrm, according to the best of their knowledge and belief that : a) in the preparation of the Annual Accounts for the F.Y. ended March 31, 2025, the applicable Accounting Standards have been followed and there are no material departures from the same ; b) the Directors have selected such accounting policies and applied them consistently and made judgments and estimates that are reasonable and prudent so as to give a true and fair view of the state of aairs of the Company at the end of the F.Y. 2024-25 and of the prot and loss of the Company for that period ; c) the Directors have taken proper and sucient care for the maintenance of adequate accounting records in accordance with the provisions of the Companies Act, 2013 for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities ; d) the Directors have prepared the Annual Accounts on a going concern basis ; e) the Directors have laid down internal financial controls to be followed by the Company and that such internal financial controls are adequate and are operating eectively ; f) the Directors have devised proper systems to ensure compliance with the provisions of all applicable laws and that such systems are adequate and operating eectively.

The Company had no employee during the F.Y. ended March 31, 2025, who was drawing remuneration in excess of limits set out under Rule 5(2) & (3) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014. Hence, no disclosure is required for the same.

A. Disclosures pertaining to remuneration and other details as required under Section 197(12) of the Act read with Rule 5(1) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 are provided here below : i) The ratio of remuneration of each Director/KMP to the median remuneration of the employees of the Company for the F.Y. 2024-25 :

ii) The median remuneration of employees of the Company during the F.Y. 2024-25 was RS 2.12 lakhs. iii) In the F.Y. 2024-25, there was a increase of 12.35 % in the median remuneration of employees. iv) There were 358 permanent employees on the rolls of Company as on March 31, 2025. v) Average percentage increase made in the salaries of employees other than the Managerial Personnel in the F.Y. under review i.e. 2024-25 was 13.47% whereas the increase in the managerial remuneration for the same period was 2.51 %. vi) It is hereby armed that the remuneration paid is as per the Remuneration Policy for Directors, KMP's and other employees.

B. Disclosures pertaining to remuneration and other details as required under Section 197(12) of the Act read with Rule 5(2) & (3) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 are provided as ‘Annexure – G' to this Report.

There have been no signicant and material orders passed by the court or regulators or tribunals impacting the going concern status and Company's operations. Your attention is drawn to the Contingent Liabilities and commitments shown in the Notes to Financial Statements forming part of this Annual Report.

No material changes and commitments have occurred after the close of the F.Y. till the date of this Report, which aect the financial position of the Company.

During the year under the review no applications were made by the Company and neither any proceedings were pending against the Company under the Insolvency and Bankruptcy Code, 2016.

The Company has proper and adequate systems and processes in place to ensure compliance with all applicable Secretarial Standards issued by The Institute of Company Secretaries of India.

No disclosure or reporting is made in respect of the following items as there were no transactions or change during the year under review :

• Details relating to deposits covered under Chapter V of the Act;

• Issue of Equity Shares with dierential rights as to dividend, voting or otherwise;

• Issue of shares to the employees of the Company under any scheme (Sweat Equity or Stock Options);

• The Company does not have any scheme or provision of money for the purchase of its own shares by employees or by trustees for the benet of employees;

• There was no revision in the Financial Statements other than as required to be done as per Ind AS.

The Board wishes to place on record their sincere appreciation for the continued support which the Company has received from its customers, suppliers, shareholders, promoters, bankers and above all, its employees.

A brief summary of the annexures accompanying this Report are given as below :

For and on behalf of the Board of Directors Radhey Shyam Jalan

Place : Kolkata DIN : 00578800 Dated : The 21st day of May, 2025 Chairman and Managing Director

‘Annexure - A' to the Directors' Report

(i) The steps taken or impact on conservation of energy :

• Replacement of conventional Lights with LED light ttings.

• Re-fractory gunning of Blast Furnace to reduce energy consumption.

• Part of re-fractory changed in stoves to get more temperature and to reduce coke rate in Blast Furnace.

(ii) The steps taken by the Company for utilizing alternate sources of energy : Nil (iii) The capital investment on energy conservation equipment : Nil

C. FOREIGN EXCHANGE EARNINGS AND OUTGO (RS in lakhs)