DIRECTORS' REPORT

To

The Members,

Your Directors are pleased to present the 39th Directors' Report of the Company for the Financial Year ended
31st March, 2023.

1. FINANCIAL SUMMARY OR HIGHLIGHTS

The Company's Financial Performance for the Financial Year ended March 31,2023 is summarized below:

2. During the Financial Year 2022-23, revenue from
operations on standalone basis increased to
'1,86,055.01 Lakhs as against '1,51,188.85 lakhs
in the previous year a growth of 23.06%.

The profit after tax for the current year stood at
'2,890.01 lakhs against '2,987.18 lakhs in the
previous year.

On a consolidated basis, the group achieved
revenue of '2,38,584.74 lakhs as against
'1,87,884.73 an increase of 27% Net profit for the
current year is '3768.15 lakhs against '4,032.62
lakhs in the previous year.

During the year the Group has achieved an
ever highest sales volume of 3.55 lakh MTPA as
compared to 2.76 lakh MTPA in previous FY.

During this year the Company has also installed a
new hot-dip galvanising facility at its Sikandarabad
Plant, catering the rising demand of GI Product of
the Company.

Reason of Remarkable Performance:

This remarkable performance of the Company
in Fiscal Year 2022-23 is based on the following
factors:

1) EBIDTA/ton improved in FY23 led by
improvement in sales realisation

2) Increase in Contribution from Value Added
Products

3) Better Realisation

3. TRANSFER TO RESERVES

The Board of Directors have decided to retain
the entire amount of Profit for the Financial Year
2022-23.

4. BRIEF DESCRIPTION OF THE COMPANY'S
WORKING DURING THE YEAR/ STATE OF
COMPANY'S AFFAIRS

Your Company is one of the largest company in
the segment with the widest range of products,
instrumental in laying a sound infrastructure for
the development of the Nation. Hi-Tech has been
in existence for over Four decades rolling out the
best in Industry ERW Steel pipes, hollow sections,
Solar Torque tubes, GI/GP pipes, cold rolled coils,
CRCA/GPGC Coils & strips, Color Coated Coils,
Metal beam crash barriers, and a variety of other
galvanised products. These certified products
have touched the lives of millions of people in
myriad ways. Our products are used in multiple
sectors including Infrastructure, Constructions,
Automobiles, Energy, Agriculture, Defense,
Engineering& Telecom.

During the period under review your Company
has added new Value Added Products in its
Portfolio. The Company has started commercial
production of Color Coated Coils at Sikendrabad
(U.P.) facility with an Installed capacity of 50,000
MTPA. This is a forward integration to existing Cold
Rolling and Continuous Galvanizing Line facility.
With the launch of "HITECH COLORSTAR” for Color
Coated Coils the Company has marked its foot
prints in the roofing segment very strongly. The
launch of this product will enable the company
to penetrate in the Indian Roofing Industry and
expected to contribute to the company's topline
meaningfully in the coming period. With this
new product addition, the company has a well-
established portfolio of Twelve plus products
and cater to industries like Automobile, Capital
Goods, Consumer Goods, Agriculture, Water
Management, Commercial Buildings, Housing,
Airports, Metros, Roads & Highways, Railways,

Warehouses, Industrial Sheds, Doors and Window
Frames, Residential Roofing, Metros etc.

During FY 2022-23 the Company has started
purchasing electricity of 5Mwp in Sikandrabad,
U.P. Facility from Amplus RJ Solar Private Limited
under Solar Power Purchase Agreement as a
group captive user. This would help significantly
in savings power cost which is a significant cost
element in our manufacturing process. Moreover,
there will be reduction in the carbon footprint by
reducing the emission of carbon dioxide into the
atmosphere. This is an Important step towards
having a renewable and alternate source of
energy to the company.

During this year your Company has successfully
registered its products in the various Central
government and State Governmentprestigious
projects. Moreover, the company is

continuously,getting good orders &supplying to
the "Jal Jivan Mission” Projects of the various State
Governments.

Future Prospects:

The company is focused to actively improve the
capacity utilisation of the existing plants and to
increase the proportion of Value Added Products
as the company has a clear vision to reach 1 (One)
Million Ton Capacity from Current 5.8 Lakhs Tons.

The Company has taken a new initiative and
aggressively working towards corporate and
product branding activities on various social
media platform and we are very optimistic
that this will surely benefitted the company in
achieving better connection with stakeholders
and improve brand image of company in the
years to come.

Further information on the Business overview
of the Company is discussed in detail in the
Management Discussion & Analysis.

5. DIVIDEND

Your Directors are pleased to recommend a final
dividend of 2.5% per Equity Share having a face
value of Re. 1/- each for the financial year 2022¬
23. The proposed dividend is, subject to approval
of Shareholders in the ensuing Annual General
Meeting of the Company and, would result in
appropriation of '32,70,275 (Thirty Two Lakh

Seventy Thousand Tow Hundred Seventy Five
Rupees) approximately. The dividend would be
payable to all those Shareholders whose names
appear in the Register of Members as on the
Book Closure Date. The Register of Members and
Share Transfer books shall remain closed as per
the schedule given in notice of Annual General
Meeting.

Pursuant to Regulation 43A of the SEBI (Listing
Obligations & Disclosure Requirements)
Regulations, 2015 (as amended), the Company
has Dividend Distribution Policy and the
same is available on our website and can be
accessed at https://hitechpipes.in/wp-content/
uploads/2023/07/Dividend_Distribution_Policy_
HI-TECH.pdf

6. CONSOLIDATED FINANCIAL STATEMENTS OF
SUBSIDIARY & ASSOCIATE COMPANY

In accordance with the provisions of Companies
Act, 2013 (hereinafter referred to as "the Act”),
Regulation 33 of the Securities and Exchange
Board of India (Listing Obligations and Disclosure
Requirements) Regulations, 2015 (hereinafter
referred to as "Listing Regulations”) and applicable
Accounting Standards, the Audited Consolidated
Financial Statements (CFS) of the Company for
the financial year 2022-23, together with the
Auditors' Report form part of this Annual Report.

In compliance with Section 129 (3) and other
applicable provisions, if any, of the Act read with
Rule 5 of the Companies (Accounts) Rules, 2014.
A statement is annexed containing the salient
features of financial statements of subsidiaries/
joint venture companies of the Company in the
prescribed Form AOC - 1 (ANNEXURE-1).

The said Form also highlights the financial
performance of each of the subsidiaries included
in the CFS of the Company pursuant to Rule 8(1)
of the Companies (Accounts) Rules, 2014.

In accordance with Section 136 of the Act, the
financial statements of the subsidiary companies
are available for inspection by the members at the
Registered Office of the Company during business
hours on all days except, Sundays and public
holidays upto the date of the AGM. Any member
desirous of obtaining a copy of the said financial
statements may write to the Company Secretary
at the Registered Office of the Company. The
financial statements including the CFS, and all
other documents required to be attached to this

report have also been uploaded on the website of
the Company at www.hitechpipes.in

List of Wholly Owned Subsidiary Companies are
as follows:

Ý HTL Metal Private Limited

Ý HTL Ispat Private Limited

Ý Hitech Metalex Private Limited

Note: The financial statements of all the Wholly
Owned Subsidiary Companies are available at the
Website of the Company i.e. www.hitechpipes.in.

The Company do not have any joint venture or
associate company as on March 31,2023.

SHARE CAPITAL

During the Year under review following are the
changes in the share capital of the Company.

a. In accordance to the Special resolution
dated December 27, 2022 passed by the
shareholders of the Company, Board of
Director in its meeting held on January 10,
2023 has issued and allotted 55,40,000 (Fifty
Five Lakh Forty Thousand) fully convertible
Warrants to the person belonging to the
Promoter, Promoter Group and Non Promoter
Group Category.

Further the Authorised share Capital of the
Company has increase from '14,00,00,000
(Rupees Fourteen Crores Only) divided into
1,40,00,000 Equity shareshaving a face value
of '10/- each to '24,00,00,000 (Rupees Twenty
Four Crore Only) divided into 2,40,00,000 (Two
Crore Forty Lakh) Equity shares having a face
value of '10/- each.

b. Pursuant to the Approval of shareholders
of the Company dated March 02, 2023 the
Board of Directors vide Record Date March
17, 2023 had subdivided/ Split the Face Value
of Authorised Share Capital of the Company
from '10/- each to Re.1/- each, resulting in
Subdivision of Paid-up Equity Share capital of
the Company.

The status of conversion as on 31st March,
2023and Subdivision/ Split is as follows:

Out of total 55,40,000 Fully Convertible
Warrants 5,10,000 Fully Convertible Warrants
has been converted into equal no. of 5,10,000
equity shares on February 08, 2023,pursuant
to which the Total Paid-up Capital of the

Company stands at '12,78,11,000/- (Twelve
Crores Seventy Eight Lakhs and Eleven
Thousand) Divided into 1,27,81,100 (One Crore
Twenty Seven Lakh Eighty One Thousand and
One Hundred) Equity Shares of Face value
'10/- each.

Further, Pursuant to Subdivision/ Split which
is effective from. March 17, 2023 (Record
Date)

- The Authorised share Capital of the
Company Stands at '24,00,00,000/-
(Rupees Twenty Four Crores) divided into
24,00,00,000 (Twenty Four Crores) Equity
Shares having a Face Value of '1/- each

- The Paid-up Capital of the Company
Stands at '12,78,11,000/- (Rupees Twelve
Crore Seventy Eight Lakhs and Eleven
Thousand) divided into 12,78,11,000
(Rupees Twelve Crore Seventy Eight Lakhs
and Eleven Thousand) Equity Shares
having a Face Value of '1/- each.

7. MATERIAL CHANGES AND COMMITMENT

No material changes and commitments affecting
the financial position of the Company occurred
between the end of the financial year to which
this financial statements relate and the date of
this Report.

8. DETAILS OF DIRECTORS OR KEY MANAGERIAL
PERSONNEL WHO WERE APPOINTED OR HAVE
RESIGNED DURING THE YEAR

During the year under review, following are the
Changes in the Directors of the Company.

- On completion of their tenure, Mr. Ajay
Kumar Bansal and Mr. Anish Bansal have
been re-appointed as Managing Director
and Whole Time Director of the Company
respectively for another term of five (5) years
each vide shareholder special resolution
dated September 28, 2022.

- On Completion of their First Tenure, Mr.
P.K.Saxena and Mr. Vivek Goyal have been
Re-appointed as Independent Director of
the Company for the Second Term vide
shareholders Resolution Dated December
27th, 2022

During the year under review, Following are the

Changes in the Key Managerial Personnel.

- Mr. Arvind Bansal resigned from the Position
of CFO (KMP) w.e.f. June 21,2022

- Mr. R N Maloo Appointed as an CFO (KMP)
also being designated as an executive director
at a group hierarchy Level w.ef. June 21,2022.

- Mr. R N Maloo resigned from his Position of
CFO (KMP) w.e.f. September 20, 2022.

- Mr. Anish Bansal Whole Time Director of the
Company has also been Appointed as CFO
(KMP) w.e.f. March 03, 2023.

In terms of section 203 of the Companies Act,

2013, the Key Managerial Personnel of the

Company as on 31/03/2023 are as follows:

9. BOARD OF DIRECTORS

The detail description about the board and
its composition is discussed in the Corporate
Governance section forming part of this Annual
Report.

DECLARATION OF INDEPENDENCE FROM
INDEPENDENT DIRECTORS:

As prescribed under the provisions of the
Companies Act, 201 3 read with the Schedules
and Rules issued thereunder, as well as clause

(b) of sub-regulation (1) of Regulation 16 of the
Listing Regulations (including any statutory
modification(s) or re-enactment(s) thereof for
the time being in force), the Company has
received declarations from all the Independent
Directors confirming that they meet the criteria
of independence. Further in terms of Regulation
25(8) of the Listing Regulations, the Independent
Directors have confirmed that they are not aware
of any circumstance or situation, which exist or
may be reasonably anticipated, that could impair

or impact their ability to discharge their duties.

NUMBER OF MEETINGS OF THE BOARD OF
DIRECTORS

Eight (8) meetings of the Board of Directors were
held during the financial year 2022-23. The details
of the meetings of the Board of Directors of the
Company convened during the financial year
2022-23 are given in the Corporate Governance
Report which forms part of this Annual Report.

In accordance with the provisions of Section
152 and other applicable provisions, if any,
of the Companies Act, 2013 read with the
Companies (Appointment and Qualification of
Directors) Rules, 2014 (including any statutory
modification(s) or re-enactment(s) thereof for
the time being in force) and in terms of Articles
of Association of the Company, Mr. Anish Bansal
will retire at the ensuing Annual General Meeting
(AGM) and being eligible, will offer himself for
reappointment.

POLICY ON DIRECTORS' APPOINTMENT AND
REMUNERATION

The company's policy on directors' appointment
and remuneration including criteria for
determining qualifications, positive attributes,
independence of a director and other matters
provided under sub-section (3) of section 178 is
available at the website of company and can be
accessed at https://hitechpipes.in/wp-content/
uploads/2023/07/Policy-on-Nomination-and-
Remuneration-Committee.pdf

DIRECTORS AND OFFICERS INSURANCE

Pursuant to the provisions of Regulation 25(10) of
Securities and Exchange Board of India (Listing
Obligations and Disclosure Requirements)

Regulations, 2015 as amended by SEBI (Listing
Obligations and Disclosure Requirements)

(Third Amendment) Regulations, 2021 read with
corrigendum w.e.f. 01.01.2022, the top 1000 listed
entities by market capitalisation calculated as on
March 31 of the preceding financial year, shall
undertake Director and Officers Insurance ('D and
O Insurance) for all their independent directors
of such quantum and for such risks as may be
decided by its board of directors.

The Company was in the list of Top 1000
Companies at NSE as at March, 2021, hence
complying with the provisions of the above
regulation your Company has renewed a D and O
Insurance cover from Tata AIG General Insurance
Company Ltd. For a policy period of one year
which gives a coverage against claims upto
'1,00,00,000.

10. COMMITTEES OF THE BOARD

A detailed note on the Board and its Committees is
provided in the "Report on Corporate Governance”
forming part of this Annual Report. As on March
31, 2023, the Board has the following standing
Committees:

MANDATORY COMMITTEES

i. Audit Committee

ii. Nomination and Remuneration Committee

iii. Corporate Social Responsibility Committee

iv. Stakeholders' Relationship Committee

v. Risk Management Committee

NON-MANDATORY COMMITTEES

i. Executive Committee

ii. Securities Allotment Committee

iii. Internal Complaints Committee

For details, the terms of reference, meetings held
during the year, membership and attendance
of the members at the meetings of the above
Committees of the Board, kindly refer to the
"Report on Corporate Governance” forming part
of this Annual Report.

11. MEETING OF INDEPENDENT DIRECTORS

Pursuant to the requirements of Schedule IV to
the Companies Act, 2013 and the SEBI (Listing
Obligations and Disclosure Requirements)
Regulations, 2015, a separate Meeting of the
Independent Directors of the Company was also
held on 28th January, 2023, without the presence
of non-independent directors and members of
the management, to review the performance of
non-independent directors and the Board as a
whole, the performance of the Chairperson of the
company and also to assess the quality, quantity
and timeliness of flow of information between
the company management and the Board.

The results of the above evaluation, assessment
etc. was found satisfactory to the Independent
Directors.

12. DIRECTORS RESPONSIBILITY STATEMENT

In accordance with the provisions of Section
134(5) of the Companies Act, 2013, the Board
hereby submits its responsibility Statement:-

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

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

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

(d) The Directors had prepared the annual
accounts on a going concern basis; and

(e) The Directors 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.

13. ANNUAL RETURN

The copy of Annual Return as required under
Section 92(3) and Section 134(3)(a) of the
Act read with Rule 12 of the Companies
(Management and Administration) Rules, 2014 is
placed at company's websitehttps://hitechpipes.
in/wp-content/uploads/2023/08/Annual-Return-
FY-2023.pdf

The tenure of M/s. A.N. Garg & Co, Chartered
Accountants has completed in38th AGM of the
Company held on September 28, 2022 and the
Re-Appointment of M/s. A.N. Garg & Co, Chartered
Accountants have been approved by the member
for another term of 5 Consecutive Years till the
Conclusion of 43rd Annual General Meeting of the
Company. The Company has received Auditors
Report from M/s A.N. Garg & Co, Chartered
Accountants on Standalone and Consolidated
Financial Statements of the Company for the year
ended March 31, 2023 which is self-explanatory
and do not have any qualifications or adverse
remarks.

SECRETARIAL AUDITORS AND THEIR REPORT

The Board of Directors of the Company in
its board meeting held on 27.05.2023 has
appointed NSP & Associates, Practicing Company
Secretary (Certificate of Practice No. 10937), as
the Secretarial Auditor to conduct an audit of
the secretarial records of the Company for the
financial year 2023-24.

The Company has received consent from NSP &
Associates to act as the auditor for conducting
audit of the secretarial records of the Company
for the financial year ending 31st March, 2024.

The Secretarial Audit Report of the Company
together with Secretarial Audit Report of its
Material Subsidiary i.e. HTL Metal Pvt. Ltd. for
the financial year ended 31st March, 2023
under Companies Act, 2013, read with Rules
made thereunder and Regulation 24A of the
Listing Regulations (including any statutory
modification(s) or re-enactment(s) thereof for the
time being in force) is set out in the ANNEXURE-2
& 2A to this report.

Further in terms of SEBI Regulations/circulars/
guidelines issued thereunder and pursuant
to requirement of Regulation 24A of Listing
Regulations, the Annual Secretarial Compliance
Report for the financial year ended 31st March,
2023, in relation to compliance of all applicable
laws is attached as ANNEXURE-3 and also
uploaded on the website of the Company.

There has been no qualification, reservation or
adverse remarks made by Secretarial Auditor.

COST AUDITORS

The Company is required to maintain cost records
for certain products as specified by the Central
Government under sub-section (1) of Section
148 of the Act, and accordingly such accounts
and records are made and maintained in the
prescribed manner and also the Audit of the cost
records is being conducted.

The Boa rd of Di recto rs ofthe Co m pa ny i n its meeti ng
held on 27 May, 2023, on the recommendations
made by the Audit Committee, has appointed
M/s. S. Shekhar & Co., Cost Accountants, (Firm
Registration No. 000452) as the Cost Auditor of the
Company to conduct the audit of cost records of
certain products for the financial year 2023 - 24 at
a remuneration of 50,000/-. As required under the
Companies Act, 2013, the remuneration payable
to the cost auditors is required to be placed
before the members, for ratification. Accordingly
a resolution seeking such ratification will form
part of the Notice convening the AGM. The Board
recommends the ratification of remuneration of
cost auditors of the company.

In terms of Section 148 of the Companies Act,
2013, the company had appointed M/s S. Shekhar
& Co. Cost Accountants as the Cost Auditors of
the Company to audit the Cost records for the
FY 2022-23, M/s S. Shekhar & Co. Cost Auditors
shall submit their report to the company in due
course of time which will be filed with Ministry of
Corporate Affairs (MCA).

15. PARTICULARS OF LOANS, GUARANTEES OR
INVESTMENTS UNDER SECTION 186

Details of Loans, guarantees and investments
covered under Section 186 of the Act read
with the Companies (Meetings of Board and its
powers) Rules, 2014, as on 31st March, 2023 are
given in Note No. 06 to the Financial statements
forming part of this Annual report.

16. RELATED PARTY TRANSACTIONS

During the financial year 2022-23, the Company
entered into transactions with related parties as
defined under Section 2 (76) of the Companies
Act, 2013 read with Companies (Specification of
Definitions Details) Rules, 2014, all of which were
in the ordinary course of business and on arm's

length basis and in accordance with the provisions
of the Companies Act, 2013 read with the Rules
issued thereunder and the Listing Regulations.

Further, there were no transactions with related
parties which qualify as material transactions
in accordance with policy of the company on
materiality of related party transactions. Therefore,
disclosure in Form AOC-2 is not applicable. All
transactions with related parties approved by the
Audit Committee and were reviewed thereafter
and are in accordance with the Policy on Related
Party Transactions of the Company.

The details of the related party transactions as
per Indian Accounting Standards (Ind AS) - 24
are set out in Note 38 to the Standalone Financial
Statements of the Company.

The policy on Related Party Transactions is
available on the website of the Company at https://
hitechpipes.in/wp-content/uploads/2023/07/
Policy-on-dealing-with-Related-Party-
Transactions.pdf

17. DEPOSITS

Your 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. Accordingly,
there are no unclaimed or unpaid deposits lying
with the company for the year under review.

18. MANAGEMENT DISCUSSION AND ANALYSIS
REPORT

The Management Discussion and Analysis Report
on Company's operational performance, industry
trends and other required details prepared
in compliance of Regulation 34 of the Listing
Regulations forms part of this Annual Report.

19. BUSINESS RESPONSIBILITY AND
SUSTAINABILITY REPORT

In compliance of Regulation 34 of the Listing
Regulations, the Business Responsibility Report
for the year under review is presented in seprate
section forming part of this Annual Report.

20. CORPORATE SOCIAL RESPONSIBILITY

The Corporate Social Responsibility Committee
comprises of:

The brief outline of the Corporate Social
Responsibility (CSR) Policy of the Company
and the initiatives undertaken by the Company
on CSR activities during the year are set out in
ANNEXURE-4 of this report.

TheCSR Policy has been uploaded on the company's
website and same may be accessed at https://
hitechpipes.in/wp-content/uploads/2023/07/
Corporate-Social-Responsibilitv-Policv-Proiects.
pdf

21. DETAILS PURSUANT TO SECTION 197(12) OF
THE COMPANIES ACT, 2013

Details pursuant to section 197(12) of the
Companies Act, 2013 read with Rule 5 Companies
(Appointment and Remuneration of Managerial
Personnel) Rules, 2014 form part of this Report
and are annexed herewith as ANNEXURE-5.

22. CORPORATE GOVERNANCE

The Directors adhere to the requirements set
out by Securities and Exchange Board of India's
Corporate Governance practices and have
implemented all the stipulations prescribed,
secretarial compliances, reporting, intimations
etc. under the Companies Act, 2013, Listing
Agreements and other applicable laws, rules and
regulations are noted in the Board/Committee
meeting from time to time. The Company has
implemented several best Corporate Governance
Practices as prevalent globally.

The Corporate Governance Report as stipulated
under Regulation 34(3) and other applicable
Regulations read with Part C of Schedule V of
SEBI (LODR), 2015 forms part of this report.

23. RISK MANAGEMENT

The Company recognizes that risk is an integral
part of business and is committed to managing
the risks in a proactive and efficient manner.
The Company's Risk Management Policy helps
organisations to put in place effective frameworks
for taking informed decisions and to achieve
more robust risk management. The Key Objective
of the Risk Management Policy which is aimed
at creating and protecting Shareholders value
by minimizing threats and losses and identifying
and maximizing opportunities.

The Company has a committee of the Board,
namely, the Risk Management Committee, which
was constituted with the overall responsibility
of overseeing and reviewing risk management
across the Company. The terms of reference of the
Risk Management Committee and Company's
Policy on Risk Management can be accessed at
https://hitechpipes.in/wp-content/uploads/2025/07/RISK-
MANAGEMENT-POLICY Hitech-Pipes-2.pdf

The Risk Management Committee comprises of:

in providing guidance to the management of
the Company

(v) Processes followed at the meetings

(vi) Board's focus, regulatory compliances and
Corporate Governance

The performance of the Committees was also
evaluated by the members of the respective
Committees on the basis of the Committee
effectively performing the responsibility as
outlined in its Charter/Terms ofreference. Similarly,
the evaluation of the Independent Directors and
other individual Directors' performance was made
by the entire Board, on the basis of the following
assessment criteria:

(i) Attendance and active participation in the
Meetings

(ii) Contribution in Board and Committee
Meetings

(iii) Execution and performance of specific duties,
obligations, regulatory compliances and
governance

The Board members had submitted their response
for evaluating the entire Board and respective
Committees of which they are members.

25. SIGNIFICANT AND MATERIAL ORDERS PASSED
BY THE REGULATORS OR COURTS

During the period under review, no material order
has been passed by any Regulator or Court Apart
from above an except to the extent as may be
mentioned in Notes to Accounts attached to the
Financial Statements forming part of this Annual
Report no other Material order were passed by
the Regulator or Court.

26. WHISTLE BLOWER POLICY / VIGIL MECHANISM

In compliance with the requirements of the
provisions of Section 177 of the Act read with
Regulation 22 of the Listing Regulations, the
Board has established a vigil mechanism for
Directors, employees and other stakeholders to
disclose instances of wrongdoing in the workplace
and report instances of unethical behaviour,
actual or suspected fraud or violation of the
Company's Policies. The policy is available on the
website of the Company at https://hitechpipes.in/
wp-content/uploads/2023/07/Vigil-Mechanism-
Policy.pdf

27. POLICY ON PROTECTION OF WOMEN FROM
SEXUAL HARASSMENT

The Company has always endeavoured for
providing a better and safe environment, free
of sexual harassment at all its work places. The
Company has in place a robust policy on Protection
of Women from Sexual Harassment in line with
the requirements of the Sexual Harassment of
Woman at the Workplace (Prevention, Prohibition
& Redressal) Act, 2013. The Policy applies to,
in relation to a workplace, a woman, of any
age whether employed or not, all categories of
employees of the company, including permanent,
management, workmen, trainees, probationers
and contract employees of all cadres at its
workplace or outside on official duty.

An Internal Complaints Committee (ICC) has
been set up to redress complaints received on
sexual harassment. All employees (permanent,
contractual, temporary, trainees) are covered
under this policy.

During the year, no complaints on sexual
harassment were received by the Committee

28. ADEQUACY OF INTERNAL FINANCIAL CONTROLS

Hi-Tech has adequate system of internal controls
commensurating with the size of its operation
and business, to ensure that all assets are
safeguarded and protected against loss from
unauthorized use or disposition, and to ensure
that all the business transactions are authorized,
recorded and reported correctly and adequately.

Your Company has adopted procedures for
ensuring the orderly and efficient conduct of its
business, including adherence to the Company's
policies, the safeguarding of its assets, prevention
and detection of frauds and errors, accuracy and
completeness of the accounting records, and
timely preparation of reliable financial disclosures.

During the year, M/s. BAS & Co. LLP, Chartered
Accountants, appointed as the Internal Auditors
by the Board of Directors of the Company. The
audit scope and plans of internal audit are
approved by the Board.

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

The information pertaining to conservation of
energy, technology absorption, foreign exchange
earnings and outgo as required under Section
134(3)(m) of the Companies Act, 2013 read with
Rule 8(3) of the Companies (Accounts) Rules,
2014 is furnished in ANNEXURE-6 and forms part
of this Report.

29. ACKNOWLEDGEMENTS

The Board places on record its appreciation
for the continued co-operation and support
extended to the Company by its customers
which enables the Company to make every effort
in understanding their unique needs and deliver
maximum customer Satisfaction. We place on
record our appreciation of the contribution made
by the employees at all levels, whose hard work,
co-operation and support helped us face all
challenges and deliver results. We acknowledge

the support of our vendors, the regulators, the
esteemed league of bankers, financial institutions,
rating agencies, government agencies, stock
exchanges and depositories, auditors, legal
advisors, consultants, business associates and
other stakeholders.

For and on behalf of

The Board of Directors of Hi-Tech Pipes Limited

Ajay Kumar Bansal

Chairman & Managing Director

New Delhi

May 27, 2023